Spider-Man 3 took a 60% hit in its second weekend at the North American box office, but it still ruled the marketplace, leaving slimmer than expected pickings for three new releases.

After re-writing the record books last weekend with its $151m domestic debut, Sony's Spider-Man 3 grossed an estimated $60m from 4,252 theatres in its second weekend, for a per-theatre average of $14,111.

A steep drop-off from the opening tally was inevitable, but the 60.3% decline was bigger than those for the franchise's first two installments: the original Spider-Man fell only 38% in its second weekend, and its sequel 49%.

The third Spidey outing still emerged, however, with a huge domestic total of $242.1m. And its worldwide total climbed to $622m.

28 Weeks Later , Fox's sequel to Danny Boyle's cult zombie thriller 28 Days Later, fared best among the new releases. Its $10m estimated gross from 2,303 theatres (average - $4,342) was more than enough for second place on the chart, though it was slightly below expectations and only on a par with the original film's opening gross from a much smaller screen count.

Produced by Fox Atomic and the UK's DNA Films, the sequel has Spain's Juan Carlos Fresnadillo directing Robert Carlyle, Harold Perrineau and Catherine McCormack. While it was admired by critics, the film faced a challenge in luring its mostly young male audience away from the box office leader.

Universal and Morgan Creek's Georgia Rule took third place but came in even further below expectations, with an estimated $5.9m from 2,523 screens (average - $2,330). The negatively reviewed dramedy about three generations of women stars Jane Fonda, Lindsay Lohan and Felicity Huffman and is directed by Garry Marshall.

Paramount's Disturbia, last week's number two film, dropped by less than 18% but was pushed into fourth spot, with an estimated $4.8m from 3,106 theatres (average - $1,548), for a $66.3m total to date.

Lionsgate's Delta Farce, another new release, opened in fifth spot with an estimated $3.5 from 1,931 theatres (average - $1,813). The broad comedy, slammed by critics, stars comedian Larry The Cable Guy as one of three buddies who think they are fighting in Iraq when they are actually much closer to home. CB Harding directs.

New Line's thriller Fracture was off 15% with an estimated $2.9m from 2,202 theatres (average - $1,317), for a $31m total.

Buena Vista's The Invisible, with $2.2m from 1,943 theatres (average - $1,133) and a $15.5m total, came seventh; Rogue's Hot Fuzz, with $1.6m from 1,236 theatres (average - $1,339) for an $18.9m total, was eighth; Paramount's Next, with $1.6m from 2,017 theatres (average - $795), was ninth; and Buena Vista's Meet The Robinsons, with $1.6m from 1,640 theatres (average - $976) rounded out the top ten.

The weekend's other wide new release, The Ex, fell outside the top ten with an estimated $1.4m from 1,009 screens (average - $1,343). The Weinstein Co romantic comedy, produced by 2929 Entertainment and distributed domestically by MGM, stars Zach Braff and Amanda Peet and is directed by Jesse Peretz.

Only one wide release arrives in the domestic marketplace next weekend: DreamWorks' Paramount-distributed Shrek The Third, the latest installment in the massively successful computer animated series about the big green ogre, with a voice cast led by Mike Myers, Eddie Murphy, Cameron Diaz and Antonio Banderas.

Estimated Top 10 North America May 11-13, 2007

Film (Distributor)/International distribution/Estimated weekend gross/Estimated total to date

1 (-) Spider-Man 3 (Sony) SPRI $60m $242.1m

2 (-) 28 Weeks Later (Fox) Fox Intl $10m -

3 (-) Georgia Rule (Universal) Morgan Creek Intl $5.9m -

4 (2) Disturbia (Paramount) PPI $4.8m $66.3m

5 (-) Delta Farce (Lionsgate) Lionsgate $$3.5m -

6 (3) Fracture (New Line) NLI $2.9m $31m

7 (4) The Invisible (Buena Vista) BVI $2.2m $15.5m

8 (9) Hot Fuzz (Rogue Pictures) UPI $1.7m $18.9m

9 (5) Next (Paramount) Initial $1.6m $14.6m

10 (7) Meet The Robinsons (Buena Vista) BVI $2.5m $94.1m