Spider-Man 3 is (in my opinion) a vast improvement over Spider-Man 2. First the graphics, the graphics are very impressive for a next-gen action game and the framerate is smooth most of the time, Spider-Man (Red Suite and Black) is highly detailed and I'm not disappointed and also the city looks great. Now the gameplay, swinging is as fun as it every was and in my opinion it's improved over it's predecessors, the combat is pretty good also even though it's not very complicated I like it. Next the sound, the voice acting is solid like Tobey Maguire (Spider-Man, Peter Parker) does a good job changing his attitude when he gets the black suit and things like that are a nice addition, though the only downside is that Kirsten Dunst (Mary Jane) didn't lend her voice to the game. Now finally the lasting value, personally I haven't beaten the game yet because I enjoy so much fighting crime in the city so the lasting value is good there. Overall Spider-Man 3 is a great action game and for families there's nothing to worry about content wise, so I highly suggest this game to anyone who's interested in Spider-Man and people who like action games.