- All-Star Cast: The dub of the game is comprised of several big-name voice actors in Western Animation and Anime, including Charlie Adler, Laura Bailey, Maria Canals Barrera, Brian Bloom, Steve Blum, Johnny Yong Bosch, Gina Bowes, Dameon Clarke, Susan Dalian, Paul Dobson, D.C. Douglas, Darrel Guilbeau, Jennifer Hale, Kyle Hebert, Tom Kane, Josh Keaton, Reuben Langdon, Eric Loomis, Nolan North, Tara Platt, Roger Craig Smith, Tara Strong, Fred Tatasciore, Kari Wahlgren, Jim Ward, Rick D. Wasserman, Michael T. Weiss, Wally Wingert, and Dan Woren. And then with Ultimate it added more, including Troy Baker, Chris Cox, Greg Ellis, Loren Lester, Sam Riegel, T.J. Rotolo, and Dan Southworth.
- Author Appeal: As always, Capcom loves the supremely powerful but completely obscure Shuma-Gorath for his unique design as a tentacle monster. They fought tooth and nail to get him in 3 when Marvel initially blacklisted him, eventually settling on making him DLC as the final compromise.
- Christmas Rushed: Apparently, Niitsuma wanted 58 characters on the UMvC3 disk, but the game was scheduled to be released in November to boost sales. So we have "only" 48 (or 50, counting the DLC characters that will stay as DLC).
- Cross-Regional Voice Acting: Enforced in the Japanese version, where the Marvel characters retain their English voices with no secondary voice track (see What Could Have Been below for more information). This is in keeping with the franchise's roots, as the previous entries did the same.
- Also occurs among the Marvel voice cast, with Vancouver actor Paul Dobson as Doctor Doom and Shuma-Gorath.
- Dear Negative Reader: Christian Svensson (Capcom USA's Vice President) has had enough with fans complaining about Mega Man so he replied with this on a question of the apparent "trolling Mega Man fans":So to understand you correctly, we can't use Mega Man in any form or make any references (other than as a playable character) without pissing some folks off? I think you need thicker skin. I'd also think as a fan, you should like to see any/all exposure for Mega Man to raise awareness for the brand in any form, even if you personally aren't satisfied by the execution.
- Dummied Out: Frank West and Doctor Octopus were planned for the vanilla, though only Frank was finished up and brought back for Ultimate.
- Magneto lacks an alternate costume in the final. This is because the alt, which is the House of M “King of Spain” outfit, was cut at the Spanish government’s request.
- Every character has voice clips for tagging themselves in, as well as tagging Galactus in; Galactus has voice clips for tagging the entire cast in, including himself. This, combined with the increase of character colors to six for each character in Ultimate, suggests that being able to have duplicate characters on a team was going to return from 2, and that Galactus may have been planned to either be a proper character or be able to tag in other characters during his boss fight or Galactus Mode, or that every character could be summoned as a Herald in his fight instead of just Akuma, Wesker, Doctor Doom, and Dormammu.
- Executive Meddling: In Ultimate, while the new Capcom characters chosen were staff and fan favorites, the new Marvel characters were suggested by Marvel themselves and Capcom agreed to the choices.
- Capcom notes that of all of the Marvel characters they have worked on, Doctor Strange was the only one that Marvel sent a list of specific things they had to do and what they couldn't do with the character. They even dictated what sort of hand gestures Doctor Strange uses. While Capcom managed to get some changes in, citing technical difficulties, most of their creative decisions for Doctor Strange were overruled by Marvel. There is speculation that the Doctor Strange film had something to do with this.
- During discussions of what characters went into Marvel vs. Capcom 3, Marvel had the final say in what characters of theirs they didn't want in, such as Venom. The only exception is Shuma-Gorath, whom Marvel didn't want in, but Capcom protested, and they agreed he could be in but only as DLC.
- Marth Debuted in "Smash Bros.": The costume worn by the Sam Alexander version of Nova first appeared as Nova's DLC costume. Notably, the show didn't air until a month and several days after the costume was available for download. Before that, the costume was shown to the public long before Nova was even revealed to be a part of Ultimate Spider-Man's cast (which was about a 3-month gap).
- Playing Against Type:
- Hiroaki Hirata, who commonly voices Chivalrous Perverts such as Sanji and Gojyo, voices Vergil in this game.
- Dan Woren, who usually voices stoic badasses such as Byakuya, voices Arthur.
- Tara Platt, who commonly voices Defrosting Ice Queen badasses such as Mitsuru Kirijo and Zero voices Tron Bonne in this game.
- Refitted for Sequel:
- A stage based off of Ghosts 'n Goblins was planned for Tatsunoko vs. Capcom, but made its way into this game along with Arthur.
- Phoenix Wright was considered as a playable character in Tatsunoko Vs. Capcom, but complications (such as regarding how to handle his signature "Objection!/Igiari!" would work as an attack) scuttled those plans. He ended up becoming part of the roster in Ultimate Marvel Vs. Capcom 3.
- Role Reprise:
- From X-Men Legends: Steve Blum as Wolverine.
- From The Incredible Hulk: Ultimate Destruction: Fred Tatasciore as the Hulk.
- From Fantastic Four: World's Greatest Heroes: Paul Dobson as Doctor Doom.
- From Hulk Vs., in addition to the Hulk himself and Wolverine: Nolan North as Deadpool.
- From The Spectacular Spider-Man: Josh Keaton as Spider-Man.
- From Wolverine and the X-Men (2009), in addition to Wolverine himself and the Hulk (and had Season 2 happened, Deadpool): Jennifer Hale as Jean Grey, Susan Dalian as Storm, Tara Strong as X-23, Tom Kane as Magneto, and Jim Ward as the Sentinel.
- From The Super Hero Squad Show, in addition to Wolverine: Charlie Adler as the Super-Skrull (albeit, sounding more like Cobra Commander).
- From the Iron Man 2 tie-in game: Eric Loomis as Iron Man.
- From The Avengers: Earth's Mightiest Heroes in addition to Iron Man, Hulk, and Wolverine (and had he not been redubbed, Spider-Man): Brian Bloom as Captain America, Rick D. Wasserman as Thor, Chris Cox as Hawkeye, and Wally Wingert as M.O.D.O.K. This went both ways, as Loren Lester and Greg Ellis reprised their respective roles from this game as Iron Fist and Rocket Raccoon in EMH.
- From Street Fighter IV: Kyle Hebert as Ryu, Laura Bailey as Chun-Li, Dave Mallow as Akuma, and Michelle Ruff as Crimson Viper.
- From Resident Evil: Roger Craig Smith as Chris Redfield and D.C. Douglas as Albert Wesker.
- From Devil May Cry 3: Dante's Awakening and Devil May Cry 4: Reuben Langdon as Dante, Danielle Burgio as Trish, and Dan Southworth as Vergil.
- From the Dead Rising series: T. J. Rotolo as Frank West.
- Also, most Capcom characters' Japanese voice actors (those that had any Japanese voice prior to this game, that is) reprise their role here.
- Averted with Richard Grieco as Ghost Rider. While his name isn't said in either Fantastic Four: The Animated Series or The Incredible Hulk (1996), Ghost Rider's human form did appear in the latter and does resemble Danny Ketch, the Ghost Rider of the time. Here, through promo materials and dialogue, he's identified as Johnny Blaze.
- What Could Have Been:
- Capcom considered porting Vanilla MvC3 to handheld platforms.
- A lot of characters were considered but never made the cut: A Youtube video version of the characters that were cut.
- For Vanilla MvC3, the development team considered Phoenix Wright, Franziska von Karma, Silver Surfer, Juggernaut, Ghost Rider, all four of the Fantastic Four, most of the Darkstalkers cast (especially Jon Talbain and Donovan), Frank West, Doctor Octopus, Mega Man, Chuck Greene, a Monster Hunter, Fou-Lu and Strider Hiryu.
- For Ultimate MvC3, Phoenix Wright, Ghost Rider, Frank West and Strider Hiryu finally made the cut, but the development team also considered Black Panther. And to top it all, all of them (sans Donovan, Jon Talbain and the Monster Hunter) made the cut as cards for the "Heroes and Heralds" mode.
- In a series of tweets, Ryota Niitsuma revealed considered characters that didn't make the cut and why;
- Multiple Man - Would've been too difficult for the engine to handle.
- Cloak and Dagger - They had ideas for the pair, but felt that they would've visually clashed with assists. The game engine also couldn’t handle 2 character in 1.
- Spiral - They wanted to bring her back, but she proved to be too much of a hassle to develop.
- Psylocke - Felt that she wasn't popular enough.
- Spider-Woman - Felt that she didn't have enough to differentiate herself playstyle-wise.
- Squirrel Girl - It was a choice between her or Rocket Raccoon. The staff went with Rocket.
- Loki - Heavily considered but Niitsuma didn't feel that he was right for a fighting game.
- Vision - Niitsuma joked that he would've been "too powerful".
- Mystique - Having a character who's main gimmick is changing their appearance was considered too difficult to develop in a fighting game..
- Kingpin - Felt that he wasn't interesting enough.
- Gill - He was "in the running roster till the end", but eventually cut for Nemesis, as they felt there were enough Street Fighter characters already. Also felt he wasn’t natural for the game’s speed.
- Katt - The team wanted at least one female staff user, but Katt ended up being rejected as they felt she wasn't recognizable enough. Sonson and Mai-Ling were also considered, but cut for the same reason.
- Arieta - The team was worried that she would affect the game's age rating. Rouge was cut for the same reason.
- Anita - A grown up version of her was considered but Niitsuma felt this “went a bit too far”.
- Ingrid - Niitsuma didn’t want her in.
- Nina - Remained untill their very last cuts but Firebrand was pushed for over her, so the team went with him.
- Blade - Felt he was too similar to Dante.
- Gene - Wasn’t popular enough. Frank West took his spot, according to Niitsuma.
- Soki - Was potentially considered, but the team felt he was too weak. The original Onimusha protagonist, Samanosuke was then considered as his replacement, but “rights issues” kept him from making it in.
- Black Widow - Team felt she was too similar to other gun-based fighters. The Hood was cut for the same reason.
- Carol Danvers - Too difficult to make her stand out next to her competing candidates.
- Niitsuma also states he pushed for Tessa, but she didn’t make it in.
- In a case of "What Almost Wasn't", Deadpool almost didn't make it in due to a translation error placing him on Marvel's "no go" list. A Capcom translator asked Marvel why a fan-favorite shouldn't be in the game, and the mistake was fixed.
- DLC was initially planned for MvC3 in the form of the Ultimate version itself (similar to Super Street Fighter IV: Arcade Edition), but the tsunami and earthquake in Japan messed with the development schedule. As a result, the planned DLC and some other new additions were refurbished and packaged as Ultimate Marvel vs. Capcom 3 in a disc release.
- There're also some lines from some characters which didn't make the cut into the game. For example:
- Some of Deadpool's lines:"What am I gonna do now that I've won? I'm going to Disneyland AND I DON'T CARE WHAT THE COURT ORDER SAYS!"note"Look at me, ma! Hahahahahaha! LOOK AT ME!""Hey, Spidey! Remember how your webbing can't touch windows? Just like how you couldn't touch me?"
- Also, Deadpool was said to sing some lines of Michael Jackson's songs to match his moonwalking, but out of fear of being sued, the idea was cut out.
- Deadpool had quite a number of zingers against Spider-Man.
- Spider-Man's pre-battle line for Ryu:
- This can also be seen with earlier builds of the game. Many of Deadpool's quotes were revisednote , Iron Man's assist quote was originally "It's on you now." instead of "Excuse me!", Dormammu actually called out "Floating Bomb!" for his Stalking Flare hyper instead of "I summon the power!", and an exchange between Dante and Morrigan (which would have been a Mythology Gag to Nevan's "Well now, aren't you a handsome devil." line to Dante in Devil May Cry 3: Dante's Awakening) was cut, among others. There are also a few unused voice clips found in the Sound Test (such as Zero's reaction to being K.O.-ed via chip damage or a light attack and an alternate victory quote for when Dormammu defeats Shuma-Gorath).
- Some of Deadpool's lines:
- A stage based around Ōkami was considered, but was dropped due to clashes with the art style in the game. The theme for the stage was finished however, and is actually still in the game disc.
- Originally, all characters were subjected to Bilingual Dialogue as detailed on the main page, allowing players to choose whether specific characters spoke English or Japanese. Niitsuma eventually decided against it for the Marvel side, claiming that speaking Japanese did not fit their image. The final release saw the option to choose what language each Capcom character (save for Amaterasu, Nemesis and Firebrand) spoke.
- Initially, both Sentinel and Juggernaut were blacklisted by Marvel. However, Capcom heavily fought for their inclusions, and Marvel relented on a compromise — either Sentinel or Juggernaut could be in the game, but not both. Capcom chose the former.
- Shuma-Gorath almost didn't make it in because of Marvel's say-so. However, Capcom protested to such a great degree that Marvel allowed on the condition that he was made DLC.
- Writer Frank Tieri revealed on Twitter that Miles Morales was proposed for Ultimate and both Marvel and Capcom were on board for it, but didn’t make it due to time constraints.
- Years later, Tieri also revealed that there were tentative plans for both a comic book mini-series and an animated series, but both projects fell apart due to Marvel and Capcom being unable to agree on terms before making the So Okay, It's Average Infinite.
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