X-Men Legends II: Rise of Apocalypse is an action role-playing game and a sequel to X-Men Legends. The player controls a party of four characters, though only one at a time can be controlled directly. Besides switching the characters for combat purposes, the player is often obliged to do so, because some of the tasks in the game require the specific abilities of a certain mutant. For example, Iceman can put out the fire, Magneto can generate a metal bridge across a gap, etc. Most of the time, however, is spent in combat, collecting loot and acquiring experience points. Unlike the first game, items dropped by enemies are random. The character will level up, become stronger, and learn new skills. The player can opt to allocate all the experience and skill points manually.