New York-based Vicarious Visions has carved out a niche for itself in recent years as one of few Western developers to really push Nintendo portable hardware both visually and in terms of design. The company received steady praise for its Game Boy Advance versions of Neversoft's Tony Hawk's Pro Skater series, and was the first third party online on the Nintendo DS with Tony Hawk's American Sk8land. Among the company's repertoire of almost-yearly portable franchises is the Spider-Man license, which is about to receive a new entry corresponding with Sam Raimi's third Spider-Man film. With Spider-Man 3 on Nintendo DS, Vicarious Visions is looking to deliver the portable series' biggest step forward so far by way of a newly introduced stylus-based combat system and more ambitious game structure. I recently spent some hands-on time with the game to see what it will bring to the franchise.

Like its predecessors, Spider-Man 3 is a sidescrolling beat-em-up, but it makes significant changes to the series' established formula. Rather than a straight progression of levels, the game is structured as a pseudo-nonlinear world splitting New York into eight districts, each with multiple environments. Each district is laid out on a city map and, in a nod to to the city-policing mechanics of the Spider-Man 3 home console games, each has its own crime level. Districts do not seamlessly flow together--this is a sidescroller, after all--but are connected by portals within individual levels as well as by the map itself. This allows players to either play through the game's main story in a linear fashion, or jump around to take on its various missions and work on reducing the crime level.

Within the districts, individual levels have a variety of goals and missions. There is the straightforward objective of simply getting to the end of a level, there is the pursuit of lowering the district's crime rating by taking out enemies, there are timed "race" challenges, and there are the actual story missions and cutscenes themselves. Story missions, which can be initiated through purple portals within the environments, belong to a number of different arcs that can be completed in the player's desired order. Environments and characters themselves are fully rendered in 3D, though all gameplay operates in 2D. The levels twist and turn, providing more variety than in a purely 2D sidescroller, but the camera always stays locked on Spider-Man and keeps the player's directional input on a 2D plane. Essentially, the game offers a taste of the nonlinearity and user choice associated with full 3D open world games, but keeps the design rooted in a more straightforward and portable-friendly format.

Races, accessible through yellow portals, send Spidey from point A to point B while a checkpoint-based timer system ticks down. I tried a few races and was surprised to find that they were fairly demanding. Along with the game's larger nonlinear structure, Vicarious Visions has worked to expand the level design itself from prior games in the series, resulting in significantly more vertical space for climbing and web-swinging. Levels are still left-to-right progressions, but everything is more open. This means that, in the races, players will be constantly using Spider-Man's webbing not just for horizontal speed but for vertical access in order to grab all of the checkpoints and add time to the clock.

Observing my racing woes, Vicarious Visions executive producer David Nathanielsz pointed out that the copy of the game I was playing had the city entirely unlocked, but that my character had not purchased all of the speed upgrades that would have made the late-in-the-game race I had stumbled upon more manageable. Upgrades, which can boost both movement-, health-, and combat-related abilities, are purchased with hero points, granted for defeating enemies and completing objectives.