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Characters / Marvel vs. Capcom 3 - Marvel Characters

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    Captain America

Surrender is your only option.
Debut: Captain America Comics #1 (March 1941)
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.

  • And This Is for...: If he wins a battle against Iron Man, he proclaims "That was for Civil War".
  • Apologetic Attacker: His quote after performing an Assist attack is "Sorry, soldier."
  • Asskicking Equals Authority: His DLC costume gives him his Director of SHIELD outfit.
  • Avengers, Assemble!: He yells this when he is the first person picked on a team out of himself, Iron Man, Thor or Hawkeye. Amusingly, if you're doing a challenge that makes every enemy team three copies of the same character, he also says it if you fight three Iron Mans.
  • Boomerang Comeback: Unlike in the previous games, his shield will automatically fly back towards him after being thrown.
  • But for Me, It Was Tuesday: In Ultimate, when facing off against Taskmaster, Cap doesn't seem to remember him and asks him who he is.
  • Captain Patriotic: The Trope Codifier, being one of the many superheroes created during World War II to boost the Allies' morale. His influence in media stood the test of time.
  • Compliment Backfire: When he references the 1940's warplane, it seems to go over Zero's head, both being fast, fragile and prone to self destructive charges.
  • Empowered Badass Normal: Well, he used a Super Serum to become what he is now (he was once weak and limp), but what that serum does is just enhancing his overall power and durability to the peak of human performance.
  • First-Name Basis: He calls Iron Man, Hawkeye, Nova, and Doctor Strange by their true names ("Tony!" "Clint!" "Richie!" and "Stephen!", respectively).
  • Gratuitous English: In the Japanese version of the game, he uses a lot of English words in his winning speech bubbles, written in English script and all. This doesn't extend to his spoken dialogue, though, as there are no Japanese voices for the Marvel characters.
  • The Heart: It's subtle, but it's still there. The cinematic movies of the game begin with Marvel characters fighting against Capcom ones (along with unexpected alliances like Chris Redfield saving Morrigan, for example). Cap is the first hero to actually protect guys from other universe - thus switching the battle to a good guys vs bad guys mode.
  • Heroic Build: The serum Captain America took to become what he is changed his body so that it could reach the peak of human performance, resulting in the muscular physique he has now.
  • Jack-of-All-Stats: He is very versatile, deals good damage and can play both offensively or employ keep away tactics, but doesn't really excel in any particular role.
  • Lag Cancel: He can cancel his dash with crouching and then dashing again, making it quicker to approach opponents.
  • Luckily, My Shield Will Protect Me: Captain America's iconic shield is obviously his Weapon of Choice and used extensively in his entire moveset.
  • The Rival: M.O.D.O.K. started out as a strictly Captain America villain. Their animosity towards each other is lampshaded in the former's intro quote, who envisions their confrontation as "the ultimate battle of brains versus brawn".
  • Shield Bash: His Charging Star and Stars And Stripes specials, as well as their hyper counterparts, involve charging at his opponents at high speed to bash them with his shield. His Charging Star, in particular, can go through projectiles.
  • Shoryuken: His Stars And Stripes special is an uppercut that hits his opponents with the shield. This also has a hyper variant, which resembles Ken's Shoryuu Reppa.
  • Shotoclone: His Shield Slash, Stars & Stripes and Charging Star function similarly to Ryu's Hadoken, Shoryuken and Tatsumaki Senpukyaku, respectively.
  • Spinning Piledriver: Performs said move in his Final Justice hyper, which creates an explosion.
  • Throwing Your Shield Always Works: He launches his shield as a projectile when he performs Shield Slash. It now also hits upon flying back.

Check me out! I'm the ghost of Christmas Kick Your Ass!
Debut: The New Mutants #98 (February 1991)
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.

  • Airplane Arms: Deadpool's dash animation has him lunge forward, with both his arms lagging behind.
  • And This Is for...: When he wins against Arthur, he declares that "This is for lulling me into great side-scrolling adventures that were never possible to beat!".
  • Ascended Meme:
    • He keeps the Shoryuken he used in his home comic. Unlike the usual Shoryuken, Deadpool's is used as a launcher, so it puts the opponent in a vulnerable position and has quick recovery, despite having almost no horizontal range and very short vertical range.
    Ryu: You stole my Shoryuken? When did you...!?
    • His win quote against Magneto references the infamous MAHVEL, BAYBEE! video, while his intro quote references the other notable Magneto line from Konami's arcade game.
    HAHAHA! Magneto! Welcome TO DIE!
  • Biting-the-Hand Humor: His win quote against Arthur has giving an F-U to the sinister difficulty of Ghosts 'n Goblins, another Capcom game.
    "And that's for lulling me into great side-scrolling adventures that were never possible to beat!"
  • Crouching Moron, Hidden Badass: He's goofy as hell to say the least, but extremely deadly regardless.
  • Blood Knight: When tagging in after one or both teammates are defeated, he says "Yay! Now it's fighty time!" or "Blood blood blood!", which double as references to the moment he used a Shoryuken on Kitty Pride.
  • Breaking the Fourth Wall:
    • His Level 3 Hyper has him beat the opponent with the HUD.
    • His winpose has him walking up to the camera and talking to the player. If they did well in the preceding fight, Deadpool will ask if they remembered to record it. If the match was barely won, he will instead proclaim to despise the player.
    • When he's KO-ed, he will admonish the player for "pressing the wrong button".
    • When he beats any Street Fighter character, he addresses Capcom, expressing interest to be in the cover for the next Street Fighter game.
    • His intro quote against Dante has him ask how did could enjoy the latter's games without him in them, poking fun at how close the two characters are both in terms of personality and skills.
    • In his ending, he throws a party and says he would invite the player in front of the TV, if it wasn't for the fact that they are already being rewarded by receiving Player Points.
    • In Ultimate's opening movie, he surfs on Phoenix Wright's "Objection!" Speech Bubble.
    • While his friend Cable didn't return for this game to the dismay of many fans, Deadpool did get a DLC "Cablepool" outfit in Ultimate. When he dons it, he says "And you thought Cable wasn't in this game..."
  • Combat Pragmatist: Pretty much all the fighters are this to a degree, but only he can level his opponents with the heads-up display.
  • Counter-Attack: His Level 3 Hyper starts with him doing a Sexy Walk (complete with heart-shaped bubbles and "Boop boop bee doop!"), and if the opponent attacks him, he'll stun them before beating them with his lifebar and Hyper Combo gauge.
  • Dissonant Serenity: His "Cuttin' Time!" attack has him sing as he slices the opponent.
  • Epic Fail: When his health is low, using his teleport move can actually KO him, with the game cheering it with a Hyper Combo KO announcement.
  • Everything's Better with Spinning: If his "Happy-Happy Trigger" hyper is done in midair, he'll spin while firing diagonally downward.
  • Exploiting the Fourth Wall: As expected of Deadpool, he can use 4th wall elements to attack - in form of his Level 3 Hyper and his taunt.
  • Explosive Overclocking: In his ending, he throws a party to celebrate his victory over Galactus, and accidentally ends up wiping Cleveland off the map because he attempted to add a Power Cosmic boost to the DJ booth.
  • Fighting Clown: His fighting style is half regular attacks, and half fucking around.
  • Gangsta Style: Overlaps with Guns Akimbo in one of his hypers, where he holds his guns this way before unloading several magazines' worth of bullets on them.
  • Katanas Are Just Better: He dual-wields katanas in conjunction with his guns. He lampshades it in one of his win quotes, where he wonders whether to kill his opponent with "the sleek but impersonal firearm" or go with "the cool factor of a nice katana".
  • 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.
  • Moonwalk Dance: Deadpool moonwalks whenever he walk backwards, as opposed to other characters.
  • Ninja Prop: Deadpool is fully aware of the game's design, so he whacks his opponent with 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!"
  • Practical Taunt: Deadpool's taunt produces a speech bubble that has a damaging hitbox.
  • Sexy Walk: During the start of his Level 3 Hyper, he does a comical "sexy" pose before strolling forward. Attacking him while he does this launches the attack proper.
  • Shoot the Bullet: In the first trailer, Deadpool and Dante draw their guns on each other. Rather than dodge the incoming attacks, they both proceed to unload, with each individual bullet being deflect off its target by an opponent's projectile.
  • Talkative Loon: Deadpool never stops talking about the game's mechanics or how he is aware that he is just a fictional character, which other fighters interpret as just another facet of his lunacy. A few like Dr. Strange and Hsien-Ko will tell to his face that they wish he would shut up.
  • Trick Bomb: His Level 3 Hyper Combo involves a flashbang grenade to blind his opponent.
  • Trigger Happy: Most of his moveset revolves around him wildly shooting his revolvers, to the point that he even has a special exactly named after this, and a hyper named "Happy-Happy Trigger".
  • Teleporters and Transporters: He can teleport, but the attack will backfire on every third attempt, causing an explosion that damages Deadpool himself.
  • Your Mom: When executing some of his attacks, he will sometimes randomly exclaim "Yo momma!"

    Doctor Doom
To face Doom is to face one's end!
Debut: The Fantastic Four #5 (July 1962)
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 Richards' 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.

  • A God Am I: His intro quote against against Amaterasu, Thor, or Shuma-Gorath has him proclaim that "it is Doom who should be worshiped".
  • Anti-Air: His Sphere Flame hyper goes straight up, multi-hitting the opponent. If it doesn't hit, the sphere explodes and multiple energy shots rain from above.
  • Badass Arm-Fold: His Idle Animation is just him standing in place with his arms crossed, which serves to display that he doesn't consider the other playable characters to be more than just a distraction.
  • Badass Bookworm: He's a powerful genius, and he loves to make sure everyone knows it.
  • Badass Cape: He's a badass supervillain, and has the cape to prove it.
  • Big Bad Duumvirate: With Wesker, at first. It doesn't last, either because he wouldn't want to share control of the two universes with him, was disgusted by his methods, or both.
  • Cool Chair: His throne appears in his intro, Level 3 hyper, and victory pose.
  • Cool Mask: It wouldn't be Doctor Doom without it. It has an angry expression to symbolize his wrath.
  • Did You Just Scam Cthulhu?: Doom's ending has him steal some of the Power Cosmic from Galactus.
  • Dishing Out Dirt: His Molecular Shield special, which lifts several boulders around him and shoots them forwards.
  • Diving Kick: His "Foot Dive" is Exactly What It Says on the Tin. Dr. Doom dives diagonally forward, with both legs extended, and crushes his opponent under his feet.
  • Electric Torture: His Level 3 hyper conjures up a cage that traps the opponent and electrocutes them, as he enters a Slouch of Villainy to enjoy the show.
  • Evil Sounds Deep: His voice is booming under his armor.
  • The Fighting Narcissist: One of his victory quotes has him demand that the applause continues for another hour, with execution as punishment for those who disobey.
  • Flight: He's capable of this for a short time thanks to his armor.
  • Frickin' Laser Beams: He can fire a thin green laser from his gun or an array of beams from his hands.
  • Ground Pound: His Launcher Move has him pound the ground, unleashing a wave of energy that propels his opponent into the sky.
  • Hammerspace: He conjures up a lot of his weaponry from out of nowhere, such as a missile launcher from behind his legs.
  • Homing Projectile: A variant - his Hidden Missiles will track the enemy's position while falling from above.
  • It's Personal: His special conversation with Ghost Rider is much more aggressive, even calling the Spirit of Vengeance by his real name.
    Doctor Doom: I shall send you back to the Hellfire that spawned you, Blaze.
  • Large Ham: He's very fond of delivering hamtastic lines in third person to exclaim how great he is and how inferior to him his enemies are.
  • Magitek: Despite his moveset being largely based on his various gadgets, Dr. Doom is a proficient magic user. This leads him to develop a minor rivalry with Dr. Strange, as the two bicker about who is the better magician during their winquote dialogues.
  • Not Big Enough for the Two of Us: He utters "this dimension is not big enough for the both of us!" as his intro quote against Dormammu.
  • Powered Armor: His suit of armor is packed with high-technology and Magitek systems, making him a powerful opponent.
  • That Makes Me Feel Angry: When he activates his X-Factor, he exclaims "You have angered Doom!"
  • Third-Person Person: As he considers himself a great and powerful ruler, Doom indulges in this, referring to himself exclusively by his last name.
  • Villain Team-Up: With Wesker, to take control of both the Marvel and Capcom universes. The alliance is broken in the third animated teaser, though.
  • The Von Trope Family: His real name is Victor von Doom.

Who dares defy the Dread One?
Debut: Strange Tales #126 (November 1964)
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.
  • 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 vs. Evil: Dormammu's ending in Ultimate shows him invading Capcom worlds in search of "new opportunities". Akuma confronts him, saying he has no power in that realm.
  • 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.
  • 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 four characters who can serve as Galactus' Herald.
  • Monochromatic Eyes: Simple shining orange eyes without pupils.
  • Physical God: Of his own dimension.
  • 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.
  • 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.
  • 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.
  • 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.

Debut: The Incredible Hulk #1 (May 1962)
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.

  • The Berserker: Hulk might be the ultimate example, being the literal embodiment of Bruce Banner's latent rage.
    Wolverine: In our own ways, we're both monsters!
  • Big Damn Hero: In the Episode 3 Trailer, he single-handedly saves X-23 and Chris and shifts the battle in the heroes' favour.
  • Characterization Marches On: After several games of using his Merged Hulk persona, he's back to his classic Savage Hulk identity.
  • Death from Above: Gamma Crush. He jumps into space and essentially grabs a meteor to drop on his opponent.
  • Dishing Out Dirt: He doesn't actually have the ability to conjure earth, but he can do it with his sheer power.
  • Dumb Muscle: Yet his bio gives him a high intelligence stat. Though that probably belongs to Bruce Banner, which is accurate.
    Haggar: Big muscles don't mean anything if you don't know how to use 'em, pal.
    (One of his winquotes) Puny humans try and fight Hulk. And they say it's Hulk who's not smart!
  • First-Name Basis: Switch him out with She-Hulk, and he tags her in as "Jen". Averted with most of the other characters: Iron Man is "Metal Man", Felicia is "Cat Girl", Viewtiful Joe is "Funny Helmet Man", and Amaterasu is "Dog" (among others). And then, he still refers to most of the cast by their actual names like Spider-Man, Dante, and Chun-Li.
  • Large Ham: Try to find a line in the game where he's not shouting. Justified because he's the Hulk; he's basically powered by Unstoppable Rage.
  • Megaton Punch: His Ultimate-only move, Impact Punch, which wallbounces if charged.
  • Mighty Glacier: He moves and attacks slowly, but hits very hard.
  • The Nicknamer: As is typical of Savage Hulk, he's not too good with names.
  • Storming the Castle: In his ending, he storms the Resident Evil mansion along with Chris and beats the tar out of Nemesis.
  • Super Rug-Pull: His Gamma Wave and its hyper variant Gamma Tsunami.
  • Trash Talk:
    (One of his winquotes) Who's stronger than Hulk? No one! NO ONE!
    (One of his winquotes) No one stops Hulk!
    (One of his winquotes) Hulk smash! Hulk win! Hulk is strongest!
  • Up to Eleven: Invoked; he's strong already, but...
    (to Phoenix) Hulk strong! Hulk wonder how strong Hulk get with Phoenix Force? Give Hulk Phoenix Force!

    Iron Man
Battle mode initiated.
Debut: Tales of Suspense #39 (March 1963)
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.

  • First-Name Basis: When he switches out with Captain America, he yells "Steve!". Also "Logan!" for Wolverine, and "Clint!" for Hawkeye.
  • Flight: He's capable of this for a short time.
  • Hammerspace: Proton Cannon is a massive weapon that he can create out of thin air.
  • My Tech Is Better Than Yours
    (against M.O.D.O.K. or Doom): Let's see who really has the better toys, shall we?
    (after beating either one) Pfft. You call that tech? I'll show you tech.
    (after beating Spencer) Give me a call if you want an upgrade, son.
    (intro vs. Nova) Nova Force power vs. Stark Tech, huh? Bring it, flyboy!
  • Oh, Crap!: When fighting The Hulk, he really wishes he had come decked out in the Hulkbuster Armor.
  • Power Echoes: He gets a bit of this, mostly due to robotic modulation for his voice while suited-up.
  • Powered Armor: The Poster Boy of this trope.

Learn now... why they call me the "Master of Magnetism"!
Debut: The X-Men #1 (September 1963)
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.

  • Affably Evil: One of the most likable antagonists in the game, and surprisingly polite in his interactions with a few characters (particularly his fellow X-Men). This gets reflected in his personal ending, where he converts Galactus' spaceship into a safe haven for mutantkind instead of using it to declare war on his enemies.
  • Anti-Villain: He only wants what's best for mutantkind, but resorts to some truly heinous acts in his quest to protect his kind. Case in point, he joins Victor's Legion of Doom in this game and attempts to conquer both the Marvel and Capcom universes.
  • Ascended Meme: One of his alternate colors is the one from the MAHVEL BAYBEE video.
  • Badass Cape: Two of the most recognizable elements of his design are this and his Cool Helmet.
  • Battle Aura: The power of magnetism lets him 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.
  • Counter-Attack: His Force Field special works as this, but also has projectile properties.
  • Difficult, but Awesome: Much like in MvC2, he still has his hard-to-execute loop combos.
  • Evil Laugh: He laughs if he manages to hit his opponent with his level 3 Hyper Combo, as well as during one of his possible winquotes.
  • 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: One of his special moves is the ability to fly through the air for a couple of seconds. Great for extending combos or repositioning, but also makes him unable to block.
  • 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.
  • 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: His special moves focus on his gravitational powers, such as binding his foe to the ground with Hyper Grav or at the start of the Gravity Squeeze hyper combo. In Ultimate, he gains the ability to further attract and repel his opponents.
  • Ground Pound: In his Magnetic Shockwave hyper, Magneto punches the ground to unleash an electric shockwave that covers the entire screen in front of him.
  • Humans Are Bastards: The character's most distinguishing trait is his venomous disdain for regular humans. This doesn't stop him from being partnered with the likes of Frank West and Phoenix Wright.
  • Insistent Terminology: A variant; he references the Marvel Universe's definition of mutants note  when addressing Wesker's bioaugmentation, saying that "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: He never walks, instead using his control over gravity to float over the ground.
  • Pragmatic Villainy: His ending has him opt for using Galactus' worldship as a safe home for mutants rather than conquering Earth.
  • Think Happy Thoughts: He needs to learn to do this, according to Morrigan (when she wins) at least.
  • Visionary Villain: His desire to change the world into one where mutants can live in peace is subtly referenced in both his generic intro and winquotes.
    "Allow me to share my dream for this world."
    "The time for subtlety is passing. Now is the time for change."
  • Worthy Opponent: Magneto expresses disappointment that Vergil is not a mutant, as the latter's fighting skill would make a fine addition to his Brotherhood of Mutants.
  • You Remind Me of X: Twin brothers Dante and Vergil remind Magneto of his own son, Quicksilver, due to their brash and arrogant attitudes and their white hair.
  • 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.

If you think I've evolved beyond the joys of murder, you'd be wrong!
Debut: Tales of Suspense #94 (October 1967)
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.

  • 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.
  • Cephalothorax: He is basically a giant head with limbs. Other characters mock him by calling him an evil Humpty Dumpty.
  • Combat Tentacles: The mechanical version, used for his Killer Illumination hyper.
  • 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?: When he defeats Amaterasu, Thor, or Shuma-Gorath, he brags that he can add killing a god to his 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: M.O.D.O.K. has the longest flight in the game. And where other characters need a special input in order to activate their flight, M.O.D.O.K. 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!

You're about to deal with forces you can't possibly comprehend.
Debut: The X-Men #1 (September 1963)
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.

  • Animal Motifs: As The Phoenix, she can manifest fiery wings and projectiles shaped like birds.
  • Ascended Extra: As Jean Grey, she had previously cameoed in several endings in past games, before making a playable appearance in this one.
  • Back from the Dead: Her Level 5 Hyper Combo, titled Dark Phoenix Rises, is automatically triggered when she is KOed, provided she has the required 5 hyper bars. It grants her a power boost on top of fully replenishing her health.
  • Battle Aura: Her second level 1 hyper generates an aura that replenishes her red health quickly.
  • Beam Spam: Every normal attack that Dark Phoenix performs launches several wisps of fire at the opponent. Couple this with her other projectiles and... You know the result.
  • Death-Activated Superpower: If she gets KO'd with five super meters, she'll automatically transform into Dark Phoenix.
  • Difficult, but Awesome: Her health is so low that some level 3 hypers or just a particularly good combo can one-hit kill her. However, her damage output, mix-ups, hypers and special abilities mean that getting in that combo can be pretty difficult.
  • Face–Heel Turn: During her ending, Dark Phoenix completely takes over and proclaims that the other heroes' troubles are just beginning.
  • Fireballs: Her TK Shot special fires a sphere of psychokinetic flames from her hand. Dark Phoenix fires two balls simultaneously.
  • First-Name Basis: She calls her X-Men buds (Logan/Wolverine, Laura/X-23, Ororo/Storm, and Erik/Magneto) by name.
  • Flight: She's capable of this for a short time, which gives her formidable mobility when paired with her teleport.
  • Fragile Speedster: Until she goes Dark, she has to rely on her ridiculously good mobility and multiple angles of attack, because her health is sub-par.
  • Glass Cannon: Strong damage, but the lowest health in the entire game. This gets even more pronounced as Dark Phoenix, as her damage output goes up even higher, but her health will constantly drain.
  • Heal Thyself: Her Healing Field hyper quickly restores her red health meter.
  • Homing Projectile: The strong version of her TK Shot homes in on opponent.
  • Long-Range Fighter: She can combo her teleport with TK Shot and TK Trap to avoid her opponent while chiping at their health with projectiles. Dark Phoenix further enforces this by shooting small fiery feathers forward whenever an attack button is pressed.
  • Not So Different: To Akuma, as they both are in the process of succumbing to a destructive force.
    (To Akuma) We're more alike than I'd like to admit.
  • Playing with Fire: The Phoenix Force manifests by giving her access to cosmic fire attacks.
    Thor: Ye be a fiery woman with spirit to match the bravest Asgardian! Alas, your skills fell short.
  • Power Gives You Wings:
    • Her Level 1 Phoenix Inferno gives her fiery wings, which she then shoots forwards to damage her opponent.
    • She sprouts a pair of fiery wings upon transforming into Dark Phoenix.
  • Say My Name: Her death quote. She cries out for Cyclops.
    Phoenix: Scott...
  • Split-Personality Takeover: In her ending, the struggle to defeat Galactus puts a strain on Jean, allowing the Dark Phoenix to fully consume her.
  • Superpowered Evil Side: Upon defeat, the Dark Phoenix rises, giving her incredible offensive skills, at the cost of driving her destructively insane.
    Vergil: There's a darker power that lies dormant in you. Why do you hesitate to embrace it?
  • Trap Master: Her TK Trap special creates a fiery emblem, which hangs in the air for a while before shooting a projectile forward.
  • You Remind Me of X: She notices some similarities between Morrigan and the X-Men villain Selene, who somewhat resembles a succubus.
    "You remind me of Selene, maybe that's why I didn't take it easy on you."

Attention: cease and desist.
Debut: The X-Men #14 (November 1965)
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.

  • Breath Weapon: Its standard H attack is a laser which the Sentinel shoots from its mouth.
  • Flight: Capable of this for a short time.
  • Giving Someone the Pointer Finger: During its Sentinel Force (and its hyper variant), it does this to call forth missiles.
  • Hero Killer: Should the Sentinel win a battle against Magneto or Wolverine, it will proclaim that "the target has been terminated". In the former's case, it will also declare that its next target shall be the leader of the X-Men, Charles Xavier.
  • Humongous Mecha: Smaller than (most of) its comic counterparts (especially with his full-sized brothers in the background in the Days of Future Past stage), but still by far the second largest playable character, after Galactus. His leg even clips through other character models when he calls them in for an assist.
  • Hunter of Monsters: Sentinels are machines built with the explicit purpose of hunting down mutants. This leads Magneto to label it as an abomination, and Spencer to call it a failure of human engineering.
    (Victory quote against the X-Men, Magneto and Deadpool): Mutant entity eliminated. Operation successful.
  • Invulnerable Attack: Its normal attack can disperse projectiles. Even more fittingly, Hard Drive is completely invulnerable throughout its duration. If two Sentinels do Hard Drive one after another, the one that did it second lands a hit or two only at the end.
  • Killer Robot: Its main purpose is hunting down and terminating people with latent mutant genes. If the Sentinel meets Nova, it will also begin wondering whether it should start killing members of the Nova Corps as well.
  • Lag Cancel: It can cancel its dash with crouching and then dashing again, making it quicker to approach opponents.
  • Lightning Bruiser: Even after having its ample supply of health reduced in a patch, Sentinel still hits quite hard and can more than keep up with characters thanks to the aforementioned Lag Cancel. Most of his attacks are fairly slow, however.
  • Machine Monotone: Being a robot, it speaks like this.
  • Nerf: Received a severe health nerf (from 1.3 million to around 910k) with the March 22nd, 2011 patch. He now only marginally outdoes Spider-Man, Dante, and several other Glass Cannons and Fragile Speedsters. Ultimate brings him down even further to 900000. Even with these downgrades, many tier lists have him placed at the top or close to it.
  • Ominous Latin Chanting: Its theme.
  • Power Echoes: Sentinels are androids, so their voices are naturally robotic with a reverberating echo.
  • Red Eyes, Take Warning: It has shining red robot eyes and is certainly a dangerous Killer Robot.
  • Rocket Punch: One of its specials shoots its fist a short distance forward, which the Sentinel then retracts back into its arm socket.
  • Secret Character: Requires 4000 Player Points to be unlocked in the vanilla version of the game.
  • Shock and Awe: Its Plasma Storm hyper produces an electric Sphere of Destruction between its palms.
  • [Trope Name]: Pressing the Taunt button causes the Sentinel to randomly proclaim "Undermine enemy's confidence!"
  • Zerg Rush: Its Sentinel Force special and its Hyper counterpart summon waves of smaller Sentinels to collide with the opponent.
  • Zeroth Law Rebellion: Its ending. Just like in X-Men: Children of the Atom, the Sentinels begin hunting down anything that isn't an ordinary human (including superpowered humans like Ryu and Dan from the Street Fighter series) and dominate the world. Even less happily in Ultimate, with the Master Mold acquiring Galactus' worldship, it now has the ability to eradicate its targets in other planets and dimensions. The Sentinels themselves even take on an appearance more similar to Galactus himself.

Debut: Savage She-Hulk #1 (February 1980)

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.

  • Boobs of Steel: Has a considerable rack and is the most physically-oriented female fighter in this game. She's also the female fighter with most health (at 1,150K), barring Tron's 1,200K (who brings a Mini-Mecha with her).
  • Breaking the Fourth Wall:
    • As of Ultimate, she'll remind Deadpool that she's done this, too.
    I can break the fourth wall too, ya know?
    • Her win-screen quote after beating Deadpool:
    You know, if this game were made in 1991, I'd be the one whacking you with a health bar.
    • Ultimate also gave her a new victory quote against Deadpool:
    If there's ever an MvC4, I'll destroy you there too, Wade.
  • Car Fu: Her Level 3 Hyper, Road Rage (aka Sunday Driver), involves flattening her opponent with a nearby car. Sometimes she'll just let the car go straight, crashing into the enemy as it goes.
  • Composite Character: Sort of. Every She-Hulk costume in the game is Jennifer Walters in personality, but only a few actually represent what she looks like. For the other costumes, Capcom chose Lyra (Hulk's daughter, wearing a Frightful Four uniform), Ultimate She-Hulk (Betty Ross), and Red She-Hulk (Betty Ross of the core universe).
  • Does Not Know Her Own Strength: Absolutely wrecks the judge's bench when given her own court show, scaring the crap out of Phoenix Wright and Miles Edgeworth.
  • Drives Like Crazy: Well, perhaps not She-Hulk herself. In her intro, she throws away a car that is covered in tickets. Oh, and there's a "no parking" sign stuck to it too.
  • First-Name Basis: When switched-out, she calls Hulk as "Bruce". Also "Tony" for Iron Man.
  • Lightning Bruiser: Like Hulk, she hits hard. Unlike him, she has a special move to get a running start.
  • Wrestler in All of Us: Compared to her cousin, she's more of a grappler than a bruiser. She also uses a clothesline, elbow drop, dropkick, and Senton Bomb.
  • Written Sound Effect: Many of her special attacks produce them.
    • Heavy Strike: CRAAACK!
    • Runner's Start > Chariot > Clothesline: KRACK!
    • Runner's Start > Catapult > Shooting Star: WHAM!
    • Runner's Start > Catapult > Flying Drop Kick: WHUNK!
    • Runner's Start > Catapult > Diving Senton: WHUNK!
    • Emerald Cannon (Hyper Combo): WHUUUNK! > Emerald Impulse: WHAAAM! > Emerald Disaster: WHUNK!
  • You Gotta Have Blue Hair: Green hair, because the gamma radiation in Bruce's blood affected their cells too.

Embrace... CHAOS!
Debut: Marvel Premiere #5 (November 1972)
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.

  • 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 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.
  • Catchphrase: 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!
  • The 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.
  • Drama-Preserving Handicap: In terms of canon Power Levels, Shuma-Gorath is, by far, the most powerful character in the game. He's more powerful than Galactus, the game's Final Boss. Fellow dimensional entity Dormammu, who would otherwise be the uncontested holder without him, is canonically considered to be "nothing" compared to Shuma to the point where even he doesn't dare trifle with him or invade the Chaos Dimension, and for further perspective Dormammu is more powerful than Odin. Not only is Power Creep, Power Seep in play, but the game provides a reason for why he can lose: He's outside the Chaos Dimension, where he's weaker. Presumably, this is how anyone can actually beat him.
    Shuma-Gorath: Imagine if you faced me in my own Chaos Dimension, fool! I am omnipotent there.
  • 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.
  • 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.
  • 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!

Debut: Amazing Fantasy #15 (August 1962)
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."

  • Biting-the-Hand Humor: In-Universe: in his intro against Firebrand, Spider-Man asks if the demon has any relation to his boss, JJJ. He also asks Ghost Rider if he'd be interested in harvesting JJJ's soul.
  • Building Swing: His Web Swing special move has Spider-Man shoot a string upwards, which he then uses to propel himself towards his opponent.
  • Comes Great Responsibility:
    • Spider-Man chastises Wesker in one of his winquotes, saying that the latter has a great power, but is not being responsible with it.
    • Spoofed in one of his intro quotes, where he exclaims that "With a great power comes a great beatdown!"
    • One of his standard winquotes has him say that "Sometimes with a great power comes the great responsibility to beat the bejeezus out of somebody."
  • Diving Kick: His Maximum Spider hyper combo has him entangle his opponent in the air with a giant web, after which he delivers a powerful kick from above to smash them back to the ground.
  • 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".
  • Giving Someone the Pointer Finger: The Super Move Portrait Attack for his Crawler Assault has him pointing to his opponent before beating them down.
  • Mirror Match: Lampshaded. His winquote against an opposing Spider-Man has him wonder whether that was a a clone or a Skrull.
  • The Nicknamer: He has special tag names for several possible team members: "Maggie!" (Magneto), "Wolvie!" (Wolverine), "Shellhead!" (Iron Man), "Doomsy!" (Dr. Doom), "Hulkster!" (The Hulk), "Tasky!" (Taskmaster) and "Mr. Wilson!" (Deadpool) are some of them.
  • Rapid-Fire Fisticuffs: His Crawler Assault hyper has Spider-Man punch his opponents several times in quick succession, producing red and blue blurs with each strike.
  • The Rival: To Taskmaster. There's an achievement for winning an online match for beating the latter with Spidey (or the other way around).
  • Shoryuken: His Spider Sting is a jumping uppercut that can be followed up with a punch that knocks his opponent right back down to Earth.
  • You Remind Me of X: His winquote against Firebrand has him compare the latter with "the guy who ruined (his) 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.
Debut: Giant-Size X-Men #1 (May 1975)
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.

  • Martial Pacifist: Storm treasures peace, and many of her winquotes have her attempting to reason with her defeated opponents. However, she is canonically one of the most powerful members of the X-Men and proves to be a force to be reckoned with when she actualy joins the battle.
    "This battle could have been avoided. Next time, we must seek a peaceful solution."
  • Monochromatic Eyes: Her pupils are white and only slightly darker than her sclera.
  • Person of Mass Destruction: She is every weather-related natural disaster crammed into a single person. This is best showcased in her Hailstorm hyper combo, where she rains giant icicles upon the entire field.
  • Power Floats: In her default stance, Storm levitates above the ground by riding on air currents.
  • Weather Manipulation: Her iconic mutation. All her basic attacks are punches or kicks empowered by whirlwinds or electricity, while her specials have her conjuring storms to cause damage on a larger scale.

There's far too much trash in the universe.
Debut: Fantastic Four #18 (September 1963)
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.

  • Bowdlerise: His "He loves you!" line from Vanilla being removed in Ultimate, as the line is in reference to the secret invasion storyline, a religiously motivated invasion Super Skrull did not support (he is not overflowing with love for the Earth creatures).
  • Breaking the Fourth Wall: His winpose is stomping on the camera, causing the lens to shatter.
  • Charged Attack: His Stone Smite is a charged version of his standing heavy attack. His crouching heavy can also be charged.
  • Kick Them While They Are Down: His Worm Squash special, which can only hit a downed opponent. While other fighters have OTG-hitting attacks, he takes this trope literally.
  • Lag Cancel: He can cancel his dash with crouching and then dashing again, making it quicker to approach opponents.
  • Power Glows: If you look closely, Kl'rt continually gives off small sparkles.
  • Puny Earthlings: He has nothing but scorn for his human opponents.

You're the asskick-ee, I'm the asskicker!
Debut: The Avengers #195 (May 1980)
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.

  • All Your Powers Combined: True to character, he borrows some of his moves from other characters. Taskmaster brings Hawkeye's famed archery skills in tow, perfectly duplicates Spider-Man's Web Swing, has a Cool Sword courtesy of Black Knight, and has "shield skills just like Cap's!"
  • ...And 99¢: In his ending, he charges $99,999.99 for his mercenary training program.
  • Bow and Sword, in Accord: His two main weapons are a sword and a bow, which he mastered by copying the skills of Black Knight and Hawkeye, respectively.
  • Charged Attack: He can charge his arrow attack for a delayed fire and higher damage.
  • Combat Pragmatist: Doesn't have any scruples with shooting an opponent with his handgun when all else fails.
  • Counter-Attack: As both a special (the heavy version acts more like a Attack Reflector) and a hyper.
  • Cut Lex Luthor a Check: In his ending, he expands his training program, puts out a series of exercise tapes, and a line of health food products.
  • Death from Above: He can aim his shot upward, and then multiple arrows will rain from above. He can also aim his hyper version of the special upward, and it becomes a literal Rain of Arrows. In midair, he can also aim his special and hyper versions downward.

Let yon battle be dedicated to Odin, the Allfather!
Debut: Journey into Mystery #83 (August 1962)
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.

  • Ascended Extra: He was an Assist Character in the first MvC. His case goes even farther than most: he had a cameo in War of the Gems and is present in many of the endings as one of the frozen warriors in Marvel Super Heroes.
  • Badass Cape: A long black one.
  • Charged Attack: All of his specials and hypers (except for the grappling ones) can be charged.
  • Chick Magnet: In Hsien-Ko's arcade mode ending, she and her sister Mei-Ling end up fighting over Thor. Chun-Li's win quote against him also has her admit that Thor, being tall, blonde and handsome, is exactly her type, though she isn't a fan of him carrying that hammer everywhere.
  • Combat Compliment: He is polite and respectful to many opponents after beating them.
  • Cool Helmet: Adorned with Mercury's Wings.
  • Drop the Hammer: The good ol' Mjolnir. The thing can generate electricity and help him fly.
  • Fighting Your Friend:
    (to Cap) Because of my respect for thee, I shall end this quickly.
  • Flight: He's capable of this, for a short time.
  • Gameplay and Story Segregation: His bio lists his speed as 7, the maximum. Gameplay wise, he's a Mighty Glacier and has the highest health in the game (at 1,250,000).
  • Giving Someone the Pointer Finger/Hammer Pointing: His command taunt.
    Heed my words, evildoers! If thou dost wish to challenge the Odinson, thou will face the divine power of mighty Mjölnir! Never shall the god of thunder relent!
    • Ultimate gives him another one.
    Behold, I am Thor, son of Odin, and defender of Asgard! If thou are foolish enough to challenge Thor, you will find Mjölnir powerful enough to BREAK YOUR SKULL!"
  • Ground Pound: Done with his hammer in his Mighty Smash special and Mighty Thunder hyper.
  • Stab the Sky: In his Mighty Tornado hyper.
  • Theme Naming: All of his attacks have the word "Mighty" in them.
  • Worthy Opponent: Aside from Amaterasu, there's also these:
    (to Morrigan) Should Hela, the Goddess of Death, ever need a replacement, thou wouldst make for a fine choice.
    (to Captain America, at the start of a match) Because of my respect for thee, I shall end this quickly.

Debut: The Incredible Hulk #181 (November 1974)
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.
  • Badass Boast: His quotes when against Ghost Rider:
    (start of line-up) You really think your Hellfire's gonna scare the guy who beat the devil?
    (after winning) I've been to Hell and back, bub. You don't stand a chance!
  • Battle Aura: During his Berserker Charge hyper.
  • The Berserker: If it wasn't apparent by the fact that 90% of his move list starts with the word "BERSERKER", looking at his idle pose for one second is all it takes for anyone unfamiliar with Logan to realize he is a small man brimming with enough rage to make even hulk seem irritated at best
  • Blade Spam: His Berserker Barrage and its hyper variant, as well as Weapon X. Ultimate gave him a new move named Berserker Rage.
  • Button Mashing: His throw, Berserker Barrage, and Tornado Claw can score more hits if the attack button is mashed.
  • Diving Kick: One of his command inputs in the air has him rush downwards with a kick. It's great at keeping combos going, since it bounces them upwards slightly and opens them up for more aerial attacks.
  • First-Name Basis: Refers to X-23 by her first name, Laura, when switching out with her. Does the same for his fellow X-Men Phoenix (Jean) and Storm (Ororo), as well as Magneto (Erik).
  • Flash Step: His Berserker Claw starts with this.
  • Glass Cannon: Wolverine hits pretty hard and can combo the opponent for days, but he has below-average health to compensate for this.
Pint Size Power House: Wolverine only stands at 5'3, which is incredibly short even for a woman with his ethnicity. Make no mistake though; He may only reach chest level of most of the cast but he will tear you apart with ease.
  • The Rival: Wolverine becomes Vergil's rival in Ultimate, as the two are shown going against each other in the game's opening cutscene. The winner is revealed to be Vergil, who uses the Muramasa Blade to cancel Wolverine's healing factor.
  • Shut Up, Hannibal!: When Magneto boasts about his magnetism powers, his response is basically this:
    Sorry, Erik, you just ain't gonna win this.
  • To the Tune of...: Wolverine's theme and the theme song of Mighty Morphin' Power Rangers. Compare.
  • Trash Talk:
    (Intro vs. Nova) You're gonna need that bucket to carry around your severed head.
  • Wolverine Claws: As to be expected from the Trope Namer, after all.
  • Wolverine Publicity: He is the Trope Namer and it applies here as much as anywhere as Wolverine is the only Marvel representative to appear in every Capcom-produced Marvel fighting game. (sans Infinite, a fact that caused much outcry on its own) dating all the way back to X-Men: Children of the Atom. He is essentially to the series what Ryu is to the Capcom cast (although he doesn't have a second version of himself in this game with a different moveset like he did in 2). One of his new win quotes in Ultimate even acknowledges his status as such:
    I'm on the X-Men, X-Force, and the friggin' Avengers, and I STILL had the time to kick your ass.

    X- 23
I'm the second best at what I do.
Debut: X-Men Evolution, "X-23" (August 2, 2003)
Debut (comics): NYX #3 (February 2004)
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: Much like Wolverine, her blades make a sharp metallic sound whenever she attacks.
  • Awesomeness by Analysis: In one of her pre-battle quotes, she claims to have already identified seventeen ways to beat her opponent.
  • Bare Your Midriff: She only wears a tank top that exposes her midriff for her upper body.
  • Blade Spam: In her Weapon X Prime hyper, X-23 rushes her opponent and performs a barrage of melee attacks for a soft knockdown.
  • Charged Attack: Her Neck Slice, Ankle Slice, and Decapitating Slice can be charged to increase distance and hit OTG.
  • Diving Kick: Her Talon Attack special is a downward diagonal kick that can be used to finish air combos.
  • First-Name Basis: When she calls Wolvie in, she yells "Logan!".
  • Invisibility: Her Level 3 hyper turns her invisible, which is great for mindgames. However, its main purpose is to grant her access to a special grab, which she can perform by pressing the Special button when in close range.
  • 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: Her Ankle Slicer special has her sliding into the ground to strike at her opponent's feet with her hand claws.
  • Trash Talk: This version of 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.
  • What Would X Do?: When she activates X-Factor, she asks: "What would Wolvie do?"
  • Wolverine Claws: As a clone of the Trope Namer, she naturally has the same mutation. However, due to a defect in the DNA sample, she only has two claws in her arms, and an additional pair that protude from her feet.
  • You Remind Me of X: Amaterasu reminds her of Wolfsbane, a fellow X-Men who can transform into a wolf.
  • You Wouldn't Like Me When I'm Angry: Delivers a similar quote whenever she wins a fight against one of the villains (except Sentinel).
    "Get out of here before I really get mad!"

    Final Boss: Galactus
Debut: Fantastic Four #48 (March 1966)
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.

  • A God Am I: Defied:
    If you can be a god... then what shall we call Galactus?
    And you call yourself a god? Laughable.
  • Above Good and Evil: Galactus himself has acknowledged that it's all just rationalizations to quell his aching conscience.
  • Badass Boast:
    I am Galactus and my power is absolute!
  • Beam Spam: When his health gets about halfway.
  • Breaking the Fourth Wall: He makes his entrance by ripping apart the victory screen of the previous battle. And if you try again with another team after a game over, it's the "Hero Select" screen that he rips down.
  • Cool Helmet: Lampshaded by M.O.D.O.K. This explains his ending.
    M.O.D.O.K.: I must admit, I had my eye on your helmet the entire time.
  • Eye Beam: Which can deplete about 70% of the character's health.
  • Finger Gun: A shot from one of his fingers equals 30 hits. Taken Up to Eleven when he uses all of his left fingers to fire multiple lasers.
  • Finger Poke of Doom: A finger flick, to be precise. It's powerful enough to cause a Snapback.
  • Giant Space Flea from Nowhere: The entrance mentioned above? That's the first you ever see of him.
  • Leaning on the Fourth Wall:
    This game is over!
  • Nonstandard Game Over: If you lose to him, first of all instead of "K.O." you get "EARTH K.O.", letting you know that your loss has doomed the entire planet. Second, if you don't continue, you get a special ending sequence that doubles as Galactus's personal ending. You're also rewarded with some unlockable goodies related to him, such as his musical themes. Ultimate has rectified this so that you can get his ending and unlockables via Galactus Mode.
  • Old Save Bonus: You unlock Galactus Mode on Ultimate straight away if you have data from vanilla MvC3 on your hard drive. Otherwise, you have to obtain 30000 player points.
  • One-Hit Kill: One of his attacks has him raise his hands slowly, charging a ton of energy before slamming it down on you. You can stop it by inflicting enough damage before he finishes charging, but if you don't, you can kiss your current character bye-bye.
  • Person of Mass Destruction:
    I am a force of nature!
  • Pet the Dog: In a way.
    (to Thor, Shuma-Gorath, or Amaterasu) I am not without mercy. You may serve as my herald.
  • Planet Eater: The dude has eaten Super-Skrull's planet, and now he threatens to eat both the Capcom and Marvel worlds.
    (to Super-Skrull) I remember your homeworld. It was delicious.
  • Power Echoes: Standard for him.
  • Promoted to Playable: In Ultimate, in a special Galactus Mode.
  • Reminiscing About Your Victims: If Super-Skrull is leading the team in the battle against Galactus, he says this (specifically, about his planet).
  • Soundtrack Dissonance: If he wins the final fight, the same triumphant theme plays, even as the world is being destroyed. Played less straight if you watch his ending.
  • Third-Person Person: Several of his intro quotes do this.
  • Trash Talk: He does this a lot. Considering how powerful he is, though, he has every right to do so.
  • Unskilled, but Strong: He has no real combat abilities (he telegraphs every attack by at least half a second, and his attacks are: Smash you, shoot cosmic rays, or fire more cosmic rays). But he makes up for this by every attack doing massive amounts of damage, even blocked, and being hard to or even impossible to dodge.
    • Lampshaded in his character bio, in which all of his stats are at Max Level, except for fighting ability.
  • Villain Protagonist: In Galactus Mode.
  • Well-Intentioned Extremist: His main reason for seeking to devour the two worlds is partly because the villains on both of them teaming up would result in no doubt even worse havoc than him just doing what comes natural ever did.


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