Autumns Games and Reverge Labs have come together to build a beautiful and frenetic 2-D side-scrolling fighting game, Skullgirls, that when previewed at E3 this year, reveals the potential of the game when it’s released later this year. I was able to clear some time with fighting game ace and project lead Mike “Mike Z” Zaimont at a preview event, who gave me a tour of the demo levels and characters that are available so far.

The early preview of Skullgirls still had the rough edges of an unfinished UI, but that’s not what most people seeing the game at this stage will remember. The graphics, designed by Alex Ahad, who’s done worked on Scott Pilgrim and Lava Punch, set a striking style that will remind people of certain clean, colorful and bold fighting games that have come down the arcade and home system pipeline before.

Skullgirls’art is what stood out the most for me, as I imagine it would for most other gamers. The backgrounds so far are bright and colorful with some scrolling across multiple planes. There was not a lot of animated vibrancy in the backgrounds yet, but where those details were not in play, the visual magic shown in the characters themselves set a new standard for animation, lighting and personality in 2-D mano-a-mano games. Character lighting reflects the background color scheme and features sourced lighting. For example, if a character has an explosive attack detonate nearby, their features will show light sourcing and shading. It’s a subtle effect, but it adds even more to the amazing high-definition art and animation.

It’s one thing to have a fantastic animation or lighting, but it doesn’t mean much without interesting characters. Three of the eight total launch cast of eight female characters were available at the time of the demo. Filia is a balanced character who is an amnesiac schoolgirl, whom I didn’t play. However, I did have a chance to try out the other two. Cerebella, is a circus performer who features a horned cap and a signature set of two monster arms atop her back that give her incredible range. I definitely enjoyed giving this character a whirl as a button-mashable tank; although with strategy, a player can actually keep up with a range attack-specializing character. Speaking of which, Peacock is the latest character to be shown off, and she is presented as a fun pastiche of classic cartoon characters, specifically Olive Oyl and Mickey Mouse, with all the cartoon violence of Tom and Jerry. She’s loaded up with a wild array of ranged attacks that make her a threat from anywhere — including a gun that shoots oversized, grinning bullets or directing a bomb-flying plane with flag semaphores to attack the opponent.

Upon selecting a character, players can create a team of up to three characters or have one super-charged character instead. The team of three will not be as powerful but will be a Swiss Army knife set of characters for players to pick from and switch between in game. Of course, a team of two will be a balanced set in between a lone wolf strategy and a team of three. This is a pretty unique system for giving players both variety and strength when they create a single match-up. When it comes to fighting games, as a rule the more variety and options there are, the better it is for the players. In the story mode, players will compete for the Skull Heart through numerous and diverse stages in the Canopy Kingdom.

Control was effortless, especially thanks to the six-button arcade controller we were using. I was pleased to find I could pull off some easy combos and spectacular special moves for either of the two characters I tried out; although Mike Z stated there would be an extensive tutorial mode to help novice and experienced players catch on at their own speed.

After a few minutes of playing Skullgirls, I felt accomplished pulling off a combo chain attack of 35 hits — until I watched Mike Z execute a combo over 118 hits to the claps and whistles of appreciation from bystanders. It’s crazy and over-the-top, but that quality is what makes a fighting game that has a lot of polish and doesn’t take itself too seriously exceptionally fun.

This is one fighting game that combines a love of traditional Disney-caliber animation, a wicked sense of humor and invention, and a fairly gentle learning curve, all of which makes for one promising recipe for awesome 2-D fighting. Whether you’re a fighting game fan or simply see games as works of art, Skullgirls looks like it won’t disappoint. Skullgirls is scheduled to launch later this year for Xbox Live Arcade and PlayStation Network.