Spider-Man failed to break UK and Ireland box office records as the World Cup tightens its grip on the nation's free time.

The comic book adaptation broke records in the US when it opened, but was hit by lunchtime matches for England on Saturday and Ireland on Sunday.

But it still took a healthy �9.4m in the UK and Ireland from 509 screens, according to figures from Screen International.

UK box office

1. Spider-Man 2. Star Wars: Episode II - Attack of the Clones 3. Unfaithful 4. 40 Days and 40 Nights 5. Monster's Ball

The figures - which include three days of previews worth �3.5m - make it the fifth highest UK opening of all time. Less its previews it was only the third highest of the year so far.

The Sam Raimi blockbuster now trails Harry Potter And The Philosopher's Stone, Star Wars: Episode II - Attack Of The Clones, The Lord Of The Rings: The Fellowship Of The Ring and Star Wars: Episode I - The Phantom Menace.

But it has been hampered by a 12 certificate awarded because of the violence in the film.

It has set a record for biggest UK opening for a film with a certificate higher than PG.

Pub viewers

Early morning screenings of Spider-Man, usually filled by younger children and their parents, were less well attended than would be expected, Screen International reported.

But industry analysts are suggesting it is more likely the film was affected by the population heading for pubs or staying at home to watch the match.

More than 15 million people watched England beat Denmark 3-0, excluding pub viewers.

Richard Gere-vehicle Unfaithful drops a place

The win - which took England to a quarter-final clash with Brazil - also saw an afternoon of celebrations which in most cases would not have featured a trip to the cinema.

Pushed down to second spot, Star Wars: Episode II - Attack of the Clones took �1,084,001 over the weekend lifting its UK total so far to �33,778,264.

As well as George Lucas's epic, Unfaithful also dropped a place to number three, taking only �535,303.

Nick Hornby adaptation About a Boy continues its stint in the top 10, with its takings of �145,797 pushing it above �16m.

Girls football story Bend It Like Beckham saw an improvement in fortunes to accompany the rise in England's stock, rising from number 13 to number 10.

Also creeping towards the top ten is Mere Yaar Ki Shaadi Hai, with a rise from 12 to 11 likely to be the start of a slow burning success.

The Indian film is only showing at 20 screens, but its per-screen average at �2,264 is only bettered by Spider-Man and Attack of the Clones.