The plot of the game revolves around Low, his sister Pepper, and any other survivors they can find, trying to rid the world of the mysterious and malevolent "creatures" that are slowly taking over the planet.

Depending on the upgrades received, the player characters may also zoom in or add an extra boost of power before firing.

Character progression is based on experience attained from killing enemies, or finding hidden items in the environment.

Development began on April 1, 2001 by British studio Zed Two, with the game was originally titled 'Pillage' and set to be release by Rage Games; however, financial hardships faced by Rage led to the company being unable to pay the ~$1 million owed to Zed Two on the publishing contract, leading to a new publisher being sought.

Zed Two faced challenges in finding publishers, which the developers attributed to the unorthodox multi-genre gameplay of the title and status as a new intellectual property.