[k0k0]

There's less levels, less enemies on screen at once (they supplement this by having enemies spawn one after another to make it seem like there are), less giant enemies, and while I like the class system, the 300 weapons listed are divided up between the classes, so it's really only about 75 weapons per class. I liked being able to pick up the health packs in order to raise my health and 'level up' rather than being set with levels. Plus it doesn't seem like the new weapons come fast enough. Whenever there's a new weapon pickup, 1 out of 4 times it's for a class that you don't use. But that's not saying it isn't a really enjoyable game. It is.