Spider-Man fended off an anchorman and a king at the weekend box office.

"Spider-Man 2 (search)" remained the top draw at theaters with $46 million in its second weekend, pushing its total to $257.3 million after just 12 days, according to studio estimates Sunday.

Will Ferrell's (search) broadcast-news comedy "Anchorman: The Legend of Ron Burgundy" premiered a strong No. 2 with $28 million, while Clive Owen's "King Arthur" had a so-so opening of $15.2 million, coming in third.

The weekend's other new wide release, the girl-power flick "Sleepover," debuted a weak No. 10 with $4.2 million.

Michael Moore's (search) "Fahrenheit 9/11" was a healthy holdover in its third weekend, coming in at No. 4 with $11 million and raising its total to $80.1 million. Moore's assault on President Bush over the Sept. 11 attacks, "Fahrenheit 9/11" appears headed beyond $100 million, which would make it the first documentary to cross that mark.

Twelve days into its run, "Spider-Man 2" had grossed about $20 million more than the original "Spider-Man" had at the same point. That improves its chances of exceeding the $403.7 million total domestic take for "Spider-Man," the top-grossing movie of 2002.

"We're on the right path, but that's a big number. I wouldn't be comfortable saying anything beyond that," said Rory Bruer, head of distribution for Sony, which released both "Spider-Man" movies. "I'm almost afraid to jinx it."

The solid opening of "Anchorman" follows Ferrell's holiday smash "Elf" last fall, lifting the former "Saturday Night Live" comedian to Hollywood's upper ranks.

"You can add him to the list of talent that can open a movie," said Jim Tharp, head of distribution for DreamWorks, which released "Anchorman."

Directed by Antoine Fuqua ("Training Day") and produced by Jerry Bruckheimer, "King Arthur" opened on the same weekend as Bruckheimer's blockbuster "Pirates of the Caribbean: The Curse of the Black Pearl" debuted a year ago.

But since its Wednesday debut, "King Arthur" had taken in $23.6 million, just a third of the $70.6 million Wednesday-Sunday haul of "Pirates of the Caribbean."

"King Arthur," a different take on the Arthurian legends that drops the sword-and-sorcery themes and sets the story toward the end of Roman rule in Britain, was the latest in a string of anemic debuts for distributor Disney.

It follows such Disney commercial duds as "Around the World in 80 Days," "The Alamo," "Raising Helen" and "Home on the Range."

Disney head of distribution Chuck Viane said that like "Troy," a historical epic whose overseas revenues far outpaced its domestic gross, "King Arthur" should perform well internationally. Owen and co-star Keira Knightley have strong appeal in Europe, where Disney expects "King Arthur" to play especially well, Viane said.

The studio hopes to finish the summer strongly with "The Village" from director M. Night Shyamalan ("The Sixth Sense") and the sequel "Princess Diaries 2: Royal Engagement," Viane said.

Estimated ticket sales for Friday through Sunday at North American theaters, according to Exhibitor Relations Co. Inc. Final figures will be released Monday.

1. "Spider-Man 2," $46 million.

2. "Anchorman: The Legend of Ron Burgundy," $28 million.

3. "King Arthur," $15.2 million.

4. "Fahrenheit 9/11," $11 million.

5. "The Notebook," $6.53 million.

6. "White Chicks," $6.5 million.

7. "Dodgeball: A True Underdog Story," $5.4 million.

8. "The Terminal," $5 million.

9. "Shrek 2," $4.5 million.

10. "Sleepover," $4.2 million.