EVERYTHING! lol, I loved the story and characters (for the most part), the massive amounts of gear and such to find, All the side quests you would just not think of doing, and the gameplay itself was pretty good. I guess mainly its that the game has tons of exploration and secrets with a lot of customization, all tied into a great story. I am scared to try FF XIII because it is very linear and the customization is not that good I guess.
NaveedLife
Well, then I'm not sure. ToS2 is definitely more linear than ToS, although it has an entirely different sort of customization in it, in that you can recruit monsters to fight for you, and they can get levels up and so forth, enabling you to put together a team with monsters in it. In fact, you're kind of encouraged to do so, as the characters from the original ToS don't gain any levels up. The two central characters definitely are Emil and Marta, so if you're expecting a game that stars the original ToS cast, then ToS2 isn't that game (although the original cast definitely does play a role).
I think that ToS2 really needs to be enjoyed on its own merits. It's not ToS and I don't think it really even tries to be ToS, so if the only reason why you'd be interested in ToS2 is because you want ToS again, you might be disappointed (as I imagine reviewers were who gave it such poor reviews). I think my favorite part in it was the relationship between Emil and Marta that developed over the whole course of the game, as I found it to be one of the most heartwarming and genuinely heartfelt relationships I've ever seen in a video game.
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