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** Pit him against a female fighter, and he'll compare them pre-battle to his wife ComicBook/{{Storm}}; thanks to [[ScrewedByTheLawyers Ike Perlmutter's ban on mutants in adaptations]], this qualifies as the ''sole'' reference to the X-Men in the ''entire game!''
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** Pit him against a female fighter, and he'll compare them pre-battle to his wife ComicBook/{{Storm}}; ComicBook/{{Storm|MarvelComics}}; thanks to [[ScrewedByTheLawyers Ike Perlmutter's ban on mutants in adaptations]], this qualifies as the ''sole'' reference to the X-Men in the ''entire game!''
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* Merchant [[VideoGame/ForgottenWorlds Sylphie's]] movelist is chock-full of references to old Capcom games, including ''Trojan'', ''Commando'', ''[=GunSmoke=]'', ''VideoGame/BionicCommando'' and ''Pirate Ship Higemaru''. Her finisher has her cosplay as four Capcom characters: [[VideoGame/StreetFighterIII Makoto]], [[VideoGame/RedEarth Mai-Ling]], [[VideoGame/AlienVsPredatorCapcom Lt. Linn Kurosawa]], and [[VideoGame/LegendaryWings Michelle Heart]].
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* Merchant [[VideoGame/ForgottenWorlds Sylphie's]] movelist is chock-full of references to old Capcom games, including ''Trojan'', ''Commando'', ''[=GunSmoke=]'', ''VideoGame/BionicCommando'' ''VideoGame/BionicCommando1988'' and ''Pirate Ship Higemaru''. Her finisher has her cosplay as four Capcom characters: [[VideoGame/StreetFighterIII Makoto]], [[VideoGame/RedEarth Mai-Ling]], [[VideoGame/AlienVsPredatorCapcom Lt. Linn Kurosawa]], and [[VideoGame/LegendaryWings Michelle Heart]].
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** He has alternate color schemes based on Jane and the [=BioReign=] soldiers, both from the 2009 ''VideoGame/BionicCommando''. For ''Ultimate'', he gets a [[http://www.capcom-unity.com/number6/blog/2011/09/30/umvc3_costume_inspiration_blog_-_spencer color scheme]] inspired by ''VideoGame/PN03''. His DLC costume is his appearance from ''Bionic Commando Rearmed''.
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** He has alternate color schemes based on Jane and the [=BioReign=] soldiers, both from the 2009 ''VideoGame/BionicCommando''.''VideoGame/BionicCommando2009''. For ''Ultimate'', he gets a [[http://www.capcom-unity.com/number6/blog/2011/09/30/umvc3_costume_inspiration_blog_-_spencer color scheme]] inspired by ''VideoGame/PN03''. His DLC costume is his appearance from ''Bionic Commando Rearmed''.
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* '''Spencer''' has a new move in which he chucks a hand grenade just like in the 2009 ''VideoGame/BionicCommando''. Similary, his new Lv. 3 Hyper Combo "Coup de Grace" (where he shoves a grenade in the downed opponent's mouth) is wholly inspired by the cutscene that plays after beating Groeder in the same game.
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* '''Spencer''' has a new move in which he chucks a hand grenade just like in the 2009 ''VideoGame/BionicCommando''.''VideoGame/BionicCommando2009''. Similary, his new Lv. 3 Hyper Combo "Coup de Grace" (where he shoves a grenade in the downed opponent's mouth) is wholly inspired by the cutscene that plays after beating Groeder in the same game.
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Cleaned up some green links and a stray red link.
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** ''"[[VideoGame/XMen Wahahaha! Magneto! Welcome to die!!]]"''
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** ''"[[VideoGame/XMen ''"[[VideoGame/XMen1992 Wahahaha! Magneto! Welcome to die!!]]"''
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* '''Shuma-Gorath
''' [[http://fans.marvel.com/marvel_interactive/blog/2011/02/09/marvel_vs._capcom_3:_the_final_9_marvel_alternates has]] the purple color scheme from his first comic appearance and ''Marvel Super Heroes'', his blue alt. from ''Marvel vs. Capcom 2'', and a silver original.
''' [[http://fans.marvel.com/marvel_interactive/blog/2011/02/09/marvel_vs._capcom_3:_the_final_9_marvel_alternates has]] the purple color scheme from his first comic appearance and ''Marvel Super Heroes'', his blue alt. from ''Marvel vs. Capcom 2'', and a silver original.
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* '''Shuma-Gorath
''''''Shuma-Gorath''' [[http://fans.marvel.com/marvel_interactive/blog/2011/02/09/marvel_vs._capcom_3:_the_final_9_marvel_alternates has]] the purple color scheme from his first comic appearance and ''Marvel Super Heroes'', his blue alt. from ''Marvel vs. Capcom 2'', and a silver original.
'''
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--> ''"Was that a [[ComicBook/TheCloneSaga clone me]] or a [[ComicBook/SecretInvasion Skrull me]] I just beat? I can never tell the difference."''
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--> ''"Was that a [[ComicBook/TheCloneSaga clone me]] or a [[ComicBook/SecretInvasion [[ComicBook/SecretInvasion2008 Skrull me]] I just beat? I can never tell the difference."''
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* '''ComicBook/{{Storm}}''' has a white and gold-trimmed scheme (meant to reference her outfit from the 90s, used in both the [[WesternAnimation/XMenTheAnimatedSeries cartoon]] and earlier ''Marvel vs. Capcom'' titles) and two schemes based on her ''X-Treme X-Men'' appearances (her standard outfit for that series, and one used for a fight in Tokyo).
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* '''ComicBook/{{Storm}}''' '''[[Characters/MarvelComicsStorm Storm]]''' has a white and gold-trimmed scheme (meant to reference her outfit from the 90s, used in both the [[WesternAnimation/XMenTheAnimatedSeries cartoon]] and earlier ''Marvel vs. Capcom'' titles) and two schemes based on her ''X-Treme X-Men'' appearances (her standard outfit for that series, and one used for a fight in Tokyo).
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* Before executing his Inferno Hyper, '''Super-Skrull''' says "[[ComicBook/SecretInvasion He loves you.]]" This was removed in ''Ultimate'', as Kl'rt actually wasn't allied with the invading Skrull forces (in truth, he even fought with Nova ''against'' them).
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* Before executing his Inferno Hyper, '''Super-Skrull''' says "[[ComicBook/SecretInvasion "[[ComicBook/SecretInvasion2008 He loves you.]]" This was removed in ''Ultimate'', as Kl'rt actually wasn't allied with the invading Skrull forces (in truth, he even fought with Nova ''against'' them).
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** Another of his quotes is taken directly from the ''ComicBook/SecretInvasion'' tie-in to his series:
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** Another of his quotes is taken directly from the ''ComicBook/SecretInvasion'' ''ComicBook/SecretInvasion2008'' tie-in to his series:
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** His Wave 1 DLC costume is the ComicBook/SuperiorSpiderMan suit. The alternate color schemes for that suit are based on ComicBook/SpiderGwen, Superior Venom and the Iron Spider suit.
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** His Wave 1 DLC costume is the ComicBook/SuperiorSpiderMan ComicBook/SuperiorSpiderMan2013 suit. The alternate color schemes for that suit are based on ComicBook/SpiderGwen, Superior Venom and the Iron Spider suit.
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** His Wave 1 DLC costume is an original take on Zero based on X's TruForce appearance.
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** His Wave 1 DLC costume is an original take on Zero based on X's TruForce [=TruForce=] appearance.
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** His [[SpellMyNameWithAnS Blaster/Blastor]] [[SuperMode Mode]] Voltekka Level 3 (should the initial shockwave connect) shows Blade's [[TransformationTrinket Tek-set system crystal]] shattering right before he fires. Early on in the anime, Blade's crystal was broken and Takaya/D-Boy subsequently needed to rely on Pegas in order to transform into Blade, although said crystal was mysteriously regenerated in ''Tekkaman Blade II'' without explanation. The entire sequence is the same as when Blade first used the Blastor Voltekka, shattered crystal and all.
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** His [[SpellMyNameWithAnS [[InconsistentSpelling Blaster/Blastor]] [[SuperMode Mode]] Voltekka Level 3 (should the initial shockwave connect) shows Blade's [[TransformationTrinket Tek-set system crystal]] shattering right before he fires. Early on in the anime, Blade's crystal was broken and Takaya/D-Boy subsequently needed to rely on Pegas in order to transform into Blade, although said crystal was mysteriously regenerated in ''Tekkaman Blade II'' without explanation. The entire sequence is the same as when Blade first used the Blastor Voltekka, shattered crystal and all.
