Marvel Rulebook

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In t r o d u c t io n
The Marvel Trading Card Game puts you
directly into the superpowered action! You
control the worlds most powerful heroes
and villains in the ultimate battle. Pick a
team and let the battle begin!
In addition to the X-Men and Brotherhood
cards found in the starter set, Marvel
Origins booster packs include many more
X-Men and Brotherhood characters and
new teams including the Sentinels, Fantastic
Four, and Dr. Doom. You can buy Marvel
Origins booster packs and trade cards with
your friends to make more powerful, more personalized decks.
Tr ading Car d Games
If youve never played a trading card game (TCG) before, youre in for quite
an experience! Trading card games never play the same way twice and
each card changes the way the game is played. These rules set out the
basic framework for the game, but each card is unique and adds depth to
the experience.
In a TCG, you decide what kind of strategy you want to use. After learning
the game with the starter decks, you and your opponent can each build
your own decks to battle each other. That way, when you discover new,
cool cards, you can include them in your deck, making it stronger!
Vs. Syst em
The Vs. System was designed to simulate epic superhero
battles. Several Upper Deck Entertainment trading card
games will use the Vs. System game rules and card backs.
As long as you see the Vs. System logo on the card back,
the card may be played in any Vs. System deck you create.
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Ta b le o f C o n t e n t s
3 Introduction
4 Anatomy of a Card
6 Basic Game Concepts
8 Characters
10 Equipment
11 Locations
12 Plot Twists
14 Starting the Game
15 Draw & Build Phases
16 Combat Phase
21 Recovery Phase
22 Powers
24 The Chain and Priority
26 Deck Construction
27 Alternate Play Formats
28 Tournaments
30 Credits
This starter rulebook is intended for first time players.
Experienced players who wish to learn every technical detail about
the Vs. System rules can find a comprehensive rulebook online at
www.ude.com/ rules
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Name: The name of the card.
Recr uit Cost : The amount of resource points required to recruit
a character or equipment.
Version: This line provides a way to distinguish one version of the character
from another.
Team Affiliat ion: Most characters belong to a team. Some have no team
affiliation.
Flight : Appears on characters that have flight.
Range: Appears on characters that have range.
At t ack Value (ATK): Represents the strength and/ or fighting ability of a
character's attack.
Defense Value (DEF): Represents the agility and/ or toughness of a
character.
Thr eshold Cost : Locations and plot twists have threshold costs. You can
flip a location or play a plot twist if you have at least as many resources in
play as the threshold cost of the location or plot twist.
Car d Type: Tells whether the card is equipment, location or plot twist.
Characters have their team affiliation printed in this spot.
Ongoing: Appears on plot twists to remind players of an ongoing
effect.
Flavor Text : A quote or character information that has no game effect.
Collect or Number : The first three letters describe the set and the last
three numbers describe which card in the set it is. "The New Brotherhood"
is card 105 in the set MOR ("Marvel Origins"). A white collector number
indicates a common card. When the collector number is silver it indicates
an uncommon card. When the number is gold, it indicates a rare card.
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A n a t o m y o f a C a r d
There are 4 card types in the Marvel Trading Card Game: characters,
equipment, locations and plot twists. All four cards share some common
elements.
TM & 2004 Marvel Characters, Inc.
2004 The Upper Deck Company, LLC.
ILLUS: ANDY KUBERT
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ILLUS: ANDY KUBERT
MAGNETO
MASTER OF MAGNETISM
MOR- 081
Stunned characters your opponents
control cannot be recovered.
"My apologies, children, for I am
afraid I cannot save you all."
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ILLUS: DAN PANOSIAN
Ongoing: While you control four or less
resources, Brotherhood characters
you control get +2 ATK.
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Toad formed the New Brotherhood
to kill X-Force's leader, Cable.

THE NEW BROTHERHOOD
MOR- 105
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ILLUS: DAN PANOSIAN
Team
Recruit Cost
Version
Flight
Range
Attack Value (ATK)
Defense Value (DEF)
Collector Number
Card Type
Ongoing
Threshold Cost
Flavor Text
Illustrator
Rules Text
Name
KO: Short for knocked out. When a card is KOd, it is placed into its
owners KOd pile.
KOd pile: When a card is KOd, it goes into its owners KOd pile. Cards in
this pile are face up, in any order.
Ready/ Exhaust ed: A card in play is either ready (upright) or exhausted
(turned on its side, face up). To ready an exhausted card, turn the card
upright. To exhaust a ready card, turn it on its side. Cards enter play in the
ready state, unless otherwise noted.
St unned: When a character is defeated in combat it becomes stunned
and is turned face down in the exhausted state. Stunned characters may
not be attacked and cannot use their powers.
Recover : When a stunned character is recovered, it is turned face up in
the exhausted state.
Act ivat e: Some cards have the keyword Activate. Only ready (upright)
cards can activate. To activate a ready card, exhaust it (turn it on its side).
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B a s ic G a m e C o n c e p t s
Endur ance: Each player starts with 50 endurance. At the end of the turn,
if you've knocked your opponent's endurance to zero or less, you win!
Deck: The starter set contains two decks of 40 cards to help you learn
the game. When building your own constructed deck, you must use at
least 60 cards.
Hand: You start the game with four cards and draw two cards each turn.
There is no limit to the number of cards you can have in your hand at one time.
Fr ont Row: When you recruit a character,
you can put it in your front row or support
row. Characters in your front row comprise
your main line of attack and defense.
Front row characters protect characters
behind them in the support row.
Suppor t Row: This is the row directly
behind the front row where you can place
characters. If a support row character is
protected (there is a front row character
directly in front of it) it can only be attacked
by opposing characters with flight.
Resour ce Row: This is the row closest to
you. Each turn, you may put one card
from your hand face down into this row
as a resource. Any card can be placed
face down into the resource row and will count as a resource. However,
plot twists and locations have additional game effects when placed in the
resource row. Character and equipment cards put into the resource row
may not be turned face up. You can look at face-down resources you have
in play at any time, but you cannot change their order within the row.
Pr ot ect ed: A front row character that is not stunned protects the support
row character directly behind him. Front row characters are never
considered protected.
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Resource Row
Ready Exhausted
Stunned
Flight : A front row character with flight can bypass an opposing front
row character to attack the protected character behind it.
Range: Characters with range can attack from the support row.
A character with both flight and range can make an attack against a
protected character, even while in the support row!
At t ack Value: A characters attack value represents the characters ability to
fight. The attack value is abbreviated ATK and is printed in gold next to the
lightning bolt icon in the bottom left corner of the card.
Defense Value: A characters defense value represents the characters
resistance to attack. The defense value is abbreviated DEF and is printed in
silver next to the shield icon in the bottom left corner of the card.
Team Affiliat ion: Most characters are part of a team and can reinforce their
fellow teammates and combine with them for team attacks. If no name
appears here, the character is not a member of a team.
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C h a r a c t e r s
Character cards represent the heroes and villains that make up the
Marvel Universe.
Recr uit Cost : You may recruit a character by spending resource points
equal to the characters recruit cost. See recruit step (page 15) for more
information. Recruit cost is shown in gold.
Ver sion: Each character has a version immediately under its name. Some
characters have different versions that represent various times in the history
of that character. You can have up to 4 copies of each version in your deck.
Unique: Most characters are unique. Each player may have only 1 copy of
a named character in play at a time, regardless of the character's version.
When you recruit a character, put any other characters you control with
the same name into your KOd pile. For example, each player could have
their own copy of Wolverine in play, but only 1 copy.
Ar my: A few characters have Army printed in the version area underneath
their name. These characters are not unique. Each player can have any
number of army characters in play at the same time. These characters
represent agents, soldiers, or minions of a larger organization. When
building your deck, you can include unlimited copies of army characters.
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SENTINEL MARK IV
ARMY
No limit in deck and
in play.
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Eq u ip m e n t
Equipment cards represent gear, weapons and vehicles that your characters
can use.
Recr uit Cost : J ust like a character card, you may recruit an equipment
card during the recruit step by spending resource points equal to the
equipment cards recruit cost.
Equip Rest r ict ions: A character may not be equipped with more than one
equipment card at a time. You cannot move equipment between characters.
You may only equip characters that you control.
KO: When a character is KOd or removed from play, any equipment
attached to the character is placed in its owners KOd pile.
Unique: A few equipment cards are unique and follow the same rules as
unique characters. Look for the word "unique" in the text box.
ILLUS: JUVAUN KIRBY
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ILLUS: JUVAUN KIRBY
MYSTIQUE
RAVEN DARKHOLME
MOR- 084
If Mystique would cause breakthrough
endurance loss to an opponent, that
opponent loses 5 endurance instead.

Equipment cards are
recruited just like
characters.
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Place equipment under
the character that
is using it.
L o c a t io n s
Locations are important places in the Marvel universe.
Locations are put face down in the resource row and may only be flipped
face up from the resource row. You may place only one card into the
resource row each turn. When you have a face down location in your
resource row you may flip it over to make its game text active. Once it's
flipped up, it may not be turned face down again.
Thr eshold Cost : The silver number in the upper left corner of the card
represents the minimum number of resources that must be in your
resource row for you to flip a location. Usually, the number is very low,
but some powerful cards have a higher threshold cost.
Using Thr eshold: Once you've met a location's threshold cost, you may flip
it face up at any time. You may flip face up as many locations as you
want, as long as you've met each one's threshold cost. You do not have to
spend resource points to flip a location.
St ay In Play: After a location is turned face up, it stays in play and continues
to count as a resource every turn. Most locations have powers that can
be activated or provide continuing modifiers to the game.
Unique: Like characters, locations are unique. When you flip a location,
place any other location you control with the same name into your KOd pile.
Example: On his first turn, during his
resource step, a player places the location
Asteroid M face down in his resource row.
Hed like to flip it face up right away, but he
cannot because it has a threshold cost of 2
and he only has 1 resource in his resource
row. Later in the game, if he would turn the
location face up, all other face-up copies of
Asteroid M he already has in play would be
placed in his KOd pile.
Ongoing: Ongoing plot twists have the ongoing icon and continue to
have active powers when they are face up in your resource row.
Play an ongoing plot twist as normal following any instructions
before the word Ongoing. Any game text after the word ongoing starts
to work as soon as the plot twist is turned face up and continues to work
as long as the plot twist remains face up in your resource row.
Example: On turn 2, the X-Men player has the plot twists Nasty
Surprise and Fastball Special face down in his resource row. He
also has the plot twist Cover Fire in his hand.
He could play the Nasty Surprise, because it has a threshold
cost of 1 and he has at least 1 card in his resource row. If he
did, the Nasty Surprise would remain face up in the resource
row. He could not play Fastball Special because it has a threshold
cost of 3 and he only has 2 resources in play.
Cover Fire has a threshold cost of 2, so the X-Men player could
play it from his hand. Unlike the Nasty Surprise, the Cover Fire
would then be put in his KOd pile, because it was played from
his hand instead of from his resource row.
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Face down in resource row In players hand
P lo t Tw is t s
Plot twists are surprise situations that affect the game or the characters
within it. Plot twists can be played from your resource row like locations
or they can be played directly from your hand. Plot twists are never
unique, you may have several copies of the same plot twist in play at the
same time.
Play Fr om Resour ce Row: You may play a plot twist from your resource
row at any time as long as you have a number of resources equal to or
greater than the threshold cost of the plot twist. Turn the card face up
and follow the instructions on the card. Leave the plot twist in play; it
continues to count as a resource, but doesn't do anything else unless it has
an ongoing power.
St ay in Play: Like locations, plot twists stay in play after they are used.
Most plot twists provide a one-time modifier, but they remain in play
afterward, functioning as a resource. They may not be turned face down.
Play Fr om Hand: You may also play a plot twist from your hand at any
time as long as you have a number of resources in play equal to or
greater than the threshold cost of the plot twist. Show the plot twist to
the other players and follow the instructions on the card. Then put the
plot twist in your KOd pile instead of your resource row.
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Tu r n S e q u e n c e
Dr aw Phase
During the draw phase, all players simultaneously
draw two cards.
Build Phase
The player with the initiative performs the three steps
below in order. Then the next player completes the
three steps in order until each player has completed all
three steps of the build phase.
Resource Step
You may choose any one card from your hand to put
into your resource row face down as a resource.
Place the card to the right of the last resource you
put into play. Any characters or equipment placed into
the resource row may never be turned face up.
Recruit Step
At the start of your recruit step, each card in your
resource row generates 1 resource point. You can
spend resource points to recruit characters and
equipment. Any unspent resource points are lost at
the end of the recruit step.
To recruit a character or equipment, you must spend a number of
resource points equal to the card's recruit cost. You can place a newly
recruited character face up into either your front row or support row.
Equipment cards must be attached to a character.
Example: On turn 5, a player has the following characters and
equipment in his hand: Cyclops (recruit cost 5), Nightcrawler
(recruit cost 2), and Kevlar Body Armor (recruit cost 2). He also
has Wolverine and Cyclops in play. He has 5 resource points to
spend. He could recruit both Nightcrawler and Kevlar Body Armor
15 14
S t a r t in g t h e G a m e
Each player will need a way to track his endurance (pen and paper, dice,
calculator). At the start of the game, randomly determine which player
chooses who has the initiative for the first turn. Flip a coin, roll a die, or play
rock-paper-scissors the winner gets to choose who starts with initiative on
turn one. Players shuffle their decks and give their opponent a chance to cut.
Then, each player draws an opening hand of four cards.
New Hand (M ulligan): If a player is unhappy with his opening hand of 4
cards, he may immediately place the cards on the bottom of his deck in any
order and redraw 4 new cards. Each player may do this only once per game,
only at the start of the game.
Tu r n s a n d t h e In it ia t iv e
A game of Marvel is played in turns, phases and steps. During a turn, players
can put resources into play, recruit characters and fight battles. One player
will begin the turn with the initiative. That player is able to perform his steps
first that turn.
In it ia t iv e To k e n
When playing the game for the first few times, you should use a token to
track which player has initiative. The token can be anything handy: a coin, a
die, or Captain Americas shield. At the end of the turn, pass the initiative
token clockwise to the next player.
O b je c t o f t h e G a m e
Each player begins the game with 50 endurance, which represents the staying
power of that players team of heroes. The object of the game is to reduce
your opponent's endurance to zero.
T h e G o ld e n R u le
Whenever a card contradicts a rule is this rulebook, the card is correct.
Example: Normally, all characters ready during the recovery phase at the
end of the turn. The card Friendly Fire says Characters that participated
in team attacks this turn do not ready during the recovery phase this
turn, so for that turn, the cards effect overrides the normal rules.
Resolving an Attack:
1. Compare the attackers ATK to the defenders DEF.
If the attackers ATK is less than the defenders DEF, nothing
happens to the defender
If the attackers ATK is equal to the defenders DEF, the defender
will be St unned (see Stunned below).
If the attackers ATK is greater than the defenders DEF, the
defender will be stunned and its controller will take breakthrough
endurance loss equal to the difference.
2. Compare the defenders ATK to the attackers DEF.
If the defenders ATK is less than the attackers DEF, nothing
happens to the attacker.
If the defenders ATK is equal to or greater than the attackers
DEF, the attacker is stunned.
Stunned Characters: When a character is stunned, its controller loses
endurance equal to the characters recruit cost. The character is then
turned face down in the exhausted state.
A stunned character remains in the row and column that it occupies, but no
longer protects a support row character immediately behind it. A stunned
character still counts as a character and retains its name, version and
team. A stunned character cannot ready, cannot be attacked, and its game
text is inactive. Any player may look at any stunned character at any time.
Breakthrough Endurance Loss: When an attackers ATK is greater than
a defenders DEF, the defenders controller loses endurance equal to the
difference between the values.
Attacking an Opponent Directly: If an opponent controls no characters or
if all of his characters are stunned, you can attack his endurance directly.
Declare an attack as normal, but since there is no defender, simply subtract
the attackers ATK from the opposing players endurance. This is considered
breakthrough endurance loss. Your attacks must still be legal in order to
make this attack (i.e. in the front row, or with range from the support row).
17 16
with 1 resource point left over or he could use all 5 points to
recruit Cyclops. If he recruits Cyclops from his hand, the Cyclops
already in play will be put in his KOd pile. If another player had
Cyclops in play, their Cyclops would remain in play since each player
is allowed to control their own copy of the same character.
Formation Step
During the formation step, you can rearrange your characters by moving
them into new rows or new positions in your front and support rows. It's
important to show which characters are in front of other characters and
which characters are beside other characters.
Combat Phase
After each player has taken turns completing the build phase, the player
with intiative this round starts the attack.
Attack Step: During your attack step, your characters can attack. They
attack one at a time.
Declaring an Attack: Choose one of your ready front row characters to be
the attacker and an opposing unprotected character to be the defender. An
unprotected character is a character in the front row or a character in the
support row with no character in front of it. Exhaust the declared attacker to
begin the attack.
Characters with Flight : Normally, a character can only attack an
opposing unprotected character. However, characters with flight can fly
over a front row character to attack a protected character behind it.
Characters with Range : Normally, support row characters
cannot attack. However, a character with range can attack from
the support row.
Characters with Flight and Range: The ultimate combination. A
character with flight and range can attack from your support
row and into either row.
Witch with a 9 ATK, but he also controls Mystique with a 4 ATK
and Quicksilver with a 3 ATK. Scarlet Witch is in the support
row, but has range. Mystique and Quicksilver are in the front
row. Together they make a team attack in order to defeat
Wolverine. Their combined ATK is 16, which stuns Wolverine but
causes no breakthrough endurance loss. Wolverines controller
then applies Wolverine's full 15 ATK to Scarlet Witchs 10 DEF,
stunning her in return.
Reinfor cement
When a strong attacker is up against a weak defender, there is the potential
for large amounts of breakthrough endurance loss. However, a defending
character can be reinforced, preventing all breakthrough endurance loss.
A ready support row character that is either directly behind or to the
immediate left or right of a defending character with the same team affiliation
may be exhausted to reinforce the defender. When an attack resolves
against a reinforced character, all breakthrough endurance loss is
reduced to zero. Reinforcement lasts until the end of an attack.
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Continuing the Attack Step
After your attack has resolved, you may declare another attack. You can
continue to declare attacks until you have no more legal attackers or you
do not wish to make another attack.
Example: Sauron attacks Gambit. Saurons ATK is 7 and his DEF
is 6. Gambits ATK is 6 and his DEF is 6. Gambit is stunned
from the attack. Gambits controller loses 4 endurance from
stun endurance loss, because Gambits cost is 4. Gambits controller
loses an additional 1 endurance from breakthrough endurance
loss because Saurons ATK is 1 greater then Gambits DEF (7
ATK 6 DEF =1 breakthrough endurance loss). Gambit also
stuns Sauron because Gambits ATK is equal to Saurons DEF.
Saurons controller loses 4 endurance.
Team At t acks
Sometimes, one opposing character is larger than any single character
you control. To deal with this situation, characters from the same team
can work together to take out a larger opponent. A team attack is a combined
attack by multiple characters on the same team against a single defender.
Any number of characters can participate in a team attack, but they must
all have the same team affiliation and each of the characters must legally
be able to attack the defender.
Resolving a Team Attack:
1. Add up the ATK of all the attackers and compare the total to the
defenders DEF value. If the total ATK is equal to or greater than the
defenders DEF, the defender will be stunned. Team attacks do not cause
breakthrough endurance loss.
2. The defenders controller chooses one of the attackers. If the defenders
ATK is equal to or greater than the chosen attackers DEF, the chosen
attacker will be stunned.
Example: The X-Men player has Wolverine (15 ATK, 13 DEF)
in play. The Brotherhood players biggest character is Scarlet
ILLUS: ALEX GARNER
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ILLUS: ALEX GARNER
COLOSSUS
PETER RASPUTIN
MOR- 005
While you have five or more X-Men
character cards in your KO'd pile,
Colossus gets +5 ATK.
What is the point of possessing power
if it is not used? And of being human
if it is not used for good?"
ILLUS: RON RANDALL
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ILLUS: RON RANDALL
STORM
ORORO MUNROE
MOR- 025
Pay 2 endurance Your opponents'
characters lose flight this turn.
Ororo Munroe is worshipped as a
goddess in her native Kenya.
ILLUS: ALEX GARNER
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ILLUS: ALEX GARNER
JEAN GREY
MARVEL GIRL
MOR- 013
Activate KO a resource you control.
Put the top card of your deck face
down into your resource row.

ILLUS: ALEX GARNER & MARK IRWIN
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ILLUS: ALEX GARNER & MARK IRWIN
DAZZLER
ALISON BLAIR
MOR- 008
Activate, discard an X-Men character
card from your hand Exhaust target
support row character. Use this
power only during the combat phase.
Alison Blaire has the mutant ability
to turn sound into light.
TM &
2004 Marvel Characters, Inc.
2004 The Upper Deck Com

pany, LLC.
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J ean Grey could
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and Nightcrawler
cannot reinforce
because he is
exhausted.
Recover y Phase
The following things happen in order during the recovery phase:
1. If any player has zero or less endurance, he is knocked out of the
game. If all players have zero or less endurance, the player with the highest
(closest to 0) endurance wins the game. If all players have 0 or less
endurance and there is a tie for the highest endurance, each of the tied
players play another turn.
2. Starting with the initiative player, each player chooses one stunned
character he controls. The players recover their chosen characters and
all remaining stunned characters are put into their owners KOd piles.
3. Ready all cards in play.
4. Pass the initiative clockwise to the next player.
5. End the turn. Start the next turn with the draw phase.
Recover: When a stunned character is recovered, it is turned face up,
exhausted. Note that it will be readied at the end of the recovery phase.
Example: During the recovery phase, the X-Men player has
Nightcrawler, Psylocke, and Gambit, all stunned. He chooses to
recover Gambit so Gambit is turned face up in the exhausted
state. Nightcrawler and Psylocke are then KOd and placed in his
KOd pile. Later in the recovery phase, Gambit will be readied.
21 20
Power -Ups
Power-ups are a quick way to boost the ATK and DEF of a character you
control. You may power-up an attacker or defender by discarding a character
card from your hand with the same name as the attacker or defender (the
version of the discarded character card doesnt matter.) The powered-up
character gains +1 ATK and +1 DEF until the end of the attack. Characters
may be powered-up multiple times during an attack. The discarded card
goes to your Kod pile.
Combat Complicat ions
Occasionally, something will happen to an attacker or defender after the
attack has been declared but before it resolves. The following rules explain
how to handle the situation.
If an attacker or defender is stunned or removed from play
before the attack resolves, it is no longer part of the attack.
If the attacker is no longer part of the attack, the attack is
canceled. For team attacks, the attack will still continue unless
all attackers are removed from the attack.
If an attacker is no longer part of a team attack, its ATK is not
included in the teams ATK.
If the defender is no longer part of the attack, the attack is
canceled and the attacker(s) ready so they can attack again.
When a player declares an attack, but before the declared attacker
exhausts, each other player has the opportunity to respond by using pow-
ers or playing plot twists. Sometimes, a response may make the declared
attack illegal. When this happens, the attack is canceled and the declared
attacker is not exhausted. However, once the attack has begun, it is too
late to make the attack illegal.
If a characters attack or defense value is reduced to less than zero, treat
the value as zero for all purposes except adding or subtracting from the
the value.
2 . Trigger ed Powers: Triggered powers are usually identified by the keywords
when, whenever, or at. As soon as their trigger conditions are met, trig-
gered powers automatically generate their effects. Triggered powers can trig-
ger multiple times in a turn if the trigger condition is met multiple times.
Example: Bishop reads Whenever Bishop attacks a character
with range or is attacked by a character with range, Bishop gets
+3 ATK and +3 DEF for this attack."
3 . Cont inuous Power s: Continuous powers are always active, and continue
to generate game effects as long they are face up in play.
Example: Danger Room reads Front row X-Men characters you
control get +1 ATK. Support row X-Men characters you control
get +1 DEF.
23 22
P o w e r s
Cards in the Marvel TCG have powers. There are three types of powers:
1. Payment Powers
2. Triggered Powers
3. Continuous Powers
1 . Payment Powers: Payment powers are easily identified by the symbol.
Payment powers require you to pay a specific cost to generate the cards
effect. The text preceding the is the cost to use that power and the
text after the is the effect that is generated.
There are many different costs that a payment power might require, such
as paying endurance, discarding cards or exhausting characters you control.
You may generate the effect of a payment power as many times as you
can pay the cost before the arrow.
Example: Storm reads Pay 2 endurance Your opponents
characters lose flight this turn.
Activate: Some payment powers have the keyword Activate as a cost.
When the card is ready, you may activate it by turning it sideways
(exhausting it). Exhausted cards cannot use their Activate powers.
Example: Phantazia reads Activate Target defender gets
2 DEF for this attack.
the chain continues to build until all players pass consecutively, at which point
the chain starts to resolve again starting with the last effect added. When
the first effect placed on the chain resolves, the chain is empty.
Example: During his attack step, the X-Men player has J ean
Grey attack Mystique. After declaring the attack, both the X-Men
player and the Brotherhood player want to play a plot twist.
Since it's his attack step, the X-Men player has priority to put
effects on the chain first. He begins by playing the plot twist
Flying Kick to give J ean Grey an additional +3 ATK for the attack.
He retains priority and can either put another effect on the chain,
or pass priority to the Brotherhood player. He chooses to pass
priority and the Brotherhood player can now play his plot twist.
The Brotherhood player then plays Nasty Surprise for +5 ATK
to increase Mystiques ATK to 9. The Brotherhood player passes
priority back to the X-Men player. Wanting to save J ean Grey,
the X-Men player then plays the plot twist One-Two Punch to give
J ean Grey an additional +2 DEF for the attack. The X-Men player
passes priority back to the Brotherhood player.
The Brotherhood player also passes and the chain begins to
resolve in reverse order. The One-Two Punch resolves first, then
Nasty Surprise resolves next, and then Flying Kick. Neither player
wants to start a new chain, so the combat resolves with J ean
Grey stunning Mystique and not being stunned in return.
25 24
The Chain and Pr ior it y
Most things you do in the Marvel TCG generate effects. Some examples
include: recruiting a character, playing a plot twist, using a characters
power, and declaring an attack.
Whenever a player generates an effect, each other player may respond by
playing plot twists or using powers. But sometimes more than one player
will want to respond at the same time. The Marvel TCG uses a timing
chain to sort out situations like this. When a player generates an effect,
the effect becomes the first link on the chain. As players respond with
their own effects, more links are added to the chain. Finally, when all players
are finished responding, the links of the chain start resolving one link at a
time starting with the LAST link of the chain.
Putting effects on the chain is governed by the rules of priority.
Rules of Pr ior it y
Who has priority:
When a new phase begins, the player with initiative has priority.
When a new step begins, the player whose step it is has priority.
When an effect resolves it is removed from the chain and then
priority is given to the player whose step it is. If the chain is not
occuring within a step, the player with initiative has priority.
When a player has priority, he may either put an effect on the chain or pass.
When a player puts an effect on the chain, he retains priority. He may put
another effect on the chain or pass. Once the player passes, priority is
given to the next player.
That player may either put an effect on the chain or pass. This continues
until all players pass consecutively. Then the last effect put on the chain
resolves. Priority is then given to the player whose step it is; if the chain
is not occurring within a step, the player with initiative has priority.
After each effect on the chain resolves, starting with the player who has
priority, all players can add new effects to the chain. If a new effect is added,
Played 1
ST
Played 2
ND
Played 3
RD
Alt er nat e Play For mat s:
Multiplayer: The Marvel TCG can be played by 3 or more players using a
multiplayer format. Play is nearly identical to the standard head to head
version. During each step, the initiative player goes first then play revolves
clockwise until all players have taken the step. At the end of the turn, the
initiative is passed clockwise to the next player. When effects are placed
on the chain, priority passes clockwise around the table.
During his attack step, a player can have his character attack an opposing
character controlled by any other player. To win a multiplayer game, you
must be the last player remaining. During the recovery phase, all players
with zero endurance or less are out of the game. If all players are reduced
to 0 or less on the same turn, the player with the highest (least negative)
endurance wins. If all players have 0 or less endurance theres a tie for
highest endurance, all players that are tied proceed to the next turn.
Grand Melee: A regular game of Marvel for any number of players. Last
man standing wins.
Team Alliance: A 2-on-2 game of Marvel. Teammates sit across from
each other. Plays just like grand melee, but teammates share an
endurance total of 100 and cannot attack each other. Play until only one
team is left.
Two-Headed Mutant: A 2-on-2 game of Marvel. Teammates sit next to
each other across from their opponents.
One team starts with initiative, which will be passed to the next team at
the end of the turn. Each team starts with 100 endurance. Each player
has his own resource row, but shares a single front and support row with
his teammate. Play exactly like a regular game of Marvel with some
exceptions.
Tur n Sequence
Draw Phase: All players draw 2 cards
Build Phase: The team with initiative completes the following steps and
then the next team does the same.
Team Resource Step: Each player on the team puts one resource into his
resource row.
27 26
Deck Const r uct ion:
After youve played with the starter decks a few times, youll want to build
your own decks using cards from the booster packs.
To build a constructed deck it must contain at least 60 cards (no maxi-
mum) and have no more than 4 copies of a card with the same name.
There are two exceptions to the 4 copies rule.
Characters can be included up to 4 times in a deck for each
different version you put in the deck. For example, a deck can
contain up to 4 copies of Wolverine, Logan and up to 4 copies
of Wolverine, Berserker Rage.
Army characters have no limit for purposes of deck construction.
You can have any number of a card in your deck, if the word
army appears on the version line. For example, a deck could
have 60 copies of the army character, Doom Guards.
Any card with the Vs. System logo on the card back can be put
into your deck, even if it comes from a different Vs. System game.
4 copies of
Each Card
Tour nament For mat s
There are different tournament formats players can participate in. Each
format has its own deck construction rules.
Constructed Deck Format: Players are required to bring their own 60+
card constructed deck (see Deck Construction rules) to this type of tour-
nament. Players will use their own deck for the duration of the tourna-
ment and will not be allowed to alter the contents of their deck between
games or matches.
Sealed Pack Format: In a sealed pack tournament players will start the
tournament with 4 sealed booster packs. Using the 56 cards from the
packs they must construct a deck of at least 30 cards. This is a challenging
format that requires players to use card combinations they might not nor-
mally use.
Booster Draft Format: Booster drafts tournaments work best with 4 or
8 players. In a booster draft each player starts with three sealed booster
packs. Simultaneously, each player opens one pack and selects 1 card.
Each player places the chosen card face down in front of him and passes
the remainder of the pack to the player on his left. Each player selects
one card from the new pack and places it in front of him, then passes the
pack to the player on his left. Players repeat this process until all cards
from the first pack have been drafted. Then they repeat the process with
the second pack, but pass to the right instead. After the second pack has
been drafted, players draft the third pack, going back to the left. Like the
sealed pack format, players then have to construct a deck of at least 30
cards from the 42 cards they drafted.
29 28
Team Recruit Step: Each player on the team recruits characters and
equipment by spending his own resource points.
Team Formation Step: The team arranges their characters into a single
formation
Combat Phase: The team with initiative makes their attacks. Then the next
team makes their attacks.
Recovery Phase: Each team chooses and recovers two characters.
Tour nament s
Marvel TCG players can participate in officially sanctioned tournaments at
stores, conventions, and regional/ national events. Please see our web-
page at www.ude.com/ marvel for more information.
When participating in official tournaments, there are a few additional
game rules.
The Match - Best 2 out of 3: In a tournament, you will need to defeat
your opponent in 2 out of 3 games to win a match. After a player wins
the first game, his opponent determines who starts the second game
with the initiative on turn 1. If each player wins a game, the player who
lost game 2 determines who starts the third game with the initative on
turn 1.
Timed Games: During a tournament, players have a time limit to complete
each match. If time is called, the player who won the most games wins
the match. If neither player won a game, or if both players are tied in
game wins, the player who has the most endurance at the end of the turn
when time is called wins the match. If endurance totals are tied, the players
must complete another turn.
Win Big
Players around the world can win big money playing the Marvel TCG! Over
$1,000,000 (one million) a year is awarded in prize money. Play in a UDE
Qualifier Tournament to earn a spot on the UDE Pro Tour. Every Pro
Tournament has a $250,000 cash prize purse!
Chairman and CEO, Upper Deck Company: Richar d M cW illiam
President and COO, Upper Deck Company: Bob Andr ews
Vice President, Upper Deck Entertainment: Jer r y Benningt on
Director, Game Development Group: Jeff Donais
Game and Tournament Store Support: Michelle Aspeyt ia, W illiam Est ela, Ian
Est rin, Tara Mart inez, Gavin Pat t anumot ana, Robert Smit h, Pat rick Swift
Game Development Group Operations: John Paul Roggenkamp, Alex Weit z
Organized Play Programs: Jake Bales, Alex Char sky, Scot t Elliot t
International Organized Play: Er ic Bess, Ann Van Dam, Chr is Zant ides
Marvel Comics Thanks: Bill Jemas, Joe Quesada, Joshua Silver man,
John St ir es, Car l Suecoff
Playtesters: Thanks t o all of our playt est er s! See t he complet e list at
www. ude. com/ playt est .
Visit ude.com/ marvel/ beyondcreative for Beyond the Creative Text,
which features supplementary information and background info on the
Marvel Universe.
Look for Marvel Origins booster packs at a store near you.
Upper Deck Entertainment, and designs are trademarks of The Upper Deck Company, LLC. MARVEL and all Related Comic Book
Characters: TM & 2004 Marvel Characters, Inc. Super Hero(es) is a co-owned registered trademark. Licensed by Marvel
Characters, Inc. 2004 The Upper Deck Company, LLC. 5909 Sea Otter Place, Carlsbad, CA 92008. All rights reserved. Printed in
the USA.
31 30
C r e d it s - M a r v e l O r ig in s
Lead Game Design: M ike Hummel
Game Design: M at t Hyr a, Danny M andel, Edwar d Fear
Additional Game Design: Ted Adams, Jeff Donais, David Hewit t ,
Kevin Tewar t
Game Development: Rober t Dougher t y, Br ian Hacker, David Humpher ys,
Dar win Kast le, Zvi M owshowit z, Alex Shvar t sman
Additional Game Development: Jake Bales, Er ic Bess, Alex Char sky,
Omeed Dar iani, Scot t Elliot t , W illiam Est ela, Ian Est r in, Gavin
Pat t anumot ana, Rober t Smit h, Pat r ick Swift , Pet er Vabulas, Alex Weit z
Product Management: David Hewit t , R. Hyr um Savage
Art Direction: M ar k Ir win
Additional Art Direction: Kr is Opr isko
Art Liaison for Marvel: Jeff Poulin
Graphic Design: Br ian Bat eman, David Lomeli, Anit a Olmos, Scot t Reyes
Packaging Art: Dr ew St r uzan
Creative Text Lead: Omeed Dar iani
Creative Text: Jake Bales, Br ian Ber ling, Jeff Donais, Scot t Elliot t ,
W illiam Est ela, Edwar d Fear, M ike Hummel, M at t Hyr a, Danny M andel,
Chr is Nycum, R. Hyr um Savage, Kevin Tewar t
Editing: Omeed Dar iani, Kat e St avola
Rulebook Layout: Cindy Chapman
Project Management: Ther esa Jackson
Production: Louise Bat eman, Shaun Conway, M ike Egglest on,
M ar ilyn Huer t a, Jeff Oglesby, Kr ist a Timber lake, Gor don Tucker
This exceptional product brought to you by the folks at Upper Deck Entertainment.
If you have any questions, please email ude@upperdeck.com.
The latest news and strategy for Marvel and other Vs. System games at Metagame.com.

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