Genre: 3D Action/Adventure
Publisher: Activision
Developer: Treyarch
Release Date: TBA

Ultimate Spider-Man, at its core, is a re-telling of the classic Spider-Man story with a slightly younger cast and a contemporary spin.

You all know the gist of it by now: a nerdy kid gets bitten by a radioactive spider, gets super powers, and uses both them and his mind to solve crimes while at the same time possessing the ability to upstage just about everyone on Def Comedy Jam without even trying. The Ultimate line of comic books puts the Spidey stories in the here and now, with today’s technology, today’s landmarks and settings, and updated versions of the characters that we’ve come to know over the years.

The world loved the original Spider-Man games, and the movie-based ones, as well. Spider-Man 2 in particular, were a runaway hit. Even so, Treyarch believes that they can one-up it. From the looks of things, they just might. They’ve got a team of self-professed anal-retentive comic buffs on the development team – such as Brian Michael Bendis and Mark Bagley, the writer and artist of the Ultimate Spider-Man comic – and it shows in the story, in Spider-Man’s powers, and even in the way Spidey looks. He’s a skinny, gangly teenager, rather than the adult you saw in the movies.

Free-form web-swinging is back, which alone will make fans of the last Spider-Man game happy, and just as in the last game, you’ll be able to take on a ton of missions which just involve rounding up baddies and putting them out to pasture for the police. However, there are just as many supervillains for you to mix it up with.

The fighting system’s been revamped as well. The younger Spidey doesn’t have the Spider Reflexes from Spider-Man 2, but he has a more unorthodox, almost uncoordinated moveset. This isn’t the experienced superhero of past games; it’s a kid who’s making it up as he goes, with a fighting style that’s based around hit-and-run. Just about everything he can do can be strung together if the timing is right, from web swings and strikes, to combination attacks and aerial moves. This all results in the most fluid Spider-Man you’ve ever controlled. At least, that’s the plan.

Treyarch’s biggest revelation at E3 and at their pre-E3 show isn’t really much of a surprise, but a lot of fans are going to love this. You spend at least half of Ultimate Spider-Man playing as the Ultimate version of Venom.

Ultimate Spider-Man, the game, is set slightly after the comics’ Venom trade paperback. You’ll play through the final battle between Peter and Eddie Brock, as seen in that TPB, before going into an original storyline written by Bendis. In Ultimate Spider-Man, Trask Industries, the former employer of Peter Parker and Eddie Brock’s late fathers, wants to capture Venom. Venom would like to remain uncaptured, and incidentally, to kill Spidey; so Spidey wants to stop Venom. You can see the problem.

Venom can’t web-swing in the Ultimate storyline, so he’s been given a super-jump and a special "tentacle-zip" move to help him navigate the city. He’s also much stronger than Spidey; Venom can pick up and throw cars around, and cracks the ground underneath his feet whenever he lands. He is, in short, to quote the developers, "all about massive destruction."

Because of the symbiote which gives him his powers, Venom’s health is constantly being drained, and must be replenished by feeding on people to replenish his life force. If you see someone on the street, just grab ‘em and bite in to refill your health. Think of the Akujiki curse in the fairly recent Shinobi game and you get a good idea of how Venom plays, except with more random violence against innocent bystanders.

The developers also capitalized on Venom’s canon weakness to electricity (again, a hallmark of the Ultimate line) by pitting him in a tooth-and-nail fight against the villain Electro in the heart of Times Square. It’s an interesting fight; you’ll have to use cars to knock Electro off-balance, while smashing the street signs so Electro can’t use them to power up.

All of this takes place in a New York City comprised of a digital ink-and-paint playing field. Older games use cel-shading to look like cartoons; Ultimate Spider-Man uses a process called "3D comic-book inking" to create comic-book, fully-streaming versions of Manhattan and Queens.

As if that weren’t enough, many of the cut scenes between game events take place in either still or animated comic panels. A brand-new cast of voice actors gets to play with one of Bendis’s trademark jokey, high-dialogue scripts, and for the most part, they absolutely nail it. Yeah, he makes everyone sound like a particularly neurotic character in a David Mamet script, but it’s funny and dramatic by turns, and very much in keeping with the mood of the comics.

USM also boasts the largest lineup of Marvel characters in a Spider-Man game to date; so far, we’ve seen Rhino, Electro, and Nick Fury, with a few promised surprises.

For those of you looking for another Spider-Man gaming fix, Ultimate Spider-Man’s got your number and then some. It’s taking the formula from the last game, adding its own flavor to it, and fixing what few problems it had. With a variety of gameplay types and random events on the street, Ultimate Spider-Man has a real shot at being the best superhero video game of all time.