It should be a given that any developer willing to pay top dollar for a high profile game license (Film, TV, Comics) will do the source material justice, not to mention, will give rabid fans enough to sink their teeth into. Unfortunately, as we've all seen, this is rarely the case. Yes, the visuals may look very lifelike or the soundtrack will have echoes of something oft-remembered or the neighborhood will seem familiar and such, but nine out of ten times we are disappointed because our expectations of things we seemingly know and love are generally higher than what we are presented with. Rarely are we given a Goldeneye 64 or a Knights of the Old Republic or a Baldur's Gate and more often than not we are left with Superman 64 or Charlie's Angels to play (or MTV Celebrity Deathmatch, Fight Club, Bad Boys, Knight Rider, Predator, need I go on?). Thankfully, Activision has taken this dilemma to heart and has produced some of the greatest superhero games of recent memory cementing its status as a company who understands Marvel's universe/characters and is willing to take chances in bringing them to us in a playable format.

The original X-Men Legends game took many by surprise, me included. Released at a time when Spider-Man 2 was making waves with its fully three-dimensional New York City to swing around in, I half expected X-Men Legends to be more akin to what became of Fantastic Four than what Raven Software created. The top-down beat 'em up trappings threw me for a loop, but Legends still proved to be one of the greatest games I'd ever had the pleasure of playing; not only because it gave me free reign with the X-Men universe and allowed me to tweak and prod all of my favorite superhero powers, but because it was fun to play, imaginative and bursting at the seams with new ideas. Now, a year later, Raven Software and Activision return to give us a sequel that may look and play similar to Legends, but is actually (and without question) a better game all around.

The first thing to note about Legends II is that it takes a lot of the familiarity of the first game (and also of the series in general) and throws it out the window. From the moment the opening cinematic begins, you know that things are going to be different. Two armed guards stand tall in a blizzard-like setting defending a high security compound. Behind them the screws are starting to buckle and finally fall out of the door. They turn to look as Magneto descends from the heavens and Mystique and Sabretooth emerge from the distance. Havoc ensues as the trio enters the building. Bullets are wasted, guards are thrown about here and there and finally, when all seems hopeless, we see Wolverine, Storm and Cyclops standing in their way. A beat passes and Cyclops asks if this "Is the way?" A chill runs down the spine of gamers/comic book aficionados everywhere as we realize that the X-Men and the Brotherhood are now working together. And everything from this moment on is pure gaming bliss. Not only can we play as our favorite good-guys, but now, finally, we can play as our favorite evil-doers too.

The game plays exactly like the original Legends; you control one of four mutants at a time (from a top-down perspective) in various environments that have plenty of guards to dispatch, items to smash/collect and experience points to rack up. You can use melee attacks and combos, but the fun comes from unleashing your superpowers unto your enemies. In this iteration, the X-Mansion is no more and you instead have access to five bases scattered around the work out of. In these bases you will have an incredible amount of things to see and do. You can play the trivia game, review missions with Professor Xavier, play Danger Room games/training, buy items and upgrades, swap characters and tweak them as you see fit, review your progress and unlockables in each act (cinematics, concept art, loading screens, comic book covers, Ironman's armor, etc), talk to various characters and take on missions.

The beauty of X-Men is the same as that of Diablo or World of Warcraft; creating an unstoppable character. Though the levels may as well all be the same (they're not) the true joy comes from abusing the stats/skills system and completely overpowering your enemies with finely honed characters. In this sense, X-Men 2 really doesn't disappoint. Whereas Legends had many characters, many of their powers were generic and only a few characters really stood out as "tanks". Legends II fixes this and gives each character a unique personality with a unique set of powers. Yes, some are repeated, but the powers assigned to each mutant accurately reflect their true abilities. And also, with the amount of customization that can be done, no one character "really" comes out as better than any other. They just have to be tuned to meet the desired effect. My first play-through I kept the 4 characters that the game set as my defaults (Wolverine, Storm, Cyclops and Magneto). I had a melee fighter for dispatching hordes of enemies, a flyer for reaching out-of-the-way areas (and exploring), a distance fighter and a fire-extinguisher! After beating the game, I started swapping characters and realized that any combination is fun and makes the game different. It's also nice to experiment with everyone's powers.

My biggest gripe with Legends was its stats and skills interface. Unintuitive and clunky, I was glad to see it completely re-vamped and tweaked. After selecting what character you will "work" on (the others are all easily accessible via the left/right triggers) you will be presented with 4 main screens: Stats, Skills, Gear and AI. In the Stats screen you distribute acquired XP points in the Body (which controls HP and healing attributes), Focus (energy points/ energy regeneration, mental melee damage and potion worth), Strike (damage caused with melee attacks) and Speed (which affects your Attack and Defense Rating). In all cases, it's easy to see what each point addition will do and there is plenty of info regarding all stats and their effects. If any of this sounds tedious, the game also gives you the choice of managing all this stuff in the background (including equipment upgrades, etc). But as any Legends player knows, this is where the fun is and the RPG-like character building is actually the best aspect of the game.

On the Gear screen, you'll be able to select what type of equipment your mutant will be wearing. Belts, Armor and Gloves may be your only three choices, but there are so many different choices for each that you'll be glad there aren't more. And also consider that while you're using 4 characters, there are quite a few more that require equipment as well. The AI screen allows you to tweak all the computer controlled tendencies for your AI teammates; from healing, attacks and powers used to their aggression levels. The beauty is that these settings actually work and you can see the AI perform differently with every change. If Storm's acting out of character, just tweak her to how you think she should do things. As a side note; whether you are "playing" as a character or not, they will all gain experience points and level up. The characters used in the field though will level up much quicker than the ones left off the play-field.

The Skills screen is where all the fun takes place: here's where you spend your points to enable and upgrade all your mutant powers. Each mutant has more powers than you'll know what to do with and the choices come early on in finding out what powers to focus on for each one. Note that some powers, after they've been enabled, are passive and are always on, like Wolverine's health regeneration or Cyclops' leadership boost. All in all. the characters are balanced but there is still the possibility of "abusing" the skill system. This is a joy for any gamer since perfectly created games allow you to abuse their systems while still being enjoyable. X-Men 2 is the perfect example of this.

And in the spirit of building the ultimate mutant, Danger Rooms have been tweaked in a few ways since Legends 1. In the Training Room (which has a university feel to it) you take on various exercises and are rewarded with experience points and items based on your level of success. You can replay any exercise over at will, with any character, collecting more and more rewards. In fact, the game encourages you to build up your characters this way. You also have access to a sparring mode (versus the CPU), a records view and eventually a Skirmish Mode (which is unlocked later in the campaign) which features quite a few games that are fun to play online or against friends: Brawl, King of the Hill, Last Man Standing and Last Man Ladder matches.

As mentioned, the genius of Legends II stems from the fact that at any time, a friend can plug a controller into a port, press start, and seamlessly become one of your 3 teammates. In this fashion, you can both still swap characters on the fly (using the directional buttons). Up to 4 players can play cooperatively on one Xbox and this makes for some of the best gaming imaginable since all players tend to want to play the characters "au natural" and you'll therefore see each mutant acting like themselves.

Xbox Live also enables you to play through the campaign with up to 4 players (and also allows you to play the Skirmish games after they're unlocked). The online lobby/menus are pretty bare, but they are functional and the gameplay itself is lag-free and really fun.

Other small changes from Legends to note: While there are still Xtraction Points where you can save, you can now use the Blink Portal to teleport back to a base at any time (well, every 5 minutes after the Portal is reset). There are now a lot of good items to purchase with your credits, from gear and extra distribution points to training levels (the ones you've missed in a level) and the ability to redistribute your experience points.
Another change with Legends II is the fact that there isn't that sense of awe and discovery that was in Legends when you were first brought to the X-Mansion and were left to wander around, exploring the mythic hideout and checking out all the rooms. That was truly one of my favorite aspects of the first game and I missed it a little bit in the sequel.

From a visual stand-point, X-Men 2 establishes itself (once again) as the perfect cross between a cartoon and a comic. The game also allows for 720p and looks very sharp and clear. The downside is that there are many dark areas in the game and it sometimes seems like only the center of the gameplay area is illuminated. The camera now has 3 angles, but for best results, the top-down view works best. Many have stated that Legends looks dated, but that's because it simply looks "different" from other (all other) games on the market. Legends has a visual style of its own and it's almost impossible to picture it looking/playing any other way. Yes, there are still a lot of repeated textures and the levels (which are huge) start to blend into one another after a while, but the real meat of the game, unleashing powers and seeing your superheroes in action (they each have several costumes) is what really counts and the powers and effects look amazing. The game runs very smoothly and the camera is unobtrusive and very easy to control.

Musically, Legends 2 carries some nice varied themes that fit each exotic local and mood appropriately. Where the audio truly shines is in the voice department which is a veritable who's who of videogame voice actors and Hollywood actors. Reprising his role as Charles Xavier is Patrick Stewart who has as unique a voice as James Earl Jones. Stewart brings a certain tonal quality to any project he does and sets the mood perfectly for Legends II. Could there really be any other Professor Xavier? Lou Diamond Phillips and Dwight Shultz (Murdock on The A-Team) also star and my all-time favorite voice-actress, Jennifer Hale (Bastila from KOTOR, Samus Aran, Alexandra from Eternal Darkness) is also along for the ride. The voice-work throughout is excellent and although some comments are repeated, they're delivered in a way that seems empowering instead of annoying. Case in point; when characters level up they each have their own sayings. Hearing Cyclops spiel for the millionth time still left me with a smile on my face (and I'm not particularly fond of the One-Eyed Wonder!)

X-Men Legends II does what every sequel tries so hard to achieve; change and tweak enough to make the game better, but provide enough new content to make the whole experience seem fresh. The only thing I can say to that is simply that Legends II is a much better game then the first and every gamer, regardless of their comic book knowledge, should grab this one and experience all that it has to offer. Many have tried to make a cohesive game with one superhero and failed miserably. Activision and Raven Software happily give you dozens of unique mutants to toy around with and pull it off (again) with ease.