Okay, this is definitely the best 3D Sonic game there is. Is it the best Sonic game in recent memory? No, that title would go to Sonic Rush. Still this game has a lot going for it, despite it's flaws. The levels are gorgeous, and the camera system really allows you to take in the great design while still enhancing the illusion of massive amounts of speed. On-rails is definitely the way to go for Sonic, it lets you go fast and really does feel much more like a classic Sonic game rather than a piss poor 3D platformer clone. And the motion controls are fantastic. Sure, the tilting is a little too loose, but doing the homing attack never felt more visceral and overall I noticed I was getting my whole body into the game, tilting back and forth, dodging, leaning forward and craning my neck to see what was ahead... which is how a Sonic game should make you act: as if you were on a skateboard strapped to a cruise missile. However, the addition of backtracking is really pointless, both because it puts brakes on the adrenaline rush of blasting forward, but more importantly the camera never lets you see what's behind you. It's just incredibly awkward and kind of goes directly against the basic premise of the gameplay. The RPG aspect really wasn't necessary either. As others have mentioned, most of the power-ups never really added much to the experience, and in general they needlessly complicated things. Furthermore, for a game that was so close to a classic Sonic, I really missed the 3 stages to a world plus boss formula. The little side missions got boring really fast, because when you're on rails you start to feel that you're playing the same level over and over, and this is because you are. It's just too repetitive. If there had been a 3 stage formula, it would have made a world of difference. Between this and the cut-scenes, the game has an unfortunately unfinished quality to it, but underneath the layers of dust there is a real gem of potential. A few touch ups, and the (fingers crossed) sequel could be a instant classic.