
Bright lights and neon signs litter the city and are very picturesque to see when not racing through it over 200mph. The cars here are the fastest of the game and while they handle much better than other vehicles, skillful driving is required as traffic combined with the very complicated layout of the streets can lead to slips costing the player victory. Tokyo is the third-and-final city unlocked and features a complex street layout packed with shortcuts and alternate routes, an above-ground highway, and very big jumps. Certain landmarks of Paris include the Eiffel Tower, the Louvre Museum, L'Arc De Triomphe and an underground series of tunnels referred to in-game as the "Catacombs". Double Nitrous is also unlocked in Paris. They are lightweight and nimble allowing for tight turns without tipping your car over or losing control. Paris requires a much more refined driving technique which is a lot easier to handle when unlocking a few of the cars in this city.

Paris is the second city that is unlocked and features extremely technical races, very big slopes and hills, and a 4 lane-wide highway that circles the entire city. include the Los Angeles Convention Center (Where E3 is held), the water canal, and the L.A.X. You are introduced to Nitrous in this city for the first time. Los Angeles is populated with wide turns, very long straight-aways, and vacant lots. Later encountered is Gina who, not only becomes a girlfriend figure in the game but also unlocks motorcycles and sends you voice messages giving you helpful hints for each race and different vehicle techniques. You will immediately be dropped into a race with a character named Moses who will message you from time to time early on in the game.

Los Angeles is the first city you will race in. These cities are: Los Angeles Los Angeles Each city has a different type of racing style, affecting the races you'll encounter from the many characters featured in each city. Certain races will have a set path to follow while others will have an arbitrary number of checkpoints mapped across the city and they need to be collected in any order you see fit. Race types are all checkpoint-based but vary in type. Each opponent has a select number of races/challenges and beating said races unlocks his or her vehicle for your use.

Midnight Club II's career mode consists of challenging each racer in the game's major cities. On May 11th, 2012, Rockstar made the game free for Steam users if they joined the Rockstar Games Community for a limited time. Multiplayer plays differently than races in Career Mode since powerups are available to the player, turning it a bit into a car-combat game at the same time. Multiplayer, Quick Race and Race Editor modes are also available. Several modes are offered to play through, the main game being the 'Career Mode'. Midnight Club II is an open-world street racing game that takes place in 3 different cities.
