The game is set a few months after the events of the first game. Along the way she has to battle a host of angels and demons who are out to stop her. This is a 3rd-person action game in the mold of Devil May Cry or God of War, fighting multiple enemies and combining different moves based on melee combat and gunplay. The game is all about pulling off fantastic combos with precise timing as you face a number of memorable battles in a variety of locations.

By dodging incoming attacks at the last second, Witch Time is activated, slowing down time with an opportunity to retaliate. This technique is also used to solve environmental puzzles. Once again additional points are earned through torture attacks where enemies can be trapped in infernal devices. As in the previous game there is a large amount of customization for the weapons Bayonetta can use with both hand and feet. Umbran Climax is a new gameplay element. It is activated with a full magic gauge, providing health and enhancing damage and radius.