I KNEW I FOUGHT MORBIUS WHEN I WAS 9 YEARS OLD. NO ONE EVER BELIEVED ME MY GOD

"Wait, this isn't a Mediocre Spider-Matt episode." (pulls off the mask) "It was a Wha Happun episode in disguise!"

18:22 This is probably the best symbiote Spidey performance Tobey has delivered honestly.

I laughed out loud when you said “so miles morales is out... so let’s talk about Spider-Man 3!!”

Ok but are we not going to talk about how it actually makes Sandman’s team up with Venom make WAY more sense?

I remember my friend showing me the "I'm going to die" clip and both of us ended up laughing so hard we nearly puked. It's truly a gem of a moment that will live in my heart forever.

The infamous "I'm gonna die" scene singlehandedly justifies this game's existence. Sure, the current Spiderman games may be "really good" and "a ton of fun" instead of "a trainwreck" and... umm... "a trainwreck", but do they have that QTE? I think not! Harumph.

I honestly love this game's visuals and animations. It's like a GMod animator somehow got to make a Spiderman game.

Luke Carlyle, the "Mad Bomber" did actually exist in the comics. He was a guy who put on some knock-off Doctor Octopus gear and then got beaten up by Spider-Man and the real Doctor Octopus. He was never heard from or mentioned ever again.

Despite the crunch, Treyarch went though all of the trouble to make animations and dialogue for *_every_* QTE prompt should you fail it, no matter how absurd and hilarious.

"I'm going to die." True dat

Ah, the best/worst mess of a Spider-Man game, besides the line delivery, dialogue and animations, the QTE's alone continue the meme legacy the Raimi films gave us. I also keep forgetting how stuffed this game was, but can't forget about the random lolita gang. The final movie game had just about everyone returning... Except Kirsten Dunst was replaced by Kari Wahlgren, don't know how she escaped that one! Oh Treyarch, you either die a Spider-Man game developmer, or live long enough to be a Call of Duty factory.

Whenever I play SM3, I get about 2/3 the way through the game and think “ya know, this isn’t *that* bad…” And then, I get to the final boss fight(s). The QTE with Harry and Sandman is the bane of my existence.

This game is truly nostalgic for me. It’s glitchy as hell and definitely not finished but the amount of fun to be had is unbelievable.

“Help. Please! Someone!” (Spider-Man proceeding to fall flat on his face) “I’m going to die” Might be one of my favorite things in any video I’ve seen on this channel lmfao

I’m convinced Marvel Games looked back at this game before deciding on how QTEs should work in the Avengers game.

Matt, you accidentally misnamed this What Happun episode.

One critique with this video: The Mad Bomber isn't technically an OC. His real name is Luke Carlyle, in the comics Carlyle was a crooked businessman who had his scientists make him, his own Doc Ock arms

Every time I play this game, I always get to a point where I think “huh, this actually isn’t so bad. Why did I not like this game?” And then... I get to the final boss battles and the Sandman QTE with Harry Osborn.

Remember when Arin forgot to fail the infamous QTE?

Anyone else play the PS2 version of this game? I loved it as a kid, despite it really not being very good.

Matt’s costume would be cool for a first costume in the future for another spidey

I have been occasionally quoting that "Giant lizards!" Line ever since I played it at a friend's house, while he was renting it. I really enjoyed playing it & watching a let's play of it. I still thing that they nailed the swinging sensation, but some later games definitely outdid it.

I learned the word "endurance" from this game

12:41 GIANT LIZARDS!!! Gotta love that 2007 meme quality lol

My favorite part of Spider-Man 3 on the PS2 was when Morbius went "Morbin' Time!" and proceeded to morb all over Spider-Man.

Of course Matt got GodzillaMendoza just so he could use that clip. Awesome video! Glad Mendoza got a cameo, his channel is great.

This game was my childhood lmfao! I just adored the hell of it

At least in story and the skill tree, Spiderman was almost a completely different game on PS2

Honeslty this is one of my favorite Spidey games. Like, this still has the best Spidey game score and even kinda atmosphere. New York City feel’s just a little more mysterious compared to the other games

I’m pretty sure the pc port of Spider-Man 3 actually looked worst because they somehow got rid of certain effects like bloom and made the mipmaps one textures worse, which adds visible lines to textures and reduces texture quality. Same thing with web of shadows which was also ported by beenox, except it didn’t have the mipmaps problem but it removed some particle effects and had a worse draw distance and LOD, however ultimate Spider-Man on pc didn’t have this problem and that game was also ported by beenox.

Yeah, I remember Morbius being in this game.

Matt, I’d love to see you do a video on those GBA Spidey games! That 3D swinging sequence from SM2 looked insane.

I played the shit out of the PS2 version back in the day. Loved it! I've beaten it like 5 or 6 times.

3:45 Bruh that “I’m going to die” quick time moment gets me every time.

I remember Treyarch had just done CoD 3 & the reviews I read for it were like, "Eh... It's basically CoD 2- but somehow jankier, with pointless minigames and QTEs." And then this game came out & the reviews said, "Eh... Basically Spider-Man 2- but jankier, with pointless minigames and QTEs." When World At War came out & people liked it, I genuinely thought that meant the next Spidey game would be awesome... 😞

These cutscenes look like low quality Source film maker projects good Lord.

watching you guys play this on the game grumps was how i found you and i laughed my ass off so hard in that video, nostalgic to see it again

12:40 looks like a go animate video. From the way Peter runs into the room to how J.J. moves his arms.

Funny thing is the Mad Bomber/Carlyle....is an actual spider-man villain in the comics as he was the 3rd Doc Ock!

I really love the Wii version of this game. It's so fun to swing using the motion controls.

0:54 I love how you hear spider man splash into the water, then the car followed making the same slash noise, floats, then explodes. That was comedic gold actually scripted

Hearing Matt say "bollocks" makes me that bit more proud to be British.

Playing as Venom in Spider-Man 3? That's just like all those websites claiming there are alternate suits and web of shadows from back in the day.

Amazing intro!

Spiderman 3 turned out the way it did because they didn't put Shocker in the game. Shocker is a seal of quality. Don't argue with me on this.

8 different consoles? That's asking for people to be overworked

The only thing I'm ready to stand up for in this game after your review is combat. Of course, the sound from the attacks inflicted on some enemies is a little off, and some enemies were not entirely built for such a combat (lizards specifically), but the impact from the attacks made by the spidy seemed pretty good to me. Variety of different attacks (on the ground, in the air, web attacks can also be applied on both) that can be used during combat will can possibly make Devil May Cry blink. since not all enemies can be defeated with the same combo attacks, each enemy needs its own ideal approach to get out of the battle with a clean victory. This makes Spider-Man 3's (Treyarch) one of the best combat system in Spider-Man games!

"help, please, somone?" *splat* "i'm going to die" *BOOM*". Well that was worth shooting coffee out of my nose.

* This is the third game in the series. * A Story Mode that is very arbitrary and confusing. * A few bugs and glitches * The Combat Upgrade Tree that is a step back from previous instalments. * No Unlockable Costumes and instead it's just Pallat Swaps. * Loads of Jank. After some careful reading, I think I know were Bayonetta 3 got most of its problems.

16:16 that was legitimately terrifying.

I remember playable Harry Osborn being DLC you could buy on the Xbox Marketplace. You're telling me that by dedicating my life to the game instead I could have gotten him for free?

18:26 Tobey put more effort into that than the entirety of the next-gen versions XDD

I wanna note that the ps2 version actually didn't have rhino, scorpion or calypso in the game nor did it have that maid girl gang

I lost it when the car exploded after slamming into the water.

At 5:21 is that martin li?

I wonder how much the Vicarious Visions version have raised in value thanks to recent memes

I got through the main story so fast that I just swung through the city doing side missions and fighting bad guys

visually the characters look so creepy like human puppets or they are possessed and look so unnatural sometimes feels like a horror game.

The PS2 version lets you swap between suits as a powerup.

such a fucking awesome cameo from xavier!! so unexpected but very much welcomed

18:21 holy shit... never heard tobey peter that mad

I was NOT expecting a Godzillamendoza crossover, what a pleasant surprise.

No matter what, spiderman 3 remains in a special place of my heart, as one of my childhood games... and that's the ps2 version mind you. But the ps3 version too is special to me, for being the games I most often thought to when I was yet to own a ps3 and was amazed by how much different its games could be...

I remember seeing Spider-Man 3 at the Dentist's office and it was mid

19:00 To be fair I have played Maximum Carnage both on Super-Nintendo & PC & I didn't even know that was suppose to be Shriek & this was suppose to be her debut design in 3d games, well its cool but they made me question who this character was. Also Matt a few days ago I found out about Bloodrayne Terminal Cut from Steam and that was ramdom as Saint Row 3 being remade.

This is possibly the best Spider-Man scene ever 18:22

In the PS2 version you can unlock the black suit when you have completed the main story by collecting all the hidden spider emblems.

Whatever people say, I still love this game and still play it like the boomer and still enjoying it to this day. I like the combat because I... I-I-I It just reminds me of Devil May Cry combat (slasher genre) and I really like doing all those Crazy and Sick Skills combo's combining different movesets, the web swinging feels realistic and for me it's kinda better than in SM2, the storyline seemed fine to me (I just enjoy watching all this circus that is actually interesting to watch at some moments), graphic was easily fixed with re-shade, and of course the GOD LIKE SOUNDTRACK that carried at least half of the game (my favorite theme's is scorpion, all versions of black suit theme, and of course main/spider man theme). So, whatever people say, have your own thoughts and don't forget those old games you used to play and might play it again. 16:55 btw the voice acting in this game is OH MY GOD I LOVE IT! XD

I really want to play this again for nostalgic reason how do I play on pc ??

Holy shit that intro was solid as hell.

Loved the 90s cartoon. That theme song takes me back!

I actually remember playing the DS game a lot when it was new. I remember 100%ing it multiple times. I was like 9 years old when i played it. I found my old cartridge a few weeks ago, I should go see if i still like it.

I loved this game on PS3 as a teen and I have no regrets. I beat it twice just to do a full black suit playthrough. As an adult I can see how poorly put together it is.

The PSP version I used to play religiously as a kid, love that game on the PSP, having the entire of NYC to swing around was so much fun.

I still love this game. Despite the problems I still love swinging through the city, I love the black suit and beating up thugs never gets old for me. I just with the PC version had the playable New Goblin. If you want a better version of this game, play Web Of Shadows with the Rami Red/Black Suit and 2007 Venom texture pack.

12:41 Jameson was so angry that he broke his own neck. (I freaking kaughed when I saw that scene)

Peter Parker looks like the report of the week

Is there a place to get the remix song

"I'm going to die" Enough said

I remember this game on the wii and damn i died when you said Calypso lmaooo

Morbius

HELL YEA GODZILLA MENDOZA. Great video overall. I'm happy to learn of all the foibles this game has to offer.

12:42 How i look when i get picked last for kickball

Little late but man, I fucking loved the PS2 version. As a little kid who knew no better I loved it. Actually introduced me to villains I hadn't heard of before.

I'm sad we can't Morbin in this version :(

its looks like treyarch and VV wanted to make a sinister six game but sony wanted the movie tie-in

From what I remember, Spider-Man 3 even had a mobile game version back on the old flip-phones.

I played this game for months as a kid and never got to the symbiotic parts. This video finally gave me closure.

Truth be told, I miss Matt playing the games and making the jokes as he does. But this is still pretty fun and informative as it is and has been

I played it on the Wii and it honestly was pretty fun, especially the swinging for the time. Also being able to play as venom was actually on the box. You had to collect I thin it was 50 meteor shards hidden around the map and after beating the story you had to collect 100 black suit emblems it be able to use it again. I didn’t bother with either but the game informed me that was what happened

14:24 typically these type of jokes collaboration jokes fall flat for me but that’s was genuinely hilarious

I never got to play the PS360 "masterpiece"

The intro is absolutely top tier 😂🔥♥️💯!!

5:21 Is that Martin Li?

Idk whats up, so in my Xbox 360 game, I have maximum health and really solid moves BUT I keep finding my ass stuck at part after part of the game... the missions only feel like they getting harder and harder... how am I suppose to be completing these things when they so damn hard? Currently have the mission to defeat Kraven, do the Arsenic Candy 4th mission where you have to beat up this gang in a church during a wedding and then good luck also having to deal with those Dragon Tails guys where you first discover the black suit your wearing hates vibration... its in that one temple with those stolen artifacts

I actually remember the rumors about Venom being a playable character. On good old Gamefaqs.

Slightly surprised if no one at Treyarch pitched a Call of Spidey game

Damn I remember playing the hell of Spider-Man Battle For New York whenever I wasn't home.

The PSP version is so much better, like, everything is better. Not to mention it’s straight Morbin.