Sony messed up in that they wanted to release a self-contained trilogy while also building a universe around Spider-Man. Yes, I truly think they were trying to take the best elements from
The Dark Knight trilogy and the Marvel Cinematic Universe and put them into one franchise. This isn't a bad idea at all, but they tried to pack too much into one film. Personally, I thought
The Amazing Spider-Man 2 was very entertaining, but I think it's the only superhero film I've had a genuine problem with. The villains were almost nothing like their comic counter-parts, and the Rhino was just downright annoying. I still liked it, but obviously due to the lowest grossing Spidey film and mixed critical reaction, they need to rethink where they're going.
The key here is to keep Spider-Man grounded. Focus on all the loose plot ends from the previous films and wrap that up, feeling like the end to a story, while also laying what little groundwork you can for the next installment. I feel
The Dark Knight Returns could have very easily brought on a sequel; however they chose for it to be a closing, and IMO
The Amazing Spider-Man 3 should do the same.
1). Give Him Inner-Tension
Marc Webb almost made the mistake of putting Mary Jane in the second movie, and I pray he doesn't make that mistake in this one. To my knowledge, there hasn't been a superhero film in recent history that didn't have some kind of love interest. Right before Gwen died, Peter was the most in love he'd ever been her. Just watch the long bit on the bridge where he poured his heart out to her. While I think Black Cat should be introduced and used, I think she should be more of a sexual interest. Some might see this as demeaning, but it's not really. IMO, Black Cat has always been a sexual figure,
and there's nothing wrong with that. Felicia Hardy is a girl looking for a thrill, and she could bring out the inner tension in Peter without having to be all lovey-dovey that we got more than enough of in
The Amazing Spider-Man 2. Felicia will be trying to pull him in one direction, while his guilty memories of Gwen Stacey pull him another.
Also, I believe Harry Osborn's assistant Felicia was only called by her first name in the movie, so get rid of her. I thought she was completely mis-portrayed, without even any hints at anti-heroism.
2). Give Him the Black Suit
This is where it gets tricky, because you don't want to step on ground that's already been tread, and the black suit was introduced in Sam Raimi's third Spider-Man film in 2007. While I'm not a fan of the way every villain seems to come from Oscorp, the Venom symbiote should, going the Ultimate comics route of Peter's father and Eddie Brock's father working on it together. Also, make the costume like the one from the comics; I think it'd look badass in live-action. This way, you're making it different from the past incarnation and also building upon what has been laid in previous TASM movies.
The symbiotic suit, along with the Black Cat, will bring him down a darker path. They should sure as hell stay away from emo-Peter, but while Black Cat is trying to make him more free-spirited, he becomes more and more enslaved by the guilt of his Uncle Ben and girlfriend Gwen's deaths--both are his fault. As he gets more and more frustrated, he wears the symbiote more and more, it becoming an obsession without him realizing it. Eventually, Spider-Man and Black Cat will fight, and this is when he realizes how the suit is poisoning him, and removes it.
3). Give Him Uncle Ben's Killer
*sighs* Yet another unresolved plot-line from the first movie. For a good portion of the movie, Parker was tracking down middle-aged, blonde crooks and looking at their wrists for a star; this was how he would identify Uncle Ben's killer. Unfortunately, due to the lizardy transformation of Curt Connors, this was never revisited, not even in the sequel. As Spider-Man will be struggling with the guilt of two deaths--three, really, if you count Captain Stacy--it's important that his killer returns, somehow into the fold. It's important because TASM2 hardly mentioned Uncle Ben at all, and while Gwen's death is important, it's not near as important as Uncle Ben's. Bringing the killer into the fold would help Peter discover the kind of hero he's going to be as a result of so much pain.
What does he do with the killer? Does he try to kill him, as Toby Maguire's Spider-Man did in the previous trilogy? If it were me, I'd have him face the killer twice; once when he has the symbiote suit and once when he doesn't. The first time he just tries to inflict as much pain as possible on the criminal; the second time he's focused on stopping him and bringing him to justice. To make this a little more interesting, I'd have the killer be Herman Shultz, also known as the Shocker. More of an Ultimate twist on him as well. Obviously, he'd be a minor villain, but one that would have nothing to do with Oscorp (thank God).
4). Give Him a Villain That Will Bring Out Animal Instincts
Forget the Avengers, by the time TASM 3 rolls around, Spider-Man will be the hero of New York City. Praise, praise, praise--left and right. Little do they know Spider-Man is at an all time low, struggling to find a reason to even be a hero anymore.
Who will take notice of all the praise he's receiving? Kraven the Hunter. Kraven wants the glory for himself, and wants to prove that he's the greatest hunter there ever was. So somehow, he will persuade a large portion of the people of NYC, the people who were just praising him, to turn against him. Why would they do this? I think they would turn against him when they see him and Black Cat beating the crap out of each other. Why would Spider-Man do that to someone who appears to be a regular person, especially a woman? They'll be scared, and Kraven--craving Spider-Man's glory--will come to help. Either that or maybe people think the black-suit Spider-Man killed the original Spider-Man, and that's why he's more violent than usual. Either way, I think Kraven is a great villain that fits the theme of this film. While Spider-Man hunts for Uncle Ben's killer, Kraven is hunting for Spider-Man.
The end result of all this would be Peter coming to terms with his failures, and learning that with great power comes great responsibility. Peter has ignored those responsibilities in the past, and that has cost him a price he will never again pay. And of course, Kraven could alway return in a Sinister Six movie or sequel. And by the way, I think Sony's making a mistake by releasing S6 before TASM3. While I'm also excited for that movie, it'd make more sense to wait until after 3 Spidey movies as to have plenty of character development and build-up.
Alright y'all, that's a wrap. Very brief, I know, but it's meant to give you the basic structure of what I believe would work. Fill in the blanks yourself, and let me know what you think should happen in The Amazing Spider-Man 3 below!
Here's a tip: They won't reboot.