Activision and Neversoft literally made videogame history when they launched their PSone take on Spider-Man back in 1999. The game featured a 3D city for Spider-Man to explore, wallcrawl and websling in and it was jam-packed with characters, villains and cameos ripped directly from the pages of the vast Marvel Universe. Fast forward 6 years later and the spider-torch has been passed to Treyarch who has been responsible for the previous Spider-Man games based on the blockbuster movie franchise.

When we last saw the webhead, he was swinging through a fantastic digital replica of New York City, complete with the Chrysler Building, Empire State Building, Statue of Liberty and other Big Apple landmarks. The streets were populated with moving traffic and New Yorkers - some who minded their own business, some who were looking for trouble, some who liked to hang from buildings and some who couldn't hold onto their bloody balloons (small wonder their parents abandoned them on the dirty streets of NYC almost immediately after Spidey returned their precious bounty). It was the incredible swinging physics in Spider-Man 2 the Game, that captured the imaginations of gamers everywhere, who finally had a taste of what it must be like to swing from a thread, um...overhead. The free-roaming aspects encouraged gamers to protect the streets from a variety of threats, thus ensuring there was more to do when the story mode was finished. Unfortunately with only a small smattering of random events to thwart, the game quickly fell into repetition although many gamers, myself included, found themselves turning the game on months after its release just to webswing around the city again for the fun of it. Yeah, it was that good.

With another movie game due in 2007 and some time to kill between now and then, Treyarch set out to create a Spider-Man game in the interim that would encompass the mythos of the character and allow them 100% freedom to create a story that wasn't tied to any other properties. Since it's always a good idea to go with what's hot, Treyarch turned to Ultimate Spider-Man writer Brian Michael Bendis and artist extraordinaire Mark Bagley and got them involved in this project. Ultimate Spider-Man (the comic) is an entirely new retelling of one of the most popular superheroes ever created. While the Amazing Spider-Man still exists in comic books and might be the one you grew up with over the last few decades, this Ultimate Spider-Man is just a kid. A 15 year old kid to be more accurate and he's coming to terms with his new found powers. Many things have been altered from the ASM comics to make Ultimate Spider-Man easy for kids today to relate. One such example: Peter Parker works for the Daily Bugle as their web designer. Get it? Insert groan here. Another? Mary Jane Watson is in on the secret - in fact, she's Peter's seamstress when the spideythreads take a beating. You can't fault Marvel for trying to teach an old arachnid some new tricks and breath some new life into a series that is over 40 years old. And so here we are playing Ultimate Spidey's very first game. How does it hold up? Let's check it out.

You'd be forgiven if you expect Ultimate Spider-Man to play very much like Treyarch's previous Spider-Man game released last July. It's kind of hard not to walk into USM with at least some prior expectations since it's the same character, the same development company and the same game engine. However it's best to approach USM as a stand alone product - because this isn't Spider-Man 2.5 although there are going to be some obvious similarities. Unfortunately and inexplicably, some of the cool little stylish moves such as flagpole flipping that were present in the last game are no longer present, much to the chagrin of fans.

Our webheaded hero in USM is a younger, inexperienced crimefighter and thus doesn't necessarily have the finesse of an older, wiser Spider-Man. This translates into a fighting engine that isn't nearly as complex or in-depth as previous games and fans might feel like this was a huge mistake as well as a cop out by Treyarch. Spidey will automatically increase the number of combo attacks he can perform as the game progresses, but he won't learn any new moves to use. The fighting system consists of kick, punch..(it's all in the mind...Oops, another Parappa flashback, sorry!), throws and web attacks. There aren't any button combos to speak of that will net you a plethora of cool moves, but both the web attacks and throws offer a small amount of variety. Spidey bounces off walls for direct attacks, jumps back and forth between enemies and now must web up dazed enemies so they can't get back up again. At first I wasn't crazy about the fighting, but it definitely grew on me. In fact, almost everything in USM grew on me - as my first reaction to the game was "What have they done to this franchise?" But more on that momentarily. USM still features random street crimes that must be stopped, but Treyarch has created Combat Tours which are activated by locating an icon hidden around Queens and New York. A Combat Tour is comprised of numerous gangs which Spidey must vanquish. There is no time limit and an arrow generously shows you where to find the next group of thugs. While the Combat Tours start off easy, you'll be whistling another tune later in the game (depending on how many tours you complete) because they ramp up in difficulty quite nicely and you'll be forced to rely on the frenetic fighting style Treyarch has provided you with - and it does work extremely well.

Not only has the fighting engine changed, but Treyarch also monkeyed with the webswinging physics that many gamers loved and just as many gamers hated from the last game. While the essence of the swinging is somewhat the same, Spidey won't be pulled towards the direction where his web attaches, allowing him to remain more in the center which makes getting around the city much easier than the last game. Treyarch has allowed for 5 swing speed upgrades that are earned after you unlock and win the necessary Human Torch races (which go from mildly difficult to impossible). A boost button is present but it doesn't seem to initially have the same "oomph" from the last game - I know, I know, I'm drawing comparisons again! It's hard not to. Spidey can also climb his web now, which I thought was the most useless mechanic ever, until I started to use it and really understand why they implemented it. Now I think it's one of the games best features. I found that my webswinging technique had completely changed from where it had been when I started USM. If you're having trouble I would suggest using either the R trigger and webclimb button or R trigger and boost simultaneously while swinging as it will make all the difference. Using those two buttons together along with webzipping and double jumps, I could achieve the distance, height and speed I needed to get around the city. If you play this game like SM2, you're going to have some initial trouble until you reprogram your thinking. On the plus side, fans who didn't like the swinging in SM2 will appreciate the precision of the swinging in USM, especially if they were constantly slamming into buildings and feeling out of control.

Your webswinging skills will be put to the ultimate test (no pun intended) throughout the games various chase and race sequences which run the gamut from a swing in the park to controller biting maddening later on. You'll need to complete races to unlock Johnny Storm (Human Torch) races that will net you speed upgrades, but only the best of the best will ever complete the 4th Johnny Storm race. Once you beat the game, Venom will be able to partake in Venom races which are rated "Insane". I tried one and gave up as Venom must land on floating moving platforms and I didn't find his particular locomotion physics conducive to this sort of activity.

Where USM manages to best the previous game is in its story and presentation. The stylized comicbook artwork of Mark Bagley is recreated wonderfully and the story is meatier thanks to the mind of writer Brian Michael Bendis. Surely USM readers will appreciate the dedication to the substance of the Ultimate Spider-Man universe. The comic book style presentation complete with comic panels, moving characters and speech balloons really help achieve a perfect marriage between the two mediums. The visual flair of the city is magnificent. New York City (Manhattan and Queens) is a little smaller this time but it didn't make much of a difference to me. The city is far more detailed in terms of neon lights and little details like overflowing garbage cans in the alley, blowing paper etc. but seems to be less populated with humans. As well, I was surprised that there were no helicopters flying around to latch onto and there appears to be no way to get to the Statue of Liberty.

Another feather in the cap of USM is the ability to play as Venom. Venom has a different set of movements and locomotion than Spidey. He can't webswing, but he can leap extremely high into the air, he can lift cars and must feed the Venom suit or he'll die. Playing as an alternate character, who just happens to be the antithesis of Spider-Man is a great idea but I personally didn't find the Venom stages in Story Mode are all that fun unfortunately. I found playing as Venom in free-mode (after beating the game) was far more entertaining - although you're sure to be underwhelmed if you had spent any time with Radical's excellent Incredible Hulk: Ultimate Destruction game.

You can't speak of USM's presentation without acknowledging the roster of characters whom appear in the game. Yet for a story that encompasses young Parker's life, there are no appearances by Aunt May or J. Jonah Jameson which is perplexing. Peter mentions having to get home to Aunt May's or needs to get to the Daily Bugle or JJJ will "chew his butt" but nothing ever comes of it. Peter lands on top of the Bugle and the scene switches to Venom or he'll arrive at home and again, the scene switches to Venom and we never do see that part of the story arch, which I found extremely weak. Some of the characters that do appear are completely wasted, such as Wolverine - whose presence in the game was almost on par with a gratuitous product placement. There was no reason for him to be there other than the "Wolverine's in the game" factor that would be shouted on forum boards everywhere and shared on playgrounds, therefore increasing the overall hype.

The writing, script and acting bring the USM world to life and I doubt many fans would have anything negative to say about this aspect of the game. Spidey's quips are genuinely quite humorous at times and the interaction between Parker and MJ are believable. The villains are all their wonderfully maniacal "over the top" selves and Spidey's sarcastic banter with them will appeal to fans of all ages who felt this personality element of Spidey has been overlooked in the movies and previous games based on the movies.

When SM2 was released, it was with great fanfare that Treyarch had filled a virtual New York City with all kinds of troublemakers. Gamers could patrol the streets, find crimes in progress and beat down the heavies. Treyarch acknowledges that the "random" missions in the previous game were far too repetitious but then do absolutely nothing about it in this game. The worst kept secret is that Venom gets to eat the balloon kid - which is an in-joke for anyone who hated the "I LOST MY BALLOON!" mission from SM2 - but again, it's an empty gesture. I don't want to eat that kid, I want to eat the one who was screaming from the last game. But I guess that little token gesture was to appease us but it doesn't work. The random crimes you'll encounter are a tad more varied than before, but haven't been increased significantly in either quantity or quality. In fact you could spend 10 minutes or more waiting for a street crime to occur which is a major pain in the ass when you are hoping to increase your stats. Eagle-eye SM2 players will notice certain missions are no longer present such as saving people on boats, retrieving balloons or battling mechs - and I don't think I've run into a crime that was particularly new which is really too bad. In any event you'll no longer have to stop and ask people on the street what the problem is. As you progress you'll run into a couple of villains who carry out street crimes (Shocker and Boomerang) but it would have been nice to see more bosses turn up.

Speaking of bosses, let me segue into boss battles. As mentioned, every major boss battle begins with a chase through the city - which may or may not frustrate you to no end. I'm not sure why the game would fall into this predictable pattern as I'm sure comic book readers wouldn't appreciate if each comic book started with a chase through the city which culminated in a big battle. Well, okay...a lot of comics do tend to follow that particular schematic but Treyarch should have done something to alleviate the predictability of the game structure. Chases have always been the Spider-Man series weakest link - and I know I'm not the only who thinks that. A quick hunt and peck around the net after each subsequent Spider-Man game release would have easily spelled out the obvious to any census taker: Chases are cheap, not very fun and gamers don't like them. But our opinions be damned. Chases are back in and they are more frequent and harder than ever. It boggles the mind. For the record, the most enjoyable chase in the whole game in my opinion, was the Beetle chase. I was really in the zone on that one. Anyway, once the boss battle takes place you'll find yourself locked into a limited area where you cannot move from. It would have been nice to have had the city to fight in, rather than being limited in where Spidey can move. However, locking one into an area seems to fit the "find a weakness" style of battle that each major fight plays out. Boss battles are not particularly difficult as long as you've got the Camera Lock feature enabled and can figure out how to recognize a pattern. Since Radical's Incredible Hulk: Ultimate Destruction borrowed many ideas from Treyarch's SM2, it's kind of surprising that they actually improved upon many of them. Battling throughout a huge city, smashing cars and other environmental objects as the Hulk turned out to be a great stress relief and tons of fun. I would have expected Treyarch to go in this direction but USM feels far more limited at times than say, unlimited.

It's no secret that players were violently disappointed in the amount of codes and extras in Spider-Man 2. There were no extra costumes (a staple of previous Spider-Man games), no other playable characters, no level select, no infinite health etc. Treyarch took notice of this and promised to do better and hey, they did allow us to play as Venom this time. While there are 5 costumes to unlock (which must be earned) and the ability to play as Venom with the white spider in free-roam, that's definitely 5 times the costumes that were available in the last movie game. Unfortunately these costumes seem to have been placed in USM almost passive-aggresively. The Wrestling costume is a throwaway - as it looks virtually identical to the regular Spidey suit albeit minus the drawn on webbing. You'd be hard pressed to spot the difference. Most gamers are looking for the black symbiote suit (which features no special powers or abilities) and Treyarch delivered - but you'll have to invest countless hours completing all of the Combat Tours, City Events and locating all of the hidden tokens for the luxury. I don't know - seems kind of passive-aggressive to me. "Here's your damn symbiote suit! Just try and get it punks!" But you can't say they didn't put it in.... It's really too bad that by the time you have finally unlocked the costume you've been waiting for, you've seen and done absolutely everything there is to see in the game. The last final bit of disturbing news: You can't use the unlocked costumes in Story Mode as you'll only have access to them in Free Roam. Boo Freakin' Hiss!

Free Roam is unlocked at the end of the game and while the story has come to an end, both Spider-Man and Venom will be able to goof around in Manhattan and Queens doing races, finding tokens, completing street events and combat tours (Spider-Man) or creating havoc (Venom). Gamers familiar with SM2 might be wondering why the time of day doesn't change during the Free Roam. It's odd that it has been removed in favor of having to switch between characters to initiate a time of day change (you may have to switch between Venom and Spidey a couple of times to get to the time of day you'd like to play in).

Gamers cries for a level select to replay some favorite boss battles or chases (yeah, right!) have once again been ignored and I find that particularly vexing. I've beaten the game. Let me replay my favorite spots without having to play the entire game again. I mean, I've earned it fellas! I'm assuming that game testers were able to test out various levels without having to play through the entire story, so how about leaving it in? It's our game so let us play it as we'd see fit. I think the gang over at Treyarch could stand a little course in "How To Enhance Your Customers Enjoyment of Your Product Through the Magic of Cheats & Level Selects".

There is no game reviewer out there that is as much of a Spider-Man gaming nut than I am. Maybe there is, but for the sake of argument, let's pretend that I'm the one. Hey, I flew out to Los Angeles for E3 2004 JUST to see Spider-Man 2 in action and was denied freakin' access. I spend thousands on that trip just to play it for a few minutes. I'd say I'm a pretty big fan. USM is a great concept that I'd like to expanded on. The blockbuster production values make this one of the best comic book to videogame adaptations ever made. The control is equally as impressive which may not be apparent initially as I mentioned. The only things holding this game back from absolute greatness are basically the same flaws that held SM2 back from greatness: repetitive random missions, relentless chase missions, relatively short story mode and the lack of imagination in terms of game structure. I hope Treyarch really listens to the fans next time and delivers a phenomenal Spider-Man 3 game for 2007 as they have the potential to do so. In short, USM is an inconsistent but impressive undertaking which succeeds spectacularly in certain areas and fails miserably in others. You should definitely play it and give it your best shot, just don't expect to be swinging around in that black symbiote suit as Spidey anytime soon.

With only a couple of weeks left before USM spins its web onto consumers and Spidey fans everywhere, we thought we'd take a moment and reveal more delicious tidbits on what is promising to be the most true to the character comic based videogame ever.

Characters confirmed: While we were expecting a heaping helping of USM characters, color us surprised when we saw that not only will the Fantastic 4's Baxter Building be included in this virtual New York, but also the Johnny Storm aka The Human Torch. Keep that color out (we hope you chose a nice shade of red...) because we freaked when we saw footage of Venom facing none other than everyone's favorite Canadian mutant...Wolverine! Activision is still keeping the final villain roster under wraps but they've recently shown off footage of Beetle and Shocker. We've also found some secret info which reveals that Peter Parker will also have to deal with the ultimate version of Green Goblin (check out the screen!). We've heard rumblings of a Carnage appearance but that hasn't been confirmed - although he is mentioned in the character bios that are featured in the PS2 Special Edition. Could that mean he's in the game?

So let's recap:

Villains revealed so far: Rhino, Beetle, Shocker, Venom, Electro, Green Goblin.

Characters revealed so far: Wolverine, MJ, Peter, Aunt May, JJJ, Human Torch, Nick Fury, Silver Sable.

Swinging Updated: We've seen the webswinging in action and it looks much improved over SM2. Instead of pulling Spider-Man towards the apex of the web connection (ie: realistically yanking him towards the direction where the web attaches) Treyarch has improved the control by allowing Spidey to remain more in the center. This should eliminate the wall-smashing that was rampant in the first game.

Venom Locomotion Updated: We've also seen Venom leaping around New York. If you've played Hulk: Ultimate Destruction you'll have a much better idea of how Venom gets around town. He has incredible leaping skills that, much like that fancy pants cape sporting poser, allow him to leap tall buildings in a single bound. It doesn't look like you'll miss webswinging once you see how far Venom travels in a single jump.

Codes / Unlockables: After the horrifyingly disappointing amount of unlockables in Spider-Man 2, Treyarch seems ready to make it up those who felt shortchanged last time around. The official Ultimate Spider-Man website even has a blurb stating "A crazy amount of unlockables!" That sounds definitely good to our ears. Expect interviews, concept art and new costumes. We can't say there will be more playable characters...but a playable Wolverine sure would be cool....

Balloon Kid: "My balloon!" Yeah, he's here. But now in a delicious twist of sick humor, Venom can swallow this little S.O.B. whole and chew up his life force. Awesome! That's worth the price of admission alone.

Special Edition PS2 Features:

• Loaded with extras, this is one Spider-Man game no true fan should be without:
  
• History of Spider-Man documentary
  
• 22 minute show developed by G4 Tech TV focused on the evolution of Spider-Man
  
• Exclusive interview with Stan Lee
  
• Character bios Trailers: Spider-Man, Venom, Beetle and Carnage
  
• Gameplay Tricks and Tips
  
• Special Edition Ultimate Spider-Man Comic Book

We're anxiously awaiting our review copies. Stay tuned and check out the pretty images!

A first look at Ultimate Spider-Man on the Gamecube, one of the first thoughts to go through my head was "This is the best looking Spider-Man game to date." With its "living comic" feel, a living city in much need of saving and a living alien evil, Ultimate Spider-Man is looking to deliver the true ultimate Spidey experience.

Ultimate Spider-Man's developers Treyarch, have done an amazing job to give the game a true comic feel. They have implemented a system called "3D Comic Inking Technology", which is a much more advanced Cel-Shading technique. Full motion comic panels are dispersed within the game, showing the action from different vantage points. This is ingenuity at its finest, and truly gives the game a "living comic" feel.

This isn't Treyarch's first attempt at a Spider-Man title; they are responsible for the movie based game Spider-Man 2. Spider-Man 2 envisioned Spidey as most of us see him, allowing him the freedom to travel from building to building in a free roaming environment. Treyarch will be implementing a smaller environment, but it's still nice not to be restricted to the sidewalk.

When playing a game that's based on characters already deep within a storyline, fans of the character want to see certain storylines portrayed. At least having a faithful representation of the character would be nice. Treyarch treated Spidey a bit differently in this game, as the big screen Spider-Man is much more different than his comic paneled counterpart. In order to keep continuity in line, Treyarch had the game's story written by Ultimate Spider-Man scribe Brian Michael Bendis, whose Venom storyline is one of the most popular Ultimate Spider-Man stories to date.

Venom receives a guest starring role in Ultimate Spider-Man and is a playable character. There is a special dynamic between playing game as Spider-Man or Venom. Spider-Man being the smaller stature that he is has more acrobatic attacks and combos. Venom is all about brute force, so expect a lot of bashing and his suit to do plenty of work.

Venom's suit is an integral part of the Venom game play. Since Eddie Brock's relationship with the alien suit is symbiotic, the suit will actually feed off Eddie's life. To prevent yourself from falling into oblivion, you can use the suit the consume bystanders and use their life force for yours. Eeesh. This, and the combat, is just a small taste of what the Venom suit is capable of. Initially you can only use Venom is certain missions, but once you finish story mode you can replay the game as Venom.

Ultimate Spider-Man shows off an amazing graphic engine which portrays a very faithful comic feel. Playing as Venom and getting to interact with the suit looks absolutely amazing. With a free roaming environment full of side missions, Ultimate Spider-Man seems to be replay value friendly. Stay tuned for more.

Features:

• Play as Spider-Man AND a super-villain in an original storyline. For the first time in a Spider-Man game, gamers get to play both sides as they triumph over evil as Spider-Man AND assume the role of the super villain Venom, rampaging through Manhattan as they destroy everything in their path.
• The two distinct combat systems allow players to defeat enemies differently, using Spider-Man’s fluid, acrobatic moves or the super villain’s brute force.
• Experience a living comic book with the innovative 3D comic inking technology TM Unique animated comic book panels move the story along.
• Move through a detailed environment and sense danger from multiple perspectives. Prepare for an all-new, feature-packed adventure with classic comic book elements.
• Deepest Spider-Man game ever. Expanded free-roaming environment including the addition of Queens.
• Enhanced combat system lets players use the environment to pull off exciting new moves.
• More Spider-Man universe characters than ever before.
• The most authentic Spider-Man experience to date.
• Story and illustration by Brian Michael Bendis and Mark Bagley, the force behind the Ultimate Spider-Man comic book series.
• All-new Spider-Man story is revealed as the game picks up where the comic book left off.