Spider-Man 3SPIDER-MAN 3

Spider-Man 3 runs nearly 140 minutes, but it would be difficult to argue that it doesn't require that length. In Sam Raimi's third installment of the comic-book franchise, our crime-fighting web-slinger (Tobey Maguire) has not one, not two, but three über-villains to contend with: the hulking, misunderstood Sandman (Thomas Haden Church); the globular space infestation Venom (played, in human form, by Topher Grace); and former best friend Harry Osborn (James Franco), son of original Spider-Man nemesis the Green Goblin, who's now eager to take on the family business.

Keanu Reeves in ConstantineCONSTANTINE

At one point in Bryan Singer's original X-Men film, Wolverine stares at the fetishistic black-leather duds he and his teammates are wearing and asks, incredulously, "You actually go outside in these things?" To which Cyclops, in-joking on the character's original Marvel-comic attire, replies, "What, would you prefer yellow Spandex?" God, yes.

Clint Eastwood and Hilary Swank in Million Dollar BabyMILLION DOLLAR BABY

Despite featuring a few peripheral figures, Clint Eastwood's Million Dollar Baby is essentially a three-character mood piece, yet Eastwood, co-stars Hilary Swank and Morgan Freeman, and screenwriter Paul Haggis invest the material with so much emotional and intellectual accuracy that the results border on the overwhelming.

Ben Stiller and Jennifer Aniston in Along Came PollyALONG CAME POLLY

There's a pretty funny movie lurking within Along Came Polly, but unfortunately, it bears little relation to the slack and obvious one Ben Stiller and Jennifer Aniston are stuck in.

George Clooney in Ocean's ElevenOCEAN'S ELEVEN

Danny Ocean has an idea. Just paroled from prison, this Las Vegas smoothie (played by George Clooney) decides to rip off three of the city's casinos, the profits from which are all stored in one underground safe. In order to successfully pull off the caper, Ocean assembles 10 of the smartest, shiftiest cons he knows to form a labyrinthine plot that'll net the crooks upwards of $160 million. The problem: The safe in question is more heavily guarded than Fort Knox, and getting in the vault is small potatoes compared to how difficult it will be to leave the area once they have.