Ratchet & Clank: Up Your Arsenal, titled Ratchet & Clank 3 in Europe and Ratchet & Clank 3: Up Your Arsenal in Australia, is an action/shooter game developed by Insomniac Games and published by Sony Computer Entertainment. It was released in North America on , and was met with critical acclaim, earning an average review score of about 90%. It is the first game in the series to utilize Sony's Network Adapter for online play. Ratchet & Clank: Up Your Arsenal sold over 400,000 copies in its first year in PAL regions (Europe and Australia) earning it the Platinum title on June 17, 2005. It later earned the American region Greatest Hits title on August 1, 2005. This game is the second game to feature the Insomniac Museum.


Up Your Arsenal features many elements from the previous installment, Going Commando. For example, the amount of health has increases from defeating enemies. Weapons once again upgrade from usage. However, the upgrading system is different. A weapon starts at V1 and when it upgrades, it becomes V2 and so on. Each time the weapon upgrades, it not only becomes more powerful, but depending on the weapon, it can also obtain a mod. When a weapon reaches V5, it's design and name changes and becomes very powerful. Clank is once again playable at certain moments. The Gadgebots return to aid Clank whenever they appear. This time, Clank is joined by Skrunch the Monkey. Clank uses the BGAMD to lure Skrunch into activating switches or distracting security. Giant Clank also returns, but only for one battle.

Races and space dogfights do not return. However, there are segments that involve combat. This game features Annihilation Nation, which includes two types of challenges. Completings challenges rewards the player with bolts. It has Arena battles, similar to the ones in the previous game, and Gauntlets, which involve platforming. There are also missions that involve Ratchet helping the Galactic Rangers fight against the Tyhrranoids. New to this game are a series of minigames called the Qwark vid-comics. The vid-comics are 2D side scrollers where the player controls Captain Qwark in 5 different worlds.

After beating the game, the player can enter Challenge Mode. In this mode, the difficulty increase, but the players gets to keep the weapons and certain items that were obtained. Mega weapons (which is V6) can be purchased and upgraded to Giga weapons (V7) and Omega weapons (V8), which this highest level weapons can upgrade to (except the RY3NO, which can only be upgraded to V5 and become the RYNOCIRATOR). Skill Points return, and like the previous game, how they are obtained is secret, but the list tells the player what planet they are earned on. Titanium bolts can be collected, but unlike the Gold or Platinum bolts in the previous games, these are not used to enhance weapons. Instead, they are used to purchase skins. In this game, there are Trophies (not to be confused with trophies). There are two types of trophies; Character trophies, which are hidden within certain stages, and Task trophies, which are rewarded for completing specific tasks.


After playing a game of Galactic Chess in Clank's apartment in Megapolis in the Bogon Galaxy, Ratchet and Clank argued about the rules before clank decided to turn on their Holo-Vision. While channel-surfing past Clank's new show, "Secret Agent Clank" (as Ratchet was portrayed as a clumsy chauffeur), Ratchet found a news report stating that his home planet in the Solana Galaxy, Veldin, was under attack by an army of Tyhrranoids. The duo immediately raced to Veldin, despite Clanks protests, and upon landing, Ratchet was confused to be the new sergeant for the Galactic Rangers and forced to lead the defense force. Upon clearing the Tyhrranoid threat, Ratchet was contacted by the Galactic President. The President explained that a mysterious supervillain known as Nefarious was the mastermind behind this attack. The President then asked Ratchet and Clank to find the only man to survive a fight with Nefarious, who was believed to be living on planet Florana. After watching an episode of "Nature's Mysteries" about this person, known as the "Florana Tree Beast," they flew to the Nabla Forest where the Tree Beast forced them to cross the Path of Death. Afterwards, Ratchet said, "you're dumb as…" Clank interrupted, "Captain Qwark!" Ratchet chuckled and agreed with him just before it kicked Ratchet and unmasked itself, revealing its true identity: Captain Qwark. Qwark somehow lost his memory and sanity, presumably while trying to save the plant life on Florana or while working as a MegaCorp test dummy, and now believed himself to be a monkey. After Qwark and his cyclops-monkey companion, Skrunch, were led to the ship, Sasha Phyronix, captain of the Starship Phoenix, was ordered by the President to assist Ratchet and Clank, she gave them the coordinates to her ship.

Aboard the Starship, the duo brought Captain Qwark to his new quarters, a cage with a tree. Upon entering the bridge, they found Sasha listening to a distress transmission from the President, now revealed to be Sasha's father, on the Galactic Capital of Marcadia. Nefarious interrupted this transmission and declared war on all organic life forms whom he called "Squishies", with fake sign language (possibly the Solana Galaxy's version) performed by Lawrence, Ratchet and Clank immediately flew to the capital city to assist the Galactic Rangers in defending the President. Once they cleared the Capitol Building's courtyard of all threats, Ratchet and Clank were sent to the Laser Defense Facility to help restore power to the defense grid. When they reached the facility, they encountered their old friend Big Al "fixing" defense grid. Al was actually playing a Qwark Vid-Comic, he gave the two his copy, which he told them to be careful with as it was a first edition. Upon return to the Phoenix, Ratchet played this Vid-Comic on his VG-9000 game system, and the completion of this Vid-Comic sparked Qwark's memory, flashing many images of his life from the previous two games. While Captain Qwark adjusted himself to his new surroundings and finished fully regaining his senses, Ratchet and Clank were sent to Annihilation Nation to attempt to win the Tyhrraguise, a gadget that transforms the user's appearance into that of a Tyhrranoid. When Ratchet and Clank returned to the Phoenix after winning the device, awarded to them by Courtney Gears, they learned that the President had placed Qwark in direct command of the war, and that Qwark had created the Q-Force in their absence.

The "Q-Force", consisting of Big Al (recruited because of his "mastery of electronics"), Clank, Helga, recruited because of her "sensual powers of seduction", Qwark, Ratchet, Sasha, Skidd McMarx, recruited because of his "nerves of steel"(although Helga easily scared him), and Skrunch, was assigned a new mission, which Qwark drew out with in crayon, to infiltrate Nefarious's underwater base on Aquatos to acquire as much information on the villain's plans as possible, to which Ratchet said "What? That's crazy!" Qwark replied "But it just might work.." After fighting their way through the sewer with Skidd, Clank going through the ventilation shaft with Skrunch and Ratchet using his Tyhrraguise to infiltrate the centre of the base, they discovered that Nefarious was a huge "Secret Agent Clank" fan and Clank found an encrypted star-map to the Tyhrranoids' home planet, Tyhrranosis. Nefarious was shocked to see that his base had been infiltrated, and outraged to find that Qwark was behind it. After Al decrypted the starmap, Qwark drew another crayon plan to invade it. Ratchet, Clank and Scrunch destroyed the planetary defences, infiltrated the Control Room of the Tyhrranoid Base, and destroyed it, killing what seemed to be the Queen of the Tyhrranoids. Later Ratchet was telling the story of his battle, when Dr. Nefarious sent the Q-Force a transmission that Al soon traced to planet Daxx.

When the duo landed on Daxx, they explored the weapons facility, eventually coming across classified plans of a new superweapon capable of wiping out all organic life, known as the Biobliterator. Clank also found that a transport ship had just left for the Obani Moon System the day before, the duo also found a music video by Courtney Gears showing her support for Nefarious. Ratchet and Clank made their way through the first two moons, finding Skidd at the end of the level, only to find the third was protected by a "Omega Class Disintegration Shield." Ratchet received an urgent call from the Galactic Rangers begging for assistance against a Tyhrranoid invasion of Blackwater City. Ratchet was forced to leave to help them, but Skidd decided to stay and attempt to break the shield with a crowbar. Ratchet and Clank arrived on planet Rilgar and were able to help the Galactic Rangers defend their base. The pair soon discovered that they needed to find Courtney Gears. Ratchet and Clank returned to Annihilation Nation to receive a prize Courtney again. They were able to complete the challenge and meet Ms. Gears. When Clank asked her where Nefarious was, she said she would tell him if he got her a part on "Secret Agent Clank." Clank obliged and took her to Holostar Studios. Ratchet; however, was fired for accidentally pressing the ejector seat, and was forced to wait at Clank's trailer. When filming ended, Clank asked for information on Nefarious, but Gears knocked him out and brought him directly into the Nefarious's arms. He gave Clank two choices: to either join him in killing all squishies and ruling a galaxy full of robots, or to die with the "Squishies" and become a traitor to his own kind. Back at Clank's trailer, Ratchet was ambushed by the Tyhrranoids. After fighting his way back to the ship alone, he found Clank. When Ratchet asked him about the whereabouts of Nefarious, Clank said he found that Nefarious was on a star cruiser called the Leviathan, although when Ratchet entered his ship, Clank's eyes turned red.

The two landed on Obani Draco, the third moon, after Skidd revealed that he was able to bring the shield down, but while telling them he was kidnapped. This planet was revealed to be Courtney's hideout. The two also discovered that the Biobliterator was currently stationed there. They quickly traversed the moon and defeated Gears. Upon finishing her off, they received a transmission from Sasha, who tracked the Leviathan to the Zeldrin Starport. They left Skidd — who had been transformed into a robot by the Biobliterator — behind so that the Q-Force could retrieve him later, and headed for the starport to meet up with Qwark.

The three members of the Q-Force reached the Leviathan and fought their way through hordes of enemies until they found Nefarious waiting. Nefarious revealed that the Leviathan was placed as part of a trap before he activated the self-destruct system and teleported away. Ratchet & Clank escaped to the Phoenix, but Qwark stayed behind, claiming he saw something important. Ratchet and Clank flew off just as the Leviathan exploded, still debating whether to leave Qwark behind.

After an impromptu funeral for Qwark on the Phoenix, Ratchet and Clank flew to the city of Metropolis, the next city that the Tyhrranoids attacked. During the battle, Nefarious used the Biobliterator to turn helpless citizens and Tyhrranoid invaders alike into robots. Ratchet battled his way to a hovering train, where it was revealed that the real Clank had been the prisoner of Dr. Nefarious since the filming of Secret Agent Clank at Holostar Studios. Clank had been replaced by a clone made by Nefarious named Klunk. After defeating Klunk, Ratchet and Clank were reunited and flew to planet Zeldrin to investigate the wreckage of the Leviathan, hoping to find what Qwark was looking for.

On Zeldrin, they discovered an encrypted data disc (The Master Plan), and a recording that revealed that Qwark had escaped when the cruiser went down. They resolved not to tell the crew that Qwark was alive until they found out why he had faked his death. After playing a Vid-Comic that contained possible information as to the whereabouts of Qwark's hideout, they flew to the Thran Asteroid Belt and battled past security robots and hostile MegaCorp Lawn Ninjas until they found Captain Qwark himself, who had abandoned his fight against Nefarious in favor of the comfort and safety of his hideout. Ratchet left in disgust, but Clank made one last appeal to Qwark, claiming that he had the chance "to become the hero [Qwark] had always wanted to be."

When they returned to their ship, they received a garbled transmission from Sasha, warning them that the Phoenix was under attack. Ratchet and Clank sped to the Starship and helped the Galactic Rangers regain control of the ship and free the captured Q-Force members. After being rescued, Al told Ratchet that he had finally cracked the encryption on the data disc, which contained a complete copy of Nefarious's battle plans. Ratchet had to fly to the planet Koros to destroy the Biobliterator before it was unleashed on his beloved home, Veldin.

Ratchet and Clank reached Koros, and after battling hordes of Nefarious's troops, Clank used the Ion Cannon there to destroy the Biobliterator. However, Sasha soon reported that a second Biobliterator was housed at a command center on planet Mylon, guarded by an entire army of robot Tyhrranoids. Ratchet and Clank flew to Mylon, fought through the Command Center, and reached the Biobliterator, just in time for Dr. Nefarious and Lawrence to escape. Luckily, a Galactic Ranger dropship arrived for Ratchet and Clank to pursue Nefarious to his launch site.

At the launch site, Ratchet and Clank battled Dr. Nefarious. After a short duel, he fell down and begged for mercy, fooling Ratchet into a false sense of victory before escaping. Ratchet chased after Nefarious, and defeated him with the help of the Galactic Rangers. Nefarious and Lawrence then warped into the Biobliterator, which transformed into a Giant Mech. When the battle seemed lost, Captain Qwark flew in to help fight alongside them. Ratchet and Captain Qwark engaged in aerial combat against Nefarious and the Biobliterator and eventually destroyed it. The Biobliterator entered a sixty-second self-destruct mode, which Nefarious complained "was nowhere near sixty seconds!" and forced Nefarious and Lawrence to teleport into the depths of space on an asteroid.   The ending fades to the premiere of the latest Secret Agent Clank holofilm, where Clank and Skrunch faced off against arch-enemy Maximillian's forces on a snowy world.

The last scene depicts of Dr. Nefarious and Lawrence sitting on an isolated asteroid with no escape in sight.

Demo game

On Ratchet & Clank: Up Your Arsenal there is a demo of Sly 2. To play this, hold L1+L2+R1+R2, then press start on the main menu. With some versions of the game a free demo disk was included that allowed the player to play on the Sly 2 demo without entering the code. Beating this demo would cause a cheat to come up when you press: up, down, left, left. Entering this cheat code during game play on the main game and then entering the code in the pause menu would replace Ratchet's wrench with the Dual Laser Saber.

Online and splitscreen multiplayer

Ratchet & Clank: Up Your Arsenal featured online multiplayer modes, including Deathmatch, Capture the Flag, and Siege. Up to eight gamers can play at a time, and the game supports voice chat through a PS2-compatible headset.

The same gametypes can be played splitscreen with another controller.

The weapons present the multiplayer were from the previous Ratchet & Clank games as well as from Up Your Arsenal. The weapons can each be upgraded to V2 by killing enemies three times with whatever weapon you are using.

In addition, online rankings can be found on the Insomniac website, but you must register at the community page first.

The online servers have been shut down as of June 26, 2012 on the PlayStation 2. The new servers were back up on August 28, 2012 for the PlayStation 3 HD re-master.

However, for the PlayStation Vita re-release of the game, there was no online-multiplayer. This is due to the Vita ports of the Ratchet games disabling all network features on the system to free up resources.

Critical reception

The game received very positive reviews form a variety of reviewers. GamePro gave the game 4.5 out of 5 stars and Daily gave an overall of 9.6 out of 10, with the lowest category being sound (9.2 out of 10) and the highest being gameplay(9.7 out of 10). GameSpot rated the game 8.7 out of 10 which, while being a good rating, is lower than average scores. IGN rated Up Your Arsenal as "incredible" with a 9.6 out of 10 overall, it also won an editor's choice award on the site. GameSpy called the game "outstanding" with five out of five stars, and a "great" multiplayer factor (the highest multiplayer rating available at the time). Average critic scores out 10 were 9.1. Game Informer gave the game a 10 out of 10 as well as its Game of the Year award. Thus Up Your Arsenal, is arguably one of the most critically acclaimed game in the series, only rivaled by the likes of A Crack In Time.

Behind the scenes

Ratchet & Clank movie reference

In the Ratchet & Clank movie and PS4 re-imagining, Elaris is seen playing Up Your Arsenal online multiplayer at one point, though the actual video on her screen is simply first person mode on veldin.


  • The "&" (ampersand) sign in the logo is flipped over to form a "3", as the third title in the series.
  • Like on most covers of Ratchet & Clank in Japan, the characters are drawn in an anime style.
  • The cover of the game was later reused in Ratchet & Clank: Going Mobile.
  • In the Greatest Hits version of the game, there was an advertisement for Ratchet: Deadlocked at the back of the game manual.
  • The imported weapon from Going Commando, the Lava Gun, had a separate final upgrade from Going Commando. Instead of the Meteor Gun, it became the Liquid Nitrogen Gun, due to fan complaints that the Meteor Gun changed the entire way the original weapon was meant to be used. This is the only time an imported weapon has been changed.
  • Up Your Arsenal is the first Ratchet & Clank game to reuse music from past games of the series (excluding the remixes for Blackwater City and Metropolis).
    • Annihilation Nation's Arena Combat theme was the same theme as the Levitator portion of the level from planet Aranos in Going Commando
    • Annihilation Nation's Boss theme was the same theme as the theme of the Piloting section of Pokitaru in Ratchet & Clank.
    • Crash Site on Planet Zeldrin had the same theme as the Blargian Snagglebeast fight music from Umbris in Ratchet & Clank
    • Planet Mylon Command Center contained the same theme as the space flight section on the Drek's Fleet level in Ratchet & Clank.
    • Vid-Comic 1 - Special Edition (The version played in the Insomniac Museum featuring the Captain Blackstar fight) had the same theme as the rail grinding music from planet Batalia in Ratchet & Clank.
  • The orange-brown HUD was initially colored blue, similar to s during most of development, but was changed near the end of development to its current scheme.
  • The Gadgetron Discount mentioned by the Gadgetron CEO was scheduled to come into effect two years after Ratchet agreed to join the Hoverboard race on Kalebo III in the original Ratchet & Clank. Up Your Arsenal (released two years later) allowed the player to check his/her Memory card for Ratchet & Clank data. If data was present, the player would gain this 10% discount on all Gadgetron devices.
  • The poster of Qwark from the garage on Veldin is hung up on the wall near the VG9000 game system.
  • The game was referenced in one of the skill points in Ratchet & Clank Future: Tools of Destruction named "No, Up YOUR Arsenal."
  • Originally, as you can see in the leaked beta, the VG-9000 was going to be the pyramid that is also in Ratchet 2 and the joypad was going to be a PlayStation 2 wireless joypad with all buttons and even the Sony text on it.
  • On the North American cover, Ratchet is holding his weapon in his left hand rather than his right.
  • On the North American box art, Ratchet is holding the N90 Hurricane
  • On the European cover, Ratchet is holding the Infecto-Bomb
  • It is more likely the game with the most innuendos featured in the series.

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