Character sheet for the reinvention of Marvel's not-so-merry Mutants.
Tropes applying to the X-Men as a whole:
- Ambiguous Ending: At the end of Spider-Men II, it's revealed that a version of the Ultimate Universe was restored following the Secret Wars (2015). However, their status is never elaborated.
- Dysfunction Junction: Ever more-so that their already pretty damn dysfunctional originals, which is definitely saying something. We have two powerful telepaths who can both read other people's thoughts and even influence them, an unstoppable killing machine, and a love triangle between one of those telepathy, the killing machine and the team leader. And that's just for starting...
- Fantastic Racism: Almost all of the U.S.A has a genocidal hatred for mutants and parents with mutant children get rid of them or downright attempt to kill them without remorse.
- Hero with Bad Publicity: They get over it sometimes, like by saving the president, but the Fantastic Racism against mutants always eventually resurface.
- Kill 'Em All: Of all the Ultimate comics, Ultimatum hit the X-Men the hardest. First, it killed the most important characters in the X-Men mythos: Xavier, Magneto, Wolverine and Cyclops. But not just them: the body count also includes Nightcrawler, Angel, Beast, Blob, Cannonball, Dazzler, Detonator, Forge, Emma Frost, Hard Drive, Juggernaut, Longshot, Multiple Man, Polaris, Sun Spot, Syndicate. And outside of that story and in the longer X-Men run, we also saw the deaths of Andrea & Andreas, Apocalypse, Gambit, Proteus, Sebastian Shaw. And Quicksilver and the Scarlet Witch died in the pages of The Ultimates. Interestingly, Jean Grey, who is often associated with death in comic books, was among the few that stayed alive to the very end.
- Unwitting Instigator of Doom: Some of the X-Men appeared in the Prime earth after Secret Wars, and Ms. Sinister captured them for her experiments, as seen in X-Men: Blue. She created the Mothervine from the unique type of mutations from the Ultimate Marvel universe, which of course became a huge disaster.
- Younger and Hipper: The majority of the X-Men are teenagers here. Granted, Scott, Jean, Hank, Bobby, Warren, Kitty, and Rogue were teens when they joined the X-Men in 616, but Ororo, Peter, Kurt, and Alison were already adults in 616 when they signed on. Additionally, Wolverine is physically around his 20s rather than his 40s.
- Adaptational Heroism: On Earth-616, Onslaught was a Split Personality within Xavier that the result of Magneto's dark side latching itself to Xavier when Xavier mindwiped him in Fatal Attractions and came to life when a number of failures built up in Xavier's mind. Here, it's Xavier with a healed spine and donning armor after Cable trained him to try to stop a Bad Future ruled by Apocalypse.
- Adaptational Jerkass: Professor Xavier is more willing to use his powers to manipulate people and to amuse himself, and was a neglectful parent and even when he was reunited with David, he amounted his love for his son to that of a master for a pet rather than a parent to their child. There's also the fact that, while they later tried to destroy it, he and Magneto made a power-enhancing drug from Wolverine's DNA.
- Adaptational Superpower Change: In the regular comics, Charles is strictly telepathy only. Here, he's shown to have some telekinesis as well (at least, when written by Mark Millar).
- Amicable Exes: Gets on far better with Moira MacTaggert after divorcing her than he ever did while they were married.
- Bald of Awesome: When he actually does something benevolent, as seen at the end of the first arc.
- Blatant Lies:
- He initially claims he got all the money for the X-Men from his inheritance. When Moira first appears, she points out there's no way in Hell he could've inherited enough money for things like a stealth jet from anyone who wasn't Bill and Melinda Gates.
- He'd never use his telepathic powers to mess with Wanda and Pietro's minds. They're just getting lightheaded from all the culture he's exposing them to, honest! How could they possibly accuse him of something like that?
- The Chessmaster: At least some of the first arc was planned out by Charles.
- Create Your Own Villain: Xavier's neglect of his family caused his son David to snap (ironically triggering his X-Gene for the first time), building a hatred towards his father that boiled over when he escaped confinement in the "World Tour" story arc.
- Death Faked for You: "Cable" supposedly has him killed by Cable. It turns out he's actually been taken to the Bad Future to prepare for the fight with Apocalypse.
- Dirty Old Man: Very dirty. It's why he and Mystique broke up. He later admitted to be lusting after Jean Grey as well. And note the tight leather outfits everyone's wearing are his idea.
- Fantastic Racism: Not to the genocidal degree of Magneto, of course, but Xavier seems to find baseline humans and their attempts at civilization quaint. Meeting another mutant for the first time as an adult in Erik/Magneto seemed to be the moment he gave up on Homo Sapiens for good, even losing his interest in his human wife and son (likening the "love" he felt for them as a Master loves his pet). After Magneto's betrayal, he got back in contact with his estranged family and took a renewed interest in his son after discovering he was a mutant... though he discovered it was too late to mend any familial relationships.
- Heterosexual Life-Partners: With Magneto, in flashbacks. Not so much after Magneto crippled him.
- Impaled with Extreme Prejudice: He lost the use of his legs when Magneto threw a massive spear through his back.
- Jerkass: Manipulative, arrogant, and during Millar's run not exactly subtle about his opinions on humans.
- Jerkass Has a Point: During the "Ultimate Clone Saga", he refuses to erase May Parker's memories of learning Peter is Spidey, something Kitty gets angry about (and soon leads to her being booted from the mansion), and does so in a hypocritical fashion, but as Jean notes on seeing May and Peter talking, he's right not to. This time, at least.
- Killed Off for Real: In Ultimatum, Magneto breaks his neck.
- Manipulative Bastard: Discussed. During Millar's run, a lot of characters speculate he's using his powers to make them more suggestible to his will and he outright actually does do this to Cyclops in one instance, simply to win an argument. He erased Bobby's memories of a hometown girlfriend he spilled the X-Men's secrets to (as well as her own memories remotely). Beast also suspects that he influences Storm into loving him so that he stays. But then, when Xavier was taken prisoner and the X-Men became fugitives during weeks (thus, far away from Xavier and his influence), he asked Storm if she still loved him. She did, as always.
- Mind over Matter: He has telekinesis strong enough to rip a limousine in half, when he feels like using it.
- Moral Myopia: Chides others for mis-use of their powers, but he has no problem doing exactly the same himself, and for far less noble reasons.
- Nice Job Breaking It, Hero!: Sparing Magneto rather than actually killing him was not Charles' best move, to put it mildly.
- Parental Neglect: Charles was born into old money and had an excellent childhood (made even better when his powers manifested), but his growing Fantastic Racism for humanity led him to become neglectful of his non-mutant family. This did come back to bite him in the ass when his psychotic son went on a killing spree as a means to get revenge on his father.
- Reality Ensues: As revealed in dialogue in the Proetus arc, Charles may be rich, but he's not as rich as Bruce Wayne and Tony Stark are, who also own companies and use those resources for their activities, so Charles would need outside backers to fund things the X-Men use. Hence, the Hellfire Club, S.H.I.E.L.D., and the Church of Shi'ar Enlightment backing Xavier.
- Related in the Adaptation: While Charles always has an attraction to Moira in the traditional Marvel Universe, they never got married. Here, they are divorced.
- Right-Hand Cat: His pet cat Mystique. Who is in fact a completely ordinary cat.
- Teacher/Student Romance: He had a negative habit of engaging in romance with his students, notably Mystique and Emma Frost.
- Unrelated in the Adaptation: Doesn't seem to know Juggernaut in this version, let alone be his stepbrother.
- Weaksauce Weakness: The one true enemy of Charles Xavier - STAIRS!
- When You Coming Home, Dad?: For his son David. Even when he was home, he managed to be absent.
- Age Lift: Here, he's younger than Havok, not older.
- Boom, Headshot!: Courtesy of Quicksilver at the end of Ultimatum #5
- Cool Shades: Like 616 Cyclops, he wears a pair to regular his mutant powers.
- Control Freak: Described as being this from time to time.
- Disappeared Dad: Although because the Shi'ar don't exist, the circumstances are different.
- Good Is Not Nice: He's generally harder-edged than regular flavor Cyclops, though still a good guy through and through.
- Guile Hero: And as the above implies, he's not above manipulating the bad guys to achieve his endgame.
- "How Did You Know?" "I Didn't.": A non-verbal one during "Sinister". Scott's taken hostage by an arms dealer, and fires his beam at Colossus. It bounces off Piotr's head and knocks the hostage-taker out, causing Piotr to ask how Scott knew his beams would reflect off Colossus' skin. Scott just changes the subject.
- Killed Off for Real: In Ultimatum, by Quicksilver.
- Minion with an F in Evil: During his brief stay in the Brotherhood.
- Odd Friendship: He and Toad managed to become friends, even after he went back to the X-Men.
- Official Couple: With Jean Grey, despite some very spirited efforts from Wolverine. Then he died.
- Screw This, I'm Out of Here!: Briefly quit the X-Men in the first arc, due to Beast nearly getting killed saving the President's Daughter.
- Sibling Rivalry: With Havok. The difference this time round is that Havok's the older one.
- Unrelated in the Adaptation: Cable isn't his son from the future, but is instead a future Wolverine.
- Adaptational Badass: The Phoenix is a top-tier cosmic entity in Marvel, but here it's got a few extra powers, like being able to actually resurrect the dead, and rewrite reality.
- Adaptational Jerkass: The classic Jean, barring her breakdown in The Dark Phoenix Saga, was generally a nice person as long as you didn't piss her off. Even before she Took a Level in Jerkass, this Jean frequently read people's minds without their consent and the Cluster F-Bomb from Spider-Man that's the page quote for the series is the result of her pulling a "Freaky Friday" Flip on Wolverine after he ignored her pleas to stop flirting with her and Peter getting roped into it by being the unwilling person Wolverine swapped bodies with.
- All Girls Want Bad Boys: Despite voicing nothing but contempt for his boorish behavior and unsavory reputation when he first appeared, she still admitted to being attracted to Wolverine and ended up sleeping with him later on. She now considers it an Old Shame due to being manipulated at the time.
- Ambiguous Situation: The exact deal with the Phoenix is... complicated.
- Barbie Doll Anatomy: When full Phoenix-ed up.
- Bare Your Midriff: Her outfit, as seen on the right, shows off her stomach
- But Now I Must Go: After defeating Apocalypse, she took off into the universe. And then the very next issue, with a change in writers, has Jean back at the school without comment (a few issues later it was revealed Jean returned after a Silver Surfer told her of the damage the Phoenix's travel was causing).
- Boyish Short Hair: What she starts off with. She starts growing it out after Millar's run.
- Clark Kenting: After Ultimatum, being a mutant is a crime, and each one is killed on sight. As a member of the disbanded X-Men, Jean Grey is a very famous mutant. So, she dyed her hair black, changed to goth clothing, and changed her name to "Karen Grant". Still, she is aware of the limits of being Hidden in Plain Sight, so she avoids appearing in photos or internet as much as possible.
- FaceHeel Turn: After Ultimatum, she took many levels in jerkass, going so far as to start a war between the already dwindling mutant race, bombing Utopia, mind-controlling Jimmy into attacking her own country so she would have a legitimate reason to continue the war, ordering assassinations, and trying to kill her own team.
- Keeps reading Colossus' mind during an argument with him, even when he tells her not to, and never once apologizes about it. She gets worse over time.
- While being pissed off with Logan's constant creepery is understandable, forcibly swapping his mind with Peter Parker's was a terrible thing to do (she hadn't meant for it to be Peter, she just swapped Logan's mind with the person he hated most, but there's a lesson in there about thinking things through).
- Killed Off for Real: She died when the Ultimate Universe was destroyed and ceased to exist when the multiverse was restored following Secret Wars (2015). Possibly resurrected when the Ultimate Universe was restored.
- Love Father, Love Son: She hooked up with Jimmy Hudson, Wolverine's son, when he was affiliated with the mutants of Tian. It's a case of Squick when you observe that she is attracted to him because he behaves similarly to his father.
- MayDecember Romance: Or at least May December Cheating, Jean (20-something) being the May to Logan (about 80-ish) in the first arc.
- A Mind Is a Terrible Thing to Read: During an appearance in Ultimate Spider-Man, she mentions men have an unfortunate tendency to think of her naked, and she can't help but read this. Of course, having said that, she's managed to put the idea in Pete's head...
- Official Couple: Her and Cyclops, Wolverine-related complications aside.
- Properly Paranoid: While in hiding as "Karen Grant", she goes to great lengths to avoid having her photo taken, a fear that proves valid when the day after her birthday, Mystique and Sabretooth use a photo of her to track her down.
- Reality Warper: As the Phoenix, Jean was able to completely undo the events of Apocalypse's rampage, not to mention un-fix the Professor's spinal damage.
- They Do: In a meta way, the Wolverine-Jean-Cyclops love triangle had featured prominently in comics, the animated series and the first film, but Wolverine and Jean never got any real action. Here, they do.
- Took a Level in Kindness: When Millar left, Jean starts becoming more like her regular Marvel self.
- Tyrant Takes the Helm: Jean becomes one of these after becoming the Mistress of Tian to the point she tried to start of civil war between mutants in a bid for total domination.
- Wreathed in Flames: As the Phoenix.
- Abusive Parents: The absolute worst of any X-Men. He mentioned once how his father used to take potshots at him after coming home drunk since he was an infant. His mother is considerably bigoted and refused to even respond to a phone call about her son nearly dying from being injured by Sentinels. Of course, once he gets famous and respected they're totally eager to reconcile...
- Comic Book Death: Appeared to be killed just three issues in, though he quickly recovered. Then he apparently died again in Bendis' run, before turning out to be alive in Kirkman's run.
- Does Not Like Shoes: In his initial human form, on account of his incredibly large feet. Then he gets mutated further.
- Genius Bruiser
- Idiot Ball: For such a smart guy, Hank manages to screw up big time where the internet is involved. Twice.
- The first, and more serious, is getting into an online chat with what he thinks is a girl, but is actually Blob, which clues in the Brotherhood that Magneto is alive, leading to the events of Ultimate War, which sends the X-Men on the run and results in the deaths of several hundred people when the Brotherhood blows up the Brooklyn Bridge.
- In the first issue of "New Mutants", Hank, having learned jack-squat, goes on an internet chat room to tell everyone about the Mutant with angel wings living at the mansion. Cut to two different mobs on the front lawn, one pro-Mutant, one anti-Mutant and both wanting to see the angel. Hank refuses to see how this is his fault.
- Killed Off for Real: After several near misses, he's finally offed in the opening issue of Ultimatum.
- You Gotta Have Blue Hair: And it only takes five issues. A few issues later, and he was experimented on by Weapon X, completely turning him into his blue and furry form. After his "resurrection" he was back to looking human.
Piotr "Peter" Rasputin
- Adaptation Personality Change: Downplayed, but he's generally more comfortable with violence and more willing to kill than his mainstream counterpart.
- Adaptational Jerkass: Granted, he was blackmailed into it, but this Piotr worked as an arms dealer for the Russian mob before joining the X-Men.
- Adaptational Sexuality: This version of Colossus is gay.
- Big Damn Heroes: In the Proteus arc. His arrival is what saves the team.
- The Big Guy: By far the biggest and strongest of the team. He is the "go-to" guy when physical strength is needed.
- Bury Your Gays: Averted. He even survives Ultimatum!
- Chrome Champion: His powers have him coated in metal.
- Depending on the Writer: His fluency with English. Mark Millar wrote him as being just as fluent as anyone else. Later writers had him speak in a more formal, stilted "hasn't quite got the hang of it" fashion.
- Gayngst: Usually averted, until Kirkman's run.
- Heroic Willpower: At one point, he manages to stand up while Magneto tries to pin him down with his magnetism. The effort clearly leaves him in agonizing pain but he manages to land a few good blows nonetheless.
- Logical Weakness: Despite turning into metal, his eyes are still vulnerable to a sharp poke, as Sam Wilson reveals. Because if they were made of metal, how would he be able to see?
- Made of Iron: All jokes aside, he could survive the pressure of the bottom of the ocean, while lifting a submarine.
- The Mafiya: Before joining the X-Men, this Peter was a arms dealer for them. Later retcons established this as being because they gave him the MGH needed to actually make use of his powers.
- Screw This, I'm Outta Here!: Quit the X-Men for a time, because he didn't feel liked or appreciated, plus the whole "hated and feared" thing.
- Sour Supporter: Though he respects Charles Xavier's ideals of peace, he finds his aversion to killing opponents reckless and dangerous. This was elaborated upon after he saved the team by killing Xavier rogue mutant son, Legion.
- Straight Gay: Not so much originally, but this aspect of him got emphasized more and more as the series went on.
- Super Strength: So strong, in fact, he can overcome the Logical Weakness Magneto's powers would normally have over someone who's body is coated in metal. This gets subverted, as he apparently required Mutant Growth Hormone to supply the super-strength. Once he quits using MGH, though, most of his strength sticks around (leaving him as one of the strongest mutants on Earth, if not top-tier anymore). This is actually Truth in Television, as athletes who use Performance Enhancing Drugs do retain some of their gains after "going natural", though they don't retain the peak of the abilities the drugs gave them.
- Adapted Out: Her crippling claustrophobia is absent. Also, she has never lived in Africa deluding herself about being a climate goddess.
- Adaptational Sexuality: Ororo is fully straight here, lacking her 616 counterpart's phenomenal abundance of lesbian subtext.
- All Girls Want Bad Boys: Her original lover was Amahl Farouk, who would go on to become From Nobody to Nightmare villain the Shadow King. Later Storm begins a romance with Wolverine, seeing him as a Replacement Goldfish to Farouk (something she doesn't realize until her reunion with her former lover). After Farouk's death, Ororo declares that she is "done with bad boys".
- Bus Crash: In X-Men: Blue, it's revealed that she survived the destruction of the Ultimate Universe alongside Jimmy Hudson, Iceman and Rogue but was caught and experimented on by Miss Sinister until she died.
- Combat Stilettos: Who needs lightning bolts when she's got a solid pair of boots on her?
- Deadpan Snarker: Particularly during Miller's run (as with most of the team).
- Official Couple: Between her and Beast, of all people. Quickly lampshaded when Beast asks why she's interested in him. The speculation is raised that the Professor's messing with their minds; but they find out later that she loves him for real, and Xavier was not messing with them.
- Sassy Black Woman: She is certainly sassy or sardonic whenever she comments on a situation.
- Series Continuity Error: When fighting against Alpha Flight, she was critizised for claiming to be a goddess. That's only an issue for mainstream Storm, Ultimate Storm has never been through that.
- Stripperiffic: Her costume, like the other X-Women, is skin-tight. However, after Hank leaves the school for Emma Frost's academy she hacks off most of her hair and takes to wearing halter tops and mini-skirts with fishnet stockings. Wolverine comments on it, but says it's her business how she wants to present herself. She eventually grows out of it.
- Took a Level in Badass: When she first appeared, she couldn't use her powers without fainting. By the end of the first arc, she was able to take out multiple Sentinels in one go (though in that instance, it did cause her to pass out).
- Abusive Parents: His parents kicked him out for being a Mutant. And after Ultimatum, he tried going home. They kicked him out again.
- Aborted Arc: In yet another of his many acts of Superdickery Professor X erased Bobby's memories of a girl he was dating, feeling that he would be more receptive to joining the X-Men without "baggage". One would expect a What the Hell, Hero? moment to come out of this, but not only does one not come, it never comes up again.
- Bus Crash: In X-Men: Blue it's is revealed that he survived the destruction of the Ultimate Universe alongside Jimmy Hudson, Storm and Rogue but was caught and experimented on by Miss Sinister until he died.
- Covert Pervert: Once used his powers to drill a hole in the ceiling above the women's changing room. Storm was understandably pissed to find out.
- Crouching Moron, Hidden Badass: While Bobby is no world-breaking intellect, Mark Millar at least shows that when Bobby is motivated, he can do a lot of damage with those ice powers. We're talking "cover an entire city in a glacier in seconds" damage here.
- The Ditz: Bobby isn't a thinker, to say the least. Case in point, making a dramatic entrance on Kitty when she was at Midtown High, which was bad enough in itself, then asking Peter Parker if he's Spider-Man out loud. He also holed up inside the Pryde household, without informing Kitty about this (admittedly, out of desperation).
- Flanderization: As opposed to the Adaptation Personality Change that many other characters get. Mainstream Bobby is also The Ditz, but this Bobby cranks it Up to Eleven, to the point where at some points he genuinely comes across as Too Dumb to Live.
- Future Badass: Hinted at in Kirkkman's run, that the Bobby of Cable's time is a legendary figure, with far greater power than he's presently capable of. Which was never explored ever again.
- An Ice Person: It's right there in his name.
- Transplant: After Ultimatum, he moved in with the Parkers.
- Walking Shirtless Scene: Subverted. His constantly iced-up appearance gives him this look, but when he's de-iced he's actually wearing clothes under there.
James Howlett Sr.
- Adaptational Angst Upgrade: Unlike the mainstream Wolverine whose memories of his Weapon X are hazy and fractured, this Wolverine has full knowledge of what was done to him and what he experienced when being used as a living weapon for Weapon X and remarks that is literally all he remembers from his past.
- Adaptational Badass: His healing factor is even more powerful than the main universe. While 616 Logan would die from a decapitation or suffocation, he treats the former as an annoyance and fixes the latter by altering his body to breath in a different way. It takes Magneto ripping the Adamantium out and frying his body down to ash for him to stay dead.
- Adaptational Jerkass: Wolverine has always been a jerk, but the Ultimate one is even more.
- Adaptational Villainy: Wolverine originally joined as The Mole to kill Xavier. He also tried to Murder the Hypotenuse in his love triangle with Jean and Cyclops. Mainstream Logan may not like Scott, but even in his early, would-try-to-murder-folk-for-no-good-reason characterization, he couldn't bring himself to leave Scott for dead.
- Age Lift: His age is lowered a few decades. Mainstream Logan was born in the 1880s. Ultimate Logan is a young man in World War II, before his healing factor kicks in.
- The Atoner: Confided to Spider-Man that he puts himself through agonizing punishment after punishment as penance for all the terrible things he can remember and not remember doing in his past.
- Blood Knight: His first Danger Room session was meant to be him sparring against the other X-Men. Wolverine got a little carried away and it soon turns into a bloodbath.
- Born Lucky: According to Captain America, he knew Logan during the war, and saw the man get up from being shot repeatedly, so everyone called him "Lucky Jim".
- The Casanova: Magneto gave Wolverine many missions of infiltration and killing in the past. He has an habit of holding the kill (and then escaping) when he meets a girl that he was wants to have sex with first.
- Cruel and Unusual Death: His very definitely dead end at the hands of Magneto. Keep reading for the specifics.
- Everyone Has Standards: Exploited by Bruce Banner as Wolverine explicitly wants to kill the Hulk. Bruce jumps out of an airplane and forces Wolverine to choose saving the Hulk or killing Bruce Banner.
- Forgiven, but Not Forgotten: Wolverine initially joined the X-Men as The Mole, to kill Xavier for Magneto, and then had a HeelFace Turn. He was largely forgiven for it, but Jean kept distrusting him for it, mainly because he seduced her during the attempt.
- Freudian Excuse: Marvel Girl and others come to recognize that it's not surprising that Wolverine is as cynical and violent as he is after the torture and exploitation he endured in Weapon X.
- Future Badass: A version of Wolverine from an alternate reality future is actually the Ultimate universe's version of Cable.
- Good Thing You Can Heal:
- Not to quite the same extents as his mainstream counterpart, but it's still there. However, it did enable him to live without having his head attached to his body, something the mainstream counterpart never demonstrated. It also makes him a good home for body-surfing reality warpers who need a body that won't burn out from overuse.
- When Wolverine was decapitated, his head started getting oxygen through his skin, enough that he was able to stay conscious and even talk. When his head was placed in a vacuum, his brain shut off entirely to avoid permanent damage. This caused Nick Fury to theorize that Wolverine's mutation isn't based around healing his wounds but rather adapting and surviving even the worst injuries and situations.
- Half the Man He Used to Be: During his fight with Ultimate Hulk, he gets ripped in half. It doesn't kill him, and Logan has to crawl up a mountain to reattach his body parts.
- HeelFace Turn: He started as a hitman for Magneto, sent to infiltrate the X-Men and kill Xavier. He became an X-Man for real, and turned against Magneto.
- Heel Realization: By the end of Millar's run, Wolverine realizes that he's a terrible person and is surprised when Cyclops apologizes to him.
- Hypocrite: Admittedly, due to different writers, but Logan had no problem trying to seduce Jean, while refusing to start a relationship with Ororo because she's younger than him.
- Irony: Cyclops urges Wolverine to rejoin the X-Men to complete his re-habilitation and to avoid the two becoming the new Magneto and Xavier. Debatably this has happened in the mainstream Marvel Universe.
- Jerk With A Heart Of Jerk: What he started off as, being a willing member of the Brotherhood, out to kill Professor X, and with little qualms about stopping off to lie to Jean about this as he slept with her. And then there was that whole "leaving Cyclops to die" thing.
- Jerk with a Heart of Gold: Developed into one after Millar's run.
- Killed Off for Real: In Ultimatum, as Magneto ignites the adamantium coating his bones and then uses an overpowered EMP pulse to annihilate him down to the cell (just in case). Both the event and the following X-Men: Requiem one-shot go out of their way to make it clear Wolverine is completely, utterly, sincerely dead and never coming back. And he doesn't.
- Long-Lost Relative: After his death in Ultimatum we met Jimmy Hudson, Wolverine's son. Yes, Wolverine knew about him, but the reason he never mentioned him was because he gave him to the Hudsons at birth to Give Him a Normal Life.
- Murder the Hypotenuse: Decided the best way of winning Jean Grey over was by removing Cyclops from the picture. Fortunately, it doesn't work.
- Mutual Kill: Combined with Taking You with Me, as Wolverine probably knew Magneto wouldn't let him live after impaling him with his claws. Even after Erik blasts off most of his flesh, Logan still has it in him to thrust his other arm into his chest. Had The Ultimates not shown up when they did and finished the job themselves (and with no Xavier around to try and save him again), Magneto would have likely bled out before he could reach safety.
- Mysterious Past: Hey, it's Wolverine. However, unlike his mainstream version, this Logan seems to have done a lot less globe-trotting, spending most of his time between World War 2 and the 90's imprisoned by Weapon X.
- No Kill Like Overkill: Was completely burnt to a crisp and atomized by Magneto, with absolutely no chance of healing.
- Older Than They Look: He's not quite as old as his regular Marvel self, but he was around during the nineteen-forties.
- Ret-Canon: During a brief period in the 2000s, Marvel saw to it that this Wolverine's second and more iconic uniform was put on other Wolverines including the mainstream Wolverine outside of New X-Men and the last two seasons of X-Men: Evolution.
- Sex Changes Everything: When he was first introduced, Wolverine got into the classic Jean-Scott-Logan love triangle. Jean hated him from then on (not for the act in itself, but because he revealed his true mission during it).
- Strapped to an Operating Table: Weapon X. After being caught looting with Nick Fury in WW2, James Howlett was shipped off to them to be experimented on for several years.
- They Do: In a meta way, the Wolverine-Jean-Cyclops love triangle had featured prominently in comics, the animated series and the first film, but Wolverine and Jean never got any real action. Here, they do.
- Token Evil Teammate: At first, being as he was a former hitman.
- Took a Level in Kindness: Once Millar stopped writing.
- Adaptation Dye-Job: Kurt's fur and hair go from blue to black (then, later on, it gets dyed back to blue).
- Adaptation Personality Change: While the mainstream Nightcrawler is Too Good for This Sinful Earth, this Nightcrawler is... not.
- Adaptational Jerkass: As a result of the trauma he experienced during his time with Weapon X, Nightcrawler had a psychotic break, allowing his homophobia to run rampant and kidnapping Dazzler. Though he's since expressed regret and made amends.
- Adorkable: Like his mainstream counterpart, Kurt likes to spend his time in the danger room fighting pirates.
- Alone Among the Couples: He was the only member of the group who did not have a significant love interest in some way or form, which was outright confirmed to be the reason for his kidnapping of Dazzler.
- Break the Cutie: Spent a long while as a "guest" of Weapon X.
- Comic Book Death: He was killed by Sinister in the Apocalypse arc. The Phoenix's Cosmic Retcon undid it, before he died for reals a few months later.
- Horrifying Hero: For the same reasons as regular Nightcrawler, only with the addition that not only does Kurt look like a devil, he also breaths out smoke whenever he teleports, making him look even more sinister.
- Jerkass: Not at first, but during Kirkman's run, yes. Especially where Colossus is involved.
- Killed Off for Real: Dies in the opening issue of Ultimatum.
- Politically Incorrect Hero: This Nightcrawler had a strong homophobic streak, though it didn't become overt until Kirkman's run. After the run, though, he later apologized for his behavior.
- Sanity Slippage: During Kirkman's run.
- Screw This, I'm Outta Here!: For a time he quit the X-Men and joined the Ultimates version of the Morlocks.
- Stalker with a Crush: For Dazzler.
- Took a Level in Jerkass: Aimed specifically at Colossus, at first, then toward the rest of the X-Men later on.
- Took a Level in Kindness: After some time (and Kirkman leaving), Kurt made amends for his behavior and apologized to Piotr for his behavior towards him.
- Adaptation Name Change: The "Marian Carlyle" name is unique to this version of Rogue.
- Belief Makes You Stupid: Is quietly religious, and it's her belief that causes her to be manipulated by an illusion of Xavier in Spencer's run.
- Blessed With Suck: As in the regular continuity, Rogue's power drains the life out of anyone she touches, whether she wants to or not. But it also comes with the fact that part of their mind stays in her as well.
- Break the Cutie: Happens to her a lot.
- Bus Crash: In X-Men: Blue, it's revealed that she survived the destruction of the Ultimate Universe alongside Jimmy Hudson, Iceman and Storm but was caught and experimented on by Miss Sinister until she died.
- Cloudcuckoolander: The traumatic experiences in her life have driven her more than a bit mad and it's shown from time to time that she's teetering on the edge of complete insanity.
- Cute and Psycho: She once borrowed Jean Grey's powers to incapacitate Iceman by making the poor boy mentally and physically re-experience a memory of him going through the surgical removal of his appendix. This time without the anesthetic. Considering she could have simply willed him unconscious, shows a considerable level of cruelty on her end.
- Gun Fu: An Informed Ability, as she claims she was "shooting tin cans off fences long before ah started stealing other mutants' mojo" when in a standoff with Sinister but ends up resolving it by accident without taking the shot.
- HeelFace Revolving Door: She has been with Weapon X, the Brotherhood, the X-Men, Fenris, Gambit, the X-Men again, Weapon X again, the X-Men again, betrays the X-Men to Stryker, betrays Stryker to the X-Men...
- I Just Want to Be Normal: Desperate for interaction and physical embrace, she has gone to great lengths to either have her powers removed or simply under control. Much of the angst she experiences is created by the frustration over the death touch aspect of her powers.
- Love Triangle: Between her, Iceman and Kitty Pryde.
- Nude Nature Dance: She lives in complete harmony with the sentient jungle of Utopia.
- Sour Supporter: She's not exactly fond of being with the X-Men, which given what she goes through...
- Status Quo Is God: For a time, she seemed to have permanently stuck with Gambit's powers after he died, but it wore off.
- Disney Death: Apparently killed by Colossus when he killed Proteus. It was eventually revealed she'd body-jumped into a young Asian woman named Kwannon. She later dies when William Stryker Jr. attacks the X-Mansion and is buried along with the rest of the dead X-Men.
- Rich Bitch: Proteus mentioned that she'd not only been using her family's name and money to avoid the Sentinel program but chose to work for the security services who were persecuting fellow mutants.
Katherine "Kitty" Pryde
- 15 Minutes of Fame: Kitty Pryde saved the world from Galactus during Cataclysm: The Ultimates' Last Stand. When the All-New Ultimates start, she's hiding at Jessica's home because she can't withstand the fame. Some issues later, she can go out again, as people have turned their interest to some other fad.
- Adaptational Badass: She can utilize her powers in ways regular Kitty never has, including make herself super-dense and giving her superhuman strength and durability.
- Adaptational Dumbass: She's nowhere near as computer savvy as mainstream!Kitty.
- All-Encompassing Mantle: As the Shroud.
- All the Other Reindeer: Is discriminated against by many of the other students of Peter's school for being a mutant. To say nothing of the fact merely being a mutant is illegal post-Ultimatum.
- The Atoner: The Destruction of Tian is something that she regrets, to the point that she willingly stepped down from her leadership of Utopia.
- Author Appeal: For Brian Michael Bendis. Being a prominent example of a Jewish superhero which fitted his own background.
- Berserk Button: People committing crimes for fun becomes one for her after Ultimatum.
- Birds of a Feather: Peter and Kitty hit it off so well because they're both pop culture geeks.
- Brainy Brunette: She is just as dorky as Peter.
- Celebrity Is Overrated: After she fights off Galactus with the help of Reed Richards and the Ultimates, she has problems with her sudden celebrity status, going from reviled as the leader and symbol of the mutant resistance to rewarded with the Medal of Freedom for her exploits.
- Character Development: She goes from ordinary teenaged girl to an ordinary teenaged girl who joined a mutant peace task force in the X-Men to a solo vigilante as the Shroud to revolutionary fighting for mutant and human co-existence to the hero who went toe to toe with Galactus with her fists and saved the entire Universe.
- Clingy Jealous Girl: She really doesn't like sharing Bobby's affections with Rogue. And while she's slightly better about it with Peter, she has several moments of friction with MJ (and Ultimate Spider-Man #200 makes it clear she never really got over him).
- Fangirl: She was one of Spider-Man even before they started dating. Jean Grey even noted that she keeps a poster of him in her room.
- I Want My Beloved to Be Happy: She and Peter become friends after she breaks-up and she also reluctantly admits that MJ is an amazing girlfriend, even if she is still in love with Peter.
- Intangible Man: Acquired post-Ultimatum.
- In the Hood: As the Shroud she wears a hooded cloak.
- Killed Off for Real: She died when the Ultimate Universe was destroyed and ceased to exist when the multiverse was restored following Secret Wars (2015). Though the Ultimate Universe is restored as of Spider-Men II, so maybe she's alive after all.
- Matzo Fever: Dated Bobby Drake, Peter Parker, Kenny Kong, and Jimmy Hudson.
- Megaton Punch: She can ramp up her density enough to send Spider-Man flying.
- No Name Given: Her Shroud persona is never actually named in Ultimate Spider-Man itself.
- Rebel Leader: Was the leader of Utopia and the Mutant Resistance. Decided to step down during the war of Tian because her methods were not working.
- Sidekick Graduations Stick: Goes from the X-Men's Tagalong Kid to independent superheroine to underground vigilante and eventually the actual leader of mutantkind by the end of Ultimate Marvel.
- Sixth Ranger: Of the New Ultimates. She was not along for the ride during their very first outing, but she joins later on.
- Transplant: She became a pretty significant member of Peter's supporting cast and received most of her Character Development there than she did in her time as X-Men, a situation that changes Post-Ultimatum and Post-Death of Spider-Man.
- Unrequited Love Lasts Forever: Peter Parker was her great love but his feelings for Mary Jane were greater. Then he dies and she goes underground, though she still mourns and misses Peter and her Imagine Spot in Ultimate Spider-Man 200 at Peter's memorial is seeing a future where they get married and work as a Battle Couple.
- Violently Protective Girlfriend: For Peter Parker, as is clear from their first outing together in Ultimate Spider-Man Annual 2. She even busts into the Triskelion to save him when it looks like SHIELD has arrested him (they hadn't, but Danvers sucks at explaining herself).
- Walking Techbane: Has the power to short circuit technology just by phasing through it.
- Youthful Freckles: Drawn with them initially. They soon disappear.
Warren Worthington III
- Butt-Monkey: Seriously, what ever goes right for this guy? His rich parents gladly sign custody of him over to Xavier. Then Beast leaks his existence to the Internet, causing a mob of people to show up at the school believing he's an actual angel. Then he gets his wings impaled on Krakoa as a Shout-Out to the regular Warren's similar impalement during the Mutant Massacre storyline. Then he dies twice during Ultimatum, the second and final time being a vicious mauling at the teeth and claws of Sabretooth. This Warren's life just completely sucks, from start to finish.
- Comic Book Death: He's the last person Sinister kills to become Apocalypse, Bishop sabotaging the team's attempt to stop him. Phoenix undoes his death, but then Ultimatum comes along less than a year later.
- Cruel and Unusual Death: Sabretooth mauls him from behind, chews off his wings and then stomps on his neck to finish him off. It's a fatality straight out of Mortal Kombat.
- Killed Off for Real: In Ultimatum. Twice.
- Lonely Rich Kid: What he started out as.
- Non-Action Guy: He's inexperienced and unskilled at combat, and he knows it.
- Official Couple: With Dazzler, to prove that not All Girls Want Bad Boys. Then he died.
- Parental Neglect: His parents refused to deal with their son having massive angel-wings, and left him at a ranch of theirs.
- Power-Upgrading Deformation: While taking the drug Banshee he manifested a more avian physiology, becoming a humanoid eagle creature.
- The Mole: Became Xavier's mole in the Academy of Tomorrow after being 'expelled' from the Xavier School.
- Too Dumb to Live: Despite having no power better than wings and flight, he decided to charge straight to Magneto's headquarters, which gets him shredded.
- Walking Shirtless Scene: Often goes without a shirt. In fairness, it's hard to find anything that fits with the wings taking up all that space.
- Winged Humanoid: It's his mutation. The fact that he looks like an angel gets a lot of media buzz, and Rogue takes it as a sign from God.
- Yank the Dog's Chain: He dies in the first issue of Ultimatum. Then Jean uses her Phoenix powers to bring him back, he promptly rushes to attack Magneto, and gets torn to pieces by Sabretooth anyway.
- Adaptation Personality Change: Is much, much rougher around the edges than her 616 counterpart, what with being a punk-rocker rather than a disco singer.
- Adaptational Jerkass: Dazzler is reimagined as an openly-rebellous Lady Swears a Lot.
- All Girls Want Bad Boys: Invokes this trope when kissing Angel after he takes the blame for her, which is ironic as Angel is norm.
- I Am Not Shazam: In-universe, Dazzler is the name of her band. No matter how many times she tries to point this out to people, they don't listen.
- Impaled with Extreme Prejudice: By Lady Deathstrike. Doesn't kill her, but it does put her out of action for a long while.
- Killed Off for Real: Ultimatum, again.
- Light 'em Up: Depending on what music she listens to, the greater the light show.
- Sir Swears-a-Lot: She's much more foul-mouthed than classic Dazzler ever was.
- The Un-Favourite: Professor X does not care for her, and even hopes to expel her after the Krakoa debacle (which she was admittedly responsible for). Only Angel taking the blame for her saved her bacon.
- Adaptational Superpower Change: The 616 version of Bishop has the ability to absorb and re-channel energy. This version instead has the power to alter the weight and density of anything within his vicinity.
- Age Lift: Bishop hadn't been born yet in the present of Earth-616 and was a man in his prime when he went back in time. Here, he's already a young man in the present and a mid to late-aged man (he's old enough to have white hair) when he travels back in time.
- Composite Character: It's hard to tell since the two characters share so many similarities to begin with, but as a haggard rebel from a grim future whose main purpose is to stop Apocalypse, he's a composite of Bishop and Cable.
- Future Badass: He comes from a Bad Future ruled by Apocalypse. There's another version of him alive in the modern day, imprisoned for something.
- Idiot Ball: He sabotages the X-Men's attempt to stop Sinister killing the last of ten sacrifices, thus causing Apocalypse's rampage, because he believed they couldn't stop it... which they might have if he hadn't sabotaged them at the crucial moment.
- Killed Off for Real: Stabbed by Wolverine, and even after everything that happened, the Phoenix prevented his timeline from happening.
- Mythology Gag: He feels a connection to Psylocke and apparently the two are married in the future. While 616 Bishop and Psylocke have never had a romantic arc, they are frequently paired up as friends and allies in adaptations such as X-Men and X Men 92.
- Noodle Incident: Young Bishop did... something that wound up with him in jail, something so bad the president felt he wasn't a good choice to put on the New Mutants.
- Scary Black Man: Much like his mainstream incarnation.
- Set Right What Once Went Wrong: His goal is to stop Apocalypse's rise to power from ever happening.
- Shoot the Hostage Taker: He shoots and kills the Fenris twins when they take Psylocke hostage.
- Thou Shalt Not Kill: Averted, as he has no problems shooting villains dead (much like 616 Bishop when he started out). Wolverine takes this in stride, but Storm is less sanguine about his itchy trigger finger tendencies.
- Adaptational Backstory Change: He is introduced as a member of the Morlocks, a group 616 Pyro had not even a passing association with.
- Adaptational Jerkass: Before, he was a case of Adaptational Heroism, helping other mutants and even joining the X-Men. Then came Ultimates 3, where he was not only turned into a villain for no real reason, but suggested he and Mastermind rape Valkyrie, something his 616 counterpart was never into.
- Adaptational Ugliness: Unlike the 616 Pyro, he has no immunity to his own fire and so is Covered in Scars.
- Ain't Too Proud to Beg: After Valkyrie breaks free of Mastermind's illusions and decapitates him, Pyro tried to beg for mercy, even invoking his time with the X-Men. It didn't save him from dismemberment.
- An Arm and a Leg: After Valkyrie breaks free of Mastermind's powers, she slices off Pryo's hands.
- Ascended Fanboy: Originally introduced as a fan of the X-Men who shortly thereafter was invited to join their ranks.
- Attempted Rape: He's the one who suggested to Mastermind that they rape Valkyrie.
- Good Scars, Evil Scars: He's covered in scars because of his powers.
- FaceHeel Turn: In The Ultimates 3, he made a rather severe (not to mention sudden) one, joining Magneto's Brotherhood and suggesting to Mastermind that they rape Valkyrie.
- Playing with Fire: As standard for Pyro, he can control fire.
- Same Character, but Different: Characterization-wise the Pyro of Ultimates 3 is a completely different animal from the Pyro readers knew up to that point.
The New X-Men/Ultimate X
Elizabeth "Liz" Allen
- Alpha Bitch: She was anti-mutant bigot before she knew she was one herself and was always unpleasant and disdainful of her half-brother. She didn't even try to convince him to not join the Brotherhood of Mutants.
- Composite Character: Liz Allan and Firestar are separate characters in the mainstream universe.
- Jumped at the Call: Even though the debut of her powers comes with some unsettling revelations, she was pretty eager to join the X-Men anyhow. After all, who'd bother with school when they can fly?
- Playing with Fire
- Related in the Adaptation: The Blob is her biological father.
- Transplant: From Ultimate Spider-Man
- The Ugly Guy's Hot Daughter: Again, Blob's daughter. You'd never know from looking at her.
James Hudson Jr.
- Aborted Arc: His solo mini-series ended with him finding a classic-style yellow Wolverine costume, similar to the one his father wore in the classic Earth-616 continuity. He never ends up wearing the darn thing, despite there being some covers showing him clad in the outfit.
- Anime Hair: If his hair grows out, it starts to look exactly like Logan's, except it's blonde.
- Canon Immigrant: X-Men: Blue #1 revealed that like Miles Morales, Jimmy somehow survived the destruction of the Ultimate universe during Secret Wars (2015) and ended up in the mainstream Marvel universe.
- Chick Magnet: Jimmy was a ladies' man even before his mutation manifested. Afterwards, he develops an attraction to Kitty (who was the first person to inform him of his birth father's identity and helps him adjust to his mutation and life on the run) and is promptly seduced by Jean Grey (both to demoralize Kitty as a leader and to finally indulge in her suppressed attraction to the original Wolverine).
- Fanservice Pack: Jimmy starts out as a slender, almost reedy teenager. After his mutation kicks in, he gradually fills out into a Heroic Build to support his new powers.
- Flanderization: His similarities with Wolverine were greatly exaggerated once moved to Earth-616 in X-Men: Blue.
- Generation Xerox: Looks very much like a teenage Logan with blonde hair. After his mutation kicks in, he even reaches Wolverine's height in a relatively short amount of time (though he doesn't quite grow into his father's meaty frame just yet), implying he might eventually be taller than him someday.
- Lamarck Was Right: Inherited his father's powerset along with an ability to coat his claws and bones in metal at will.
- Laser-Guided Amnesia: Jimmy's transition between universes wiped a lot of his memories. It takes some time for them to come back, and when they do...
- Last of His Kind: Between one spot of universe destroying, Ms. Sinister's experiments, and the Ultimate X-Men's bad habit of dying everywhere, Jimmy's one of the few of them left by the end of X-Men: Blue, and he's not particularly happy about it.
- Legacy Character: For his father.
- Mythology Gag: The first adventure of the original mainstream Wolverine was against Wendigo. The first time we see Jimmy in Earth-616, in X-Men Blue, he was fighting Wendigo.
- Never Trust a Trailer: Covers frequently depicted him wearing an outfit akin to the Earth-616 version of his father — but, as mentioned under "Aborted Arc", while he does eventually get the outfit, he never actually wore it.
- Replacement Goldfish: To Jean Grey for his father. It's implied that this was the primary reason she seduced him, with the opportunity to hurt Kitty as a bonus.
- Sibling Yin-Yang: He is Quicksilver and the Scarlet Witch's half-brother, and more moral person than either of them.
- Superior Successor: Jimmy has his father's Healing Factor and Super Senses, though they are even more amped up due to his lack of an adamantium skeleton (he can sense military vehicles from miles away in the thick of The Living Seed's jungle, for example). He can also do something Logan couldn't - his claws (and supporting bone structure) can coat themselves with an organic metal similar to Colossus. Most importantly, Jimmy grew up with a good family and has a strong moral compass... which was the only thing Logan wished for him.
- Uncanny Family Resemblance: And not to Logan (though, yes, he does also look like his old man sometimes). 616!Magneto can see an eerie amount of Magda in him, and finds it unsettling.
- Weaksauce Weakness: Getting attacked by his siblings or someone with like powers. His healing factor, established as stronger than Logan's, fails him after getting mauled by Sabretooth. It kicks in again after Sabretooth was driven away, though it was touch and go for a little bit.
- Wolverine Wannabe: Being Wolverine's son he was specifically created as a Generation Xerox to replace the dead Wolverine in the Ultimate franchise. The major distinctions between the two are Jimmy's blonde and comparatively less hair. Later, he also gained his own version of a symbiote similar to Venom.
- Canon Foreigner: While his abilities aren't unique, Derek Morgan has no counterpart in the main universe.
- Canon Immigrant: X-Men: Blue revealed that he somehow survived the destruction of the Ultimate universe during Secret Wars (2015) and ended up in the mainstream Marvel universe.
- Decomposite Character: Derek Morgan is officially referred to as "Archangel" post-Ultimate X (with most of the associated powers 616-Archangel is known for), but he is also a straight successor to Warren Worthington III.
- Legacy Character: For Angel.
- Painful Transformation: Unlike the original Angel, Derek can retract his wings back into his body to "pass" as human. Considering his transformation also includes growing long talons, thickened skin, and glowing eyes, it is rather distressing to watch.
- Required Secondary Powers: As noted below, Derek possesses Super Strength and Super Toughness to better utilize his gifts. Along with his talons, he's much more effective in a fight than Warren was.
- Super Strength: Another power he has that the original Angel did not, along with a mild healing factor and Super Toughness (to withstand potential crash landings).
- You Can't Go Home Again: His brother is a cop, who harbors Fantastic Racism and is Lawful Stupid at the same time. When he learns Derek is a Mutant he draws a gun on him and tries to hand him over to the government. Jean wipes his memory so he thinks Derek just left to live with a friend in Cincinnati.
The Brotherhood of Mutant Supremacy
The Brotherhood of Mutant Supremacy
A cult of violently anti-human Mutants, led by Magneto.
- Adaptation Name Change: A minor but significant one; they're the Brotherhood of Mutant Supremacy rather than simply the Brotherhood of Mutants, reflecting their Super Supremacist attitude. Although for the longest time they were just called the Brotherhood of Mutants.
- Brotherhood of Evil: Namely of the Ambition Is Evil flavor.
- The Revolution Will Not Be Civilized: Violent overthrows are the only way to go if you're in the Brotherhood. Changing the system from within, or through peaceful protest? Not happening.
- Stuff Blowing Up: A favoured tactic of theirs is bombing the ever-loving crap out of human institutions. Such as the British Houses of Parliament. Twice.
- A Nazi by Any Other Name: Believes that mutants are the Master Race and that normal humans deserve to be wiped out. Truly ironic when you consider his 616 counterpart's origins.
- Abusive Parent: For Pietro. He openly tries to kill him on several occasions, and even when he's not doing that, tends to berate and insult him at every opportunity.
- Adaptational Villainy: The mainstream Magneto was a morally complex, ambiguous figure. Here, he's nothing more than a repugnant mutant supremacist and genocidal maniac.
- Age Lift: This version isn't a Holocaust survivor, making him quite a bit younger. In fact, Ultimate Origins depicted him as a young man during the '80s.
- Ain't Too Proud to Beg: After falling prey to The Dog Bites Back at the hands of his son, he frantically grovels to Xavier as the latter turns his own powers against him before hurling him into space.Magneto: Charles, please! I'm begging you! Spare my life and I swear I'll think whatever thoughts you want! CHARLES!
- Ambiguously Gay: He and Charles still have some of this. As Moira noted, Charles spent more time with Erik than he ever did with her.
- As the Good Book Says...: He kept doing this during Ultimatum, comparing his actions with The Great Flood.
- Bad Boss: Like most incarnations of Magneto, though he takes it much farther than them, to the point of killing off not just X-Men but his own followers wholesale during Ultimatum.
- Berserk Button: Comparing him to Hitler. It's this that causes him to lash out and kill Charles. Though, oddly, he took it in stride when Cyclops made that comparison, saying only that Hitler "was one of theirs".
- Big Bad: The X-Men's biggest foe, and for the Ultimate Universe as a whole, up until his death (occupying the role usually played by Doom in 616!Marvel). It was the possibility of another attack by him that the Ultimates were even formed.
- Break the Haughty: Doubles with a Karmic Death moment when Magneto discovers that mutants aren't actually a product of evolution in the Ultimates universe. They were just the result of genetic experimentation similar to (and related to) the super soldier serum. Essenially, it renders his entire belief system complete bullshit as he and other mutants are just uplifted humans. He dies before we can find out what he'd do with this information.
- Character Exaggeration: All the reedeming qualities, reasonable causes and sympathetic backstory of the modern mainstream Magneto were removed. He is a full and complete villain, like when the character was first created by Stan Lee and Jack Kirby.
- Deadpan Snarker: He has his moments. Usually aimed at Pietro. Though most of the time Evil Has a Bad Sense of Humor and he's generally quite sadistic and mean-spirited.
- Depending on the Writer: With most writers, he's just barely able to scrape his way up to Faux Affably Evil, and even then it's a stretch. When written by Brian Bendis in "Firestar" over in Ultimate Spider-Man, he's suddenly acting actually Affably Evil, politely offering Liz Allan a choice and calmly leaving when he doesn't get his way, to the extent it's pretty out-of-character for Ultimate Mags.
- Disproportionate Retribution:
- Charles tried to futz with his mind when they had their falling out, so he crippled him with a spear through the back.
- His daughter gets killed by a crazy robot, so he decides to screw with the magnetic poles, causing untold levels of death and destruction.
- Even Evil Has Standards: Subverted — when Cyclops complains to him about the Brotherhood's murderous actions, he acts like it's all just Quicksilver trying to impress him and that he's actually disgusted by it, but later in the same issue he reprograms a fleet of Sentinels to attack humans indiscriminately and in the next issue he tries unleashing nuclear warheads to destroy America after getting sliced and diced by Wolverine. "Homo Superior loves all living things" indeed.
- Evil Is Petty: When Cyclops temporarily joins the Brotherhood, he asks him to refer to him as "father" at Wanda's poetry recital purely to be a dick to Pietro.
- Evil Old Folks: He's the one that crippled Charles, by throwing a spear through his spine. Even outside of that he's a violent man with Hair-Trigger Temper prone to manipulating and abusing his allies and enemies.
- Fantastic Racism: Towards anything that isn't a Mutant. As seen from his encounters with Prosimian and Thor, his racism extends to anything that isn't a humanoid mutant and will certainly view animal mutants and gods as equally inferior.
- Faux Affably Evil: He can try to talk a good game, but he's still a violent old bastard, and barely tries to hide it.
- A God Am I: Had delusions of being sent from the heavens since he originally started working with Xavier at the Savage Lands. He eventually goes off the deep end with it during the Ultimatum series.
- Hate Sink: No redeeming features, no charm. He's just a deeply unpleasant arse to absolutely everyone and everything in sight, constantly.
- Hero Killer: He killed Wolverine permanently, and snapped Charles' neck. Not to mention everyone who died in the opening issue of Ultimatum.
- Hoist by His Own Petard: His first fight with the Ultimate X-Men ends with Xavier turning him into a "super magnet" attracting all metal around him to trap him in And I Must Scream (and he does) before making him hurl himself out into space.
- Icy Blue Eyes: His blue eyes are a notable character trait for anyone who knows him and what helped Colossus identify him when presented as a brainwashed tool of Xavier's.
- I'm a Humanitarian: Has eaten human flesh in the past because he literally views them as animals, and plans to turn humanity into literal livestock for mutants.
- Jerkass: It's a miracle he ever convinced people to follow him on his crazy plans to start with. He's a manipulative cold-blooded sociopath prone to abusing, insulting and tormenting people for his amusement. Also, as the X-Men state to Liz Allen, he's just kind of a dick in general.
- Killed Off for Real: In Ultimatum. Cyclops destroys his head with a full-force Optic Blast.
- Laser-Guided Amnesia: Charles wipes his mind after the first arc to prove he can be redeemed. The Brotherhood eventually find him and restore his memory, and Magneto is pretty damn pissed.
- Laser-Guided Karma: He constantly berated and insulted Pietro, which contributed greatly to Pietro's decision to turn on him at the conclusion of the first arc.
- Like a Son to Me: Played with, as he works hard early on to recruit Cyclops to the Brotherhood, tries to set him and Wanda up, and even asks Cyke to call him his father. But being The Sociopath to the hilt, he sees Cyclops only as a useful tool (and not "effeminate" like Pietro) and catspaw to torment his real son with. Cyke, to his credit, doesn't have any of it.
- Misanthrope Supreme: For all his adult life, Magneto has believed in the superiority of the "Homo superior" race, and despised the human race to the point that he sought to kill all of humanity so that only mutants remain. And then, he finds out that the "mutant gene" and the very existence of mutantkind is the result of experiments in a military lab. Obviously, this caused him a Villainous BSoD.
- Offing the Offspring: He tried to kill Quicksilver several times and once even tried to get Wolverine to do the dirty deed.
- Omnicidal Maniac: In Ultimatum. He likens himself to God during The Great Flood, destroying the world and wiping out all except a select few chosen by him to rebuild.
- Parental Favoritism: He heaps scorn and abuse a'plenty on Pietro, but doesn't have anything against Wanda. The possibility of Wanda's death led him to unleash Ultimatum.
- Politically Incorrect Villain:
- Aside from aforementioned racism, his fight with Charles in the first arc has him declare Charles a "simpering little spastic" note .
- The fact he calls Pietro's powers "effeminate" shows there's at least some sexism or homophobia in there as well. He also calls Polaris a "harlot" when she refuses to join him. And then hits her with a chair.
- Self-Made Orphan: He murdered his parents, accidentally in the first case (father) and purposely in the second case (mother), for attempting to kill him and experimenting on Wolverine for a way to remove his mutant abilities.
- Shooting Superman: The American government sent Sentinels to kill him. As in giant metal robots. He lampshades it.Magneto: Sending an army of metal men to kill the Master of Magnetism? Any species this stupid deserves a free-fall down the food chain.
- The Sociopath: He's as textbook an example of one as any you'll find.
- Sore Loser: In the very first arc, he prepares to nuke America when it looks like his plan to slaughter the American government has failed, stating he'd rather burn the entire world to the ground rather than let Homo Sapiens keep it.
- Super Supremacist: He dials Magneto's traditional Super Supremacy Up to Eleven.
- Truer to the Text: Well if you consider the original X-Men run before Claremont's revival as "canon" and disregard later innovations (such as Wolverine, Hellfire Club, Phoenix, Apocalypse aka the main reason why the comics became a major brand) then Ultimate Magneto is a pretty faithful rendition of Early Magneto, who was more or less an evil narcissistic tyrant with no redeeming virtues whatsoever.
- Unwitting Pawn: Apparently, in Ultimates 3 and Ultimatum, for Doctor Doom. Somehow.
- Would Hit a Girl: Has no compunctions about attacking females. He once beat Polaris into unconsciousness with a chair for rejecting his offer of allegiance and insulting his moniker.
- Why Couldn't You Be Different?: Constantly disparages his son from everything to his inadequate leadership skills to his mutant abilities. According to Quicksilver, Magneto viewed his powers as effeminate due only being good for running from danger. Xavier hypothesizes that this has more to do with Pietro's mother being human and him being a living reminder to the Super Supremacist Mags that he once "lowered himself" to a human's level.
- Younger and Hipper: Not as extreme as most of the X-Men, but noted in "Age Lift", he's younger than his other incarnations, whom were Holocaust survivors.
- Adaptation Name Change: Quicksilver takes his father's surname in this adaptation, wheras in most continuities he has the surname 'Maximoff' instead.
- Adaptation Personality Change: Downplayed at first but later enforced hard, making hit something of an outlier among the Ultimates characters. He starts off more comfortable with his father's aristocratic attitude and shared some of it himself but was otherwise fairly similar to 616 Quicksilver. Then after Ultimatum he cast that aside and fully embraced villainy to such a degree that in some ways he even surpassed his father in vileness.
- Adaptational Villainy: Unlike his mainstream counterpart, this Quicksilver was a willing member of the Brotherhood and hasn't abandoned Magneto's anti-human views despite joining the Ultimates (which was only done initially for protection from Magneto after the Brotherhood restored his true self). Additionally, he orchestrated the death of Magneto, assassinated Cyclops, and even sold other mutants into slavery.
- BrotherSister Incest: The implications with his sister in the original Marvel Universe are canon here.
- Canon Immigrant: In X-Men: Blue it's revealed that he somehow survived the destruction of the Ultimate universe during Secret Wars (2015) and ended up in the mainstream Marvel universe. All the more impressive given he was long dead when the Ultimate Universe went "boom".
- The Dog Bites Back: Cyclops doesn't have to work too hard to convince him to turn on Mags. He even lampshades it after swiping his dad's iconic helmet to make him vulnerable to Professor X's telepathy.Quicksilver: That's what happens when you treat someone like dirt beneath your fingernails for their entire life, Father.
- Enfante Terrible: He and Wanda were vicious bullies towards David Xavier when they were kids.
- HeelFace Turn: Defects from the Brotherhood to the Ultimates, only to defect back to the Brotherhood later.
- I Just Want to Be Loved: His whole reason behind his relationships with his to his sister amount to this. It was explained by Wolverine that his sister was the only one who truly gave him any true love and care in his life.
- Mistreatment-Induced Betrayal: Magneto's abuse of the twins eventually drives them to defect to the Ultimates, but even before this he robs Magneto of his helmet in the latter's first fight with the Ultimate X-Men.
- Randomly Gifted: Given that his mother was an ordinary human, it's not clear at all where his Super Speed mutation came from, it being a power radically different from both his father and his sister's abilities.
- Super Speed: He is so fast that he even outclassed and outran Hurricane, who moves at Mach 10, disintegrating her into atomic particles as a result in order to save Hawkeye from death. In the Ultimate Wolverine storyline, he was even shown to be able to completely skin four armed guards alive in a single moment while having time to snap the neck of their leader before introducing himself.
- Take That!: Peter David's explanation for the mainstream Pietro's Superdickery in the pages of X-Factor is given this treatment in the fifth issue.Scarlet Witch: You'll have to forgive my brother's impatience, Cyclops. Fifteens minutes must feel like forever when your heart beats twenty-five times a second.Cyclops: I don't care how many times his heart beats, Wanda. What kind of excuse is that?
- "Well Done, Son!" Guy: Desperately tries to get Magneto's approval, but nothing he does is ever good enough for him.
- Would Hit a Girl: Skinned one alive once.
- Adaptation Name Change: Wanda takes her father's surname in this adaptation, wheras in most continuities she has the surname 'Maximoff' instead.
- Adaptation Personality Change: As written by Millar, she's icy and aloof a lot of the time, as opposed to the more open and friendly Wanda of 616.
- Adaptational Villainy: Unlike her mainstream counterpart, this Scarlet Witch was a willing member of the Brotherhood and hadn't abandoned Magneto's anti-human views despite joining the Ultimates (only doing so for protection from Magneto after the rest of the Brotherhood undid Xavier's mind alterations).
- BrotherSister Incest: The implications with her brother in the original Marvel Universe are canon here.
- Characterization Marches On: Her aloofness is actually absent in her original appearance in Ultimate X-Men, as she's portrayed as essentially the Token Good Teammate who acts as a comforting presence for most people around her. While the subtext with Quicksilver is there, her attraction to Cyclops is shown to be genuine.
- Doing In the Scientist: She is the reason dinosaurs exist in the Savage Land in the Ultimates universe.
- HeelFace Turn: Defects from the Brotherhood to the Ultimates.
- Deadpan Snarker: Towards Pietro and many others she is close to.
- Enfante Terrible: Flashbacks in the Proteus arc reveal she and Pietro were vicious little bullies as kids.
- Flight: Unlike regular Wanda, who usually only flies when she's gone swimming off the deep end of the sanity pool, Ultimate Wanda can use her powers to fly
- Killed Off for Real: By Ultron in Ultimates 3.
- Lady in Red: The name is something of a hint.
- Large Ham: She loves to be dramatic and chew up the scenery when she's overcome by pro-mutant fervor.
- Luke, I Might Be Your Father: During Ultimatum is is hinted that her true father might actually be Wolverine rather than Magneto. As it turns out this is wishful thinking on Logan's part and Wanda is indeed Magneto's daughter, despite her mother's trysts with Wolvie.
- Mistreatment-Induced Betrayal: Magneto's abuse of the twins eventually drives them to defect to the Ultimates.
- Reality Warper: Unlike the original Scarlet Witch whose powers were upgraded to this over time, hers were pretty much this from the start.
- Yank the Dog's Chain: After being killed, she makes no less than three different "resurrections" that are all revealed to be fake.
- Adaptational Ugliness: Not that regular Toad has ever been a looker, but this version is uglier, with green skin, greasy hair and nasty teeth.
- Adaptational Badass: Regular Toad has never been much of a threat. This guy manages to give the X-Men some trouble. At first.
- Evil Brit: Very unmistakably British.
- HeelFace Turn: He eventually turned his back on the Brotherhood and became a teacher at the Xavier Institute after Cyclops disbanded the X-Men.
- Killed Off for Real: He survived the three Ultimatum events, only to die at the hands of the Ultimatum Wave itself.
- Odd Friendship: He strikes one up with Cyclops, which lasts even after he goes back to the X-Men.
- Always Second Best: Fervently hates Wolverine because he was always viewed as second-rate or a poor man's version compared to him despite having similar powers.
- Both Sides Have a Point: Inverted. He considers both Xavier's and Magneto's faction hypocritical for pretending that mutants are oh-so-great, rather than just fallible humans with super-powers.
- Jerkass Has a Point: He was certainly valid in his claim to Wolverine of how ridiculous each mutant faction is for attempting to rail against principles or practices that they actually represent or are spreading. He also lampshaded how ludicrously often superhumans such as mutants tend to fight each other despite supposedly the next stage of human evolution.
- Joker Immunity: Much like 616 Sabretooth, Creed will just not stay dead. Castrate him, behead him, chunk him off a cliff, he'll always come back.
- Hidden Depths: Out of almost everybody in the series, this feral murderer has perhaps the most down-to-earth view on what it means to be a superhuman.
- Mythology Gag: Post-Ultimatum, Mystique tries to civilize Victor a bit to better blend in with human society (inasmuch as a 7' tall man with facial scars and a bodybuilder's physique can blend in) calling him by his birth name, with new clothes and a haircut directly cribbed from his live-action look in X-Men Origins: Wolverine. It doesn't help.Mystique: We cleaned him up and still can't get the "Sabretooth" out of him...
- Psychic Static: When Rogue tries to use telepathy on him, he inundates her with nightmarish memories of all the horrible things he's done.
- Psycho for Hire: Gladly works for Weapon X and then the Brotherhood.
- Straw Nihilist: He views himself and everyone else as garbage, human and mutant alike. He believes mutants are born cruel as an evolutionary comparison to humans being crueler than animals, therefore indulges in murderous pastimes as an acceptance of being "trash".
- Wolverine Claws: Only he has four on each knuckle, compared to Logan's three (or more accurately, he's got seven - one of the blades is broken).
- You Don't Look Like You: His art style changes between story arcs, causing him to look more bestial and savage than he was originally portrayed.
- Adaptation Name Change: In Ultimate Spider-Man, when Liz Allan first becomes Firestar, it's established that this version's first name is "Frank", not "Fred".
- Adaptation Personality Change: As detailed below, this Blob is more mature and generally a more cunning enemy than his dim-witted mainstream counterpart.
- Even Evil Has Loved Ones: He pleaded with Magneto at one point to bring his daughter Firestar and her mother to the Savage Lands to protect them from danger, despite them wanting nothing to do with him. He even had an life insurance policy in place to take care of Firestar and her mother after he died on the condition they also take care of his illegitimate son from another relationship.
- Fartillery: When a safe-house gets knocked over, Quicksilver's first reaction is to demand if Blob broke wind without permission "again".
- Fat Bastard: With a name like Blob, it's sort of a given.
- G.I.R.L.: Pretended to be an attractive female fan of Beast to get him to spill information that the X-Men were secretly harboring.
- Hidden Depths: The Blob may be a Card-Carrying Villain who isn't afraid to outright eat people on occasion, but he's charming and intelligent enough to fool Beast while pretending to be a model with a double Ph.D (which he was doing mainly For the Evulz until Beast let slip that Magneto was still alive.) He was also as devoted a father as he could manage (being part of a terrorist organization) by sending money for his daughter in Queens and even visiting her a few times, posing as "Uncle Frank".
- Hoist by His Own Petard: Yellowjacket bites his head off after he eats part of Wasp.
- I'm a Humanitarian: Implied during Millar's run, and outright confirmed during Ultimatum in an incredibly unpleasant fashion.
- Kavorka Man: Despite weighing close to a metric tonne, he seems to have a way with women - he fathered Firestar/Liz Allen and Fred Dukes Jr./Blob II while he was in the circus and implied he had other groupies in other parts of the country as he traveled.
- Killed Off for Real: By Hank Pym after his horrific cannibalism scene.
- Off with His Head!: How he died.
- Related in the Adaptation: He's Liz Allan/Firestar's father.
- Wicked Cultured: He may be outright slovenly on the outside, but he's fully capable of having philosophical discussions with Magneto (whom he's on a first name basis with) and managed to trick a love-struck Beast into believing he was a Supermodel with a double Ph.D (with the implication he could keep up intellectually).
- Attempted Rape: Was all too willing to "have fun" with Valkyrie alongside Pyro before killing her. It's implied he has done to other women before. Unfortunately for him, she broke out of his illusion.
- Evil Wears Black: Unlike the 616 Mastermind, he dresses in all black, complete with dark sunglasses.
- Flanderization: When first introduced he didn't have any of the 616 Mastermind's rapist qualities, but during Ultimates 3 those aspects transferred over to him with a vengeance.
- Master of Illusion / Mind Rape: Mastermind can create illusions which can manifest as illusions that change how others perceive forms of reality or just to trap others in mental illusions of his liking.
- Off with His Head!: He was decapitated by Valkyrie for trapping her in a fantasy world and attempting to rape her while she was catatonic.
- Sinister Shades: Which distinguish him visually from classic Mastermind.
An American "trailer trash" mutant with superhuman and durability.
- Adaptation Species Change: The classic Juggernaut is a human who gained his ability through mysticism. Here, he's a mutant.
- Adaptational Badass: Unlike the regular Cain who has no powers outside of what Cyttorak gives him, this Cain is a mutant who can hold his own just fine without the gem.
- Age Lift: Normally older than Xavier, here he's much younger, around the same age as Rogue.
- The Big Guy: He's every bit as massive as his 616 counterpart.
- Deep South: Unlike classic Juggernaut who hails from New York, this one hails from the South like Rogue, even referring to himself and her as "trailer trash who made good."
- Dumb Muscle: He's a throwback to classic Cain, who started out as Dumb Muscle before graduating through Character Development to Book Dumb. This Cain, like the old-school version of him, fights first and thinks later if at all.
- Even Evil Has Standards: He actually seems to have more standards than classic Juggernaut, though the trade-off is the racism that comes with them. He's utterly disgusted by the sight of people bringing their kids into Vegas casinos, and later refers to Gambit as a "degenerate card shark".
- Eye Scream: He's killed via poisoned dart to the eye.
- Fantastic Racism: He has UXM Magneto's view of humans, referring to them as "animals", though he oddly yells at them to make them run away rather than just stomping them.
- The Juggernaut: The Ultimate Marvel version of the trope picture.
- Nice Job Breaking It, Hero!: He acquires the Crimson Gem of Cyttorak after Gambit throws it at him as a weapon. Smooth move, Remy!
- Red and Black and Evil All Over: In contrast to the strictly red 616 Juggernaut, this Juggernaut's outfit is primarily black, but with lots of red dots/lights on it.
- Redemption Equals Death: He has a change of heart and decides to help Rogue defend the X-Mansion from Stryker's anti-mutant army... and shortly after is Killed Off for Real.
- Scarily Competent Tracker: Unlike the 616 Juggernaut's mystic helmet, his helmet is actually a tracking device built by Weapon X that allows him to track down anyone they ever branded. He uses it to track down Rogue in UXM Annual #1.
- Self-Made Orphan: He crushed his father's skull in his hand when his mutant powers first manifested.
- Stalker with a Crush: Towards Rogue, who he worked with when they were younger. Unfortunately for him, she's with Gambit now.
- Super Speed: Not to Flash levels, but he is capable of "subsonic superhuman" speed, making him officially faster than classic Juggernaut.
- Super Strength: Can lift up to 75 tons normally, and after acquiring the Gem of Cyttorak his strength is comparable to his 616 version.
- Unrelated in the Adaptation: He's not Xavier's stepbrother.
- Walking Shirtless Scene: His uniform doesn't have any kind of shirt like ordinary Juggernaut's, leading to him looking like this 24/7.
- Younger and Hipper: Again, he's Rogue's age and hence a teenager, as opposed to his mainstream counterpart, who was the older stepbrother of Xavier.
A talented but passive young mutant who is recruited by Magneto and easily swayed into building a Doomsday Device for the Master of Magnetism.
- Adaptation Personality Change: The mainstream Forge is a self-assured and assertive inventor who refuses to let his inventions be used for evil, while this Forge is insecure, passive and is all about letting his inventions be used for evil.
- Adaptational Villainy: Here, he's a member of the Brotherhood, whereas his mainstream counterpart is (usually) an ally of the X-Men, or at the very least a good person.
- Age Lift: Which explains his personality change somewhat. Unlike the 616 Forge who is an adult in his forties, this Forge is still a teenager.
- Artificial Limbs: Much like classic Forge, he has an artificial leg of his own creation.
- Befriending the Enemy: Wolverine befriends him and helps him escape the Triskelion in exchange for building him an unbreakable collar designed to contain the Hulk's strength.
- Boxed Crook: After being arrested and sent to the Triskelion, his jailers put him to work building devices for them. The only example we see of such a device is a servo-arm Tony Stark uses to play ping pong with Captain America.
- Dropped a Bridge on Him: Ultimatum sees him tortured and killed on Magneto's orders for... no given reason.
- Even Evil Has Standards: He attempts to confront Magneto about his plans when it really sinks in that he would be responsible for the deaths of millions. Being of the unassertive type, Magneto bullies him into submission easily.
- Gadgeteer Genius: This is his mutant power, just like the regular Forge.
A self-duplicating mutant terrorist working for Magneto. He's actually being controlled by the Brotherhood hypnotist Lorelei.
- Adaptational Badass: His use in Ultimatum shows exactly how dangerous a man who can make an unending number of copies can be in the right (or, in this case, wrong) hands.
- Adaptational Villainy: Here, he's a member of the Brotherhood, whereas his mainstream counterpart was an ally of the X-Men's.
- Driven to Villainy: Literally, as he is not an evil person but is brainwashed into villainy by Lorelei.
- Killed Off for Real: By Wolverine, in Ultimatum.
- Me's a Crowd: A very dark case, as he uses his duplication ability to generate a legion of suicide bombers.
- Person of Mass Destruction: When his duplication powers are combined with explosives he becomes one.
- Psychopathic Manchild: Lorelei has convinced him that he's only 13 and that it's still 1994. When Wolverine finds the real him, he's chilling out in a 90s-styled bedroom and listening to a stereo system.
- Reports of My Death Were Greatly Exaggerated: During Ultimatum Wolverine thought he killed the true James Madrox. Later it was revealed that it was yet another dupe.
- Self-Duplication: His mutant power. He claims he can create 27 or 28 dupes before he "starts seeing deja-vu".
- Suicide Attack: Acted as a suicide bomber, or in his case a legion of suicide bombers, for Magneto.
A Genoshan mutant charged with murdering the politician Lord Scheele. The twist is that, unlike the classic Longshot, he is evil and actually did commit the crime he is charged with.
- Adaptation Name Change: The Arthur Centino name is unique to this version of Longshot, who in most continuities has No Name Given (or alternative really is just called Longshot).
- Adaptation Personality Change: While the mainstream Longshot is open and honest to fault, this Longshot is secretive, manipulative, and ultimately a violent murderer.
- Adaptation Relationship Overhaul: He's the psycho ex of Spiral in this adaptation, unlike in the mainstream timeline where Spiral is his psycho ex.
- Adaptation Species Change: In the mainstream universe, he's an interdimensional being, but here, he's a mutant.
- Adaptational Mundanity: His fantastical origins are all Adapted Out and he is made just another mutant.
- Adaptational Nationality: Regular-verse Longshot is an extradimensional artificial being, while this version is from the island nation of Genosha.
- Adaptational Villainy: Here, he's a member of the Brotherhood, whereas his mainstream counterpart was an ally of the X-Men's.
- Always a Bigger Fish: After escaping Krakoa, he is hunted down in the Savage Land by the Ultimates and confronted by the Scarlet Witch, who has probability manipulating powers like his. How does the encounter end? With Longshot turned into a cat.
- Dropped a Bridge on Him: In Ultimatum.
- Entitled Bastard: As part of his Adaptational Villainy. Being the luckiest man in the world, he is used to things just falling into his lap, and gets somewhat disagreeable and violent when they don't.
- Fantastic Racism: Of the anti-human flavor. He is notably the first character in the Ultimates universe to use the anti-human slur "flatscan" to refer to a person.
- Four-Fingered Hands: A mainstay of the character, even despite being from the same Earth as the X-Men here.
- Manipulative Bastard: Despite not knowing Colossus is gay, he manipulates the latter's overprotective nature, and also manipulates the X-Men in general by playing up the "wrongly condemned innocent" angle.
- Named by the Adaptation: The regular Longshot has no name other than his nom du guerre, while this one has a human name.
- The Sociopath: Seems to be one of these, judging by the way he manipulates the X-Men (and Colossus in particular) during his time with them.
- Shout-Out: His human name is a shout-out to both of his creators, Art Adams and Ann Nocenti.
- Winds of Destiny, Change: Same as the mainstream, but his aren't hindered by selfish actions. Which is a good thing for him, as he is rather a more selfish person.
A shapeshifting mutant who was Xavier's student and lover during his stay in the Savage Land, only to become the Woman Scorned when he dumped her for Emma Frost.
- Captured on Purpose: She allows herself to be captured while impersonating Magneto so that the real Magneto can escape.
- Cynicism Catalyst: She was originally a believer in Xavier, until she got a look at his "sick brain" (which may or may not have anything to do with him dumping her for Emma Frost).
- Evil Redhead: Just like her 616 counterpart, though she doesn't seem quite as malevolent as regular-flavor Raven.
- Running Gag: Long before the actual Mystique appears, Professor X is shown to have a cat named Mystique, which appears in several issues wrecking the decor of his office.
- Teacher/Student Romance: She was once in a relationship with Xavier when she was his student.
- Unrelated in the Adaptation: She's not Rogue's stepmother.
- Villainous Legacy: Dedicates herself to carrying on Magneto's legacy after his death.
- Voluntary Shapeshifting: This is her mutant power.
- Woman Scorned: Joined Magneto as a form of revenge against Professor X for dumping her for Emma Frost.
A mutant with a Compelling Voice who Magneto recruits for his assault on the Ultimates. She's controlling Multiple Man into working for the Brotherhood, and in fact has been from the very start.
- Adaptation Species Change: The original Lorelei is an artificially mutated human, while this Lorelei is a mutant.
- Compelling Voice: This is her mutant power.
- Diabolus ex Machina: She is introduced out of nowhere and only exists to brainwash Multiple Man into becoming a Person Of Mass Destructon.
- Gender-Restricted Ability: Her Compelling Voice seems to be this, as she mentions more than once that she can control any man but is never shown as being able to control a woman.
- Killed Off for Real: By Wolverine in Ultimate X-Men #100.
- Team Mom: Going by this image◊ she seems to be one for the Brotherhood.
- We Hardly Knew Ye: She only appeared in a grand total of three issues.
- The Woman Behind the Man: She's controlling Multiple Man.
- The Vamp: She spends most of her brief panel time controlling men and gloating to women about it.
Academy of Tomorrow
The headmistress of the Academy of Tomorrow, a rival school to Xavier's. Was also at one point Xavier's lover.
- Adaptation Personality Change: While 616 Emma is a very morally grey and self-serving person, this Emma is an Actual Pacifist who splits with Xavier because she believes his methods to be "too violent".
- Adaptational Heroism: For the reasons detailed directly above, this Emma is much more overtly heroic than her mainstream counterpart.
- Adapted Out: This Emma lacks her counterpart's telepathy.
- Dropped a Bridge on Her: Ultimatum, yet again. Issue 3 opens with Mystique telling Magneto that Emma and her school have been completely destroyed.
- Elemental Shapeshifter: Though she does not have the Psychic Powers of 616 Emma, she retains classic Emma's secondary ability to transform her body into diamond.
- Killed Off for Real: By Multiple Man and his dupes during Ultimatum.
- Of Corsets Sexy: Actually averted... at first. She tends to favour suits, though an issue of the Kirkman run has her suddenly turning up at the Hellfire Club in one.
- Teacher/Student Romance: This version of Emma was one of Xavier's student—and in a relationship with him at the same time.
Scott's older brother, and a student at Emma Frost's school.
- Age Lift: This version is Scott's older brother, whereas mainline!Alex was the younger of the two.
- Aw, Look! They Really Do Love Each Other: Although he had a strong Sibling Rivalry with Scott, he did not hate him, so some mourning for his death was plently justified. But... going mad for the loss? Wow, either his brotherly love was way stronger than displayed, or it took that for him to realize that blood is Thicker Than Water.
- What Happened to the Mouse?: When last seen, he was a guest of the Roxxon Corporation, at the hands of Layla Miller and Nathaniel Essex.
Douglas "Doug" Ramsey
A human student at Emma Frost's Academy of Tomorrow, famous for winning over 100 consecutive games on Jeopardy!
- Adaptation Species Change: In the regular timeline Doug is a mutant (though long believed to be a baseline human), but here he is by all evidence simply an intelligent human.
- Cunning Linguist: His specialty, just like his mainstream counterpart.
- Killed Off for Real: By one of the Multiple Man suicide bombers during Ultimatum.
- Teen Genius: A particularly famous one in the Ultimates world.
- Token Human: He's the only named human student in Frost's Academy, though it is specifically noted that the Academy does not distinguish between humans and mutants.
- Ascended Extra: The Weapon X of the regular X-Men universe was not all that important to the world at the end of the day. The most important thing they did was have a hand in creating Captain America and later on down the line enhancing Wolverine, Sabretooth and a number of their other Living Weapons, but they were ultimately just a "cottage industry" (as the Dark Beast labeled them) that was always held back by their limited scope and the bigoted and Ax-Crazy nature of their leaders. The Weapon X of this universe, in stark contrast, was responsible for the discovery and spread of the mutant genome, which resulted in the emergence of mutantkind itself.
- Boxed Crook: All the mutants in Weapon X are forced to do what Wraith orders. The only exception is Sabertooth, who is there by his own free will, as he simply enjoys killing.
- Cerebus Retcon: The twist that mutants are an artificial race created by Weapon X devalues the entire Xavier/Magneto ideological struggle and reduces the mutant race a whole from the legitimate next step in human evolution to a deluded race of Transhumans with delusions of grandeur.
- Kick the Dog: Either this or Kick the Son of a Bitch, depending on the mutant they're abusing that day. Sabretooth (and to a lesser extent Wolverine) were rotten mothers who deserved punishment if not relentless torture, but Nightcrawler was a relative innocent, and the X-kids who were captured by Weapon X were definite innocents.
- Meta Origin: Unlike in the regular universe where mutants are a naturally occurring sub-species that have been around for at least the past 18,000 years, mutants in the UXM verse are an artificially-created offshoot of humanity that sprung fully-formed from the machinations of Weapon X.
- Mistreatment-Induced Betrayal: Wolverine probably wouldn't have defected if they'd treated him with, if not kindness, at least basic professional courtesy. Instead Weapon X treated him like a dog they liked to abuse, caging up and shooting him just for fun and such.
The sadistic head of Weapon X
- Adaptation Species Change: He's a mutant in the classic Marvel Universe, but a human here.
- Adaptation Personality Change: Heavily so, as the original John Wraith was the heroic Kestrel while this Wraith is a sadistic anti-mutant racist.
- Adaptational Villainy: Zigzagged. He starts off as the despicable face of Weapon X, willing to torture, maim and experiment on mutants all the live long day, but just before Ultimatum, he inexplicably becomes Vindicator, and abandons all the mutant-hating.
- Bad Boss: Mixed with Dirty Coward. When the X-Men come to bust Logan free, he runs for it... by holding a young soldier at gunpoint and making him drive the getaway jeep.
- Bald of Evil: In yet another departure from the classic Wraith who wears a cowboy hat all the time but does have hair.
- Colonel Kilgore: He enjoys capturing and enslaving mutants, and abusing of them when they are captives, a little bit too much.
- The Extremist Was Right: Wraith's motivation to run Weapon X was that the number of super-powered threats raises every day, and the US needs a reliable form of defense against them. Nick Fury, the man in SHIELD that close Weapon X, created The Ultimates for the very same reasons one year later.
- For the Evulz: See below. He and his men shoot up a caged Wolverine just for the fun of it, and Wraith mentions it used to be what they'd do to pass the time when bored.
- Good Scars, Evil Scars: Wolverine gave him a set across his face.
- Moral Myopia: He has no problem opening fire on Wolverine and another man in an airport parking lot, then shooting Wolverine while he's caged, but Wolverine causing one of his men to be decapitated? That's horrific!
- Offstage Villainy: As if his on-screen villainy was not enough, he also made a lot of heinous stuff in the past and when we are not watching.
- Race Lift: Regular John Wraith is a black guy, and a mutant. Ultimate John Wraith is a white baseline human.
- Sadist: His idea of fun is shooting a caged Wolverine with an assault rifle or breaking Rogue's arms and legs when he's bored. Wraith also had his men stab Wolverine, crack open his skull, and set him on fire before wiping his memories so they could do it all over again without Wolverine remembering their faces.
- Sociopathic Soldier: He serves in the military and is about as sociopathic as they come until his out-of-nowhere character shift.
- The Starscream: He rebels against the officers above him when they attempt to shut down Weapon X and uses the enslaved Professor X to have the building they're in blown up.
A scientist working in Weapon X, the right-hand of colonel John Wraith
- Decapitation Required: He had Wolverine's healing factor after being mutated. The only way Wolverine found to put him down was to cut his head.
- For Science!: Seems like a good guy, but has no problems to horribly experiment with Nightcrawler and Beast.
- Only Sane Man: He keeps a cool head and is aware of the risks, in contrast to all the trigger-happy soldiers in the base, specially Wraith.
- Professor Guinea Pig: He experimented on himself with Wolverine' DNA, and mutated himself.
A Texan mutate whose genes were spliced with Wolverine's by Weapon X. A former car thief out of El Paso, she has a past with and grudge against Storm.
- Adaptation Name Change: If a subtle one. She's Lady Deathstrike in the regular continuity, but here she is just Deathstrike. Similarly, she usually just goes by "Yuri" though her real name is still Yuriko.
- Adaptation Origin Connection: Regular-verse Yuriko is obsessed with Wolverine and only cares about the other X-Men through their relationship to him. This Yuriko is obsessed with Storm and doesn't give two hoots about Wolverine.
- Adaptational Nationality: She's a Yellow Peril from Japan in 616, but an American from Texas here.
- Adaptational Wimp: This Deathstrike might be a "skilled motorcycle rider and thief" but she lacks any of 616 Deathstrike's martial arts training. Unsurprisingly, she's not nearly as formidable a fighter.
- Badass Biker: For a given value of "badass". She was an Implacable Woman on a bike to a young Storm until Ororo got the idea to make it rain. As Yuri was using to biking in desert conditions, she slid out of control, resulting in the accident that left her paralyzed.
- Death by Irony: If her final appearance is taken as her death, then Deathstrike, a human who allowed herself to be enhanced so that she could kill mutants, ended up being killed by a mutant on the other side of the Fantastic Racism coin.
- Desert Bandits: Her backstory. Operating out of El Paso as a car and bike thief, she taught a young Storm her trade and let her operate in her territory in exchange for 90% of what Storm got from ther chop shops. It didn't take long for Ororo to decide the deal was crap, and an enraged Yuriko did her best to run Storm out of town.
- The Dragon: She might not be a Dragon Lady anymore but she's still Dr. Cornelius's chief enforcer for as long as she's around.
- Neck Snap: Inflicted on her by Longshot when she tries to attack Angel and Dazzler during a prison break.
- Revenge: Her goal is to get revenge on Storm, and she goes after Wolverine too since that's what her boss wants.
- Wolverine Claws: She has these like the original Lady Deathstrike, and hers are adamantium too.
- What Happened to the Mouse?: She had a low-level Healing Factor that might have allowed her to recover from having her neck snapped by Longshot, but she was still never seen again.
- Younger and Hipper: Like many UXM characters, he's significantly younger than her 616 counterpart.
- Characterization Marches On: In his first appearance, Remy speaks with his mainstream counterpart's usual Louisianna accent. When he reappears in the Fenris arc, it's gone, which Remy attributes to linguistic coaching from the Fenris twins.
- A Day in the Limelight: Appears early on in a one-off story that has nothing to do with the regular stories.
- Dark and Troubled Past: He apparently had some dealings with Nathaniel Essex before. He also alludes to experience with sexual assault in purported sanctuaries and is thus absolutely distrusting of any goodwill offers for food and shelter. He's willing to fend for himself on the streets over it.
- Killed Off for Real: Amazingly not by Ultimatum. He dies in a fight with the Juggernaut, several years before.
Charles' ex-wife, a Scottish geneticist who runs a separate facility for Mutants with dangerous or harmful Mutations.
- Adaptation Name Change: In the mainstream universe, Kinross was Moira's maiden name, the name "MacTaggert" coming from her marrige with Joseph MacTaggert. Here, it's her maiden name.
- Adaptational Villainy: Initially, this Moira was more standoffish to Xavier, but then she joined the Brotherhood.
- Adapted Out: Moira has no connection of any kind to Rahne Sinclaire.
- Dissonant Serenity: Several decades of seeing bizarre and horrific mutations have left her detached to unpleasant sights. She can watch a hamburgered Wolverine stitch himself back together and just calmly notes it's like "watching an autopsy in reverse".
- FaceHeel Turn: Moira turns out to be behind the Banshee drug, and attacks Wolverine for it.
- Make Me Wanna Shout: Her Banshee-given superpower is a sonic scream.
- Related in the Adaptation: Here, Moira and Charles actually did get married and had a son together rather than with separate people.
- Adaptation Name Change: Part of his being a Composite Character of Proteus and Legion was retaining the latter's first name. Also, as Moira and Charles were married when they had him, he has Xavier's last name.
- Blessed With Suck: David is the son of the world's most powerful psychic and inherited similar abilities. Unlike his father, they degrade his body with every use until he eventually loses his original form and has to Body Surf from person to person just to survive.
- Body Surf: His powers burn out his body, so he jumps from host to host.
- Cast from Lifespan: Every time David uses his abilities, they slowly burn out his body. Once he learns how to Body Surf, his powers seem to increase exponentially, though this is because he's no longer concerned with preserving his original body. By the time of the final fight, he's managed to move past this limitation.
- Composite Character: A mix of Legion, Charles' son, with Proteus (reality warping son of Moira MacTaggert). However, he lacks any of Legion's sympathetic traits.
- Drunk on the Dark Side: After possessing Wolverine, David delights in taunting his father and The X-Men with the first demonstration of his full ability. He only abandons Logan's body when he finds a better host... Betsy Broddock.
- Horrifying the Horror: David's hatred for Charles is so much it actually scares Logan.
- I Lied: Proteus traps Beast in a Lotus-Eater Machine and offers to make it permanent if he kills the other X-Men. Beast rejects the offer and Proteus immediately admits he was just going to kill him anyway.
- Jerkass: Abandons Wolverine, leaving him right in front of an oncoming truck. Claims he'd give Beast the life he'd always wanted if he killed the X-Men for him, before admitting he's lying.
- Jerkass Has a Point: David is an outright psychopath and (successful) mass murderer, but it's initially implied that he was made that way through years of neglect by his father. When Xavier met Magneto for the first time, his attitude towards his human family changed drastically, to the point that when Charles left them for good he didn't even tell them he was leaving. And even after making contact with Moira and David again (post-betrayal by Magneto and learning David was indeed X-Gene positive), Xavier likened his love for them like that of a Master loving a pet.
- Killed Off for Real: After jumping into Betsy Braddock's body (and adding her considerable psychic power to his own), Braddock fights the possession long enough to freeze Proteus in place and beg Charles to kill them. Charles can't bring himself to do it and just before Proteus takes back control, Colossus arrives and promptly smashes a car on his head, killing both Braddock and Proteus. Betsy later turns out to have survived, but David stays dead.
- Logical Weakness: Despite David's immense power, he's still a novice at using it (even with the boost he gets from possessing Betsy Braddock), plus he needs eye contact in order to Body Surf into someone else... something that comes back to bite him when he tries it on Cyclops.
- Parental Neglect: A lot of his in-depth mental issues and psychosis stemmed from Professor Xavier's neglect of him in favor of Magneto and later the X-Men.
- Reality Warper: His psionic powers quickly evolve into this, though it's helped by possessing the body of an already powerful psychic.
- Required Secondary Powers: David's psychic abilities are on par with his father's and he even possesses psionic abilities far beyond what Xavier is capable of, but their use degrades his physical body. He discovers the ability to Body Surf mostly from necessity - even the mild use of his powers over a couple of years left his original body bedridden and slowly dying.
- Spotting the Thread: Charles cottons onto David's possession of Betsy Braddock pretty quickly. When David asks just how long he knew, Charles replied that he had realized something was amiss when the refined upper-class Braddock ordered a double cheeseburger and fries with three portions of ketchup, but what cinched it was when she would constantly check out their waitress' ass when she walked by.
- Teens Are Monsters: David is a teenager with severe Daddy Issues and a distinct Lack of Empathy, mostly stemming from Xavier's neglect and his own burgeoning powers.
- Trademark Favourite Food: Peanut M&Ms. He even holds off fighting his dad to enjoy a packet of them.
- Traumatic Superpower Awakening: Charles just walking out on David and Moira was what activates his powers. Which, just to make things worse, nearly kills him.
- Violent Glaswegian: He's Scottish and considerably mean-spirited and violent. Probably due to his powers driving him slowly to lunacy over the years.
- Walking Wasteland: Not intentionally, but after getting to the Scottish mainland, David's first move is to go get something to eat. Unfortunately, since his powers are out of control, he inadvertently kills everyone in the McDonalds he visits in seconds.
- With Great Power Comes Great Insanity: David was already a troubled child due to his father's growing distance from his (then) human family, but when his powers kicked in he had to live through the chronic pain of his own body slowly decaying as they are effectively burning through his own lifespan with even mild use. Somewhere along the line, he snapped.
A scientist experimenting on a super-soldier serum who went insane, and started killing young Mutants, in the belief that it would summon someone he believes he works for. But Essex's delusions might not be all they seem...
- Adaptation Origin Connection: 616 Sinister has no affiliation with Oscorp and is exclusively an X-villain, while this version worked for them before losing his mind.
- Adaptation Personality Change: Aside from a shared dark sense of humor and the Mad Scientist elements (which would only be added later), this Sinister has very little in common with his 616 counterpart.
- Adaptational Wimp: Played with, as 616 Mr. Sinister is a stronger character, but he is also much campier. This Sinister, while not as powerful, is played more straight and is thus creepier and more menacing.
- Bad People Abuse Animals: At one point he's about to gut a rat before Apocalypse appears to him and tells him he's "after bigger game this evening".
- Bald of Evil: Sports this look upon his return in Ultimate X-Men #90.
- Beard of Evil: This Sinister sports a beard and is a sick man.
- The Cameo: One of the original "innocent souls" victims he kills is very clearly the Ultimate counterpart of Marrow.
- Combat Pragmatist: He's most famous for pitching the paraplegic Professor X down a flight of stairs.
- Compelling Voice: Which he uses to immobilize his victims before shooting them.
- The Dreaded: Even before he experimented on himself, he had a reputation among the Louisiana underworld as being scary enough they didn't want to upset him.
- Even Evil Has Standards: Sick as he may be, even he knows that the Ultimate Professor X is hardly a saint, remarking on his doubts if Xavier will qualify for one of the ten "innocent souls" he is trying to harvest.
- Glowing Eyes of Doom: Combined with Red Eyes, Take Warning when he uses his powers.
- Guns Akimbo: He dual wields two handguns, something the regular Sinister would never deign to do or need to do.
- Hollywood Atheist: He "sure as hell don't believe in heaven", preferring the idea of reincarnation because he considers it the "spiritual equivalent" of evolution.
- Immune to Mind Control: His response to Professor X's telepathic compulsion to surrender is to note that he has "a few mind of games of my own" before taking him to "the one true enemy of the great Charles Xavier... STAIRS."
- Irony: In his first fight with the X-Men, he commands Angel to choke himself. After he is defeated, Apocalypse appears to him in his cell and tells him to do the same to himself.
- Mad Scientist: He doesn't look like one, most of the time, but he worked for Oscorp before going crazy.
- Murderous Mannequin: Averted — He has a mannequin dressed like Apocalypse in his hideout, but it's not the least bit murderous or even threatening. Storm's reaction to it is to speculate that Sinister is either "the world's worst costume designer or a very lonely man."
- Mythology Gag: When he is first introduced, the Daily Bugle calls his murders a "mutant massacre" in reference to the classic "Mutant Massacre" storyline. Later in Ultimate X-Men #90 the new and improved Sinister invades the Ultimate universe's version of the Morlocks community and starts massacring them, just like the regular Sinister did to the regular Morlocks through his Marauders.
- Noodle Incident: He and Gambit had some sort of dealings in the past. Dealings which involved Essex forcing Gambit to work for him or he'd mutilate a lady-friend of Remy's.
- Perception Filter: Inverted, as he has a unique Perception Filter ability that makes him invisible to electronic devices like cameras while still being visible to the naked eye. He also either has the ability to disguise his scent or has no scent at all, since Wolverine is completely unable to pick up his trail.
- Politically Incorrect Villain: All over the place. His targets are all teenagers. He shoves Professor X down a flight of stairs. And when planning to kill Rogue and Kitty, he notes that teenage girls make "the prettiest noises when they bleed".
- Professor Guinea Pig: After his superiors at Oscorp refused to allow him human trials for his super-soldier serum, he used it on himself in classic Mad Scientist tradition.
- Real After All: In his cell in the Triskelion, he's visited by his master, Apocalypse, who tells him to choke himself.
- Red Eyes, Take Warning: On his resurrection.
- Serial Killer: So much so that he's practically an Expy of Walter Sullivan.
- Status Quo Is God: At first he was nothing like regular Sinister, being a heavily-tattooed street thug looking guy with no Mad Scientist elements. Much like many of the Ultimates characters, he was later revamped to hew closer to his 616 counterpart.
- Verbal Tic: His stutter.
- Walking Shirtless Scene: After his resurrection by Apocalypse, he's discarded shirts entirely. He goes back to wearing them in Ultimate Comics: X-Men.
- Walking Wasteland: In Spencer's run, he's able to cause people to whither and die just by being near them. It appears to be selective, since it doesn't do anything to Alex Summers.
- Would Hurt a Child: He specifically targets mutant teenagers, and when he returns he goes further and murders Morlock children.
A terrifyingly powerful mutant who claims to be the first of his kind.
- Ain't Too Proud to Beg: His curb-stomp by the Phoenix reduces him to pleading for his life.
- Always a Bigger Fish: In what would become a trend for the X-Men in general, Phoenix Force > Apocalypse.
- Ambiguous Situation: Due to the shift in writers, and various retcons, exactly what Apocalypse's deal actually is isn't certain.
- Badass Boast: Like the 616 Apocalypse, most of his dialogue consists of a long string of these.
- Catch Phrase: He likes to say "my will be done".
- Curb-Stomp Battle: Apocalypse is able to shrug off SHIELD, the X-Men, the Ultimates, and Professor X's best. Then the Phoenix shows up, and Apocalypse is on the receiving end of an ass-kicking.
- Generic Doomsday Villain: Whoever or whatever he is, he just wants to conquer the entire world and kill absolutely anything and everything in his way.
- Immune to Bullets: Some of the NYPD's finest try shooting him the minute he appears. They tatter his cape up a little, but that's it.
- It's Personal: Nick Spencer's run suggests he developed a grudge against the Phoenix after it defeated him the first time around.
- The Needless: At the very least he doesn't need to breathe, as the Invisible Woman attempts to suffocate him to no avail.
- People Puppets: He can control any mutant who happens to be nearby, with them aware of what's happening but unable to fight it.
- Power Parasite: During Kirkman's run, he had the ability to steal the powers of anyone who fought him, such as Wolverine's. Cable's plan was largely to prevent him getting his hands on Professor Xavier's. It didn't do him much good against the Phoenix, though.
- Red and Black and Evil All Over: Unlike 616 Apocalypse, he swaps out blue armor for red.
- Red Eyes, Take Warning: His second form has glowing red eyes, rather than the icy blue of his first.
- Superpowered Evil Side: He might be one of these to Sinister, or he might be a separate being altogether. It's... not really clear.
- That Man Is Dead: When Logan addresses him as "Sinister", he snarls back that Sinister is "gone". When Phoenix defeats him, all that's left is Sinister's body.
- Turns Red: Literally, as he starts out blue like the classic Apocalypse but turns red (and in the trope's fashion, grows stronger) after tanking an artillery strike from S.H.I.E.L.D.
Andrea and Andreas Von Strucker
A pair of rich industrialists who run and own Fenris Industries, and who happen to be mutants with their own agenda.
- Adaptation Distillation: Their complicated relationship with the Captain America villain Baron Strucker (their father) is omitted since Baron Strucker himself is Adapted Out in the Ultimates universe. Similarly, they have no connection to Hydra here, despite a counterpart of that organization existing in this continuity.
- Adaptation Personality Change: Not quite as repugnant as their earth-616 counterparts, though they're still pretty unpleasant.
- Adaptational Intelligence: The 616 Fenris twins are mercenaries rather than a Corrupt Corporate Executive duo and aren't even really very good at their work, consistently screwing up their every endeavor. These incarnations of Fenris are much more manipulative, bankrolling quite a few villains who on Earth-616 are much more powerful and important than them.
- Comic-Book Movies Don't Use Codenames: Despite the UXM universe predating this trope, a hint of it can be seen here. Unlike the 616 Fenris twins who claim the Fenris codename proudly, in this universe Fenris is the name of the company the twins run and they are only referred to by their real names.
- Coordinated Clothes: To further sell their Creepy Twins nature, both of them dress exactly alike.
- Corrupt Corporate Executive: Both of them run Fenris Industries, and they're not above sending people to kidnap mutants they have interests in.
- Creepy Twins: They look, act and dress alike. The incest doesn't help.
- Doesn't Like Being Touched: Andreas loses his temper when Rogue uses her powers on them, smashing up a table while screaming that only Andrea is allowed to touch him.
- Karma Houdini: The first time around, they don't suffer any real punishment for sending Gambit to abduct Rogue.
- Karma Houdini Warranty: ... but later on their luck runs out. Keep reading for the specifics.
- Killed Off for Real: Bishop decided to Shoot the Hostage Taker and killed them both in Ultimate X-Men #87.
- Lighter and Softer: Whatever else can be said about them, neither of these Fenris twins are Neo-Nazis. They still practice Twincest here.
- The Man Behind the Man: To an eyebrow-raising number of UXM villains. Gambit (in his origins as a villain here), Black Tom Cassidy (who is mentioned but never seen, making him The Ghost), Bolivar Trask and Stryfe all get their mileage and funding from these two. They also try to recruit Rogue, though without success.
- Tag Team Twins: They always fight together.
- Twincest: Despite their Neo-Nazi affiliations being scrapped, these Fenris twins still engage in this.
- Wonder Twin Powers: Like their mainstream incarnations they have the power to fire Hand Blasts when they are in physical contact (usually holding hands). They can also generate Shock and Awe, an additional perk their 616 counterparts have never exhibited.
A corrupt Genoshan media mogul who has condemned Genoshan mutants abducted to his island and put through a death gauntlet as entertainment for his countrymen. After his "Hunt for Justice" show is shut down by the X-Men, he takes the fight to them by hiring Deadpool and the Reavers to abduct Professor X, Spider-Man and the other X-Men back to his island.
- Adaptation Species Change: He's an extradimensional creature in the classic Marvel Universe, but an ordinary human here.
- Adaptation Personality Change: Like Arcade below, he's made less Laughing Mad compared to his 616 counterpart and has a more toned down personality in general, though it makes the darker parts of his personality more menacing when he does reveal them.
- Adaptational Mundanity: Like Longshot and Spiral, his fantastical extradimensional backstory is Adapted Out and he is made a regular human.
- Adaptational Nationality: He's from Another Dimension (and rules over it) in regular continuity, but here is a Genoshan human.
- Adaptational Wimp: He has none of 616 Mojo's sorcerous powers, nor is he any kind of Dimension Lord.
- Bad Boss: Much like his 616 counterpart. When his show goes offline, he threatens to air the home address of his loyal Number Two Major Domo if he doesn't take care of it quickly enough.
- Bullying a Dragon: In his second and final appearance he kidnaps Professor X. This does not end well for him.
- Canon Foreigner: She is given an unnamed sister, while 616 Spiral has no known siblings.
- Deadly Game: "Hunt for Justice", in which condemned Genoshan prisoners are put through a stock The Running Man-style death gauntlet.
- Even Evil Has Standards: When he has Archangel captured and the young man is weakly pleading for his life, Mojo allows him to speak rather than having him gagged, saying "He deserves to have the last word."
- Fantastic Racism: Despite his mercy to Archangel above, he generally has this attitude, referring to mutants as "animals" and calling Longshot an "it" rather than acknowledge him as a person.
- Fat Bastard: Much like the Kingpin he is an incredibly huge person, but at least some of it is muscle.
- Hero Killer: A blink-and-you'll-miss-it comment by Major Domo implies that he kidnapped the UXM version of Blink and had her (or him) killed on his Deadly Game show.
- Karma Houdini Warranty: The first time the X-Men face him, he gets away with little more punishment than being roughed around a little. The second time around, he makes the mistake of Bullying A Dragon in the form of Professor X, and while the exact nature of the Mind Rape he gets put through is not specified, Chuck seems confident that Mojo will not be a threat to him or his students again.
- Non-Action Big Bad: Played with, as unlike the mainstream Mojo he has no powers and is not by any means a Badass Normal, but he is a big man who can mix it up to a limited degree. He manages to grab the (lightweight and hollow-boned) Longshot and is having the upper hand of the encounter before Dazzler drops a pair of studio lights on him.
- Shout-Out: His last name is a shout out to one of his creators, Arthur Adams.
A gaming prodigy turned gun-for-hire who turned to Fantastic Racism after Magneto killed his sister. He is hired by Mojo to hunt down and kill the alleged mutant murderer Longshot.
- Adaptation Origin Connection: Regular-verse Arcade doesn't give two hoots about Magneto, but this one got his Start of Darkness because of him.
- Adaptation Personality Change: While the classic Arcade is Laughing Mad, this Arcade is grim and dour, with the closest he gets to his 616 counterpart being a shared fondness for Evil Gloating.
- Adaptational Angst Upgrade: While the classic Arcade is a stock For the Evulz type, this version is given a Cynicism Catalyst (his sister was killed) to explain his hatred for mutants.
- Adaptational Badass: While the classic Arcade is a Non-Action Big Bad with no powers or abilities, this version is a fit and deadly Badass Normal.
- Challenge Gamer: So much so that he started traveling the world seeking "more immersive gaming experiences" until he became a Badass Normal.
- Combat Pragmatist: Combines this seamlessly with Crazy-Prepared and Flaw Exploitation, resulting in a foe so dangerous he takes down three X-Men singlehandedly.
- Cut Lex Luthor a Check: Played with, as like classic Arcade he is already a millionaire with no monetary need for his villainy, but unlike classic Arcade he has a motivation beyond For the Evulz.
- Didn't See That Coming: The only reason he was defeated was because of Longshot's probability manipulating power causing his gun to explode.
- Evil Gloating: He exposits to each X-Man about the device he used to take them down.
- Fantastic Racism: Like his employer Mojo, he doesn't think much of mutants and refers to them as "animals". Unlike Mojo, he has a...
- Freudian Excuse: Magneto killed his little sister when he blew up the Brooklyn Bridge during the Ultimate War story. Arcade would just as soon take it out on Magneto personally, but with the latter locked away for life (at the time), he takes it out on other mutants instead.
- Genius Bruiser: He's clever and knows how to think on his feet, quickly disabling each X-Man through Flaw Exploitation strategies (using a sonic device on Chrome Champion Colossus, taking advantage of Nightcrawler's predictable teleport patterns, etc).
- Goggles Do Nothing: Wears a big pair of military style goggles on his head that he never actually gets around to using. Presumably they're night vision goggles.
- Inertia Is a Cruel Mistress: And he teaches Nightcrawler just how cruel by having a knife ready for him to teleport into after figuring out the pattern to his Teleport Spam attacks.
- Psycho for Hire: Not as psycho as the mainstream Arcade, but he still counts as this. Major Domo even calls him a "heavily armed psychopath".
- We Hardly Knew Ye: He appears in exactly two issues and is never seen or heard from again.
A Genoshan mutant who confronts the X-Men as they investigate the murder of the politician Lord Scheele.
- Adaptation Personality Change: She's not nearly as Ax-Crazy as the mainstream Spiral.
- Adaptation Species Change: The mainstream Spiral is a human woman warped by Mojoworld magic, while this version is a mutant with the power of having six arms.
- Adaptational Heroism: She's innocent of the murder the X-Men suspect her of, and was responsible for the capture of the true murderer.
- Adaptational Mundanity: No Mojoworld magic, dimension hopping, or Body Shoppe cyborg making for this Spiral.
- Adaptational Nationality: Unlike regular verse Spiral who is American, this Spiral is from Genosha.
- Always a Bigger Fish: She proves capable of taking on Cyclops, Iceman, and Shadowcat all at once, but then Jean taps into the Phoenix Force and that's it for Spiral.
- Arrogant Kung Fu Girl: She's Multi-Armed and Dangerous, well-versed in the use of several dangerous weapons, and knows it.
- Combat Pragmatist: She's not above Flaw Exploitation, taking advantage of Bobby's poor strategy, Kitty's need to breathe, etc. in her fight against the X-Men.
- Deadpan Snarker: "I imagine it's very hard to breathe dirt."
- Downer Ending: No one Dropped a Bridge on Her in Ultimatum, but the fate she does get may well qualify for A Fate Worse Than Death. When last seen she is in a mutant concentration camp.
- Dual Wielding: Dual wields swords, along with an armory's worth of other weapons.
- Green-Eyed Monster: Interestingly shares this quality with 616 Spiral, but in a different way. While 616 Spiral is The Resenter of ordinary humans, this Spiral resents "children of privilege" like the X-Men who haven't had to faced an oppressive government like the one she's endured.
- Happy Ending Override: Her original character arc ends with the X-Men bringing her to the U.S. so she can be with her sister and free from Genosha's mutant prejudice. Later it's revealed that she's been rounded up into a mutant concentration camp and is abused on the daily there.
- Hot Chick with a Sword: Two swords, actually.
- Likes Older Men: She falls for the Genoshan politician Lord Scheele, who is clearly old enough to be her father.
- Multi-Melee Master: Carries two swords, a tonfa, an axe, nunchuks, and throwing stars into battle all at once.
- Named by the Adaptation: Inverted. Unlike Longshot who gets a human name, Spiral threw away her human name after hitting puberty.
- Never the Obvious Suspect: The X-Men suspect her of being the true culprit in Lord Scheele's murder rather than Longshot, thanks to her being in the wrong place at the wrong time and not really helping her case with cryptic remarks. As it turns out, Longshot was the actual murderer, and Spiral was in fact the secret lover of Lord Scheele.
- Psycho Ex-Girlfriend: Looks like she's going to be this to Longshot, but Longshot's actually her Psycho Ex-Boyfriend.
- The Glorious War of Sisterly Rivalry: Averted, as she has a sister (implied to also be a mutant) who she keeps in regular touch with. This unnamed sister fled Genosha for Brooklyn and appears to be a fan of the X-Men, sending Spiral news clippings of all their press.
- Your Cheating Heart: She has an affair with a human politician while dating Longshot.
Sgt. Wadey Wilson
A Fantastic Racist Psycho for Hire who is hired by Mojo to deal with the X-Men after Arcade's defeat. He leads the Reavers, a band of Psycho For Hire cyborgs.
See the Ultimate Spider-Man Characters page for tropes on him.
Formerly an Egyptian thief and Storm's teenage lover, Amahl Farouk's life as he knew it ended when he betrayed Ororo. But while his body died, his astral essence lived on in an immaterial plane called the Mindscape, and after encountering that plane's dark denizens he was reborn as the Shadow King.
- Accidental Murder: Storm claims that her murder of Farouk was an accident and that her powers went out of control. Later, when Farouk and Storm finally have their reunion she admits that she was angry with him due to Your Cheating Heart, but still wasn't trying to kill him.
- Adaptation Personality Change: The 616 Shadow King is much more eldritch, even if his more fantastical claims may not be true. This Farouk has no pretensions of being any kind of Ancient Evil and never presents himself as more than what he is. And while he's not quite an Adaptational Nice Guy, he's much less evil than 616 Farouk.
- Adaptational Angst Upgrade: 616 Shadow King's relationship with Storm is purely a one-way thing and usually no more than I Have You Now, My Pretty. This Farouk truly was Storm's lover, and she did repicrocate his feelings, to the point of even seeing Wolverine as a Replacement Goldfish for him.
- Adaptational Wimp: Played completely straight, as not only is his power level toned way down from the 616 Shadow King, but so is his menace. He goes from an ambiguously Ancient Evil to a Vengeful Ghost.
- Attack Its Weak Point: He's completely invulnerable until Ororo admits she found out about his cheating, causing him to revert to his Amahl Farouk form in remorse. She then blasts him while he's vulnerable.
- The Cameo: Classic X-Men evil alien race the Brood appear as the dark denizens of the Mindscape plane that Amahl Farouk traveled to after his death. He also apparently had run-ins with members of Sleepwalker's species before coming across them.
- Double Standard: Abuse, Female on Male: Storm straight-up murdered the guy, and unlike 616 Shadow King he never did anything horrible to her, all he did was sleep around on her with another girl (a Jerkass thing to do, but hardly worthy of death). But she's treated as being in the right the whole time, even after she kills Farouk again, fully intending to the second time.
- Driven to Villainy: If Ororo hadn't killed him, however accidentally, this version of Amahl Farouk would probably never have become the Shadow King. He was a petty thief and couldn't keep his junk between his legs, but other than that he wasn't very evil. Further still, a later issue in the normal timeline had the Shadow King imply that he is a unique being that exists across multiple dimensions. If he was telling the truth, then this Amahl was literally driven into villainy by an Eldritch Abomination he could scarcely even comprehend.
- From Nobody to Nightmare: As Amahl Farouk, he was just a nobody thief. As the Shadow King, he's a nightmare in the truest sense of the word.
- Men Are the Expendable Gender: He's literally a gender-flipped Disposable Woman, being Storm's ex-lover that she has to bury (both emotionally and literally) to move past and become a stronger character, in classic fridging tradition. Deeply ironic, considering what a loathsome villain his 616 counterpart is.
- Our Ghosts Are Different: He's a psychic ghost existing on an astral plane called the "Mindscape". He's not immortal, though, as Storm is able to strike him with lightning again and seemingly kill him for good.
- Psychic Powers: He was a telepath as Amahl Farouk, and apparently was strong enough of one to survive his physical body's death.
- Redemption Equals Death: An ironic case, as Storm confronting him with his infidelity caused him to revert to his original Amahl Farouk self out of guilt. But rather than reconciling with him, Storm took advantage of the moment of vulnerability to remorselessly blast him a second time. Despite this, Farouk swears with his last words he never meant to hurt her.
- Uncertain Doom: Being an astral being, the Shadow King could have theoretically survived Storm's lightning blast, as his 616 counterpart has repeatedly survived much more seemingly final "deaths". But it was treated as a case of Killed Off for Real, and he never appeared again.
- Vengeful Ghost: He wants revenge on Storm for betraying him.
- We Hardly Knew Ye: He appeared in just three issues.
- Your Cheating Heart: His relationship with Ororo soured because he was two-timing on her with another member of their thief gang.
A manipulative mutant anarchist who seeks to further fan the flames of hatred between mutants and humans.
- Adaptational Wimp: The original Stryfe is an omega-level psychic and among the most dangerous mutants the X-Men have ever faced. This Stryfe isn't nearly as strong and is a Dirty Coward to boot.
- Beard of Evil: He has a little white soul patch and is a villain through and through.
- Dirty Coward: So much so that he keeps a mutant teleporter by his side constantly and has the boy port them out instantly whenever the trouble he instigates comes back to his doorstep.
- For the Evulz: With the revelation by Psylocke that he doesn't care about mutants right and is just putting on a show, one is left with the inescapable conclusion that Stryfe is race-baiting and stoking hatred for two very simple reasons: he's good at it, and he likes it.
- Karma Houdini: Despite being one of the more loathsome UXM villains, he is spared from being Killed Off for Real like the majority of them were.
- Manipulative Bastard: Like the 616 Stryfe, he's a master at manipulating dispossessed mutants into believing he cares about mutant rights when in truth he couldn't give a crap less.
- Only in It for the Money: It's ultimately revealed that he's being paid by Fenris to enflame tensions between mutants and humans.
- Opportunistic Bastard: He hits the scene during a period when Professor X is believed dead and uses that power vacuum to galvanize the leaderless mutant community towards his own group.
- Psychic Powers: Like the regular Stryfe, only much weaker. He's only able to use them for the following:
- Hate Plague: The primary application of his psychic powers, usually used in conjunction with rabble-rousing ranting.
- Psychic Block Defense: The second time he faces Psylocke he is able to block her from reading his mind, claiming that he's "got defenses for your kind". They're not very strong defenses, though, as Psylocke quickly finds a "crack" and gets in.
- Telepathy: He's a telepath like the 616 Stryfe, but doesn't seem able to do anything more than communicate with his followers telepathically.
- Sinister Minister: Aesthetically rather than literally so, as he's depicted as more of a mutant cult leader kind of figure rather than the ridiculous armor-clad 616 Stryfe.
- The Sociopath: Practically pronounced as one by Psylocke after she reads his mind and finds out he doesn't care about mutants rights nearly as much as he pretends he does, or at all really.
- Unrelated in the Adaptation: The original Stryfe is a clone of classic '90s Anti-Hero Cable, while this Stryfe is a naturally born mutant who has no connection to Cable at all (and a good thing too, seeing as how the Ultimates incarnation of Cable is actually a future version of Wolverine).
- We Have Reserves: When Sentinels show up to shut down his rabble rousing he orders his followers to fight them while quietly hightailing it out of there. Afterward, he shrugs off the losses and fires up his followers by blaming a traitor in the MLF's midst.
- White Hair, Black Heart: He has white hair and as black a heart as they come.
A freelance secret agent who engaged in romantic affairs with Magneto and Wolverine, eventually serving as the mother of their children: Jimmy Hudson, Pietro Lensherr, and Wanda Lensherr.
- Action Mom: The only time that Pietro and Jimmy met her, she fired at them to break their fight.
- Adaptational Badass: In the prime earth, she's just an ordinary human being, who eventually died in childbirth. Here's she's a resourceful spy.
- Evil Parents Want Good Kids: She's a murderous freelance agent/mercenary but she genuinely wants for her children to have safe and normal lives, and asked Wolverine to give up their son, Jimmy, to a human couple so that he would not grow up to be like either of his birth parents.
- False Friend: She never loved Magneto, it was always a spy work on him. She did love Wolverine, and engaged in passionate sex with him after finding him in the Wundagore Mountains, despite her relation with Magneto.
- Living MacGuffin: Magda stole a sample of Mothervine, a drug that ensured pregnant mothers would birth mutant children that could be programmed and weaponized, and injected herself with it.
- Spy Catsuit: She wears a red one.
William Stryker, Junior
A happily married man from New York, who's wife and child were killed in the Ultimatum wave. Distraught, he blamed Mutantkind, and began his own private war against them, starting with the X-Men.
- Abusive Parents: His father was emotionally abusive.
- Age Lift: He's a younger version of the mainline!Stryker.
- Brain Uploading: When he's killed, his mind seems to jump into all the Nimrod Sentinels, who begin building a new giant body for him.
- Composite Character: He has elements of Mastermold here.
- Decomposite Character: This version is a younger version of the Sinister Minister from God Loves, Man Kills, whereas his father is the military man from the X-Men Film Series.
- Sinister Minister: Much like the mainline Stryker, he's a preacher.
- Tragic Bigot: He tried at one point not to hate mutants, but the tragedies that had befallen him in additional to psychological pressures past and present keep fueling his hatred.
- Unwitting Pawn: For Apocalypse.
- You Are What You Hate: For all his anti-Mutant behavior, he turns out to be a Mutant himself.
After awakening as a mutant and accidentally killing his parents, Elliot soon finds himself hunted by Nick Fury. He winds up in the hands of Charles Xavier, then quickly becomes an X-Man and star player.
- The Ace: He quickly gains fame and attention for his skill, being able to effortlessly defeat everyone around him.
- Ascended Fanboy: Of the X-Men, by his own admission.
- Black Hole Sue: An in-universe, albeit deconstructed example. He's beloved by everyone around him, becomes an X-Men almost immediately after being introduced, wins Kitty's heart, and becomes a major focus of the story for two arcs. The problem is that he's (albeit unknowingly) rewriting reality to do so, effectively mind-controlling people into loving him, and it's not because of any character traits. And once people find out about his trick, they turn on him.
- Combo Platter Powers: Originally thought to be the case, given how he seemed to have a myriad of powers, including Hand Blasts, gravity control, and whatever is convenient for the plot. It turns out that his actual power that he's a Reality Warper.
- Cursed With Awesome: His power give him whatever he wants, but he suffers from Power Incontinence and can't stop it from brainwashing others into loving him. He ultimately ends up leaving the team to spare them.
- Fake Memories: Turns out he never actually killed his parents. His powers just made him think he did, and created the first Nick Fury scenario, just so he'd have an excuse to go to the Xavier Institute and not worry about what he might be leaving behind.
- Faking the Dead: In his final issue, he fakes his death at the hands of Wolverine in order to slip away from society and hide away from the world.
- Story-Breaker Power: As proven by his final issue, his powers make him stronger than all the X-Men (including Professor X and a Phoenix Force-infused Jean), and his popularity was making the X-Men beloved by humans. He ends up taking himself out of the story and isolating himself from the world, never to be seen again.
A woman of sinister morals. Introduced working as part of Roxxon's Brain Trust, she also has other, far more dangerous allegiances.
- Adaptational Mundanity: 616 Layla's power is reviving the dead without their souls. This Layla is never demonstrated to have that power, or any power in fact.
- Adaptational Villainy: 616 Layla is capable of very dodgy dealing, lying, manipulating, understudying for Doctor Doom, but is a (relatively) good person at the end of things. This version willingly works for Roxxon in trying to dissect teenagers, and later is working to revive Apocalypse.
- Age Lift: 616 Layla starts off a teenager who, thanks to getting stranded in a Bad Future, became a young adult. This version is introduced as a young adult.
- In Name Only: A lot of UXM character diverge significantly from their source material, but Layla is very nearly a different character entirely. Other than also being a blond female named Layla Miller, she has very little in common with her 616 counterpart.
- Those Two Bad Guys: In Nick Spencer's run, she works with Nathaniel Essex.
- Tricked-Out Gloves: In the absence of mutant powers, she has a gauntlet that generates a personal force field.
- Unrelated in the Adaptation: She has no relation to Jamie Madrox in this continuity.