With Blackgate prison still out of commission and Arkham Asylum in shambles, former Arkham warden-turned-Gotham Mayor, Quincy Sharp, decides the best course of action is to wall up Gotham's seediest neighborhood and create Arkham City, a sort of Disneyland for criminals. Sharp also decides to appoint Hugo Strange, a criminal mastermind with an unhealthy Batman obsession, in charge, who lets Joker, Two Face and Penguin enter a three-way war for control. Just when things can't get any worse, Bruce Wayne is arrested and tossed into Arkham City.

Good thing Bruce Wayne can take care of himself.

Batman: Arkham City retains the same formula as Arkham Asylum, but finds a way to ramp it up considerably. For one, the claustrophobic confines of the island madhouse are replaced with a couple miles of city blocks to zipline, glide and otherwise travel through. The new real estate offers loads of new spaces to explore, including old factories, subway tunnels and other areas claimed by Gotham's elite class of criminals.

Each area has its own villain-specific look and is absolutely stunning, combining just the right amount of comic book flair and personality with a dark, edgy atmosphere. I can't begin to tell you how much time I spent ziplining around the city just to look at all of the smaller details, including a few really neat Easter Eggs and narrative elements for sharp-eyed Bat-fans. Whatever gaps are left missing by the visuals are filled by the soundtrack, which is reminiscent of the grand overtones of Tim Burton's Batman films or Batman: The Animated Series.

Character animations are nearly flawless. Batman glides between movements with heavy, acrobatic grace. Even low-level thugs look really cool in motion, especially during oh-so-sweet slow motion close-ups of the final, knockout blow. Voicework adds to the character's overall appeal. Kevin Conroy, the ONLY voice of Batman (sorry Bale), is absolutely amazing and backed by a star-studded cast that includes Mark Hamill as Joker, Nolan North as Penguin, Grey DeLisle as Catwoman and Stana Katic as Talia al Ghul. The only missing piece is Arleen Sorkin as Harley Quinn, but Tara Strong does a great job covering the role.

The new open areas are a fantastic addition, offering the sense of freedom missing from Arkham Asylum. The first game was already an authentic Batman experience, but now that you can swoop around the city, it just gets better. The experience is reminiscent of inFAMOUS, or in some ways, Just Cause 2. Batman's zipline will quickly become your most-used tool, allowing you to latch on to and quickly travel to nearly anyplace in the world. The zipline won't always bring you where you want to go - it has a terrible habit of latching on to out-of-the-way places - but those instances are rare and even then, don't detract from the fun of going anywhere you want, especially when you factor in Batman's gliding abilities.

These same gliding abilities take center stage in one of the game's few weak moments. AR Training missions, Arkham City's version of the "Fly through the Rings" play type, are an absolute pain. I was able to complete half; the others require expert timing and precision gliding, something I - nor none of my friends, apparently - possess.

The other downside is, unfortunately, one of the game's most publicized features, Catwoman. Although she serves a purpose early in the story, her missions are mostly pointless. Her story doesn't have as much to do with the main story as originally thought, and you don't get the chance to "take a break" until the main story is completed. Not that playing as the Cat is exciting; compared to Batman and all his toys, her missions seem light and uninteresting.

Fortunately, the rest of the game is spot-on perfect. Rocksteady has crafted a really fantastic game. Story-based missions are a lot of fun. Even though the spaces are bigger, you can still have a lot of fun toying with enemies with all sorts of surprise takedowns. Predatory stealth is a massive part of some missions, which require you to use all of your gadgets and wits to remain undetected. Batman starts with all of his toys from the end of Arkham Asylum, eventually adding new gadgets like a freeze grenade, exploding Sonic Batarang and electro-zap gun. The new gadgets offer new combat options, but also open up new ways to explore the city in search of the Riddler's secrets.

You'll also run into nearly every major villain in Batman's rogue's gallery. Each has their own mission, such as tracking down Deadshot's hideout and a serial killer who looks like Bruce Wayne. Some are a bit of a pain to complete, but you'll want to complete them, which is a real credit to the game's overall design.

Batman: Arkham City's difficulty is built on how well you can think like Batman. The first few missions are a good crash course in what to do, though anyone who played the first game should probably be able to slip back under the cowl without much re-orientation. Additional help shows up every time you acquire a new toy for your utility belt, though experimentation is required if you want to get the most out of each gadget.

Even with advanced gadgets and moves, it is hard to win a fistfight with a gang of gun-toting thugs. The key to any situation is learning how to strategize and get the most out of your environment, even if it means retreating from a situation with a quick zipline to the nearest building. There's an incredibly thin line between bravery and stupidity. It's incredibly tempting to cross the line - and Arkham City's gameplay does an excellent job at enticing you to do just that - but success is all about being smart.

Riddler Secrets offer another layer of challenge. The Riddler's fingerprints are all over Arkham City. Not only will you find numerous Riddler Trophies, you'll also discover riddles that require careful scanning of the environment. You'll spend time tracking down every last trophy long after you've completed the main storyline, particularly since every cracked secret plays into a larger mission involving a group of kidnapped medical workers inside the city's walls. Some are easy to spot, while others require figuring out a few fiendishly tricky puzzles, a few of which are so intricately designed they come awfully close to being unreasonable.

Batman-like thinking rewards you with experience points, which you can use to purchase new upgrades. Flat-out brawls reward you with a standard set of points, though you'll need to use gadgets and rack up combos to earn bonuses. Additional bonuses are rewarded for using predatory tactics. The system sets up an interesting dynamic; you want to push your limits to get the most experience and unlock more powerful moves - thus the aforementioned temptation - but there are situations where retreat is probably the best option.

The dynamic also encourages you to get better at the combat system and use all available means rather than focusing on one approach. You begin with an incredible selection of moves and gadgets, but those skills will only get you so far. Enemies on the front end of the game are usually unarmed and will only get the best of you if you're overwhelmed. Later enemies sport upgrades like knives, swords, body armor and, worst of all, guns.

Special mechanics are introduced to deal with these threats, most of which are tied to simple button combinations. To use any of Batman's tools during a battle, you just need to hold a trigger button and hit a face button. Quick access to every weapon is a major plus, though the additional moves can become a cumbersome burden. Having so much on so few buttons is confusing, sometimes causing unintended usage.

Having to deal with the different types of enemies can also be a bit of a pain. Some combinations (pairing armored and gun-wielding enemies, for instance) are too tough even when you use all of your tools.

Beyond quick access to weapons, the rest of the combat system plays out exactly as it did in Arkham Asylum. The most noticeable change is the tighter button response time. In the first game, I struggled to get above a (x10) combo, but these became almost routine in Arkham City. Buttons do exactly what you expect when you expect it. At face value, combat seems like button-mashing, but there's a definite skill to finding the right rhythm and keeping the combos and instant knockouts rolling.

There's very little else to say about Batman: Arkham City other than it is a must-play. Even non-comic book fans will have a hard time not falling prey to the game's fantastic gameplay. It's a terrific example of not just a comic book game, but a well-designed game in general.