X-Men Legends was awesome. It was a hack-n-slash RPG that played like a beat-em-up with fifteen controllable characters – each with his own set of powers, strengths and weaknesses, yet all tied together by a beautifully simple control scheme. It was a great – but admittedly sometimes shaky – first start for a whole new game type that would expand from X-Men to the entire Marvel Universe (plus a Justice League off-shoot) and has its latest iteration in Marvel: Ultimate Alliance 2. Unfortunately, the franchise has changed hands since the previous game (at least for these consoles) and it shows, as the new company makes some honest – but unartful – attempts to redefine the format. Marvel: Ultimate Alliance 2 tries to structure its narrative (specifically, a narrative based on the recent Civil War story from the comics) as a gameplay mechanic, tries to incorporate a variety of team-based “fusion” powers and tries to streamline the design and interface. But in the process, it tears down or abandons much of what the previous games built up and while it seems like at times it is trying to advance on what was done before, it ultimately feels less like an evolution of the format and more like a shaky second start.

 Before we move on to gameplay, though, let’s get the story out of the way. As this game attempts to incorporate the abysmal Civil War arc, it is subject to a lot of the same criticisms. It may not unmask Spider-Man or “kill” Captain America, but it does harp on a lot of the same motifs and flawed politics that crippled the comic book iteration.

Its big problem is that a story about a war between two factions of popular superheroes shouldn’t have a “right” side and this one clearly does. In the comics, Iron Man is definitively the bad guy. Very few major heroes join his side, he allies with supervillains and then there’s the whole symbolic resonance of Spider-Man (Marvel’s flagship character) turning against him. He and his pro-registration allies are treated more like rogue superheroes (ala Parallax from DC) and less like a legitimate side of a complex issue.

The game does a bit better with this, though, by highlighting the negative aspects of both sides. Whether it’s Iron Man’s mind control techniques on supervillains or Captain America’s petty gibes regarding Tony’s former alcoholism, both sides are treated more equitably here because both sides are made out to be complete dicks. It’s not exactly what I’d call a well-developed falling out between two equally well-meaning protagonists, but at least it’s fair.

But then we come back to the politics involved. These are lesser in the game than the comics, but still gratingly there. Civil War was written during the warrantless wiretapping scandal a few years back and thus fashioned itself as an allegory about right to privacy vs. security. The problem with this is that a “Right to Privacy” allegory just doesn’t work when we’re talking about masked vigilantes and that’s because there is a very big difference between privacy when you want to call your friend in Canada and privacy when you want to use the giant ray gun strapped to your arm to fight purse-snatchers in Times Square. It tends to nullify the whole debate because this is the reason we have a government: to regulate stuff like that. So, while Civil War fancies itself as a “Right to Privacy” allegory that favors the Liberal stance (because Captain America is right, remember), it’s actually more of a “Regulation vs. Non-Regulation” debate that favors the Conservative stance. This could still work (for Right-minded folks, anyway), but there is an inherent confusion in the message that the story doesn’t recognize.

This whole rant is getting a tad tangential and moving away from the thrust of the game; but it’s worth mentioning because the political confusion in the narrative – and, more importantly, it’s unwillingness to acknowledge that confusion – does infuse the game itself and really butchers the story because it really hammers home its message, but that message amounts to nothing more than empty sensationalism with no comprehensible conviction – or intelligence – behind it. So, to wrap this up and move things along, suffice it to say that while Superhero Registration may punish seasoned heroes who did nothing to deserve it and flies in the face of the “Citizen turned Champion” tradition of the superhero, it is NOT – as this game frequently suggests – in anyway comparable to the Holocaust, Japanese internment camps, slavery or even the McCarthy Hearings.

Moving right along then, Civil War’s inclusion here actually goes beyond a simple and tiresome set piece for the levels, it’s worked in as a gameplay mechanic in itself. At a certain point, you will have to choose between the two sides and this choice will affect various aspects of the game: including your selection of playable characters, the missions you’ll undertake and the bosses you’ll fight.

At least, that is ostensibly the case. But let’s break this down a bit.

First and foremost, your choice of whether or not to register affects only three of the game’s nine levels and even then, only superficially. Your objectives in these levels will remain largely the same – with only a few variations – but your motivation for them is altered. You will fight a unique array of superheroes on each side and sometimes these fights will differ from their counterparts considerably (Cable is a whole different animal from Bishop) and sometimes they won’t (Yellow Jacket/Ant Man/Giant Man/Hank Pym is the exact same fight as Goliath). You will also have different NPCs talking to you and helping you out, but again this is pretty minor.

You could, I suppose, argue that there are two different endings, that even though the game eventually brushes aside its Civil War trappings for a new (and incredibly hackneyed) story all its own, the last scene will play out differently depending on which side you chose. Unfortunately, the only distinguishing trait in these scenes is which character gets to make a speech, so it’s not really much of an argument.

I can’t believe I’m saying this, but this game would have been better if it had completely devoted itself to the Civil War. Even though it fails as a narrative device, it had remarkable potential as a gameplay contrivance. It plays off the simple two-sided morality system that infuses many other games with replay value, but allows for new objectives, bosses and could have even granted different levels to each side; but this system as presented is not as deep or as pervasive as it should have been. Instead of offering an interesting conflation of a popular story and a popular game franchise uniquely qualified to tell it, this comes off as a shallow attempt to seem trendy (as the dichotomous choice system is very modish these days, as is Civil War). It really seems like the third act story is the one they really wanted to tell, but later on figured out a way to shoe-horn a recent and well-publicized comic book story into it (as both plots involve heroes fighting heroes) and it’s a shame that this potentially clever game conceit wasn’t thought through a little better.

One smart integration with the Civil War, though, is how it affects your party. Rather than splitting the entire roster down the middle, the developers made it so that most of the characters will go to either side and your choice only affects six of them (You get Captain America, Luke Cage and Iron Fist for Rebel or Iron Man, Mr. Fantastic and Songbird for Registration). This is a great way to ensure the two sides have unique personalities, but at the same time not restrict you from constructing your favorite super team (not to mention if they broke it down like they did in the comics, Pro-Registration would suck).

 So that works, but all is still not well because despite the fact that only six of your twenty-four characters are restricted to a specific side, your retinue still feels limited. Firstly, four of those six (Captain America, Iron Man, Mr. Fantastic and Luke Cage) are completely unusable for two levels, regardless of which side you choose. Then, one more character doesn’t come in until two thirds of the way through the game, another one disappears for about two levels, another two don’t get added until the last level, three more are secrets and have to be found and then one character is unlocked after beating the game. So, all things considered, you have a reliably consistent selection of only eleven heroes (which is the lowest it’s been since the first X-Men Legends.)

This wouldn’t be so bad if this game allowed you to replay it with all your characters, costumes and stats like the last two games did, but unfortunately this New Game + feature is severely limited by comparison, in that it only lets you use it on the hardest difficulty. If you don’t want to replay the game on this “Legendary” setting, you’re left with two options: replay individual levels on your current difficulty setting (this will let you use any character anywhere, but won’t let you take the other story path) or restart the game from any difficulty at the main menu. This is, however, just starting a new game. You can take any story path, but your stats and character selection are wiped clean (You do keep your new costumes, though). This is a rather noteworthy omission of a feature that has been a part of this formula since X-Men Legends 2 and this alone would be bad enough, but it’s unfortunately not the only one.

You also lose the capacity to choose the size of your team (four heroes at all times – no more, no less), character-specific grapple moves, the selection of eight powers (each character has exactly four, just like in the first X-Men Legends), multiple costumes (only one extra per character), the create-your-own super team feature from the previous game and character-specific equipment (replaced with medals that boost the entire team). This last one is partially symptomatic of this game’s biggest detriment: it’s dilution of the RPG mechanics. The first Marvel: Ultimate Alliance shares a great portion of this sin, as it took away any ability to fiddle with the four basic stats of its X-Men-centric predecessors, removed most of the passive abilities and replaced them with different costume-specific bonuses, for which you could purchase upgrades.

Marvel: Ultimate Alliance 2 simplifies this even more by dropping the costume bonuses and replacing them with a small selection of new passive stats that are character-specific in name only (in that Green Goblin’s “Manic Madman” is the same ability as Songbird’s “Concentration,” etc.). The passives of this game are actually pretty generic (stuff like “use powers more often” or “increase melee damage” or “increase chance of critical hit”) and there aren’t many of them (six per character with a lot of repetition) and the point system they use to level up actually makes it much easier to balance them than to focus on any one in particular because it can – for instance – take more points to raise Buff 1 from Level 5 to Level 6 than it could to raise Buff 2 from Level 1 to Level 5. It actually gets so severe that you could raise all your other stats to about the same level while waiting for enough points just to bring one stat up to the next. So it tends to deter you from paying too much attention to the stats or specializing your characters all that much.

On a similar note, the auto-level feature that offers to take care of all this for you is a bit over-persistent. You can turn it off and opt to handle it all by yourself, but it will just turn right back on and redistribute your skill points for you. You can go back in, turn it off again and re-redistribute the points yourself, but it will then follow suit in a constant cyclical battle of wills that is, frankly, exhausting. In the end, it’s just easier to give in and let the game crunch the numbers (it really seems to want to) and just focus on beating up the bad guys (or good guys you disagree with, as the case may be).

So, basically, customizing individual heroes really takes a hit in this game. You’ve got no gear, few costumes (and very rarely the ones you would actually want), very little in the way of stats and a game hell-bent against you playing with them. If all you want to do is fight people, you won’t care; but those who still like to think of these games as RPGs will be sorely disappointed.

There are some other nice touches, as well. You now have a mini-menu you can access to level up your team or switch out boost medals that doesn’t require you to pull up the whole main menu (which still has load times). If you play online, you may notice that the entire game doesn’t stop while one player fiddles with his stats; he is instead replaced by an AI until he’s done, so the rest of the team can keep playing. Some of the music is outright fantastic. The graphics are the best they’ve ever been. Outside scenes are particularly memorable; things like the New York skyline from Stark Tower or the entire Wakanda level are simply beautiful. Interior areas are a bit drab, though, so much so in fact that even the Negative Zone looks dull. Overall, character models have a nice level of detail, save for slight rigidity in facial animations, and the framerate is generally consistent, with only a few slowdowns in particularly hectic fights. And best of all, boss fights are much better. They may just be brawls, but at least they’re not Quick-Time Events.

Dialogue options have also improved a bit. While the game still isn’t fully voiced (which, these days, it really should be, regardless of how many characters you have), the actual text of conversations will differ based on the character you’re controlling at the time. So, Gambit’s text will have his Cajun tinge and Spider-Man will be smarmy and Hulk will be… well, Hulk. It’s a nice little bit of contextualization that keeps dialogue from feeling as generic as it used to.

Most conversations will also give you the option of three possible responses: either aggressive, diplomatic or defensive; but this is another very shallow addition that affects only the NPC’s next line. It also gives you a bit of a stat boost if you’re consistent enough in your responses.

Still, for all my complaining, I don’t hate this game. It has actually done some things very well. It’s introduction of fusion powers, for instance, is a nice touch. These basically entail you filling up a meter by fighting and then holding down L2 or the left trigger and pressing one of the face buttons corresponding to one of the other three characters in your party. This will then unleash a joint special move between that character and the one you’re controlling and it tends to look pretty snazzy.

There are three types of fusion powers: clearing, guided and targeted. Clearing powers have your two characters instantly obliterate every enemy in a certain radius (a personal favorite example is with any combination of Hulk, Luke Cage and the Thing, where they just jump in place until the resulting shockwaves kill everybody). Guided powers have your two characters join up in an unstoppable onslaught that you can lead around the map to attack disparate groups. One example of this is Storm creating a massive tornado that you then control while it gathers up enemies and Spider-Man shoots webs into them. Targeted powers are a focused attack on a single enemy (like Hulk lifting up a chunk of the ground, holding it so Gambit can fling a bunch of charged cards into it and then smashing it into the bad guy) and are typically used for bosses.

This is a great system that adds a lot of flair to the combat. The meter also charges at just the right rate: slow enough that you can’t spam them, but fast enough that you don’t have to save them up, either. It is a bit limited, though, in that the variety of attacks isn’t very robust. As I said above, Hulk, Luke Cage and Thing are pretty much interchangeable, as are several others; this means that it doesn’t really matter if you team Spider-Man or Venom with Songbird, the attack will be the same. Still, it’s far better implemented than the game’s other major addition (the Civil War plot), in that it provides a series of fun, viscerally satisfying special moves that never get tiresome. Sure, it’d be nice if the selection were more varied, but at least it never results in Prodigy calling me a fascist because I think he should have a license for his magical super suit.

So, in the final analysis, Marvel: Ultimate Alliance 2 is serviceable, but underwhelming. It’s nowhere near as good as its two immediate predecessors; and in a lot of ways, it’s like a new X-Men Legends. The problem is that X-Men Legends was the first of its kind and, since it did so much new, it could be forgiven its shortcomings. Marvel: Ultimate Alliance 2 is just this particular company’s first attempt with its kind on the HD consoles and thus has certain expectations it must meet. After all, from an end user standpoint, we are four games in now and have a right to expect more… or at least more of the same, but what we get here is decidedly less. We have a game stripped back to its most basic components, starting fresh and not traveling nearly as far as it needed to to justify the journey. And in the end, we get a game that’s not bad, but doesn’t excel; that has a few good ideas, but doesn’t develop them to their full potential; that gives us all the fundamentals, but very little flash. It’s a good basic game, but easily Marvel’s worst utilization of the X-Men Legends formula to date.