Of all the weird games we saw at E3 this year, few of them were as flat-out bizarre as Dead Head Fred. Offering up a cartoonishly grim take on brawling and film noir, it tells the story of Fred, a detective who runs afoul of a local crime boss and winds up headless. Luckily for Fred, a kindly mad scientist finds his corpse and reanimates him as a jarheaded monstrosity, able to steal and use his enemies' heads as he tries to track down his memory.
It's a gruesome, darkly funny premise, and Dead Head Fred aims to do as much with it as a PSP title can. At its core, the game is a brawler, with Fred running around on city streets and beating up on enemies. But as Fred makes his way through the big, non-linear world, he'll run afoul of various bosses who work for the gangster that set him up. Defeat them, and you'll learn a decapitation move that Fred can use to take their heads, which in turn impart new abilities when Fred wears them.
In the demonstration, we saw Fred make good use of a giant stone idol head that let him smash objects and walk around underwater. He quickly switched that for an expanding zombie head that could be filled with water (which put out fires), gasoline (which started them) or air, which made Fred float around like a balloon. There's a shrunken head that makes Fred tiny, and a scarecrow head that he can use to throw splinters and summon crows. It can also be set on fire to solve puzzles, burn enemies or turn your crows into burning missiles.
Nine heads will be available in all - each of them upgradeable - and a few enemies will even have disposable, one-time-use noggins. In any case, heads are more than just weapons; Dead Head Fred is structured a little like Metroid, in that you can roam freely, but certain areas are blocked off until you get the right head-power.