May 10, 2006 - If you think Marvel Ultimate Alliance is just a prettier version of X-Men Legends, you're mistaken. Fans of Legends will discover that developer Raven Software has gone out of its way to progress Ultimate Alliance into a new level of depth. Following a four-level demo on the PS3 and a lengthy interview with Producer Chris Palmisano, I'm hyped for Activision's upcoming action-RPG. Doctor Doom has revives the Masters of Evil, who, by name alone, you should realize are not good people. In the opening CG cut-scened, designed by Blue Studios, Doom attacks the SHIELD HeliCarrier. Nick Fury calls down the heroes. Spider-Man, Captain America, Thor and Wolverine spring into action. This short cut-scene shows Raven's attention to comic-book detail. The characters are perfectly portrayed. Spidey cracks wise and Thor displays both his power and his arrogance. When Captain America gives Wolverine an order, the Canuck replies coolly, "Stow it Boy Scout, I don't take orders from you." If you remember the beautiful cut-scenes from X-Men Legends II, just know that Ultimate Alliance's initial cut-scene is even better. Galactus Three environments were shown in the demo. There was the HeliCarrier battle, a trip to Atlantis and a battle on the Skree Homeworld. We can't say how these will fit into the overall story, but it appears that Raven has thrown everything and the kitchen sink into Ultimate Alliance. What Marvel fan ever imagined the day when Blade and Thor fought side-by-side against Galactus? The World Eater is in the Skree Homeworld. As you battle Skree warriors across the cityscape, Galactus looms in the background, smashing cities and looking both menacing and silly in his giant purple outfit. Later on the Skree homeworld, you must battle Galactus as he chases you. The camera angle is different on this level. In fact, it changes for certain levels to best fit the action. Running from Galactus isn't so easy. He can't really be hurt and if you get too close, he'll snatch your character. Should Captain America or another hero be grabbed by Galactus, you'll enter a minigame, where you must rapidly tap a button to force open the World Eater's hand and escape. Galactus has all his standard powers and a voracious appetite. Gameplay "Fundamentally speaking, the gameplay this time around is based on melee combat and delivering on the experience of being a superhero," Chris Palmisano told IGN. "Guys like Spider-Man and Thing working together, they have such different abilities. Raven saw that as a jumping off point. For an action-RPG, it's really different, because the combat is based on combos and signature super-powers. It's not your typical ranged attacks and radial attacks. It's almost like you're inserting fighting-game mechanic inside an RPG storyline." Though the gameplay looks similar to X-Men Legends, some new kinks have been added. Captain America can control his shield in real time. That's right. He chucks his shield and it can bounce of walls on it sway to an enemy. As Palmisano explained, "Every character has a bunch of different powers like this. You launch the shield, hold down a button, and move the shield with the analogue stick." While Reed Richards is not an announced character, it would seem this level of control would perfectly suit Mr. Fantastic. Progression The familiar upgrading system of Legends has been removed from Ultimate Alliance. Instead of upgrading individual attributes, your character progresses by unlocking new skins. Palmisano offered a breakdown of how the system is implemented: "Obviously on a fundamental level it works like any RPG. You start off with a certain number of powers and build from there. One thing we've implemented for this game that the skins are 'upgradeable.' When you unlock a new set of skins for a character, they carry with them a new set of stats and attributes. Spider-Man has had -- you can't even count how many costumes. They're always a little bit different in the way you'd expect Spider-Man to play. We obviously can't hold perfectly true to all of them, because we want it to always be a progression. Different skins carry with them stats and abilities. From past Raven games, people have always loved to tweak the way their character looks, but it's so much cooler when they play the way they're supposed to in their different versions." Spider-Man is a perfect example. Sure, he's still Peter Parker under the black Venom costume, but it's a different beast. He's stronger, faster and overall more powerful. It's unclear exactly how this will play out in the final version of the game. After all, how many costumes does Blade have? It's perhaps easier to think of it like your character is getting stat and power upgrades and a new look that compliments those attributes. As for a total number of unlockable skins, Palmisano couldn't answer definitively. "It's really a hard balance from a development standpoint. Some characters have a ton of different looks, so it's really easy to bang 'em all out and super-easy to implement in the game. We're tying to find a good balancing point between overpowering some guys and not leaving other guys under-powered. " He did note that the skins aren't just gained from playing the game straight through You'll have to reach certain achievement markers for some skins. "The final skin," Palmisano said, "I call it the 'epic skin.' You need to do specific gameplay achievements outside of beating the game, like beatings hundreds and hundreds of NPCs or something like that." Teams In X-Men Legends II, you earned bonuses for assembling certain X-Men and given them specific costumes. The team bonuses are back, but in addition you now get an extra bonus for using the same characters through multiple missions. As Palmisano explained, "You can, at any point, make a team name and a team icon. They then at that point establish a reputation, not only for what they are doing in various points of the game, but how they work together. So then if you went into act 3 with no rep and no stats they wouldn't be as valuable to you." That doesn't mean you are stuck with only four characters from start to finish. You can dynamically substitute characters and still be effective. You can even create a new team. But the longer you keep a group together, the better they will work as a unit. Makes sense. The Fate of the Marvel Universe The most exciting aspect of Ultimate Alliance is that you truly control the fate of the universe. Your choices throughout the game have a major effect on the outcome. Palmisano drops the hype bomb: "You're choosing your own team and taking them out against this group of villains. We populated all the levels with these different decision points. We wanted players to feel like they were always impacting the story and that the story was changing in a dynamic way. The easiest way to accomplish that is with this epilogue story system. That's something that evolves throughout the game. As you're making decisions and fighting different bosses and beating different people and taking different characters on your team, the game is keeping track of every choice. At the end of the game there's this climactic boss battle and it's all going to be over. There's going to be this whole dynamic story that you've unlocked by your choices. It creates this giant cut-scene that basically retells how you played through the game. This is how you determined the Marvel Universe. If you chose different characters to play and made a lot of different decisions, your epilogue would be very different. " One example given was in the Atlantis level. You can help Namor and stop the unrest in Atlantis. Or, you can give the big 'eff you to the underwater civilization and allow it to fall into civil war. The ramifications of such choices will resonate through the end of the game. Competitive Co-Op As you play co-op online, you can not only play with friends, but against them at the same time. Though you are trying to save the universe, you are also earning points. That point-earning is a competition. Think of it like showing up the other heroes. "The game tallies who's getting the most kills, who's doing the most damage, who's playing most efficiently," Palmisano said. "That's the foundation of it. You can do so many different things with this online. Whether it's earning an Achievement [on Xbox 360] for who wins the most online games or an unlockable in the single-player game if you win a certain number of online games with a specific character." Other Goodies Though Activision isn't ready to give everything away, a couple of extra goodies were revealed during the demo. Comic books are hidden throughout the levels. Finding these unlock "Heroic Missions". These missions are separate from the main story and allow you to relive a moment from a hero's past. These are character-specific, so hopefully we have one for every playable character in the game. Though you play these solo, your friend scan still chime in. If you're playing co-op, up to three other people can play as the villains of the Heroic Mission. Who needs computer AI when you have your crafty friends playing you cheap? The PSP will also have an interesting extra. Raven couldn't reveal what this was, but Palmisano gave us a tantalizing hint: "One of the features we're not talking about, but it's going to be exciting. Vicarious Visions is developing the PSP version and are very ambitious. There might be some new PSP functionality coming along that will debut in the game." Look for plenty more on Marvel Ultimate Alliance in the coming months. It ships for every system in the known universe (minus GameCube and DS) this fall.