Columbia's PG-13 sci-fi fantasy blockbuster Spider-Man was still showing powerful legs, holding on to second place in its fourth week with an enviable ESTIMATED $38.5 million (-22%) at 3,876 theaters (+261 theaters; $9,933 per theater). Its cume is approximately $336.3 million, heading for at least $400 million and quite possibly as much as $450 million in domestic theaters. (Sony estimated its three-day gross at $30.5 million, which would give it a cume through Sunday of $328.3 million.)

Directed by Sam Raimi, it stars Tobey Maguire, Willem Dafoe, Kirsten Dunst, James Franco, Cliff Robertson and Rosemary Harris.

"3,876 is the highest print count ever. 3,750 (prints) for Shrek was the previous high that was (reached) during the course of their run," Sony Pictures Entertainment worldwide marketing & distribution president Jeff Blake said Sunday morning, noting that Spidey's 261 print increase reflected the fact that "more theaters are demanding Spider-Man."

Looking at the latest records set by Spider-Man, Blake noted, "It was the fastest to $300 million. We hit it Friday on day 22. The previous fastest to $300 million was Star Wars: Episode I -- The Phantom Menace in 28 days. By Monday we will be at $336.3 million, which will make us the sixth biggest picture of all time, passing Forrest Gump, which did $329.7 million. We're one step away from the Top Five where Jurassic Park has $357 million. And it's the biggest fourth weekend gross ever for three or four days. We've broken a record in each of our first four weeks."

Alcon Entertainment's R rated thriller Insomnia arrived in third place via Warner Bros. to an eye-opening ESTIMATED $26.2 million at 2,610 theaters ($10,038 per theater). (Warners estimated its three-day gross at $21.04 million.)

Directed by Christopher Nolan, it stars Al Pacino, Robin Williams and Hilary Swank.

"It's the largest Memorial Day weekend in Warner Bros. history," Warner Bros. Distribution president Dan Fellman said Sunday morning. "We have never opened up a movie (to bigger business over) Memorial Day weekend. Also, it's the largest opening in Al Pacino's career. Dick Tracy did $22 million and The Godfathers didn't open that wide and (they were) many, many years ago. This ties Robin Williams' biggest opening, which was Flubber (which opened Nov. 26, 1997 to $26.7 million)."

Focusing on the film's strong opening, Fellman said, "Insomnia is an Alcon production, distributed by Warner Bros., and financed by Fred Smith of Fed Ex. The success of our opening confirms the opportunity for counter-programming adult themed films during the competitive summer season."

Along those lines, Warners has another example of counter-programming coming with its June 7 launch of Divine Secrets of the Ya-Ya Sisterhood. "That is more female obviously and this (Insomnia) is male," Fellman explained. "And then we're going to hit 'em on the nose with Scooby-Doo (a live action and animation family film opening June 14 based on the long running TV cartoon series. We're looking for a good solid summer here."

As for the strong start the summer is off to, Fellman said, "I've got a four day number of almost $200 million. It's off to a great start. The box office is running about 22 percent ahead of last year and I think we'll continue this record pace through the summer and well into the fall and Christmas. We'll have another huge year at the box office.

"Admissions are up right now by about 12 percent and I think they'll continue to grow. I think the movie business is very healthy. Exhibition has emerged from their downward spiral (and is now) healthy and flush from all these big successes."

Could this be a $10 billion year at the domestic theatrical box office? "It certainly could be," Fellman replied. "I think so. We've got a couple of other strong contenders (besides Harry Potter and the Chamber of Secrets opening Nov. 15). We've got the sequel to Analyze This (which again stars Robert DeNiro and Billy Crystal and is called) Analyze That (opening Dec. 6. We also have a really funny -- I've seen some of it -- wonderful romantic comedy with Sandra Bullock and Hugh Grant (Castle Rock Entertainment's Two Weeks Notice, opening Dec. 20), which kind of reminds me of When Harry Met Sally. It's a very well made fun movie."