I think there are several areas in which Fallout 3 completely fails a game.

Color:
Everything above ground is brown, everything below ground is blue. I read a very interesting interview with the lead designer for Diablo 3 where he was responding to criticism that D3 was too colorful and had been infected with "wow gayness". A bunch of goth kids had played with photoshop to "fix" the screenshots how they wanted it. In response he said that Blizzard had tried a super dark color palette like they wanted but it turned out to be very hard to distinguish what was important and what wasn't quickly. Enemies didn't pop against the background and the whole thing was a pain in the ass to play. Making everything in your game shit brown has exactly the same effect. Except instead of looking awesome everything is shit brown.

Combat:
In the first fallout game I remember starting a fight to free the LA Boneyard and watching first with disbelief, then annoyance, then horror as I had to wait for every single man woman and child in the entire town shuffle around their pointless tasks turn by turn, step by step, action point by action point. I knew there had to be a better way, and I had dreamed about it ever since. In many ways Fallout 3 is the game that I have been waiting for all these years. It gives you the freedom and quick pace of an FPS while allowing you to stop and roll the dice if you get overwhelmed. So far so good.

Unfortunately, like mass effect, combat simply isn't fun. Sure you can shoot people's arms off, but you could do far worse 10 years ago. For some reason you can't shoot people in the groin anymore. Were they worried about the esrb rating? In that vein the game has very little blood, and even less mess. I guess they ran out of money for deforming bodies. The most stupid thing I've ever seen in a game was when I disintegrated a giant super mutant with a little laser pistol. Two stories of mutant turned yellow and poofed in the most anticlimactic way possible.

Enemies are almost always alone, and even if they have friends nearby they rarely come to help. AI is lame and the enemies seem vastly underpowered. Its very rare that anything even gets near you without dying. I get the feeling that the enemies are just there to give you your XPs, not really to be an impediment. I wonder if at some point they were harder to kill and it just proved be frustrating without making the game any more fun.

Weapons:
Life in the wasteland is supposed to be about managing scarcity. In the first two fallout games this was implemented by putting very little ammunition in the game. One gun even couldn't be reloaded because the last 8 or ten bullets in existence for it were in the magazine. In the third iteration there is a bogus durability mechanic built in. Ammunition for most of the guns is plentiful but they quickly wear out, as does your armor. To fix them you need to either find a similar gun and cannibalize it for parts or go to a vendor. In theory this might sound cool but its completely lame. My roomate has 10 or 20 guns in his inventory so he can cycle the wear on them. "Realism" applied arbitrarily is hot garbage.

Armor:
A huge amount of fallout's cool factor comes from the iconic armor design. I know people that played the entire first game wearing the Leather Jacket because they thought it was pimp. The Powered Armor was in many ways the pinnacle of achievement and the signature look for the game. In Fallout 3 they have completely muffed powered armor. The brotherhood of steel have powered armor that just looks dull. On top of their ugly ass armor is a a fallout style powered armor helmet complete with the retro pipes and random valves that just looks innocuous. Having the new design aesthetic and the old one in such close proximity is jarring and gives you a deep sense of nostalgia. I'm not really sure how they managed to fuck it up. There are several entire games and a couple video cut scenes that pretty strongly establish that powered armor should make you one buff motherfucker, not a skinny little wus.

Environment:
Fallout 3 doesn't convey the idea of the living breathing world at all. You could argue thats kind of the point, but both of the original games were able to do so with aplomb. Fallout 1 had the most toilets of any game I've ever seen. Every town had farms, complete with mutated corn, two headed cows, and carts made from the back ends of pickup trucks for them to pull. Inns had more than one room, many with occupants. Law men, criminals, mayors, town drunks. Not so in Fallout 3. The towns are generic fantasy towns with shopkeepers and quest givers. Good luck finding a merchant traveling from town to town braving the wasteland to keep trade alive.

Even the enemies have no visible means of support. Why are there hundreds of super mutants standing around with clubs? They are very easy to kill with any sort of gun. Why hasn't someone shot them before? Maybe everyone's gun was broken. What do the super mutants eat? Dogs and radroaches. There are no plants of any kind so what do the dogs and radroaches eat? Each other? Rad rats? What do the rats eat? Most stories don't have to answer those questions, but when you create an environment as sterile as the one in Fallout 3 the questions instantly pop to mind. In the wasteland survival can't be taken for granted. It needs to be explained to maintain suspension of disbelief.

I've mentioned the colors (well the color to be honest) before, but the art style has a huge impact on how effective the environment is. While I was playing Bioshock all I could think was that these were the people who needed to make Fallout 3. They didn't and its a shame. Where Bioshock's producers went right, and Fallout 3's went wrong is in their treatment of 50s retro. In Bioshock there is an understanding that most 50s culture is obnoxious and it is almost never brought up unless it is being parodied. Big Daddys kinda look cool but the diving suit is a joke. The advertisements on the wall are retro, but subversive. Neon is used in gaudy awful ways. The art deco architecture screams for you to laugh at its ugliness. The retro look is symbolic of the failure of Rapture.

In contrast Fallout 3s developers apparently didn't get the joke and spend the entire game trying to fake it. They were given the opportunity to deface some of the countries most prominent land marks with all sorts mischief but they completely failed to capitalize on it. Instead of asking wouldn't it be really funny if the world had ended in the 50s, they took the idea seriously. The result goes against the spirit of the franchise and is obnoxious. Now I'm not saying its impossible to take retro seriously and make something that looks awesome. Check out these screenshots and see who channels the Fallout vibe better. When Id is more creative than you while they are making some stupid race game then you know you are fucked.


Story:
Ok what the fuck? Why can't I kill everyone in the game and just ignore the story? I kind have gotten used to that prerogative over the years. I don't give shit how much spent on Liam Neison to do voice overs. Locked doors that require a specific key (that doesn't even exist in the game)? WHY THE FUCK DO I HAVE LOCKPICKING SKILL? They seriously need to take the training wheels off and let you roam around the wasteland kicking ass and taking names. What's up with the radio. Never has the background music of a game fought so hard to destroy the atmosphere of the game. My response to the story is is along the lines of "pretty much don't give a shit" and "why is this here to annoy me". The in game cut scenes that you can't skip can suck my dick.

Far too much effort went into implementing a mediocre story when it should have been spent making the world awesome. As it is the world is a chore to slog through (guys we have a problem, the world sucks and its boring traveling through it what should be do? Lets make it so the player can instantly teleport anywhere, that makes sense!). No amount of story makes it worth it, and certainly not the mediocre horse shit they came up with. If they had gone the other way, the story would have made itself and you would have an awesome world to play in forever.

Controls/UI:
This is a console game that was ported to PC. Plain and simple. You have to hit 'E' if you want to leave a menu; not escape, 'E'. If you want to bring up your inventory you might press 'I', but that would be stupid because you have to press tab first, then click on inventory. Aiming is pretty piss poor, even with the mouse. Bizarrely there is no quick swap ability between weapons. GG Bethesda making rpgs for so many years. Dialog is painful because the console based UI only displays a couple of your dialog choices in a ginormous font so you have scroll even to end the conversion. On my screen the font for the dialog choices is easily and inch high. Its completely unnecessary and shows a distinct lack of polish. If you get the game, get it for a console, cause its garbage for PC. Virtually every common action takes at least one more click or button press than it should.

Characters:
Aside from how annoying most of the are (I fucking hate Liam Neison now because of this game), everyone in the game just looks wierd. When I made my first character I got to the face customization step and was about to immediately skip it when I noticed my character had crazy eyes. Not just kinda wierd eyes, likes little boys and collects other people's fingernails crazy eyes. So I spent 5 minutes trying to fix the eyes. Turns out you can't change the eyes. What the fuck. Why even make characters customizable if its impossible to make them look good. I guess it was another feature they had on the checklist that needed to get done. Everyone in the game is also disproportional, too thin and vaguely disturbing. Even wearing power armor most people are too skinny. Super Mutants aren't green (they are shit brown of course!) and lack the distinctive personality that made them awesome in previous outings.

Overall:
The game is bad. Like Mass Effect it represents the first attempt at an action game by a company that is known for anything but. Its environment is vast, lifeless, and boring. The look of the game is depressing, the humor nearly nonexistent, and the story is a painful experience. Everyone looks wierd, your gun often sounds like someone else is firing it some distance away. Dialog is frustrating to conduct, and universally uninteresting. The voice acting is bland, dialog is pointless, and every conversation ends with a non sequitur. "Son, lets walk over to there together" has only one available response: "Dad, I have to go." Then you walk together. This game is so full of fail.

This is not Fallout: 3.
This is Uninspired Postapocalyptic Nerd RPG: 1.