The Amazing Spider-Man, the 2012 video game companion to the film of the same name, brought Spider-Man back into an open-world Manhattan after two comparatively linear titles that received lukewarm responses. But according to Thomas Wilson, creative director and co-studio head at Quebec City, Canada-based Beenox, the company realized that when it came to building a sequel, most of the original game's foundation needed work.

Players liked the freely explorable Manhattan that was the setting for The Amazing Spider-Man, and Beenox also wanted to keep the web rush mechanic, which allowed Spider-Man to slow down time and zoom forward to a point of his choosing in the environment.

"All the other stuff that was in there needed to be improved, in our opinion," said Wilson during a phone interview with Polygon last week.

Near the top of the list was the web swinging. Longtime fans of the Spider-Man video games didn't like the system in The Amazing Spider-Man because it was simplified from the way it worked in Spider-Man 2 and Spider-Man 3 on the previous generation of consoles: Spidey's webs magically attached to the clouds above him, not to actual structures in his environment. (Check out the sidebar in our review for more details.)

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The Amazing Spider-Man 2 returns to the older games' more challenging setup, and goes deeper to offer finer control — the right and left triggers of a controller shoot webs out of Spider-Man's left and right wrists, respectively.

"We're totally aware that people will jump into this game probably hitting walls more often than not in their initial play-through. But as you play the game, you get more familiar with the way that you can web-swing," said Wilson. "And then you feel like you're better at it and you become a better Spider-Man." The tweaks are subtle, and they do take some getting used to. But within a few minutes we were flying around Manhattan with ease, and it was a joy; this may be the series' best web-swinging system yet.

Beenox is building that same intent into every bit of The Amazing Spider-Man 2: The studio wants players to feel connected to the character of Spider-Man and to the people in his life as both the masked hero and Peter Parker. In fact, you'll be able to play as the mild-mannered amateur photojournalist himself.

"you really get to meet the characters before you can eventually face them"

This only happens at predetermined points during the story; you won't be able to switch in and out of costume on a whim. During most of these sequences, you'll do what Spider-Man can't: interact with other characters in RPG-like dialogue trees to learn more details about the story. You can also skip that altogether, but Beenox hopes that you won't — the dialogue trees are meant as a "narrative vessel" to provide insight into the people in Parker's life.

"There was this sense of, if we were to develop a story that was more personally connected to the character itself, we felt that there should be moments where you're playing as kind of a regular teenager," Wilson explained. "In [The Amazing Spider-Man], we unfortunately had a lot of villains that were just kind of thrown out there with little backstory. In this case, you really get to meet the characters before you can eventually face them."

During a demo last week, we saw Parker attend a cocktail party to snap some photos of the Manhattan elite. Parker ran into Harry Osborn and chatted him up to ask about OsCorp's connections to Wilson Fisk, aka Kingpin. Osborn, heartened to come across an old friend, admitted that Fisk was connected to the mafia but said Fisk was the only person willing and able to invest in the research OsCorp wanted to do. It's hard to tell from that brief interaction if these conversations will add a lot to the game, but the potential is certainly there.

Beenox is also making other efforts to give players a sense of Spider-Man's powers and responsibilities. You're required to keep cleaning up crime in Manhattan by the game's Hero/Menace system, which, Wilson took pains to point out, is not like the player's-choice morality system you might find in, say, the Infamous series.

"That's not what it is. Anyway, we couldn't make a game where you decide to voluntarily be bad playing Spider-Man," he said.

Instead, performing the side activities in The Amazing Spider-Man 2 pushes Spider-Man into the "Hero" side of the bar, and if you stay there, you'll earn bonuses on the ability boosts that his suits convey. But the various crimes expire after a certain period of time, and if you neglect them (or fail to successfully complete them), you'll become marked as a "Menace." At that point, the city sends a special task force after you, which consists of drones that pester Spider-Man as he soars around Manhattan.

"What we're talking about is pretty much just a system that ties it all together and makes you feel like you have an impact as a hero in the city. Not taking care of crime will just have the crime [rise], so doing that will transform your public image and people will start to think that you may be part of the problem," Wilson explained.

"we couldn't make a game where you decide to voluntarily be bad playing Spider-Man"

The side activities were often the weakest parts of previous Spider-Man games; Wilson admitted they weren't very good in The Amazing Spider-Man. While the sequel does have a limited set of repeating crimes — the list includes ending a standoff between thugs and the police, rescuing citizens from burning buildings and defusing bombs — Beenox believes it has designed the activities with enough variability to keep them fresh. We only tried one of each, so it's unclear if that will be borne out in the game. Wilson gave examples like varying the number of people in a building, mixing up their locations and adding obstacles like debris to clear.

Another key change between The Amazing Spider-Man and its follow-up is the mission design. Most of the missions in the first game were linear affairs, and Manhattan often felt like an open-world hub between them. This time around, many of Spider-Man's adventures will take place within the city itself, and even the ones that are in separate areas are much more open. We saw Spider-Man go down into an abandoned subway tunnel to retrieve a new suit, and here, the approach is up to you: Choose the stealth route with silent takedowns, or let the goons know you're coming.

One disappointing element of our time with the PlayStation 3 version of The Amazing Spider-Man 2 was its graphics. Manhattan lacked detail, and as a result it didn't feel very alive, and cutscenes didn't really look better than the rest of the game. According to Wilson, Beenox strove to deliver the same gameplay experience on all platforms, and he added that the PlayStation 4 and Xbox One versions will offer 1080p resolution, a better draw distance and a smoother frame rate. (The screenshots in this article are from the PS4 version.)

Note that The Amazing Spider-Man 2 isn't a straight movie tie-in — while there is some story overlap with the film, none of the actors voice their characters in the game, and the game models don't resemble the actors. Instead, this game is a sequel to the first one, which took place right after the first movie. Accordingly, the game contains no spoilers for the film; the presence of them is something players of the original game complained about.

The Amazing Spider-Man 2 isn't a straight movie tie-in

"The idea was that we wanted to improve on everything that we could've done better, and maintain what we've done right," said Wilson. No Spider-Man title has reached the high bar set by Spider-Man 2, and it's unclear if The Amazing Spider-Man 2 will do so. But at the very least, it's shaping up to be better than its predecessor.