Marvel: Ultimate Alliance: (xbox360)FAQ/Walkthrough

Marvel: Ultimate Alliance: (xbox360)FAQ/Walkthrough


Basic Gameplay..........................1.02

Act I
Helicarrier Hoedown..................2.01
Omega Base Are Belong to Us..........2.02
Attuma Numa Yay......................2.03
Duck a'la Mandarin...................2.04

Act II
Handbasket Express...................2.06

Bridge Over Frozen Waters............2.07
Frosty the Snow Giant................2.09

Act IV
Free as a Deathbird..................2.10
Planet Eaters Anonymous..............2.11

Act V
The Doom Song........................2.12

Trivia Game
Act I...................................3.01
Act II..................................3.02
Act III.................................3.03
Act IV..................................3.04
Act V...................................3.05



These are the default controls for the keyboard/mouse and for a standard
dual-analog gamepad. All controls can be customized in OPTIONS>CONTROLS.

| Action | Key | Gamepad |
| Move Forward | W | Left Analog Up |
| Move Backward | S | Left Analog Down |
| Move Left | A | Left Analog Left |
| Move Right | D | Left Analog Right |
| Normal Attack | Keypad 4 | Button 2 |
| Smash Attack | Keypad 6 | Button 3 |
| Use | F or Keypad 8 | Button 1 |
| Jump | SPACEBAR | Button 4 |
| Guard | V or Keypad 5 | Left Trigger |
| Call Allies | C | Left Shoulder |
| Select 1st Hero | Up Arrow or F1 | D-Pad Up |
| Select 2nd Hero | Right Arrow or F2 | D-Pad Right |
| Select 3rd Hero | Down Arrow or F3 | D-Pad Down |
| Select 4th Hero | Left Arrow or F4 | D-Pad Left |
| Camera Zoom In | Home | Right Analog Up |
| | or Mouse Wheel | |
| Camera Right | Page Down | Right Analog Right |
| | or Middle Mouse | |
| | Button + move | |
| | mouse right | |
| Camera Zoom Out | End | Right Analog Down |
| | or Mouse Wheel | |
| Camera Left | Delete | Right Analog Left |
| | or Middle Mouse | |
| | Button + move | |
| | mouse left | |
| Use Powers | 1 - 8, 0 | Right Shoulder + |
| | | Button 1 - 4 |
| Toggle Map | M | Left Stick Button |
| Scroll Map | LEFT CONTROL | Right Trigger |
| | + Camera Controls |
| Hero Details Menu | F12 | Button 9 |
| Start/Pause | ESC | Button 10 |
| Next Mouse Target | TAB | |
| Prev Mouse Target | Z | |
| Quick Mouse Power 1| Q | |
| Quick Mouse Power 2| E | |
| Mouse Attack Obj | LEFT SHIFT | |
| Hide HUD | F10 | |
| Screenshot | F11 | |
| Talk (Multiplayer) | T | |

Here's an (admittedly crude) representation of a generic, 10-button, dual-
analog stick controller:
____________ ____________

D = D-pad
LA/RA = Left and Right thumbsticks
LT/RT = Left and Right triggers (small shoulder buttons)
LS/RS = Left and Right (large) shoulder buttons

*NOTE* The game uses the four face buttons on your gamepad for executing
Powers and playing mini-games. It displays the buttons on screen in the
following pattern:




In order for the on-screen display to match your button configuration, you
need to map the buttons on your controller accordingly. So, if your button
configuration is:

(3) (2)

then map the buttons:
1 = Normal Attack
2 = Smash Attack
3 = Use
4 = Jump

If your button configuration is:

(2) (3)

then map the buttons:
1 = Normal Attack
2 = Use
3 = Smash Attack
4 = Jump

And so on.


Changes vs X-Men Legends
If you played X-Men Legends (especially II), here's a quick rundown of the
differences. Once you know these, you can jump right in and play.

* "Xtraction Points" are now "S.H.I.E.L.D. Access Points" (SAP). They have
the S.H.I.E.L.D. eagle logo instead of an X. They are, otherwise, exactly the
same and allow all the same functionality (Saving, Changing Team, Teleporting
to another Access Point, etc.)

* Tech Bits are now S.H.I.E.L.D. Credits; they're still money.

* Heroes have eight normal powers and one extreme power.

* (PC Only): Using the keyboard, all powers are used by pressing the
corresponding number key (1 through 8 and 0 for the extreme). There's no
"Powers Menu" when using the keyboard.

* There are no health or energy packs. Health and energy orbs appear as you
defeat enemies and break objects. These orbs automatically restore the health
or energy of the nearest hero. If that hero doesn't need any health or
energy, the next closest hero receives the boost and on down the line. (Note:
passing of orbs from one hero to the next only operates in Story Mode. In
Arcade Mode, you must move your hero over the orb to receive the boost.)

* KO'd heroes must "rest" for five minutes. You can then revive them at the
next SAP using the "Revive Team" option. You no longer have to pay to revive
downed teammates.

* You can buy skill ranks. The more skill ranks you buy, the more new skill
ranks cost. Sometimes, you can only increase a skill by purchasing new ranks;
you can't use skill points to get new skill ranks.

* Each hero can only equip one special item. There is less equipment in the

* Each hero has four outfits, and each outfit can be upgraded using Credits.
The types of upgrades vary for each outfit.

* There's no store. You can sell excess items on any hero's equipment screen;
however, once "sold", you can't buy it back because there's no store.

* You can now play through the main story in competitive multi-player instead
of just cooperative multi-player.

* To use extreme powers, you need momentum. Momentum is gained by using
"finishers". A finisher is any combo attack that takes out an enemy. In this
case, "combo attack" refers to a sequence of melee attacks, not a combination
power attack. For example, using Trip (ATTACK - SMASH - ATTACK) to take out
an enemy would be a finisher and you will gain momentum. You will also
occasionally get momentum from treasure drops--they look like really big
orbs. An individual hero's momentum shows as a yellow meter around the
character portrait.

* Whenever you execute an extreme power, all members of your team that have
their extreme power unlocked and have a full momentum meter, will also
execute their extreme powers.

After Beating the Game Once
While you're playing the game, all the characters and outfits you unlock are
saved in a 'settings.dat' file in My Documents\Activision\Marvel Ultimate

When you start a new game after beating the game once, you can do a few
things differently:

1) You can choose the team you want to use in the very first mission (on the

2) You can use any previously unlocked character and outfit.

3) You can play in Hard mode (it doesn't matter if you previously beat the
game on Easy or Normal mode).

4) You can choose to use default character stats or use the stats from a
previously saved game. (This does mean you can run your high level characters
through Easy mode, if you really want to.)

If you want to start a "clean" game, delete the 'settings.dat' file (you
might want to copy it somewhere else first, so you can retrieve your
unlockables later). The game will create a new settings.dat file when you
start it up again.


Character List
The following characters are your starting team:
* Captain America
* Spider-Man
* Wolverine
* Thor

The following characters are available at the first SAP:
* Ms. Marvel
* Mr. Fantastic
* Storm
* Invisible Woman
* Luke Cage
* Thing
* Iron Man
* Human Torch
* Elektra
* Iceman
* Deadpool
* Spider-Woman

The following characters must be unlocked during the game:
* Dr. Strange--rescued during Act I
* Ghost Rider--rescued during Act II
* Blade--win a mini-game in the Murderworld Carnival
* Daredevil--collect 5 Daredevil action figures*
* Black Panther--collect 5 Black Panther action figures*
* Nick Fury--beat the game on Easy or Normal difficulty
* Silver Surfer--beat all the comic missions (simulator)

*There are more than five of each action figure in the game. Once you've
collected five, the remaining action figures become experience point bonuses.

The following characters are exclusive to 6th-generation console versions of
the game* (X360, PS3, Wii):
* Colossus
* Moon Knight

*A mod that allows PC users to have Colossus and Moon Knight has been made.
This file is available at:


DISCLAIMER: I did not make the file nor do I support its use. I have used it
myself and experienced no problems. Use at your own risk.

The following characters are alternate costumes for other characters:
* War Machine (Iron Man alternate #2)
* Scarlet Spider (Spider-Man alternate #2)
* Beta Ray Bill (Thor alternate #2)
* Blue Mage (Dr. Strange alternate #2)
* Ventura (Ms. Marvel alternate #2)
* Spider-Girl (Spider-Woman alternate #3)
* Binary (Ms. Marvel alternate #3)
* Phantom Rider (Ghost Rider alternate #3)

Note that these alternate characters do not have different powers; just a
different outfit.

Each hero has three alternate costumes. To unlock alternates #1 and #2, you
must play as the character and gain approximately four (4) levels as that
character. To unlock alternate #3, you must beat the comic mission for that

Special Teams
You can put together teams of heroes that give you bonuses. For any team
where more than four heroes are listed, any four from the group will make the

* Agents of S.H.I.E.L.D.: +5 All Resistances
Captain America, Nick Fury, Spider-Woman, Wolverine

* Agile Warriors: 10% Reduced Energy Cost
Spider-Man, Deadpool, Elektra, Daredevil, Black Panther

* Air Force: +15% Max Health
Human Torch, Ms. Marvel, Storm, Thor

* Alternate Identities: +5% Criticals
Iron Man (War Machine), Ghost Rider (Phantom Rider),
Ms. Marvel (Ventura), Spider-Woman (Secret Wars)

* Assassins: +60% S.H.I.E.L.D. Credit Drops
Blade, Deadpool, Elektra, Wolverine

* Avengers: +5% damage
Captain America, Thor, Iron Man, Spider-Woman, Ms. Marvel

* Bad to the Bone: 5% Damage Inflicted as Health Gain
Ghost Rider, Blade, Luke Cage, Wolverine

* Bruisers: +15 Strike
Captain America, Ms. Marvel, Thing, Luke Cage

* Classic Avengers: +15% Max Energy
Captain America, Iron Man, Thor, Black Panther

* Dark Past: +5% Experience
Elektra, Ghost Rider, Blade, Spider-Woman

* Defenders: 5% Damage Inflicted as Health Gain
Dr. Strange, Iceman, Luke Cage, Silver Surfer

* Double Date: +5 Health Regeneration
Mr. Fantastic, Invisible Woman, Storm, Black Panther

* Fantastic Four: 20 health per KO
Mr. Fantastic, Invisible Woman, Thing, Human Torch

* Femme Fatale: +5% Damage
Elektra, Invisible Woman, Ms. Marvel, Spider-Woman, Storm

* Flashback: +15% Max Health
Captain America (WW2), Daredevil (Original),
Ghost Rider (Original), Ms. Marvel (Original),
Wolverine (Classic), Iceman (Original), Iron Man (Classic)

* Martial Artists: +15 Striking
Black Panther, Captain America, Daredevil, Moon Knight, Nick Fury

* Marvel Knights: +6 Body, Strike, Focus
Spider-Man, Luke Cage, Black Panther, Dr. Strange, Daredevil, Moon Knight

* Marvel Royalty: +60% S.H.I.E.L.D. Credit Drops
Dr. Strange, Thor, Storm, Black Panther

* Natural Forces: 5% Damage Inflicted as Health Gain
Thor, Iceman, Storm, Human Torch

* Natural Leaders: +5% Experience
Mr. Fantastic, Dr. Strange, Captain America, Storm

* New Avengers: +5% all resistances
Captain America, Luke Cage, Wolverine, Spider-Man, Spider-Woman, Iron Man

* New Fantastic Four: +15% Max Energy
Wolverine, Luke Cage, Spider-Man, Ghost Rider

* Power Platoon: 20 Energy per KO
Silver Surfer, Thor, Ms. Marvel, Iron Man

* Raven Ultimates: +6 Body, Strike, Focus
Colossus, Silver Surfer, Deadpool, Iceman, Invisible Woman, Thing,
Moon Knight

* Scorchers: 10% Reduced Energy Cost
Ghost Rider, Human Torch, Storm, Thor

* Super Natural: +5 Health Regeneration
Thor, Ghost Rider, Dr. Strange, Blade

* Think Tanks: +15% Max Health
Mr. Fantastic, Iron Man, Spider-Man, Dr. Strange

* Weapons Specialists: +5% Criticals
Blade, Captain America, Deadpool, Elektra

* X-Men: +15% Max Energy
Storm, Wolverine, Iceman, Colossus

My Team
MUA gives you the ability to form your own team and gain team bonuses. When
you reach the beginning of the Atlantis mission, you can form a personal team
of four heroes. Using three or more of the heroes from your roster allows you
to earn team reputation and team skills.

To build your team, first select the four heroes you want to form the base of
your roster. Then click the My Team button at any SAP (or during the initial
selection process at the beginning of the Atlantean mission). Choose to
create your team from scratch, select a logo, enter a team name and your team
is formed. Or, choose to use one of the three pre-formed teams.

* Avengers (Captain America, Ms. Marvel, Iron Man and Thor)
* Fantastic Four (Mr. Fantastic, Invisible Woman, Human Torch and Thing)
* Marvel Knights (Black Panther, Doctor Strange, Luke Cage, Spider-Man)

Now that you have your team roster, you will begin earning Reputation points
for completing objectives. Each 100 Reputation points earns you a team level;
at which time you receive a team skill point. You can spend team skill points
on team skills.

* Team Vitality: Boosts team's maximum health
* Team Synergy: Boosts team's maximum energy
* Team Force: Increases all damage done by your team
* Team Focus: Increases experience points gained
* Team Tactics (requires team level 5): Increases the rate at which you gain
* Team Bench (requires team level 5): Increases team roster slots

You'll earn Reputation points and gain the benefit of Team Skills as long as
you are playing with at least three heroes from your Team Roster. Changing
the heroes in your Team Roster costs 50 Reputation points per change; so,
you're better off waiting until you can purchase Team Bench skill ranks to
increase your roster size.

Unique Conversations
Most of the time, in conversations with NPCs, only the NPC's dialogue is
vocalized. Sometimes, if you have a specific hero on your team when speaking
to an NPC, you will get a fully voiced, unique conversation between the hero
and the NPC.

* Elektra & Bullseye
Act I, Helicarrier, Command Deck (Contributed by Cyrus Majin)

* Deadpool & S.H.I.E.L.D. Agents
Act I, Helicarrier, Barracks (Contributed by Cyrus Majin)

* Thor & Radioactive Man
Act I, Helicarrier, Barracks

* Captain America & Winter Soldier
Act I, Helicarrier, Barracks (Contributed by Carlos)

* Deadpool & Black Widow
Act I, Stark Tower (Contributed by Cyrus Majin)

* Wolverine & Dum Dum Dugan
Act I, Omega Base, Wrenchworks (Contributed by Carlos)

* Iron Man & Crimson Dynamo
Act I, Omega Base, Wrenchworks

* Mr. Fantastic & Dr. Bruce Banner
Act I, Omega Base, Project Labs

* Spider-Man & Mysterio
Act I, Omega Base, Project Labs (Contributed by Carlos & James P.)

* Spider-Woman & Grey Gargoyle
Act I, Mandarin, Golden Court

* Dr. Strange & The Ancient One
Act II, Sanctum Sanctorum (Contributed by Cyrus Majin)

* Deadpool & The Ancient One
Act II, Sanctum Sanctorum (Contributed by Cyrus Majin)

* Dr. Strange & Wong
Act II, Sanctum Sanctorum

* Invisible Woman & Jean Grey
Act II, Murderworld, Big Top (Contributed by Thomas H.)

* Wolverine & Jean Grey (more than one)
Act II, Murderworld (Contributed by Cyrus Majin)

* Black Panther & Mephisto
Act II, Inferno, when you try to free Ghost Rider
(Contributed by Thomas H.)

* Thor & Mephisto
Act II, Inferno, when you try to free Ghost Rider

* Thor & Sif
Act III, Courtyard of the Gods

* Wolverine & Vision
Act III, Courtyard of the Gods (Contributed by Thomas H.)

* Luke Cage & Wrecking Crew
Act III, Bifrost Bridge, Midgard Gate (Contributed by Thomas H.)

* Spider-Man, Lizard & Scorpion
Act III, Asgard, The Great Forge (Contributed by James P. & Kashkin)

* Blade & Volla
Act III, Niffleheim, Shore of Corpses (Contributed by Kashkin)

* Spider-Man & Lockjaw
Act IV, Royal Library (Contributed by James P.)

* Captain America & Dark Captain America
Act V, Doom's Lair

* Spider-Man & Dark Spider-Man
Act V, Doom's Lab


Areas with a S.H.I.E.L.D. Access Point (SAP) are marked with an (S).

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ACT I ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


* Flight Deck
* Command Deck (S)
* Barracks (S)
* Upper Batteries

* Furious
Rendezvous with Colonel Fury on the bridge of the U.N.N. Alpha.

* The Scorpion's Sting
Defeat the Scorpion in battle.

* Nuclear Disaster
Stop the Masters of Evil from launching the helicarrier nuclear missiles.

* Bullseye's Target
Defeat Bullseye in battle.

Protect the helicarrier engine from the Masters of Evil.

* Dragon's Fire
Defeat Fin Fang Foom before he can destroy the helicarrier engines.

[] Strike point: Barracks
[] Body point: Barracks
[] Focus point: Upper Batteries

You start the game with Captain America, Spider-Man, Thor and Wolverine.
Overall, not a bad team; and, certainly good enough to get you through what
amounts to the tutorial stage of the game.

Follow the path around the flight deck of the helicarrier, getting rid of the
Ultron warriors in your path. These guys are not that tough and can be taken
out mostly with normal and smash attacks. Captain America's Shield Throw is
very useful.

After the second U-turn catwalks, you'll run into Scorpion; your first mini-
boss. Take out the Ultron minions surrounding him, then devote yourself to
smashing the bug. Use Mjolnir's Might (Thor) liberally. This battle is made
easier by the health and energy orbs that periodically pop up.

This is the tutorial stage, after all.

After Scorpion is defeated, grab his "Tail", slog through a few more generic
bad guys; then, enter the Command Center of the helicarrier and talk to Nick
Fury. After you're through with him, turn around and walk onto the elevator
and press USE to exit the bridge.

The elevator takes you from the bridge to the command deck. Right in front of
you is your first S.H.I.E.L.D. Access Point (SAP). You can save your game or
change your team members. Go right from the SAP and enter a control room.

After the cutscene, pull the smashed transformer away from the wall (any
character can pull the equipment--you don't need Might). There's another
transformer to the left, pull it into place. The console on the upper catwalk
is now active and you can USE it to open the force field that blocks your

Enter the launch bay and find the missile control consoles; each is marked on
your map with a red X. There is one to the right and one to the left.
Regardless of the order in which you destroy them, the second missile is

A five-minute timer starts counting down in the lower right of your screen.
Return to the central platform for a fight with Bullseye. The objective is to
take care of him as quickly as possible, since you only have five minutes to
complete this objective. Bullseye obviously has some damaging ranged attacks;
try to stay behind him and beat him up. He shouldn't be that much trouble.

Enter the room behind Bullseye and USE the panel to self-destruct the
missile. Go down the stairs and onto the elevator to enter the Barracks.
There's a SAP in front of you; nearby, a laptop is laying on the floor, grab
it for later. Just past the SAP, turn into the first room on your left.

In single player mode, this is your first chance to use the AI heroes to
perform simultaneous actions. There are two consoles, each with a green X in
front of them. Take control of a hero and move to a green X and press USE.
Switch to another hero, move to the other green X and press USE. Both heroes
will turn and activate the consoles simultaneously.

The force fields down the hall will come down and S.H.I.E.L.D. agents will be
released. Talk to the first one you see. As you go down the hall, you can
enter the agents' rooms and read their personal diaries--nothing important;
just fun.

At the end of the hall, if you turn left and jump up to a little alcove, you
can get a Strike point upgrade. Turn right and jump up and you have your
first meeting with Radioactive Man and Winter Soldier. Concentrate on Winter
Soldier; when his health gets low, both mini-bosses will flee.

Follow them until you reach a large, outdoor platform next to one of the
engines. Here you have to fight both of them to the death. Beam attacks work
better on both evildoers; Radioactive Man, especially, is resistant to
standard melee attacks.

Move around a lot and practice dodging (quickly press GUARD while moving) to
avoid the ranged attacks of both bad guys. When they are down, find the
platform to the right (as you face out toward the engine) and jump or fly up
to get a Body point upgrade.

Head back the way you came, and find the exit point marked on the map. This
takes you to the Upper Batteries. Fight your way through a horde of minions
until you exit onto the helicarrier's upper deck. Fin Fang Foom, a huge
dragon, alights and threatens you; then, he takes off.

Run forward to a gun battery and press USE to take control. Fire at FFF while
he flies around. When you hit him, you'll be knocked off the gun turret. Take
this opportunity to run away as FFF is about to land. FFF has two attacks:
five fireballs projected from his mouth in an arc in front of him and a huge
claw strike. Both these attacks are very short range.

Stay back away from FFF and hit him with ranged attacks. Deal with the
minions that pop up now and again and keep into FFF with beams and other
long-range powers. He'll take off again, so run forward and use the guns to
bring him down. Rinse and repeat until FFF is history. Mop up, collect your
goodies and go back inside.


* Stark Tower (S)
* Wrenchworks (S)
* Omega Exterior
* Project Labs (S)
* Top Deck

* Detecting Dugan
Locate Dum Dum Dugan to find out what's happening on the Omega Base.

* Resuming Control
Protect Dum Dum Dugan as you escort him to Central Control.

* A Long Way to the Top
Stop the Omega Base by reaching the control room on the upper deck.

* Ultimate Ultron
Stop the Masters of Evil from stealing the Ultron upgrades.

* Neural Nightmare
Don't let the Masters of Evil unleash the neurally enhanced Super Soldiers.

* Gamma Detonation
Take Dr. Banner and deactivate the Gamma Bomb before it explodes.

* The menace of MODOK
Defeat MODOK in battle before the Omega Base slams into the dam.

Optional Objectives
* Train Wreck
Disable the primary drive for the Omega.

* Database Destruction
Stop the Super Soldiers from destroying the Omega computer.

* Cyber Speak
Find Dr. Pym's cybernetic helmet on the Omega Base and return it to him at
Stark Tower.

* Electronic Secrets
Get the decryption module from Black Widow and take it to The Vision.

[] Strike point: Tony Stark's Office (Stark Tower)
[] Focus point: Tony Stark's Office (Stark Tower)
[] Body point: Tony Stark's Office (Stark Tower)
[] Sketch Book: Tony Stark's Office (Stark Tower)
[] Daredevil action figure: Wrenchworks
[] Captain America's Simulator Disc: Wrenchworks
[] Body point: Wrenchworks
[] Wolverine's Simulator Disc: Project Labs
[] Sketch Book: Top Deck
[] Black Panther action figure: Top Deck
[] Focus point: Top Deck

After the FMV sequence, you'll be able to explore HQ: Stark Tower. Within the
main room you can find:

* A S.H.I.E.L.D. Access Point
* Upgrades for Body, Strike and Focus
* A sketch book to unlock concept art
* A training simulator (though no missions are yet unlocked)
* A review computer to let you see what collectible items you've found
* A trivia computer you can use to earn XP by answering trivia questions
(answers are found further down in this guide)

You can complete the optional Electronic Secrets quest by talking to Vision,
then Black Widow, then Vision again. Talk to Dr. Hank Pym to open the Cyber
Speak optional quest. When you're ready to begin your first mission, talk to
Wyatt Wingfoot. First ask him to investigate Black Widow's laptop, which you
picked up on the helicarrier; then ask to be taken to Omega Base.

As you enter Omega Base, you'll be informed you now have access to a
S.H.I.E.L.D. Port. Open the Game Menu (PAUSE) and choose Portal to open a
portal back to base (Stark Tower). Once in the base, you can use the
equipment/SAP at the base, then use the portal to return to where you opened
the portal.

Portals are one-use only--once you return through the portal, it disappears.
You must then wait five minutes before opening another portal. Portals do
last through saved games; so, you can use them to save your game and quit
playing for a while.

In the first room after the entrance, you'll meet Dum Dum. After your
conversation, he'll follow you and you must make sure he stays alive. Shortly
after Dum Dum joins your group, you'll be tasked with taking out the primary
drives of the base. When you receive this mission, the first drivetrain gear
is directly in front of you. Destroy it; then, go to the other end of the
room and destroy another. In the lower area of this room is a Daredevil
action figure.

After the first drivetrain room, you'll enter a control room. Unfortunately,
Dum Dum can't access the engines from here, so you have to get to the bridge.
Go out the right door of the control room to pick up a Simulator Disc
(Captain America). Go around to the other side of the control room to get a
Body Upgrade.

The next room features a fight against Crimson Dynamo. This one's pretty
tough as Dynamo can reflect melee damage back in a fiery explosion and he's
fairly resistant to energy beam attacks. Try to stay back and hit him with
melee ranged attacks (e.g. Captain America's Shield Throw or Mr. Fantastic's
far-reaching punch).

After the fight with Dynamo, there are two more gears at the far end of the
room. Destroy them; then, continue to the Omega Exterior. This is a side-
scrolling level (you have no control over the camera). A helicopter will show
up and begin firing missiles at you. Whenever you see a red circle form on
the walkway, quickly get out of the way.

Fight your way along the exterior of the base to the Project Labs. There's a
SAP; just beyond is a room full of comatose Super Soldiers. Mysterio shows up
and overloads the neuralyzer and you've got six big bad guys looking for a
piece of your hide.

Now is the time to use traps or AoE powers. Stunning powers also work well--
anything to keep the soldiers off-balance and unable to gang up on you. In
the next hallway, enter the room to the left to meet Dr. Bruce Banner.
(Unfortunately, you don't get his green alter ego in this game.) He'll lead
you to a control room to shut off a gamma bomb. Before following him, find
Dr. Pym's cybernetic helmet on a table in a corner of the room (opposite the
exit door).

Of course, the control panel is damaged. Leave the control room and head
straight across the hall. In the next hall, enter the first room to the right
and pick up a Simulator Disc (Wolverine). Go down the hall to the large room
at the end, destroy the mobs and use the control panel in the center of the
room. Dr. Banner is now able to deactivate the bomb.

Continue out of the large room, through the door to the left of where you
came in. Next up is Mysterio and this is a very tough fight. Mysterio creates
two projections of himself and destroying the projections is a waste of time.
Unfortunately, in the chaos, it's difficult to tell which is the real
Mysterio. Unleash AoE powers and try to wear all three mini-bosses as quickly
as possible.

Beyond Mysterio is a fascinating ride up an elevator. As you ride up, enemies
will drop down. You can beat on them or throw them over the side of the
elevator (the latter is quicker). Occasionally a bomb will drop onto the
elevator with you. Approach and press USE to start a deactivation mini-game.
Follow the on-screen key prompts, quickly pressing each key or button as it
is displayed. If you fail, you get a nasty burn.

At the top of the lift, go down a short hall. Along the hall is a hidden
doorway to a room where some super soldiers are attacking the Omega computer.
You have to stop the super soldiers from destroying the console; or, at the
end of the game, you learn a virus has wiped out much of the mutant
population. Go you.

Then, it's on to another lift, which takes you to the Top Deck. Go down the
catwalks and talk to the S.H.I.E.L.D. agent about using an anti-aircraft gun
on the helicopter that's been bothering you. There are two ack-ack guns in
front of you; both are on fire. Go down the stairs in between the two
batteries and collect a sketch book.

Follow the path until your way is blocked by an explosion. Go up the stairs
and around to an upper catwalk. After the enemies are defeated, find a large
crate in the corner and pull it to the edge of the catwalk, where the railing
has been destroyed. Stand behind it and rapidly press the key shown on
screen. The crate will fall down and break through the glass area of the
deck. Drop down and go inside.

Pick up the Black Panther action figure right in front of you. Fight your way
through a short corridor and back outside to the Top Deck. You'll soon run
into a S.H.I.E.L.D. agent who asks you to keep the helicopter off his back
while he unlocks the door to the bridge.

You get 40 seconds to destroy the helicopter. Jump down to the lower area
where the ack-ack battery is located. Ignore the mobs and USE the battery. It
only takes one shot to get rid of the copter and it will conveniently hover
right in front of you. Mop up the area around the guns; make sure you pick up
a Focus upgrade on the upper level near the door to the bridge.

As you enter the bridge, you're frozen in place. To advance, you have to
correctly answer questions posed by MODOK. The first three questions, and the
correct answers are:

* What is the atomic symbol for gold? (Au)
* What percentage of the Earth's atmosphere is oxygen? (21 percent)
* Which of the following is not a geologic period of the Earth? (Neoprene)

After the third correct answer the fight is on. MODOK has a particularly
nasty radial blast attack. You can see it coming when he starts to glow and
lifts slightly higher off the ground. If you can avoid that blast and
otherwise keep yourself and your teammates pounding on him, you should be all

If you get low on health or energy, drop down to the lower level and break
some crates or KO some minions. You likely will collect health and energy
orbs; then, resume on MODOK. When the big brain is out of the way, and you're
ready to return to Stark Tower, USE the console on the upper platform.


* Stark Tower (S)
* Nannite Chamber
* Dive Chamber
* S.H.I.E.L.D. Outpost
* Temple of Negrete
* Atlantean Trenches (S)
* Atlantean Throne (S)
* Defender's Crypt
* The Arena

* Riot in Atlantis
Locate Namor to discover what caused the riot in Atlantis.

* Battling the Barbarian King
Remove Attuma from the throne of Atlantis.

* The Secret of the Crypts
Discover what the Masters of Evil are doing in the Atlantean crypts.

Optional Objectives
* Data Stream
Ask Dr. Pym to look at the Quinjet's data feed for Wyatt Wingfoot.

* Link to the Past
Find Tony Stark's missing cufflink and return it to Edwin Jarvis.

* The Sound of Insanity
Destroy the sonic emitters that are making the Atlanteans hostile

* Mission of Mercy
Gather rare seaweed to create a medicine that will heal Namor

[] Iron Man's Simulator Disc: Iron Man Lab (Stark Tower)
[] Skill point: Iron Man Lab (Stark Tower)
[] Sketch book: Iron Man Lab (Stark Tower)
[] Black Panther action figure: Iron Man Lab (Stark Tower)
[] Focus point: Nannite Chamber
[] Black Panther action figure: Dive Room
[] Skill point: Temple of Negrete
[] Mr. Fantastic's Simulation Disc: Temple of Negrete
[] Strike point: Atlantean Trenches
[] Daredevil action figure: Atlantean Trenches
[] Sketch book: Atlantean Throne
[] Body point: Defender's Crypt

Back in Stark Tower, you'll notice a new marker on your map. Right next to
the SAP is a waterfall. Approach the waterfall and press USE to open the Iron
Man Lab. Inside, talk to Jarvis to get a small quest (Link to the Past) and
to Weasel to continue the quest related to Black Widow's laptop.

Down on the lower level you can talk to Black Panther, Elektra and Spider-
Man. You'll also find a Simulator Disc (Iron Man) and the Iron Man Health
Console. USE the console to bring up a bonus skill point. Under the center
stairs you can find a Black Panther action figure. Wolverine hangs out on the
upper level; there's a sketch book nearby. The heroes in this room don't have
anything quest related; but, they do add flavor to the Black Widow story.

Return to the main room and talk to Hank Pym to end Cyber Speak. Talk to
Vision about Jacob Fury. Talk to Black Widow about Baron Strucker and to Nick
Fury about Gabriel Jones. Return to the Iron Man Lab and talk to Weasel. Tell
him the password he needs is Gabriel Jones. You can also find, in the main
office, the cufflinks Jarvis needs for Link to the Past.

When you're ready, go talk to Wingfoot about leaving for Atlantis. He'll
first ask you to talk to Dr. Pym about the Quinjet's data feed. Hold off on
doing that for a moment and ask to be taken to Atlantis.


You can now form your own team. By creating your own team (or using one of
the pre-packaged teams), you gain additional bonuses when using three or four
members from your roster of heroes. See the Characters section above for more
information on creating a team. You can choose to create a team now; or, wait
until later and do so at any SAP. However, once you create a team, you can't
undo your choices.

Go ahead and form your team; you'll be able to start earning Reputation
points right away. Once you've picked your team, you'll find yourself in the
Nannite Chamber of the S.H.I.E.L.D. outpost and your heroes will
automatically "infect" themselves with the nannites. Look around the room to
find a Focus upgrade.

Continue through the outpost to the Dive Chamber. (There's no fighting in
here.) Look around a bit to find a Black Panther action figure; then, use the
Dive Chamber Controls and jump through the newly opened hatch in the floor.
You're now underwater.

Pretty cool, huh?

Fight your way through the Outpost area until you find Namor. Once all the
Atlanteans are defeated, Namor is automatically freed and Namorita shows up
and hands out your tasks. One difference you'll note in this area is the
presence of rejuvenators. Rejuvenator mobs and revive fallen allies; which
means you have to take out the rejuvenators or the other mobs just keep
coming. The female Atlantean Champion mobs are the rejuvenators in this
mission; so, keep an eye out for them and concentrate fire on them before
dealing with the other schmucks.

After Namor is freed, two exits open up. Take the one that leads to the
Temple of Negrete. Break the wall to your left to get a skill point. Continue
to the first large room, take a right and fight your way down to the red X
marked on your map. Stand in front of the marked doors, press USE and then
rapidly press the key shown on screen to force open the doors. You'll collect
a pearl known as the Eye of Negrete.

Go back to the large room and continue straight across. In this side room is
a giant clam. Stand next to it, press USE and rapidly press the key shown to
force it open and get another Eye of Negrete. Then, break the wall to the
right of the clam (as you face the clam from the door) to pick up a Simulator
Disc (Mr. Fantastic).

Go back to the large room and head straight across from your original
entrance into the Temple. In the small room beyond, go right, kill the bad
guys and pick up a trident that's on a pedestal in the center of the room. Go
straight back across the "hub" room into a room with a large statue.

Stand on the shells on either side of the statue and press USE to place an
Eye in each shell. Then go up on the ledge, stand in front of the staff and
press USE to place the trident on the staff. The status will blow open the
door in front of it.

Go through, kill the mobs and collect the Walek Seaweed. Namorita opens a
portal back to her location; talk to her to complete the Mission of Mercy
side quest and earn 15 Reputation points.

Now would be a good time to open a portal back to Stark Tower and save your
game. While you're there, talk to Hank Pym about the Quinjet data feed.
You'll complete the Data Stream side quest and earn 5 Reputation points.

Return to the Atlantean Outpost and enter the Atlantean Trenches. Here you'll
have to keep an eye out for floating mines. Hit one and you'll take a lot of
damage. Not far in you'll find the first sonic emitter; but, it's guarded by
Byrrah and Krang.

These guys are plenty tough. However, there's nothing particularly special
about them. It's just an extended beat down. You can always retreat to the
Outpost and open a Portal to Stark Tower if you need a breather. Once those
two are down, take out the sonic emitter they were guarding.

Beyond that emitter, the path splits. Take the left path to another sonic
emitter; and, a Strike upgrade next to the emitter platform. Then, head right
to find a SAP and the third emitter. Beyond the third emitter, look for an
Atlantean caught in a giant clam. Force open the clam and the Atlantean gives
you a combination for a safe next to a sunken submarine.

Turn around and head straight away from the clam and swim up over the coral
wall to find the sub and a chest nearby. Open the chest to get a piece of
equipment and a Daredevil action figure. Continue to the Atlantean Throne.

Take either path (left or right) around to the SAP. Beyond the SAP, after
killing the mobs, take the bead from the shell on the floor. Go into the next
room and place the bead on the center shell. The side doors will open and
spew forth mobs. Take them out, then go into the side rooms and swim over the
whirlpools (rapidly press JUMP to swim) and get the beads. In one of the side
rooms is a sketch book hidden between the columns along the side of the

Beyond is the boss fight against Tiger Shark and Attuma. The secret to taking
these guys out is to USE the consoles at either end of the room. This forces
them to come to ground where you can beat on them. They can beat back fairly
well--especially Attuma--but you shouldn't have too much trouble with them.
Especially if you have good range attacks.

When they're defeated, a pit to Defender's Crypt opens. Run back to the SAP
and save your game, then go through to the crypt. Fight your way along the
path, counting the coffins up on platforms. Next to the fourth coffin is a
Body upgrade. At the end of the Crypts is the entrance to the Arena. You
might want to Portal back to Stark Tower and save your game.

Just a suggestion.

Enter the Arena, have a chat with Mandarin, fight Kraken. All in a day's work
for superheroes! Kraken is your first mini-game boss fight. There's only one
way to defeat this monster, and that's to play a series of mini-games. Stay
out of the way of the beast and wait for it to break open one of the four
corner crypts.

When it does, out pour a bunch of Atlanteans. Ignore them for now and swim
into the crypt. Up pops the mini-game. You have to follow the on-screen
prompts, pressing a series of keys. If you complete the sequence correctly
(about five or six keys), Kraken breaks the crypt completely and the big
column falls on its head.

Now, you have to knock out the Atlanteans that were in the crypt while
avoiding the darts Kraken shoots at you, not to mention the occasional ground
smash (radial attack). When all the Atlanteans are gone, the Kraken breaks
open another crypt, more Atlanteans come out, you play another mini-game,
another column falls on Kraken's head, you KO the Atlanteans...

And so on. When all four columns have combined to give Kraken a migraine, it
retreats and you can mop up the last of the Atlanteans. Collect your reward,
then go through the marked exit door to automatically return to Stark Tower
and receive your next mission.


* Stark Tower (S)
* Ancients' Hall (S)
* Golden Court
* Celestial Hall (S)
* Forbidden Passage
* Mandarin's Court

* The Rings of the Mandarin
Question Mandarin about Dr. Doom's plans for the Masters of Evil.

* The Orb of Agamotto
Locate the Orb of Agamotto for Dr. Strange.

Optional Objectives
* Problematic Schematic
Find the Ultimo schematics from the Mandarin's Palace and give them to
Colonel Fury at Stark Tower.

[] Sketch book: Ancients' Hall
[] Strike point: Ancients' Hall
[] Weapon cache: Golden Court
[] Thing's Simulator Disc: Golden Court
[] Weapon cache: Celestial Hall
[] Body point: Celestial Hall
[] Focus point: Celestial Hall
[] Crimson Dynamo's Simulator Disc: Forbidden Passage
[] Black Panther action figure: Forbidden Passage

After the cutscene in Stark Tower, return to Iron Man Lab and talk to Weasel.
The earlier password you gave him worked, and now he needs you to find out
which of two hackers would be more trustworthy for the next stage of
investigation. Talk to Dr. Pym and Vision about the two hackers, C. B.
Cebulski and Beroge. Then, go back to Weasel and tell him to use Cebulski.

Also talk to Nick Fury to open the Problematic Schematic side quest. There's
nothing more to do in Stark Tower; although, some of the NPCs have different
conversations now (nothing important). Talk to Wingfoot and ask to be taken
to the Valley of the Spirits.

You begin in Ancients' Hall. In the very first room after the entrance hall,
go down to the lower level and look behind the columns for a sketch book. Now
there are two ways through Ancient's Hall, based on what attributes you have
on your team.

THE SHORTCUT (requires Might, Flight and Fire Extinguisher)
| Find the rope with the blue X on it and use a hero with Might to |
| pull the rope (play the little mini-game). Go through the newly |
| opened door and destroy the enemies on the outer ledge. Fly over |
| to the central platform and ring the gong by firing a power at |
| it. This opens a door in the right wall. Go through and find the |
| braziers to your right marked with blue X's. Put the fires out |
| nearly simultaneously. You'll have about five seconds after ex- |
| tinguishing one brazier to snuff the other one. This opens a door|
| into the final room. Note that, if you go this way, you skip |
| fighting Ultimo and don't get the Strike upgrade near him. |
| (Unless, of course, you backtrack.) |

| In the first room, take the first door on your left and go around|
| on the walkway. Then, take the first door on the left and there's|
| another walkway, this time with a mini-boss, Dragonman. Like many|
| of these mini-boss fights, ranged attacks work best as Dragonman |
| mostly uses short-range melee attacks. From the next room, once |
| again go through the first door on the left. This time the walk- |
| way is blocked by Ultimo. He's a lot easier than you may think, |
| Dragonman was actually more difficult. At the far end of the |
| walkway is a Strike point behind a fire pit. Finally, you reach |
| the last room. |

In the final room you'll have to defeat a horde of Shaolin monks before
getting access to the exit room, which has a SAP. Beyond is the Golden Court.
The first large room of the Court is full of clay warriors; who just aren't
very tough. Wipe them out, then fly up to a balcony that's on the right
corner of the room opposite where you entered.

Go through the door and find a weapon cache in the room beyond. Leave this
room by the only other door and fight your way to a very large room with
three levels. You'll start running into Shaolin Monk Healers at this point.
If you see your opponents glowing red and their health bars turn green, find
the bald guy and take him down quickly.

At the end of the large room is a huge staircase. At the top of the stairs,
jump to the balcony on your left and enter the side room to pick up the
Ultimo schematics Nick Fury is looking for. Go back to the top of the huge
staircase and jump to the balcony on your right. This side room has a
Simulator Disc (Thing).

Now leave the large room and enter a boss fight against Grey Gargoyle. As you
may expect, GG relies on heavy-duty melee attacks (plus he can turn you to
stone for a short time), so using ranged attacks is the best way to go. As he
loses health, healers will pop up and start regenerating his health. As soon
as you see one of the healer monks appear, get rid of him. It will
considerably shorten your battle with Gargoyle.

After Gargoyle, bust your way down the next hall to reach Celestial Hall. Go
straight across the first large room to find a SAP with a locked door just
beyond. From the SAP, go right and enter the side room. Kill the monks, then
push or pull two large blocks over two of the three plates in the floor. The
plates depress; then, step on the third plate to raise a lever. USE the lever
to open one of the doors next to the SAP. Don't forget a weapon cache while
you're in the room.

Go across the SAP room to the other side area. Go down the hall, and then
through a door to your left. When you have finished killing monks (and a lot
of them), a lever pops up and you can USE it to open the other door next to
the SAP.

Beyond the door is Ultimo 2, which isn't really that much harder than the
first Ultimo (if you fought him earlier). Ranged attacks work pretty well as
they keep you out of harms way. As you leave the room, make sure you pick up
the Body and Focus upgrades near the door.

Up next is the Forbidden Passage. Soon after you enter, you find Dr. Strange
in a fight with a bunch of monks. Help him out and he will journey with you
to find the Orb of Agamotto. After Strange joins you, you'll pass through a
long hall. In the room beyond, look right and see a Simulator Disc (Crimson
Dynamo) hidden among some whirling-blade columns. Destroy the columns with a
ranged attack and collect the disc.

Next up is another large room. One door here cannot be opened. Continue
through the door that is accessible and work your way toward the red X on
your map. You'll find a treasure chest with Strange's Orb. He'll thank you,
you'll get 10 Reputation points, and Dr. Strange is now unlocked as a
playable character.

Backtrack a little, where the previous non-opening door has opened to spew
forth a bunch of monks. Defeat the monks and go through the door. You'll be
in a small hall with four alcoves: two each on your left and right. Each
alcove is "guarded" by a Bhudda statue and contains some treasure. Bust down
the statues and collect the swag. The second alcove on your left also has a
Black Panther action figure.

Next up is Mandarin's Court and the final battle for Act I. Mandarin is not
that tough--his attacks don't do much damage; however, he is fairly resistant
to damage, so this is mostly a test of patience.

But wait! What's this? When Mandarin's health reaches about 80%, he teleports
into a closed balcony above you and sends out some exploding spiders and some
Ultimo 3 prototypes. The spiders are the big worry. They chase you down, then
explode, causing a fair amount of damage.

The trick is to lure the spiders on to the glowing teleport pad without
stepping on the pad yourself. When you manage that trick, the spider
teleports up to Mandarin's balcony and destroys the Ultimo up there. You can
then teleport up to Mandarin and smack him around a bit.

It takes quite a bit of patience to perfect luring the spiders over the
active teleport pad while avoiding damage from the Ultimo 3's. However, once
you get the hang of it, the battle's all but over. Mandarin will teleport
three more times. In the fourth room, loot the weapon cache in the room after
Mandarin teleports out. After the last beat-down, he drops back down to the
main floor and you can finish him off there.

Jump through the newly opened portal to return to Stark Tower. Fury informs
you the base of operations is moving. Before talking to Wingfoot and asking
to go, be sure to talk to Fury again and give him the Ultimo schematics to
close out that quest.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ACT II ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


* Sanctum Sanctorum (S)
* Castle Doom
* Big Top (S)
* Pinball (S)
* Fairgrounds
* Maze-o-Death
* Fun House

* The Land of the Doomed
Save Nightcrawler and Jean Grey at Castle Doom in Latveria.

* The Plight of the Phoenix
Clear Jean Grey's mind by destroying the equipment controlling her.

* Murderworld Mayhem
Find Arcade and see what he knows about Nightcrawler.

Optional Objectives
* Security Breach
Get the S.H.I.E.L.D. security module from Vision and give it to Weasel.

* The Scientific Mystic
Locate the mystic tome 'A History of the Arcane' and give it to Vision.

* Political Schemes
Locate and free Senator Kelly.

[] Strike point: Dr. Strange's Sanctum
[] 2 Focus points: Dr. Strange's bedroom
[] Sketch book: Dr. Strange's Sanctuary
[] Daredevil action figure: Dr. Strange's Sanctuary
[] Focus point: Castle Doom
[] Mysterio's Simulator Disc: Castle Doom
[] Daredevil action figure: Castle Doom
[] Skill point: Castle Doom
[] Strike point: Castle Doom
[] Luke Cage's Simulator Disc: Big Top
[] Sketch book: Big Top
[] Strike point: Pinball
[] Body point: Pinball
[] Sketch book: Pinball
[] Focus point: Fairgrounds
[] Sketch book: Fairgrounds
[] Elektra's Simulator Disc: Maze-o-Death
[] Strike point: Fun House
[] Black Panther action figure: Fun House (if you've been diligent in
collecting these, this is number 5 and Black Panther is now unlocked)
[] Body point: Arcade Bot Arena

Welcome to your new pad. Dr. Strange's Sanctum Sanctorum serves as the HQ for
Act II. Explore the area and talk to everyone you find. There are several
rooms in the Sanctorum; and, you'll find the usual assortment of goodies,

* Strike upgrade
* 2 Focus upgrades (in Dr. Strange's bedroom--you must have him on your
team to get in there)
* A little mini-quest...talk to Vision and then find 'A History of The
Arcane' on an upstairs balcony in the Sanctuary; return to Vision to
get your Reputation points
* Talk to Weasel to continue the Black Widow laptop side quest
* A sketch book
* A Daredevil action figure
* A Simulator Disc (Dr. Strange)

And, of course, you'll find the review computer, S.H.I.E.L.D. training
computer and trivia game. (Answers further down in this guide.) When you've
finished exploring Dr. Strange's crib, USE the Orb of Teleportation in the
Sanctum and you'll be taken to Dr. Doom's castle.

You're going to go a long way with no S.H.I.E.L.D. Access Points or the
ability to portal back to base. In some areas, health orbs will be few and
far between. You might want a hero with a healing power (such as Spider-
Woman). Just a suggestion.

Wipe out the Doombots in the first room and then locate the treasure chest on
an upper platform. USE it for a little fun...

Well. Now. Something's not quite right here, wouldn't you say?

Up next is a hall filled with "chomping" gates. They're not hard to duck
through; however, your AI companions are not so good at dodging the gates and
there aren't a lot of breakables lying around to give out health orbs. A
healing power would be a good thing here.

Beyond the chompers is a room with five side rooms. Break through the wood
gates and collect the goodies inside. (Including another of those funky
"treasure" chests.) There's also a Focus upgrade, a Daredevil action figure
and a Simulator Disc (Mysterio).

You then enter a hall with tracks on the floor. Advance a little way down the
hall and gates will come down and the wall behind you will sprout spikes and
start rumbling along the tracks. The camera will become fixed so your team is
running toward you. Run as fast as you can, blowing through the gates as
quickly as you can. Ignore the Doombots that pop up, just get to the end of
the hall and duck through the side door. Once the spiked wall has passed, you
can push it into a secret room (does not require a Mighty character). Collect
a free skill point and a (real) treasure chest.

In the next room you'll have to fight more Doombots. Watch out for the Dr.
Doom masks on the floor; they spout flame when you step on or near them. Then
you'll be in another hall with side rooms blocked by wooden gates. You can
get a Strike upgrade from one of those rooms, so blast those gates!

Finally, you get a mini-boss fight against Jean Grey. Remember her? She was
one of the most powerful characters in X-Men Legends (I & II).

Yeah. Her.

You're going to take some damage. Jean's got her full arsenal of nasty
psychic attacks, especially a radial blast that will fling your entire team
away. Ranged melee attacks (like Cap's Shield or Thor's Hammer) work pretty
well. Energy attacks are less effective. After Jean runs away, you'll finally
get the answers to your questions.

The big clown arms with hammers kind of gave that away. But...anyway...Head
through the door to enter the Big Top. By the way, you can't re-enter the
fake Castle Doom. Not ever, so make sure you collect everything before

You're on a platform next to some turnstiles. To your left is a Simulator
Disc (Luke Cage) and a sketch book. Go down the stairs and beat up some
clowns. (For some reason that feels very satisfying.) To your left is a
circus wagon; break it open to rescue Senator Kelly. Go around the other way
to enter the tent itself.

And, it's another fight against Jean Grey. Same story as before--it's tough.
Try to avoid the radial attack and hit her with ranged melee attacks. When
you've beaten her, she is sucked into a video game and some clowns show up in
a clown car. Defeat them all and the car's trunk pops open and you can get a
token coin for the arcade. Step over to the arcade game and USE it.

Now, *this* is way cool. You get to play Pitfall!

You probably don't really need a walkthrough for this. Only the hero who USED
the game actually plays through. All you can do is jump over obstacles or
on/off swinging vines. It's not that hard. (It is, after all, an 8-bit game.)

Along the way you can collect gold nuggets by dropping down to the lower
levels; but, eventually, (eventually means on the 17th screen), you'll reach
the little mini-carousel that signals the end of the game. USE it to exit the
game and return Jean to her normal self. You can now leave the tent. Find the
door to the Boardwalk (it's not marked on your map) and return there to get a
newly reveal SAP. Yay!

Re-enter the tent and find the door marked Pinball. Now you get to play
Arcade's special version of this arcade classic. You'll fight your way
through a pinball-machine, bouncing off obstacles (some of which deliver a
shock), beating up clowns, and trying to rack up 1,000,000 points. It's
really pretty simple.

Around the arena are destructible markers with Arcade's face. Each one
knocked down is worth 25,000 points. If you clear all the markers, you'll get
exactly 1,000,000 points. To clear all those markers, you're also going to
have to fight Rhino (use ranged energy attacks) and Shocker (use heavy melee
attacks). Search the area carefully, because you can also get a Strike
upgrade, Body upgrade and sketch book.

When you have 1,000,000 points, the primary flippers will be destroyed and
you can approach them. Pick up the golden ticket (and sing, "I've got a
golden ticket"--or, maybe, "Candyman", your choice) and use the SAP behind
the flippers.

Now go through the newly opened gate and you'll be back on the Boardwalk
outside the Big Top. Go back inside the tent and exit into the area marked
Fairgrounds. Fight your way around the area, taking note of one of those
"test-of-strength" games (hit the lever with a hammer to ring a bell). At the
far end, you can break through a wood wall and pick up a Focus upgrade; as
well as drive a bumpercar. (Not of any real use, but fun.)

Go back to the spot where you saw the ring-the-bell game. Inside the nearby
tent is a hammer. It's laying on the ground and glowing. Step near it and
press USE to pick it up. Now use a fully-charged SMASH ATTACK on the ring-
the-bell game. The gate behind the game will open.

Start clearing out the next area. Be on the lookout for a sketch book tucked
into a little alcove near the gate. You'll also see another ring-the-bell
game. (If you dropped your hammer, a new one will be back in the tent.) Smash
the game to pick up a bunch of loot.

Near the end of the area is a Claw Challenge game. If you look closely,
you'll see Blade slumped in among the teddy bears. Press USE to play the game
and follow the on screen prompts to push the correct series of keys.
Correctly finish the game and you'll grab Blade. He's now unlocked as a
playable character.

Enter the tent at the end of the Fairgrounds. To your right are a bunch of
treasure chests. Some are empty, some have the hammer of doom and one is a
real treasure chest with a bunch of swag. When you're through searching for
loot, enter the Maze-o-Death.

"Maze" is a bit of an overstatement. There's never any choice about which way
to go; and, it's very small. Walk over to a red hand on a spring and Pull the
Finger to open the hedge (as well as open a spike pit and spawn in a couple
of angry clowns). Do this a few more times. Near the final finger is a
Simulator Disc (Elektra).

You'll also see a hammer on the ground near the final finger. Pull the finger
to open the last hedge, SMASH ATTACK the ring-the-bell game and walk through
the gate and play...


This is so easy (at least, on Normal difficulty), it will be over almost
before you realize it. Your team jumps into bumpercars. Some clowns jump into
bumpercars and you bump into them. Just drive like a little old lady in a
Caddy* and you'll win easily.

(*No offense to Cadillac.)

Once you win, you get another golden ticket! (Man, Charlie only got one and
you get two. Who said life was fair?)

Walk out the exit to find yourself back on the Boardwalk. Use the nearby SAP
to save your game, then enter the Big Top. USE the ticket booth to open the
door into the Fun House.

First up is your choice of three doors. Only doors 1 and 3 are accessible.
Pick either one first.

Wind your way through the hall until you enter the Pong room. Yes! You get to
play Breakout!. Walk behind the paddle and grab it (press-and-hold USE) and
move it back and forth to hit the ball. If you miss the ball, let go of the
block and then grab it again to make another ball appear. When all the blocks
have been knocked out, door number 2 opens.

Go down the hall and step into an outdoor area. There's a Strike upgrade on
the ground in front of you. As you step forward, a wall comes crashing down
and you have to fight off a horde of mad clowns. When you're finished, look
near the poison-spewing flowers on the far wall. There's a Black Panther
action figure near the flowers; you'll have to take some damage to pick it
up. This is BP #5; and, if you've been good about collecting them, you can
now use Black Panther on your team. Then, blast your way through the stone
wall to get back to the main area.

Now that door number 2 is open, step through and pull the finger. Defeat the
clowns in the disco arena; then, go through the next door and pull the
finger. You fall through the floor and arrive in the final arena. This one's
kind of tough. There's a giant robot and he's untouchable as well as highly
dangerous. There are also a lot of little minion clowns running around.
(There's also a Body point on one of the ramps on the outside edges of the
arena. Get it before getting into the main event.)

You'll see four trap doors on the floor. Two are red and two are green. You
need to step on the red ones and fall through. This will send your hero (just
your player-controlled hero, not the entire team) blasting out a cannon. If
you're lucky, you'll land on the Bot's head. If not, just step through the
red trapdoor on the opposite side of the room and repeat the process until
you do land on the Bot's head.

Now you play a little mini-game in which you rapidly tap the key shown on the
screen. Do it correctly (it's not hard) and the Bot will slap itself. Do this
five times and the Bot will destroy itself. You can then use a portal to get
back to base.


* Sanctum Sanctorum (S)
* Mephisto's Realm (S)
* Inferno
* Sepulcher (S)
* Stygian Abyss

* Chasing the Devil
Locate Nightcrawler in Mephisto's Realm.

* Vengeance be Mine
Save Ghost Rider from his prison.

* Chasing the Angel
Locate Jean Grey in Mephisto's Realm

* Mephisto's Flames
Light the candles by solving the puzzles Mephisto has prepared.

* Evil Schemes
Find out what the Master's of Evil are up to in Mephisto's Realm.

* Fire and Brimstone
Defeat Mephisto to leave his realm.

Optional Objectives
* Nowhere to Hide
Determine the safest place for Weasel to hide from S.H.I.E.L.D. agents.

* Eye of the Shadow Queen
Find the Eye of the Shadow Queen somewhere in Mephisto's Realm and return
it to Wong.

*NOTE* You can only complete one of the following two optional objectives:

* A Devil in Need
Save Nightcrawler from the Infinity Vortex.

* An Angel in Need
Save Jean Grey from the Infinity Vortex.

[] Blade's Simulator Disc: Mephisto's Realm
[] Strike point: Mephisto's Realm
[] Black Panther action figure: Mephisto's Realm
[] Body point: Mephisto's Realm
[] Skill point: Inferno
[] Daredevil action figure: Inferno (if you've been diligent in collecting
these, this is number 5 and Daredevil is now unlocked)
[] Sketch book: Inferno
[] Body point: Sepulcher
[] Scorpion's Simulator Disc: Sepulcher
[] Sketch book: Sepulcher
[] Focus point: Sepulcher
[] Ghost Rider's Simulator Disc: Stygian Abyss

Back in the Sanctum Sanctorum, go upstairs to the Sanctuary and talk to
Weasel. He's cracked S.H.I.E.L.D. security and now fears for his own safety.
He doesn't know if he should hide in the Baxter Building or X-Mansion. Go
talk to Hank Pym and Charles Xavier. Return to Weasel and tell him to go
cower under the protection of the mutants at the X-Mansion.

Talk to the various persons in the Sanctum again; then, use the Orb of
Teleportation to go to Mephisto's Realm. You arrive next to a S.H.I.E.L.D.
Access Point. If you go straight right, you'll find a Simulator Disc (Blade).
Clear the central area (for now, stay out of the side areas denoted by
arches). You'll notice a large pentagram with candles at the corners on the
raised, central platform.

Your mission, should you choose to accept it, (and, really, you don't have
much choice unless you're giving up MUA for NWN2; but, then, why are you
reading this?) is to light the candles by visiting the five side areas and
solving the puzzles.

So, without further ado...Beginning at the SAP and going clockwise around the
area, you have:

"Thy way shall be lit by the flames of impure souls."
This area is infested with constantly respawning Leapers. These nasty pests
will jump on your back, and then you have to rapidly tap USE to get them off.
Well, before shaking them off, jump into the central lava pool and throw them
off in there. About four or five will be enough to lower the center platform
and open a portal. Before going through the portal, find the Strike upgrade
in this area. When you USE the portal, you're transported back to the central
pentagram and a candle bursts into flame. One down, four to go.

"Whilst thy name is carven in stone, thy shall be invincible."
Destroy the four large gravestones around the are. It's ridiculously easy,
especially with a bouncing projectile like Cap's Shield. In one of the grave
sites is a Black Panther action figure. Step through the portal to light
pentagram candle #2.

"Only the Eternal Torch shall renew the Flames of the Damned."
Step into the walled area and kill all the Leapers (there are only a few).
Then get the Eternal Torch (and a Body upgrade) from the side alcove (press
USE to wield the torch) and hit the four braziers in the main area. This
opens the portal and you can USE it to light pentagram candle #3.

At this point, Jean Grey makes an appearance, to help shield Nightcrawler
from the effects of the mutant amplifier. She just stands around doing her
psychic stuff; but, this will be important to the plot a bit later.
Continuing clockwise around the arena...

"Whilst the Trees of Aegis live, mine servants shall never perish."
Find the large axe and USE it to pick it up. Wielding the axe, attack the
trees with the glowing rings and chop them down. Then kill the flying
Mephisto's Pets to open a portal. USE the portal and pentagram candle #4 is

"Sacrifice upon the altar shall imprison thee."
Step up on the large, round altar in the middle of the area and KO all the
zombie-like creatures up there. When you kill them on the altar, they are
imprisoned in their rings. Once they are all trapped, the portal opens and
you can step through to light the final candle on the pentagram.

Step through the new portal in the center of the pentagram to get to Inferno.
Go across the bridge and you'll meet a Fire Giant. These guys are very weak
to strong melee attacks and go down pretty quickly to your tank. Jump over
the lava river and climb the stairs. At the top of the stairs go left and
then left again to reach a bluff overlooking the Fire Giant pool. You'll find
the Eye of the Shadow Queen. USE it to pick it up and end that side quest.

Go back the other way past the stairs to another bluff where you can get a
bonus skill point. From the bluff, go across the bridge opposite and turn
left. Find the tree that's nearby and you'll see a Daredevil action figure
near the base. This is DD #5; and, if you've been good about collecting them,
you can now use Daredevil on your team.

Ahead of you is a pentagram, in the midst of which is Ghost Rider,
unconscious. His astral energy is chained above him. Go up the stairs to your
left and break the chain anchor at the top. Go down the other set of stairs
to your right. At the bottom is a sketch book. Go up the next set of stairs
and break another chain anchor.

Return to the pentagram platform and take the stairs to your left. Repeat
your earlier performance, breaking two chain anchors; and, you'll be back on
the pentagram with Ghost Rider. In order to free Ghost Rider (and continue
the game); choose one of your heroes to change places with GR. Have that hero
USE the book on the altar and make the swap. You'll automatically be
transported to Sepulcher.

There's a SAP right next to you, so save your game--it's the last chance
you'll have to save until you've beaten Mephisto. Work your way through
Sepulcher; make sure you thoroughly explore all the crypts. You'll pick up a
Body upgrade, Focus upgrade, sketch book and Simulator Disc (Scorpion).

You will eventually reach a fight against Blackheart. This fight can be
extremely easy if you know what you're doing. (And, since you're reading
this, true believer, you know what you're doing.) Before taking on
Blackheart, run around the edges of the area taking out his resurrection
chambers. There are six of them: they look like oddly shaped glass columns
and they emit an electric shock if you hit them with physical attacks. Blast
them with energy attacks (to avoid interference from Blackheart, take a flyer
around and blast them from the air).

Now, search the area for a halberd. There are a couple laying around and they
glow when you get near them. USE one to pick it up and attack Blackheart with
it. He's quite vulnerable to them. The big problem you'll have with
Blackheart is his repulsion beam. If you get right in front of him, he'll
fling you halfway across the arena.

If you have a hero with an attraction power (such as Spider-Woman), take
control of that character, use the power, then switch to the hero with the
halberd and beat down Blackheart. If you don't have a hero with an attraction
power; then, you'll have to be sneaky. Try to circle around Blackheat,
waiting until he turns his attention to a teammate and then run in and smack
him a couple of times. Use the various columns scattered about to keep cover
between yourself and the fiend so he can't blast you.

Whatever you do, try not to lose any heroes. You can't get any back for the
remainder of this level (no SAPs and no Portal) and you've got some very big
fights coming your way. When Blackheart is dead, you can go up the steps
behind him and free either Nightcrawler or Jean Grey.

*NOTE* You can only free one. The other is toast. Regardless of which you
save and which you sacrifice, you'll get a "revenge" cutscene at the end of
the game.

***** SPOILERS *****

If you sacrifice Kurt, his mother, Mystique, kills Xavier for letting her boy
die. If you sacrifice Jean, her alter ego Dark Phoenix returns and blows
things up out of spite.

***** SPOILERS *****

You don't get either character as playable and you don't get a "good" ending
either way, so choose your fave and USE the urn next to his or her cage. A
portal opens in between the cages. Step through into the Stygian Abyss.

You're surrounded by hordes of demons. If you're intent on a complete game,
Ghost Rider's Simulator Disc is on an "island" to your left; fly over to it.
Ignore the constantly respawning demons and run like mad for the other end of
the area. You'll have to blast your way through a gate (easy); eventually
you'll reach a pit with a glowing portal. You can't get down there until
you've killed a certain number of demons, so start laying into those around
you until the column of light disappears. Jump into the pit to enter the
final battle arena.

Your first order of business is to release the astral energy of Jean or Kurt
(whichever one you sacrificed earlier) by destroying the five statues in the
center of the arena. To do this, you'll need to force Mephisto into drawing
out his sword.

Stand in the center of the pentagram and hit Mephisto with ranged attacks as
he approaches. If he puts up his globe shield, back off. He may use a Fear
effect that's a lot of fun (you get to watch your hero run around like a
chicken with its head off). If you get scared, switch to another hero. If you
can draw Mephisto in and do some damage, he'll pull out his big red sword.

Run in close and press USE to begin the disarming process. This is a little
mini-game where you rapidly tap the key shown on the screen and you'll wrest
Mephisto's sword from him. (This does not require a Mighty character.) Run to
the closest statue and smack it with the sword. The sword disappears. Rinse-
and-repeat for the other four statues.


You've destroyed the five statues (after about a half-hour of toying with
Mephisto); your sacrificed X-Man is brought back to life; and, now, you get
to fight both Mephisto *and* the X-Man you killed earlier.

Oh. Yeah. That was worth it.

Mephisto can regenerate his puppet; so, don't waste time on Jean/Kurt. Lay
into Mephisto instead. He has all the tricks he used earlier; however, if you
do some damage to the X-Man, you can smack Mephisto while he's healing the
pawn. When Mephisto gets to 25% health, his health bar turns gray. Now is the
time to "kill" the X-Man. When the X-Man is "dead", he (or she) will make
another sacrifice and take out Mephisto for you.

It's all good.

Pick up the leavings and step through the portal. You can talk to Nick Fury
(or not); but, basically, Act II is over. Use the Orb of Teleportation to go
to Asgard, which, in this case, actually means Valhalla.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ACT III ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

The Courtyard of the Gods is your new home base. You have the normal stuff
here (though they have different names, such as "Riddling Flame" instead of
"Trivia Computer"); and, you have your choice of two missions. Do them in
whatever order pleases you.


* Courtyard of the Gods (S)
* Bifrost Bridge
* Midgard Gate (S)

* The Gate of the Gods
Open gate at the end of Bifrost.

Optional Objectives
* Dragon Fang
Find the sword of the Valkyrie, located somewhere on Bifrost.

[] Strike point: Courtyard of the Gods
[] Body point: Courtyard of the Gods
[] Storm's Simulator Disc: Bifrost Bridge
[] Black Panther action figure: Bifrost Bridge
[] Sketch book: Bifrost Bridge
[] Daredevil action figure: Bifrost Bridge
[] Spider-Man's Simulator Disc: Midgard Gate

Explore your new base. There are three large wood structures, with porches.
On one porch is a Strike upgrade and a grate where you can stand to summon
Hermod, god of speed and messengers. (Or you can chase Hermod down; he's
running in circles around the Courtyard. Whatever floats your boat.)
Actually, contrary to what Nick Fury says, you do not have to talk to Hermod
or Sif to begin either mission.

Anyway...on another porch is a Body upgrade. On the third porch you'll find
Sif; talk to her with Thor for a little unique conversation. When you're
ready to open the gate to Midgard, find the portal to the Bifrost Bridge.

Immediately to your left, on top of a stone, is a Simulator Disc (Storm). As
you advance over the first stone bridge, Valkyrie calls in with an optional
side quest. Go across the bridge to a four-way intersection. Take a left, and
pick up (USE) the torch next to the column. Swat the column (ATTACK) with the
torch to light it up. Keep the torch; you'll need to light some more fires
and it's an extremely effective weapon against the undead Viking warriors.

Go back and straight through the four-way intersection until you reach a
Viking ship. At the right end of the ship is a Black Panther action figure.
Go across the ship and light two more fires (one to your right and one
straight ahead), then continue to the left (from the ship) and straight to a
fourth fire. When you light it, you see a brief cutscene of a large hammer
appearing on a platform.

From the last fire, hang a left and go across to a grassy area with three
paths leading away. Take the center path to get the hammer you saw appearing.
This weapon takes out any of the Viking warriors in one blow. Use it.

Back at the grassy area, take the right path. Go to the end, where you see a
raised area with a rune symbol. A bit further up the path is a large stone
column with the same rune. Push/pull that stone column over the raised area
and a weapon cache appears. In addition to assorted loot, the cache contains
a Daredevil action figure.

Now go down the stairs next to the cache and look to your right. There are
four Viking archers over on floating platforms. Either KO them with ranged
attacks or send a flyer over to the platforms to bash them into submission.
When you've taken them all out, four runes on the main platform light up.
Step on all four to raise a platform that allows you to continue.

Keep on going, passing by a large wood gear. When you reach a dead end, turn
around and look to the left of the stairs you just came down. There's a
sketch book.

Go back up to the large wood gear and USE it; then, play the mini-game
(rapidly tap the key shown on screen) and the portal to Midgard Gate opens.
Before going through, look on the opposite side of the gear from the portal.
you'll see a sword in a stone; this is Dragon Fang. Hop up and USE it to
complete the side quest.

Step through the portal to find yourself at the end of a long bridge. The
camera is fixed in the rear position so you will always move away from the
screen (forward). First, move toward the screen (backward, or "down") to find
a Simulator Disc (Spider-Man) at the end of the bridge.

Advance along the bridge, alternately dodging fire from the dragon heads on
either side of the bridge and beating up Viking warriors. (Unfortunately, you
lost the big hammer when you left Bifrost Bridge. Can't have everything...)
Continue until you reach a raised wood drawbridge. USE it to lower it.

Now you have to run down the bridge dodging fireballs coming straight at you.
There's no fighting involved, just dodging. The game will instruct you to
dodge the fireballs with MOVE + GUARD; however, there's an easier way. Get
right up against the edge of the bridge on either side and you can advance
comfortably without being hit. When a gap appears on your side of the bridge,
wait for a pause in the fireballs; then, run across to the other side.

Simple. At the end is another drawbridge with a SAP in front of it. Take this
opportunity to save your game. Lower the drawbridge and it's time to fight
the Wrecking Crew.

The easy way to handle this is to find one of the big axes that are laying on
the ground. Have your strongest melee character pick one up and use it to
smack the de-construct the Wrecking Crew. It's really rather easy. (Or, if
you're up for the challenge, try doing it the hard way using just your powers
and normal attacks. Your choice.)

When the Wrecking Crew have been laid to rest, smash the wood blocking the
gate and open it up. Portal back to the Courtyard of the Gods for your next


* Courtyard of the Gods (S)
* Warriors Hall
* Asgard (S)
* Odin's Courtyard
* The Great Forge (S)
* Grand Hall

* Balder the Brave
Find Balder, who is imprisoned somewhere in Asgard.

* Unleash the Guardian
Locate Heimdall and free him.

* Freeing the God of War
Find Tyr and free him from his prison in Asgard.

* Liberating the Brave
Free Balder from his mystical prison.

Optional Objectives
* None

[] Focus point: Courtyard of the Gods
[] Sketch book: Warriors Hall
[] Skill point: Warriors Hall
[] Black Panther action figure: Warriors Hall
[] Thor's Simulator Disc: Warriors Hall
[] Body point: Asgard
[] Skill point: Asgard
[] Daredevil action figure: Asgard
[] Strike point: Odin's Courtyard
[] Focus point: Odin's Courtyard
[] Black Panther action figure: Odin's Courtyard
[] Invisible Woman's Simulator Disc: The Great Forge
[] Strike point: The Great Forge
[] Body point: The Great Forge
[] Sketch book: The Great Forge
[] Focus point: Grand Hall
[] Sketch book: Grand Hall
[] Deadpool's Simulator Disc: Grand Hall

In the Courtyard of the Gods, a new area has opened. On the porch where Sif
is working out, you'll find a Focus upgrade. Talk to the guard nearby and
you'll be allowed entrance to Warriors Hall. Inside, turn around immediately
to pick up a sketch book. Go to the end of the hall and get a skill point off
the throne. On either side of the big fire pit are little alcoves. One
contains a Black Panther action figure; the other has a Simulator Disc

You'll also find Weasel in Warriors Hall. He's ready to break into Black
Widow's personal files. For that he needs her password. Go back into the
Courtyard and talk to Hank Pym and Black Widow. Return to Weasel and tell him
the password is Ivan Petrovitch.

When you're ready for your next mission, find the exit to Asgard: World of
the Aesir. There are two paths before you; both converge fairly quickly. Go
ahead and take the left path, leaping over some floating rocks to a small
arena. As you step forward, walls of force appear and you're attacked by

Knock out all the trolls and a hammer appears. Take it and attack the nearby
anvil. The intervening walls of force come down. Pick up a Body upgrade to
the left of the anvil. Continue along the path until you reach a large area
with a SAP.

There's a Battle Gate here, and a statue of Thor. You have two choices:

1) USE the Battle Gate. You'll have to kill four trolls (throwing them into
the flames that spout forth from the gate works very well); then, the gate
will open.

2) Go to the statue of Thor and hit it with a very high damage power. The
gate will blow open. (No trolls).

Don't go through the gate yet. Continue past the statue of Thor, killing more
trolls, until you reach a large wood structure with a porch. Fight your way
around this structure until you find a weapon cache. Open the cache for a
skill point. Then, go down the stairs and turn to your right and search in
the bushes for a Daredevil action figure.

Go back to the SAP and save your game; then head through the Battle Gate.
You'll quickly find Balder, held with energy chains. In order to free him;
you must first free Tyr and Heimdall. These gods are imprisoned beyond
Balder. There are two doors, one to either side of Balder. Both lead to
Odin's Courtyard. The right door leads to the East Wing and Heimdall; the
left door leads to the West Wing and Tyr. Take either door first.

In the first room, read the inscription on the statue to get a clue on how to
advance. Fight your way through the rooms past the statue until you reach a
large room with a huge door flanked by two large axes. There are side rooms
up the stairs to the left and right.

Go right and fight your way to a room with a turn-wheel and a statue. USE the
wheel to rotate the statue (one-quarter turn with each USE of the wheel),
until the statue is pointing North (north is indicated by the large arrow
next to the wheel). It should take two turns of the wheel.

Go back and up the left stairs and find another wheel and statue. Turn the
wheel three times to make the statue face west (as shown by the arrow on the
floor). The huge door opens.

Continue fighting your way deeper into Odin's Courtyard until you find the
exit to Grand Hall. Don't go through yet. In the room with the exit is a
statue of Heimdall and a wood pressure plate. Push/pull the statue on to the
pressure plate. If you've already completed the West Wing, the doors to the
central Courtyard open; otherwise, backtrack to Asgard and go through the
left-hand door into the West Wing.

In the first room, read the inscription on the statue. This will give you a
clue as to how to get through this area. After reading the inscription,
defeat the Super Soldiers that storm into the room. The enemies in this area
are much tougher than the ones in the East Wing. When the Super Soldiers are
gone, take the left door to find a weapon cache.

Continue until you get to a long hall that has a T-intersection at one end.
At the end of the hall opposite the T, push/pull the large block down to the
T and then left to a wood pressure plate. A door opposite the plate opens. Go
into the little room and get the Hand of Tyr from the chest.

Continue forward until you reach a room where a huge sword forms a bridge
over molten metal. At the hilt end of the sword, stand on the plate and press
USE to feed the Hand of Tyr to Fenris. Run across the sword bridge to a room
that leads to The Great Forge. Don't go through yet.

In the room is a statue of Tyr. Push/pull the statue to a wood pressure
plate. If you have already finished the East Wing, the doors to the central
Courtyard open; otherwise, go back to Asgard and go through the door to the
East Wing.

Once you get into the central part of Odin's Courtyard, you can pick up some
goodies (Strike upgrade, Focus upgrade and a Black Panther action figure in
the weapon cache); and, you can more easily move between the West Wing and
The Great Forge and the East Wing and Grand Hall. You can free Tyr and
Heimdall in any order.

First up is a mini-boss battle against both Scorpion and Lizard. Nothing you
haven't seen before. Use ranged attacks on Lizard and get up close and
personal with Scorpion. The room in which you fight them features a large pit
of molten metal and Tyr is hanging over it. Behind Tyr is a platform with two
turn wheels and the ubiquitous green X marks. Don't turn those wheels yet.

Instead, go up the stairs to the left of Tyr and through the door. Start
battling your way through the mobs. In the first room, drop down to the lower
level on your left to pick up a Simulator Disc (Invisible Woman). There's
also a weapon cache down there.

Continue around, picking up another weapon cache, until you reach a SAP.
Now's a good time to save. Just past the SAP is a great anvil, a forge and a
table with tools. First go to the table and USE and item. This nets you a
metal ingot. Walk over to the forge and USE it to drop the ingot in the

Now USE the bellows to heat the ingot, go back to the table and pick up the
tongs, return to the forge and get the ingot; and, take the ingot to the
anvil. Return to the table to pick up a hammer, then USE the anvil to forge

Asgard Armor! Sweet.

Pick up your new toy and continue on. In the next hall past the anvil, look
for a Strike and a Body upgrade on the lower levels of the room (one on each
side). Beyond is a large room with another pool of hot metal and a large
cauldron. Kill the trolls; then, USE the rope and play the mini-game to tip
the cauldron of water into the metal and cool it down.

Continue forward, until you reach a room with two of the turn wheels. Place a
hero on one green X and press USE, then switch to another hero and USE the
other wheel. The door opens and you're back in with Tyr. Now USE the two turn
wheels on the platform behind Tyr and he will be freed.

In gratitude, Tyr opens a portal back to Balder; however, if you haven't
freed Heimdall yet, ignore the portal and go back to Odin's Courtyard and
over to Grand Hall. If you have freed Heimdall, use the portal to advance to
your boss battle.

Take either path around to a room with a large force field and two columns
with buttons. The columns are currently blocked. At the top of the stairs in
front of the columns are two side rooms. Enter each and solve the puzzles to
unlock the buttons.

In one side room you have to blast three blocks around the edges of the room.
This frees up smaller blocks that can be pulled out. On top of these smaller
blocks are runes. Match the runes on the blocks to the runs on the wood
pressure plates on the floor and pull the correct block onto each pressure
plate. When correctly positioned, the block will glow purple. You will, of
course, be under constant attack while doing this. Look on top of one of the
large stone blocks for a Focus upgrade.

In the other side room, three trolls will make off with pieces of a rune.
Hunt them down and knock them out; then, stand on the empty rune circle and
press USE to re-form the rune.

Once the buttons have been unlocked, use two heroes to push them and open the
force field to the next room. Here you find Heimdall frozen solid and in the
tender loving care of Rhino and Shocker. You've dealt with these guys before;
so, you shouldn't have much trouble.

As you enter, they are positioned on opposite sides of Heimdall; and, if you
run toward one quickly and press the Call Team button repeatedly, you might
actually get away with only fighting one mini-boss at a time. When they are
defeated, search the room for a sketch book.

On either side of the room are stairs leading to small alcoves. Enter each
alcove and turn the wheel. This frees up four mirrors in the main room. Go to
each mirror in turn as a green arrow highlights it and USE it to focus light
on Heimdall. When all four are shining bright, Heimdall breaks the ice.

He now asks you to retrieve his horn. To do so, run back toward the Grand
Hall entrance and a new door opens. Step through, open the door beyond and
step through onto a bridge. Pick up Deadpool's Simulator Disc; then, fly or
teleport across to the horn. Pick it up and return to Heimdall.

Heimdall opens a portal back to Asgard; but, only use it if you've already
freed Tyr. If you haven't taken care of Tyr yet, go back to Odin's Courtyard
and head over to The Great Forge. Otherwise, enter the portal and prepare for

In order to free Balder, you first have to defeat Enchantress and
Executioner. Enchantress can heal Executioner, so don't waste time on the big
lug. Concentrate on Enchantress and try to keep your distance so she can't
charm you. If you can avoid Executioner's big axe swings and get rid of
Enchantress, you shouldn't have much trouble with meathead.

When both Masters of Evil are down, Balder is free and takes off. Use the big
doors right behind him to return to the Courtyard of the Gods. Make for
Warriors Hall and find Weasel. You should get an automatic cutscene that
wraps up the Black Widow is a traitor subplot. If you don't get the automatic
scene, wander around until it starts.

Alright! That's it. Now on to Niffleheim and a date with some Frost Giants.

Won't that be fun?


* Shore of Corpses (S)
* Battleground
* Ymir's Domain
* Spire's Ascent (S)
* Raven's Spire
* Warriors Hall

* The Demise of Odin?
Search Niffleheim and discover what's happened to Odin.

* Raven's Spire
Open portal created by Loki.

* The Spear of Heaven
Guess which spear is Gungnir and use it to open the portal to Raven's

* Battling the God of Lies
Beat Loki in combat to free Odin.

Optional Objectives
* A Favor for the Prophetess
Locate Volla's Ring.

* Treasure of the Ancients
Use the Key to open the Chest.

[] Strike point: Shore of Corpses
[] Sketch book: Shore of Corpses
[] Focus point: Shore of Corpses
[] Shocker's Simulator Disc: Shore of Corpses
[] Daredevil action figure: Shore of Corpses
[] Body point: Battleground
[] Body point: Battleground
[] Sketch book: Ymir's Domain
[] Sketch book: Ymir's Domain
[] Spider-Woman's Simulator Disc: Spire's Ascent
[] Strike point: Spire's Ascent
[] Focus point: Spire's Ascent

The well leading to Niffleheim is now marked on your map of the Courtyard of
the Gods. As soon as you arrive on the snowy Shore of Corpses (lovely spot
for a vacation, what?), you'll have a chat with Volla, who wants you to find
her ring. From your opening position, if you go forward and then make a 180
turn to the left, you'll find a Strike upgrade.

After crossing over the little frozen stream next to the Strike upgrade, go
all the way left to find a sketch book. Keep going, making sure to explore
the area thoroughly. There's a Focus upgrade on a little "island" out on the
corner of one area. Finally, you reach a little cutscene where Ulik and Kurse
are gloating over stealing Volla's ring; unfortunately, then can't get to it
because they locked it in a chest and threw away the key.

Oh yeah. Smart ones, these guys.

Take out Kursk first, he's the easiest. Ulik is much tougher. Essentially,
he's only going to go down to elemental (ice, fire, lightning) damage. He's
highly resistant to physical and energy attacks. So, hopefully, you've got
someone like Thor or Storm or Human Torch or Iceman...Well, you get the idea.
If you lack one of these elemental-damage heroes, you're in for a long, long

When you've finally defeated both goons, continue on until you reach a cabin
with a fire out front. Step near the fire and press USE to search the pit and
find the key. Run back to the chest and open it to get Volla's ring. She
appears and tells you to keep the ring and, oh yeah, you're going to die


Return to the cabin and go up the little slope beside it. Look to your right
to pick up a Simulator Disc (Shocker), then to your left to find a SAP. Look
up on top of the cabin for a Daredevil action figure. Just beyond the SAP is
the entrance to Battleground.

As you enter Battleground, you'll come under fire from a catapult. Avoid the
red circles that appear on the ground, and you'll be fine. Along the way, you
can light some Watch Fire's (just stand next to the column and press USE).
These will help direct catapult fire away from you (unless you continue
standing next to the Watch Fire). A short distance ahead, the path forks. The
shortest route is to the right. Have a Mighty character push the boulder out
of the way.

Oh no! What's that! You just covered up a Body upgrade. Never fear, true
believer; destroy the small rocks against which the boulder is resting. Step
in behind the boulder and, even though you can't see the icon, the game will
let you pick up the Body upgrade. All's well.

Pretty soon, the path will fork again. This time the shortest route is to the
left; however, you first have to kill the catapult crew and then use the
catapult to destroy the boulders that are in your way. As you pass by the
broken boulders, pick up a Body upgrade from the path. (If you went the long
way around, you can circle back and get the Body upgrade without going
through the boulders.)

Finally, you have reached the entrance to Ymir's Domain. Turn around
immediately and pick up a sketch book. Advance down the path until you are
interrupted by Ymir. This fight plays out very simply, though you may have
trouble actually performing all the steps.

Wait for a Frost Giant to pop up out of the ice and destroy it as quickly as
possible. Grab the spear is drops (stand near and press USE) and then wait
for Ymir to slam his club to the ground. Jump out of the way as the club
comes down, then jump toward it. You'll land on top of it and the scene will

Play the mini-game by pressing each key as it is shown on screen--you have
approximately two seconds to press each key, or you fail the minigame. After
four keystrokes, you'll be on the back of Ymir's neck; rapidly tap the key
shown on screen (most likely it will be SMASH) and your character will drive
the spear into Ymir's neck; and, then be thrown to the ground.

Repeat this three times (four total mini-games) and Ymir is down. All the
while, you'll need to avoid Ymir's club strikes; hopefully, you'll have some
healing power on your team as health orbs are few and far between.

And, after all that, Ymir isn't even the big boss battle for this Act! Go on
pass, Ymir, picking up a sketch book as you go. Enter Spire's Ascent. Fight
your way up the slope, dealing with a mix of Dark Elves and Frost Giants. At
the end of the first bridge, look down and to your left to see a Simulator
Disc (Spider-Woman). You have to use a flyer to get down there. (A non-flyer
can jump down; but, can't jump back up.)

When you reach the third bridge, look to your right to see a Strike upgrade.
Just past the third bridge, keep an eye out to your left for a Focus upgrade.
Next up is a SAP; trust me, save your game. Just beyond is a fight with Baron
Mordo and Ultron. This is, really, not that difficult. Neither is resistant
to anything, and should go down easily enough to the combined powers of your

After, pick the Fourth Spear (if you retrieved Volla's ring in the first
area, it will be glowing) and dispel Loki's shield. Enter Raven's Spire and a
fight with Loki.

This fight is mostly one of patience and endurance. Loki will summon
creatures (Frost Giants and wolves) and he's got a few tricks of his own;
but, he's not resistant to your powers, so use them liberally. Just keep at
him, take out his minions as necessary, and you'll beat him readily enough.
You can then use the portal to return to Warriors Hall.

In Warriors Hall, go through each of the four portals along the side of the
room. In each one is a simple puzzle that needs to be solved (no enemies) to
pick up a sword. The puzzles are (in no particular order):

* Open three doors using pressure plates. Stand your hero on a pressure
plate, switch to another hero, stand that hero on a plate, switch to a third
hero and stand that hero on a plate; then, switch to your fourth hero and go
get the sword.

* A "maze" of floor tiles. Some tiles have a runic picture of Odin on them,
the others have a complicated floral rune. Walk on the Odin picture tiles to
safely get the sword.

* A dancing sword. Go through any of the other portals in the room to force
the sword to stay still so you can pick it up.

* A snowy climb up some cliffs. You can't fly or double jump. Go to your
right, climb up to the first level and dodge the blasts coming from the cliff
face. The blasts won't hurt you; but, they will knock you off and you have to
start again. The sword is at the end of the third level.

Once all four swords are around the Destroyer Armor, USE any sword to unlock
the armor and start the (predictable) fight against Loki, again. Don't try to
attack the Destroyer Armor or the trolls; run for the nearest side portal and
go through it. Inside, kill the trolls and another portal opens. Jump through
and you're back in Warriors Hall.

Go through the next side portal and the next, repeating the pattern. When you
jump through the fourth side portal, you find Loki's frozen form. It's not
touchable; however, you can "damage" the Destroyer Armor. Get rid of the
trolls and attack the Armor. It's health meter won't decrease, but you'll see
a damage meter at the bottom of the screen. When that gets full, the Armor
lets loose with an energy burst. If you're in the room with Loki's body, the
burst destroys his shell and knocks him out. Mission complete. Step through
the portal...

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ACT IV ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


* Royal Library (S)
* Royal Court
* Fighter Bay (S)
* Shi'ar Power Core (S)
* Outer Hull
* Observation Deck (S)
* Science Section

* Full Stop
Destroy the hyperdrive matrix in engineering.

* The Mad Queen
Find Deathbird to get location of Princess Lilandra.

* Self Destruct
Stop Deathbird before she can destroy the Shi'ar starship.

* Weapon of the Gods Pt. 1
Talk to Lilandra to get a shard of the M'Kraan Crystal

Optional Objectives
* Miscommunication
Send a message using the antenna of the Shi'ar starship.

* Weapons of War
Disable the main guns of the Shi'ar starship.

* The Pawns and the Princess
Save Princess Lilandra from her evil sister Deathbird.

[] Strike point: Royal Library
[] Focus point: Royal Library
[] Body point: Royal Library
[] Sketch book: Royal Court
[] Sketch book: Fighter Bay
[] Strike point: Fighter Bay (Starboard Crew Quarters)
[] Focus point: Shi'ar Power Core
[] Ultron's Simulator Disc: Shi'ar Power Core
[] Strike point: Outer Hull
[] Ulik's Simulator Disc: Outer Hull
[] Daredevil action figure: Outer Hull
[] Body point: Observation Deck
[] Skill point: Science Section
[] Black Panther action figure: Science Section
[] Focus point: Science Section

After all the cutscenes, you find yourself in the Royal Library of Attilan,
home of the Inhumans. This is your base for Act IV. You'll find the normal
computers; as well as Strike, Body and Focus upgrades around the outer rim of
the room. Next to the SAP is a door to the Royal Court. Chat with the people
you find here. To the right of the entrance, near the outer wall, is a sketch

If you like, return to the Library and talk to Hank Pym, Nick Fury and Black
Widow (in that order) and then return to Crystal with news that Medusa is at
Muir Island. You get exactly zilch and it's not even an official objective.
But, there you go...

When you're ready to take on the Shi'ar, talk to the big dog. He teleports
you to the Fighter Bay of a Shi'ar warship; and, of course, you knew it
wasn't going to be simple. Lilandra has been deposed by her sister,
Deathbird, and all the Shi'ar are going to be hostile.


During your fight in the Fighter Bay, Corsair (Cyclops' father) joins you.
There's a SAP right next to your starting point; which, all things
considered, is kind of useless since you just left home base. Anyway...

Fight your way through the Bay. You'll reach some crates that have to be
pulled out of the way. The only one you have to move is the center crate.
Once you go through the crates, turn and look to your left and pick up a
sketch book. At the top of the stairs, go right--the left path will be
blocked. At the top of the stairs, go through the room; then, down two
flights of stairs to the bottom of the Bay. Run straight across the Bay and
up two more flights of stairs and into another room. There's a Simulator Disc
(Iceman) here.

Back into the Bay, continue fighting your way to the end. As you near the
exit, a Shi'ar warrior engages two force fields across your path and opens up
two force fields that lead into space. You'll have to fight the sucking power
of the open bays and make it to the console the warrior used. As you near it,
you'll automatically get a cutscene that shows your hero closing the open

The force fields across the exit remain in place. To either side of the exit
are small doors, one leading to the Port Crew Quarters and one leading to the
Starboard Crew Quarters. Enter each one, in turn (either one first), kill the
soldiers and USE the Fighter Pit Controls to lower the force fields across
the exit. In the Starboard Quarters is a Strike upgrade.

Enter the Shi'ar Power Core (Corsair forsakes you at this point) and you'll
quickly come upon a door that's just been sealed. The key cards you need to
open the door are taken by two guards who run in opposite directions. Take
off after them. When you knock them out, you'll automatically get a key card.
When you go after the guard to the left, look for a Focus upgrade behind a
glass panel in the room right before the guard. When following the guard that
goes right, look for a Simulator Disc (Ultron).

Once you have both key cards, stand one hero in front of one console and
switch to another hero and USE both consoles at the same time. Head through
the door, save at the SAP, go across the catwalk and USE the elevator to drop
down to the main hyperdrive.

You now get to fight Gladiator. When the fight starts, ignore Gladiator and
run to the four corners of the platform and USE the Energy Transfer Consoles.
Using a flyer to quickly go from console to console works better than a
ground-based hero. When all four consoles are active, Gladiator becomes
vulnerable and you can beat on him a little. Eventually, he'll the transfers
will turn off and Gladiator will be invincible again.

Repeat the previous pattern. It takes at least two, and possible three, trips
around the circuit before Gladiator is knocked out and the hyperdrive core is
destroyed. Go over the bridge opposite where you came in. At the end of the
bridge, look left and pick up a Focus upgrade. Go through a short hall and
into a small room. Defeat the enemies; then, look for a sketch book on the
left wall. Continue on to the Outer Hull.

The camera now becomes fixed in an overhead position and cannot be rotated
(though you can zoom a little bit), which makes some of this level a bit
tricky. Your first task is to defeat Starbolt and Warstar. Just beyond them,
walk down into a recessed area and destroy the marked console. Send a flyer
up and to the left to get a Strike upgrade.

Continue, going up the ramps to find three of the guns. Destroy them, then
backtrack a little and find the ramps that lead to the area above the guns.
(Or just send a flyer straight up.) Look down through the glass floor and
you'll see a Simulator Disc (Ulik). Break the glass (jump + SMASH) and go
down to get it.

Just past the first set of guns is the satellite communications array. Stand
next to it and play the little mini-game to manually align the dish. Up next
are three more guns. Take them out, then follow the path. You'll go down,
then right, then up. Look for a little ledge with a Shi'ar Tracker along the
"top" wall. Jump up to it and continue inside to the second "room" and you'll
find a Daredevil action figure in the top left corner.

Back on the main path, you'll soon come to the last gun turret. Take it out;
then, find the hatch to the Observation Deck. There's a SAP just inside the
door, and, just beyond, a fight against Hussar and Neutron, members of the
Shi'ar Imperial Guard. These dual-mini-boss fights should be old hat by now;
and, you should have plenty of momentum so you can lead with extreme attacks.

And, just past the two lackeys is Miss High-and-Mighty herself, Deathbird. In
one sense, this is a standard beat-em-up fight. However, there are a few
wrinkles. The first thing you'll notice is Deathbird likes to fly, which
means you're going to have to rely almost exclusively on ranged attacks. You
may occasionally catch her on the ground, but you won't be able to get many
hits in before she takes off again.

Second, Deathbird will sometimes grab your hero and fly up in the air. At
this point you have to play a little mini-game, pressing keys as they show on
screen, in order to fight out of her grip. Fail the mini-game and you get
smashed on the ground. That's gotta hurt.

Third, when Deathbird reaches 50% health, she brings in a crystal that makes
her invulnerable. When this happens, run over and hit the crystal (you don't
have to use a power or a SMASH attack, just a normal hit will do). This makes
Deathbird temporarily vulnerable again and you can go about your business of
hitting her with everything you've got.

After the fight, search the room for a Body upgrade, then follow Deathbird
through the portal she opened in the center of the room. You're now in the
Science Section; and, walking forward a bit triggers a cutscene where you see
Deathbird set off a self-destruct sequence. You now have one minute to de-
activate the sequence or you are all going to be reduced to your component

Yeah. One minute. 1:00. 60 seconds.

Follow your map. You'll see a bunch of red X marks on your map. Some of these
mark power nodes. Destroying a power node adds 30 seconds to your timer and
there are four nodes. Ignore the soldiers and anything else and just go get
the power nodes. Run left to get to the first node. Destroy it, then follow
the path around (there's only ever one way you can go) destroying each node
you find.

When you reach the third node, you'll also find Lilandra in a torture
chamber. You have a choice to make. If you want to save Lilandra, you have to
do it now. If you've been moving quickly enough, you have enough time.
Destroy the node in this room; then, destroy the console next to Lilandra
(it's got a *lot* of hit points, so use massive damage powers). If you have
at least 30 seconds left, you have enough time. Run to the next room and
destroy the fourth node.

You then enter the main reactor room and you have to destroy the four laser
emitters. These go down pretty quickly, so there won't be a problem unless
you arrive here with only, like, 20 seconds remaining.

Now, go back and clean up. Return the way you came to the starting point.
From that entrance from the Observation Deck, look to your right to pick up a
skill point. Now go back left, the way you went when you were playing beat-
the-clock. When you reach the room with the mesh bridges, you'll notice
there's a shortcut back to the torture chamber. Don't go that way.

Continue just as you did the first time. In the room with the second power
node, fly up to the platform in the far corner and you'll earn a Black
Panther action figure. Now go on past the reactor room, to the room with the
M'Kraan Crystal. USE the console to take down the force field, then go down
into the room and find the Focus upgrade on the far side. Then, hit the
crystal to get a shard of it and open the portal back to the Royal Library of


* Royal Library (S)
* Sky Towers
* Aeronautics (S)
* Cityscape
* Heights of Progress (S)
* World Devourer

* Weapon of the Gods Pt. 2
Steal the Muonic Inducer from Galactus.

* To Weaken a Giant
Destroy the magnetic shield generators that protect Galactus.

Optional Objectives
* Core Meltdown
Destroy the core drills of Galactus and save the Skrull planet.

[] Piledriver's Simulator Disc: Sky Towers
[] Black Panther action figure: Sky Towers
[] Focus point: Sky Towers
[] Body point: Sky Towers
[] Focus point: Aeronautics
[] Sketch book: Aeronautics
[] Strike point: Aeronautics
[] Ms. Marvel's Simulator Disc: Cityscape
[] Sketch book: Cityscape
[] Body point: Cityscape
[] Strike point: Cityscape
[] Human Torch's Simulator Disc: Cityscape
[] Dragonman's Simulator Disc: Heights of Progress
[] Skill point: Heights of Progress
[] Daredevil action figure: Heights of Progress

There's not much to do in Attilan except save your game and make sure your
team is up-to-date in skills and team skills. When you're ready to face
Galactus, talk to the pooch (Lockjaw) and take off. Advance across the first
bridge, where you'll be introduced to the Magnetic Shield Generators used by
Galactus to protect himself.

Destroy this one, and any others you come across (well, there's actually only
one other). Straight ahead from this first Generator, you'll see a Simulator
Disc (Piledriver). In the next room, turn left and you'll see a Black Panther
action figure. Continue up some stairs, through a room and then down into a
large area where there's another Magnetic Shield Generator.

As you come down the stairs, go right and around the corner to pick up a
Focus upgrade. Go back the other way and around the corner to get a Body
upgrade. Continue across the large platform and enter Aeronautics.

You'll meet Super Skrull, Paibok and the Skrull Empress. The Empress offers
you a deal: open the hangar doors so she can escape and she'll give you the
key to defeat Galactus. Seems like a bargain, especially since she offers you
the services of either Paibok or Super Skrull. (Pick either one, it doesn't
matter which.)

Go up the only accessible stairs in the hangar and begin fighting your way
through a horde of Galactus Punishers and Ultron Warriors. The path is
winding, but there's only ever one way to go, so you shouldn't get lost. Make
sure you blow up the walls along the way, at one point, shortly before reach
the SAP, you'll find a Focus upgrade.

Continue until you reach the hangar control room and USE the console to open
the hangar doors. Go out the door on your right and pick up a sketch book,
then the door on the left and get a Strike upgrade. Now go down into the
hangar and talk to the Empress.

You know what they say...If it's too good to be true...

Now you've got to fight Paibok and Super Skrull, which is just like every
other mini-boss fight you've been through to this point. When they are down,
exit by way of the hangar doors to reach Cityscape.

This is another side-scrolling level, though moving from right to left
instead of left to right. You'll be keeping pace with Galactus his own bad
self; and, occasionally have to dodge bombs from Skrull pilots with bad aim
(avoid the red circles).

After the first left turn, go all the way to the edge of the walkway to pick
up a Simulator Disc (Ms. Marvel). Continue on until you see a drill used by
Galactus to suck the life out of the planet. You can (and it's optional)
destroy the drill (and one other) as part of a side quest. Go ahead and use a
power on the part of the drill marked with a blue X. Just past the drill is a
sketch book to your heros' right (away from the screen) in a little side

When you get down to a T-intersection, move toward the camera and pick up a
Body upgrade. Then continue away from the screen and then left. Keep going
left until you reach a large fire at broken portion of the walkway. There's a
Strike upgrade partially hidden behind the fire. Now you can backtrack a
little and move "down" (toward the screen).

Keep going until you have your first conversation with Galactus. He'll
unleash a horde of Punishers on you. Take care of them, then look for a
Simulator Disc (Human Torch). If you go to the T-intersection just past the
talk with Galactus, it is to your heros' left (down or toward the screen).
Just past this point is the entrance to the Heights of Progress.

First up you have to get up on a ledge where you'll find a Simulator Disc
(Dragonman) and a SAP. If you want to do it the "right" way, there's a block
nearby you can push/pull into position so you can jump up to the ledge. Or,
just have a flyer go up and the rest of the team will automagically appear.
Save your game and continue.

Past the SAP, you'll turn right and then left. Right after the left turn,
there are little rooms off to each side. The left-hand room has a skill
point. Straight ahead lies a fight against Titannus.

Titannus is tough. The only thing in your favor is he frequently ignores you
as he is intent on busting up the lab where you're fighting. Like most
monsters, Titannus mostly uses devastating, short-range powers. If you stay
back and pepper him from range, you should do OK. Beware of the science
experiments that jump out at you. If one gets on your back, rapidly tap USE
to get it off.

When Titannus is finished, move into the next room, where you'll find two
control panels with the green X marks in front of them. Move one hero on a
green X and move another hero on the other green X and press USE. The two
cells in front of you will open. In the right-hand cell is a Daredevil action
figure. In the left-hand cell is a scientist who will give your player-
controlled hero a free level-up.

Sweet! Go past the cells and through the door...

"Hello. My name is Galactus and I eat planets."

"Hi, Galactus!"

First up: run away! Yes, that's right, flee Galactus along a walkway in a
side-scrolling level. Ignore the beasties that bump in the night around you
and just keep moving. At one point, Galactus knocks a tower down in front of
you. Look immediately to your heros' left (away from the screen) for another
tower that forms a ramp to an upper walkway. Use that to keep moving.

Once you've successfully executed your tactical re-alignment, you'll meet
Silver Surfer and he'll offer you a way of getting rid of Galactus. Or, at
least, knocking him unconscious. He also revives any of your team that has
fallen, so if you reach this spot with only one hero, you're still
green...super green, even.

When the fight starts, run left and USE the polarity control, then move to
the center of the area and USE another polarity control and then go right and
USE a third polarity control. You have to do this while dodging Punishers and
avoiding Galactus himself, who occasionally likes to pick you up and squeeze
you--if that happens, rapidly tap the key shown on the screen to break free.

Once all three polarity controls have been activated, Galactus releases a
large energy burst. Before that happens, Silver Surfer tells you his is going
to distract Galactus. Now you get to play the mini-game. As Silver Surfer
flies around Galactus, press the keys shown on the screen. Do this
successfully and Galactus will hit himself with his energy burst and knock
off one-third of his health.

Then, you get to do the whole thing all over again (twice more, in fact!) USE
the three polarity controls, play the mini-game with Silver Surfer. Etc.
After the third successful mini-game, Galactus blows himself up. Hooray for
you! Take the portal back to Attilan. Save your game, then talk to Lockjaw
and ask to be sent back to Earth.

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ACT V ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~


* Stark Tower (S)
* Castle Doom (S)
* Doom's Lair (S)
* Doom's Dimension (S)
* Doom's Lab (S)
* Doom's Throne (S)

* Iron Marathon
Survive the onslaught of Doom's Iron men.

* To Curse the Darkness
Reactive[sic] the power for Stark Tower.

* Follow the Leader
Save Nick Fury from Doom's version of Iron Man.

* To Battle a God
Defeat Dr. Doom using the Muonic Inducer and the M'Kraan Crystal.

* The Hand of Doom
Find Doom's gauntlets.

* The Armor of Doom
Find Doom's armor.

* The Face of Doom
Find Doom's mask.

Optional Objectives
* The Rescue of Odin
Save Odin from Dr. Doom's infernal contraption.

* Device of the Ancients
Locate the Ultimate Nullifier.

[] Sketch Book: Stark Tower
[] Strike point: Stark Tower
[] Focus point: Stark Tower
[] Body point: Stark Tower
[] Daredevil action figure: Castle Doom
[] Skill point: Castle Doom
[] Sketch book: Castle Doom
[] Body point (x4): Castle Doom
[] Focus point (x4): Castle Doom
[] Strike point {x4}: Castle Doom
[] Black Panther action figure: Doom's Lair
[] Skill point: Doom's Lair
[] Sketch book: Doom's Lair
[] Sketch book: Doom's Dimension

All is not well on Earth. First, go around to the marked spots on your map
and activate the power consoles. Then, a bunch of Doom-created Iron Men swoop
into Stark Tower and kidnap Nick Fury. Go into Iron Man Lab and join Fury in
an old-fashioned beat down of about a hundred Iron Men. (They're pushovers.
Really.) After you've disposed of a bunch of them, Hank Pym finally gets his
EMP generator working and makes Stark Tower save again.

Return to Stark's office and explore a bit. There are upgrades for each of
your stats (Body, Strike and Focus) and a sketch book on the table next to
Black Widow. You can also play the trivia game, review your game stats and
run simulator missions.

When you're ready for the final mission, talk to Nick Fury. He'll fly you to
Castle Doom. The first area has no enemies, so relax a little and enjoy the
view. As you advance through the main room, a stone staircase will appear
before you. Go ahead and climb the stairs, there's nothing to collect in this

Go right along the balcony until a stone bridge appears over to the other
side. Cross over and go through the next room. In the room beyond, a Y-shaped
stone walkway rises out of the floor. Look to the right and left and you'll
see statues of knights. Destroy the statues with a ranged attack and treasure
chests appear on the floor. Go down and open the chests and you'll get a
Daredevil action figure and a skill point.

Continue until you enter the Hall of Many Doors. Ignore the doors on the
north and south sides of the room (the camera is stuck in an overhead
perspective). Find the spot on the left side of the room where you get the
prompt to Enter Door. Press USE to get to the far side of the Hall.

Go down the stairs in the next room and jump into the pit. You'll find
yourself in a large room with doors to either side and a statue of doom ahead
of you. Directly to your left is a sketch book. You might notice on your map
a SAP icon; however, you can't access this point yet. Around the statue of
Doom are four upgrades each for Body, Strike and Focus. Those, too, are

Stand near the base of the Doom statue and press USE to examine it and update
your objectives. Now go through the door along the right side of the room and
enter Doom's Lair. Rest time is over; you'll be facing a lot of enemies from
now on. The first room is a two-level library. If you jump down into the
center, there are Energy and Health Stations; however, you'll need a flyer to
get back up (the rest of the team with auto-magically follow).

Go past the library and down the hall to a second library. At the second door
on the left, go into the side room and USE the big bookcase over in the
corner. This will open a passage to a secret room containing a weapon cache.
Open the cache to gain a Black Panther action figure. Go back into the
library and go over to the first door on the right. Inside this room is a
skill point.

In the far corner of the library is another large bookcase. USE it to open a
secret passage. Work your way through a couple of rooms, making sure you pick
up the sketch book that's in the second room. You'll also pass a SAP as you
go. You may notice that you can't Extract from these access points. You're
stuck in this mission until you complete it (you can Change and Revive Team
if you need to do so; and, of course, you can save your game).

Finally, you'll reach a large room and have your first encounter with Dark
versions of Marvel Super Heroes. In this case, it's Captain America and
Colossus. These two are as tough as you would expect them to be. Ranged
energy attacks work pretty well on Cap, while Colossus takes a little more
damage from elemental attacks. If you have enough momentum built up, now
would be a good time to use extreme powers.

Once both dark heroes are out, head up the stairs and pick up Doom's
gauntlets. When you do, the floor falls from beneath your feet and you find
yourself in Doom's Dimension. Go up the stairs and enter the Stairwell. This
is a short, side-scrolling area that requires you to fight your way up some
stairs. When you reach the top, pass by the door leading to the Dimensional
Cavern and use the SAP to save your game.

Enter the Cavern and have a talk with Dark Cyclops and Dark Psylocke.
Fortunately, you do not have to face these two together. Cyclops takes off
and you can work on Psylocke. If at any point you fall off the edge of the
platforms, you find out just where Cyclops went. He's on the *bottom* of the
platform and you can fight him down here (upside down, of course--have fun
with that...)

You can work over Psylocke and Cyclops in any way you want. Switch back-and-
forth, take one out then the other, whatever. Cyclops is the more dangerous
as his optic beam has a stunning effect that is rather nasty. Only when both
dark heroes are defeated will the way to advance be open. This takes you to
the Hall of Arms, which is a small area that basically contains Doom's armor.
Look to your left as you enter and pick up the sketch book.

Pick up Doom's armor and go through the door behind it. This leads to Doom's
Lab. Fight your way across the large room and up the center stairs on the far
side. You'll take a left out of this room; go straight across the hall and
pick up the last sketch book in the game from the side room. Now, follow the
hall all the way around to another side room and pick up the Ultimate
Nullifier. It's broken, but it makes a difference in your end game.

Go back along the hall to the center door and along the hall. This hall has
three fluctuating beam barriers similar to the chompers you experienced in
the fake Castle Doom in Arcade's level. As before, it helps to have a party-
wide regeneration power here (such as the Spider-Woman's). Dodge the beams
and open the door at the far end of the hall.

There's a SAP right here to save your progress. Beyond is a tricky walk
across a rolling path. You *cannot* just fly across and hope your non-flying
teammates will auto-magically follow you. If you only have one non-flying
hero, take him or her across yourself and the flyers will follow on their
own. If you have more than one non-flying hero, you will have to experiment
with ways to get them across (or get a friend or sibling to help you out).
(Note that Spider-Man counts as a flyer for these purposes, since he can web-
swing across.)

Beyond the rollers is another hall with the fluctuating beams. When you reach
the end of that, you'll be in a large room with Odin trapped in a machine.
Try to break the machine and you'll get a message that you need a Doom-
created weapon to break it. Walk around the machine and you'll meet Dark Thor
and Dark Spider-Man.

These two will be tough, not only because they're dangerous on their own;
but, they will be helped by Doombots. Try to avoid using your extreme powers
(for reasons soon to be apparent). Take out Spider-Man first, if you can, his
web trap is actually worse than Thor's ability to stun. As soon as the two
dark heroes are defeated, an army of Doombots runs into the room.

*Now* is the time to use your extreme powers. Let 'em have it. Then, find the
Dark Thor's hammer on the ground and pick it up (USE it) and attack the
machine holding Odin. This frees him and gives you a better ending for the
game. Now, pick up Doom's mask from the pedestal behind where Dark Thor and
Spider-Man appeared. Go up the stairs and return to Castle Doom.

You're back in the room where you started. The glass cases protecting the
Body, Focus and Strike upgrades break, so boost all your heroes. The SAP is
uncovered and, hey!, you can Extract from this one. Finally, a staircase
rises around the statue of Doom and a portal to the throne room appears. Step
through and prepare for the final battle.

First up, you get to fight the Dark versions of the Fantastic Four. This
won't be an easy fight. Try to separate them. One tactic is to get up on one
of the small balconies around the corners of the room. The FF will get
tangled up trying to come up the stairs and you can more easily pick them

When the Dark FF are defeated, Doom rises up and four green energy beams
shoot out from him. Find the points where those beams are connecting to
machines (they're marked on your map with a red X) and attack the machines.
As you do so, a dark FF hero comes out. Try to only do one machine at a time.
(Bouncing powers like Iron Man's Unibeam or Cap's Thrown Shield can get you
in trouble.)

After all four machines have been destroyed and all the dark FF heroes have
been defeated (again), walk under where Doom is floating in the air. Play the
little mini-game (rapidly tap the key shown on screen) and you'll touch Doom
and steal some of his power.

Now, the real fight begins. Doom is vulnerable, but not easy. In addition,
the Dark FF heroes will keep respawning. Fortunately, this time the FF are
pushovers and you can beat them easily to collect health and energy orbs.
Doom's main defense is he keeps knocking you away. It will be very, very
difficult to get close enough to use any melee attacks or powers. You'll have
to rely almost exclusively on ranged attacks and Doom dodges these very well.

The fight is mainly one of endurance and patience. There's no trick to it;
just keep plugging away. Remember to turn and attack the dark FF heroes to
keep your energy and health up and to build momentum so you can use extreme
powers. The fight will take a while, and you may lose a hero (or two or
three); but, keep at it. When you finally defeat Doom...

Well, that's it! You've won the game. You'll get a nice, FMV ending sequence;
and, then, the game will go through and show you the results of the actions
you took (or didn't take) during the game. All those optional objectives you
fulfilled have consequences. Enjoy the ending sequence, then, play the game
again on hard mode! Or use a different team. (Nick Fury is now available as a
playable character.)




Act I questions are worth 50 experience points for each correct answer.

* The Fantastic Four have the headquarters in what building?
Baxter Building

* Peter Parker works as a photographer for:
The Daily Bugle

* Thor has two war goats to pull his chariot. They are named:
Toothgrinder and Toothgnasher

* Before becoming Radioactive Man, Chen Lu was:
A nuclear physicist

* S.H.I.E.L.D.'s highest ranking agent is:
Nick Fury

* Captain America was frozen in which war?
World War II

* The vampire hunter Blade is:
Half vampire

* Before turning to a life of crime, Mysterio was:
A special effects artist

* Dr. Doom went to the same college as:
Reed Richards

* What is commonly believe to be The Black Widow's previous occupation before
becoming a Russian spy?
A ballerina

* Ghost Rider is known as:
The Spirit of Vengeance

* Deadpool joined the Weapon X program because:
He had incurable cancer

* Who paid Mac Gargan to become the Scorpion?
J. Jonah Jameson

* What did Dr. Pym discover that allowed him to change size?
Pym Particles

* Who here was not a member of the Howling Commandos?
Jasper Sitwell

* What vehicle is the Avengers primary mode of transport?
The Quinjet

* Which inhuman did Johnny Storm date?

* Iceman is a member of which team?
The X-Men

* Which Super Hero is romantically interested in Sue Storm?

* What was Dum Dum Dugan before he joined the military?
A circus strongman

* What is the name of Tony Stark's building that the team uses as head-
quarters in Marvel: Ultimate Alliance?
Stark Tower

* Wyatt Wingfoot is a member of what tribe of Native Americans?

* What was Wolverine's name when he was a Horseman of Apocalypse?

* Daredevil and Elektra first met at which school?
Columbia University

* Weasel's real name is:
Jack Hammer

* Edwin Jarvis is the butler to:
Tony Stark

* Captain Leonard McKenzie was the father of:

* The Vision is an android created by:

* Fin Fang Foom is an alien from:
Maklu IV

* How many rings of power does Mandarin possess?

* Spider-Man was talked into creating the Spider-Mobile by the advertising
firm of:
Carter Lombardo

* When just a child living on the street, Storm attempted to:
Pick the pocket of Professor Xavier

* The Thing has how many fingers on both hands, including his thumbs?

* Silver Surfer's "surfboard" is composed of:
the same material as his body

* Nick Fury has a brother who became the villain:

* Ms. Marvel has never been known as:

* In college, Mr. Fantastic roomed with:
Ben Grimm

* Bullseye killed Elektra with:
her own sai

* Bucky was:
Captain America's sidekick

* What does the K in MODOK stand for?

* Jarvis was at one time a member of:
The Royal Air Force

* When she worked for Hydra, Spider-Woman's first mission was to:
Kill Nick Fury

* Wyatt Wingfoot was a college roommate of:
Johnny Storm

* Weasel has worked closely with:

* Namor's cousin Namorita is:
A clone

* Namor is half Atlantean and half:

* Dr. Doom was expelled from college because:
He caused an explosion with an experiment

* The Grey Gargoyle is able to:
turn his victims to stone with a touch

* Attuma believes he is destined to rule Atlantis because:
it was written in the Atlantean Chronicles

* Mandarin lives in:
The Valley of Spirits


Act II questions are worth 200 experience points for each correct answer.

* Who is not a member of the Vishanti?

* The Vision is programmed based on the brain patterns of:
Wonder Man

* The other Black Widow is also known as:
Yelena Belova

* The Sanctum Sanctorum is the home of:
Dr. Strange

* Professor Charles Xavier is the founder of:
The X-Men

* Who was Luke Cage's partner in Heroes for Hire, Inc.?
Iron Fist

* Reed Richards tried many times but failed to:
Revert Ben Grimm back to his human form

* Tony Stark created his very first armor:
with a pacemaker to keep his heart beating

* Invisible Woman's mother:
Died in a car accident

* Who saved Ghost Rider from his deal with Mephisto?
Roxanne Simpson

* Elektra's father was a:

* Daredevil's father was killed because:
He wouldn't throw a boxing match

* What villain was resurrected by using a cloned body of Captain America?
The Red Skull

* What is woven into Black Panther's suit to absorb attacks?

* Dr. Doom's full name is:
Victor von Doom

* S.H.I.E.L.D. uses a piece of equipment known as an LMD, which stands for:
Life Model Decoy

* Wong is Dr. Strange's:

* Nightcrawler's real name is:
Kurt Wagner

* Ms. Marvel became the Super Hero Binary after:
Being experimented on by the Brood

* Nick Fury's middle name is:

* How did Rhino get the super-strong suit he wears?
He was part of an Eastern Bloc experiment

* Where does Arcade trap his victims?

* The Sanctum Sanctorum is located at:
177a Bleecker Street

* The Ancient One is the teacher of:
Doctor Strange

* Who is Nightcrawler's mother?

* Where is Clea from?
The Dark Dimension

* Spider-Man's real name is:
Peter Parker

* Storm has a deep fear of:
Enclosed spaces

* Before he became the Thing, Ben Grimm was:
Leader of the Yancy Street Gang

* Hank Pym has not worked under which name?
Big Man

* Professor Xavier was unable to walk after suffering a spine injury during a
battle with:
An alien named Lucifer

* Wong's father was named:

* Mephisto considers Blackheart to be:
His son

* Arcade's two assistants are named:
Miss Locke and Mr. Chambers

* When she uses too much power Jean Grey can potentially become:
The Phoenix

* Clea is a close friend of:
Dr. Strange

* Daredevil first wore a mask when:
He attempted to save Elektra and her father

* The Human Torch's uniform is never damaged by flame because it's made of:
Unstable molecules

* Dr. Strange originally sought out the Ancient One:
To cure his damaged hands

* One of Peter Parker's worst enemies in high school was:
Flash Thompson

* Thor was once turned into what animal by Loki?

* The Shocker's suit does what?
Deflects physical blows with a vibrational shield

* Dr. Doom wears a facemask:
Because his face is scarred

* The parents of Professor Xavier are:
Sharon and Brian Xavier

* Margali Szardos is:
the gypsy who raised Nightcrawler

* Who was not a herald of Galactus?

* How did Spider-Woman get her powers from Spider-Man?
She didn't

* Markio Yashida was engaged to marry:

* Jean Grey's powers activated early in her life when she witnessed:
Her friend being hit by a car

* Dr. Doom attempted to get to Mephisto's Realm for many years because:
Mephisto held his mother's spirit prisoner


Act III questions are worth 450 experience points for each correct answer.

* The Asgardians refer to Earth as;

* Odin is not the father of:

* Black Panther is the king of:

* Who created the Super Soldier Serum that created Captain America?
Emil Erskine

* Matthew Murdock's father was a boxer with the nickname of:
Battling Jack Murdock

* Who built H.E.R.B.I.E.?
Reed Richards

* Thor's hammer can only be lifted by:
Those the hammer deems worthy

* After cutting off Sif's blond hair, Loki replaced it with new hair created

* What did the wolf Fenris do to the warrior Tyr?
Bit his hand off

* What does Valkyrie call Dragonfang?
Her sword

* Enchantress is able to enslave men with a:

* Dr. Doom attended what college with Reed Richards?
Empire State University

* Who is able to become as hard as diamond or completely intangible?
The Vision

* Bifrost is another name for:
The Rainbow Bridge

* Hermod is known primarily as the god of:

* The vampires refer to Blade as;
The Daywalker

* What earth-shattering news did Loki tell Deadpool?
That Deadpool was a comic book character

* Dr. Strange is also known as:
The Sorcerer Supreme

* Ghost Rider made a deal with Mephisto:
To save the life of Crash Simpson

* Iceman was able to hide his mutant powers until:
He had to freeze the leader of a gang of bullies

* Who is second in command of the Fantastic Four?
Sue Storm

* Luke Cage can only be injured by:
Adamantium weapons

* What can Mr. Fantastic do?
Alter his appearance to look like someone else

* Ms. Marvel had her powers stolen by:
The X-Man named Rogue

* Before joining the military, Nick Fury was part of:
an airplane wing-walking act

* Which is the correct spelling of Peter Parker's alter ego?

* Which of these is not true of the Thing's physique?
Has no nose

* Bifrost is the bridge to:
None of the above

* The Black Knight gave Valkyrie:
Her winged horse

* To recharge his power, Odin must:
Enter a state known as Odinsleep

* After being fatally wounded by Bullseye, Elektra managed to:
Make her way to Matthew Murdock's home

* Pepper Potts is the name of:
Tony Stark's secretary

* The Silver Surfer is from the planet:

* Wolverine's bones are covered in:

* Volla is an Asgardian who:
Can forsee the future

* Who has not lifted Thor's hammer?

* Which is not one of the races in Asgard?
All are found in Asgard

* What makes Spider-Woman so attractive to men?

* Storm's real name is:
Ororo Munroe

* What is Robbie Robertson's job at the Daily Bugle?
Editor in chief

* Sif and Thor didn't marry because:
Sif couldn't understand Thor's attachment to humans

* Asgard is made up of how many worlds?

* What does not describe Ymir?
A Fire Giant

* What magical item does Loki use?
Norn Stones

* The Black Widow's husband became:
The Red Guardian

* Hank Pym created Ultron based on the brain patterns of:

* S.H.I.E.L.D. is affiliate with:
The United Nations

* What experiment was Dr. Doom working on that exploded in college?
A communicator to talk to his dead mother

* The Wrecking Crew got their super powers when:
An enchanted crowbar they held was struck by lightning

* Loki is the true son of:
The Frost Giant Laufey


Act IV questions are worth 800 experience points for each correct answer.

* Attilan is located:
In the Blue Area of the moon

* The Inhumans develop their superpowers after they:
Breathe in the Terrigen Mist

* What team wasn't Blade a part of?
The Lethal Legion

* What was the name given to the project to create Captain America?
Operation: Rebirth

* Ghost Rider was bound to the demon named:

* The Inhumans were originally humans who:
Were experimented on by the Kree

* Black Bolt does not talk because:
His voice is so powerful it could level a mountain

* When Gorgon stamps his foot it:
Makes a mini-earthquake

* Galactus was originally:
an alien named Galan

* Super-Skrull was created to:
defeat the Fantastic Four

* The Starjammers are lead by Corsair, who is the father of:

* When he was created by Ultron, The Vision's first mission was to:
Kill the Avengers

* What is Wakanda's greatest mineral resource?

* What was the name of Matt Murdock's receptionist?
Karen Page

* Deadpool is known as:
The merc with the mouth

* The Watchers upload all information they accumulate to:
The One

* Black Bolt once whispered a word and:
Destroyed half of Attilan

* The Skrull were a peaceful race until they were attacked by:
The Kree

* The Shi'ar race evolved from:

* S.H.I.E.L.D. Central is the organizational headquarters which is located
New York

* Dr. Doom originally took the throne of Latveria from:
King Vladimir

* Which item doesn't Dr. Strange use:
The Infinity Formula

* Invisible Woman was at one time known as:
Invisible Girl

* Which villain did Tony Stark use his Centrifugal Force ray on to make so
heavy he sank through the floor of the factory?
The Crusher

* Hank Pym uses his cybernetic helmet to control:

* The equipment that gave Luke Cage his powers was created by:
Stark International

* Silver Surfer's real name is;
Norrin Radd

* Which does not describe Lilandra Nermani?
Romantically involved with Magneto

* The Skrulls had a homeworld called Skrullos until:
it was devoured by Galactus

* The Starjammers are a group of former:
Shi'ar prisoners

* Who is king of the Inhumans?
Black Bolt

* Why was Attilan moved to the moon?
To escape humans and their pollution

* What Kree device was used on Carol Danvers to turn her into Ms. Marvel?

* Nick Fury was at one time leader of:
The Howling Commandos

* Does the Thing really have a Sweet Aunt Petunia?
Yes and she's a young woman

* Thor was banished to Earth for a while because:
He violated a truce between the Asgardians and the Frost Giants

* The 'fastball special' is when:
Colossus throws Wolverine at an enemy

* When Storm was a child, the gang of street urchins she was in was
lead by:
Achmed el-Gibar

* In battle, the Silver Surfer uses:
The Power Cosmic

* What device did Reed Richards successfully use to keep Galactus
from consuming the Earth?
The Ultimate Nullifier

* Karnak's special power is:
To see the weakness in any item, person or plan

* The only person who might be considered a friend of Uatu is:
Reed Richards

* What does not describe Gladiator?
Loyal only to Lilandra

* Triton is good friends with:

* Who Does Dr. Droom blame for the explosion that got him expelled
from college?
Reed Richards

* Elektra was resurrected by:

* Loki manage to foul up the creation of Thor's hammer by:
Shortening the handle

* Crystal's power is the ability to:
Control fire, water, earth and air

* To protect Attilan from destruction, Black Bolt was kept:
in a soundproof room

* How did Medusa converse with Black Bolt when he was kept in the
soundproof room?
With a special sign language

* Eitri, Brok and Buri are dwarven blacksmiths who created;
Thor's hammer


Act V questions are worth 1,250 experience points for each correct answer.

* Castle Doom is located in:
Latveria (this question is a freebie, you get no XP for it)

* How does Dr. Doom enforce the law in his country?
An army of robots

* Willie Lumpkin is:
Mailman to the Fantastic Four

* The Vision was created from parts:
used in the original Human Torch

* Nick Fury's brother Jake led the group of villains known as:
The Zodiac

* The Avenger's Mansion was located at:
890 Fifth Avenue

* Who is Psylocke the sister of?
Captain Britain

* Mikhail Rasputin, the brother of Colossus, was at one time a:

* What did the Shi'ar do with Cyclops's parents?
Kidnap them and make them prisoners

* What villain did T'Challa destroy the hand of while protecting his father?
Ulysses Klaw

* Which Super Hero is the alter-ego of Steve Rogers?
Captain America

* Daredevil was blinded as a child by:
Radioactive waste

* How did Willis Stryker have a big impact on Luke Cage's life?
He framed Luke for a crime so he would go to jail

* Who has not been a love interest for Wolverine?

* Thor's war hammer is made out of:

* The capital of Latveria is:

* As a child, the Thing lived where?
Yancy Street

* Which does not describe Storm's mother?
A former member of the X-Men

* Before joining S.H.I.E.L.D., Spider-Woman was a member of:

* At one time, Peter Parker's Aunt May was very close friends with:
Doctor Octopus

* Norrin Radd became the Silver Surfer to:
Save his home planet from Galactus

* Who used the Ultimate Nullifier to keep Galactus away from Earth?
Reed Richards

* Which Super Hero had a best friend named Harold "Happy" Hogan?
Iron Man

* Sandi Brandenburg is known as:
Deadpool's manager

* Which odd turn of events did not happen to Psylocke?
She teleported the X-Men to the Negative Zone with Cerebro

* Deacon Frost is the vampire who:
Attacked Blade's mother

* Why was all the research on the Super Soldier Serum lost?
Dr. Emil Erskine was kille

* Franklin "Foggy" Nelson is Matt Murdock's:
Business partner

* Dr. Strange was originally a:

* Johnny Blaze is the real name of which Super Hero?
Ghost Rider

* What's the name of the college Wyatt Wingfoot and Johnny Storm attended?
Metro College

* Colossus did not know he had the mutant power to turn to steel until he:
Stopped a tractor from crushing his sister

* Cyclops cannot control his optic beam unless he is:
Wearing special glasses

* Dr. Cornelius was the head of:
The Weapon X Program that dealt with Wolverine

* Ben Grimm's battle cry is:
It's clobberin' time

* Deadpool never removes his mask because:
His face is severely disfigured

* Daredevil is known as:
The man without fear

* Cyclops spent his childhood at an orphanage in:
Omaha, Nebraska

* How long did Dr. Doom's trans-dimensional experiment in college work before
it exploded?
Two minutes and thirty-seven seconds

* Baron Wolfgang von Strucker was known for leading the group called:

* When she was a Soviet agent, the Black Widow initially spied on:
Stark Enterprises

* Who was Captain America's sidekick in WWII?

* Elektra was killed by Bullseye shortly after she refused to kill:
Foggy Nelson

* When he was 15 years old, Tony Stark's parents were killed:
In a car accident

* What is not true about Colossus in his metal form?
Immune to magnetic attacks

* What is the name of the wrestler Spider-Man defeats as he attempts to cash
in on his new found powers?
Crusher Hogan

* At the time she took Ms. Marvel's powers, Rogue was a member of:
The Brotherhood of Evil Mutants

* Dr. Doom's mother died because she made a bad deal with:

* How does Dr. Doom describe his form of government?
An enforced monarchy

=======================the end===============================

Marvel: Ultimate Alliance: FAQ/Walkthrough by PapaGamer
Version 1.02, Last Updated 2006-11-15 View/Download Original File
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