MUCH more entertaining than SM2...
Graphics: I loved the inking technology put into spider-man, venom, carnage, beetle, and all the other enemies.
Sound: Yes! Spider-man doesn't say stupid things anymore! And, believe it or not, some of the stuff he says can be...*cough*...can be... *choke*.......funny. (man, it hurt to say that.)
Value: Eh, could be better. Lots of tokens to collect (not interesting), lots of races (again, not interesting), costumes, combat tours, and (YES!) Free-roaming as Venom! Free-roaming actually isn't the term I would use, though. You try to rack up points by feeding on people, chucking cars, killing cops, and causing destruction. This mode is only unlockable after you beat the story mode, and uses a sort of GTA wanted level, making the enemies harder each time. (Cops, then cops in cars, then these weird guys seen in story mode, then helicopters, then...actually, I don't know what's next...)