I'm going to be playing it again starting Saturday, already started it, got bored, figure I'll finish it for the fact that my friends love it and I'm told it gets better later (which as Yahtzee says, isn't an excuse that should be used). But when I play, between the obnoxiousness of having to pan the screen for your health and attacking the enemy at the same time, I do find that wandering around with noises around you quite frighting. In fact, I think I'm having the most fun with the LACK of enemies, because it gives a sense of fear and dread and unsure of what's around the next corner. Just hearing a Big Daddy's footsteps thundering closer and closer is scary enough, Bioshock 3 (since beating Bioshock 1 will have me having to have to play the sequel) should have less enemies, more noises, and a darker feel than either 1 or 2 has. Plus, since I've seen Little Sister vision, add more trippy stuff like that, or the teleporting stuff, trip me out crazy hard, it adds to the horror