Spider-Man 3
Pros
1) Venom was kickass and very well designed
2) The story they had for Harry was pretty sweet really
Cons
1) Sandman was useless
2) Sap, far too much sap
3) Not enough of a violent Black Costume Spidey/Peter.. he just got weird
4) Could live without Gwen Stacey easily
5) No "We" or "us" from Venom.. just normal I and me.. feh