Characters / Marvel vs. Capcom 3 - Marvel Characters

For the main article, go here.

For the Capcom characters, go here.

For the characters introduced in Ultimate, go here.

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    Captain America
Surrender is your only option.
Voiced by: Brian Bloom

The sole recipient of the Super Soldier Serum, Steve Rogers' deep love for his country and his unparalleled sense of justice make him one of the most respected heroes today. He has also been the long-time leader of the Avengers, a group dedicated to keeping the world safe from harm.

Cap's moveset is cut from a similar cloth as Ryu and Akuma (projectile via his shield, multi-hitting charge in place of a hurricane kick, rising uppercut), but distances himself with his shield toss move pulling opponents towards him and a special movement option to better avoid attacks. He also has an edge over them with his air game, with the aforementioned shield toss and his Ultimate-granted double jump owing to more advanced air combos.

Check me out! I'm the ghost of Christmas Kick Your Ass!
Voiced by: Nolan North

After a botched suicide attempt, Wade Wilson was drafted to a secret government training program where medical exams diagnosed him with over 40 cancerous tumors, that couldn't be removed without killing him. To fix this, he volunteered for the Weapon X program to give him a Healing Factor similar to Wolverine's, but it backfired as said healing factor accelerated the cancer and left him with a horribly disfigured face. He was deemed a failure and sent to Dr. Kilebrew, whose extremely cruel tendencies towards his patients drove him insane. He broke out of the Weapon X labs and became a mercenary, calling himself Deadpool because he always won a game he played with inmates over guessing who would die next.

Dark backstory aside, good ol' Deadpool is one of Marvel's most recognizable characters thanks to his humorous personality, craziness, wacky antics and fourth wall-obliterating tendencies. He's a complete Wild Card, switching allegiances frequently and often talking to two voices inside his head. For his appearance in this game, he continues breaking the fourth wall, and generally jamming as much of his craziness into his moveset and quotes as possible.

Gameplay-wise, he's pretty good all-around, but he's really good at keeping enemies away with high-priority bullets and bombs. With good partners, he's also good at locking down the opponent using that strategy, and using "his" Shoryuken as a Launcher Move if they get close.

  • Katanas Are Just Better: He dual-wields katanas in conjunction with his guns. He lampshades it in one of his win quotes:
  • Lag Cancel: He's unique in that unlike other teleporting characters, he can use his teleport to cancel his other specials. His limit is that said teleport will backfire and explode every third time.
  • Money, Dear Girl: invoked In his win quote against Tron:
    I've noticed you're filthy rich. Luckily for you, my services are available at a very high price.
  • Moonwalk Dance: Deadpool moonwalks whenever he walk backwards, as opposed to other characters.
  • Ninja Prop: His health and super bars, in his Level 3 Hyper Combo.
  • No Fourth Wall: If the fourth wall ever existed with this guy, it's long been vaporized. The vast majority of his quotes directly adress the player or the fact he's in a video game. His level 3 Hyper Combo, appropriately named "4th-Wall Crisis", has him whack the enemy away with his health bar and Hyper Combo bar.
  • No Indoor Voice: He doesn't recite his lines as much as he screams them.
  • Ow, My Body Part!: One of his damage quotes is "MY KIDNEYS!"
  • Sexy Walk: During his Level 3 Hyper. Attacking him while he does this launches the attack proper.
  • Talkative Loon:
    • Issun lampshades it in Ammy's victory quote against him:
    Issun: (at the victory screen) No more inappropriate pooper-scooper quips, I see.
    • Doctor Strange also lampshades it.
      Doctor Strange: Now if only I had a spell that would shut you up.
    • And so does Hsien-Ko:
      Hsien-Ko: I am not talking to myself. I'm talking to my sister. What's your excuse?
  • Throw Down the Bomblet: The medium variant of his Ninja Gift.
    Pineapple surprise!
  • Trick Bomb: His Level 3 Hyper Combo involves a flashbang grenade to blind his opponent.
  • Trigger Happy: To the point that he even has a special exactly named after this, and a hyper named "Happy-Happy Trigger".
  • Wild Card: He can be nice one day or crazy as hell the next. This game treats him as an Anti-Hero, but his allegiances switch often in the comics.
  • Your Mom: In some of his attacks, he'll exclaim:
    Yo momma!

    Doctor Doom
To face Doom is to face one's end!
Voiced by: Paul Dobson

Full name Victor von Doom, this Evil Overlord and Mad Scientist is the Fantastic Four's Arch-Enemy, and one of Marvel's most famous villains.

He used to be an associate of Reed Richards (Mr. Fantastic), but when he helped Doom to open an interdimensional rift into hell to rescue the soul of his mother despite Richard's warnings, the portal blew up in Doom's face, scarring him. He blamed Richards for the whole accident and swore revenge, constructing an advanced suit of armor that included an iron mask to cover his scar, and became Doctor Doom, then overthrew the previous ruler of Latveria and claimed it as his own. He repeatedly tries to Take Over the World as well, and with all of his knowledge and powers he could potentially pull it off, but the Fantastic Four always manage to stoop him.,

In this game, he strikes a Big Bad Duumvirate with Albert Wesker to Take Over the World.

  • Large Ham: Oh brother. He's very fond of delivering hamtastic lines in third person to exclaim how great he is and how much inferior to him his enemies are.
  • Long-Range Fighter: He's got just as many long-range projectiles as close-range attacks
  • Magitek: He commands both magic and science, separately or together.
    (vs Doctor Strange): Doom's mystic powers are more than a match for your own.
    Doctor Strange (winquote vs Doom): You exist in two worlds, von Doom — that of magic and that of science. You are master of neither.

Who dares defy the Dread One?
Voiced by: Michael T. Weiss

A higher-dimensional energy being, and absolute god-tyrant of his own magical universe, the "Dark Dimension". He wants to conquer all life and afterlife, exterminate any opposing conceptual forces, and rewrite the laws of nature to turn it all into a never-ending torture-camp set up to celebrate the glory of himself.

Due to actually possessing sufficient power and knowledge to potentially pull it off, Dormammu is considered to be "something worse than a demon", and is the archenemy of the hero Doctor Strange, who constantly somehow manages to thwart the entity's chilling mad ambitions.

  • Badass Arm-Fold: During his Dark Hole. He also does the arm fold when he floats.
  • Badass Longcoat
  • Calling Your Attacks:
    DARK DIMENSION! Welcome... To my realm...
  • Card-Carrying Villain
  • Death from Above: His meteor shower, which seems to be taken from Mephisto/Blackheart's Armageddon in the past games of the series.
  • Did You Just Punch Out Cthulhu?: Justified in that it takes a long time for him to manifest, for much the same reason as Shuma, and initially he isn't anywhere near as powerful.
  • Dimension Lord/Multiversal Conqueror
    (one of his intro quotes) I will rule this world!
    (to Thor) Now Asgard shall fall to me.
    (to any villain except Shuma-Gorath) This planet is mine and now you will die!
    (to Shuma-Gorath) Fair warning... I'm coming for the Chaos Dimension next.
    • And in his ending, he wants to conquer the Capcom world as well, aided by Lord Raptor, Wesker, Akuma, and Red Arremer.
  • Eldritch Abomination: He's a billion-year old immortal member of a race of higher-dimensional mystical energy beings and possesses power enough to threaten the existence of entire universes.
    • Referenced in his fight against Thor, possibly referencing their fight in the game's opening video:
    Not even the power of Asgard can humble the Dread Dormammu.
    • Averted against Shuma-Gorath.
    Ancient One, what is thy will?
  • Evil Laugh: On occasion, when he summons his meteor shower.
  • Evil Sounds Deep
  • Evolving Attack: His Liberation. Depending on how you use your Dark Spells: Creation & Destruction, the resulting attack will change (1 red-1 blue is different with 2 reds-1 blue, for example).
  • Extremity Extremist: He only uses his hands for his attacks.
  • Fireballs: His Stalking Flare hyper, which can slowly home in on his opponent.
  • Flaming Skulls: Felicia and Hulk also call him "Flame-head" when they tag out with him.
  • Flight: He is capable of this, for a short time.
  • God of Evil: He's a despot god who revels in the suffering of the people he governs.
  • Kamehame Hadoken: His Chaotic Flame.
  • Large and in Charge: Of his own dimension, no less.
  • Large Ham: Typical for godlike villains.
  • Long-Range Fighter: His special moves and hypers are geared towards keeping his enemies at bay.
  • Mighty Glacier: a long-ranged version. While he moves slowly, his powerful zoning capabilities make sure approaching him is not a walk in the park.
  • Mini-Boss: One of several characters who can serve as Galactus' Herald.
  • Monochromatic Eyes: Simple shining orange eyes without pupils.
  • Physical God: of his own dimension.
  • Pillar of Light: His Purification special.
  • Playing with Fire: Wields the Flames of the Faltine.
  • Power Creep, Power Seep: Canonically, all of the regular characters combined shouldn't even be able to make the guy notice their attacks. He's a higher-dimensional entity. If the game didn't do this, Shuma-Gorath, Dormammu, Phoenix, Galactus, Doctor Strange, Amaterasu, and Morrigan would basically slug it out with the galaxy wiped out around them.
  • Power Echoes: His echoing voice is a sign of his power and otherworldliness.
  • Power Glows: His "Dark Spell: Creation" tints one of his hands blue and his "Dark Spell: Destruction" tints the other one red.
  • Red Baron: The Dread Dormammu.
  • Red Herring: Early trailers made it appear as if Dormammu was going to be the main villain and final boss.
  • The Rival: Although he's Doctor Strange's oldest foe other than Baron Mordu, in Ultimate it becomes Ghost Rider.
    (Intro quote) Too long have you defied my influence, Blaze!
  • Slouch of Villainy: Like Doom, he greets his foes from his Cool Chair.
  • Spikes of Doom: His "Dark Spell: Creation", if used 2 times and then you use Liberation, he can fire out spikes from the ground.
  • Spikes of Villainy
  • Spiritual Successor: To Blackheart, apparently. Both are heavyweights who mainly focus on long-range attacks. Also worth noting though is that both made the jump on to the main roster of their games before their rivals, Ghost Rider and Doctor Strange. Strange and Ghost Rider were added to the playable roster in Ultimate.
  • Stuff Blowing Up: Using his Liberation after powering it up with "Dark Spell: Destruction" creates a screen-wide explosion.
  • Teleport Cloak
  • This Cannot Be!: One of his K.O. quotes.
  • Trash Talk: In some of his win quotes.
    (to Dante, win quote) Mwahahaha! As if your insignificant abilities were worthy of my notice!
    (to Dante, win screen) As you can see, not all demons are created equal. Stick to fighting Mundus, boy.
    (to Trish, win quote) Ha-ha-ha-ha! You wield power ineffectively.
    (to Trish, win screen) Ha-ha-ha-ha! You are but a demon's toy and do not deserve the freedom you have.
  • Unrealistic Black Hole: His Dark Hole special.
  • Victory Is Boring: Oddly enough.
    (winquote vs. Doctor Strange) Alas, the Dread Dormammu has defeated his greatest foe.
  • Your Soul Is Mine: His win quote against Ghost Rider:
    Now your soul is mine, Blaze.

Voiced by: Fred Tatasciore

A genius scientist, Bruce Banner accidentally absorbed huge amounts of gamma radiation during a bomb test. As a result, when his anger or negative emotions reach a boiling point, he transforms into the green-skinned Hulk, complete with incredible power that sets the standard for strength.

    Iron Man
Battle mode initiated.
Voiced by: Eric Loomis

Captured by a terrorist group in a war-torn region, Tony Stark created a battle suit to help him escape. Afterwards, he improved the battle suit to become Iron Man, and has dedicated himself to protecting the peace since.

Learn now... why they call me the "Master of Magnetism"!
Voiced by: Tom Kane

With almost complete control of magnetism, Erik Magnus Lehnsherr, birth name Max Eisenhardt, is one of the most powerful mutants alive. A survivor of the Auschwitz concentration camp during World War II, he developed the idea that genetically superior mutants should be the ones to rule over mankind. Fighting for the sake of mutantkind, he is a calculating character who stops at nothing to achieve his goals.

  • Battle Aura: Apparently the power of magnetism lets you glow with purple electricity.
    • In the sprite-based installments of the series, Magneto had a passive aura in his hands during his standing animation. This was later patched into later versions of Marvel vs. Capcom 3 for Rule of Cool.
  • Calling Your Attacks:
    You have lost! MAGNETIC TEMPEST!
    GRAVITY SQUEEZE! You are defeated!
  • Cool Helmet
  • Counter Attack: His Force Field.
  • Difficult, but Awesome: Much like in MvC2, he still has his hard-to-execute loop combos.
  • Evil Laugh: One of his win quotes and Delayed Hyper Combo quotes.
  • First-Name Basis: He calls the X-Men by first name, as a nod to their relatively close association. Magneto has even joined the X-Men more than once, including Nation X.
  • Flight: He's capable of this for a short time.
  • Glass Cannon: He has a pretty low 850,000 life, but his loop combos do pretty good damage and he retains much of his speed from MvC2.
  • Ground Pound: In his Magnetic Shockwave hyper.
  • Gravity Is Purple: Magneto's elemental attacks and specials are purple colored, and are far more focused on his gravitational abilities than his signature magnet powers.
  • Gravity Master: First seen with his Hyper Grav special and Gravity Squeeze hyper. In Ultimate, he gains the ability to further attract and repel his opponents.
  • Humans Are Bastards: Or at least what he thinks.
  • Insistent Terminology: A variant; he references the Marvel Universe's definition of mutants note .
    (to Wesker) Mutants are born, not created.
  • Long-Range Fighter: Downplayed in that, while many of his specials are ranged attacks, he's often used to attack up close.
  • Only Sane Man: The only one out of the fighters who recognizes and prepares to battle Galactus in the Ultimate intro movie.
  • Power Floats: Instead of walking, he floats.
  • Pragmatic Villainy: His ending has him opt for using Galactus' worldship as a safe home for mutants rather than conquering Earth.
  • Red Baron: Magneto, the Master of Magnetism.
  • Role Reprisal: From Wolverine and the X-Men.
  • Selective Magnetism
  • Slide Attack
  • Social Darwinist
  • Think Happy Thoughts: He needs to learn to do this, according to Morrigan (when she wins) at least.
  • Villainous Rescue: In the Episode 3 Trailer. Fan speculation has him as either a Defector from Decadence or an Anti-Villain playing for his own side.
  • Visionary Villain
    (One of his intro quotes) Allow me to share my dream for this world.
    (One of his winquotes) The time for subtlety is passing. Now is the time for change.
  • We Can Rule Together
    (One of his winquotes) I had thought to recruit you for my Brotherhood. Your performance has caused me to reconsider the offer.
  • Wolverine Publicity: He's only absent in Marvel Super Heroes vs. Street Fighter.
  • Worthy Opponent: Apparently sees Vergil as one.
    (winquote against Vergil): Shame you're not a mutant. You'd make a good addition to my Brotherhood.
  • You Remind Me of X
    (to Dante) Brash. Arrogant. Rude. Even a white head of hair. You remind me of my son (Quicksilver) in many ways.
    (to Vergil) Your appearance reminds me of my son. Let's see if you boast his speed in battle.
  • You Will Not Evade Me: His Hyper Grav, if it successfully hits the opponent, will drag him/her closer to him. Also, one of his Ultimate-only moves ("Attraction") involves him regularly pulling his enemy closer to him, wherever they may be.
    • His Level 3 (Gravity Squeeze) can hit the opponent wherever they are. Fortunately, it still can be blocked.

If you think I've evolved beyond the joys of murder, you'd be wrong!
Voiced by: Wally Wingert

Formerly just a regular human, George Tarleton was forced to become a living human experiment and was subsequently turned into M.O.D.O.K. (Mental Organism Designed Only for Killing). Calling himself the Scientist Supreme and using his vast intellect and psionic powers, he annihilated all those who were involved in his experiment.

M.O.D.O.K. has everything you could want in a keepaway-focused character: a barrier wall, lasers, flight in place of a jump, attacks that knock opponents away from him, floating bombs, and special cube traps that let him use enhanced versions of each.

  • Ambidextrous Sprite: Despite using 3D models for the game, his flying chair.
  • Authority Equals Asskicking: Regardless of his treatment here, one must remember that M.O.D.O.K. is the leader of A.I.M.
  • Awesomeness by Analysis:
    By my calculations, you'll be dead within seconds!
  • Ax-Crazy
  • Badass Boast: A surprising one, delivered to Nemesis of all people.
    I've had experiments like you, I call them failures.
  • Beehive Barrier: Whenever he blocks, these appear.
  • Butt-Monkey: As the Episode 3 trailer shows, he gets his cables cut by X-23's claws, then smacked into oblivion by the Hulk.
  • Calling Your Attacks:
    LIMIT BURST! Don't move!
    KILLER ILLUMINATION! Hold that pose!
  • Cephalothorax
    Arthur (when tagging in M.O.D.O.K.): Pumpkin Head!
    Hulk (when tagging in M.O.D.O.K.): Big Head!
    Wesker: I do so look forward to dissecting that ridiculously large brain of yours.
    Deadpool: So... basically, I just beat up Humpty Dumpty in a rocket chair, huh?
  • Combat Tentacles: The mechanical version, used for his Killer Illumination hyper.
  • Cool Chair: He is the chair.
  • Crossdresser: He has an alternate costume that makes him appear as M.O.D.A.M, a make-up wearing female counterpart. The costume still uses his voice, though.
  • Deflector Shields: He can produce one.
  • Did You Just Punch Out Cthulhu?
    (to Amaterasu, Thor, or Shuma-Gorath) Now I can add killing a god to my resume.
  • Difficult, but Awesome: His moves are unorthodox, but he can be a deadly fighter once you master him. As many fans said, his powers are equivalent to trolling.
  • Dude Looks Like a Lady: Sort of. One of his alternate costumes is patterned after his female counterpart, M.O.D.A.M. but still looks and sounds like M.O.D.O.K. and is every bit as ugly.
  • Evil Laugh: Let's just say he does this many times.
  • Evil Tastes Good: He's got a sweet tooth for murder, it would seem.
    Death is like candy!
  • Evilutionary Biologist
  • Flight: MODOK has the longest flight in the game. And where other characters need a special input in order to activate their flight, MODOK can activate his own if you simply press up.
  • Faux Affably Evil: He's genuinely evil and likes to kill, but he has a number of moments that make him look hilarious. He can also be Ax-Crazy or Laughably Evil, sometimes both at the same time.
  • For Science!:
    (after defeating Rocket Raccoon) I defeated a raccoon! SCIENCE!
  • Gonk: Though it's not as ratcheted up as in the comics, in all fairness.
    Chris: I've seen some God-forsaken monsters in my time, but you are by far the ugliest.
    (Victory screen vs. Shuma Gorath) And they call me odd looking.
  • Homing Projectile: Subverted with his Balloon Bomb, which is just semi-homing (it will stop moving after some distance), but played straight with his Jamming Bomb which slowly homes in on his opponent.
  • I'll Kill You!
    (intro vs. Rocket Raccoon) You're cute. Time to die!
  • Magikarp Power: How his Analyze Cubes work. Each time one successfully hits, his forehead gem begins to glow and his specials and hypers do more damage and/or gain new properties (his triangular energy barrier grows in size and his smart bombs mess with your controls, among others).
    • Also, a Hyper Psionic Blaster fully charged through this method (after 9 hits from Analyze Cubes) can inflict massive damage.
  • Mirror Match: Lampshaded.
    (to himself) Never again will I forget to lobotomize one of my clones!
  • Monochromatic Eyes
  • Power Crystal: On his head.
  • Red Eyes, Take Warning: In one of his alternate color schemes.
  • The Rival: Cap (see his section above) and surprisingly, Crimson Viper.
    C. Viper: [on her phone] I've found M.O.D.O.K., the leader of A.I.M... Understood.
  • Role Reprisal: From The Avengers: Earth's Mightiest Heroes!.
  • So Long, Suckers!: Every time he tags out.
    This isn't over!
  • Troll: According to fans, at least, he could give Hazama a run for his money.
    M.O.D.O.K. (before fighting Nemesis T-Type): I've had experiments like you. I call them failures!
  • Unexpected Character
  • Use Your Head: His Battering Ram special and its hyper variant.
  • Wave Motion Gun: His Hyper Psionic Blaster.

You're about to deal with forces you can't possibly comprehend.
Voiced by: Jennifer Hale

Telepath Jean Grey became the vessel for the powerful Phoenix Force, which grants Jean near god-like powers when it becomes fully active. When she can no longer control her powers, a split personality, the Dark Phoenix, awakens. The Dark Phoenix lives only for destruction, and its thirst will never be quenched.

While Phoenix's health is about as strong as a wet paper bag, she has more than enough power to stay alive, with strong damage and traps. And if she does get knocked out, having a full Hyper Meter gauge lets her revive as Dark Phoenix, with improved moves.

Attention: cease and desist.
Voiced by: Jim Ward

A robot mutant hunter developed by Bolivar Trask, a scientist who felt that mutants were becoming a threat to mankind. Without developing their own artificial intelligence, Sentinels dutifully obey their orders, no matter who gives them.


Bruce Banner's (Hulk) cousin. After being gravely injured, Jennifer Walters received a blood transfusion from Banner which allowed her to transform into She-Hulk. Her transformation extends as far as her personality, going from meek and mousy to strong-willed and confident.

Embrace... CHAOS!
Voiced by: Paul Dobson

God of another dimension. As he will assume the form of whatever it is that people fear, he has no true form. Having taken a liking to Earth, he has tried to rule over the planet many times since the prehistoric age, but has usually been thwarted by a shaman or magic user, such as Doctor Strange.

  • Accidental Hero: In his ending.
  • Affably Evil: It seems that's the general opinion Capcom has of him and implements it in the games, after his debut in the series, in which his ending was fitting of his status, almost all of Shuma Gorath's subsequent endings consists of him doing something not evil to outright good; and in this installment things were no different, with him becoming a Japanese game show host.
  • Ascended Extra: Has been one since the Marvel Super Heroes days: Shuma-Gorath's pretty much better known to gamers than to comic-readers, as he seldom appears in the comics.
  • Badass Tentacle Fold
  • Badass Boast:
    How would a creature like you stand a chance of defeating the Infinite?!
    • Ultimate added a new hint of aggression towards Dormammu.
    You stand no chance of defeating me, hellspawn!
  • Breaking the Fourth Wall: His victory pose involves him running at the camera and jumping towards it, possibly strangling it with his tentacles.
  • Calling Your Attacks:
  • Catch-Phrase: His phrase "Waste of flesh" has stuck with him in each of the games he has been in.
  • Combat Tentacles: Word of God states that this is why he got into these games in the first place, as well as explaining why he made the cut over Doctor Strange (Capcom Japan wanted something more creative than a "guy with a cape").
    Hsien-Ko: Woah, I don't even want to touch that!
    Haggar: Doesn't look like an arm lock's gonna work on you. Whoa!
  • Comically Serious: one of his lines against Deadpool.
    I do not appreciate being called calamari, and what is this "dipping sauce" you keep referring to?
  • Did You Just Punch Out Cthulhu?: Almost literally. However, much like Dormammu, he has problems entering lower planes, as fully manifesting would automatically wipe out any surrounding galaxies from aura pressure alone. Even Doctor Strange is extremely pressed against him, and the most powerful known demon lords are supposed to be as mice in comparison. In his home dimension, and in many of his comic appearances, he's humongous. His size change for the game could be explained by his lower level of power based upon what dimension he is in.
  • Downloadable Content: Initially, for the PS3 version. This caused him and fellow DLC character Jill Valentine to be Temporary Online Content when Capcom's license with Marvel expired, but since then a PS4 port was released and announced with both DLC characters included by default, averting both tropes.
  • Evil Laugh: Sometimes he introduces himself before a match with cackling laughter.
  • Evil Tastes Good: Since we're pretty much talking about Cthulhu, this might not be an overstatement.
    I can taste your fear! And it's delicious!
  • Extra Eyes: For his Quoggoth costume.
  • Eye Beam: As a regular attack, special move, and hyper.
  • Fantastic Racism: He seemingly despises Vergil for being a half-demon.
  • God of Evil: He and Dormammu both fit this trope well, though unlike Dormammu, Shuma actually is a god.
  • Heel–Face Turn: Shuma's ending involves him becoming the unlikely savior of the Earth, even though he intended to conquer it. He eventually accepts this and gets his own game show.
  • I'll Kill You!
    (Intro vs. Vergil) I'll eviscerate you, half-breed!
  • Mirror Match: Shuma doesn't seem to mind fighting himself. In fact, he rather likes it.
    Shuma-Gorath: What a handsome devil you are!
    • And when he beats himself:
    An eye for an eye.
  • Multiversal Conqueror: Just like how Dormammu threatens this when he beats Shuma-Gorath, he returns the favor:
    (winquote vs. Dormammu) I'll come for your dimension next!
    (winquote vs. Dr. Strange) With you out of the way, this dimension finally belongs to Shuma-Gorath. Ha ha ha ha!
  • Not Drawn to Scale: In the Ultimate Marvel vs. Capcom 3 intro trailer, Shuma-Gorath is shown to be huge. Big enough to break through an entire building. Big enough for one of his tentacles to be able to completely flatten Chris. Big enough for Felicia to look like an insect on his head. In-game? He meets eye to torso with most of the cast. The size presented in the intro is far closer to the size he is in the comics.
  • Oculothorax
  • One-Shot Character: Shuma-Gorath's inclusion in the franchise has always been odd, considering that he's almost never seen in the comics. Aside from a few classic appearances in Doctor Strange back in the day, Shuma-Gorath is barely known outside the games.
    • Coincidentally (or perhaps intentionally) he made a reappearance in the comics in the same month vanilla MvC3 was released.
  • Physical God
  • Power Echoes
  • Power Creep, Power Seep: Canonically, he would likely be the most powerful playable character in the game, above even the Phoenix Force or a fully powered Galactus, and being the only Doctor Strange enemy who likely exceeds Dormammu. Shuma's only weakness in the comics is being magically banished by high-level beings. Any punch or kick to him he would scoff at. His power (and size) is also limited directly by how much influence he holds over that dimension. He doesn't hold much sway over Earth's dimension, so it's very possible that he's already at his full strength.
  • Power Glows: If you look carefully, there's a red glow underneath Shuma's body when he's on the ground.
  • Red Baron: The Lord of Chaos.
  • Smug Super: Even with only one eye and no other facial features, you can tell he's a smug bastard. He's the only character who seems to go out of his way to strike poses after he attacks, whether this be his Badass Arm-Fold or his B-Boy stance.
    (to Haggar) You govern, but without any real power!
    (to Ghost Rider) The power of Hell is no concern to the Lord of Chaos.
  • Trash Talk
    (victory vs. Vergil) You're an embarrassment to demons everywhere.
  • Unskilled, but Strong: If his bio's statistics are to be believed, at least. His fighting ability is very low, while strength, speed and stamina are maxed out, with energy projection being one bar away from its maximum as well.
  • Walking Wasteland: Wherever he steps, a small red aura is left behind.
  • Wolverine Publicity: Factoring out X-Men: Children of the Atom and X-Men vs. Street Fighter, Shuma's only missed out on Marvel vs. Capcom so far.
  • Villainous Crush: Seems to have at least something along those lines for Hsien-Ko, considering this...
    As bride of the old one, you would be given many dimensions as a dowry.
  • You Will Be Assimilated: From his victory quote:
    Everything in this world will be devoured by chaos and then become a part of me!

Voiced by: Josh Keaton

While attending a public science exhibit, young Peter Parker was bitten by a radioactive spider; this granted him special abilities, and he became the hero Spider-Man. When his beloved uncle was killed by a criminal Peter could have apprehended but chose not to, he swore to live by the creed of "With great power there must also come great responsibility."

  • All Webbed Up
  • Apologetic Attacker: Upon defeating Viewtiful Joe.
    Sorry, little guy. Beating you up is like stepping on a kitten.
  • Badass Bookworm
  • Biting-the-Hand Humor: In-Universe: in his intro against the demonic Firebrand, Spider-Man asks if he has any relation to JJ.
    • He also appears to ask Ghost Rider if he'd be interested in harvesting JJ's soul.
  • Building Swing: His Web Swing.
  • Calling Your Attacks:
    Crawler! ASSAULT!
    Get ready! MAXIMUM SPIDER!
  • Comes Great Responsibility: He's the Trope Namer, after all. He tries to teach it to Wesker.
    You've got great power, Albert, but you're not very responsible with it.
    • Also spoofed in one of his intro quotes:
    With a great power comes a great beatdown.
    • And one of his standard winquotes:
    Sometimes with a great power comes the great responsibility to beat the bejeezus out of somebody.
  • Cuteness Proximity: Towards Viewtiful Joe.
    • Then again, he was probably entering his Sarcasm Mode to be condescending.
  • Diving Kick: His Maximum Spider ends with this.
  • Downer Ending: His ending, Played for Laughs. After risking his neck to fight Galactus, something he shouldn't be able to do, he tries to sell the pictures to JJJ, who promptly shoots it down because it makes Spidey look heroic, causing him to question why he even bothers to save people if he doesn't even get respect after saving two different worlds nearly single-handedly.
  • First-Name Basis: Calls Wesker "Albert".
  • Fun Personified: He's energetic most of the time, and likes moving around.
  • Giving Someone the Pointer Finger: Before his Crawler Assault hyper.
  • Mirror Match: Lampshaded.
    (to himself) Was that a clone me or a Skrull me I just beat? I can never tell sometimes.
  • Name's the Same: invoked Upon winning against Felicia, he lampshades her similarities to sometimes-ally-sometimes-enemy Felicia Hardy aka Black Cat.
    What is it with me and cat women named Felicia? Jeez.
  • The Nicknamer: His special tag names for them: "Maggie!" - "Wolvie!" - "Shellhead!" (Iron Man) - "Doomsy!" - "Hulkster!" - "Tasky!" - "Mr. Wilson!" (Deadpool, albeit rarely)
  • Rapid-Fire Fisticuffs: His Crawler Assault hyper.
  • The Rival: Wesker and Taskmaster. There's even an achievement for winning an online match for beating the latter with Spidey (or the other way around).
    • As of Ultimate, Strider Hiryu seems to rival him once more, similar to the first Marvel vs. Capcom.
  • Role Reprisal: From The Spectacular Spider Man.
  • Shoryuken: His Spider Sting. Unique in that he can follow up a Heavy version of it with a punch that knocks his opponent right back down to Earth.
  • Shotoclone
  • Trash Talk: In almost all of his quotes.
    (after beating Doctor Strange): So now you're, what? Sorcerer Kinda-OK-ayish?
    (win screen quote versus Strange): Jeez... next time maybe you should cast a spell that'll make you not suck.
    (versus Deadpool): Hey, Mister WIIIIIIIIIILLLLLLLLSON! You suck.
    Wolverine (when he wins): That sure shut ya up, now didn't it, punk?
  • Troll: The one and only. He pretty much does this even when not fighting.
  • Wolverine Publicity: He appears in all "Marvel"-titled Capcom games (including Marvel Super Heroes).
  • You Fight Like a Cow: The staple for the character.
    Dude, you suck!
    (intro against Ryu) You've got a black belt in stupid if you think you can beat me!
    (after winning) I must admit, beating the living snot out of you was a great honor.
  • You Remind Me of X
    (winquote vs. Firebrand) You know, you sort of look like the guy who ruined my marriage. (Mephisto)
  • You Will Not Evade Me: He can use his web strings to pull enemies in.

You now face Storm of the X-Men.
Voiced by: Susan Dalian

Though she survived the ordeal, Ororo Munroe's parents died when a plane crashed into their home. Being buried under rubble proved a traumatic experience that would leave her with severe claustrophobia. Orphaned, she became a street thief in order to get by. She was later recruited by Charles Xavier, and decided to put her powers to use for good as a member of the X-Men.

There's far too much trash in the universe.
Voiced by: Charlie Adler

Kl'rt is a genetically-engineered super soldier created by the Skrulls to defeat the Fantastic Four, who stopped their invasion of Earth. His pride and tendency to look down on others is not unique to him, but a characteristic of the Skrull race in general.

You're the asskick-ee, I'm the asskicker!
Voiced by: Steve Blum

Tony Masters learned many moves by watching videos of heroes in action, and used his photographic reflexes to copy them and make them his own. Considering himself a businessman, Taskmaster opened a mercenary school for training criminals in the fighting arts.

Let yon battle be dedicated to Odin, the Allfather!
Voiced by: Rick D. Wasserman

Thor is the son of Odin, ruler of Asgard, the home of the gods. Known as the strongest warrior in Asgard, his prideful ways were reformed after spending time living as a human. Currently, he is a member of the Earth's mightiest heroes, the Avengers.

Voiced by: Steve Blum

Beneath James "Logan" Howlett's gruff and crude exterior lies a noble spirit who genuinely treasures his comrades. However, in the face of his enemies, he is merciless, often employing extreme measures in his methods.

  • Audible Sharpness: You can hear sounds of metal scraping whenever he attacks with his claws.

    X- 23
I'm the second best at what I do.
Voiced by: Tara Strong

Cloned from a damaged Wolverine gene sample, X-23 (baptized Laura Kinney by the scientist who looked after her) was created for one reason: to be the perfect killing machine. For years, she proved herself a notable assassin, though a series of tragedies eventually led her to Wolverine and the X-Men, with whom she now seeks to turn her life around.

  • Audible Sharpness: Same as Wolverine.
  • Awesomeness by Analysis
    Already identified seventeen ways to beat you.
  • Bare Your Midriff: She only wears a tank top that exposes her midriff for her upper body.
  • The Berserker: Downplayed; she only becomes one when in Trigger Scent (only seen in the comics). She's normally calculating and controlled during fights.
  • Blade Spam: Her Weapon X Prime hyper where she does a lot of slashes with her claws.
  • Hero with an F in Good: Just like Wolverine, she tries to do good, but she's often hampered by her own issues.
  • Invisibility: Her Level 3 hyper, which makes her a good character for mindgames for a short time (but the players themselves cannot see her either...). She also has a special grab when entering this mode, in which she reappears in the opponent's back, delivering a stealthy strike to the neck.
  • Opera Gloves: She wears a pair of black ones.
  • Opposite-Sex Clone: A Distaff Counterpart to Wolverine.
  • Role Reprisal: From Wolverine and the X-Men.
  • Rolling Attack: Her Rage Trigger hyper involves her doing a rolling slash twice before doing a somersault kick.
  • Shadow Archetype: Of Wolverine. She admitted herself as the second best there is at what she does and sought to be the #1.
  • Slide Attack: A variant; she uses her both hand claws to do it.
  • Trash Talk: This version X-23 is quite chatty and veers into outright Perky Goth, as opposed to her gloomy and sullen comics self.
    (when winning against Wolverine) So... Who's the best there is again?
    (vs. Nemesis) I was gonna carve up your face, but it looks like someone beat me to it.
    (taunt) Let me know when the fight starts.
    (winquote vs. Iron Fist) Get a new act, dude. Kung fu is so 70's.
  • Unexpected Character
  • What Would X Do?: When she activates X-Factor, she asks: "What would Wolvie do?"
  • Wolverine Claws
  • You Remind Me of X
    (to Amaterasu) So, any relation to Wolfsbane?
  • You Wouldn't Like Me When I'm Angry
    (to all villains minus Sentinel) Get out of here before I really get mad!

    Final Boss: Galactus
Voiced by: Jonathan Adams

The sole survivor of the universe before the Big Bang, Galan was recreated into a "galactic ravager" by the sentience of the previous universe. In order for the giant-sized goliath to survive, Galactus feeds off the energy of living planets, which are located by his herald the Silver Surfer.