I’ve always had a bit of a love/hate relationship with the X-Men Legends/Marvel: Ultimate Alliance series. See, I’m a gigantic comic book nerd – and the thought of teaming up any heroes I want is like a fanboy dream come true but I’ve never really liked the dungeon crawler genre, and feel there’s so much more they can do with a license as strong as Marvel.

For better or worse; Ultimate Alliance 2 is more of the same as in years past and though it’s got its share of new bells and whistles – one can’t help but feel like these changes were implemented in all the wrong places – leaving us with a fun game that has a number of glaring technical issues.

For those new to the series, Marvel: Ultimate Alliance can best be described as a mutant fueled beat-em-up. You choose four heroes (one controlled by you – the others by either AI or co-op players) and hack, slash and blast your way through a seemingly endless supply of henchmen, robots, aliens and of course the occasional super villain or two. Sure, there’s not much depth to it but it can be quite fun when you get a group of friends together (either local or online).

"...you’ll have almost free-roam over the Marvel Universe."

Ultimate Alliance 2 borrows heavily from the Marvel Comics event – Civil War. I say that the game borrows from the story because there’s no way the developers would be able to maintain the franchise staples and still mirror the story-arch word for word and speech bubble for speech bubble. You see, in the story, the US Government has  passed a law that anyone possessing super-human abilities to register, de-mask and keep their civilian identities on file. While some agree with the new law, as you can guess, some do not and so sets off a battle that tears a hole right through the Marvel Universe.

If Vicarious Visions were to in fact mirror the comic’s storyline, it would severely limit the player’s choice as to who he wants and his team and who he doesn’t. Luckily, besides a few characters (spoilers aside: there are some heroes you can’t mix as they’ll severely disrupt the story) you’ll have almost free-roam over the Marvel Universe.  Want to play as the Fantastic Four? Go For it. Always felt The Human Torch would be a good fit for the X-Men? The choice is yours. Different than previous games, your team can now include villains as they’re battling either for or against the new law as well. It’s kind of weird to have Captain America, Luke Cage and Mr. Fantastic fighting alongside Venom – but hey, it’s damn cool.

When you can – you’ll want to opt for human controlled teammates rather than those of the AI variety – as their intelligence is…well, not super. There were several instances where I was forced to backtrack to swing the camera around -- just because one of my heroes was too busy running into the invisible wall at the opposite end of the screen. Luckily you can switch freely between these heroes at any time so you can avoid these pitfalls in most cases – but it can get quite frustrating when you want to approach a certain situation as one hero but can’t because you have to make sure another isn’t getting stuck behind an object.

The most notable addition the game brings to the series is the inclusion of Fusion powers. As you play through the game, leveling up your heroes – you’ll learn new abilities, which combine the powers of two heroes to create a devastating attack. Not all of the attacks are all that unique, but finding new ones is quite rewarding and a lot of them – like the fire and ice beam created when mixing  The Human Torch and Iceman or anything related to Storm – are great to watch as they fill the screen with effects and look nothing short of fantastic.

"...the system allows multiple playthroughs and a reason to come back once you’ve finished."

The game’s story mode has been beefed up tremendously with the addition of a more structured and more in-depth conversation system. Throughout the game, your team will be faced with making decisions that will affect the way your story unfolds. You’ll have three choices; respond defensively, aggressively or diplomatically. There’s no one right way to respond to any situation in the game, but being consistent with your answers will net you with everything from bonus points to level up your characters, new attacks and more. If nothing else, the system allows multiple playthroughs and a reason to come back once you’ve finished.

Visually, Ultimate Alliance 2 sports some new details, and a nice, glossy new coat of paint. Characters, environments and abilities look better than they ever have before and the frame rate was noticeably smooth this time around.  Once again, the characters are given full voice work – which ranges from the surprisingly well done to the laughably funny. Just try not to laugh at Thor’s voice. Go ahead, I dare ya'.

When played with friends, Marvel: Ultimate Alliance 2 can be a blast, but it can also be a frustrating experience. It’s cool to mix superheroes and villains and the new fusion powers add something new to the game, but for better or worse, the formula stays the same. If you weren’t a fan of the previous games, this one won’t do much to sway that opinion.