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PowerUp Heroes is a Kinect-only fighting game developed by Longtail Studios. The game has you take your Avatar and use him or her in battle against other players' avatars. All fighting is done using your body, swinging your arms and legs to inflict damage. However, your Avatar is not powerful enough to fight on his own thus using a suit. Each suit gives your avatar special abilities such
as the necromancer suit which allows the player to control a hoard of skeletons. There are a total of 20 different suits that you can equip power ups onto to to make them even more powerful. You earn new suits by defeating enemies and taking theirs.
The game features online multiplayer as well as split screen versus and a 4 player tournament mode. The game does not let you use accessories such as masks that you have purchased or won for your actual Avatar outside the game, preferring to charge players for the privilege.