Taking control of one of the classic (1980s-1990s) Avengers, you battle your way through five levels in order to prevent Red Skull from carrying out his nefarious plan. Using Captain America, Iron Man, Vision, or Hawkeye you fight your way through cities, space, and even under water. Occasionally other Avengers show up to help you: Quicksilver by bringing health, Wonderman with a hover craft (for the two Avengers not capable of flight), Namor with a diving suit, and The Wasp becomes an auxiliary attack.
Whirlwind, Grim Reaper, Mandarin, The Juggernaut, Crossbones, and, of course, Red Skull all make appearances as well as quite a few other villains (including what looks like a Sentinel from the X-Men universe).
Each hero has a similar set of abilities. There are two jump attacks (one if you tap jump and attack, the other for holding jump and then pressing attack,) you can dash at enemies to knock them down, a projectile (laser weapons for The Vision and Iron Man, arrows for Hawkeye, and Captain America's shield for the captain), and a series of punches and kicks followed by a throw.
Every couple of levels the brawling action is broken up when the game turns into a side-scrolling shooter. There are three of these: one in space, one underwater, and one in a war-torn city.
The levels are two miscellaneous cities, underwater, a secret underwater base, and the moon.