Marvel Ultimate Alliance 2, like its predecessor, is an action-RPG-cum-beat-em-up set in the richly storied Marvel universe starring an all-star Marvel cast of radioactive spider-people, mutants, Norse gods, and incredibly wealthy industrialists with entirely too much time on their hands. This sequel tackles the Civil War, a crossover miniseries that saw the heroes of the Marvel universe split down the middle and at each others' throats.
After an accident during a "superhero reality show" results in the deaths of six hundred people, the US government introduces the Superhuman Registration Act, requiring all persons of mass destruction to sign up in order to be regulated by the military. Some heroes - lead by Tony Stark (aka Iron Man) - believe it is their civic duty to support the SRA, while others - lead by Steve Rogers (aka Captain America) - believe that the act is tantamount to trampling on the Constitution and that they should fight it. However allegorical to the post-9/11 political climate you want it to be, in-game it serves as an excuse to allow the player to choose a side, whether Pro-Reg or Anti-Reg, and fight against their fellow superheroes.
Of course, Ultimate Alliance 2 doesn't follow Civil War exactly to the letter, and there are some twists that I won't spoil - but suffice it to say that for all the game makes a big deal about getting some unique heroes on your team, it's hardly a major gameplay change. In fact, either way you'll still have the vast majority of the game's heroes at your disposal for some superpowered carnage.
That variety is where Ultimate Alliance shines the most. Past the short introduction sequence, you'll have the ability to create a four-man team of pretty much every Marvel A-lister out there (and some of the B-listers, too). Put Spidey, Wolverine, Iceman, and Mr. Fantastic together, or stick Jean Grey with Storm, Ms. Marvel, and the Invisible Woman for a group of femmes fatales. Whatever your chosen quartet, you can proceed to enter the world and fight your way through streams of bad guys in a superpowered beat-em-up.
The "RPG" part comes in some scattered dialogue sequences, as well as giving you the ability to somewhat customize your characters' powers and attributes. There's theoretically a lot to do here in Ultimate Alliance 2, but you never feel like you have a need to. Yes, any two heroes can team up in a powerful Fusion attack, and with a maximum roster of 20 that's (in theory) an incredible number - but all of the Fusions end up looking familiar after a while. What's the difference between the Human Torch's cone of fire and Thor's lightning rod, other than the visual effect (and the types of enemies that have immunities)?
Sure, the game gives you melee combos that trip or stun your targets, but you can usually just get by via mashing your attacks and powers. Boss battles are plentiful, but rarely memorable. All of the game's options, all of its customization and little tweaks... there's a ton of them, but they never really feel like they have any weight at all.
Ultimate Alliance isn't a bad game by any stretch of the imagination. It's a perfectly competent game in all regards, and Marvel fans should probably get a kick out of it. Some of the destructable environments are nice (seriously, pick Storm and just go through a level spamming her wind attack; it results in some amusing moments) and the storyline is serviceable, but that's all it is. It's decent, but not great.
Bottom Line: Marvel fans should enjoy being able to put together their superhero "Dream Team," and for everyone else, Marvel Ultimate Alliance 2 is certainly competent - but that's all it is. Competent but uninspired, full of customization but oddly repetitive, decently entertaining but unmemorable: Not bad, but not great.
Recommendation: You could do a whole lot worse than Ultimate Alliance 2, but you could do a whole lot better, too. Marvel fans will like it; everyone else should give it a rental first.
John Funk thinks Ultimate Thor was way cooler than regular Thor.
This review was based on the Xbox 360 version of the game.