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  • Adorkable: Like his mainstream counterpart, Nightcrawler likes to spend his time in the danger room fighting pirates.
  • Alternative Character Interpretation: This version of Professor X is so pragmatic one could argue he's an evil version of his 616 counterpart.
  • Anvilicious: As always with X-Men, discrimination is BAD. The Banshee arc also takes a diversion into "drugs are bad" as well.
  • Ass Pull: The Brotherhood cuts the power from the Weapon X base, and no nothing keeps the mutants in their cells... except that they still have the bombs in their heads. The Scarlet Witch shows up, and then those bombs are no longer in their heads. It was magic...
  • Author's Saving Throw
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    • The reveal in Ultimate Comics X-Men that no, Wanda is not alive, but is a hallucination pushing Pietro to commit his heinous deeds. While it does mean Wanda was still Stuffed into the Fridge, it does at least explain how she supposedly "got better" from dying and apparently turned evil at the same time.
    • The first issue started with Sentinels hunting and killing mutant in the streets, which established the series' tone: the stakes against mutants in general and the X-Men in particular are really high. Still, Xavier managed to make the government turn off the Sentinel initiative, and things got to a status somewhat similar to that of the mainstream series. Ultimatum made things awful for Ultimate mutants again, and that status remained to the end.
  • Complete Monster: See here.
  • Crosses the Line Twice: Mr. Sinister shoving Xavier down a flight of stairs would usually be horrifying; except that here he does it while declaring that stairs are Xavier's "one true enemy". This, along with the comedically deadpan manner he does it and Xavier's goofy expression while falling cause the scene to become hilarious.
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  • Ensemble Darkhorse: Pyro had very little screen time, only a few lines and didn't do much, but the fandom loved him. Until his character got derailed...
  • Fanon Discontinuity: Most of the stuff leading up to Ultimatum and a good amount after Ultimatum has had a less than stellar reception, in no small part because it takes Darker and Edgier to an absolutely ridiculous and unrealistic extreme.
  • Franchise Original Sin: This is where the Ultimate Marvel line began dipping into making its characters darker. Several of the X-Men came from rougher backgrounds and were notably less sympathetic than their original counterparts, with even Magneto losing sympathy by no longer being a Holocaust survivor. Originally, this was okay in that it made the characters more distinct and the characters still could Pet the Dog and earn enough victories to keep the story from getting too grim. It was when this trend crept into the other Ultimate lines in excess without a balance of heroism and successes that interest in Ultimate Marvel as a whole began to slide downhill.
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  • Ham and Cheese: The adventure scenarios Nightcrawler and Colossus play in the Danger Room, everything from Pirates of the Caribbean to The Lord of the Rings.
  • Harsher in Hindsight:
    • In the second arc, Blob said that he was going to eat Wraith. Sounds like battle bravado at the time, but later on he said a similar thing about the Wasp in The Ultimates 3, and then did so in Ultimatum.
    • At the end of Millar's run, Cyclops says that he does not want him and Wolverine to end up as the new Xavier and Magneto. In the mainstream universe that ended up happening, with Cyclops as the new Magneto to Wolverine's Xavier.
  • Ho Yay: Xavier and Magneto apparently got along so well that they spent over seventy hours discussing their ideas for Mutant society and left their respective human wives to work on the Savage Land together.
  • I Am Not Shazam: Dazzler was originally the name of Allison's band, which she insisted on reminding people, but eventually became her codename.
  • Inferred Holocaust: Even though it is rarely mentioned, Stryker's camps imprisoned, demoralized, humiliated, dehumanized, and executed mutants they captured. After Kitty's bombardment of Utopia, it has been implied that several mutants on Tian did not escape alive.
  • Iron Woobie: Beast has gone through abuse after abuse since he was born from his parental abuse and abandonment to extensive experimentation by the Weapon X Program to his multiple near death experiences. In spite of it all, he still tries to keep an upbeat and friendly persona albeit with an ever-looming inferiority complex. It makes his eventual and randomized permanent death all the more heart-wrenching.
  • It Was His Sled
    • When he was first introduced, it was unknown which were the mutant powers of Bobby Drake. Yes, he has the regular powers of Iceman.
    • Beast is mutated even further in the second arc, and now looks like the classic version of the character.
  • Jerkass Woobie: Proteus is undeniably a little shit, but his life wasn't exactly sunshine and roses. An absentee dad who was more interested in his best friend than his family, bullying by said friend's own children, and a mutant power than meant he had to be strapped to a table and doped to the gills just to stay alive.
  • Like You Would Really Do It:
    • Sure, one of Ultimate Marvel's big premises is that death would be permanent, but who really thought that Magneto, the main X-Men villain (and one of the main stars of the film franchise to boot) would be really killed off at the end of the very first arc? 8 years later, after being used in a good number of stories, is another thing; but the first arc is clearly not his last appearance.
    • Issue 3 starts with Logan supposedly murdering the living daylights out of the X-Men. Given that it is three issues in, the chances that Mark Millar would actually kill off the entire cast that early are pretty low. Killing one of them, maybe. Two, ehh. Everyone? Nuh-uh. Sure enough, it turns out to be a Danger Room scenario where Wolverine got a bit carried away.
  • Memetic Mutation: Professor X had ONE weakness - stairs.
  • Moral Event Horizon:
    • How about everything Magneto does, to unflinchingly attempting genocide of the human race, to kneecapping his own son? And the Weapon X crew, particularly Wraith? Wraith and Magneto don't cross the Moral Event Horizon, they are living, breathing Moral Event Horizons.
    • Mr. Sinister pushing Professor Xavier down a flight of stairs. That's just cruel, not to mention extremely petty. It also qualifies as a Crosses the Line Twice moment.
    • For some, Wolverine crossed this when he stabbed Cyclops and left him to bleed to death, purely to get him out of the way so he could go back to plowing Jean. That bites him bad in the ass when Cyclops turns out to be Not Quite Dead...
  • Narm:
    • The way people treat mutants already caused some Fridge Logic in the mainstream Marvel-verse, but here the bigotry is made so outrageously over-the-top and rampant that it starts unintentionally crossing into Black Comedy (for example, in the very first issue Ice Man saves a group of people from getting crushed by a falling Sentinel and not even ten-seconds after an old woman at least in her sixties chucks a bottle at his head and splits his skull open).
    • Magneto's Abusive Parent tendencies are equally as over-the-top. His request for Cyclops to refer to him as "Father" whenever Quicksilver is present is both hilariously cruel and juvenile.
  • Newer Than They Think
    • It may be tempting to read issue #8, when Weapon X seizes the mansion with a military operation, and think that it's based on the film X2: X-Men United, released by that time. Not quite. Although Ultimate X-Men was created after the film X-Men, and Mark Millar borrowed the leather suits and the main characters from it (as he was not familiar with the X-Men before this), this comic is from September 2001, and X2 was released in 2003.
    • Cable winds up being a future version of Wolverine. Ironically, his appearance foreshadowed Old Man Logan's appearance by four years.
  • Older Than They Think
    • Xavier took everybody by surprise when he confessed to Scott, during the Cable arc, that he has an unrequited love for Jean Grey. Actually, that comes from the mainstream comics: see this panel from X-Men 3, by Stan Lee and Jack Kirby.
    • This is not the first X-Men adaptation that turns Magneto back into a completely evil villain with no reedeming qualities. That was done first in Pryde of the X-Men, and the X-Men arcade adaptation. There was even a catchy song about that: "Magneto's hordes are on their way to pillage, burn and plunder / But there’s one team that will not yield / The team that strikes like thunder!"
  • Rescued from the Scrappy Heap: After Kirkman left, the very next story arc had Nightcrawler go out of his way to make amends for his bad behavior during said run, feeling guilt and shame for treating his best friend so poorly and being the first to join Piotr in saving his boyfriend. Sadly, not much comes of this as he is quickly killed off in Ultimatum.
  • Rooting for the Empire: The revelation that mutants are in fact a failed Super Soldier program brings about a lot of Harsher in Hindsight moments about the X-Men’s past actions making it seem like psychosis might be a side effect of the X-gene. Combined with Ultimatum and unlike in the main universe it is far more understandable why rampant mutant hatred is spreading.
    • It doesn’t help that this revelation means that all of the blame is placed on the government and all mutants have to do is wait—something they just refused to do.
    • Add to that the death of the warden of Camp Angle. The man honestly tried to bring about unity between mutants and humans. He put a stop to his subordinate’s torturous acts. He worked with the cooperating mutates to reach a common goal only to be the first one killed after the above mentioned revelation. It should be mentioned however that The Warden ran a concentration camp complete with mutant experimentation. While he may have had good intentions, he was in no way free from any wrongdoing.
  • The Scrappy: Wolverine for his creepy obsession to Jean. His willingness to Murder the Hypotenuse did not help either.
  • Strawman Has a Point: Sure, Magneto may be an evil terrorist leader with no redeeming qualities, but some things he say make a lot of sense. "Man is alone among the animals when it comes to taking pleasure in the suffering of others". "This world is more than five billion years old, and yet, in just two hundred years, homo sapiens has created an environment which will only sustain us for another few decades. They invented war. They wrote manuals on torture".
  • They Wasted a Perfectly Good Plot:
    • Despite of their changes, Xavier and Magneto have the mainstream attitudes towards the relation between humans and mutants: Xavier proposes pacific coexistence, Magneto proposes mutant supremacy. And then it turns out that, unlike the prime earth, Mutants are not the next step of evolution, but people who got powers because of another attempt at recreating Cap's super-soldier serum. However, we never find out how Xavier or Magneto would have reacted to this. Xavier died before knowing about it, and Magneto was killed before he could get past the initial shock.
      • This was later expanded upon by subsequent writers with the mutant community having to come to terms with the fact that they are neither a natural mutation nor "the next step in evolution," but a complete accident caused by unethical genetic experiments. In the 616/1610 X-Men crossover, it's shown that a lot of them are very melancholy about it.
    • Ultimate Comics X-Men has a slow boiling plot of people seeing loved ones manipulating them to do things, implicitly Apocalypse, who's also looking for revenge against the Phoenix, which if true would put him at top-level Magnificent Bastard territory. And then Nick Spencer left and Brian Wood takes over, and this is entirely forgotten about.
  • What an Idiot!
    • Upon finding out that Magician was tapering with the X-Men's minds, Xavier confronts him about it and asks to talk. Magician is also willing to talk things through.
      You'd Expect: The X-Men cooperate, listen to Magician's story, then decide what to do with him after hearing all the facts.
      Instead: Cyclops immediately accuses him of being a traitor, and all the X-Men sans Xavier attack with the intent to kill, despite the fact that Magician is pleading for them not to.
    • The US government discovers the location of the Savage Land, Magneto's hidden base.
      You'd expect: That they Nuke 'em before they realize what is going on, and good riddance.
      Instead: They send an army of Sentinels, who can also destroy the whole village... in due time. Time that Magneto uses to take control of them, and turn them to his own side.
    • In Ultimate X issue 3, Derek Morgan grabs his brother, a cop, who hates mutants, so he can talk to him about the "being a mutant" thing.
      You'd expect: Given they are in mid-air, that Derek's brother would do anything, literally anything other than what he does.
      Instead: First he tells his kid brother he's going to arrest him just for being a mutant, and then points a gun at the guy keeping them in the air. And then he fires it, leading them to plummet to the ground. If it weren't for Soft Water, both of them would have been pancakes.
  • The Woobie: Angel. 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.

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