VENOM Strikes Back is a single player side scrolling, two dimensional, shoot-em-up. It is the third game to be based on the popular MASK comics, TV series, and books of the mid 1980's.

The M.A.S.K., Mobile Armored Strike Kommand, organisation led by Matt Trakker, are battling the criminal organization known as V.E.N.O.M., Vicious Evil Network of Mayhem. Combat in the previous two games has been based around the transformer like vehicles used by M.A.S.K., not so in this game. In this game Matt's son has been kidnapped by V.E.N.O.M. and has been taken to the moon. Matt has been given an ultimatum, disband M.A.S.K. and leave the world at the mercy of V.E.N.O.M., or never see his son alive again.

Matt sets out for the moon where he must overcome the defences of V.E.N.O.M.'s base, rescue his son and steal a rocket back to earth.
In his quest he is helped by special masks that give him special powers. For example one mask will give Matt the ability to shoot bullets others will allow him to fly, pass through solid objects, float across bodies of water, have temporary invulnerability and so on. However, Matt can only carry four masks and can only use one mask at a time. Each mask has just 99 units of energy, or bullets, and this number is reduced each time the mask is used so eventually the mask will need replacing.