Maybe Thomas Haden Church's comedic yet soulful turn in "Sideways" wasn't the driving force in landing a pivotal role in "Spider-Man 3," but without question it opened up the invitation for him to play in director Sam Raimi's sprawling movie sandbox.

That's because it wasn't Church's actual performance in Alexander Payne's wine-flavored road-trip dramedy that "Spider-Man" producers Laura Ziskin and Avi Arad took notice of -- but the humility the actor displayed when he was toasted for Best Supporting Actor for the film at the Broadcast Film Critics' annual awards in January 2005.

Essentially, Church was showing exactly the sort of complexity that the filmmakers desired for the conflicted villain Sandman.

"The whole thing started when they saw me give an acceptance speech at the Critics' Choice Awards. I was at first attempting to be funny and then my emotions got the better of me," Church recalled in an interview during a break in "Spider-Man 3" shooting. "Avi and Laura were like, 'This guy's got the physical presence to be this guy, but also this kind of vulnerability.'"

We first meet Church in "Spider-Man 3" as Flint Marko, an escaped convict on the run from police and in a race against time to find the money to help cure his ailing daughter. But after he stumbles into a physics experiment that fuses his DNA with sand, Marko suddenly becomes Sandman -- a seemingly indestructible and elusive force that can change his shape, size and physical appearance at will.

Baffled by his newfound powers, Marko/Sandman's life becomes even more complicated when authorities tell Peter Parker (Tobey Maguire) and Aunt May (Rosemary Harris) that he's the man responsible for the murder of Uncle Ben Parker (Cliff Robertson) -- sending Peter and his the dark side of his alter-ego, the symbiote-infected Spider-Man, on a hell-bent path to exact vengeance.

Also starring Kirsten Dunst, James Franco, Topher Grace, Bryce Dallas Howard and Rosemary Harris, the film opens in theaters and on IMAX screens Friday nationwide.

Crafting A Villain

Church's involvement in "Spider-Man 3" began the day after the Critics Choice Awards, when Raimi, Ziskin and Arad immediately invited him in for a meeting. At the time, Church said, only one villain -- Sandman -- was officially in the film, but he knew that Raimi and company were looking to add more to the fold.

"It was actually a very funny meeting because Sam went through the whole movie for me," Church chuckled. "He showed me storyboards and literally walked through it all It was very entertaining."

The exciting thing Church soon came to discover was that like Sandman, he was going to have an opportunity to help shape his character in the film.

"We met for a couple more meetings after the first one, just talking about where they thought the story and character was going to go, Church said. "At that point, there was no script. It was just the genesis of who the guy was in Stan Lee's imaginings, and how they were going to build upon that for a feature-length story. We had story sessions about who he was, what they thought and what I thought, and how we were going to create the character. Then Topher became involved because they wanted Venom in the movie."

While Church's involvement in "Spider-Man 3" was borne out of pure happenstance, it oddly fulfills a wish that Raimi and the actor had of working together in 2000 -- two years before the first "Spider-Man" movie was released.

"Sam wanted to cast me in 'The Gift' with Cate Blanchett," Church recalled. "But the studio, because there was a bigger name available, pressed him to cast this other actor. Sam really went to the mat for me. I had a great time meeting with him on that picture."

And while the pairing didn't materialize on "The Gift," Church, now 46, came away with the desire to work for Raimi one day.

"I recognized right off that he was razor-sharp, intelligent and very assured of what he wanted," Church said. "In the two hours I spent with him working through the material on that movie, he became a guy that I immediately admired. I knew of his movie work before and admired that, but just getting to know him personally, he became somebody that I would immediately leap at the opportunity to work with."

And now that he's had the chance to do just that, Church is giddy that sands of time fell perfectly into place for "Spider-Man 3." Sure, he didn't get "The Gift" with Raimi earlier, but perhaps the wait and reward is the gift that was meant to be.

"He's like Elia Kazan trapped in an action movie director's body," beamed Church. "He has a very specific understanding of crafting a performance from the actor's standpoint. He's acted in some films -- and is a terrific actor's director, and is smart, funny and compassionate. You can just see that everybody loves working for him. Not unlike Alexander Payne, they pledge their allegiance to him, and are proud and happy to be associated with him."