Freedom Force and Freedom Force: Rise of the Third Reich. Absolutely loved them, loved creating my own weird superheroes and having them knock out a T-rex. Or Italian Nazi opera singers.
The games had a lovely tounge-in-cheek style to them, and the narrator's voice always cracked me up. All 'ail absurd alliterations!
However, Third Reich kinda ruined it a bit by having the second half of the game be a cheap knockoff of the X-men's Phoenix storyline, and thus take itself WAY, WAAAY too seriously all of a sudden.
Aside that, I wonder sometimes if I'm alone on earth in absolutely loving Tyrian, a stunning old DOS shoot-em-up with a STORYLINE. (Yes, you heard me right) I mean, c'mon! You can fly around in a carrot launching beams a third of the screen wide, and STILL have a surprisingly intricate and interesting story!
And the music...Jeez, the music was amazing. By far the best soundtrack I ever heard in a shoot-em-up.