I'm not a bad person. Just had bad luck.
~ Sandman.
Spider-Man: Remember Ben Parker? The old man you shot down in cold blood?
Sandman: What does it matter to you, anyway?!
Spider-Man: EVERYTHING!!
~ Sandman and Spider-Man during their battle in the subway.

Flint Marko, also known as Sandman, is the secondary antagonist of the 2007 film Spider-Man 3. He is an escaped convicted professional criminal who had been accused on the death of Peter Parker's uncle; Benjamin "Ben" Parker. Sandman is seen as a tragic villain because he is portrayed as decent, understandable and honorable.

Flint Marko's main weapon of choice was his own body, which he distorted to fit whatever purpose he wanted, although his main firearm was a Colt Python .357 Magnum revolver, which he used in his robberies prior to getting his powers.

He was portrayed by Thomas Haden Church who also played Lyle Van de GrootDwayne LaFontant, and Tal Hajus


Flint Marko originally appeared in the comics but was a main character in Spider-Man 3. Marko was a down-on-his-luck father of a child named Penny with cancer. In an effort to support her, the unemployed Marko was forced to rob banks and numerous other places to pay for her cancer treatments, at the same time becoming estranged from his wife. One night, the robbery failed and Marko fled outside the city limits, trying to escape from the police, who were in hot pursuit. Marko fled into a gigantic chamber filled with sand at a remote testing facility. Marko didn't know it at the time, but it was an experiment that was testing if sand could protect against radiation. Marko successfully hid from the police in the pit, but the sand was blasted with radiation, and Marko's genes were blended together with the sand. Marko discovered that he could still be a normal man, but was invincible, as he was now made of sand. Marko realized that his sand makeup allowed him to grow in size and make weapons with his body. Marko used his new-found powers to rob numerous banks, but he was thwarted by Spider-Man, who was growing increasingly unstable as a result of the symbiote, and washed him away down a drain. Sandman didn't know it, but Spider-Man was actually Peter Parker, a mild-mannered photographer for the Daily Bugle, who discovered that Marko killed his beloved uncle, Ben.

Venom later comes to Marko and forms an alliance with him, although Marko is slightly reluctant to do so, due to Venom's vile nature. After Spider-Man kills Venom with one of the New Goblin's pumpkin bombs, Marko finally learns about Spider-Man's identity and finally reveals that he never meant to kill his uncle. He told Ben, who was waiting for Peter, that he needed his car to get some money to help his daughter. Ben attempted to talk Marko out of it, but before Marko could turn back, his accomplice, Dennis Carradine, ran up to him to steal the car and slapped Marko on the shoulder, startling him and causing him to jolt and accidentally pull the trigger of his gun. A shocked Marko tried to help Ben, but Carradine abandoned his partner. Carradine was later pushed out a window by Peter that same night. Out of complete regret, Flint surrendered to the police, stating that he spent "a lot of nights wishing [he] could take it back". Flint states that he's not asking for forgiveness, but that he only wants Peter to understand what he's been going through. Finally understanding that what happened to Ben was a genuine accident, Peter forgives Flint and allows him to escape peacefully into the wind, having finally come to terms with what he's done. He also decided to change and make himself a better person.



  • He is the only villain in the Sam Raimi Spider-Man trilogy who never dies or commits suicide.
  • He is also the fourth villain in the films to be redeemed.
  • Just like Eddie Brock/Venom, his alias "Sandman" was never mentioned in the film, however in the film when the news was broadcasted to the citizens of New York the news reporter called Flint "The Sandman". He was always known as Marko.
  • In the earlier scripts of the film, Sandman and Venom were replaced by Electro and the Lizard. However, finally, Lizard and Electro were scrapped and replaced by Sandman and Venom.
  • It is completely unknown if he would have reappeared in the cancelled Spider-Man 4.
  • In the videogame adaptation of Spider-Man 3, Sandman's fate is very different to his fate in the movie. At the end of the game, a cop appears with Sandman's daughter, and he is reunited with his daughter, and after that, he apologizes to Spider-Man by what happened. It was unknown if he was arrested by the cop after this. Also in the game he helped Eddie Brock to kill Spider-Man because Brock kidnapped his daughter, unlike the film where he was willing to help him.
  • The first live-action Spider-Man film in which a main villain, Sandman, survives at the end of the film.
  • On May 4, 2007, while promoting the film on The Tonight Show with Jay Leno (1992), Thomas Haden Church revealed that he broke three knuckles during the subway scene where he swings to punch Spider-Man and ends up punching a chunk of the wall away. Church said that the effects crew had told him that the brick in the middle was fake while the upper and lower ones were real. Unfortunately, the foam brick had not actually been put in place yet, and when Sam Raimi yelled 'action', Church spun around and punched the real brick on the first take.
  • Thomas Haden Church worked out for 16 months to build up his physique to portray the Sandman
  • It took three years to create the visual effects required to portray the Sandman's powers. To understand the dynamics of sand, various experiments were conducted with sand (launching sand at stunt men, splashing the stuff around and pouring it over ledges). Sand sculptors were also consulted for advice.
  • Real sand was used for Sandman, except when characters were being buried or covered in sand. Since real sand would have been a possible hazard for such scenes, ground up corncobs were used instead.
  • Sam Raimi and Tobey Maguire were the driving forces that got Sandman into this film. During press interviews for the first two Spider-Man films, Raimi and Maguire repeatedly mentioned Sandman as a villain they would like to see in the third film.
  • The first shot of the Sandman forming took roughly 6 months to create.
  • Both Topher Grace and Thomas Haden Church confessed that when they were unceremoniously invited to meetings at Sony, they had no idea they would be auditioning for this film.
  • Thomas Haden Church was offered the role of Sandman on the strength of his performance in Sideways (2004). He accepted the part despite the fact that there was no script.
  • To prepare for his role as the Sandman, Thomas Haden Church worked out for 16 months, losing ten pounds of fat and gaining 28 pounds of muscle. He based his performance on misunderstood monsters, like the Golem from The Golem (1920), Frankenstein (1931)'s monster, and King Kong (1933).
  • According to composer Christopher Young, the Sandman's theme was composed with two contrabass saxophones, two contrabass clarinets, two contabrass bassoons and eight (very low) French horns to describe Sandman as "heavy and aggressive." Venom's theme was meant to make him sound "vicious and demonic" and used eight French horns.
  • A scene of Spider-Man battling a giant Sandman at a construction site was previously done in the cartoon Spider-Man and His Amazing Friends: Spider-Man: Unmasked! (1983).
  • The villains' meeting would have seen Eddie coming across Flint pretending to be sand in a playground for his little girl to play on. Talking to Flint, Eddie would have convinced him that his girl may be cured yet.
  • Sam Raimi had previously considered Thomas Haden Church for a role in The Gift (2000).
  • The union between Venom and Sandman originally had Venom just offering the cash Sandman needs to save his daughter in exchange for helping him kill Spider-man, but during the battle, Sandman's daughter would come and tell her father that she could not be cured and was going to die, and wanted to die with her father being a good man, not a criminal.


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