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An interesting aspect of Marvel Ultimate Alliance 1 is the ability to discover Easter Egg conversations between heroes, or between heroes and villains. Having a certain hero in your party will provide unique conversations. For example, having Spider-Man confront his enemy Mysterio provides a new conversation that reflects their history as rivals. In some cases, not having a certain hero in your party in a world hub allows them to appear as a static NPC and provide unique dialogue as well, talking about their backstory or the game's plot.

More Details

  • It does not matter which character is in which slot (first, second, third, or fourth).
  • Some dialogues may need to take place in the world hub before or after a specific mission. (confirmed)
  • As well, the character can be wearing any outfit (even dressed as an alternate-hero) to trigger the conversation. (confirmed)
  • Some conversations can only be seen once (entering a battle, helping a character in a mission).
  • Other dialogue can be repeated many times (in a world hub, or a static NPC).
  • When talking to a static NPC, you need to be controlling the specific character for the conversation to trigger.
  • However, during a battle situation, you don't need to be controlling the specific character. (confirmed)
  • There are also some battle situations where multiple unique conversations are possible, but only 1 conversation is shown. For example, in the Bullseye battle there is a unique conversation with Daredevil or Elektra, but not both. In such a case, the more detailed conversation (Elektra's) is chosen (unconfirmed).
  • During a replay, it's possible to have unlocked heroes (Nick Fury, Dr. Strange, Ghost Rider, Silver Surfer) appear and interact with their NPC versions.
  • The NPC character will always be wearing Outfit 1 regardless of what the hero character is wearing. All NPC dialogue portraits remain the same, except the Nick Fury portrait will reflect the hero's outfit.
  • The player must make a decision in the Mephisto's Realm mission that will affect some dialogue and the ending of the game.
  • There are 4 achievements unlocked through unique conversations: Mutant Love, Fleeting Allies, Wrong Claws, and Doppelgänger.

Act 1

SHIELD Helicarrier

Flight Deck:

  • Nick Fury (over radio): There is no unique conversation.
    • Strangely, radio Nick Fury gives the same conversation regardless if hero Nick Fury is in the party.
  • Scorpion (battle): There is no unique conversation, even if Spider-Man is in the party.
    • Strangely, if hero Doctor Doom is in the party, Scorpion will still talk about Doom leading the MoE.

The Bridge:

  • Nick Fury - Captain America: Nick is glad to see Captain America, who says they got there as quickly as possible.
  • Nick Fury - Spider-Man: Nick says he's surprised to see Spider-Man, who retorts about the Helicarrier being a waste of tax-payer money.
  • Nick Fury - Thor: Nick says he counted on Thor, who says he transported the team to the Helicarrier.
  • Nick Fury - Wolverine: Nick warns Wolverine about a nasty fight, who accepts gruffly.
    • Strangely, if hero Nick Fury is in the party, NPC Nick Fury will not notice his duplicate. This includes all Nick Fury interactions.
    • Strangely, NPC Nick Fury will also not respond if Doctor Doom is in the party. This includes all Doctor Doom interactions.

Command Deck:

  • Bullseye (battle) - Elektra: Bullseye points out that he's already killed Elektra, and asks how she came back to life. Elektra says he got lucky last time, and it's a long story but credits Stick and Daredevil for helping her.
  • Bullseye (battle) - Daredevil (without Elektra): Bullseye will brag about killing Elektra to prove he was the better assassin, and Daredevil says he doesn't see a problem with beating him up.

Barracks:

  • SHIELD Agent - Deadpool: After finding an agent (named Dino Manelli Jr.) locked in his dorm room by the Winter Soldier, Deadpool asks for $10 not to tell Nick Fury about it. The agent criticizes him for not being heroic, while Deadpool calls him stupid and gradually raises the price to $1000 while the agent explains how to get him out.
  • Radioactive Man and Winter Soldier (battle) - Doctor Doom: Doctor Doom will complain to himself about people reprogramming his Doom-bots, suspecting Reed Richards or Tony Stark.
  • Radioactive Man and Winter Soldier (battle) - Captain America (without Doctor Doom): Captain America tells Winter Soldier to stop, and Winter Soldier insinuates about their past together. Captain America tries to appeal to his mercy, but Winter Solder reminds him of the importance of following orders and calls him an old man.
  • Radioactive Man and Winter Soldier (battle) - Thor (without Doctor Doom or Captain America): Thor tells Radioactive Man to stop, and Radioactive Man points out his powers repel the magical hammer Mjölnir. Winter Soldier says he'll back up his partner, and Thor warns him his courage will lead to destruction.
    • Strangely, Invisible Woman shares her Simulator battle with Radioactive Man but is not given any special conversation.

Upper Batteries:

  • Fin Fang Foom (battle) - Magneto: Magneto observes the MoE have recruited alien allies, and Fin Fang Foom calls him a sorcerer. Magneto tells Fin Fang Foom that it may be hard to crash the helicarrier because it's made of metal.
  • Fin Fang Foom (battle) - Dr. Strange (without Magneto): Fin Fang Foom tells Dr. Strange that says he's stronger than any sorcerer. Dr. Strange says the battle is pointless and the MoE has already lost, and swears by the Hoary Hosts of Hoggoth to save the Helicarrier.
    • This cannot be done until replaying the game because Dr. Strange is still locked at this point.

Stark Tower 1 (before Omega Base)

Tony Stark's Office 1:

  • The first time you speak to Black Widow, Hank Pym, Nick Fury, Vision, and Wyatt Wingfoot, they'll talk about the plot. The special dialogues happen the next time you speak with them.
  • Black Widow - Daredevil: Black Widow says she shouldn't be surprised to see Daredevil, and he replies that he's surprised to see her. (minor)
  • Black Widow - Deadpool: In a French accent, Deadpool calls Black Widow "my small hat" and offers to take her away to Pittsburg. (minor)
  • Black Widow - Elektra: Black Widow says she didn't think Elektra would make it. Elektra says she didn't want to miss out on the fun. (minor)
  • Black Widow - Iceman: Iceman gets flustered and says Black Widow looks nice. (minor)
  • Black Widow - Spider-Woman: Spider-Woman congratulates Black Widow on becoming Nick Fury's second in command. (minor)
  • Black Widow - Any other character: Black Widow will say she's glad the hero joined the team. (minor)
  • Hank Pym - Human Torch: Hank asks if the Fantastic Four are here, and Human Torch says they wouldn't miss out in it. (minor)
  • Hank Pym - Ms. Marvel: Hank greets Carol, and Ms. Marvel says she's glad to see him on the team. (minor)
  • Hank Pym - Spider-Man: Hank asks how he's doing, and Spider-Man says he ate at Taco Hut and needs to keep his distance. (minor)
  • Hank Pym - Thor: Hank believes with Thor they're guaranteed to win, but Thor is not sure because of Doctor Doom's support. (minor)
  • Hank Pym - Any other character: He will welcome the hero to the team. (minor)
  • Nick Fury - Black Panther: Nick asks how things are in Wakanda. Black Panther says the country is doing well. (minor)
  • Nick Fury - Captain America: Nick says he's a welcome addition to the team, and Captain America says it's good to be included. (minor)
  • Nick Fury - Iron Man: Nick and Iron Man state each other's names. They sound mad. (minor)
  • Nick Fury - Mr. Fantastic: Nick is glad the Fantastic Four could make it, and Mr. Fantastic says they wouldn't miss it for anything. (minor)
  • Nick Fury - Wolverine: Nick asks if he's is ready to fight the MoE, and Wolverine says he's ready for a good scrap.
  • Nick Fury - Any other character: He will welcome the hero to the team. (minor)
  • Vision - Dr. Strange: Vision asks how he's doing, and Dr. Strange says he's well. (minor)
    • This cannot be done until replaying the game because Dr. Strange is still locked at this point.
  • Vision - Ghost Rider: Vision says it's been awhile since they've crossed paths, and Ghost Rider says it's been too long. (minor)
    • This cannot be done until replaying the game because Ghost Rider is still locked at this point.
  • Vision - Invisible Woman: Vision asks if her son is well. Invisible Woman says Franklin is well, but a little too busy for his own good. (minor)
  • Vision - Storm: Vision says he's honored to have an X-Man on the team, but Storm says the honor belongs to her. (minor)
  • Vision - Thing: Vision asks how he's doing. Thing calls him Viz and admires the view from Stark Towers. (minor)
  • Vision - Any other character: Vision will say he's glad the hero joined the team.
  • Wyatt Wingfoot - Human Torch: Human Torch asks what his buddy is doing here, and Wyatt explains that Tony asked him to help out. Human Torch suggests sneaking some friends into the building to have a party, while Wyatt reflects his friend hasn't changed since College.
    • This is the only interaction in Stark Tower where a character does not need to be selected to trigger a unique dialogue.
  • Wyatt Wingfoot - Any other character: He will say it's good to see the hero, and tell them to call him Wyatt instead of Mr. Wingfoot. (minor)

Omega Base

Wrenchworks:

  • Nick Fury (over radio): There is no unique conversation.
  • Dum Dum Dugan - Wolverine: Dum Dum calls him ugly, and explains how Doctor Doom threatened to crash the Omega Base into a dam unless he summoned Nick Fury. Wolverine calls Doctor Doom the Tin-Man and points out the Base is going to crash anyways, but thanks Dum Dum for sending out the warning.
  • Crimson Dynamo (battle) - Iron Man: Crimson Dynamo wants to beat Iron Man, and declares his new battle-suit is better than his adversary's. Iron Man says Crimson Dynamo looks like he's from the 1960s. After Crimson Dynamo threatens him, Iron Man says he never could take a joke or a punch.

Project Labs:

  • Mysterio (first time): There is no unique conversation the first time you see Mysterio, even if Spider-Man is in the party.
  • Bruce Banner - Mr. Fantastic: Bruce tells him about hearing an explosion and getting locked inside his lab. Mr. Fantastic tells him about the MoE attack and Bruce is worried his work might be damaged. Mr. Fantastic realizes the knock-out gas caused an explosion that sealed the lab and Bruce is worried what will happen if Dr. Doom steals any experiments. Mr. Fantastic asks about the giants, and Bruce explains that they are unsuccessful results of trying to recreate Captain America's super-soldier serum. Dum Dum warns about the gamma bomb being triggered. Mr. Fantastic points out that Bruce is an expert on gamma bombs and he'll see what he can do about it.
    • Strangely, if hero the Hulk is in the party, NPC Bruce Banner will not notice his alter-ego.
  • Mysterio (battle) - Spider-Man: Spider-Man makes fun of his fishbowl head, and Mysterio calls him a half-wit. Spider-Man threatens to get medieval on him. Mysterio questions why S.H.I.E.L.D. has the Ultron plans, and Spider-Man says he got some in a box of cereal. Mysterio thinks they plan to capture Ultron and turn him into a S.H.I.E.L.D. weapon, and Spider-Man says it's illegal to reprogram a sentinent machine. Mysterio wants to give Ultron the weapon upgrades, but Spider-Man wants to upgrade his own Ultron as well. Mysterio gets tired of Spider-Man babbling.
  • Mysterio (battle) - Venom (without Spider-Man): Venom says he enjoys saving innocent people, but wants to find Spider-Man, and calls Mysterio a bubble-head. Mysterio is tired of Venom babbling. Venom says to enjoy the sound of being shredded into teeny bits, calls Mysterio a scumbag, and says to enjoy his funeral.
    • Strangely, Iceman shares his Simulator battle with Mysterio but is not given any special conversation.
  • Secret Room - Captain America: After defeating Mysterio, Captain America calls S.H.I.E.L.D. insane for trying to create a new army of super soldiers and instead creating monsters.
  • Secret Room - Any other character: After defeating Mysterio, the hero confirms S.H.I.E.L.D. is trying to generate an army of super soldiers but is creating monsters.

Top Deck

  • MODOK (battle) - Any character: If you give MODOK all the right answers, he'll say it's a lucky guess, ask how you know that, accuse you of cheating, be incredulous that you'd be that intelligent, and think someone's reading his mind. After 3 right answers he gives up and attacks.
  • MODOK (battle) - Any character: If you give MODOK the wrong answers, he'll punish you, say it's shocking, asks if you've ever read a book, ask if it's a learning experience, and say wrong three times. After 5 wrong answers he gives up and attacks.
    • Strangely, even though he's the mission boss, MODOK has the same conversation regardless of who is on your team.

Stark Tower 2 (after Omega Base, before Atlantis)

Tony Stark's Office 2:

  • Black Widow - Deadpool: Deadpool asks if Black Widow is putting on weight. (minor)
  • Black Widow - Elektra: Black Widow and Elektra state eachother's names. They sound mad. (minor)
  • Black Widow - Iceman: Iceman asks Black Widow what's new. (minor)
  • Black Widow - Spider-Woman?: Black Widow and Spider-Woman? state each other's names. They sound cordial. (minor)
  • Hank Pym - Human Torch: Hank asks how things went at the Omega Base. Human Torch says they almost died but otherwise it was an easy mission. (minor)
  • Hank Pym - Ms. Marvel: Hank asks if Ms. Marvel is ready for the Atlantis Mission, and she replies she's ready except for breathing under water. (minor)
  • Hank Pym - Spider-Man: Spider-Man tells Hank he thinks his costume shrunk in the dryer. (minor)
  • Hank Pym - Thor: Hank asks about the Omega Base mission. Thor simply greets him. (minor)
  • Nick Fury - Black Panther: Nick congratulates the team for their job at the Omega Base, and Black Panther thanks him. (minor)
  • Nick Fury - Captain America: Nick wishes he could go to Atlantis because it looks fantastic, but Captain America is more concerned with helping Namor. (minor)
  • Nick Fury - Iron Man: Nick calls him Iron Man, and in return Iron Man calls him Colonel Fury. (minor)
  • Nick Fury - Mr. Fantastic: Nick asks what he thought of the Omega Base, and Mr. Fantastic says it's quite a facility. (minor)
  • Nick Fury - Wolverine: Nick points out the team was outnumbered but they managed to save the Omega Base, and Wolverine says the group has real potential. (minor)
  • Vision - Invisible Woman: Invisible Woman tells Vision it's lucky they ran into Dr. Banner because he stopped the gamma bomb. (minor)
  • Vision - Storm: Vision asks about the Omega Base mission. Storm said there were a few surprises but it overall notes huge success. (minor)
  • Vision - Thing: Vision says Thing looks troubled, and Thing admits that he feels discombobulated being around Spider-Woman. (minor)

Iron Man Lab 1:

  • The Iron Man Lab is accessible after completing Omega Base. This allows you to interact with NPCs Jarvis and Weasel.
  • You can also interact with playable heroes Black Panther, Captain America, Elektra, Iron Man (as Tony Stark), Spider-Man, and Wolverine if they're not in your party. All playable heroes seem to give the same dialogue regardless of who is in your party.
  • Elektra - Daredevil: Strangely, there is no unique dialogue if Daredevil speaks to Elektra.
  • Jarvis - Captain America: Captain America is glad Jarvis is here, and Jarvis says he's overwhelmed. (minor)
  • Jarvis - Deadpool: Jarvis introduces himself. In a British accent, Deadpool pretends to be Captain America and tells him he does not need to salute. Jarvis knows this is not true. Deadpool then pretends to be Thor, God of Thunder. Jarvis realizes he's talking to Deadpool.
  • Jarvis - Iron Man: Iron Man asks him if the area has been made safe for guests, and Jarvis says everything dangerous has been put away. (minor)
  • Jarvis - Spider-Woman: Jarvis says what a pleasure it is to see her, and Spider-Woman says it's good to see him too. (minor)
  • Spider-Man - Iron Man: Strangely, Spider-Man will complain about Tony Stark, even while Iron Man is selected.
  • Spider-Man - Venom: Strangely, there is no unique dialogue if Venom speaks to Spider-Man.
  • Weasel - Deadpool: Deadpool calls Weasel his buddy and asks where he was hiding. Weasel reminds Deadpool how he stabbed him in the leg and sent him to the hospital. Deadpool claims it was because Weasel was eating the last cheesy puff, but Weasel protests it was his bag.

Atlantis

S.H.I.E.L.D. Outpost:

  • Nick Fury (over radio): There is no unique conversation.
  • Namor and Namorita (first encounter) - Iceman: Iceman tells him he looks unwell. Namor tells Iceman he doesn't need help saving his people, but Iceman says Namor looks like he needs saving. Namorita uses a harmless drug to knock Namor out. Iceman thinks he'll be mad when he wakes up. Namorita says to go to the Temple of Negrete to find healing plants. Iceman asks why everyone in Atlantis is so loco, and Namorita explains about Attuma's brainwashing Sonic emitters. Iceman tells her not to worry, they'll solve both problems.
  • Namor and Namorita (delivering herbs) - Invisible Woman: Invisible Woman gives her the herbs and asks about Namor. Namorita uses the herbs to revives Namor, and he asks what's happening and why Invisible Woman is there. Invisible Woman explains that Attuma stole the throne and the heroes are helping out. Namor is pleased to see her but doesn't want help. Invisible Woman says he's weak and says to accept help just this once. Namor says Atlantis is his responsibility and cannot allow outsiders to protect it. Invisible Woman tells him to trust her to fix things. Namor says he values her council, calls her wise and beautiful, and admits he's still weak. Finally Namor allows Sue is a friend and asks how he can thank her. Invisible Woman tells him to rest while they fight Attuma and free Atlantis.
  • Namor and Namorita (delivering herbs) - Black Panther (without Invisible Woman): Black Panther gives her the herbs and hopes they are in time. Namorita uses the herbs to revives Namor, and he asks what's happening and about the surface dwellers. Namorita explains that Attuma stole the throne, enslaved the people, and the heroes are helping out. Namor says he is Imperious Rex and is quite capable. Black Panther is pleased to see a ruler who places his peoples' safety above his own, but points out Namor will be useless if he dies. Black Panther wants to fix things and says that's what Namor would do if their positions were switched. Namor agrees he would protect Wakanda if Black Panther was weakened. Finally Namor allows the heroes are kind and will be in Black Panther's debt. Black Panther tells him there is no debt, just to rest while they deal with Attuma.

Atlantean Trenches:

  • Byrrah and Krang (battle) - There is no unique conversation for this battle.

Atlantean Throne:

  • Tiger Shark and Attuma (battle) - There is no unique conversation for this battle.

Arena:

  • Mandarin, Kraken (battle) - There is no unique conversation for this battle.
    • Strangely, Mandarin will not take notice if Dr. Strange is in the team.
  • Namor and Namorita - There is no unique conversation after the battle.

Stark Tower 3 (after Atlantis, before Valley of Spirits)

Tony Stark's Office 3:

  • Black Widow, Hank Pym, and Nick Fury have new dialogue options with any character, as well as the required-character dialogues listed below.
  • Wyatt Wingfoot and Vision have new dialogue options with any character, but no required-character dialogue.
  • Black Widow - Deadpool: Deadpool asks if Black Widow if they're real. He is of course, talking about her teeth. They're just so darned shiny and straight. (minor)
  • Black Widow - Daredevil: Black Widow says it's good to see him. Daredevil agrees. (minor)
  • Black Widow - Elektra: Black Widow and Elektra state eachother's names. They sound cordial. (minor)
  • Black Widow - Iceman: Black Widow asks how he's doing. Iceman is great, he's lost count of how many bad guys he's thrashed today. (minor)
  • Black Widow - Spider-Woman: Black Widow welcomes her back from Atlantis. Spider-Woman thanks her. (minor)
  • Hank Pym - Any character: Hank will say it's good to see them, and the Mandarin is no pushover. (minor)
  • Hank Pym - Blade: Hank asks if he's ready for the Mandarin Palace mission, and Blade says he's looking forward to it. (minor)
  • Hank Pym - Human Torch: Hank asks how things went in Atlantis. Human Torch says things are pretty much the same, but Namorita keeps getting hotter. (minor)
  • Hank Pym - Ms. Marvel: Hank asks if she's ready to travel to the Mandarin's palace. Ms. Marvel says she's looking forward to it, after all the trouble he caused in Atlantis. (minor)
  • Hank Pym - Spider-Man: Hank asks him what's the word, and Spider-Man says Grease. (minor)
  • Nick Fury - Any character: Nick asks the hero to bring back Ultimo schematics from Mandarin's palace.
  • Nick Fury - Black Panther: Nick greets him. Black Panther greets the Colonel. (minor)
  • Nick Fury - Captain America: Nick tells him the team is working better than he'd hoped. Captain America says with these people it's not really a surprise. (minor)
  • Nick Fury - Iron Man: Nick wishes him good luck with Mandarin, because of their history. Iron Man agrees. (minor)
  • Nick Fury - Mr. Fantastic: Nick tells him he's very impressed with the team, and Mr. Fantastic is surprised how well they work together. (minor)
  • Nick Fury - Wolverine: Nick greets him, and in return Wolverine calls him Fury. (minor)

Iron Man Lab 2:

  • You can still interact with playable heroes if they are not in your party. Black Panther, Captain America, Elektra, Spider-Man, and Wolverine have the same dialogue options as Iron Man Lab 1.
  • Iron Man (as Tony Stark), Jarvis, and Weasel have new dialogue options with any character, as well as the required-character dialogues listed below.
  • Black Panther - Any character: Black Panther will say he's glad they helped the Atlanteons, because Namor is a good (but headstrong) leader. (minor)
  • Iron Man - Any character: Iron Man will say how he's looking forward to seeing the Mandarin, because it'll be like old times. (minor)
  • Jarvis - Any character: Jarvis will say he hopes everything went well in Atlantis. (minor)
  • Jarvis - Spider-Woman: Jarvis greets her and says she looks quite smashing. Spider-Woman asks if he's flirting with her. Jarvis is flustered, says it would be unprofessional and says she's attractive.

Valley of Spirits

Ancient's Hall:

  • Nick Fury (over radio) - Storm: Storm tells him they've arrived and hopes everything stays quiet. Nick says they should track down Mandarin to ask him about the MoE. Storm says it should be easy to track him down but hard to live long enough to ask questions. Nick says he thought she was fearless; Storm explains she's not frightened but cautious about facing Mandarin's rings of power again. Nick is confident they'll succeed and figure out Doctor Doom's plan, and Storm says they should locate Mandarin.
  • Nick Fury (over radio) - Any other characters: The hero says they've arrived. Nick tells them to track down Mandarin and see what he knows about the MoE.
  • Dragonman (battle) - There is no unique conversation.
  • Ultimo (Mark 1 battle) - Ms. Marvel: Mandarin calls the team impetuous fools, and is mad they came in his palace. Ms. Marvel tells him to chill out, they just want to ask him some questions. Mandarin says he's not a commoner to be questioned and tells her to begone. Ms. Marvel asks why he was in Atlantis, but Mandarin calls her ravings senseless and sicks Ultimo on them.
  • Ultimo (Mark 1 battle) - Any other characters: Mandarin calls them fools, and is mad they entered the Valley of Spirits uninvited. The team asks why he was in Atlantis and what the MoE are up to. Mandarin is confused, calls their prattle senseless, and sicks Ultimo on them.
    • Strangely, Iron Man shares his Simulator battle with Ultimo but is not given any special conversation. This includes all Ultimo interactions.

Golden Court:

  • Grey Gargoyle (battle) - Spider-Woman: Grey Gargoyle is surprised to see the "Amazing Spider-Woman". Spider-Woman corrects him, as he must be thinking of the "Amazing Spider-Man". Grey Gargoyle calls her amazing and beautiful. Spider-Woman uses his name Pierre and says his hormones are reacting to her phermones, which she can't control. Grey Gargoyle agrees that he's having trouble thinking straight, and Spider-Woman says it happens a lot during battle.
  • Grey Gargoyle (battle) - Any other characters: Grey Gargoyle is impressed the heroes have ventured far in Mandarin's palace, surviving both Dragon Man and Ultimo, and explains that anyone he touches turns to stone. The heroes don't want to fight and just want to see Mandarin, but Grey Gargoyle says they've gone too far and must pay with their lives.

Celestial Hall:

  • Ultimo (Mark 2 battle) - Any character: Mandarin says the heroes are on a foolish quest and unleashes the upgraded Ultimo Mark 2 (equipped with titanium casing, vibranium, & 300% stronger servo-motors). The hero says they will take the toy apart.
  • Ultimo (Mark 2 battle): For Hulk, see "Unused Conversations".

Forbidden Passage:

  • Dr. Strange NPC: There is no unique conversation.
    • Strangely, if hero Dr. Strange is in the party, NPC Dr. Strange will not notice his duplicate.

Mandarin's Court:

  • Mandarin (before battle) - Any character: Mandarin points out the heroes defeated his incompetent louts, but now his rings of power will annihilate them.
  • Mandarin (after battle) - Blade: Blade asks what the MoE are planning, and Mandarin says he was forced out by Doctor Doom for trying to become leader. Blade asks who they saw in Atlantis and Mandarin guesses Loki because he can shape-shift. Blade asks why Loki would trick the heroes, and Mandarin thinks it was a distraction. Blade asks what the next step is, but Nick Fury interrupts to say he should return quickly because the MoE have kidnapped X-Men Nightcrawler and Jean Grey. Mandarin laughs and teleports away.
  • Mandarin (after battle) - Any character (except Blade): The hero demands to know what the MoE are planning, and Mandarin says Doctor Doom kicked him out of the band of miscreants for trying to become leader. It's revealed that Loki was pretending to be Mandarin in Atlantis to distract the heroes. Nick Fury interrupts to say they should return quickly because the MoE have kidnapped X-Men Nightcrawler and Jean Grey. Mandarin laughs and teleports away.
    • Strangely, there is no unique conversation for this Mandarin battle with Dr. Strange, Iron Man, or Storm in the party.

Stark Tower 4 (after Valley of Spirits)

Tony Stark's Office 4:

  • Black Widow, Hank Pym, Wyatt Wingfoot, and Vision will repeat the same dialogue as Tony Stark's Office 3, including the required-character dialogues.
  • Nick Fury - Any character. The first time he'll thank the hero for fetching the Ultimo Schematics. Afterwards he says to hurry up and talk to Wyatt Wingfoot so they can leave.

Iron Man Lab 3:

  • All characters here will repeat the same dialogue as Iron Man Lab 2, including the required-character dialogues.

Act 2

Sanctum Sanctorum 1 (before Murderworld)

Foyer:

  • Dr. Strange: There is no unique dialogue.
    • Strangely, if Dr. Strange is not in the party he'll stand in the corner after the player takes control.
    • Strangely, if Dr. Strange is in the party he'll separate from the group during the cut-scene, and run back after the player takes control.

Inner Sanctum 1:

  • The first time you speak to Black Widow, Professor X, and Vision, they'll talk about the plot. The special dialogues happen the next time you speak with them.
  • Jean Grey will appear here if she's released during the Mephisto's Realm mission.
  • Ancient One mirror - Deadpool: A very old man is floating in a void inside the mirror, and asks who disturbs his meditation. Deadpool believes it's his "Grampy", except he's older and uglier. The Ancient One calls him a buffoon and explains he mentored Dr. Strange, but Deadpool still thinks it's his Grampy. The Ancient One calls him an idiot, and Deadpool reflects he used to wake up his grandpa by shoving an ice cube down his shirt. The Ancient One says he's aware the heroes are fighting the MoE, and wants Dr. Strange to know he's watching, and Deadpool thanks Grampy.
  • Ancient One mirror - Dr. Strange: A very old man is floating in a void inside the mirror, and asks if it's his student, and Dr. Strange confirms. The Ancient One asks why he disturbs his meditation. Dr. Strange explains about Dr. Doom, the MoE, and asks for aid in any way possible. The Ancient One says he will watch over the team, and Dr. Strange thanks him.
  • Ancient One mirror - Any other character: A very old man is floating in a void inside the mirror, and asks who disturbs his meditation. The Ancient One knows Dr. Strange has allied himself with the heroes, and realizes the situation must be grave. He instructs the hero to tell Dr. Strange that he'll watch over the situation.
    • The Ancient One Mirror can only be used after placing the Gem of Oshtur in it.
  • Black Widow - Black Panther: Black Widow welcomes him to the Sanctum Sanctorum, and Black Panther thanks her. (minor)
  • Black Widow - Captain America: Black Widow welcomes him to the Sanctum Sanctorum, and Captain America says hello. (minor)
  • Black Widow - Iron Man: Black Widow welcomes him to the Sanctum Sanctorum, and Iron Man says it's good to see her. (minor)
  • Black Widow - Luke Cage: Black Widow welcomes him to the Sanctum Sanctorum, and Luke says it's the perfect home for Dr. Strange. (minor)
  • Black Widow - Mr. Fantastic: Black Widow welcomes him to the Sanctum Sanctorum. Mr. Fantastic thanks her and appreciates Dr. Strange letting them set up base here. (minor)
  • Black Widow - Wolverine: Black Widow welcomes him to the new headquarters, and Wolverine says this place gives him the creeps. (minor)

Hank Pym - Deadpool - Nope

  • Hank Pym - Dr. Strange: Hank thanks him for letting them use his home, and Dr. Strange says it's no trouble at all. (minor)
  • Hank Pym - Ghost Rider: Hank greets G.R. and welcomes him. Ghost Rider says he's been here before because of his history with Dr. Strange. (minor)
    • This cannot be done until replaying the game because Ghost Rider is still locked at this point.
  • Hank Pym - Invisible Woman: Hank welcomes her to the Sanctum Sanctorum, and Invisible Woman says it's good to see him. (minor)
  • Hank Pym - Silver Surfer: Hank welcomes him to the new headquarters, and Silver Surfer finds the Sanctum Sanctorum to be intriguing. (minor)
    • This cannot be done until replaying the game because Silver Surfer is locked on the first playthrough.
  • Hank Pym - Storm: Hank welcomes her and admires Dr. Strange's home. Storm agrees. (minor)
  • Hank Pym - Thing: Hank asks what Ben thinks of the new headquarters, and Thing says it's like his crazy Uncle's house. (minor)
  • Nick Fury - Blade: Nick asks if he's ready for the Castle Doom mission, and Blade's looking forward to fighting Dr. Doom. (minor)
    • This cannot be done until replaying the game because Blade is still locked at this point.
  • Nick Fury - Human Torch: Nick asks if Johnny is keeping out of trouble. Human Torch says he's trying, but not always successful. (minor)
  • Nick Fury - Ms. Marvel: Nick greets Carol and says it's good to see her. Ms. Marvel greets the Colonel and says she's glad to be here. (minor)

Nick Fury - Storm? Nope Nick Fury - Thing - Nope

  • Nick Fury - Spider-Man: Nick sounds underwhelmed to see him, and Spider-Man asks how he's doing. (minor)
  • Nick Fury - Thor: Nick wishes Loki wasn't involved, and Thor agrees. (minor)

Professor X - Colossus: Nope

  • Professor X - Iceman: Professor X greets Bobby and asks if he's learning from the other heroes. Iceman is impressed with Ghost Rider's chains and Deadpool's katanas. Professor X is alarmed and suggests focusing on Black Panther or Captain America instead.

Professor X - Magneto? Nope

  • Professor X - Storm: Professor X welcomes Ororo and says the flowers are not doing well without her. Storm assures him she'll fix the flowers after dealing with Dr. Doom. (minor)
  • Professor X - Wolverine: Professor X asks how he is and Wolverine admits he's off his game, worrying about what the psycho Dr. Doom is doing to Nightcrawler and Jean Grey. Professor X recommends focusing on the task at hand, so Wolverine can be at the peak of his abilities. Wolverine agrees, but says if the hostages are injured he'll show Doom a whole new world of pain.
  • Professor X - Any other character: Professor X will introduce himself as the leader of the X-Men. (minor)
    • Strangely, Professor X doesn't have any unique dialogue for Colossus, Cyclops, Deadpool, Magneto, Nightcrawler, or Sabretooth.
  • Wong - Dr. Strange: Dr. Strange greets him and points out the legendary visitors. Wong says it's a historic occasion and an impressive team, and Dr. Strange says the world has never been threatened by the MoE before. Wong is disconcerted a man as smart as Dr. Doom would lead a villanious group, and Dr. Strange feels Doom should put his talents towards the good of mankind. Wong asks what the MoE are planning, and Dr. Strange says it'll probably be diabolical.
  • Wong - Any other characters: Wong introduces himself as Dr. Strange's assistant. (minor)

Vision - Daredevil - Nope

  • Vision - Deadpool: Vision greets him. Deadpool calls him Vis and says he's getting more human each time, because his breath is bad. (minor)
  • Vision - Elektra: Vision welcomes her to the Sanctum Sanctorum, and Elektra says this is the perfect home for Dr. Strange. (minor)
  • Vision - Iceman: Vision welcomes him to the Sanctum Sanctorum, and Iceman asks how he's doing. (minor)
  • Vision - Spider-Woman: Vision welcomes her to the Sanctum Sanctorum, and Spider-Woman says it's good to see him. (minor)

Sanctuary 1:

  • Unlike Iron Man's Lab, the Sanctuary is accessible the first time you visit the Sanctum Sanctorum. This allows you to interact with NPCs Clea and Weasel.
  • The first time you speak to Clea and Weasel, they'll talk about the plot. Her special dialogue happens the next time you speak with her.
  • You can also interact with playable heroes Daredevil, Dr. Strange, Ice-Man, and Spider-Woman if they are not in your party. All playable heroes seem to give the same dialogue regardless of who is in your party.
  • Ghost Rider will appear here after he's been unlocked.
  • Clea - Dr. Strange: Clea says how good it is to see him. Dr. Strange asks why she's here from the Dark Dimension, and Clea explains a dark magic hovers near the Sanctum Sanctorum and is waiting to ponce on them like a wolf in the night. Dr. Strange agrees, believing it to be an unknown spell of Baron Mordo. Clea is unsure but believes the vile enchantment is dangerous.
  • Spider-Woman: For Hulk, see "Unused Conversations".

Murderworld

Fake Castle Doom

  • Nick Fury (over radio): There is no unique conversation.
  • Jean Grey (first battle): There is no unique conversation.
    • Strangely, Jean Grey gives the same conversation regardless if Cyclops, Magneto, Iceman, Nightcrawler, Storm, Wolverine or others are in the party.
  • Arcade (over radio): There is no unique conversation.

Big Top

  • Senator Kelly - Storm: Senator Kelly recognizes Storm from the X-Men and assumes he's been kidnapped by mutants. Storm says an assassin named Arcade is responsible, but Kelly thinks it's been staged so he'll thank them for saving him. Storm asks why she'd waste time trying to change the opinion of a narrow-minded zealot, and Kelly explains he's powerful and wants to keep mutants in their place. Storm says he doesn't have to trust her and can leave if he wants, but warns him the circus is named Murderworld for a reason. Kelly smartenes up and realizes he'd die quickly if he wanders about. Storm suggests hiding until the heroes escape, then they can send a S.H.I.E.L.D. retrieval team. Kelly agrees, but warns her if they don't send a team they'll regret it.
  • Senator Kelly - Any other characters: Senator Kelly says if they torture him, it proves his point that meta-humans are only self-serving vigilantes. The hero explains that an assassin named Arcade kidnapped him, but Kelly says it's been staged so he's thank them for saving him. The hero calls him paranoid, and says he can wander around if he wants but he'll be killed by one of Arcade's traps. Kelly smartens up and asks what to do. The hero suggests hiding until the heroes escape, then they can send a S.H.I.E.L.D. retrieval team. Kelly thanks them, apologizes for being rude, and explains he's not in a position to trust people. The hero tells him to stay safe.

Tent

  • Jean (second battle) - Cyclops: Cyclops tells her to focus on his voice because Arcade is controlling her mind. Jean Grey says Arcade showed her the other heroes are scared of her power and she could turn anyone into ash if she wanted. Cyclops says Arcade is using her emotions against her, but he's willing to sacrifice himself to save her.
    • Achievement: Triggering this conversation unlocks the achievement "Mutant Love".
  • Jean (second battle) - Invisible Woman: Invisible Woman says Arcade is controlling her and forcing her to attack. Jean doesn't want to stop because she wants to use her powers to destroy everyone that's lied to her and kept her helpless. Invisible Woman says Jean's kind, gentle, and believes in helping others. Jean says she's now all about causing pain. Invisible Woman says Arcade is using a machine to control her mind and hurt the heroes, and Jean says that's what she intends to do.
  • Jean (second battle): For Spider-Man and Storm, see "Unused Conversations".
  • Jean (second battle) - Any other characters: Jean says her friends are wasting their time and should be trying to save themselves. The hero says Arcade is using a machine to control her mind, but Jean says Arcade set her free so she can use her powers completely. The hero says Arcade is using her to hurt them, and Jean says Arcade is going to get what he wants.
    • Strangely, no conversation for Iceman, Magneto, Nightcrawler, Sabretooth, or Wolverine.
  • Jean (after Pitfall) - Cyclops: Jean had the strangest dream where she was trying to kill him at a carnival. Cyclops tells her it wasn't a dream, he thought he'd lost her to Arcade's control, and asks if she's okay. Jean's fine. Cyclops is glad, but remembers they have to stop Arcade and save Nightcrawler. Jean explains that Dr. Doom hooked up Kurt to a power amplifier, and Cyclops explains it was stolen from the Omega Base. Jean remembers seeing Arcade with Dr. Doom, and thinks he can lead to Nightcrawler. Cyclops says he's going to make Arcade pay for what he did to Jean, and tells her to stay out of harm's way.
  • Jean (after Pitfall) - Wolverine: Jean had the strangest dream where she was trying to kill him at a carnival. Wolverine calls her Red, says the nutball Arcade was controlling her, and asks if she's all right. Jean's fine. Wolverine asks if she knows where Nightcrawler is. Jean explains that Dr. Doom hooked up Kurt to a power amplifier, and Wolverine extrapolates it's the Mutant Amplifier stolen from the Omega Base. Jean remembers seeing Arcade with Dr. Doom, and thinks he can lead to Nightcrawler. Wolverine calls her Jeannie, says she should rest, while he tracks down Arcade and has a few laughs with him.
  • Jean (after Pitfall) - Nightcrawler: Jean had the strangest dream where she was trying to kill him at a carnival. Nightcrawler tells her it's real, she was under Arcade's control, and asks if she's injured. Jean's fine. Nightcrawler is confused, because he's supposed to be missing but isn't. Jean explains that Dr. Doom hooked up Kurt to a power amplifier. Nightcrawler doesn't understand, but thinks Dr. Doom might've cloned the X-Men somehow. Jean remembers seeing Arcade with Dr. Doom, and thinks he can lead to Nightcrawler. Nightcrawler thinks Jean is in shock and her psychic powers are generating hallucinations, so he wants her to rest while they capture Arcade.
  • Jean (after Pitfall) - Any other characters: Jean had the strangest dream where she was trying to kill them at a carnival. The hero asks if she's okay. Jean feels like she was hit by a truck and her head's spinning. The hero asks if Nightcrawler is nearby. Jean explains that Dr. Doom hooked up Kurt to a power amplifier that looked painful, and the hero realizes it's the Mutant Amplifier from the Omega Base. Jean remembers seeing Arcade with Dr. Doom, and thinks he can lead to Nightcrawler. The hero thanks Jean, tells her to rest while they find Arcade.

Pinball

  • Arcade (over radio) - Sabretooth: Sabretooth calls Arcade a circus freak and says this place looks like a big pinball machine. Arcade calls him a smart one and says it's a pinball machine called 'Sudden Death'. Sabretooth says the name reminds him of a Weapon X program. Arcade says to take the name literally because it's a killer game, unless they get 1 million points and win. Sabretooth says he'll take his head as a trophy and calls him a total psycho. Arcade says a late therapist told him that once, and then starts the game.
  • Arcade (over radio) - Mr. Fantastic (without Sabretooth): Arcade says he looks fantastic and hopes he's ready to have fun. Mr. Fantastic says it looks like a giant pinball machine. Arcade calls him a smart one and says it's a pinball machine called 'Sudden Death'. Mr. Fantastic says that's an interesting name and hopes it's just colourful. Arcade says to take the name literally because it's a killer game, unless they get 1 million points and win. Mr. Fantastic asks if anyone's told him he's psychotic. Arcade says a late therapist told him that once, and then starts the game.
  • Arcade (over radio) - Any other characters: Arcade welcomes them to the pinball game 'Sudden Death', says it's a smashing success except everyone that's played it has died. The hero asks if this is some kind of game, and Arcade says they need to get 1 million points to win. The hero says they're not going to play this sadistic trap, but Arcade starts the game anyways.
  • Rhino (battle) - Venom: The announcer calls the Rhino 700lb of maniacal muscle. Rhino asks if Venom's super-power is being ugly. Venom explains he has an intense hatred for criminals and a great love of killing them. Rhino calls him Slick and says he's going to trample him. Venom says it sounds fun because he doesn't mind some sport before the kill. Rhino says he's being a smart-mouth and will kill him slowly. Venom calls him a dirtbag, says he'll enjoy watching him beg for mercy to make the climax more satisfying.
  • Rhino (battle) - Thing (without Venom): The announcer calls the Rhino 700lb of maniacal muscle. Rhino asks if Thing's super-power is being ugly, and Thing points out that Rhino's dressed like a zoo-animal. Rhino calls him Slick and says he's going to trample him. Thing says he was scared, but then realized Rhino wouldn't attack with his smell. Rhino says he's being a smart-mouth and will kill him slowly. Thing calls him Cupcake and says it's clobberin' time.
  • Rhino (battle) - Any other characters: The announcer calls the Rhino 700lb of maniacal muscle. Rhino says it's the end of the line and he's going to flatten them. The hero says he talks a good fight. Rhino says they shouldn't make him mad, and the hero asks if they're supposed to be scared. Rhino says when he's finished there won't be enough left to fill a thimble.
    • Strangely, Rhino will not take notice if Spider-man is in the team.
  • Shocker (battle) - Human Torch: The announcer calls Shocker the Duke of Destruction and the King of Sting. Human Torch makes fun of his outfit, saying it's look like it's from a rummage sale or his Grandmother's oven mitts. Shocker says to make his jokes, but he'll be laughing after the vibrations turn Human Torch's bones to jelly. Human Torch laughs at this joker and tells Arcade to do better. Shocker calls him big mouth and says he's dead meat.
  • Shocker (battle) - Any other characters: The announcer calls Shocker the Duke of Destruction and the King of Sting. Shocker says he doesn't like being in a pinball machine but wants to bust them up. The hero says Arcade's standards for lackeys are dropping. Shocker says it's a laugh riot, but he's going to shatter every bone in their body.
    • Strangely, Shocker will not take notice if Spider-man is in the team.

Fair Grounds

  • Blade - Daredevil: Blade asks what Daredevil's doing here and how he got here. Daredevil explains it's a deathtrap called Murderworld created by the assassin Arcade. Blade wonders why Arcade would want him, and Daredevil speculates Dr. Doom and the MoE probably ordered Arcade to bring him there. Blade calls Dr. Doom old metal head and asks what he's planning. Daredevil explains how Dr. Doom attacked two S.H.I.E.L.D. bases and stolen the Super Soldier Serum. Blade decides to join the team, because he wants to take down Victor Von Doom.
  • Blade - Any other characters: Blade asks how he got here and where is he. The hero says Arcade must have brought him to Murderworld, and Blade calls Arcade a loser. The Hero explains that Dr. Doom and the MoE must've ordered Arcade to capture Blade. Blade asks what Dr. Doom's up to, and the hero explains how he's stolen some S.H.I.E.L.D. experiments including the Super Soldier Serum. Blade decides to join the team, because he wants to take down Victor Von Doom.
    • Strangely, if hero Blade is in the party, NPC Blade will not notice his duplicate.

Fun House

  • Arcade - (before the Arcade Boss fight [the finger pull after the brick break minigame])- Elektra: Arcade mentions to Elektra that she seems more uptight than usual. Elektra says to put a sock in it and calls him a murdering scum. Arcade says she has a lot of anger bottled up and suggests a dance to relieve the stress. Elektra says she won't dance to any tune he's playing. Arcade says she might want and says he'll play something called Disco Death. Elektra wonders if he's gone insane and asks why he's doing it. Arcade says it's all for his fun, so it's time to choose a partner and boogey till they drop.
  • Arcade - (before the Arcade Boss fight [the finger pull after the brick break minigame])- Any other character: He hopes the characters are ready because in a little bit they are to be dead like disco.
  • Arcade (before battle) - Luke Cage: Arcade is glad to see him alive because he thought he might've died already. Luke has had enough of the sick games and tells Arcade he's going to look like a human jigsaw puzzle soon. Arcade doesn't understand the hostility because he just wanted some Super Heroes to test out Murderworld. Luke says Arcade gives murdering psychos a bad name. Arcade points out that name-calling is inappropriate because he's got a five ton robot. Luke says he'll beat the robot in less than five minutes, then Arcade's next. Arcade doesn't give Luke more than three minutes.

No Cappie, Magneto, Elektra, Ms. Marvel

  • Arcade (before battle) - Any other characters: Arcade hopes they had fun at the park, because they have no idea how much Arcade and your Mother had to save so they could visit. The hero says fun time's over and to give up while he can. Arcade says somebody's getting cranky so he wants to quiet them permanently. The hero says they'll tear the tin toy apart. Arcade agrees, and says it's going to hurt them more than it'll hurt him.
  • Arcade (after battle) - Captain America: Arcade says he'd salute Captain America but he thinks his arm's broken. Captain America's in no mood and threatens to break his arm if he doesn't say where Nightcrawler is, and Arcade is surprised he'd resort to torture. Captain America says it would be justice for Jean Grey and tells him to talk or else he'll regret it. Arcade relents and says Dr. Doom used the Mutant Amplifier on Nightcrawler. Captain America wonders why. Arcade calls him a boyscout, and explains Dr. Doom wanted Nightcrawler to open a portal to Mephisto's Realm, for reasons unknown. Captain America says they should get back to headquarters to prepare a rescue.
  • Arcade (after battle) - Any other characters: Arcade says the heroes were naughty and are grounded. The hero wants to know where Nightcrawler is, and Arcade says he might've run away to join the circus. The hero says they'll pry him out of his robot and mess up his white suit if he keeps it up. Arcade only knows Dr. Doom wanted to use the Mutant Amplifier on Nightcrawler to open a portal to Mephisto's Realm, for reasons unknown. The hero says they should get back to headquarters.
    • Strangely, there is no conversation for Ms. Marvel even though she's shown in the artwork fighting Arcade.
  • Arcade (before or after battle: For Elektra and Magneto, see "Unused Conversations".

Sanctum Sanctorum 2 (after Murderworld, before Mephisto's Realm)

Inner Sanctum 2:

  • All static NPCs (except the Ancient One mirror) have new dialogue options with any character. They also have the required-character dialogues listed below.
  • Black Widow - Black Panther: Black Widow asks if he thinks the team's ready to face the nightmares of Mephisto's Realm, and Black Panther says they'll face any monstrosity to save Nightcrawler. (minor)
  • Black Widow - Captain America: Black Widow asks if the team's ready for the Mephisto's Realm mission, and Captain America says they'll walk over burning coals to save Nightcrawler. (minor)
  • Black Widow - Iron Man: Black Widow asks if the team's ready for the denizens of Mephisto's Realm, and Iron Man says nothing will stop them from saving Nightcrawler. (minor)
  • Black Widow - Luke Cage: Black Widow asks if he thinks the team's ready to handle Mephisto's Realm, and Luke says it'll take more than fire and brimstone to stop them saving Nightcrawler. (minor)
  • Black Widow - Mr. Fantastic: Black Widow asks if the team's ready for the Mephisto's Realm mission, and Mr. Fantastic says they'll face Mephisto in order to save Nightcrawler's life. (minor)
  • Black Widow - Wolverine: Black Widow asks if he's ready for the Mephisto's Realm mission, and Wolverine says he'll slice through anything to save Nightcrawler. (minor)
  • Hank Pym - Dr. Strange: Hank apologizes for the diversion to Murderworld, and Dr. Strange says it's okay because they survived and saved Jean Grey. (minor)
  • Hank Pym - Ghost Rider: Hank asks how Murderworld was, and Ghost Rider says it wasn't as much fun as it sounds. (minor)
    • This cannot be done until replaying the game because Ghost Rider is still locked at this point.
  • Hank Pym - Invisible Woman: Hank asks her if the team's ready for Mephisto's Realm, and Invisible Woman says Nightcrawler's depending on them.
  • Hank Pym - Silver Surfer: Hank asks if the team's ready for Mephisto's Realm, and Silver Surfer says the team can face any nightmare. (minor)
    • This cannot be done until replaying the game because Silver Surfer is locked on the first playthrough. (minor)
  • Hank Pym - Storm: Hank asks if the team's ready for Mephisto's Realm, and Storm says they have to be because Nightcrawler's life depends on it. (minor)
  • Hank Pym - Thing: Hank asks Ben how was Murderworld, and Thing says it was as much fun as it sounds. (minor)
  • Nick Fury - Blade: Nick asks if he's ready to travel to Mephisto's Realm. Blade isn't anxious but says Mephisto isn't a lightweight. (minor)
  • Nick Fury - Human Torch: Nick says Mephisto's Realm isn't going to be easy, but Human Torch says he'll feel right at home with all the lava and fire. (minor)
  • Nick Fury - Ms. Marvel: Nick greets Carol and asks if the team is ready for Mephisto's Realm. Ms. Marvel greets the Colonel and says it won't be easy but they're ready. (minor)
  • Nick Fury - Spider-Man: Nick supposes it's good to see him. Spider-Man says they don't spend enough time together and asks when Nick's going to visit for a barbecue. (minor)
  • Nick Fury - Thor: Nick asks if the team's ready for the Mephisto's Realm mission. Thor greets Colonel Fury and says they'll be victorious. (minor)
  • Professor X - None.
    • Strangely, Professor X doesn't have any unique dialogue for Colossus, Cyclops, Deadpool, Iceman, Magneto, Nightcrawler, Sabretooth, Storm, or Wolverine.
  • Wong - None.
  • Vision - Deadpool: Vision asks how Murderworld was, and Deadpool's upset he didn't get a T-shirt. (minor)
  • Vision - Elektra: Vision says the team did well despite being sent to Murderworld. Elektra thanks him and is glad they saved Jean Grey. (minor)
  • Vision - Iceman: Vision wishes him good luck on the Mephisto's Realm mission. Iceman thanks him and says he has a bad feeling about it. (minor)
  • Vision - Spider-Woman: Vision asks about the Murderworld mission. Spider-Woman says it's an interesting place but she wouldn't want to die there. (minor)

Sanctuary 2:

  • All playable heroes have new dialogue options, and seem to give the same dialogue regardless of who is in your party.
  • Clea - None.
  • Weasel - None.

Mephisto's Realm

Mephisto's Realm:

  • Professor X (upon arrival) - Magneto: Magneto wonders if his powers may be affected in another dimension, and is worried Professor X is trying to maroon and neutralize him. Professor X reminds him that they need to save Nightcrawler. Magneto loves mutants, feels Nightcrawler is more valuable alive than dead, and hates watching a mutant being taken advantage of by humans. Professor X says to hurry because his psychic power can't protect Nightcrawler for long, and Magneto promises to return soon with the precious student.
    • Achievement: Triggering this conversation unlocks the achievement "Fleeting Allies".
  • Professor X (upon arrival) - Iceman (without Magneto): Iceman says he doesn't want to be here and is already started puddling, and Professor X tells him to remain calm because the heat of Mephisto's Realm isn't a threat for him. Iceman is unsure if he can handle the fire and brimstone, and Professor X reminds him that he needs to save Nightcrawler. Iceman agrees and says he'll keep it in control. Professor X says to hurry because his psychic power can't protect Nightcrawler for long. Iceman says the faster they finish, the better, and Professor X wishes him good luck.
  • Professor X (upon arrival) - Any other characters: Professor X tells the team they're in Mephisto's Realm, but to hurry because his powers can't protect Nightcrawler for long. The hero says to hold on and they'll move quickly.
    • Strangely, Professor X doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Nightcrawler, Sabretooth, Storm, or Wolverine.
  • Professor X (second time): There is no unique conversation.
  • Jean Grey: There is no unique conversation.
    • Strangely, Jean Grey doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Nightcrawler, Sabretooth, Storm, or Wolverine.

Inferno:

  • Professor X (third time): There is no unique conversation.
  • Ghost Rider (before rescue): There is no unique conversation.
    • Strangely, if hero Ghost Rider is in the party, he won't notice his duplicate. This includes all Ghost-Rider interactions.
  • Mephisto (over radio) - Thor: Mephisto says he's been waiting for some time for Thor and the heroes. Thor asks why he's waiting and why Ghost Rider's trapped. Mephisto warns Thor that he's not a god here because Mephisto is the ultimate power. Mephisto is also touched that Thor's concerned about Ghost Rider and suggest they trade places. Thor is concerned Mephisto will ensnare the whole team since he's not known for keeping his bargains. Mephisto says he follows bargains to the letter, it's just that other people misunderstand the bargain. Thor says Loki and Mephisto have deception in their blood.
  • Mephisto (over radio): For Nightcrawler, see "Unused Conversations".
  • Mephisto (over radio) - Any other characters: Mephisto says Blackheart was right and heroes are in his realm. The hero says to let Ghost Rider go, and Mephisto says he'll free Ghost Rider if someone touches the Book of Despair and takes his place.
  • Mephisto (over radio) - Dr. Strange (after the conversation with Mephisto): Dr. Strange volunteers himself to take Ghost Rider's place, because he can survive without getting hurt. Dr Strange also says Ghost Rider will be useful fighting Mephisto.
  • Ghost Rider (after rescue) - Black Panther: Ghost Rider realizes he's trapped in Mephisto's Realm, and Black Panther explains they traded a hero to free him. Ghost Rider realizes they must fight Mephisto to free the trapped hero, and Black Panther explains they also need to free the two X-Men that Blackheart has prisoner. Ghost Rider sarcastly says the day is getting better and better. Black Panther says not to be disheartened because now they have a chance to survive with Ghost Rider on the team. Ghost Rider says he doesn't feel cheered up. Black Panther says they must go to save lives and beat enemies.
  • Ghost Rider (after rescue) - Any other characters: Ghost Rider asks where he is and what the heroes are doing there. The hero explains Ghost Rider was a prisoner in Mephisto's Realm and was freed by letting a hero take his place. Ghost Rider realizes they must fight Mephisto to free the trapped hero, that he was safer as a prisoner, but they shouldn't keep Mephisto waiting.
    • Even stranger, you can make hero Ghost Rider trade places with NPC Ghost Rider, meaning nobody stays behind. (This cannot be done until replaying the game because Ghost Rider is still locked at this point.)

Sepulcher:

  • Blackheart (battle): There is no unique conversation.
  • Release Nightcrawler - Any characters: Rescuing Nightcrawler has a unique conversation of him saying they should've saved Jean Grey.
    • Strangely, NPC Nightcrawler will be more upset by Jean's death than heroes Cyclops and Wolverine.
    • Strangely, if hero Nightcrawler is in the party, NPC Nightcrawler will not notice his duplicate.
    • Strangely, NPC Nightcrawler doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Magneto, hero Nightcrawler, Sabretooth, Storm, or Wolverine.
or
  • Release Jean Grey - Any characters: Rescuing Jean Grey has a unique conversation of her saying they should've saved Nightcrawler.
    • Strangely, if hero Nightcrawler is in the party, Jean Grey will still be upset they killed NPC Nightcrawler.
    • Strangely, Jean Grey doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Magneto, hero Nightcrawler, Sabretooth, Storm, or Wolverine.
  • Mephisto (over radio): There is no unique conversation.

Stygian Abyss:

  • Mephisto (upon arrival): There is no unique conversation?
  • Mephisto (upon arrival): For Nightcrawler, see "Unused Conversations".
  • Mephisto (released Nightcrawler): Mephisto says he admires their tenacity and will bring back Jean Grey, but the hero says Jean Grey died after falling into the Infinity Vortex. Mephisto says there's an echo of the X-Man's astral energy that resonates in the dimension, which is enough to reconstruct their friend. But for this favour they must prove themselves worthy by solving Mephisto's puzzle.
or
  • Mephisto (released Jean Grey): Mephisto says he admires their tenancity and will bring back Nightcrawler, but the hero says Nightcrawler died after falling into the Infinity Vortex. Mephisto says there's an echo of the X-Man's astral energy that resonates in the dimension, which is enough to reconstruct their friend. But for this favour they must prove themselves worthy by solving Mephisto's puzzle.
  • Jean Grey (during battle) - Any characters: Jean is surprised to be alive. The hero is happy, until Mephisto explains that he can control her echo, and Jean Grey calls him Lord Mephisto. Mephisto orders her to destroy the heroes so he can take their energy, and Jean Grey says she'll do it with pleasure.
or
  • Nightcrawler (during battle) - Any characters: Nightcrawler is surprised to be alive. The hero is happy, until Mephisto explains that he can control his echo, and Nightcrawler calls him Lord Mephisto. Mephisto orders him to destroy the heroes so he can take their energy, and Nightcrawler says he'll do it.
  • Jean Grey and Mephisto (after battle) - Any characters: The hero asks if they hurt her, but Jean says they cleared her mind and apologizes for attacking. The hero says it's okay and they should leave, but Jean says Mephisto's right and she's just an echo, so she can't leave the dimension. The hero says they'll beat Mephisto and then Professor Xavier will figure something out. Jean says they can't defeat Mephisto, but if she sacrifices her energy she can. The hero says they can save her, but Jean says it's hopeless and she'd rather die than spend an eternity in hell. Jean says to take care, tell Scott she loves him and say goodbye to Logan. Jean tells Mephisto she's done playing games and to face the power of the Phoenix. Mephisto says to stay away but it's too late.
    • Strangely, Jean Grey doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Nightcrawler, Sabretooth, Storm, or Wolverine.
or
  • Nightcrawler and Mephisto (after battle) - Any characters: The hero asks if they hurt him, but Nightcrawler says they cleared his mind and apologizes for attacking. The hero says it's okay and they should leave, but Nightcrawler says Mephisto told the truth and he's just an echo, so he can't leave the realm. The hero says they'll beat Mephisto and then Professor Xavier will figure something out. Nightcrawler says they can't defeat Mephisto, but if he sacrifices his energy he can. The hero says they can save him, but Nightcrawler says it's hopeless and he'd rather die honourably than spend an eternity damned in hell. Nightcrawler says to take care, calls them his friends, and hopes God watches over them. Nightcrawler tells Mephisto to prepare himself and to face the might of the amazing Nightcrawler. Mephisto says to stay away but it's too late.
  • Professor X (release Nightcrawler) - Any characters: The hero says Jean Grey didn't need to sacrifice herself, but Professor X explains she couldn't leave the realm and was the only one who could defeat Mephisto. The hero apologizes. Professor X says she gave her life to aid in the mission to stop the MoE, and not to let Jean Grey die in vain.
or
  • Professor X (release Jean Grey) - Any characters: The hero says Nightcrawler didn't need to sacrifice himself, but Professor X explains he couldn't leave the realm and was the only one who could defeat Mephisto. The hero apologizes. Professor X says he gave his life to aid in the mission to stop the MoE, and not to let Kurt Wagner die in vain.
  • Nick Fury (over the radio) - Any characters: There is no unique conversation.

Sanctum Sanctorum 3 (after Mephisto's Realm)

Inner Sanctum 3:

  • Ancient One, Black Widow, Hank Pym, Professor X, Wong and Vision will repeat the same dialogue as Inner Sanctum 2, including the required-character dialogues.
  • If you released Nightcrawler, he does not appear in this world hub, but if you released Jean Grey you can interact with NPC Jean Grey. She gives the same dialogue regardless of who is in your party.
  • Jean Grey - Any characters: Jean Grey will thank the team for saving her in Murderworld, and apologizes for attacking the team. The hero will say she wasn't in her right mind.
  • Nick Fury (released Nightcrawler) - Any character: The first time Nick Fury will will say the loss of Jean Grey is a tragedy because she was a champion in the struggle to promote mutants and humans: a champion for peace. Nick wishes they had more time to mourn her death, but they need to get to Asgard quickly. Afterwards he repeats the same dialogue as last time.
or
  • Nick Fury (released Jean Grey): The first time Nick Fury will will say the loss of Nightcrawler is a tragedy because he was a champion in the struggle to promote mutants and humans: a champion for peace. Nick wishes they had more time to mourn his death, but they need to get to Asgard quickly. Afterwards he repeats the same dialogue as last time.

Sanctuary 3:

  • All characters repeat the same dialogue as Sanctuary 2.
  • You can also interact with playable heroes Ghost Rider (after he's unlocked). He gives the same dialogue regardless of who is in your party.


Act 3

Valhalla 1 (before Bifrost Bridge and Asgard)

Courtyard of the Gods 1:

  • Depending on who was released in Mephisto's Realm, Black Widow and Vision will talk about the repercussions.
  • Black Widow (released Nightcrawler) - Any character: Black Widow is sorry about Jean Grey's death and says the hero did everything they could. The hero says if they had she'd still be alive. (minor)
  • Black Widow (released Nightcrawler) - Any character: The hero can ask how the X-Men are handling the death. Black Widow relays that Cyclops has gone missing, Nightcrawler blames himself for Jean's death and feels he should've died. (minor)

or

  • Black Widow (released Jean Grey) - Any character: Black Widow is sorry about Nightcrawler's death and says the hero did everything they could. The hero says if they had he'd still be alive. (minor)
  • Black Widow (released Jean Grey) - Any character: The hero can ask how the X-Men are handling the death. Black Widow relays that Jean Grey blames herself for Nightcrawler's death and feels she should've died. (minor)
  • Hank Pym - Daredevil: Hank greets him and says Valhalla sure is something, and Daredevil agrees. (minor)
  • Hank Pym - Deadpool: Hank says hi. Deadpool asks if he can control aunts and what's the point in an army of little old blue-haired ladies. (minor)
  • Hank Pym - Elektra: Hank welcomes her to Valhalla and says it's quite a sight. Elektra says hello. (minor)
  • Hank Pym - Iceman: Hank asks how it's going, and Iceman says he's chillin' like a villain. (minor)
  • Hank Pym - Spider-Woman: Hank greets her and says Valhalla sure is something, and Spider-Woman says it's a very beautiful world. (minor)
  • Hermod - Thor: Hermod is glad to see Thor back amongst the gods. Thor greets him and is glad he didn't fall during the attack on Asgard. Hermod explains that the Wrecking Crew have taken over the Bifrost bridge and closed the gates to Midgard, cutting off reinforcements. Thor says not to worry because they'll reopen the gates.
    • Thor does not need to be selected to trigger the unique dialogue.
  • Hermod - Any other characters: Hermod greets the hero and explains the Bifrost Bridge is under attack by the Wrecking Crew, and the hero asks how they can help. Hermod asks the hero to cross the bridge and reopen the gate to Midgard to allow for reinforcements.
    • Strangely, if Thor talks to Hermod twice he gets this dialogue the second time.
  • Nick Fury - Any character: Nick will welcome them to Valhalla and is glad to see them. (minor)
  • Nick Fury - Dr. Strange: Nick welcomes him to Valhalla, and Dr. Strange says it's an intriguing place. (minor)
  • Nick Fury - Ghost Rider: Nick welcomes him to Valhalla and says it's a very interesting place. Ghost Rider says he's been to a lot of places but Valhalla's one of his favourites. (minor)
  • Nick Fury - Invisible Woman: Nick calls her Sue and welcomes her to Valhalla. Invisible Woman says Thor has an interesting homeland. (minor)
  • Nick Fury - Storm: Nick welcomes her to Valhalla, and she says it's a sight to behold. (minor)
  • Nick Fury - Thing: Nick calls him Ben and says it's good to see him, and Thing asks if this place ain't somethin'. (minor)
  • Sif - Thor: Thor greets her and asks if she's unhurt, and Sif says she's suffered a few bruises from battle. Sif asks if he knows about Asgard's fall, and Thor is sad about it. Thor is not surprised that Loki was the cause, and Sif says Loki has always desired the throne. Thor assures her Asgard will be freed by the heroes from Earth, and she hopes they're strong enough because Asgard needs much help.
    • Strangely, Thor can ask Sif if she knows Thor.
  • Sif - Any other characters: Sif greets them, explains that Valhalla is a sacred place for the Asgard dead, and they are only allowed to make camp here because of the war. The hero asks how the battle's going, and Sif explains the city's overrun, warriors are imprisoned, and Odin is fighting the Frost Giants by himself. The hero asks what they can do, and Sif suggests going to Asgard to free Balder, so he can rally the other gods and win back the city.
    • Strangely, if Thor talks to Sif twice he gets this dialogue the second time.
  • Viking Warrior: None.
    • Strangely, there is no special dialogue if Thor talks to a Viking Warrior. This includes all Viking Warrior interactions.
  • Vision - Black Panther: Vision welcomes him to Valhalla, and Black Panther thanks him. (minor)
  • Vision - Captain America: Vision welcomes him to Valhalla, and Captain America says it's good to see him. (minor)

Vision - Deadpool: Nope,

  • Vision - Iron Man: Vision welcomes him, and Iron Man says hello. (minor)
    • Strangely, Vision's audio dialogue includes "Welcome to Valhalla, land of the Asgard dead" but hiss subtitles do not.
  • Vision - Mr. Fantastic: Vision welcomes him to Valhalla, and Mr. Fantastic says it's a unique dimension. (minor)
  • Vision (released Nightcrawler) - Wolverine: Vision greets him and says it's regretable Jean Grey was lost. Wolverine says Jeannie was more than a friend, now she's gone and he isn't sure he can deal with it.
    • Strangely, if Wolverine is in the party this option will always be shown, even if he's not selected.

or

  • Vision (released Jean Grey) - Wolverine: Visions greets him and says it's regretable Jean Grey was lost. Wolverine says when you start feeling invincible life will grab you by the head and shove reality in your face.
    • Strangely, if Wolverine is in the party this option will always be shown, even if he's not selected.

Bifrost Bridge

Bifrost Bridge:

  • Nick Fury: There is no unique conversation.
  • Valkyrie (ask for help): There is no unique conversation, even if Thor is in the party.
  • Valkyrie (finding sword): There is no unique conversation, even if Thor is in the party.

Midgard Gate:

  • The Wrecking Crew (battle) - Elektra: Thunderball points out her presence. Wrecker calls her a little ninja girl and asks if she's lost, and Elektra says he'll have to try a lot harder to intimidate her. Bulldozer asks Wrecker if he's going to let her get away with being rude. Wrecker calls her sweetheart and explains the Wrecking Crew has the power of the gods. Elektra says they have a powerful stench and tells him to open up the Bifrost gate before she makes them open it. Wrecker says there's nothing she can do and should leave because they are out of her league. Elektra says she was hoping he's say something stupid so she could beat him up.
  • The Wrecking Crew (battle) - Luke Cage (without Elektra): Thunderball tells him to turn around because he's not getting any closer to the gate. Luke Cage introduces himself and says they'll remember him after he kicks their tails all over Bifrost, and Bulldozer says somebody new wants to play rough. Wrecker says Luke talks a mean fight but asks if he knows who they are. Luke says they're big, strong, and not bright. Wrecker says Luke isn't too bright because he doesn't know that the Wrecking Crew have the power of the gods, and Luke says it'll be fun to beat the daylights out of a god. Bulldozer asks if Wrecker will let him talk this way, and Wrecker tells them to look sharp because they're going to teach Luke a lesson. Luke says school's in, he's the teacher, and he's going to teach them a painful lesson.
  • The Wrecking Crew (battle) - Any other characters (without Elektra and Luke Cage): Thunderball points out the hero's presence. Wrecker says they've got a challenge, but Piledriver says it won't be any fun because he wants to fight more gods, and Bulldozer says the heroes will be too easy. Wrecker says it's because they took out the big guns, now there's only small fries left to face. The hero says Wrecker may be powerful but he's still a loser. Wrecker is angry and tells the Wrecking Crew to make it hurt badly.
    • Strangely, there is no unique conversation for Thor.
    • Strangely, Mr. Fantastic shares his Simulator battle with Bulldozer but is not given any special conversation.
    • Strangely, Spider-Woman shares her Simulator battle with Wrecker but is not given any special conversation.
  • Nick Fury: There is no unique conversation.

Valhalla 2 (after completing Bifrost Bridge, or after completing Asgard)

Courtyard of the Gods 2:

  • Black Widow, Hank Pym, Hermod, Nick Fury, Sif, and Vision will repeat the same dialogue as Courtyard of the Gods 1, including the required-character dialogues.
  • Viking Warrior: A Viking Warrior says the heroes have done well and allows them to visit the Hall of the Honored Fallen.

Hall of the Honored Fallen 1:

  • The Hall of the Honored Fallen is accessible after completing Bifrost Bridge or completing Asgard. This allows you to interact with NPCs Valkyrie and Weasel.
  • You can also interact with playable heroes Deadpool, Invisible Woman, Storm, Thing, Thor, and Wolverine if they're not in your party. All playable heroes seem to give the same dialogue regardless of who is in your party.
  • Invisible Woman - Mr. Fantastic: Strangely, Mr. Fantastic can ask her if they are married.
  • Storm - Black Panther: Strangely, she doesn't have any unique dialogue with her husband.
  • Thing - Mr. Fantastic: Strangely, Mr. Fantastic can ask him how they met.
  • Valkyrie - Deadpool: Valkyrie calls Weasel a pasty-faced human and asks why he's staring at her. Deadpool says it's Weasel's way of saying hello, and the reason he hasn't had a date since his cousin took him to the highschool prom. Valkyrie realizes she's talking to Deadpool, who was a former consort of lady Death. Deadpool says Death was a fine girl but it didn't work out because she's too clingy. Valkyrie says if Death found him attractive he might be worth her attention. Deadpool is taken aback because he avoids dating someone that can strike him dead. Valkyrie says he has a sense of humour, which she likes in a man. Valkyrie then repeats her standard dialogue response.

...Thor? Weasel - Deadpool?: Nope

  • Wolverine (released Nightcrawler) - Any character: The hero can ask him if he and Jean Grey were close. Wolverine explains they had a powerful something going on, and the hero asks if they might have gotten romantic. Wolverine is uncertain, but thinks Cyclops was in the way and says it's too late to find out now.

or

  • Wolverine (released Jean Grey) - Any character: Wolverine calls Nightcrawler an elf and says they had some good times together. (Hero dialogue.) Wolverine calls him a pious little devil with a wild streak in him, and says it won't be the same without him around.

Asgard

Asgard 1 (before freeing Tyr and Heimdall)

  • Sif (over radio): No unique conversation, even if Thor is in the party.
  • Loki Troll: No unique conversation, even if Thor is in the party.
  • Odin (over radio): No unique conversation, even if Thor is in the party.
  • Balder in chains (first encounter): No unique conversation, even if Thor is in the party.
  • Balder in chains (release one chain): No unique conversation, even if Thor is in the party.

Odin's Courtyard (West Wing):

  • Super Soldier: No unique conversation.

The Great Forge

  • Scorpion and Lizard (battle) - Spider-Man: Spider-Man tells Tyr (who is chained to the ceiling) that is a bad way to straighten his spine. Scorpion says it's their lucky day because they get to play with the Spider. Spider-Man calls them two of his favourite psychos and asks how they're doing. Lizard calls him a comedian and Web-head, and Spider-Man says he brought Lizard a new lily pad to sit on. Scorpion points out he's a lizard, not a frog, so Spider-Man offers Scorpion the lily pad instead. Lizard calls him the Web-Slinger and says he loves pulling legs off of spiders, and Scorpion prefers to stomp on one and watch it twitch. Spider-Man asks if they're making veiled threats and feels out of the loop. Lizard says they should shut Spider-Man up.
  • Scorpion and Lizard (battle) - Any other characters: The hero says they have to save Tyr. Scorpion says they won't and calls them punks, and Lizard says they need saving. Scorpion offers a molten hot steam bath like the torture Tyr is getting. The heroes say they beat Scorpion before and will do it again, but Lizard says the villains are ready this time.
  • After defeating Scorpion and Lizard - No: The hero decides to cool the molten metal before lowering Tyr.
  • After defeating Scorpion and Lizard - Yes: The hero lowers Tyr into the molten metal where he dies. The hero is upset and asks what have they done, and the mission ends in failure.
  • Odin (forging Asgard armor): No unique conversation, even if Thor is in the party.
  • Tyr (after rescue): No unique conversation, even if Thor is in the party.

Odin's Courtyard (East Wing):

  • Clay Guardian: No unique conversation.
  • Super Soldier: No unique conversation.

Grand Hall:

  • Shocker and Rhino (battle): There is no unique conversation, even if Spider-Man or Venom are in the party.
    • Strangely, Thing shares his Simulator battle with Rhino but is not given any special conversation.
  • Heimdall (after rescue) - Will find horn: Heimdall thanks them for looking for his horn.
  • Heimdall (after rescue) - Will not find horn: Heimdall understands they need to free Balder, so he creates a portal as thanks for unfreezing him.
    • Strangely, there is no special conversation if Thor talks to Heimdall.

Asgard 2 (after freeing Tyr and Heimdall)

  • Enchantress and Executioner (battle) - Thor: Enchantress says Thor looks good enough to eat. Thor has had enough of her feminine wiles and demands she release Balder or suffer his wrath. Executioner says nobody talks that way to Enchantress, and tells Thor to be silent or he'll silence him. Enchantress says he sounds jealous, and Executioner says it's just concern. Enchantress says she keeps company with whomever she wants, and Executioner apologizes. Thor demands to know why Dr. Doom is attacking Asgard, and Enchantress hints that somebody on the team knows, or suspects. Thor says it's impossible and asks how the heroes could possibly know his plan. Enchantress says it's an interesting story, but Executioner interupts to say they're wasting time and wants to destroy Thor. Enchantress calls him her pet and says they'll both destroy him.
  • Enchantress and Executioner (battle) - Spider-Woman (without Thor): Enchantress says it's an unpleasant surprise and asks if she's put on weight. Spider-Woman says she's as fit as ever, admires Enchantress' hair, and says the colour almost looks natural. Enchantress gives a phony laugh, then tells Executioner to kill her, but he suggests questioning Spider-Woman to figure out the heroes' plan. Enchantres tells him it's an order to kill Spider-Woman, and Executioner points out she hasn't done anything wrong. Spider-Woman says two can play the seduction game, and Executioner says he's very confused. Spider-Woman asks him to reveal why Dr. Doom attacked Asgard, and Enchantress hints that somebody on the team knows, or suspects. Spider-Woman says it's impossible and asks how the heroes could possibly know his plan. Enchantress won't tell her anything else, and tells Executioner to focus for battle.

Cappie? Nope.

  • Enchantress and Executioner (battle) - Any other characters (without Thor and Spider-Woman): Enchantress says the heroes have freed Tyr and Heimdall but she'll die before she lets Balder go. Executioner says he's more than happy to carry out the death sentence, and Enchantress asks where she'd be without him. The hero asks what Dr. Doom is doing in Asgard, and Enchantress hints that somebody on the team knows, or suspects. The hero asks how someone on the team knows Dr. Doom's plan. Enchantress says he knows it well, but it's too late because the wheels are in motion and cannot be stopped. Executioner says he's tired of the heroes' babbling and asks to destroy them. Enchantress calls him her pet and says they'll both destroy him.
  • Balder (after rescue): No unique conversation, even if Thor is in the party.

*Note, can get 2 Asgard Armor.

Valhalla 3 (after Bifrost Bridge and Asgard, before Niffelheim)

Courtyard of the Gods 3:

  • All static NPCs (except Hermod and Viking Warrior) have new dialogue options with any character. They also have the required-character dialogues listed below.
  • Black Widow - Any character: Black Widow warns them to be careful because Niffleheim has great magic and strange creatures. (minor)
  • Black Widow - Human Torch: Black Widow greets him and says it's good to see him, and Human Torch is happy she called him Johnny. (minor)
  • Black Widow - Ms. Marvel: Black Widow calls her Carol and wishes her good luck in Niffleheim. Ms. Marvel thanks her and says it won't be easy with Loki involved. (minor)
  • Black Widow - Spider-Man: Black Widow asks how he likes Valhalla, and Spider-Man says he hasn't seen this many big sweaty guys since his last tractor pull. (minor)
  • Black Widow - Thor: Black Widow welcomes him back, and Thor greets her. (minor)
  • Hank Pym - Daredevil: Hank greets Daredevil and asks if he's ready for Niffleheim. Daredevil says hello. (minor)
  • Hank Pym - Deadpool: Hank asks what's new. Deadpool says the voices in his head have gotten quiet and asks if it's a good thing. (minor)
  • Hank Pym - Elektra: Hank greets her and asks if she's ready for the Niffleheim mission, and Elektra says she's more than ready. (minor)
  • Hank Pym - Iceman: Hank asks what's happening, and Iceman says Spider-Woman is the most happening thing around. (minor)
  • Hank Pym - Spider-Woman: Hank greets her and asks if she's ready for the Niffleheim mission. For some reason, Spider-Woman thanks him. (minor)
  • Hermod: Strangely, Hermod repeats the same dialogue as last time about the attack on the Bifrost Bridge, even though the situation has been resolved.
  • Nick Fury - Any character: Nick will say it's good to see them. (minor)
  • Nick Fury - Dr. Strange: Nick asks if he's ready for the Niffleheim mission. Dr. Strange says he isn't keen to battle Loki but feels prepared. (minor)
  • Nick Fury - Ghost Rider: Nick asks if the team is prepared for the Niffleheim mission, and Ghost Rider says they'll soon find out. (minor)
  • Nick Fury - Invisible Woman: Nick calls her Sue and hopes her team is ready for Niffleheim where they might battle Loki, and Invisible Woman says they're as ready as they'll ever be. (minor)
  • Nick Fury - Storm: Nick greets her and asks if the team is prepared for the Niffleheim mission, and Storm says they're ready. (minor)
  • Nick Fury - Thing: Nick greets him and says it's good to see him, and The Thing says howdy. (minor)
  • Sif: No unique dialogue, even if Thor is in the party.
  • Vision - Black Panther: Vision asks if he's prepared for the Niffleheim mission, and Black Panther hopes so because they cannot fail Odin. (minor)
  • Vision - Captain America: Vision greets him and asks if he's ready to travel to Niffleheim, and Captain America says they'll leave soon. (minor)

Vision - Deadpool: Nope,

  • Vision - Iron Man: Vision greets him, and Iron-Man says it's good to see him. (minor)
  • Vision - Luke Cage: Vision welcomes him and asks if he's prepared for the Niffleheim mission, and Luke says he's ready to help out Odin. (minor)
  • Vision - Mr. Fantastic: Vision asks if he's prepared to venture into Niffleheim. Mr. Fantastic believes so and hopes they aren't too late to help Odin. (minor)
  • Vision - Wolverine: Vision greets him and asks if he's prepared for the Niffleheim mission, and Wolverine says yes. (minor)

Hall of the Honored Fallen 2:

  • All playable heroes have new dialogue options, and seem to give the same dialogue regardless of who is in your party. (The one exception is the Thing - Human Torch dialogue.)
  • Strangely, hero characters will speak about the major plot reveal before the cutscene plays out.
  • Once the cuscene has been unlocked, it will play again every time you re-enter and try to leave this area.
  • Invisible Woman - Mr. Fantastic: Strangely, Mr. Fantastic can ask her if she has a son named Franklin.
  • Thing - Human Torch: Thing complains about Nick Fury keeping Black Widow's operation a secret and allowing the heroes to believe she was a traitor, but Human Torch says he never thought she was a traitor. Thing says Human Torch believed all the evidence but was letting Black Widow's pretty face cloud his judgement. Human Torch agrees that she's hot but he looked past that to realize her innocence. Thing mocks this, saying Human Torch's feeling had nothing to do with Black Widow's innocence. Human Torch is indignant and says he sees women as more that physical objects. Thing challenges Human Torch to say Black Widow's real name. Human Torch thinks it's Nadia, or Nancy, or something.
    • Strangely, the next time Human Torch can ask Thing about their rivalry.
  • Valkyrie: No unique dialogue, even if Thor is in the party.
  • Weasel: No unique dialogue, even if Deadpool is in the party.

Niffleheim

Shore of Corpses:

  • Volla (upon arrival): She has a special conversation with Ms.Marvel
  • Ulik & Kurse (before battle): No unique dialogue, even if Thor is in the party.
  • Ulik & Kurse (after battle): No unique dialogue, even if Thor is in the party.
  • Volla (opening chest) - Blade: He opens the chest to find Volla's stolen ring inside. Volla thanks him and says she knew he was an honest man. Blade says it was no trouble and asks how she knew his name. Volla knows many things, and tells him to keep the ring to show him The Light. When prompted Volla says he'll know The Light when he sees it, but that success will be as short-lived as the heroes. Blade asks what she means, and Volla says the group are destined to die after achieving victory. Blade says it's impossible because nobody is strong enough to take everyone out, but Volla says she has forseen they are destined to be destroyed.
  • Volla (opening chest) - Any other characters: The hero finds the stolen ring inside the chest. Volla claims the ring and says there was an honest air about the hero. The hero tries to return the ring but Volla says to keep it, so that they can see The Light. When prompted Volla says they'll recognize The Light, but that success will be as short-lived as the heroes. The hero asks what she means, and Volla says the heroes are destined to die at the moment of victory. The hero asks if it can be avoided, and Volla says it can't because she has forseen they are destined to be destroyed.

Battleground:

  • Catapult (attack): No unique conversation.
  • Catapult (destroyed): No unique conversation.
  • Finding the Twilight Sword - Dr. Strange: Dr. Strange recognizes the Twilight Sword and remembers that Doom traded the heroes to Mephisto for it, and says it's a pity that an important arcane object is broken. Dr. Strange reports to Sif they found the broken sword inside of a blast crater, and she's worried because she believes the sword must've been used on Odin. Dr. Strange says Odin must've fallen in battle, and Sif says to move quickly to find Odin as he's probably prisoner of Loki and Dr. Doom. Dr. Strange agrees but says it doesn't make any sense and asks why Loki would do it. Sif is unsure but says Odin's life is in danger. Dr. Strange agrees and says they'll go quickly.
  • Finding the Twilight Sword - Any other characters: The hero finds the Twilight Sword and remembers that Mephisto gave it to Dr. Doom as thanks for leading the heroes to Mephisto's Realm. The hero reports to Sif they found the broken sword and the destruction around it, and she's worried because she believes the sword must've been used on Odin. Sif says to move quickly to find Odin because he's probably a prisoner of Loki and Dr. Doom, and the hero asks what they'll do. Sif is unsure but says Odin's life is in danger.

Ymir's Domain:

  • Ymir (battle): For Dr. Doom, see "Glitches".
  • Ymir (battle) - Iceman (without Dr. Doom): Ymir calls him a little man of ice and says his powers are worthless against the King of the Frost Giants. Iceman calls him tiny, tells him to cool down, and tell what happened to Odin. Ymir calls Odin a petty tyrant, says he was beaten by the Twilight Sword and taken prisoner by Dr. Doom, and that he'll treasure the memory. Iceman asks where ol' metal head took Odin, and Ymir said Loki went to the top of Raven's Spire to find the invincible Destroyer Armor so he can reclaim Asgard. Iceman laughs and says they'll foil this plan. Ymir laughs, says his boasts are amusing, and calls him little one. Iceman says in a minute Ymir won't be laughing.
  • Ymir (battle) - (without Dr. Doom and Iceman): Ymir calls them pitiful creatures who should fear the King of the Frost Giants. The hero asks what happened to Odin. Ymir calls Odin a petty tyrant, who was beaten in battle and is under Dr. Doom's control. Ymir says he was defeated and taken prisoner by Dr. Doom, and he'll treasure the memory. The hero asks where they took Odin. Ymir said Loki went to the top of Raven's Spire to find the invincible Destroyer Armor so he can rule Asgard, and says it's a glorious day for the Frost Giants. The hero says the day isn't over yet, and Ymir says it is for the little ones.

Spire's Ascent:

  • Baron Mordo and Ultron (before battle): Baron Mordo is outraged that Loki and Dr. Doom left them behind. Ultron is not surprised because Loki and Dr. Doom have gotten what they wanted without having to share the spoils. Baron Mordo says if they can guess which spear is Odin's then they'll be able to open the barrier. Ultron suggests using mind control to make the Elf choose. Baron Mordo calls himself the Master of Magic and tells the Elf to choose a spear. The elf chooses the wrong spear, gets hit by lightning and is vaporized. Ultron is disappointed. The hero asks if they've outlived their usefulness to Loki and Dr. Doom. Baron Mordo says they shouldn't have been able to cross the bridge. Ultron says they should fight.
    • No unique conversation, even if Dr. Strange is in the party.
    • Strangely, Ghost Rider shares his Simulator battle with Baron Mordo but is not given any special conversation.
    • Strangely, Luke Cage shares his Simulator battle with Ultron but is not given any special conversation.
  • Baron Mordo and Ultron (after battle) (helped Volla): The hero realizes that one spear is glowing and remembers that Volla's Ring is supposed to show them The Light.

Raven's Spire:

  • Loki (before battle): No unique conversation, even if Thor is in the party.
  • Loki (after battle): No unique conversation, even if Thor is in the party.

Fake Hall of the Honored Fallen:

  • Fake Nick Fury: No unique conversation, even if Thor is in the party.
  • Loki (before Destroyer battle): No unique conversation, even if Thor is in the party.
  • Loki (after Destroyer battle): No unique conversation, even if Thor is in the party.
  • Dr. Doom: No unique conversation.

Valhalla 4 (after Niffelheim)

Courtyard of the Gods 4:

  • Your team is immediately teleported from Fake Hall of the Honored Fallen to Attilan. If you decide to return to this area, all characters repeat the same dialogue as last time.

Hall of the Honored Fallen 3:

  • Your team is immediately teleported from Fake Hall of the Honored Fallen to Attilan. If you decide to return to this area, all characters repeat the same dialogue as last time.

Act 4

Attilan 1 (before Shi'ar Empire)

Royal Library 1:

  • Sometimes Vision disappears or gets stuck in walls. Simply enter the hero menu, use the S.H.I.E.L.D. wheel to change team, or exit and re-enter the area to find him.
  • Black Widow - Any other characters: Black Widow welcomes them to Attilan and says they'll find it interesting. She re-iterates Uatu's thesis that Dr. Doom can be defeated with a shard of the M'Kraan Crystal, which can be found on the capital ship of the Shi'ar Empire, who should be willing to part with it.
  • Black Widow - Dr. Strange: Black Widow greets him and welcomes him to Attilan. Dr. Strange says he's pleased to be here after almost dying by Dr. Doom's hand. (minor)
  • Black Widow - Ghost Rider: Black Widow welcomes him to Attilan, and Ghost Rider is glad to be anywhere after Dr. Doom's attempt to kill them. (minor)
  • Black Widow: For Invisible Woman and Mr. Fantastic, see "Glitches".
  • Black Widow - Storm: Black Widow greets her and welcomes her to Attilan. Storm says it's good to see her. (minor)
  • Black Widow - Thing: Black Widow welcomes him to Attilan, and Thing tells her to call him Ben. (minor)
  • Hank Pym - Black Panther: Hank welcomes him to Attilan, and Black Panther thanks him. (minor)
  • Hank Pym - Captain America: Hank welcomes Cap to Attilan, and Captain America says it's good to see him. (minor)
  • Hank Pym - Iron Man: Hank greets Tony and says things got exciting back in Asgard. Iron Man says he thought their goose was cooked when Dr. Doom attacked. (minor)
  • Hank Pym - Mr. Fantastic: Hank welcomes Reed to Attilan, and Mr. Fantastic says it's always great to be back. (minor)
  • Hank Pym - Wolverine: Hank welcomes Logan and asks what he thinks of Attilan. Wolverine is glad to be anywhere after Dr. Doom tried to roast them. (minor)
  • Karnak - Any other characters: Karnak welcomes them to Attilan and inroduces himself. (minor)
  • Karnak - Human Torch: Karnak greets Johnny Storm, and Human Torch says he should try smiling so his cheeks have something to do. (minor)
  • Karnak - Invisible Woman: Karnak greets Sue Richards and says they've missed her. Invisible Woman says it's always exciting to visit Attilan. (minor)
  • Karnak - Mr. Fantastic: Karnak greets Reed Richards and says it's good to see him in Attilan again. Mr. Fantastic says it's good to see him too and it's been a while since their last visit. (minor)
  • Karnak - Thing: Karnak welcomes Ben Grimm, and Thing says he's looking happy as ever. (minor)
  • Lockjaw - Spider-Man: Spider-Man calls him a big fellah and says they must follow with a dump truck when he's out walking. Lockjaw woofs. Spider-Man calls him a friendly guy, wonders what tricks he knows, and asks him to play dead. Lockjaw pants. Spider-Man asks him to roll over, and Lockjaw pants again. Spider-Man tries to get him to shake, and Lockjaw continues to pant. Spider-Man tells him to drool and calls him a good boy.
  • Lockjaw - Thing: Lockjaw barks and slobbers. Thing calls him a big drool bucket and says he missed him. (minor)
  • Nick Fury - Any other characters: Nick will welcome them to Attilan, and he's glad everyone made it safely out of Asgard. (minor)
  • Nick Fury - Daredevil : Nick greets him, and Daredevil calls him Colonel Fury. (minor)
  • Nick Fury - Deadpool: Nick greets him. In military-style Private Deadpool reports for orders and asks which hand to salute with. (minor)
  • Nick Fury - Elektra: Nick welcomes her to Attilan and asks if all is well. Elektra says everything's fine. (minor)
  • Nick Fury - Iceman: Nick says it's good he made it to Attilan, and Iceman greets Colonel Fury. (minor)
  • Nick Fury - Spider-Woman: Nick says it's good to see her and welcomes her to Attilan. Spider-Woman thanks him and says it's good to be here. (minor)
  • Vision - Human Torch : Vision greets Johnny and welcomes him to Attilan. Human Torch says he loves this place, but it's not because Crystal's here. (minor)
  • Vision - Ms. Marvel: Vision welcomes Ms. Danvers to Attilan, and Ms. Marvel says it was kind of the Inhumans to let them set up headquarters here. (minor)
  • Vision - Spider-Man: Vision greets him and welcomes him to Attilan. Spider-Man asks where he gets all of his energy, because he keeps going and going (like the Energizer Bunny). (minor)
  • Vision - Thor: Vision welcomes him to Attilan, and Thor says it's good to see his friend. (minor)
  • Watcher - Human Torch: Uatu greets Johnny Storm. Human Torch thanks him for saving some bacon and admires Uatu's low-maintenance hairstyle. (minor)
  • Watcher - Invisible Woman: Uatu says it's a pleasure to see Susan Richards. Invisible Woman greets him and offers thanks for saving them from Dr. Doom. (minor)
  • Watcher - Mr. Fantastic: Uatu says it's good to see Reed Richards. Mr. Fantastic is pleased to see him and offers thanks for saving them from Dr. Doom. (minor)
  • Watcher - Thing: Uatu greets Ben Grimm to Attilan, and Thing says they owe him big time for pullin' their fat outta the fire. (minor)

Royal Court 1:

  • Like the Sanctuary, The Royal Court is accessible the first time you visit Attilan. This allows you to interact with NPCs Black Bolt, Crystal, Dum Dum Dugan, Gorgon, Medusa (after she's rescued), and Triton.
  • You can also interact with playable hero Mr. Fantastic if he's not in your party. This playable hero seems to give the same dialogue regardless of who is in your party. Sometimes the chat option does not appear with Mr. Fantastic; simply exit and re-enter the area to fix this.
  • Black Bolt - Any other characters (first time): Black Bolt is silent. The hero understands his concern for Medusa, but says not to worry since she's a strong woman who can take care of herself. (minor)
  • Black Bolt - Any other characters (second time): Black Bolt is silent. The hero remembers he can't talk because his voice is strong enough to level a mountain. (minor)
  • Black Bolt - Human Torch: Human Torch tells Black Bolt not to worry about Medusa, because she'll turn up and be just fine. Black Bolt is silent. (minor)
  • Black Bolt - Invisible Woman: Invisible Woman knows Black Bolt's worried about Medusa, but if there's anyone who can take care of herself it's his wife. Black Bolt is silent. (minor)
  • Black Bolt - Mr. Fantastic: Mr. Fantastic greets Black Bolt, understands his concern about Medusa, but says not to worry because she's strong and can take care of herself. Black Bolt is silent. (minor)
  • Black Bolt - Thing: Thing tells him not to fret because his wife Medusa can take care of herself. Black Bolt is silent. (minor)
  • Crystal - Human Torch (first time): Human Torch says she looks really good. Crystal says it's good to see Johnny and it's been a while. Human Torch explains the Fantastic Four were in the Negative Zone and now they're fighting the MoE. Crystal says she's not angry and realizes they both have other interests. Human Torch feels jealous and promises to take Crystal out after they save the world, and he'll pay for everything.
  • Crystal - Human Torch (second time): Crystal greets Johnny and says it's been a while. Human Torch greets Crystal, says it's been too long, and that it's good to see her. (minor)
  • Crystal - Invisible Woman: Crystal greets Sue and is glad she made it to Attilan. Invisible Woman says it's always nice to visit. (minor)
  • Crystal - Mr. Fantastic: Crystal says it's always a pleasure to see Reed in Attilan, and Mr. Fantastic says it's been too long since the Fantastic Four visited. (minor)
  • Crystal - Thing: Crystal says it's been too long since Ben Grimm came to Attilan, and Thing says she's going to make him blush. (minor)
  • Dum Dum Dugan: No unique dialogue.
  • Gorgon - Any character: Gorgon complains about Humans being in the council chambers, but allows it since the heroes are the only hope of finding Medusa. Gorgon realizes he should welcome them and explains he's the Minister of War for the Royal Family.
  • Mr. Fantastic: No unique dialogue.
    • Strangely, he doesn't have any unique dialogue for his wife.
  • Triton - Any other characters: Triton greets the humans and says it's good to see them. The hero says most Inhumans don't feel that way. Triton explains his affinity for humans and his faith the heroes will help locate Medusa.
  • Triton: For Mr. Fantastic, see "Unused Conversations".

Shi'ar Empire

Fighter Bay:

  • Corsair (upon arrival) and (leaving party): No unique conversation.
  • Strangely, there is no special conversation even if Cyclops is in the party. This includes all Corsair interactions.

Port Crew Quarters and Starboard Crew Quarters:

  • No unique conversation.

Shi'Ar Power Core/Hyperdrive:

  • Corsair (upon arrival): No unique conversation.
  • Shi'ar Soldier: No unique conversation.
  • Gladiator (battle) - Sabretooth: Gladiator says he respects the X-Men and gives them one chance to go, because he doesn't want to harm the heroes. Sabretooth is insulted that he has been confused with the fleabag, Wolverine. Gladiator explains he's bound by honour to serve the Empress of Shi'ar, even the newly appointed Deathbird, who has ordered any invaders destroyed, but Sabretooth doesn't care. Gladiator asks them to leave or he'll be forced to use violence, and Sabretooth says that's the way he likes it. Gladiator is saddened and tells them to defend themselves.
    • Achievement: Triggering this conversation unlocks the achievement "Wrong Claws".
  • Gladiator (battle) - Iceman (without Sabretooth): Gladiator says he respects the X-Men and gives Iceman one chance to go, because he doesn't want to harm the heroes. Iceman asks if he's gone mental because he should be helping Lilandra instead of threatening the heroes. Gladiator explains he's bound by honour to serve the Empress of Shi'ar, even the newly appointed Deathbird, who has ordered any invaders destroyed. Iceman points out that Deathbird is the invader, not the heroes. Gladiator says Lilandra has lost the battle for the throne and asks them to leave or he'll be forced to use violence. Iceman says he isn't scared, even though Gladiator can fly through the center of a star. Gladiator is saddened and tells them to defend themselves.
  • Gladiator (battle) - Any other characters (without Sabretooth and Iceman): Gladiator tells them to leave or he will harm them. The hero asks what's going on and why isn't he helping Lilandra. Gladiator explains he's bound by honour to serve the Empress of Shi'ar, even the newly appointed Deathbird, who has ordered any invaders destroyed. The hero asks about Lilandra, and Gladiator explains that Lilandra is not on the throne so he needs to follow Empress Deathbird, and tells them to go or he'll be forced to use violence. The hero says they're not leaving, and Gladiator says he has no choice.
    • Strangely, Gladiator doesn't have any unique conversation for Colossus, Cyclops, Deadpool, Magneto, Nightcrawler, Storm, or Wolverine.
  • Corsair (after battle): No unique conversation.

Outer Hull:

  • Corsair (upon arrival): No unique conversation.
  • Starbolt and Warstar (battle): No unique conversation.
    • Strangely, Wolverine shares his Simulator battle with Warstar but is not given any special conversation.
  • Corsair (finding force field console), (destroying forcefield), (destroying a turret), (manually align the antenna), and (destroyed all turrets): No unique conversation.

Observation Deck:

  • Hussar and Neutron (battle): No unique conversation.
    • Strangely, Storm shares her Simulator battle with Hussar but is not given any special conversation.
  • Deathbird (battle) - Black Panther: Black Panther tells her to surrender because she has no claim to the Shi'ar throne, and Deathbird points out she's of the royal bloodline. Black Panther says Deathbird's taken the throne from Lilandra by force even though she's a worthy and caring leader, and the people don't love Deathbird. Deathbird says she only wants their obedience, not love. Black Panther wants to know where her sister is. Deathbird says Lilandra is being questioned until they reach the homeworld, where she'll be placed on trial and executed for crimes against the Empire. Black Panther says it's convenient Deathbird knows the verdict before the trial. Deathbird is bored of him and plans to destroy him with the M'Kraan Crystal.
  • Deathbird (before battle) - Any other characters: Deathbird calls the heroes vile intruders and says she'll have their heads for trespassing, and the hero asks what she's done to Lilandra. Deathbird says Lilandra is being questioned until they reach the homeworld, where she'll be placed on trial and executed for crimes against the Empire. The hero says she's got it all worked out. Deathbird says she's spent months planning her rise to power and with the M'Kraan Crystal she'll destroy the heroes for defying her absolute authority.
  • Deathbird (after battle) - Iron Man: Deathbird says it's impossible she was defeated because she was powered by the M'Kraan Crystal. Iron Man says she's lost and asks where Lilandra is. Deathbird calls him an impudent worm and says he shouldn't talk to the Empress that way. Iron Man points out that the throne belongs to Lilandra but Deathbird refuses, and says she'll make sure Lilandra doesn't rule by destroying the ship. Iron Man says they should catch up with her because she might be setting off a self-destruct mechanism.
  • Deathbird (after battle) - Any other characters: Deathbird says it's impossible they defeated both her Imperial Guard and herself. The hero says they don't want trouble and ask where Lilandra is. Deathbird refuses, says she's the Empress, and tells them to kneel. The hero says the throne isn't hers, but Lilandra's. Deathbird calls them a liar and says she'll stop her sister by destroying the ship. The hero says they have to stop Deathbird because she must be setting off a self-destruct mechanism.

Science Section

  • (Find a Power Node): No unique conversation.
  • Princess Lilandra (before rescue) - Storm: Lilandra asks what she's doing here, and Storm says they've come to save her from the torture device. Lilandra says to forget about her and stop the self-destruct mechanism to save the ship. Storm says Charles would never forgive her if Lilandra dies in the torture chamber, but Lilandra begs Storm not to let the ship be destroyed.
  • Princess Lilandra (before rescue) - Any other characters: Lilandra asks what the humans are doing here, and the hero says they're here to rescue her. Lilandra says to forget about her and save the ship, but the hero says she won't last much longer in the torture chamber. Lilandra says her life isn't important, because there are thousands that need them to stop the self-destruct mechanism.
    • Note, if there is enough time the player can run back and rescue Lilandra after Deathbird's speech.
  • Princess Lilandra (after rescue): Lilandra appreciates the effort but says the heroes have doomed the entire ship. The hero says they couldn't just let her die and they can still stop Deathbird, but Lilandra doesn't think there's enough time. The hero says they'd better move.
  • Deathbird (upon arrival) - Sabretooth: Deathbird mistakes him for Wolverine, calls the heroes pitiful, and says the self-destruct is about to detonate. Sabretooth asks if she's blind or stupid, and decides both since she decided to blow herself up. Deathbird thought he'd understand her motives of vengeance and smashes a console so the self-destruct cannot be shut off. Sabretooth questions if her big plan is for everyone to die together. Deathbird mistakes him for Wolverine again, calls him a fool, and says she has an escape plan. Sabretooth says she called him the dirtiest word in the universe, says her countdown hit zero, and she's going to die. Deathbird teleports away.
  • Deathbird (upon arrival) - Wolverine (without Sabretooth): Deathbird calls the heroes pitiful and says the self-destruct is about to detonate. Wolverine asks if she got hit in the head when they fought because killing everyone on the ship won't change anything. Deathbird thought he'd understand her motives of vengeance and smashes a console so the self-destruct cannot be shut off. Wolverine asks if she's gone loco because she'll die too. Deathbird calls him a fool and says she has an escape plan, then teleports away.
  • Deathbird (upon arrival) - Any other characters (without Sabretooth and Wolverine): Deathbird says it's too late for the heroes because the self-destruct timer is activated. The hero says it's useless because Deathbird's lost the throne and killing everyone on the ship won't change things. Deathbird says they're wrong because she'll get some vengeance and smashes a console so they can't shut it off. The hero points out that she's doomed to die too. Deathbird calls them fools, and says she has an escape plan. The hero didn't see that coming. Deathbird teleports away.
  • Deathbird (after Deathbird teleports away) - Wolverine: Wolverine says they're going to have to smash all the laser emitters to shut down the self-destruct system.
  • Deathbird (after Deathbird teleports away) - Any other characters: The hero says they have to shut down the self-destruct by smashing the laser emitters.
  • Princess Lilandra (if rescued): Lilandra says they're an amazing group of humans, thanks them for saving the ship, and says the Shi'ar Empire is in their debt. The hero says it was no trouble but asks a favour, and Lilandra says they can name their reward. The hero explains that Dr. Doom might destroy Earth and the Universe so they'd like a shard of the M'Kraan Crystal to stop him. Lilandra says when they find the Crystal they can take a shard of it.

or

  • Princess Lilandra (if died): No unique conversation.
  • Uatu (finding crystal): No unique conversation.

Attilan 2 (after Shi'ar Empire, before the Skrull Planet)

Royal Library 2:

  • All NPCs have new dialogue options with any character. They also have the required-character dialogues listed below.
  • It's possible to continue the game without getting the M'Kraan crystal. After stopping the self-destruct sequence and saving the Shi'ar ship, teleport back to base and continue to the next mission. (Confirmed)
    • it's possible to reach Act 5 and complete the game without actually getting the M'Kraan crystal. (Confirmed)
  • Black Widow - Any other characters: Black Widow welcomes them back and comments on the excitement during the Shi'ar mission. The hero says it was more than excitement. Black Widow says the situation has deteoriated as Dr. Doom crushed any resistance, making the heroes the Earth's last hope. Black Widow says it's very important to find the Muonic Inducer that Galactus uses to consume planets. The hero ask where Galactus is, and Black Widow says he's preparing to consume a planet populated by Skrulls.
  • Black Widow - Dr. Strange: Black Widow welcomes him back from the Shi'ar Empire, and Dr. Strange greets her. (minor)
  • Black Widow - Ghost Rider: Black Widow welcomes him back from the Shi'ar Empire, and Ghost Rider says hello. (minor)
  • Black Widow - Invisible Woman: Black Widow welcomes her back as Mrs. Richards, and asks how things went in the Shi'ar Empire. Invisible Woman says they got the M'Kraan Crystal but it wasn't easy. (minor)
  • Black Widow - Storm: Black Widow welcomes her back and asks about the mission to the Shi'ar Empire. Storm says they had an interesting time getting a shard of the crystal. (minor)
  • Black Widow - Thing: Black Widow says it's good to see him, and Thing says it's good to see her too. (minor)
  • Hank Pym - Black Panther: Hank welcomes him back from the Shi'ar Empire, and Black Panther says hello. (minor)
  • Hank Pym - Captain America: Hank calls him Cap and asks how things are in the Shi'ar Empire, and Captain America says hello. (minor)
  • Hank Pym - Iron Man: Hank calls him Tony and says they had some fun in the Shi'ar Empire, and Iron Man says he should come on a mission with them. (minor)
  • Hank Pym - Mr. Fantastic: Hank welcomes Reed back from the Shi'ar Empire, and Mr. Fantastic says it's good to be back. (minor)
  • Hank Pym - Wolverine: Hank asks Logan what's new, and Wolverine says not much except saving the Shi'ar Empire. (minor)
  • Karnak - Human Torch: Karnak calls him Johnny Storm and says he's pleased to see him. Human Torch is taken aback and says he almost saw Karnak smile. (minor)
  • Karnak - Invisible Woman: Karnak calls her Sue Richards and understands she acquired the M'Kraan Crystal. Invisible Woman agrees, but says it wasn't easy. (minor)
  • Karnak - Mr. Fantastic: Karnak calls him Reed Richards and congratulates him on the successful mission. Mr. Fantastic thanks him and says the Shi'ar Empire was more exciting than they'd hoped for. (minor)
  • Karnak - Thing: Karnak welcomes Ben Grimm back from the successful mission. Thing says the Shi'ar are nice people, when they're not trying to kill you. (minor)
  • Lockjaw - Thing: Lockjaw barks and slobbers. Thing laughs, tells him to stop, and calls him a furry flea bag. (minor)
  • Nick Fury - Any other characters: Nick welcomes them back and says they did a good job finding the M'Kraan Crystal, and the hero thanks him. (minor)
  • Nick Fury - Daredevil : Nick greets him and says the team did a great job getting the M'Kraan Crystal, and Daredevil says hello. (minor)
  • Nick Fury - Deadpool: Nick tells Deadpool to stow anything stupid he wants to say. In military-style Deadpool says he'll stow his stupid thoughts, and asks if the vein in Nick's forehead should be throbbing. (minor)
  • Nick Fury - Elektra: Nick tells her the team did a great job getting the M'Kraan Crystal, and Elektra says hello. (minor)
  • Nick Fury - Iceman: Nick says he did a cool job locating the M'Kraan Crystal, and Iceman thanks him. (minor)
  • Nick Fury - Spider-Woman: Nick welcomes her back and congratulates her on the previous mission, and Spider-Woman thanks him. (minor)
  • Vision - Blade: Vision asks him if the team is prepared for the Galactus mission. Blade says they are, and just because he eats planets doesn't mean he can beat them. (minor)
  • Vision - Human Torch: Vision welcomes Johnny back from the Shi'ar Empire. Human Torch calls him Viz and says they should go out partying because he'd be a killer at karaoke. (minor)
  • Vision - Ms. Marvel: Vision greets Ms. Danvers and trusts everything went well in the Shi'ar Empire. Ms. Marvel says they had some scary moments but it went as well as expected. (minor)
  • Vision - Spider-Man: Vision greets him and says it's good to see him, and Spider-Man says he misses his smiling face. (minor)
  • Vision - Thor: Vision welcomes him back from the Shi'ar Empire, and Thor greets him. (minor)
  • Uatu (after teleporting back) - Any character: Uatu congratulates the team for retrieving the M'Kraan crystal under those conditions and the hero says it isn't every day they rescue an Empire to save Earth. Uatu reminds them they still must obtain the muonic inducer that Galactus uses to assimilate the energy of a planet when he devours it, and the hero asks where Galactus is. Uatu says Galactus is about to attack a planet of Skrulls, a race that have wanted to conquer Earth. Uatu says they can leave via Lockjaw or talk to Black Widow for more details.
    • Strangely, you can trigger this dialogue without getting the M'Kraan crystal. After stopping the self-destruct sequence and saving the Shi'ar ship, teleport back to base and continue to the next mission.
  • Watcher - Human Torch: Uatu calls him Johnny Storm and asks about the mission. Human Torch says nothing's easy because they just wanted a crystal and had to save an entire empire to get it. (minor)
  • Watcher - Invisible Woman: Uatu greets her as Susan Richards, and Invisible Woman says it's great to see him. (minor)
  • Watcher - Mr. Fantastic: Uatu welcomes him as Reed Richards, and Mr. Fantastic says the mission to the Shi'ar Empire was interesting. (minor)
  • Watcher - Thing: Uatu says it is good Ben Grimm has returned, and Thing agrees. (minor)

Royal Court 2:

  • Medusa will appear here after the Shi'ar mission.
  • Black Bolt, Gorgon, Medusa, Triton have new dialogue options with any character. They also have the required-character dialogues listed below.
  • Dum Dum Dugan and Mr. Fantastic repeat their dialogue from Royal Court 1 with any character.
  • Black Bolt - Any other characters (first time): The hero greets him, apologizes for Medusa's state, and says they'll restore her after dealing with Dr. Doom. Black Bolt's silent. (minor)
  • Black Bolt - Any other characters (second time): Black Bolt is silent. The hero remembers he can't talk because his voice is strong enough to level a mountain. (minor)
  • Black Bolt - Deadpool: Deadpool asks him how he is, and Black Bolt is silent. Deadpool remembers that Black Bolt's voice is so powerful he could destroy half of Attilan, and Black Bolt remains silent. Deadpool wants to test it and asks him to say "Spatula", but Black Bolt remains silent. Deadpool calls him a stick in the mud and tells him to say "Spatula", but Black Bolt remains silent. Deadpool says he's not trying and knows he wants to, but Black Bolt still remains silent. Deadpool is annoyed and says Black Bolt probably has a lousy speaking voice.
    • This dialogue repeats every time Deadpool is in the team.
  • Black Bolt - Human Torch: Human Torch tells him not to worry about Medusa because she'll be fine after they deal with Dr. Doom. (minor)
  • Black Bolt - Invisible Woman: Invisible Woman is sorry about Medusa but is sure they'll find a way to get her back to normal. (minor)
  • Black Bolt - Mr. Fantastic: Mr. Fantastic assures him The Fantastic Four will do everything they can to help Medusa. (minor)
  • Black Bolt - Thing: Thing tells him not to worry because they're going to restore Medusa even if he has to beat the answer out of Dr. Doom. (minor)
  • Crystal - Human Torch: Crystal calls him Johnny and explains that Dr. Doom has twisted Medusa's mind, and Human Torch says not to worry and promises to get her back to normal. (minor)
  • Crystal - Invisible Woman: Crystal says she's glad Sue's here, and Invisible Woman says it's good to see her too. (minor)
  • Crystal - Mr. Fantastic: Crystal says it's good to see Reed, and Mr. Fantastic says hello. (minor)
  • Crystal - Thing: Crystal says it's good to see Ben, and Thing says howdy. (minor)
  • Dum Dum Dugan: No unique dialogue.
  • Gorgon - Any character: Gorgon says they're going to leave for Earth to free Medusa from Dr. Doom's control. Gorgon's exctited for battle and a chance to stomp a pompous windbag into dust. (minor)
  • Gorgon - Blade: Gorgon says they're going to leave for Earth to track down Dr. Doom and force him to free Medusa from his control, and says it'll be fun to crush a metal-clad worm into the dirt. Blade asks if he knows what he's doing and Gorgon understands why the heroes are scared of Dr. Doom but says Inhumans are a strong people. Blade doesn't think he understands that it's suicide to take on Dr. Doom right now because he's so powerful, but Gorgon calls them petty fears and says Dr. Doom must pay for hurting Medusa. Blade agrees about settling scores but in a smart way, because Dr. Doom has the power of the strongest Asgardian, Odin, and asks if Gorgon thinks he can defeat someone like that. Gorgon says they can and will because they're Inhumans.
    • Glitch: If Blade tries to talk to Gorgon twice in a row, the camera zooms in but no dialogue options happen. The player can correct it by talking to another character.
  • Mr. Fantastic: No unique dialogue.
  • Medusa - Any other characters: Medusa calls them fools and says Dr. Doom will destroy them with a thought, because they're insects and he's infinite. (minor)
  • Medusa - Invisible Woman: Invisible Woman asks if she remembers her and says they've been friends for a long time. Medusa says if they're friends then she'll unlock her, but Invisible Woman doesn't trust her because Dr. Doom turned her evil. Medusa says Lord Doom only proved his ultimate power in the universe, and soon all will realize they should serve him. Invisible Woman apologizes and says they'll figure out how to save her. Medusa says she doesn't want to be saved and says to set her free so Dr. Doom can come and everyone will bask in his glory.
  • Triton - Any other characters: Triton asks if they've seen what's happened to Medusa, and says Dr. Doom must be stopped before he twists any more minds. (minor)

Skrull Planet

Sky Towers:

  • Nick Fury (over radio) and (magnetic field generator): No unique conversation.
  • (Destroy a magnetic field generator): No unique conversation.

Aeronautics:

  • Super Skrull, Paibook, and Skrull Empress: No unique conversation.
    • Strangely, there is no unique dialogue for Human Torch, Invisible Woman, Mr. Fantastic, or Thing.
  • Paibok - Human Torch, Invisible Woman, Mr. Fantastic, or Thing: The hero will refuse, saying the Fantastic Four have fought him too many times and they don't trust him.
  • Super Skrull - Human Torch, Invisible Woman, Mr. Fantastic, or Thing: The hero will refuse, saying the Fantastic Four have fought him too many times and they don't trust him.
  • (Opening the hangar doors): No unique conversation.
  • Skrull Empress, Paibook, and Super Skrull (battle): No unique conversation.
    • Strangely, there is no unique dialogue even if Human Torch, Invisible Woman, Mr. Fantastic, or Thing report back.
    • Glitch: it's possible to avoid the fight with Paibok and Super Skrull. After opening the hangar doors, instead of reporting to the Empress the player can simply exit to the next area. (confirmed)

Cityscape:

  • Nick Fury (Optronic Drill): No unique conversation.
  • (All drills destroyed): No unique conversation.
  • Galactus (walking around): No unique conversation.

Height of Progress:

  • Titannus: No unique conversation.
  • Nick Fury (over radio): No unique conversation.
  • Skrull Scientist: No unique conversation.

World Devourer:

  • Galactus (upon arrival): No unique conversation.
  • Silver Surfer (energy bust), (feedback loop), and (energy blast): No unique conversation.
    • Strangely, if hero Silver Surfer is in the party, NPC Silver Surfer will not notice his duplicate.
  • Silver Surfer, Nick Fury (over radio): No unique conversation.

Attilan 3 (after the Skrull Planet)

Royal Library 3:

  • All NPCs (except Uatu) repeat the same dialogue as Royal Library 2, including the required-character dialogues.
  • Watcher (after teleporting back) - Any character (first time): Uatu is impressed they survived an encounter with Galactus. Uatu says the heroes must return to Earth, because Doom is adept with his powers, shown little restraint, and will soon damage the fabric of the universe. The heroes should see Lockjaw to teleport to Earth.
  • Watcher (after teleporting back) - Any character (second time): Uatu says there is no time to talk, gather any supplies, and have Lockjaw teleport the heroes to Earth to defeat Dr. Doom. (minor)

Royal Court 3:

  • All NPCs repeat the same dialogue as Royal Court 2, including the required-character dialogues.

Act 5

Doomified Stark Towers

Doomified Tony Stark's Office 1 (before beating Doom Iron Men):

  • it's possible to reach this area without collecting the M'Kraan crystal. If you stopped the self-destruct sequence, saved the Shi'ar ship, teleported back to Attilan, and completed the Skrull Planet mission, this objective was still incomplete. Once you reach Doomified Stark Industries, the objective will auto-complete. (Confirmed)
  • Nick Fury (upon arrival): Nick explains that Dr. Doom has remade Stark Tower, New York, and every major city on Earth into his twisted vision of perfection. Nick says to get the headquarters running and to activate the power junctions.
    • Strangely, Iron Man doesn't comment on his new office building. See "Unused Conversations".

(Activating Power Junction #1 and #3): No unique dialogue.

Doomified Iron Man Lab:

  • Nick Fury, Hank Pym: No unique dialogue.
    • Strangely, Iron Man doesn't comment on his new laboratory.

Doomified Tony Stark's Office 2 (after defending the tower from Doom Iron Men):

  • The first time you speak to Hank Pym, he'll talk about the plot. The special dialogues happen the next time you speak with them.
  • Black Widow - Daredevil: Black Widows wishes him good luck on the Castle Doom mission. Daredevil thanks Natasha because they need all the luck they can get. (minor)
  • Black Widow - Deadpool: Black Widow wishes him good luck and says the mission will test his combat skills. Deadpool acts alarmed that they're going to fight Dr. Doom and says he wants his lawyer, his mommy, and his lawyer's mommy. (minor)
  • Black Widow - Elektra: Black Widow acknowledges that they've had differences over Daredevil but wishes Elektra good luck anyways. Elektra appreciates that and says it's time for both women to put Daredevil behind them. (minor)
  • Black Widow - Iceman: Black Widow wishes him good luck at Castle Doom. Iceman asks for a good luck kiss so he'll have something to fight for. Black Widow says no, but nice try. Iceman thought she'd say that.
  • Black Widow - Spider-Woman: Black Widows wishes her good luck because the Castle Doom mission won't be easy. Spider-Woman thanks Natasha because they'll need all the luck they can get. (minor)
  • Hank Pym - Thor: Hank asks if the team's ready for the final mission against Dr. Doom, and Thor says they must succeed because his father depends on them. (minor)
  • Hank Pym - Spider-Man: Hank asks if the team's ready for the final mission against Dr. Doom, and Spider-Man replies no. (minor)

Nick Fury (upon arrival): Nick says Dr. Doom knows they're here and the team's as prepared as it's going to be. Nick explains how Dr. Pym powered the Muonic Inducer with the M'Kraan Crystal, but the heroes will need to touch Dr. Doom several times to steal his power. The hero points out he has the power of a god. The heroes can consult Black Widow for mission parameters, and then Nick will fly them to Dr. Doom's castle in Latveria. Nick Fury - Black Panther: Nick asks if the team is ready for this last mission. Black Panther tells the Colonel he hopes so, because the universe is depending on them. (minor) Nick Fury - Captain America: Nick asks Cap if the team's ready for the final mission to Castle Doom. Captain America says they've been through a lot over the weekend, and they just have to pull off the impossible one more time. (minor) Nick Fury - Luke Cage: Nick wishes him good luck at Castle Doom, and Luke asks why he'd need luck since he's part of the greatest team of Super Heroes ever assembled. (minor) Nick Fury - Iron Man: Nick tells Stark they've had their disagreements but wishes him good luck at Castle Doom. Iron Man says if they stop Dr. Doom then they're going to have a talk about the S.H.I.E.L.D.'s attacks on Stark Industries since he stopped manufacturing weapons. (minor) Nick Fury - Mr. Fantastic: Nick wishes Reed good luck on the final mission to Castle Doom. Mr. Fantastic tells the Colonel that the universe is depending on them, so they'll win somehow. (minor) Nick Fury - Wolverine: Nick wishes Logan good luck at Castle Doom because it could be his most difficult mission. Wolverine isn't scared that Dr. Doom has Odin's power and says they're still going to kick his butt. (minor)

  • Vision - Dr. Strange: Vision asks if the team is ready for the final mission against Dr. Doom, and Dr. Strange says they'd better be because the entire universe depends on them. (minor)
  • Vision - Ghost Rider: Vision asks if he's prepared to face Dr. Doom, and Ghost Rider says the imperative question is whether Dr. Doom is ready to face him. (minor)
  • Vision - Invisible Woman: Vision asks Mrs. Richards if she's ready to battle Dr. Doom. Invisible Woman says she's faced him many times, but now he's on a whole new power level. (minor)
  • Vision - Silver Surfer: Vision asks if he believes the team is ready for the Castle Doom mission, and Silver Surfer hopes so because Earth and the entire universe depends on their success. (minor)
  • Vision - Storm: Vision asks what the team's chances are against Dr. Doom. Storm says he has the power of Odin and she'd be lying to say the odds are in their favour. (minor)
  • Vision - Thing: Vision asks if he's ready to battle Dr. Doom in this final mission. Thing says he is, calls Dr. Doom a blowhard, says he's never been afraid of him and never will be. (minor)

Castle Doom

Castle Doom (First Area):

  • Dr. Doom (upon arrival) - Black Panther: Dr. Doom welcomes him, is impressed to be worthy of the Wakandan King's attention, and says he looks well for being dead. Black Panther says he can never defeat them because his heart is filled with jealousy and theirs are filled with courage. Dr. Doom asks if courage can save them and points out that he controls the elements. Black Panther agrees he posseses great power but cannot control it. Dr. Doom is annoyed to be lectured and says he can destroy them with a thought. Black Panther says he would've done it already so he doesn't want to destroy them just yet. Dr. Doom wants somebody to appreciate his work and will let the heroes roam around the castle looking at his work. Black Panther asks what happens after they witness his glory, and Dr. Doom says they will be eliminated.
  • Dr. Doom (upon arrival): For Dr. Strange, see "Unused Conversations".
  • Dr. Doom (upon arrival) - Any other characters: Dr. Doom greats the heroes, says they look well for being dead, and guesses Uatu saved them. The hero asks how he knows that. Dr. Doom says he knows many things and after he's finished on Earth he'll head for the stars to teach the Watchers to respect his might. Dr. Doom points out he controls the elements and has ultimate power. The hero predicts he's going to try and kill them now. Dr. Doom questions why he'd destroy the last people who could appreciate his work and will let the heroes roam around the castle looking at his work. The hero says that's not good.
    • Strangely, if hero Dr. Doom is in the party, NPC Dr. Doom will not notice his duplicate. This includes all Dr. Doom interactions.
  • Dr. Doom (Hall of Many Doors) - Spider-Woman: Spider-Woman says her Spidey senses would be tingling because there is something wrong with the room. Dr. Doom says she's perceptive because he's created this room as a demonstration of his godlike powers, but Spider-Woman says they won't be frightened by any of his cheap magic tricks. Dr. Doom explains that he's bent time and space to trap them in the room and wonders if they're smart enough to escape.
  • Dr. Doom (Hall of Many Doors) - Any other characters: Dr. Doom thinks the heroes don't understand his magnificence and wants to demonstrate with a simple puzzle. Dr. Doom challenges them to choose the correct door to leave and says they have feeble intellect.
  • Dr. Doom (Leap of Faith): No unique conversation.

Castle Doom (Second Area): (Examine Doom Statue): No unique conversation.

Doom's Lair:

  • Dark Colossus and Dark Captain America (battle) - Cyclops: Cyclops asks what Peter is doing here and what Dr. Doom did to him. Dark Colossus explains that Dr. Doom is the ultimate power in the universe and he's privileged to be his protector. Cyclops says Peter is the best X-Men, unwavering in the face of danger, and doesn't think he could look in the mirror if he sided with a despot like Dr. Doom. Dark Colossus agreed until he lost to Dr. Doom and wants Cyclops to join him as a protector. Cyclops can't let it stand and will do what he hast to do.
  • Dark Colossus and Dark Captain America (battle) - Storm (without Cyclops): Storm says she was worried about him and glad he's alright. Dark Colossus tells her that he's dead and all the X-Men are protecting Dr. Doom, the one true ruler of the world. Storm is surprised none of the X-Men escaped and are now all Dr. Doom's soldiers. Dark Colossus says Dr. Doom is the ultimate power and points out the man next to him as proof, but Storm says he's not the real Captain America. Dark Captain America says he's an exact duplicate of the original, but also an entirely new life form. Storm believes since he's the real Colossus who is one of her dearest friends then there's some way to reach him. Dark Colossus says he's wasting her breath because the original Colossus is gone and soon a new Storm will join Dr. Doom's ranks.
  • Dark Colossus and Dark Captain America (battle) - Iron Man (without Cyclops and Storm): Iron Man recognizes Dark Colossus as the original hero that Dr. Doom has turned evil. Dark Colossus explains that Dr. Doom is the ultimate power in the universe and he's privileged to be his protector. Iron Man says it isn't a great privelege, and realizes Dark Captain America is an evil clone. Dark Captain America says he's proof that Dr. Doom has absolute power because he was recreated as an exact duplicate of the original. Iron Man says the real Cap has much more class and calls him sport. Dark Captain America understands Tony's anger but says soon he'll feel as they do and will join Dr. Doom's forces. Iron Man tells him not to use his first name, says he's not the real Captain America, and that he'd rather die than become Dr. Doom's flunky. Dark Colossus agreed until he lost to Dr. Doom and wants Cyclops to join him as a protector. Iron Man says it won't happen in a million years.
  • Dark Colossus and Dark Captain America (battle) - Captain America (without Cyclops, Storm, and Iron Man): Captain America asks who Dark Captain America is and why he's dressed the same. Dark Captain America says he's an exact duplicate to Steve Rogers, except he's loyal to Dr. Doom. Captain America asks if he has all of his memories and experiences. Dark Captain America knows everything, even the regrets about Bucky, and says he could've saved him many years ago. Captain America doesn't care what he says and asks if Dark Colossus is a copy too. Colossus explains he's the original but Dr. Doom opened his eyes with his supreme power. Captain America wonders if Dr. Doom can turn heroes why he'd make a twisted version of himself. Dark Captain America explains Dr. Doom didn't want to wait to own him and now he doesn't even need the original. Captain America is glad to know what happens if they lose. Dark Captain America says they lost when Dr. Doom stole Odin's powers and now he's just tying up loose ends.
  • Dark Colossus and Dark Captain America (battle) - Any other characters: The hero is glad to see Colossus and tells him together they might beat Dr. Doom. Dark Colossus explains he's dead and so is ridiculous notions of X-Men and mutant equality. The hero asks if Dr. Doom turned him evil. Dark Colossus explains Dr. Doom opened his eyes with his supreme power and points out the man next to him as proof. The hero is surprised to see Captain America because they left him at headquarters. Dark Captain America says he's not the patriotic poster-boy but an entirely new life form created out of nothingness. The hero asks if Dr. Doom can create copies of all heroes. Dark Captain America says he's equal to the original except his loyalties are to Dr. Doom. Dark Colossus thinks it's time they felt how strong Dr. Doom's followers are.
    • Strangely, if hero Colossus is in the party, Dark Colossus will not notice his duplicate.
    • Strangely, if hero Dr. Doom is in the party, they will ignore him.
    • Strangely, Dark Colossus doesn't have any unique dialogue for Deadpool, Iceman, Magneto, Nightcrawler, Sabretooth, or Wolverine.

Doom's Dimension:

  • Dark Cyclops and Dark Psylocke: Dark Psylocke says it took them a long time and she was wondering if they'd make it. Dark Cyclops tells her not to be hard on them because they're not Lord Doom's chosen yet. The hero realizes Dr. Doom twisted both of their minds. Dark Psylocke says they're not twisted but realized Lord Doom is the ultimate power in the galaxy and by serving him they have better abilities then before. The hero says it's a lie and Dr. Doom hasn't given them anything new. Dark Cyclops says to follow him in order to learn what Lord Doom can do. Dark Psylocke says they could follow Dark Cyclops or stay with her, but eventually they'll have to fight both of them.
  • Dark Cyclops (the Upside Down) - Cyclops: Dark Cyclops says this is unexpected. Cyclops agrees and wonders if his opponent is a droid or a clone. Dark Cylops says he's Scott Summers, who spent a lifetime of service and sacrifice for nothing, and Dr. Doom has opened his metaphorical eyes. Cyclops decides it's another freakish experiment that's gone too far. Dark Cyclops wants to clear up the problem and suggests survival of the fittest, and Cyclops agrees.
  • Dark Cyclops (the Upside Down) - Any other characters: Dark Cyclops points out they followed him and says it wasn't a wise tactical decision. The hero asks why everything's upside down. Dark Cyclops says it's proof Dr. Doom is the ultimate power, can't be beaten, and they should give up to prevent some pain. The hero says the real Cyclops would never give up while he was still breathing. Dark Cyclops says they're wasting their breath because Dr. Doom has total control over him, and soon over the heroes too.
    • Strangely, they don't have any unique dialogue for Captain America, Colossus, Deadpool, Iceman, Magneto, Nightcrawler, Sabretooth, Storm, or Wolverine.
  • Dark Psylocke (the Rightside Up): No unique conversation.
    • Strangely, they don't have any unique dialogue for Colossus, Deadpool, Iceman, Magneto, Nightcrawler, Sabretooth, Storm, or Wolverine.

Doom's Lab:

  • Nick Fury: No unique conversation.
  • Nick Fury (Find Ultimate Nullifier): No unique conversation.
  • Odin: No unique conversation.
  • (Try to destroy Odin's containment): No unique conversation.
  • Dark Spider-Man and Dark Thor - Spider-Man: Dark Thor tells them they must face the son of Odin. Spider-Man asks Evil Thor to give him the hammer to free Odin and he'd rather not fight for it. Dark Spider-Man says he thought the original version would be taller and a lot more intelligent. Spider-Man wonders why his exact double would make fun of the original and concludes that he himself (Spider-Man) isn't very bright. Dark Spider-Man says he's not an exact double but a modified version. Spider-Man says Dr. Doom ruined his sense of fashion, trashed his voice, and wonders what else is different. Dark Spider-Man says he also has the desire to kill his enemy, and Spider-Man says his people don't kill, just disable. Dark Spider-Man calls him a goody two-shoes and says he's going to kill him, and Spider-Man reminds him not to use the "kill" word.
  • Dark Spider-Man and Dark Thor - Any other character: Dark Thor tells them they must face the son of Odin, and Dark Spider-Man pretends to be the friendly neighbourhood version. The hero realizes they are Dr. Doom's evil copies of Thor and Spider-Man. Dark Spider-Man says they are the next generation because they're bigger and badder. The hero asks for Dark Thor's hammer to free Odin, but Dark Thor says nay because Dr. Doom has ordered Odin to be imprisoned. Dark Spider-Man dares the heroes to try and take Dark Thor's hammer.
    • Strangely, there is no unique conversation for Thor.
  • (Pick up hammer): No unique conversation.
    • Strangely, there is no unique conversation for Thor.
  • Odin (Being rescued), Valkyrie: No unique conversation.
    • Strangely, there is no unique conversation for Thor.

Doom's Throne:

  • Evil Fantastic Four (battle) - Hero Dr. Doom: Hero Dr. Doom says it's unusual to see himself, says he's more than an upgraded Doom Bot, and is put out by the charade. NPC Dr. Doom is insulted because he's the future-version of Dr. Doom, armed with the power to recreate the universe. Hero Dr. Doom is aware of his power and feels suited to recreate the universe, but points out Odin's power is chaotic and might tear space time apart. NPC Dr. Doom says with great power comes great risk. Hero Dr. Doom asks how to quanitfy the risk of nullifying their existence and points out that it's pointless to have a perfect universe without Victor Von Doom in it. NPC Dr. Doom asks how he can stand with his enemies and deny the greatest power in the universe. Hero Dr. Doom says he won't give up Odin's power, but order must be restored for now. NPC Dr. Doom says they've reached an impasse and must settle the issue with force.
    • Achievement: Triggering this conversation unlocks the achievement "Doppelgänger".
  • Evil Fantastic Four (battle) - Any other characters. Dr. Doom say the heroes have been lucky to survive for so long but his new creations will end them. The hero asks what he's done. Dr. Doom introduces his recreations of the Fantastic Four as his personal guards. The hero says it's twisted and he has a sick mind. Dark Fantastic Four says his lord and master is the greatest man in the world. Dark Invisible Woman says they'll kneel before him, and Dark Human Torch says they'll pledge allegiance to him. Dark Thing says they'll pound them until they do, and the hero says it's clobbering time.
    • Strangely, nothing for regular Fantastic Four.
  • Dr. Doom (battle): No unique conversation.
  • Dr. Doom (touching): No unique conversation.

After the credits

  • There are several vignettes of various heroes and villains recording audio for the game.
  • Black Widow and 'Weasel - An interaction between Black Widow and Weasel indicates that she sets him up to take the fall for stealing Nick Fury's psychological profile.

Characters with unique dialogue

As outlined above, some playable Heroes have unique conversations during battle or unique dialogue in the world hub. The 28 Heroes are:

Black Panther, Blade, Captain America, Cyclops, Daredevil, Deadpool, Doctor Doom, Dr. Strange, Elektra, Ghost Rider, Human Torch, Iceman, Invisible Woman, Iron Man, Luke Cage, Magneto, Mr. Fantastic, Ms. Marvel, Nightcrawler, Sabretooth, Silver Surfer, Spider-Man, Spider-Woman, Storm, Thing, Thor, Venom, Wolverine.

Characters without any unique dialogue

Some playable Heroes do not have any unique conversations during battle or unique dialogue in the world hub. The 5 Heroes are:

Colossus, any PSP exclusive characters (Hawkeye included), Hulk, Moon Knight, and Nick Fury (sortof).

Playable Characters that appear in a world hub

Some playable Heroes appear in a world hub if they're not in the party at the time, and can be spoken with for new conversations. The 17 Heroes are:

Black Panther, Captain America, Daredevil, Deadpool, Dr. Strange, Elektra, Ghost Rider, Iceman, Invisible Woman, Iron Man, Mister Fantastic, Spider-Man, Spider-Woman, Storm, Thing, Thor, Venom, Wolverine.

Playable Characters that don't appear in a world hub

Some playable Heroes do not appear in any world hub, so they cannot be spoken to for new conversations. The 19 Heroes are:

Blade, Black Widow, Captain Marvel, Colossus, Cyclops, Doctor Doom, Hawkeye, Hulk, Human Torch, Luke Cage, Magneto, Moon Knight, Ms. Marvel, Nick Fury (kindof), Nightcrawler, Ronin, Sabretooth, Silver Surfer, and Venom.

Unused Conversations

Some conversation options are included in the game's source files, and for various reasons are not accessible in gameplay.

For Dr. Strange:

  • Mephisto - Mephisto's Realm - Stygian Abyss: When entering this stage. Unused, mostly special dialogues found.
  • Dr. Doom: There's an error typing of Strange's heroname is "DoctorStrange" instead of his actual heroname "DrStrange" on doom1.py notepad script.
    • Dr. Doom - Castle Doom - Castle Doom: Dr. Doom welcomes Dr. Strange, says he looks well because he should be a smoldering pile of ash, and is aware that Uatu saved him on Raven's Peak, but Dr. Strange says a Watcher would never interfere with Earthly matters. Dr. Doom says not to insult his intelligence by protecting his friend and soon will head for the stars to teach Uatu a lesson. Dr. Doom shows off how he can control the elements and Dr. Strange says it's very impressive, however the power is stolen and cannot be used wisely. Dr. Doom doesn't like being lectured and says with a thought he could erase him from existence. Dr. Strange agrees but points out that if he wanted he would've done it already. Dr. Doom says he wants to keep him around so somebody can appreciate his work, and will let the heroes roam around the castle looking at his work. Dr. Strange asks what happens after they witness Dr. Doom's glory. Dr. Doom says they'll no longer be useful and will be eliminated.
  • Ghost Rider - Mephisto's Realm - Inferno: The dialogues was meant to be after saving Ghost Rider by sacrificing a hero, rather than just Doctor Strange.

For the Hulk:

  • Simulator mission: Unused on disk and never been added to DLC release along with his unused simulation.
    • Bruce Banner explains how he was preparing a Gamma Bomb test when a young man (revealed to be Rick Jones) walked into the firing range, so he ran out to save him. Unfortunately his partner Igor Starsky was a spy and fired the bomb, irradiating Bruce with Gamma radiation. Now whenever he gets mad or excited he transforms into a giant green monster called the Hulk.
  • Thing - In Act 1: As a boss character.
  • Ultimo Mark 2 - Valley of Spirits - Celestial Hall.
  • Spider-Woman - Sanctum Sanctorum.
  • Doctor Doom - Castle Doom: While trying to solve a puzzle. It has a missing conversation hud code its file.

For Iron Man:

  • Nick Fury - Murderworld - "Castle Doom": Unused on-disk.
    • Also shares special dialogue with Ms. Marvel upon entering the mission.
  • Nick Fury - Skrull Planet - Aeronautics: Unused. Missing character name on "Ironman" and "Nickfury" that features his hud on special dialogue code.
    • Only when encounter Galactus' core drill that may destroy Skrull Planet
  • Doomified Iron Man Lab - Doomified Tony Stark's Office 2: Unused sound files found. Meant to be after defending his Doomified tower.
    • Iron Man can't believe that Dr. Doom has the power to change an entire city, and says they may have bitten off more than they can chew.

For Magneto:

  • Arcade: Unused, mostly unused sound files found.
    • Arcade - Murderworld - Funhouse: After activating a disco bomb, Magneto says he has had enough of these parlour tricks because it's beneath his dignity, and he plans to crush Arcade.

For Mr. Fantastic:

  • Triton - Atitilan 1 - Royal Court 1 (before going to Shi'ar): There's an error typing of Fantastic's heroname is "reed" and "mrfan" instead of his actual heroname "MrFantastic" on talk_triton.py notepad script.
    • Triton greets him and is glad to see him, but wishes it were under better circumstances. Mr. Fantastic greets Triton, apologizes for Medusa going missing, and asks how Blackbolt is handling it. Triton says Blackbolt is not handling it well and is afraid he might search for Medusa by himself. Mr. Fantastic says it would be very bad because Blackbolt could cause a lot of destruction trying to save Medusa. Triton agrees and says Blackbolt is staying put while others look for her.

For Ms. Marvel:

  • Nick Fury - Murderworld - "Castle Doom": Unused on-disk.
    • Also shares special dialogue with Iron Man upon entering the mission.
  • Nick Fury - Doomified Iron Man Lab - Doomified Tony Stark's Office 2: Unused

For Nightcrawler:

  • Mephisto - Mephisto's Realm - Inferno: Upon breaking the chain to save Ghost Rider. Unused, mostly unused sound files found.
    • Nightcrawler asks Mephisto if he's created a clone or a doppelgänger, but points out he cannot clone a soul. (Mephisto dialogue.) Nightcrawler believes Mephisto fears his powers, so after destroying the abomination then he'll come after Mephisto as well.
  • Mephisto - Mephisto's Realm - Stygian Abyss: When entering this stage. Unused, mostly unused sound files found.
    • Nightcrawler tells Mephisto he's still alive, and is angry that his power has been misused to teleport his lackeys around.

For Spider-Man:

  • Jean Grey - Murderworld - Tent: When entering the tent. Unused and the conversation file was put into a wrong folder directory on Murderworld 1 along with Storm. Same special dialogue file name number as Cyclops.

For Spider-Woman:

  • Uatu (before going to Shi'Ar): Unused on-disk.

For Storm:

  • Jean Grey - Murderworld - Tent: When entering the tent. Unused and was put on a wrong folder directory on Murder World 1 folder along with Spider-Man.

Glitches

Some conversation options are included in the game's source files, but trying to access them causes a glitch during gameplay.

For Dr. Doom (hero):

  • Ymir - Niffleheim - Ymir's Domain: Taking Dr. Doom to face Ymir caused by a wrong package file name where the conversation never triggers, the battle begins but the spear-enemies never spawn. The file is located on "zip/mua_dlc.zip (requires to be opened with WinRAR)/packages/dlc/maps/act3/niffleheim/" where it was misnamed as "niffleheim2_dlc" instead of "niffleheim2b_dlc" where Ymir located. Due to the package file name is wrong, there is no way to damage Ymir without spears, he's unbeatable.
    • Dr. Doom recognizes Ymir the Frost Giant. (Ymir dialogue.) Dr. Doom says that is a fascinating tale and asks if he's noticed that Dr. Doom is also standing in front of him. Dr. Doom claims Ymir is as stupid as his is big and asks where the other Dr. Doom took Odin after defeating him. (Ymir dialogue.) Dr. Doom asks if Ymir is here to stop him from reaching Odin. (Ymir dialogue.) Dr. Doom says now that he's here there will be a change in plans. He wants to restore Asgard to the superstitious backwater it's always been, and tells Ymir to step aside. (Ymir dialogue.)

For Invisible Woman:

  • Attilan 1 - Royal Library 1 - Black Widow: Having Invisible Woman selected does not trigger her dialogue with Black Widow. (See below for details.)

For Mr. Fantasic:

  • Attilan 1 - Royal Library 1 - Black Widow: Having Mr. Fantastic selected triggers Invisible Woman's dialogue with Black Widow, even if she isn't in the team.
    • Black Widow greets Mrs. Richards and asks if it's her first time in Attilan. Invisible Woman says the Fantastic Four are good friends with the Inhumans and have been here a few times. (minor)

For Hank Pym's Doomified Tony Stark's Office 2 Dialogues: There's an error on the special dialogue files relating to equipping the Magnetic Damper will his below special dialogues with some heroes unable to occur.

References

Marvel: Ultimate Alliance - Marvel Database

Marvel Ultimate Alliance Walkthrough, FAQ, Hints, Cheats - Cheatbook

Marvel: Ultimate Alliance - FAQ/Walkthrough by oldschool312

Steam Community - Marvel Ultimate Alliance achievement guide

Marvel: Ultimate Alliance - Dialog FAQ/Guide (w/ DLC) - IGN

Marvel: Ultimate Alliance/Characters - StrategyWiki

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