Before I really delve into this review, I just want to make it clear that I am a woman of details. You may have noticed from my previous reviews that I tend to focus on the smaller things in a game, especially in RPGs, because I whole-heartily believe that all those little details add up to determine one's overall experience in a game.

This, unfortunately, is what turns Valhalla Knights 3 from what could be a promising title into an often mediocre title.

The game starts off with a brief backstory: the Beigen Empire has been conquering neighboring lands in search for powerful artifacts, including a relic that grants any wishes. This relic mysteriously disappeared alongside the evil criminal Flockhart. A band of smaller countries, called the Alliance, is currently is trying to fight off the Beigen invasion from swallowing their own lands. Your main character and her/his partner, Carlos, are felons that are locked up in the ex-castle turned Carceron Prison.

However, it turns out that the two are actually spies for Beigen who were sent in by the Emperor to locate the powerful relic, which was said to be currently in Carceron Prison. Interestingly enough, the two spies are cooperating against their will, as the Emperor has them as captives of his conquests and under the Mark of Death, giving him the ability to kill them at any moment.

The premise is quite unique and I really enjoyed that non-cliched and surprisingly mature set-up. The game itself has absolutely no qualms about driving home the fact that you are in a ruthless prison where only the strong and smart survive and earn the right to money, weapons, power and sometimes other people. For instance, once your character has been created, the very next scene shows one of the felons that you just entered the prison with immediately being kidnapped by big burly men in order to "make good use of her assets." Three more felons are then killed when they try to save her.

Naturally you'd think the two spies would come to her rescue, correct? Then you'd be very wrong. After seeing the other felons die rather violently, Carlos and the protagonist decide to save their own hides instead. While jarring, it's effective at setting the game's atmosphere.

But before I get deeper into the plot, let me discuss the character creation system. First of all, the art style is really sub-par. It took me a considerable effort to make my female look presentable. The customization system itself is pretty decent but you have access to only four races: human, elf, dwarf and halfling.

There are three races that you must unlock during the game--beast, nightmare and machine--which is a rather nonsensical idea. All races should be available in the beginning, no exceptions, especially since Valhalla Kinghts 3 is trying so hard to emulate a MMO. The tragic part is that those races are by far the coolest looking ones, so it feels even more unfair to not have access to them in the beginning.

You can customize things like hair, eyes, mouths, tattoos, face paint, voices and even whether the character is covered in filth(?!) but you can't control nose shape, body type and height. Oh, and if you choose a female character, you get to suffer a strength penalty (awesome!) and adjust her bust size.

I'm not gonna pretend that I don't turn the boobs scale all the way up when I make a female character (because they will have giant knockers, dammit) but let me tell you--keep the slider in its default position in this game. Large breasts look like horrific tumors. I turned the slider up and then turned it right back down. I don't understand, this is a fan-service game and yet they can't even render tits?

Now back to the plot. The story is strange to experience; it has the aforementioned maturity and uniqueness but the delivery leaves much to be desired. The protagonist, for instance, feels like a loitering spectator in the plot while your comrades do all of the talking. And normally that wouldn't be a bad thing, since games like Shin Megami Tensei IV pull of the silent protagonist quite well.

The issue is that the character has no real purpose in the game, much like the player created protagonist in White Knight Chronicles. If you removed the main character from the story, there would be no real impact. It's weird because there are these interesting moments where you see the protagonist in a new light and you just want to reach out and feel that profound second and find more like it. But then it ends and you lose touch with the story again as it sinks back into mediocrity.

What makes Valhalla Knights 3 stand out from other RPGs is the incredibly tacky Light District (modeled off the hostess clubs and Red-Light districts of Japan). You can enter any of the shops in the Light District and pay a fee to see a female clerk who will offer various services, and yes I did mean in that way too.

Here's something creepy. Remember the poor girl who was captured in the beginning? She is now working as a clerk at Guild Star Kiss. Yep, you just witnessed a character who was kidnapped and sold into sex slavery and no one even bats an eye. Even better, she's happy with the arrangement. I guess you could say, it's just like home. Stockholm. *Puts on sunglasses and The Who plays in the background.*

When you get close enough to one of these clerks, you receive a prompt for a mini-game that helps to build up affection with that lady of the night. The mini-game is as awkward as you'd imagine. In order to succeed, you have to tap different parts of her body that she likes. When she says "NO!" that means that she's having second thoughts and is asking you to back o--yeah right, who am I kidding? It just means she's being coy because people are watching.

I mean, she wouldn't want anyone to judge her. This is a respectable prostitution ring with only the best in tacky statues and hideous red furniture. "NO!" actually means not right now and you need to stop touching. At that point, you have to hit the "!" that appear to calm her down. When a kiss sign appears touch the lips that appears on her body and let go as soon as a "!" icon pops up.

Of course the game even manages to botch simple instructions up because you actually have to rub the area, not tap it. Not knowing this when trying to pull off the mini-game the first time, I was seriously enraged because this fished-eyed girl wouldn't respond to any of my sloppy touches and then had the nerve to get angry at the end and act stand-offish.

I now understand that shameful feeling of a man who can only helplessly watch as his hamfisted pawing only brings scorn and boredom instead of arousal. Thanks for the lesson Valhalla Knights 3!

This may sound petty but I'm actually a bit miffed that only female clerks are available to hit up. It feels like the game only caters to men and ladies that like ladies. But what about us man-lovers? The most we get are some male love-interests we can give presents to and maybe shack up with off-screen, but nothing close to the long-winded wooing love affair of inappropriate touching that lady-lovers get.

Seriously though, I think it's quite unfair that there are no male clerk options and it reeks of a game that couldn't care less about anyone other than the small niche of an audience it seems to cater to. While I have no issues with fan-service options in a game, I have issues with a lack of equality in those options.

This isn't some obscure visual novel title, this is an action RPG and to completely alienate an entire section of its audience is very narrow-minded and would seriously turn me off from buying this game had I not obtained a review copy. I did like that the female clerks didn't discriminate against my female character though. Also, that Nightmare clerk is really badass looking.

The crown jewel of this game is the combat and class system. While Valhalla Knights 3 does suffer from a major identity crisis as an MMORPG without the massively online aspect, battles are surprisingly fun and strategic, especially for those playing as long-range type job classes.

If you're using a class like Fighter, Akatoki or even Prisoner, I could understand why you'd find the game a little too basic, since it seems your only job is to kill things until they die at close range. However, playing long enough unlocks a deep set of strategy that really enhances the experience. It gets even better when you factor in the various support classes that can compliment your main class.

For instance, as an archer my character's job was to make sure that I gave back-up support to my front line party members, while at the same time making sure to keep aggression from enemies off of me. It was important that I maintained a healthy distance from enemies and learned skills that diverted enemy attention. And since my party members couldn't heal themselves, learning healing magic from the priest class allowed her to support them even further.

You can even reverse that mindset--if you mainly use a melee class, it would be wise to invest in party members that support you and learn skills that aid in absorbing damage and keeping the hate off of the supports.

I also love the fact that the game forces you to use the lock-on system because if you try to hit a foe without it, you'll miss often and hilariously. Instead, locking on them and keeping them in your sights at all times is the smartest way to play. The boost feature is pretty nice for temporarily increasing party stats and it's even better that the enemy can do it too; there's nothing like seeing that red aura surrounding foes to motivate you to suddenly hit the screen and activate your own boost.

Overall, the combat system itself is easy to use and the quick menus in battle avoid the pitfall of being clunky. It combines the most strategic and fast paced parts of MMO combat. There are a lot of classes to choose from, with a healthy variety of skills to learn using the skill tree. Add to that the support classes which makes you consider which other classes to use and master to support your main class and you have a very complex and addictive system.

The best part is that it's perfect for a portable game because you can choose exactly how much time to sink into the game. It's also very easy to obtain skills and money which results in a surprising laid back and fun game. The only problem I had with combat was initiating it--you have to attract the field enemy to your character in such a way that they chase them far enough to make your party appear for battle. It's very strange and counter-intuitive.

One of the main issues that comes with this game being so similar with a MMO, however, is the fact that you have nothing to do with it but fetch quests. It's all fetch quests. Even the main storyline. It feels like the battle system is being squandered out of laziness and it's disappointing. The worse part is that the fetch quest formula really hurts the quality of the story because it feels like a disjointed string of errands instead of actually solving this supposedly epic mystery of death, power and intrigue.

There is a local multiplayer mode but it's okay at best. A very fun distraction to shake up the formula a bit, mind you, but doesn't contribute much else to the overall experience.

The overall visuals are not pleasing to look at. Normally I am not one to criticize graphics--as long as the style works with the game and is decent, then I'm a happy camper. That being said, this game is really, really unpleasant to the eye. The graphics are very bland, the character models are boring and uninspired--barring a few exceptions--and the whole affair reeks of a game that hasn't graphically improved from its PSP predecessors at all. Which is unacceptable considering that the developers are working with a portable system sporting a lot more power.

I hope you get used to loading screens, by the way, because this game loves them. They don't last just a couple seconds either, which I could deal with, but can range from about 15 to even 30 seconds per load. That's a lot of time, and it becomes more noticeable when every single section of the prison has to load up. Meanwhile, the actual areas outside the prison open up very well, which makes me wonder even more why this couldn't be done for the prison's indoors.

On the bright side, the soundtrack is really good. The field and battle music is especially well composed and I found myself enjoying the fun battles even more just because of the great tunes flooding my ears.

All in all, this game isn't the worst you'll ever play. It's not completely broken and once you get past the issues, there's a deep and enjoyable battle and class system to be had. The main problem with Valhalla Knights 3 is that it simply falls short in nearly every area; a game that almost has an interesting plot but drops it, is almost progressive but falls short, almost applies its great battles and customization but is loaded down with boring quests, almost an MMORPG but can't implement the most basic of those features properly. This is a game of almosts, of not quites. A game that's almost average, but not quite.