Much better then the original!
-extensive career mode
-lots to do in the arcade
-tons of unique cars
-amazing customization
-solid controls
-fun splitscreen
-assists work well until you are good enough to remove them
-simulates a racing experience very well
-excellent looking car models -realistic sounding engine and crashes, hehe
-XBOX Live tournaments are loads of fun
Cons:
-very few tracks
-controls can get a bit touchy
-poor environment graphics (especially the sky)
-lame soundtrack
-poor internet connection can ruin the game online (another car may appear to be behind you but because of lag, they actually won!)
In conclusion, I will say that this game is probably the best racer on the 360 and I highly recommend it to any fans of either the sequel or racing sims. However, if you are into taking hairpin turns doing over 45 MPH, you're in for a shocker with this game. Once you get the hang of it, the game is fun but you may need to keep the Assist Line on for a good few hours.