It's me again, your friendly neighborhood Spider-Man game reviewer with a new iteration of web slinging goodness. This time around I'll be looking at Spider-Man: Friend or Foe and as I am a Superhero geek (amongst all the other geeky habits and hobbies I have) I decided that I would give the game a proper play through and review. The concept of the game is simple…beat up the bad guys with the help of some allies and, ironically, more bad guys.

The general premise is that Spider-Man is recruited by the good folks at S.H.I.E.L.D to track down shards of an asteroid that was part of the one that showed up when Venom appeared. These pieces are being used by an unknown enemy to create an army of "solid form" holographic creatures called Phantoms. In addition to these creatures of varying abilities, the mystery enemy is also taking Spidey's arch-enemies captive and using mind control to have them on the bad guy's side. The enemies aren't too keep on the whole mind control concept.

Progression is fairly linear. You start on the S.H.I.E.L.D Helicarrier and have access to the places that these shards crashed in the order required. In each area of the world you are sent, there are four sub-areas you must complete to reach an end. Progression is as follows: you move to a spot and the enemies spawn and then you beat all of those Phantoms and the way to move to the next spot opens up. That's pretty much it for the levels with the exception of the boss battles which I'll go over in a bit.

In each stage you can choose a partner from a couple defaults or from any of the heroes or villains you have met or beaten in previous levels. This means that all of the arch-enemies become available as playable characters after you beat them. When playing single player this allows you to play as either Spider-Man or this partner.

There are combo attacks that are different based on the team-up as well as some witty banter back and forth with most of the enemies-turned-hero. The only time this mechanic changes is during the boss fights. These are only done with one character at a time and typically involve finding the pattern to beat the boss.

The combat mechanics are as straightforward as the rest of the game. It's a brawler and in that regard you pretty much run in and mash the attack button until there is nothing left standing. The game adds some flavor to it by including the various upgradeable web abilities for Spidey. These are given in three different categories that can be switched out on the fly. You start with basic web grabs where you can shoot a web and pull an enemy and perform various attacks then in the second area they introduce the Web shoot category where you can shoot web projectiles then ultimately they give the web stun category for subduing the enemies. Each of the powers in these groups can be upgraded back on the Helicarrier to more powerful versions.

Upgrades are received through collecting tokens. For every item that destroyed or enemy beaten, tokens will drop. These have two functions. First, they are used as lives for the character so if you die or (more likely) fall off the stage they remove some tokens when you are brought back into the fray. Second, the tokens are used for purchasing upgrades for the previously mentioned web attacks, character upgrades for both Spider-Man and the other characters, or for buying consumable items such as invulnerability or health refills.

During your excursions into the different levels you will also find other items "hidden" on the level. They are pretty much out in the open but the game tells you that they are hidden so I figured I would mention it. These consist of DNA helix items that will unlock art and such from Nick Fury on the Helicarrier and key cards used to access extra rooms on a stage where once you clear them out become available for the multiplayer battles.

The multiplayer battles are amusing but nothing special. Your basic arena fights with more than one character. The CoOp function is a great addition to the game. At most any time another person can join in the game and fight as the partner. My only issue with this is that the other characters are not nearly as much fun to play as Spider-Man.

The game looks great although the models and textures are a bit simple compared to the most recent Spider-Man games but that's due to design. The art is cartoony and basic and the overall mood of the game is lighthearted in accordance with this design. The animations of the attacks are the best visual in the game as most of them are varied and well done.

Sound design is very well done as well. The voices all fit the various characters and the soundtrack is solid as well as the good effects sounds. The best part of the voice work is the insane computer system on board the Helicarrier and Nick Fury's reactions to "her".

Spider-Man: Friend or Foe is a solid beat'em up action game designed for pick-up-and-play action for one to two people. With good visuals and sounds, as well as a fun upgrade mechanic for abilities and characters, it seems to be geared towards a younger audience -- but I can see anyone enjoying this game.