With Manhattan overrun by Venom and his army of symbiotes, Spider-Man returns, using powers from two different suits and a new customizable web-based combat system to kick butt and bring order back to the city.

During a VIP press event in Santa Monica late last month, Activision treated us to a three hour hands-on preview for the latest Spider-Man title in the series, Spider-Man: Web of Shadows. Both the Xbox 360 and PlayStation 3 versions were available to play and developers gave us a guided walkthrough of some of the levels playable in the game.

In Spider-Man: Web of Shadows players will have the ability to switch between Spider-Man's different suits. Using the red suit gives Spider-Man more agility thus making his attacks quicker. Also, the red suit allows for faster health regeneration. Then by simply pushing in on the left thumbstick, players can switch into the black suit which allows for more powerful attacks. For instance, when in the red suit, players can shoot balls of web to temporarily stun an opponent, but when in the black suit, Spider-Man can utilize cars from the street to pick up and toss at nearby enemies.

When you’re ready to scout the city, you'll notice the new camera system which allows you to go from free roam camera to a target-lock camera with the push of a button. By hitting L2, Spider-Man sends out a “spidey sense" signal highlighting all enemies within proximity and targeting the nearest threat. Utilizing the target camera is very useful when in battle, as the camera works with Spider-Man’s acrobatic movements allowing players to remain focused on their enemy as they flip, twirl, and swing.

Probably the best overhaul in Spider-Man: Web of Shadows is the new web-based combat system. Finally, we're treated to a Spider-Man game that makes you feel like you are masked hero. Nearly every attack or combo move has to do with Spider-Man using his webs. Using triangle, players will attach to an enemy thrusting their feet into their face, ricocheting off their body and then web slinging again back in for more attacks. This attack allows for great combos as players can continue the same combo for several attacks. Depending on which suit you are in, there will be a variety of moves you can pull off. Whether it is the black suit or red suit, both provide a wide assortment of web-based attacks. As players progress through the game, new combos will be unlocked and you can choose which new moves you want to purchase and add to your attack list. An interesting feature about this combat purchase menu is the ability to see the combo in video form before buying it, so you know what it looks like ahead of time.

As for the city of Manhattan, players are allowed to freely roam where they please using the R2 trigger for web swing and R1 to attach to the side of buildings. For those wanting to break away from the storyline, there are randomized street crimes taking place at all times, pitting players against gang members, mechs, and eventually symbiotes. Character and combat designer Tom Teuscher walked us through one section of the game where Spider-Man had to take on a mech wreaking havoc on civilians in the streets. He said that the entire first level of the city is fully destructible as well as many areas on the rooftops. Amazingly enough, the destruction looked decent, as Spider-Man in his black suit could throw cars into the side of buildings and watch them crumble and explode.

Amongst the chaos, a motivating hero objective was to save any injured civilians that had paid collateral damage to any street fights Spider-Man has encountered. The injured civilians appear as highlighted icons on the map. If players choose to, they can pick the wounded pedestrians up and swing them across the city to the nearest hospital. When throwing cars with civilians in them in which the vehicles explode, sometimes a slow motion quick-time event would happen where Spider-Man could web them from the air and set them safely on the ground.

Something new to the Spider-Man series is the ability to call in help from allied characters. As players progress through the ... (continued on next page)