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Marvel Ultimate Alliance 2



by beadaal

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      [ATGG] General
      [ATGP] Pros
      [ATGC] Cons




      [PTS] Points
      [TRT] Traits


      [BSTG] General
      [BSTM] Melee
      [BSTP] Power
      [BSTD] Defense
      [BSTS] Special

      [CTR] Traits
      [CTM] Teams
      [CNP] NPCs
      [CIW] Invisible Woman
      [CMF] Mister Fantastic
      [CHT] Human Torch
      [CDD] Daredevil
      [CCA] Captain America
      [CMM] Ms. Marvel
      [CBL] Blade
      [CWO] Wolverine
      [CHK] Hulk
      [CIC] Iceman
      [CSM] Spider-Man
      [CLC] Luke Cage
      [CJG] Jean Grey
      [CDP] Deadpool
      [CPS] Psylocke
      [CIM] Iron Man
      [CCY] Cyclops
      [CST] Storm
      [CVE] Venom
      [CGG] Green Goblin
      [CTH] Thor
      [CTT] The Thing
      [CSB] Songbird
      [CPE] Penance
      [CGA] Gambit
      [CNN] Nanite Nick Fury

      [FGE] General
      [FSS] Skeet Shoot
      [FCC] Clothesline
      [FAO] Alley Oop!
      [FBS] Beam Split
      [FCS] Collect and Smash/Blast
      [FCP] Charge Projectile
      [FFS] Fastball Special
      [FBB] Billiard Ball
      [FFT] Flaming Tornado
      [FHA] Hammer

      [WLKG] General
      [WLKU] Universal Walkthrough
      [WLKP] Pro-Registration Walkthrough
      [WLKA] Anti-Registration Walkthrough

      [BMGE] General
      [BMJG] Jean Grey
      [BMCY] Cyclops
      [BMGA] Gambit
      [BMTH] The Thing
      [BMTR] Thor
      [BMST] Storm
      [BMVE] Venom
      [BMGG] Green Goblin
      [BMSO] Songbird
      [BMPE] Penance
      [BMWA] Wakanda Pillar Defence
      [BMDW] Defend Wakanda
      [BMHC] Hack Challenge






[ATGG] General

I wrote this guide for a few reasons:

1) I’m a fan of games in the Marvel Universe such as X-Men Legends &
Ultimate Alliance
2) No one else had made one
3) I was on extended sick leave and I could do it sitting down

There are not a lot of options in this game when it comes to picking
routes or finding hidden objects. Therefore, a traditional walkthrough
is pretty unnecessary; you just keep going.

I won’t duplicate what’s in the game guide. Check there for technical

[ATGP] Pros

-Large cast

-Fusion powers

-It’s not overly/unnecessarily complicated

-The cut scenes look great

-The load screens are very graphic, a la Frank Miller, and are a
nice change from the some times ‘van art’ style of previous X-Men Legends/
Ultimate Alliance games. Plus little tips are offered during the load

-In the non-combat save areas, you can jump. You couldn’t before
and I don’t know why. It doesn’t do much for you, but it always
irritated me that you couldn’t.

[ATGC] Cons

-Some voices are annoying, all are repetitive. At the point where
you meet Absorbing Man the scientists’ voices are clearly just dorks
from the design team. There’s a reason why you hire voice talent,
which is so that your characters don’t end up sounding like this

-Awkward camera angles, awkward switching of camera angles, etc.

-Illogical battles (not to sound like too much of a geek but four
super heroes should be able to take down a second-rate loser like
Scorpion in two seconds)

-Too stripped down to have deep playability

-Like all the others, it takes a stupidly long time to get to the
actual game after you turn your machine on, and when you do, the load
times are too long

-In earlier versions you could combine heroes into groups (e.g. all
females, the x-men, etc.) for bonuses which I don’t see here

-Trying to add points to the other player in multiplayer is
ridiculously complicated

-You can’t access the cut scenes to rewatch them

-In character detail view mode you can’t cycle through your team,
you have to back out and then reload another one, except in Multiplayer
mode when you CAN cycle through them, LAME

-In order to make every character equally playable, the abilities are
flattened so that everyone has more or less the same abilities (a close
attack, a ranged attack, a radial attack) I miss the days when you had
to put a team together with the right mix of abilities. See the Traits
section for more on this.

-If a fusion attack overlaps dialogue (say, at the end of a boss fight)
it gets buggy

-Music disappears on occasion

-You can assign Powers to buttons ‘on the fly’ but they are just tiny
icons with no names so it’s hard to know which is which

-No skipping cut scenes or dialogue that you’ve already seen (very
annoying when you have to keep replaying a certain area). On the bright
side you can often just fly right through sections without fighting
if you know where you need to be next.

-Past X-Men Legends/ Ultimate Alliance versions had a little indicator
on the character to let you know it had leveled up.

-Half way through my second time through, I lost all records of my
previous work in the Bonus Missions. Still had my unlocked characters

-While you can jump while in the non-combat save areas, you can only
single jump, not double jump. Plus no powers. I know you don’t need
them, but hey, I want them.


Play: Begins the game, duh.

Options: Adjusts some of the AV and you can see a map of the controller

Profiles: You can choose different group profiles or make your own.
It tracks your wins, time spent in-game, etc.

Credits: You get to see a graphic (visually speaking) cut scene, the
same one that plays at the end of the game, and then the names of the
folks responsible for this baby


You get here by pressing Start

Hero Details: Your current set of heroes, same thing you get when
you press Select

Options: Just like in the opening screen

Players: To add or remove a player

Boosts: See BOOSTS [B S T]

Quit Game: Why would you want to do that?


At certain points you will reach Save Areas where you will do
no fighting. Here are some things to do whilst there:

Talk: Talk to the characters who are standing around. This is
sometimes crucial as it launches a new phase of the game.

Trivia: Use a trivia machine. It’s fun and gives you bonus
points for correct answers

Save/Change Team: Use the glowing blue circle to either save your
game or switch characters

Bonus Missions: Completing bonus missions (see below) is how you
unlock characters and earn some extra goodies

Use Review Console: Here you can see what you’ve done so far,
including your ranking and score for each level. You can also
replay missions if you wish. What you can’t do, as far as I can
tell, is review the cut scenes. ?

Continue: An orange horseshoe with an arrow in it indicates the
gateway to the next stage of the game.


[PTS] Points

You improve your character by distributing the points that you earn
throughout the game. You usually earn points by leveling up. Pretty

There are two kinds of super powers you can assign points to, as well
as an additional default set:
*Powers (these are the main type. They improve individual super
*Passive (most characters have two that improve the heroes' overall
*Abilities (these are defaulted and do not change. Everyone has
Melee Finishers -trip, stun, pop-up- but other possibilities include
Telekinesis, Flight, Might, etc.)

You can have the computer auto distribute your points, and you can
even pick which Powers the computer will focus on, on a scale from
0-3. But I still like to do my own point distributing. When loading
up points, I pick the two Powers that I like and focus there. I also
assign the Powers to the same buttons for every character (e.g.
triangle and circle) so that I never have to remember what I put where.
I also up the two passive Powers; they’re great at high levels.

I really don’t like the character interface in this version, much more
clunky and less intuitive than earlier versions. For one thing, when
you see your team all lined up, it doesn’t say what level any of the
characters are. For another thing, once you are looking at a specific
character, you can’t cycle through your whole team unless you are in
multiplayer mode, in which case you can only cycle through certain ones.
So annoying.

You’ll notice that each Power has a line of stars. When you improve a
Power by either assigning it a point or purchasing it with game coins,
you get a brighter star in the line of stars and therefore an increase
in power. Here are the stars and what they mean (on Normal level):

White stars cost 150 coins or 1 point
Blue stars cost 300 coins or 2 points
Red stars cost 450 coins or 3 points

Note that the costs double when you move to Hard.

Here’s a tricky bit. When you scroll over your various Powers, a number
telling you what you need in order to purchase the next level of that
Power will appear in the top left of the chart. However, if, say, you
are on something that costs 3 points and you only have 2, it won’t
display the 3, but rather it will show you how much coinage you have
to spend, be it enough or not enough. You may have points to spend
on cheaper Powers but won’t know it! Bad design. It should show you
what you have as well as what you need.

[TRT] Traits

Traits are your heroes' basic capabilities in the following areas:

Striking (attack)
Body (defense)
Focus (powers)
Teamwork (fusion)

They improve as you proceed and can also be artificially changed by
boosts, etc. Affected traits appear yellow. Traits range from a
theoretical zero to 150. For instance:

At level 8, Psylocke's traits are:

Striking 15
Body 12
Focus 12
Teamwork 14

At level 99 her traits are:

Striking 101
Body 78
Focus 95
Teamwork 143
TOTAL: 417

There are some funny things going on with traits. First, everyone's
traits add up to more or less the same amount, making the heroes
pretty much all equal. Second, I'm not sure how much minor differences
in traits matter, as other factors have a greater effect. Finally, they
don't always make sense, as you'll see below.

Check this out, it's the highest ranking characters according to Trait.
I took the numbers as of the end of the game, second time through, but
I believe it's all relative.

Striking - Wolverine (104 - stronger than the Hulk?)
Body - The Thing; Luke Cage (79 - again, tougher than the Hulk?)
Focus - Jean Grey; Ms. Marvel (119, well, there is that Phoenix thing...)
Teamwork - Mr. Fantastic; Nanite Nick Fury (148 - they are born leaders)

Now check this out. If you add the characters' trait scores together you
get an overall idea of their capabilities.

Here are the best:
Psylocke (417)
Spider-Man (397)
Gambit (397)
Penance (397)
Blade (397)
Deadpool (397)
Songbird (397)

A pretty motley crew, but those are supposed to be the best overall
characters in the Marvel Universe.

And here are the worst:
Human Torch (367)
Iceman (367)
Storm (368)
Invisible Woman (368)
Jean Grey (369)
Green Goblin (369)

Yeah, those are some pretty puny players. After all, what can the Human


You can kick and punch your way through the baddies, but your Powers
are where the real action is. See the POINTS section for more on that.

Melee Finishers (button combos) do extra damage:
Trip: XOX
Stun: XOO
Pop-Up: XXO

Damage Numbers: These float over the heads of the baddies when you
wail on them. Normal attacks are white. Critical attacks do double
damage and the numbers appear yellow. Resisted attacks are lessened
and appear as orange numbers.

Apart from fusion attacks, there are also numerous combos that can
occur with your teammates. I know it has to do with timing, but
when you are playing on your own they seem to happen at random.

At the end of each level you get graded on your performance. You
also get Awards depending on what you’ve done. I can’t pretend to
know what they all mean but some are:
-Lonely Fusion (no/not enough fusion combinations?)
-Survivor (no deaths?)
-Can’t Finish (sexual dysfunction or no melee finishers used?)
-Combo Drought (no/not enough combos?)
-Fusion Hero (one character was present for all fusions?)

when you play multiplayer, one player gets nominated as the MVP.


[BSTG] General

This is a new buff feature in the game. It’s a series of award
medals that offer benefits to the whole team. They can be earned
or appears as drops. At first you can only use one, but you earn
the power to equip multiple boosts (up to 4) as time goes on. The
categories are Melee, Power, Defense, and Special.

Specials are the best as they have multiple effects but the deal is
you can only equip one special at a time. When you finish the game
you get the Fold Campaign Medal which offers 100% fusion generation,
+30 teamwork (which determines fusion damage), and 15 focus. Rad.
Check back from time to time to see which Boosts you have, you may
be able to upgrade. An (E) appears beside the boosts you've

According to one player, the only Boosts that have to be earned
(rather than appear as drops) are as follows:

Fold Campaign Medal (when you finish the game the first time)
Commandeering Expertise Ribbon (gold in Green Goblin)
Distinguished Leadership Medal (gold in Defend Wakanda)
Meritorious Training Award (gold in Hack Challenge)

Here are all of the boosts I acquired. For you grammar nerds out
there, all of those misplace modifiers are theirs, not mine.

[BSTM] Melee

Ribbon of Precision
+14% melee critical damage

Ribbon of Skillful Routing
+20 bleeding damage to all normal attacks

Decisive Victory Medal
5% chance to instantly KO enemies with normal attacks

Strategic Striking Medal
3 second(s) stun on melee attacks

Medal of Forceful Assault
+15 striking

Incendiary Master Award
33% chance to set enemies on fire for 40 damage

War Veteran's Award
+15% melee damage

Arctic Service Model
33% chance to chill enemies for 4 seconds

Outstanding Blitz Award
+25% attack speed

Requisition Ribbon
15% health leeched from melee damage

[BSTP] Power

Artillery Expertise Award
+15% power damage

Expedient Victory Medal
6% chance to instantly KO enemies with powers

Munitions Expertise Award
+15% to max energy

Meritorious Seizure Medal
15% energy leeched from melee damage

Forceful Determent Model
3 second(s) stun on power criticals

Service Training Ribbon
+15 focus

Outstanding Efficiency Award
10% less energy cost

Model of Marksmanship
+14% critical chance

Combat Readiness Ribbon
+15% energy regeneration

Impressive Surge Award
20 energy gained per enemy KO

[BSTD] Defense

Ribbon of Immediate Reprisal
Reflects 35% of melee damage back

Courageous Guard Medal
+50% knockback resistance

Aegis Cross
-25% energy damage taken

Adaptive Tactics Award
10% chance to gain energy from damage

Victorious Subterfuge Award
+10% dodge

Ribbon of Stalwart Defense
+15 body

Ribbon of Active Resiliency
10% chance to to convert damage to health

Steadfast Defensive Medal
-25% physical damage taken

Service Award of Longevity
1% health regeneration

American Star
-15% damage taken

[BSTS] Special

Note: only one can be equipped at a time!

Fold Campaign Medal
+100% fusion generation
+15 focus
+30 teamwork

World War Hulk Service Medal
+20 striking
5 sec fear on critical
2% extra knockback

Outstanding Combat Unit Medal
+25 fusion per KO
+30% fusion damage

Valorous Unit Ribbon
+50 health and energy per fusion KO

Superhuman Registration Badge
+10% xp gain
+10 credit drop

Engineering Expertise Award
Unlimited energy
-35% speed

Commandeering Expertise Ribbon

Distinguished Leadership Medal

Meritorious Training Award



[CTR] Traits

See the traits section for more info on the characters' traits

[CTM] Teams

It used to be that in order to make a good team you need characters
with a variety of skills. I liked that as it made for interesting
team building. With this game everyone has powers with more or
less the same effects, just with differing looks and levels of
impact. It’s more about finding the characters your like than
about the right combo. My best picks are Captain America, Iron Man,
Ms. Marvel, and Thor.

There are a few places where you must have someone with Might or
with a ranged attack, but they are few and far between.

There are many fanboy-pleasing NPCs too, including: Cloak and Dagger,
Spiderwoman, Multiple Man, Hercules, Goliath, Starfire, Cable,
She-Hulk, Lady Deathstrike, Wonder Man, Hank Pym AKA Yellowjacket
AKA Ant-Man AKA Giant-Man, Bullseye, Bishop. Black Widow, Iron Fist,
Moonstone, and Diamondback. Some are bosses, some are for conversing
with, and others just show up in the cut scenes.

Default Characters:

[CIW] Invisible Woman: Poor Sue, always so underdeveloped. She
should be awesome but she’s not.

[CMF] Mister Fantastic: Lame. ‘Nuff said.

[CHT] Human Torch: OK. Also ‘nuff said.

[CDD] Daredevil: I’m sure someone out there enjoys using Daredevil
but despite my lifelong attachment to Ol’ Hornhead I found him to
be lacking. And if you think about it, putting DD up against Thor
is kind of sad so it would make sense. He’s a street-level guy,
not a cosmic power guy. His powers just weren’t doing it for me,
and he only has one Ability (Melee Finishers) whereas most have
at least two or more.

[CCA] Captain America: Every instance of Cap has been great. His
shield throw is great for taking out baddies from a distance and
his shield bash handles the close ups.

[CMM] Ms. Marvel: This was my main character the first time around.
( I used Spiderwoman in Ultimate Alliance 1 and MM is a pretty good
sub.) On top of being tough yet sexy, she has ‘Prism’ an amazing
offensive capability that I used over and over again to clean
out groups of baddies. The only problem I found was that prism is
an energy hog and she runs out fast at lower levels.

[CBL] Blade: I wasn’t overly impressed by Blade. I tried out his
Glaive Strike and Spike of Destruction but felt meh about them
both. He does have regeneration though.

[CWO] Wolverine: Chances are Wolvie’s on your team, and why not?
He’s tough and he regenerates health. I just don’t find him that
fun to play.

[CHK] Hulk: He’s big. He’s green. He smashes stuff. If that’s your
game style than you could do worse than picking up the big guy.
I liked his Pulverizing Punch and he has not just two but four
passive Powers you can max out.

[CIC] Iceman: In X-Men Legends 1 Iceman was so overdeveloped that
it was barely even a fair fight. Now it’s more reasonable but I
still don’t really play him. I do like the fact that his bright
colouration make him easy to spot.

[CSM] Spider-Man: I found Spider-Man to be highly annoying to play,
despite the fact I love the Webhead! One of his fusion moves is
cool though, Collect and Smash.

[CLC] Luke Cage (AKA Power Man): I picked him for my main team
because I always liked him and I wanted some muscle. He’s pretty
straightforward, and one of his focus moves, Pinball, is pretty
hilarious and deadly, a winning combination!

[CJG] Jean Grey: Ah, sweet, sad Jean Grey. She may fold faster
than Superman on laundry day but when she uses her powers, watch
out! Her Beam Split Fusion Power is my favorite.

[CDP] Deadpool: I never liked Deadpool, and his annoying banter
in the game caused me to dump him quick. He does have a fun, if
dizzying, teleport attack.

[CPS] Psylocke: Sexy, but uninspired. She has an interesting
power where psychic butterflies fly around her, waiting for
an enemy to come by. When they do, zap!

[CIM] Iron Man: The Swiss Army Knife of characters. He won’t

Unlockable Characters:

[CCY] Cyclops: What do you want, he’s Cyclops right? He shoots
laser beams from his eyes.

[CST] Storm: Storm’s alright but Thor is much more badass. Whatever
she can do, he can do better. Sorry, Ororo.

[CVE] Venom: In darker areas, his black costume makes him hard to
see, but he’s pretty striking in brighter areas. His tendril attack
is pretty cool.

[CGG] Green Goblin: His banter is annoying but his Pumpkin Bombs
and Homing Missiles are fantastic. Plus he’s the only character I
know of that gains a vehicle in order to fly.

[CTH] Thor: I played Thor in Ultimate Alliance 1 and once again he
simply rocks. His lightning attacks are wicked ass bad, his hammer
attack gets them coming and going, plus he’s strong, and he flies!

[CTT] The Thing: I like playing with The Thing (heh heh). He’s maybe
not as tough as the Hulk but he’s faster.

[CSB] Songbird: I think she may be the most visually striking character
in the game, and I like the fact that her fuchsia wings make her easy
to see in battle. I used the Shrieking Slice and Crushing Discord as
her main abilities, and they’re pretty good. I have a thing for female
characters with this sort of power set though, so I’m biased.

[CPE] Penance: I don’t really know too much about this character. His
helmet has no eye holes, so how does he see? Anyhoo… I used his
ridiculously named Berserker Headbutt and Misery Discharge Powers. Meh.

[CGA] Gambit: I like Gambit, his 52 pick up power really clears out a
room faster than an SBD. His rapid fire card attack is kinda fun, a
lot like Spidey’s.

[CNN] Nanite Nick Fury: He’s unlocked after you defeat the game on easy.
I tried him out but wasn’t wowed by him. Plus his boring outfit made
him easy to lose among crowds. He’s supposed to have a mind control
Ability but it never seemed to work for me.


[FGE] General

Fusion Powers are created when two heroes combine their Powers. Each
pairing of heroes creates one of several Fusion Powers. You need four
fusion stars (which curve around the character icons on the in-game
screen) to launch your fusion powers. You can collect these stars one
at a time by picking up ‘yellow’ (they look green to me) fusion orbs,
or you can get them all at once by picking up a fusion charge. These
drop in-game. You can spend one star to resuscitate a fallen comrade,
(two on hard level) but, when your fusion powers are activated, all
fallen comrades are resurrected.

Fusions can take out a lot of baddies at once and they give you lots
of points, which are crucial in the bonus missions. Wise use of fusions
can be a very helpful game tool.

You’ll learn to identify a fusion charge drop by the distinctive
‘ch-ching’ sound it makes.

Some fusion combos are more common than others. I was on my second
time through the game before I discovered a couple of them. I won’t
list all of the possible fusion/character combinations, but here are

[FSS] Skeet Shoot

One character raises the other up, the raised one attacks grounded

Captain America and Human Torch
Ms. Marvel and Blade
Invisible Woman and Human Torch
Green Goblin and Captain America
Green Goblin and Ms. Marvel
Green Goblin and Penance
Deadpool and Daredevil
Deadpool and Storm
Daredevil and Human Torch
Gambit and Blade
Nanite Nick Fury & Penance

[FCC] Clothesline
The characters hold a band of energy between them. When you run
around with it you can destroy your enemies.

Iron Man and Human Torch
Iron Man and Ms. Marvel
Ms. Marvel and Penance
Ms. Marvel and Thor
Iceman and Human Torch (one readers recommends this pairing)

[FAO] Alley Oop!
One character raises another up. You control a target that appears
on the ground, the raised one smashes into it.

Wolverine and Human Torch
Wolverine and Captain America
Hulk and Blade

[FBS] Beam Split
One character fires at another and the beam splits apart, taking out

Captain America and Iron Man
Captain America and Thor
Wolverine and Iron Man
Captain America and Ms. Marvel
Ms. Marvel and Wolverine
Ms. Marvel and Jean Grey (it looks like the Phoenix too, very cool)
Storm and Invisible Woman
Storm and Jean Grey
Storm and Psylocke

[FCS] Collect and Smash/Blast
One character raises up, gathers a bunch of baddies together below
him/her, and then either lands on them (Smash) or fires on them
(Blast). Good clean fun!

Ms. Marvel and Songbird
Ms. Marvel and Spider-Man
Invisible Woman and Mr. Fantastic
Jean Grey and Captain America
Invisible Woman and Songbird
Songbird and Green Goblin
Venom and Green Goblin
Penance and Venom
Songbird and Penance
Deadpool and Psylocke
Daredevil and Psylocke
Human Torch and Psylock
Venom and Ice Man
Spider-Man and Iceman
Spider-Man and Wolverine
Spider-Man and Blade
Songbird and Blade
Songbird and Gambit

[FCP] Charge Projectile
One person lifts a hunk of the ground, another charges it with energy,
and then the first one throws it. Some times there is a target that
you control which appears on the ground.

Ms. Marvel and Luke Cage
Ms. Marvel and Hulk
Gambit and Hulk
Songbird and Hulk
Nanite Nick Fury & Thing
Thor and Thing
Thing and Penance

[FFS] Fastball Special
One character picks up another, spins them around and then launches
them. A classic.

Luke Cage and Wolverine
The Thing and Mr. Fantastic
Hulk and Wolverine

[FBB] Billiard Ball
One character surrounds another with a sphere of energy. When you run
over baddies with it, they die. It’s kind of silly but fun and quite

Luke Cage and Jean Grey
Hulk and Jean Grey
Hulk and Songbird

[FFT] Flaming Tornado
So, you wake up one morning and realize that, while you once thought you
had it all, now your life seems completely empty. You stare around
yourself in despair. What to do? What’s missing from your life?
Worry no longer, for I have the answer: Flaming Tornado.

Thor and Green Goblin
Deadpool and Storm
Human Torch and Storm
Nanite Nick Fury & Thor

[FHA] Hammer
One character charges an object, the other hammers it repeatedly. This
seemed cool but kind of buggy, I couldn’t get the targeting to work

Venom and Songbird
Venom and Spiderman
Venom and The Thing


[WLKG] General

As I said above, there is no need for an ‘every step of the way’
walkthrough as the game is very straightforward, with little in
the way of secrets for you to find. The main thing is that halfway
through you must choose to be either pro-registration or
anti-registration.  This choice also determines which characters
you can play (see below). Either way is fun and gives the game
some added playability. There are great heroes on both sides.

The plot. Following a shady U.S. attack on Latveria (which caused
some Latverian retaliation in the U.S.) all U.S. superheroes are
asked to register with the government. Some agree to do so and
some refuse. The anti-registration rebels go underground, whilst
the pro-registration heroes go searching for them. When found,
rebel heroes are locked up, along with villains, in the Negative
Zone where they are controlled by nano-technology. When the
‘nanites’ get out of control and start manipulating super powered
individuals, the heroes and villains team up to take down the
collective nanite force, now known as The Fold.

[WLKU] Universal Walkthrough

This portion of the walkthrough is universal; you don’t split off
into a faction for a few levels. For the first few missions you
also have no choice in characters. Your options (and you could do
worse) are Iron Man, Captain America, Spider-Man, and Wolverine.
“Rural Latveria”

At this point you are able to access all available characters,
except for Iron Man and Captain America, who exited in the previous
“Storm the Castle”
“Castle Interior”
“The Castle’s Core” – one of the collapsed wall insets has the exit
 from this level

Iron Man and Captain America return here.
“NYC Street”
“NYC Times Square”

Now you have to choose to be pro-reg or anti-reg. If you have any
unlocked characters they will stay with you regardless of your choice.
If you haven’t, then your options will be more limited for characters
to play. See the ‘Pro-Registration Walkthrough’ and ‘Anti-Registration
Walkthrough’ below for a list of who is available for which choice.

[WLKP] Pro-Registration Walkthrough

To start off with, Storm, Captain American, and Luke Cage are unavailable
“The Sewer”
“Rebel Hideout”
“Rebel Bunker”
“Defeat Cable”
“Chemical Plant Entry”
“Ground Goliath”
“Chemical Plant Finale”

At this point the only unavailable character will be Captain American.
“Ryker’s Prison”
“Ryker’s Portal”

No Captain America or Iron Man here.
“Negative Zone Entry”
“Absorbing Man”
“Villains Unleashed”
“Villain Containment”
“Villains Survival”
“Villains Escape”
“Negative Zone Portal”

All characters are now available.
“Free Wakanda”
“Protect the Vibanium”
“Nanite Base”
“The Fold”
“The Tower”
“The Final Battle” – save your Fusions for when you need to resuscitate
a comrade.
“Completed” - Here you can work on any unfinished Bonus Missions.

[WLKA] Anti-Registration Walkthrough

(No Iron Man, Mister Fantastic, Thor, or Ms. Marvel at this point)
Cable’s Hideout
The Armory
Sewer Escape (check side tunnels for hidden areas)
Rebel Base II
Punish Pym

(No Captain America)
Chemical Plant Escape – you’ll need a character with Might

(No Captain America, No Iron Man)
Fury Base

“Ryker’s Prison”
“Ryker’s Portal”
“Negative Zone Entry”
“Absorbing Man”
“Villains Unleashed”
“Villain Containment”
“Villains Survival”
“Villains Escape”
“Negative Zone Portal”

All characters are now available.
“Free Wakanda”
“Protect the Vibanium”
“Nanite Base”
“The Fold”
“The Tower”
“The Final Battle” – save your Fusions for when you need to resuscitate
a comrade.
“Completed” - Here you can work on any unfinished Bonus Missions.


[BMGE] General: Check out the actual level requirements for each
mission; a silver rating is needed to unlock each character so find
out what it takes to get a silver and aim for it. Launch as many
fusions as possible to up your scores. I didn’t unlock any of the
heroes except for Jean Grey until I finished the game once. Some
of the later levels are tough, you’ll probably want to wait until
you’ve leveled up anyway.

[BMJG] Jean Grey: This one is very tricky. It was the only one I did
the first time through. (I wanted to play Jean Grey) Here's the deal.
You start in a city intersection. Two sets of enemies will attack
you. The first is a Kamikaze Bot. It will run at you, then lunge at
you and explode. Use Jean to pick the Bots up with telekinesis (circle
button) and shunt them into nearby cars, blowing both up. The next
group is sets of armed soldiers. I suggest a radial attack to take
them out. That kind of attack will also get rid of any Kamikaze Bots
that are attacking. Whenever you are aren't being attacked by soldiers
you should be using Kamikaze Bots to blow up cars. The problem is
that the Kamikaze Bots only spawn from certain locations. Picture
this: when you first start the game, a Kamikaze Bot will appear.
Let's say it's north (N) of you. Directly south (S) will be a bonfire.
There are spawning spots to the northeast (NE), southwest (SW), and
northwest (NW), but you have to blow up a van to get to that one. To
blow up the cars to the southeast (SE), you must go over to the
original spawning spot and then lure a Kamikaze Bot to the location.
Then turn to face it, use telekineses, and smash it into the cars.
Once that's done, you're up against the Grey Gargoyle. His touch turns
you to stone and he has a radial attack so stay out of his way.

Here is a breakdown that should get you gold:

1) Use Bots to clear the three center cars (telekinesis)
2) Eliminate the soldiers to the NE (Mind Fry)
3) Clear the car to the NE using the NE spawn spot (telekinesis)
4) Eliminate the soldiers to the SE (Mind Fry)
5) Use the N spawn spot to clear the cars to the SE (telekinesis)
6) Fly to the SW and land in the center of the soldiers (Mind Fry)
7) Use the SW spawn spot to clear the SW cars (telekinesis)
8) Eliminate the soldiers to the W (Mind Fry)
9) Use the SW or N spawn spots to clear out the W cars (telekinesis)
10) Clear out soldiers in the NW (Mind Fry)
11) Use the N spawn spot to clear out the van in the NW (telekinesis)
12) Use the NW spawn spot to repeatedly kill Bots until your score is
high enough (25,000). This is crucial. Don't clear the cars or you'll
move on to the boss to soon. Don't linger either because you need a
minute to finish him off.
13) Use the NW spawn spot to clear the last of the NW cars
14) Go to Grey Gargoyle
15) Fly and use Mental Guardian repeatedly, GG will die in seconds!

[BMCY] Cyclops: At first I wasn’t able to get enough points to finish
this up properly; you need to be able to take down a lot of baddies
quickly and profitably, which means lots and lots of fusions. Maximize
your fusions and Cyke should be yours.

[BMGA] Gambit: This is tricky because you need to find a lot of data
thingies in order to complete the level, but not all of the thingies
are easy to find. I used Gambit’s 52 Pick Up Power and trashed
everything I could find. Some dead-end tunnel side exits have false
walls that aren’t on the map. You never know where one might be.
Look in the shack, in the water, under barrels, in rooms, etc.
Fight all the bad guys and make for the exit before time runs out.

[BMTH] The Thing: This is the now-familiar sewer level. You have to
fight your way through SHIELD agents and then defeat the Lizard. My
recommendation is to use the Earthclobber attack, stunning the groups
that attack you. First give it a quick blast to stun them, then charge
it to really give 'em hell. The Thing dishes out hundreds of points at
a time, and with his Tough Skin he takes only measly damage. For gold,
there are places, like the end of the first long passage, where
baddies respawn. Hang out there awhile to build up your damage. Don't
wait too long though, or you'll run out of time. Try hanging out in
the first passage until the 6 minute mark.

[BMTR] Thor: A simple attack and survive scenario.

[BMST] Storm: Dark Thor is pretty easy to beat so you don’t have to
worry about taking him down early. Instead focus on the area where
baddies respawn and get lots of points before taking him down. If
you’re wondering where the next stage is, you have to go up and over
a truck to the left of the loading dock.

[BMVE] Venom: There are three parts to this one, and if you do it right,
it shouldn’t be too hard. First, you are in a series of hallways where
you just battle, battle, battle. Then you end up locked in a room with
a floor grid. Once again, it’s fight, fight, fight until the door opens
on the other side. Now you’re in the final hallway. Fight your way to
the end but DON’T USE THE EXIT. The enemies at the end of the hall
will respawn so you can keep fighting them until you build up enough
points to win silver, or even gold. Use the exit before the timer runs

[BMGG] Green Goblin: I don’t know what the deal was but the first few
times I tried this mission the Goblin had no energy and couldn’t absorb
any more. He had to fight his way out, and he’s got such tiny hands!
Once it started working correctly I got silver on my first try, and
was even just a few points shy of gold. I recommend blasting from a
distance and through open doorways before placing the bombs. Also,
remember that you can shoot the homing missiles from on-board the
glider, and also note that no one attacks you while you’re placing the

[BMSO] Songbird: The first time I used her I maxed out her Shrieking
Slice and Crushing Discord and earned a silver just by attacking any
and all around me.

[BMPE] Penance: This level is crawling with baddies so don’t worry
about mopping up everyone, there isn’t time. Here was my plan, which
won me a gold on my second try, and in just 4.5 minutes. Attack
everyone in the first room until you have got your 100 kills. They
keep respawning so you just keep attacking until you reach the Silver
level number. Then, go as fast as you can, skipping battles as
necessary, until you get to Scorpion. He’s stupidly hard to beat,
relatively speaking, so give yourself a little time.

[BMWA] Wakanda Pillar Defence: Man, those wacky Wakandas sure can
take pillars down fast. This level certainly has generated a lot
of chatter online, and in my inbox. Here are several scenarios
that can give you the gold:

My Original Solution:
This level is a perfect example of my earlier suggestion to work
in lots of well-timed fusions. In fact, it’s crucial. They are
they only way you’ll get enough points to earn a reward (There are
no point bonuses.) But, you have to be super-duper careful. In the
time lag between when you launch a fusion and when it activates,
the Wakandans will have gone and knocked down a bunch of pillars.
It's good to use a Collect and Blast or Collect and Smash fusion
as they prevent baddies from running away. In addition, to stop
the Wakandans in their tracks, I plunked myself down right near the
top of the hallway and used Thor’s Rage over and over again, which
is a real thumb killer, to keep zapping the enemies as they appear.
(they respawn constantly) But it isn’t enough just to win the level
and save the obligatory five pillars. To get the necessary points, you
need to do fusions as well and benefit from their added points. So,
once you’ve cleared out one set of baddies, and before the next set
even appear, launch your fusions then. If the timing works out there’s
not enough time for them to get past you.  An alternate strategy I
employed was putting Ms. Marvel halfway down the room and having her
blast the baddies with her Prism power as they appear. I lost a
few pillars but managed to make a fairly effective blockade.
Remember: if the baddies get passed your team and out of sight, it’s
pretty much game over.

The Symbiote Solution:
-Use Venom
-Use at least two teammates whose Fusion is Collect and Smash/Bash
Keep to the front of the room. Use Venom's Symbiote Flail to attack
all baddies constantly. Employ as many fusions as possible. When
doing so, switch quickly to Iceman or Psylocke and use their Fusion,
(which is a collect and smash) then switch back to Venom ASAP and
keep fighting.

The SMG Chaos Solution:
-Nanite Nick Fury
-Use at least two teammates whose Fusion is Collect and Smash/Bash
Same as above, but use Fury's SMG Chaos attack. Pros: no rapid
tap. Your thumbs will thank you. Cons: you have to keep a close
eye on Fury to make you sure you don't miss a beat.

[BMDW] Defend Wakanda: Latverians are at work in the Wakandan palace.
Your job is to find sets of Wakandans and lead them back to the north
doors. The direction of the Wakandans is marked with an arrow that
turns to an X as you get closer. Once you find them, you’ll have to
fight your way through baddies as you lead your Wakandans back to the
doors. Once you make it to the doors your current Wakandans disappear
and a new arrow will show up. Just keep rescuing them until you’ve
got them all. My Wakandans kept getting stuck on top of some urns or
something and had to be forcibly pushed off before they would follow
me. Fly whenever you can to save on time; both speed and heavy damage
are required to pass this level. I recommend using the same team as in
the pillar defence. Don't forget the Fusions! Also, one wing of the
palace has a bad camera glitch that when you enter it, flips your
direction. Watch out for it!

[BMHC] Hack Challenge:  Without a doubt in my mind, this is the hardest
task in the entire game. I enjoyed the other hacking mini-games, but
this one… I spent an insane amount of time on this. Is it brutally
hard or is something wrong with me? I never finished it. You have to
guide a glowing orb (it reminds me of ‘Cursor’ from Automan. Anyone?)
through a rotating spiral maze. The challenge lies in the fact that
the screen keeps reversing its rotation. Here are some tips: For the
first second, until the maze rotation switches direction for the first
time, you don’t have to do much, just micro corrections. Try using
little taps instead of wailing on the stick, it will give you more
control. The ball glows brighter as you strike more and more walls but
you can recover if you avoid them long enough.


Before you contact me please consider the following:

1) Are you sure your question isn’t answered by the guide? Try
hitting CTRL+F and searching that way.

2) I love to hear POSITIVE feedback and CONSTRUCTIVE criticism. In
fact, reader feedback has made this guide much better. What I don't
need is pointless crap talk.

3) I’m not technical support! I can’t answer your technical problems.
Check the manual that came with the game.

4) There’s a good chance that I won’t respond personally to your email.
Sorry, but I’m a busy dude.

Prepared by Beadaal AKA The Panopticon
blurbsoftheprophets @


1.0) Feb 2010
The original version.

2.0) March 2010
Some minor corrections
COPYRIGHT section added

3.0) April 2010
ASCII art added!
Some minor corrections
VERSION INFO section added
BOOSTS section added
Traits info added


This work is the property of me, Douglas Davey AKA Beadaal AKA
The Panopticon.

April 2010.

The only sites that are allowed to use it are: