The whiz-bang record-breaking release of Spider-Man 3 a few weeks ago was followed by sighs of disappointment and steep box-office drop-offs — not a good thing, considering it was regarded as the most anticipated movie of the summer.

And with a slew of sequels on their way right at the heels of that franchise’s near-terrible third outing, it’s likely the rest of the summer movie season will follow suit, even if box office numbers look cheerier than ever.

Take a look beyond the Happy Meal-ready fare coming up, though. There’s plenty to be excited about, even if some of the movies might take weeks — or months — to get outside of New York and Los Angeles. Here are three:

Waitress (Dir: Adrienne Shelly) — The last American indie that sidestepped pretentiousness and dove right into a bizarre, down-home earnestness was 2005’s Junebug. Here’s hoping Waitress — starring Felicity’s Keri Russell — is a worthy follow-up. Russell stars as, yes, a waitress with a talent for making pies who becomes pregnant but then falls for her doctor. Look for Curb Your Enthusiasm’s Cheryl Hines as a perm-sporting sidekick. (Opened in limited release May 2)

Paris, je t’aime — This bizarre French import has been waiting for a U.S. release for so long that several of its 18 segments have leaked onto YouTube.com. Some are astounding teasers for the final product (go online and check out the wistful “Fauboug Saint-Denis” segment starring Natalie Portman). The movie tasked a director (among them: Gus Van Sant, Wes Craven and the Coen brothers) to film a segment inside each of Paris’ 18 arrondissements, or neighborhoods. (Lim. release May 4)

A Mighty Heart (Dir: Michael Winterbottom) — In the post-Sept. 11 world, the face of journalistic tragedy has been the 2002 beheading of Daniel Pearl in Pakistan, a heartbreaking but riveting story that already has been the focus of a great HBO documentary. In the hands of Angelina Jolie and director Winterbottom, a filmmaker known for his brutal documentary-like approach, this is almost guaranteed to be unflinching and powerful. (Opens June 22)