Cut to today and you'll see the difference between 1982 Spider-Man on the Atari and 2004 Spidey on the Xbox is even more pronounced than the difference between this year's movie and the chintzy 1970's releases starring Nicholas Hammond. It's a whole new world.

"You're not Superman, you know"

Spider-Man 2 succeeds to an incredible extent in putting the player behind the mask. Not only is the web swinging pulled off strikingly well, roaming around the vast city stopping petty crimes and retrieving the occasional balloon really captures Spidey's "down time." The Spider has always been as impressive capturing purse snatchers as he is, say, taking out one of Galactus' heralds with a single punch.

Both web and fist swinging are satisfyingly deep and a handful to control at first.

Fighting is controlled through button taps, and the action is context-sensitive, with some moves dependent on Spider-Man jumping or dodging first. He can web thugs to street lamps, twirl them overhead, yank away their weapons, launch them into an air combo, dizzy them, and even pull off a spinning piledriver. (Those last few abilities shouldn't surprise you. The Webhead is in a few Capcom fighters, after all.) The only move missing is a web shield, but Spider Sense makes that extraneous anyway. You get a visual, aural, and tactile (rumble) clue every time Spidey's about to get beaned, so it's your own fault if you're knocked silly. And the counterattacks are lightning fast.

Traveling is even more stylish than pummeling, and if one thing makes it intact in the inevitable sequel, let's hope it's Spider-Man's wild acrobatics.

First off, if there is no object for the web to stick to, you aren't swinging. No more shooting webs off the top of the screen without a second thought. Jump off the tallest building in town and you may have to wait a sec before you have anything else to latch on to, so enjoy the freefall. At one point, the action moves to Liberty Island, and part of the challenge is getting there without a normal bridge or ferry. And don't think for a minute you're going to swim there.

Using webs to get around is a mini art form. Depending on when and how you let go and where and if you apply a speed boost, the results can vary wildly. Let go at the bottom-most part of the arc and you will be propelled forward. Let go at the end and you will fly up. You can use two webs to catapult Spidey and shoot out a quick line forward to pull him closer to the ground or the side of the building. Wall running and mid-air stunts add style points and also figure into the gameplay.

It's a phenomenal engine, and once you master it you might wonder how any previous game was worthy of the Webslinger. This isn't some slapped-together superhero title; someone put a lot of work in.

"Spider-Man [the movie] no more"

Great getting-around makes this game a should-play, but if you're going to justify a purchase you'll want more. But the two things you might expect a lot of - adventure and unlockables - aren't all that special in Spider-Man 2. Apart from a couple of thrilling boss battles and a handful of engaging cut scenes featuring ally Black Cat, it's slim pickings.

Story mode is short, maybe six or eight hours to the final boss battle. (I got there in about eight-and-a-half taking my time.) It hits the high spots of the movie but doesn't follow them to the letter. The train battle, for instance, is extremely watered down. As mentioned, there is a side story with the Black Cat that works wonderfully, but it's really there to substitute for the "Spider-Man no more" subplot of the movie.

After the climactic final showdown with Dr. Octopus, the game continues, but the story doesn't. The epilogue is long. The goal is to earn 50,000 Hero Points - likely more than you did in all the previous chapters combined. Since the majority of the playtime in Spider-Man 2 is meant to be spent accumulating Hero Points by beating challenges, finding tokens, and saving citizens, these tacked on chapters are probably there to get you doing those things if you aren't already.

The game keeps a tally, accessible off the pause menu, of how many of each kind of token you found, how many of the 200 hint markers you activated, how many times you performed each type of heroic deed, etc. It's a very long list of stats, and it even covers gallons of web fluid used and distance crawled. Unfortunately (I feel like saying, "Tragically," but I'll leave the drama to the villains), finding everything and beating every challenge (e.g., swinging through a series of rings while performing tricks) doesn't seem to unlock anything of real value.

While I did not personally complete all of the challenges, the only major unlockables I found were the two you get for finishing Doc Ock - and one of those two is so laughably bad it's not even worth counting as an extra. There are a couple of items unlocked in the epilogue, but they only help you complete more challenges to not unlock more things. I guess Treyarch blew its wad with the superb extras in the first game.

Here's the most telling part: in addition to all the other collectible icons/markers that do zero, there is a group called "Secret Tokens" that nets you absolutely nothing. It's not exactly false advertising, but it is annoying to spend all that time hunting just to find out it was meant to be its own reward. At least some of the challenges, like the pizza delivery missions, are interesting.

Learn to crawl before you learn to walk

Don't get me wrong, I love the different missions and I like jumping through rings as part of a skill-based game, but throwing it all into one big pot with all the coin collecting just felt weak. I'd have much rather seen the tokens eliminated, story mode extended, and maybe a separate "test your skills" area à la Crazy Taxi or Super Smash Bros. There's not much need to break the monotony in such a short game, and the optional missions were more than enough.

If the developers can keep the polish and add some game, the third time will be the charm. Bruce Campbell reading the hints was entertaining, swooping down into a store and clearing out the rabble was fun, and the engine was just great, but more story and more rewards would have shot this to the top.

· · · Nick Vlamakis