WELCOME TO HEROCLIX!

In HeroClix, you control a hand-picked team of super-powered

heroes and villains in epic head-to-head miniatures combat!
This rulebook will serve as your introduction to HeroClix.
Marvel HeroClix: Spider-Man Beyond Amazing Miniatures
Game contains everything you need to play: Awesome Marvel™
characters, map tiles, tokens, dice, and unique scenarios
designed for new players to learn the ropes.
Once you’ve gotten a handle on the basic rules, you can start
introducing advanced concepts to your games. Soon, you’ll be
able to jump into the full HeroClix experience: Collecting your
favorite characters, building your own customized team, and
taking that team to battle against your friends!

COMPONENTS LIST

MINIATURES GAME
10 HeroClix Pre-Painted Miniatures
20 HeroClix Character Cards
7 Scenario Cards
4 Full-Color Double-Sided Map Tiles
2 Terrain, Object, and Action Marker Sheets
2 Spider-Man Beyond Amazing Six-Sided Dice
2 Powers and Abilities Cards
1 HeroClix Core Rulebook

BASIC CONCEPTS________ 2 POWER/ TRAIT ACTIONS____ 10

SETTING UP A SCENARIO___ 5
THE TEAMS____________ 6
KEY CONCEPTS__________ 7
TURN OVERVIEW________ 7
ACTIONS______________ 7
MOVING______________ 8
ATTACKING____________ 8
RANGE ATTACKS_________ 8
RESOLVING COMBAT______ 9
OTHER ABILITIES________ 10
TERRAIN______________ 10
TERRAIN MARKERS_______ 12
DESTROYING___________ 12
BYSTANDERS___________ 12
MISCELLANEOUS CONCEPTS_ 13
BUILDING YOUR OWN TEAM_ 14
POWERS AND ABILITIES____ 15

HeroClix Core Rules 2023

1
© MARVEL
 Team Symbol

SPIDER-MAN ™
THE COMBAT DIAL COMBAT VALUES SPIDER-MAN FAM 101a Point Value
18 o 1
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SYSTEM™
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values represented by the
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Each character in HeroClix is represented by
7
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Ko symbols printed next to them. n already use

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a figure and a character card. Each figure has
K

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by +1.
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HYPERSONIC

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Dial: Speed [BOOT], Attack [FIST],
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values and abilities. SPEED K7

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Defense [STRIPE], and Damage [BURST]. Ko

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fit on its base, including keywords
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Ko damage or is healed.

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and a full list of its traits and

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powers. 4

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11 11 10 10
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The Combat Dial is a rotating disk character’s base next 10 KO Number Starting Position: Speed
inside of the figure’s base. By K3 Ko to one or more Bolt [BOLT]
18 18 17 17
3 3 3 3
17 KO Typically indicated by Value
3 KO a green starting line
turning the dial— or “clicking”—
o K

Range Value

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symbols.
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and Click Number 1

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the combat values and powers

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that appear in the window of the Ko POWERS Click
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dial will change. For each K“click”

o o Each character in HeroClix has access to a set
Speed Symbol Targets Symbol

1o7
of damage a character takes, K2o Ko Ko K of powers which provide a number of different
Ko 62
their dial may change or weaken. game effects.
1
K1
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1
If a click reveals a KO
KO, that Attack Symbol
11 1 o
Ko Damage Symbol

K3o
The Standard Powers available to a character
character is knocked out!
are determined by the colored boxes of that
12
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BASIC VS. ADVANCED DIALS character’s Speed, Attack, Defense, and
Ko
Defense Symbol
Damage values that are currently displayed on /b
The characters in this set have two different
its Combat Dial.
sets of clicks. The Basic dial contains abilities
that are better for players learning the game, A character’s available Standard Powers vary
while the Advanced dial contains more across click numbers. In this way, characters
will lose or gain access to some Standard
101A/B
Attack
Value
- SPIDER-MAN
Damage
complex abilities for players more familiar with Defense
Powers as their dial is clicked when taking Value Value
HeroClix.
damage or healing. 17 o 1
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18 K2o 3
Characters with Basic and Advanced Dials
18 o 3 1
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Each character’s card lists all of that
6 Ko

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K3o

K3o 0 1
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1K7o K3 10 4 K1o7 K3
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have this information (and the starting clicks

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character’s Standard Powers, with a colored
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up to two close attack

for each. All of the Standard Powers and their

s.

MV50 MG Tampos.indd 17 6 9/20/22 9:54 AM

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can move through

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without stopping.
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a “click,” and is identified by a small red “click
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x CHA RGE POWER: can’t use

The Powers and Abilities Card includes

Halve speed. Move or (Improved Abilities)

AN
then CLOSE as FREE

number.” Turning the dial is called “clicking.”

x MIN D CON TRO -or- make a close
attack .
normal damage, each L CLOSE/RANGE: Minimum range 101A/B - SPIDER-MAN

effects that can be found on figures from

4.
time, may in either hit character halves speed and becom Make a close/range attack . Instea
order: Move and/o d of
r make an attack , es friendly to your force and, one at
x PLASTIC ITY This then it reverts forces a
charac .

When your character takes damage, click

ter break s away on

other HeroClix sets and boosters. The back

that can’t use Phasin any result except
g/Teleport, Plastic a [1]. Adjacent oppos

MV50 MGAs seen above,

1 Spider-Man is MV50
on9:54MG
AMTampos.inddSpider-Man MGGood news! Spider-Man healed
9/20/22 19:54 AM
ity, Leap/Climb, or ing charac
Hypersonic Speed
FORCE BLAST KNOCK only break away on ters
x
within range and BACK. // POWER: a [6]. Tampos.indd 9/20/22 1 9/20/22 MV50
9:54 AM Tampos.indd 1
their dial once for each 1 damage taken, in the
Minim

page of this rulebook has a Quick Reference

line of fire 3 square um range 4. Knock back

Click Number 1. took 3 clicks of damage so now click from the last panel. So now
s away from this an opposing charac
x SIDESTEP FREE: character. ter
Move up to 2 square
s.

direction of increasing click numbers. When of Powers and Abilities to help new players He has 7 speed ([BOOT]), he's on Click Number 4. His he's on Click Number 3. His
x HYPERSONIC
halves range, can’t SPE ED POWER: Halve range,
carry, and can move :0. (For this action, this
without stopping. through squares occupi character
11 attack ([FIST]), speed becomes 6, his attack speed becomes 7, but his
They
value minus the numb still must break away). Move, then ed by or adjacent to opposing charac

a character is healed, click the dial in the focus on the specific Powers and Abilities x STEA LTH When it’s
er of squares just
moved.
make an attack , then
move up to your speed
ter

characters are blocke not your turn, hindered lines of

18 defense ( ), becomes 10, his defense attack stays 10, his defense
direction of decreasing click numbers instead. found on the characters in this set.
d. fire drawn to this
character by non-a
x RUN NING SHO djacent
T POWER: Halve speed
. Move, then RANG
E as FREE -or- make
a range attack .
and 3 damage ([BURST]). becomes 17, but his damage stays 17, and his damage
remains 3. You'll also stays 3. His Standard Powers
notice that his Standard remain the same.
2 Powers have changed. 3
 +1
/ 

+
+1 4/2 3/+2 3 +1

+1

+1
Setting Up Scenario A!
SCENARIO PLAY RULES
The Hero Player plays Spider-Man, Spider-Woman, and Spiderling at 30 points each.
For your first few games of HeroClix, we recommend starting with

+1

+1
/  /  / 

Scenario A and proceeding through the scenario cards according to +1 4/3 3/+2 4
Terrain Marker
+1 4/3 3/+2 4 4/3 3/+2 4
Scenario
the results of each game. SPIDER-MAN™ 101a SPIDER-WOMAN™ 104a SPIDERLING™ 105a Card A
SPIDER-MAN FAMILY, REPORTER, SCIENTIST A.I.M, AVENGERS, S.W.O.R.D., S.H.I.E.L.D., SPIDER-MAN FAMILY, COSMIC
SPIDER-MAN FAMILY, DETECTIVE

SETUP SPIDER-MAN SPIDER-MAN SPIDER-MAN

Hero Player's

1
MV50-Beyond Amazing---Scenario-Cards.indd 1
Super Senses, but only succeeds on a Super Senses, but only succeeds on Super Senses, but only succeeds on a / 

containing squares A1 - H8.

Map: Construction Site, use only the map tile
Actions: 2
(30 points), Hydro-Man (30 points)
Sinister Six Team: Shocker (30 points), Mysterio
Spider-Woman (30 points), Spiderling (30 points)
Spider-Man Team: Spider-Man (30 points),
justice!
reclaim the stolen money and bring the villains to
Spider-Man and his friends are in pursuit, trying to
from Spider-Man with what riches they could grab.
Their latest robbery foiled, the Sinister Six are fleeing

SCENARIO A: CRIME, INTERRUPTED

[6]. If this character can already use a [6]. If this character can already [6]. If this character can already use / 
4/— 3/+2 3
/ 
4/2 3/+2 4
/ 
6/— 2/+1 3
/ 
6/— 2/+1 3
4/2 3/+2 4
KO Area
1. Place the chosen Scenario Card next to the map. Super Senses, instead increase
the result of its roll for
use Super Senses, instead
increase the result
Super Senses, instead increase
the result of its roll for Super
Starting Area
Super Senses by +1. of its roll for Super Senses by +1.

2. Determine which player will be the Hero and HYPERSONIC

SPEED
Senses by +1.
ENERGY EXPLOSION
SIDESTEP

which will be the Villain player for the scenario.

WILLPOWER
LEAP/CLIMB COMBAT REFLEXES PROBABILITY CONTROL
INCAPACITATE
Turn all characters to their Basic dial starting click SUPER SENSES
OUTWIT
EXPLOIT
SUPPORT

(represented by Click Number 1 and a green starting WEAKNESS

line). 6 1 2 3 4 5 6 30 4 1 2 3 4 5 6 30 4 1 2 3 4 5 6 30
7 7 7 6 6 KO 8 8 7 7 7 KO 7 7 6 6 6 KO

3. Determine player order. Each player rolls two d6. The 11 11 10 10 10

18 18 17 17 17
KO

KO
11 10 10 10 11
17 17 17 17 17
KO

KO
10 10 10 10 10
18 18 17 17 18
KO

KO

player with the highest result is the first player this 3 3 3 3 3 KO 2 2 2 3 3 KO 3 3 2 2 2 KO

game; the player with the lower result is the second Construction Site
player this game.
4. Set up the map listed in the scenario. Dropped Loot Markers
5. Choose Starting Areas, starting with the second You and your opponent each roll 2d6 to determine the starting turn order.

9/30/22 3:30 PM
player. Each player, starting with the first player, puts You rolled [2][4].
their team on the map in their chosen Starting Area.
Your opponent rolled [1][2].
6. Start the game! Any effects that happen at the start The scenario says to use Construction Site (A1 - H8). You rolled
of the game occur now, then the first player takes highest, so your opponent will pick their starting area and place Loot Card
their first turn. their figures first, and you’ll take the first turn of the game.

NOTE: The Quick Reference on the back of this rulebook

3
MV50-Beyond Amazing---Scenario-Cards.indd 3

return.
their 40 point line. Spent markers don’t
a 30 point character on their force to
spend one Dropped Loot marker to turn
with the first player, each player may
At the start of each Scenario, beginning

enterprises.
more cash to fund their criminal
the city, for the Sinister Six this means
greater renown and acceptance from
For the Spider-Man team this means

with a count of Dropped Loot markers.

In Scenario A, players may end the game

LOOT CARD
provides essential information about your characters!
The Villain player plays Mysterio, Shocker, and Hydro-Man at 30 points each.
PLAY AREAS +1 +1
+1 +1

Map: This is where gameplay takes place. Characters will

+1

+1
MYSTERIO™ 110a SHOCKER™ 108a HYDRO-MAN™ 109a

+1
/ 

+1
move and attack each other in different squares of the SINISTER SYNDICATE, CELEBRITY MASTERS OF EVIL, SINISTER SYNDICATE FRIGHTFUL FOUR, MASTERS OF EVIL,
SINISTER SYNDICATE, BRUTE +1 4/2 3/+2 3 +1

map. Maps include Starting Areas which are the squares SINISTER SYNDICATE
When this character
PULSE WAVE
INVINCIBLE
SINISTER SYNDICATE
When this character makes an

along the edge of the map where a player chooses to makes an attack,
you may replace its
ENERGY SHIELD/
DEFLECTION
attack, you may replace
its attack value with

place their characters at the start of the game. attack value the printed attack

+1

+1
EMPOWER
with the printed value of an adjacent
attack value of friendly character

Sideline: A place separate from the map, for characters

an adjacent friendly that can use this team ability.
character that can use this TELEKINESIS
team ability.
and other gameplay elements forming a part of a player’s TOUGHNESS
REGENERATION

+1

+1
force that are not in play but may enter the game through / 
4/3 3/+2 4
/ 
4/3 3/+2 4
/ 
4/3 3/+2 4
Starting Area
Terrain Marker
+1 +1
certain effects 4 1 2 3 4 5 6 30 6 1 2 3 4 5 6 30 3 1 2 3 4 5 6 30 Villain Player's
7 7 8 7 7 KO 7 7 7 6 6 KO 8 8 8 8 8 KO

KO Area: When a character is KO'd (its dial reads KO

KO), KO Area

9/30/22 3:30 PM
10 10 11 11 12 KO 11 10 10 10 10 KO 10 10 11 11 11 KO

18 17 17 17 17 KO 17 17 17 17 17 KO 18 18 17 17 17 KO

it is placed in that player's KO Area. 3 2 2 1 1 KO 3 2 2 2 3 KO 2 3 3 2 2 KO

/ 
/  /  /  /  4/2 3/+2 4
4/— 3/+2 3 4/2 3/+2 4 6/— 2/+1 3 6/— 2/+1 3

4 5
 HERO PLAYER'S TEAM
SPIDER-MAN
Once a shy science nerd, Peter Parker’s life was
changed forever when the bite of a radioactive spider
granted him amazing arachnid-like powers. He has
since devoted his life to protecting
New York City and its citizens as the
Amazing Spider-Man!
Spider-Man uses Super Senses to
quickly dodge attacks while using
webs to Incapacitate his foes! This
slippery web-slinger will be tricky to
pin down.
SPIDER-GWEN
In an alternate universe, a twist of fate caused
Midtown High student Gwen Stacy to receive the bite
of a radioactive spider instead of Peter Parker. Gwen
uses her powers to protect the innocent, balancing her
life as a superhero with the challenges of teenage life.
Able to make tiny hops between
dimensions, Spider-Gwen is able to
quickly Teleport around the map to
Perplex her foes and surprise them with
a Flurry of attacks!
VENOM
An amorphous costume-like entity,
the symbiotic being known as Venom
is capable of mimicking Spider-Man’s
unique powers and endowing new
hosts with massive strength.
If Plasticity and Toughness didn’t
already make Venom your front-line
villain of choice, his ability to Steal
Energy and Shape Change make him a
formidable member of any team.
BULLSEYE
A mercenary with deadly accuracy, Bullseye has often
been the go-to hire for masterminds like Kingpin when
precision is required. His cold and calculating nature
makes him a deadly opponent.
Known for never missing when it
counts, Precision Strike is Bullseye’s
middle name. A combination of
Ranged Combat Expert and Running
Shot make him a terror from a
distance and forces heroes to get up
close and personal.
6 7
SPIDER-WOMAN
After being brainwashed to be an agent of Hydra,
Jessica Drew was rescued by Nick Fury and had
her true memories restored. Adopting the name
Spider-Woman, Jessica started a journey of both self-
discovery and heroism that continues to this day.
Thanks to her time as an agent,
Spider-Woman comes to the party
with plenty of gadgetry to Exploit
Weaknesses of her opponents. Energy
Shield/Deflection and Combat Reflexes
make her one of the most resilient
members of the Spider-Man Family!
SPIDERLING
Anna-May Parker is the highly intelligent and
headstrong daughter of Peter Parker and Mary Jane
Watson. Inheriting spider powers from her father, she
strives to follow in his footsteps as a responsible and
selfless superhero!
Spiderling uses her careful planning and
analytical skills to Support your team
with Probability Control, ensuring the
tide turns in your favor! Sidestep around
dangerous foes and Incapacitate them to
stop them in their tracks!
MYSTERIO
Frustrated he wasn’t getting the fame and recognition
he deserved, Quentin Beck used his expertise as a
Hollywood special effects artist to become the master
of illusions known as Mysterio.
One of the true Masterminds of the
Sinister Syndicate, Mysterio uses
his illusions to trap opponents in a
Smoke Cloud and Shape Change to
confuse them in combat. His ability
to Mind Control his enemies makes
him a valuable strategic member of
any team.
SHOCKER
With an ear out for any and every criminal scheme that
might turn a profit, the Shocker has been a constant
thorn in the side of Spider-Man and
other Big Apple-based Super Heroes
for a long, long time.
Shocker’s powerful gauntlets strike
foes with a massive Force Blast that
often sends them flying into terrain or
other characters. Stand clear of his
devastating Pulse Wave, especially if
he is still Invincible!
MILES MORALES
Hailing from an alternate world in which Peter Parker
sacrificed his life to protect the city, Miles Morales
inherited the mantle (and powers) of Spider-Man when
he was similarly bitten by a genetically altered spider.
Though his predecessor’s departure left a pair of
heroically large shoes to fill, Miles is up to the task.
Unique to Miles is his Spider-
Camouflage, allowing him to turn
invisible and Charge into or out
of the action while remaining in
Stealth! His clever tactics allow
him to use terrain to Outwit and
get the jump on his opponents.
VILLAIN PLAYER'S TEAM
HYDRO-MAN
Blaming Spider-Man for the unfortunate accident that
turned him into living water, Morrie Bench turned to a
life of crime while seeking revenge against the friendly
neighborhood web-slinger.
Hydro-Man is able to
manipulate his body of water
giving him Regeneration and
the ability to Shape Change
at will. The Tsunami of water
he leaves in his wake traps
his opponents while giving
him the ability to move freely
around the map!
KEY CONCEPTS
FORCE
Your force is all the game elements you’re
playing with, including your characters and any
objects and special items (don’t worry about
objects or items just yet).
“FRIENDLY” AND “OPPOSING”
Characters on your force are “friendly” to
themselves and each other. Characters on your
opponent’s force are considered “opposing.”
ADJACENCY
Squares on the map that touch each other
(even diagonally) are considered adjacent to
one another. Game pieces are adjacent to one
another if they’re in adjacent squares on the
map.
In this example, the blue and red squares are
adjacent to each other. The blue and white
squares are adjacent to each other. The red and
white squares are NOT adjacent to each other.
SUCCESS AND FAILURE
Some effects will cause you to roll a six-sided
die (d6) to determine whether it occurs. The
effect will tell you the range of rolls (like,
“[5]–[6]”) that results in a “success” and what
the benefit is. All other results are considered
failures.
A roll of [1] is always considered a failure and a
roll of [6] is always a success.
HOW TO WIN
Normally, your objective will be to KO (knock
out) your opponent’s force, leaving them
with no characters on the map. A character is
considered KO
KO’d when a KO is revealed on a
character’s Combat Dial as a result of a click.
If you’re playing with a scenario, however, you
can instead win if you complete the scenario
win condition!
TURN OVERVIEW RANGE: Allows a character to make a Range
attack.
Your turn in HeroClix is made up of four
The fourth action, POWER, comes up most
phases:
often in the context of Standard Powers (see
PHASE 1: BEGINNING OF TURN Standard Powers on the Powers and Abilities
Some effects trigger or end during this phase. Card). These will appear with the phrase
“POWER:” before the text explaining the
Watch for wording like: “At the beginning of
your turn” or “At the beginning of each turn.” action’s effect.
Last, FREE actions are actions that do not
PHASE 2: ACTION PHASE give a character an action token. A character
In this phase you may take a number of actions
can perform multiple FREE actions during a
up to your Action Total and any number
turn, but never the same one twice. These will
of different free actions. For most games
the Action Total is 3, but some effects like
appear with the phrase “FREE:” before the
text explaining the action’s effect.
scenarios or the Leadership power can change
it.
PHASE 3: END OF TURN
Some effects trigger or end during this phase.
Watch for wording like: “At the end of your
turn,” “At the end of each turn,” or “Until the
end of your turn.”
PHASE 4: CLEAR PHASE
Clear (remove) all action tokens from all of
your characters that did not receive an action
token this turn.
ACTIONS
Most of the gameplay in HeroClix occurs in the
Action Phase in the form of actions.
After taking an action, a character gains an
action token unless it was a FREE action.
When a character gains a second action token,
they can no longer perform any actions (except
FREE actions) until their action tokens are
Cleared. If you have fewer than 3 characters
on your team, you won’t be able to use all 3 of
your actions.
There are five different types of actions. Every
character always has three basic actions
available to them: MOVE, CLOSE, and RANGE.
MOVE: Allows a character to move around the
map.
CLOSE: Allows a character to perform a Close
attack.
 MOVING RANGE ATTACKS
Characters can move in one of two ways: Range attacks are attacks from a distance like RESOLVING COMBAT Some attacks can have more than one target,
but all attacks must have at least one target.
2. DETERMINE HITS:
beams, boomerangs, or arrows. Roll dice to determine if a defending
➠ Using a basic MOVE action to move a All combat, whether Close or Range, is The same attack can’t target a character more
number of squares up to their Speed A character with a Range value greater than 0 resolved by following these steps: than once. character is hit.
[BOOT] value may perform a Range attack by using a basic Roll 2d6, and add the result to your
➠ Using a power with MOVE, which may use or RANGE action or through certain Standard 1. DETERMINE TARGETS: Targets of a Close attack must be adjacent to
the attacking character; targets of a Range character’s Attack [FIST] value. Then, compare
modify the character’s Speed [BOOT] value Powers. that total to your targeted character’s Defense
Choose one or more targets for your attack must be within range and line of fire of
A character moves one square at a time into Characters making a Range attack can only character’s attack. the attacking character. [STRIPE] value:
any of the squares adjacent to their current attack characters within their range and line ➠ If the attack total is equal or higher
Every character has a Bolt [BOLT] value next to their If an opposing character is adjacent to your
square (including diagonally). of fire. than the defense total value, the attack
Range value. This is how many characters they character, your character cannot perform
Determine a character’s range by starting may target at once with their attack. 18 o 1
a Range attack (unless they have a special succeeds. The target is “hit.”
OTHER CHARACTERS
Ko Ko K3

ability that allows them to do so). 2

3K8

➠ If the attack total is lower, the attack fails.

11 7 K110 /o40 Ko
with a count of 0 in the square the character
6 Ko

K2o 1

1K0o 6 K1o0 5 o
K3
Two characters cannot occupy the same
o 8 Ko

K3o N ™
occupies and counting outward in all directions, The target was “missed.”
8

1K8o 9 #1Ko

1o7
Ko K7

K
Ko o
square. Your characters can move through

IDER-MA
1
o
K2o Ko

o
K7o

Ko K6
including diagonal.

4
squares with friendly characters but they may Spider-Man (center) has Range 6, so he can make range attacks. An attack with multiple targets can be both a

Ko

Ko
3o Ko
10 10 K10 o K3o

10
17

SP17
01a/bK3

6
not stop in those squares. Adjacent opposing characters: As a general hit and a miss at the same time for different

K6

K7o
101a/b

3
o K

17o K
Ko
7 K7o 62 targets.

o 11
Ko
rule, characters may not make range attacks

17
Ko

K
11 1 K11 o
o
Be careful: If a character enters a square Ko

K3o
when they are adjacent to an opposing 18
12
K
adjacent to an opposing character their 18 K3o
Rolling [6][6] is a critical hit which deals 1
101a
/b Ko

movement stops! To move away, that
character will need to Break Away!
BREAKING AWAY
If a character is adjacent to one or more
opposing characters, they must first attempt
to Break Away before they are able to move.
To attempt to Break Away, roll a die:
[4]–[6] : Success! The character Breaks Away
from all adjacent opposing characters and may
move without having to Break Away from those
characters for the remainder of this action.
[1]–[3] : The character fails to Break Away
and does not move. If they would receive an
action token for this move, they still do.
ATTACKING
There are two types of attacks: Close attacks
and Range attacks.
CLOSE ATTACKS
Close attacks represent melee attacks like
Spider-Gwen moves. She passes through
the square occupied by friendly character
Spider-Man. Spider-Gwen continues moving
until she is adjacent to opposing character
Venom. She must stop moving at that
square. This is a complete action, so
Spider-Gwen gets an Action Token.
Spider-Gwen tries to break away.
Roll 1d6...
Oh no! A [2]. Spider-Gwen cannot move
out of this square and gets a second
Action Token, the maximum amount.
On a later turn, Spider-Gwen's Action Tokens are
cleared. She tries to break away from Venom again. Just
roll 1d6...
character. However, there are certain special 101A/B - SPIDER-MAN additional damage to each character hit by the
abilities that allow them to either target an attack. The target(s) of the attack become hit
adjacent opposing character with a range MV50 MG Tampos.indd 1 9/20/22 9:54 AM (they can't evade with another effect).
attack or target other opposing characters
that are not adjacent while they are adjacent Spider-Man may attack Rolling [2][2], [3][3], [4][4], [5][5] or [6][6] causes
targets occupying any of the
to an opposing character. knockback if that attack is a hit, which is
squares highlighted in purple.
resolved in step 5 below.
LINE OF FIRE The brown squares represent
Rolling [1][1] is a critical miss. The attack
elements of the map that
Line of fire represents a character’s ability to would block his line of sight, misses, and the attacking character takes 1
see a character they wish to engage with. like walls or other characters. unavoidable damage.
To determine if a square is within a character’s
He may attack opposing
line of fire, draw an imaginary line from the
character Mysterio because
he has a clear line of fire
3. MODIFY DAMAGE:
center of the attacking character’s square and is within range. Use any abilities that increase or
to the center of the square you are targeting He cannot attack Shocker. reduce damage.
(ignoring any effects of the character’s square Even though Shocker is
within range, Miles Morales Your character will deal damage equal to its
itself, like terrain bonuses). is blocking the line of fire. Damage [BURST] value to hit characters. If more
Line of fire is blocked if: He cannot attack Venom than one character has been hit, you choose
because he is out of range. how this damage is split up.
➠ It intersects a square occupied by a
A critical hit adds 1 to the damage dealt to
character not occupying one of the two each hit character.
squares you’re drawing between.
➠ It intersects blocking terrain. The hit characters may use powers to reduce
Ko Ko 4 2o
0/
Ko
1K7o K 6
Black Cat has Range 0, so she can only make close
20
Ko 7 K
damage, and the attacking character may use

Ko

1K0o 7 K1o0 5 o
10 4 o K2
punching, kicking, and clawing.
1K0o
➠ The attacking character and their target
o 8
attacks. She may attack targets occupying any of

17L ACK2KoCA1T ™
K7
Ko
Ko Ko

powers to increase or alter the damage.

K6o

Ko
are on different levels of elevation (except the squares highlighted in purple. She may attack

Ko Ko Ko K

o
Ko

Ko K6
A character may perform a Close attack by

9 Ko 10
Shocker because he is in an adjacent square.

#009

Ko Ko

1K7o K3 Ko
2o BKo
using a basic CLOSE action or through certain when the character at higher elevation is
Black Cat doesn't come in this Miniatures

K7o
009

Standard Powers. on the Rim, see p. 11). Ko

Ko
Ko
8 K7o 02
Ko
Game, but you can collect Spider-Man Beyond
Hooray! A [5]! Spider-Gwen can now move freely through

o
11 1 K11 o
o

11
Ko
Amazing boosters to add more amazing

Ko

K2o
the squares adjacent to Venom during her MOVE action. Characters always have a line of fire to K7
When making a Close attack, a character may
12
009
17 K2o 1
Ko
characters to your team!
attack a character in an adjacent square. themselves.
8 9
009 - BLACK CAT

MV50 Tampos.indd 9 9/20/22 9:17 AM

MV50 Dials.indd 9 9/20/22 9:33 AM
 Ko Ko Ko
Ko K
Ko Ko Ko30 /40 o

™ o
1K8o
Ko

KoSPIDERLING Ko K
Ko Ko
EXAMPLE ATTACK

Ko
4. DEAL DAMAGE: phase, without gaining an action token. TERRAIN ELEVATED

Ko #105a
Ko

Ko

Ko
Elevated terrain is an area that is higher up Spiderling is sparring against Roll 2d6 for this attack.
[STRIPE]15

Ko Ko
If a power or ability is not a MOVE, CLOSE,

17o Ko
Deal damage to hit characters, and HeroClix maps have special colors around the

1K8o /Kb o Ko
training dummies. She is at Click Let’s look at the possible

Ko
than the rest of the battlefield and may provide

Ko Ko
check for KO
KOs. RANGE, POWER, or FREE action, it is one of squares that let you know about the special Number 1 with these combat outcomes of this roll: a
a tactical advantage, but is difficult to climb

Ko
the following: properties of that square. Squares without values. critical miss, a miss, a hit,

K
Once the damage is finalized, the hit onto such as the roof of a low building, the top and a critical hit.
Ko

Ko
terrain are called Clear Terrain.

Ko
characters take damage by clicking the ➠ Triggered effects are caused by something of a tractor trailer or a small cliff. Even though her range
Ko

Ko
appropriate number of clicks (so that the Click else. For example, an ability that says There are 3 main kinds of terrain: Blocking, Ko is 4, she can’t make a range
Movement: Characters must end their 4

1K7o
Ko
attack while adjacent to
number increases). “When this character would be targeted Hindering, and Elevated. Ko
by an attack...” it is triggered when they’re movement when they cross a (red) elevated Ko opposing characters. She
Check for KO
KOs: If a character’s Combat Dial terrain boundary unless they are moving from Ko picks the dummy on the
attacked. The power would continue to say BLOCKING one square with a transition indicator
right as her target. It has
KO” in its window, that character is
shows a “KO what happens when triggered. Blocking terrain is impossible to traverse or
2
1
Defense 15.
KO’d and is removed from play.
KO ➠ Passive effects are always in effect. For into the square connected by that transition
see through, such as pillars, statues, and
example, Toughness always reduces indicator.
boulders. CRITICAL MISS
5. RESOLVE KNOCKBACK: damage taken by 1 and Leadership always
MV5
Close attacks: Characters may make close0 MG Tampos.indd
Blocking terrain that is printed on the map has [1][1], a5critical miss. The attack misses and Spiderling
Check if a character is pushed away increases your Action Total by +1.
a Destroy value of 3 (it may be destroyed by
attacks targeting opposing characters takes one damage, moving9/2 her0dial
/22to Click
9:54Number
AM
2. [BURST]
by knockback. NOTE: Characters can take any number of occupying a square connected to their square
characters with a damage value of 3 or more).
different FREE actions during their turn, and still by a .2

A hit character is knocked back if either of the See "Destroying" on page 13 for more details. 1

following applies:
➠ The attacking character has the
KNOCKBACK keyphrase as part of a power.
➠ The attacking character rolls doubles on an
attack roll that hits.
When a character is knocked back, the
attacking player places them up to 3 squares
away from the character that hit them.
➠ If a character would be knocked back into a
square occupied by another character, they
aren't knocked back any further.
➠ If a character would be knocked back into
a wall, blocking terrain, or square of higher
elevation they aren't knocked back any
further and deal that character 1 damage.
➠ If a character is knocked back into a square
of lower elevation, their knock back is
stopped after they cross the red boundary
line. Deal that character 1 damage.
POWER / TRAIT ACTIONS
Beyond the basic MOVE, CLOSE, and RANGE
actions, characters can perform actions based
on their available powers and traits.
If a power or trait has MOVE, RANGE, CLOSE,
or POWER, it takes an action to use.
If it has FREE, it’s a free action. It can be
performed by a character during the Action
take a non-FREE action (but each FREE action
may only be taken once).
TRAITS
Some characters will have traits or special
powers. A character’s traits are designated by
a star on the Combat Dial, which means that
they are always available to your character.
The effect of the trait will be described on the
character’s card.
OTHER ABILITIES
IMPROVED ABILITIES
Improved Abilities let a character move
or target in ways they normally can’t.
Improved Abilities will have MOVEMENT [IM] or
TARGETING [IT] followed by a colored symbol.
The Powers and Abilities Card explains what
each one does.
TEAM ABILITIES
Team Abilities are indicated by a full-color
symbol on a character’s base and explained on
the character’s card.
KEYPHRASES
Keyphrases are terms in HeroClix with a
special meaning. Each one is explained on the
Powers and Abilities Card. ADVANCED
Movement: Characters cannot move into or
through blocking terrain.
Line of Fire: Line of fire is blocked by blocking
terrain.
WALLS
Walls are a subset of blocking terrain and
follow similar rules, but instead of being a full
square on the map they are found along the
boundary between squares.
Walls printed on the map have a Destroy value
of 3 (they may be destroyed by characters
with a damage value of 3 or more). See
"Destroying" on page 13 for more details.
Movement: Characters cannot move through
walls.
Line of Fire: Line of fire is blocked by walls.
HINDERING
Hindering terrain makes it more difficult to
target opposing characters. Examples of
hindering terrain include thick trees, tall grass,
and debris.
Movement: Not affected.
Line of Fire: If a line of fire is drawn through
any hindered terrain to a target of an attack,
that target gains +1 defense for the attack.
Line of Fire: A line of fire cannot be drawn
from a square at low elevation to another
square at the same elevation through terrain
at high elevation (representing the fact that
a character cannot shoot through a building).
However, a line of fire can be drawn from a
square at high elevation to another square
at the same elevation through terrain of
lower elevation (representing the fact that
a character can shoot an arrow from one
rooftop to another).
THE RIM
Squares along the boundary of elevated
terrain that are adjacent to lower terrain are
collectively called the “Rim.” Characters on
the Rim can be targeted by characters from
lower elevation and vice versa, but only if the
Line of Fire does not intersect another square
of elevated or blocking terrain.
MISS
[1][2], a miss. Added to Spiderling’s [FIST] 10, the attack
total is 13. That is less than the dummy’s Defense value,
so the attack misses.
HIT
[2][3], a hit. Added to Spiderling’s
[FIST] 10, the attack total is 15. This attack hits!
[BURST][BURST][BURST]
Spiderling has [BURST]3, so she deals 3 damage to the
dummy.
CRITICAL HIT
[6][6], a critical hit Added to Spiderling’s
[FIST] 10, the attack total is 22. This attack hits! [BURST][BURST][BURST][BURST]
Furthermore, because you rolled double [6]s, this is a
critical hit!
Spiderling has [BURST]3, so she deals 3 damage to the
dummy.
Because this is a critical hit, she also deals 1 additional damage to the dummy, for a total of 4 damage.
All hits that have doubles cause knockback, so you may
push the dummy up to 3 squares away from Spiderling.

10 11

+1
TERRAIN MARKERS
+1
Terrain markers are various items on the
battlefield that characters can interact with
during a game, from small everyday objects to
cars, heavy machinery and outbuildings. Some
terrain markers come with their own card and
have special effects in that game!
+1
Terrain markers have values indicating how far
they can be thrown, how much damage they
cause in attacks, and how much damage it
takes to destroy them. These are indicated on
the object as:
+1
[BOLT]/[GIANT]– The first number listed (before the
“/”) is the range that the terrain marker can /  by its color border. Only characters
thrown in a RANGE Terrain Action. The +1
number listed (after the “/”) is the Giant
Reach: X value that the terrain marker grants
when used in a CLOSE Terrain Action (see
Giant Reach: X on the PAC for more details).
[BURST] – The first number listed is the damage
that the terrain marker deals when used in a
RANGE Terrain Action. The second
/number

listed (with the +) is the amount the 4/—terrain
3/+2 3
marker modifies the damage of the attacker
when it is used in a CLOSE Terrain Action.
– The number listed is the damage
required to destroy the terrain marker in a
CLOSE or RANGE Destroy Action. If this says
“Indestructible” then this terrain marker can’t
be destroyed with a CLOSE or RANGE Destroy
Action (but still can be destroyed when used
as part of an attack with a CLOSE/RANGE
Terrain Action)
Terrain markers with
rounded edges are called
“objects” and represent
smaller items found on
/  / 
the battlefield that any /  ➠ RANGE Terrain Action: RANGE: If this
6/2 2/+1 2 6/— 3/+2 3
6/— 1/+1 2
character can lift (like a
moderately full garbage
can). These are small enough that they do not
affect a character’s movement or line or fire,
but can be picked up and used in attacks.
 /  /  being destroyed doesn't block this line).
12
/+2 3 6/— 2/+1 2 4/— 3/+2 3
+1
+1
Once per move, any character may do one of
+1
the following:
➠ Pick up an object in a square they move
through, or a square adjacent to one they
move through.
➠ Put down an object in any square they
move through or a square adjacent to one
+1
they move through.
Terrain markers with square edges represent
larger or heavier items found on the battlefield
that only someone with superhuman strength
could lift (like a dumpster or a small car).
These markers affect characters movement
+1
and line of fire as the terrain/
type indicated
with the
4/3 3/+2 4 4/3 3/+2
second "Super+1Strength" or "Telekinesis" powers can
pick them up, move them around the map and
use them in attacks.
/  / 4/2 3/+2
4/2 3/+2 4 side 2/+1
Characters can only hold one terrain marker
at a time. Any character that is holding a
terrain marker can attack with that marker by
performing the following actions:
➠ CLOSE Terrain Action: CLOSE: If this
character is holding a terrain marker,
make a close attack modifying damage by
the terrain marker's Damage [BURST] modifier
(indicated by the +X). If a terrain does
not have a printed Damage modifier, the
default modifier is +1. After resolutions,
destroy that terrain marker without
generating debris.
character is holding a terrain marker, make
a range attack targeting a single character
within line of fire and the terrain marker's
Range [BOLT] value. Instead of normal damage,
deal damage equal to the terrain marker's
Damage [BURST] value (indicated by the first
listed number.) If a terrain does not have
+1 +1
+1
+1
a printed Range value, the default is 4./
If A bystander can’t be healed, and if it takes any Generated game elements are added to the
a terrain marker does not have a +1 4/2 3/+2
printed 3 +1 damage, it is KO
KO’d. map adjacent to whatever generated it (usually
Damage value, the default value is 2. After a character).
Bystanders don’t have starting lines, click
resolutions destroy that terrain marker
numbers, or non-KOKO clicks. They do not Generated game elements are always linked to
without generating debris.
trigger or count for any effects that reference the character or game element that generated
those game terms. them. For example, if a character can generate
DESTROYING hindering terrain markers from the “Smoke
A bystander’s single “click” is considered its
A character can destroy printed blocking Cloud” power, that power’s effect would only
starting click.
terrain (including walls) or a terrain marker if apply to the markers they generated (and
they have a Damage [BURST] value equal or greater not hindering terrain markers generated by a
than the Destroy value of that terrain. MISCELLANEOUS different character).
Printed Blocking terrain always has a Destroy CONCEPTS
PLACING
value of 3."
NAMES USED IN EFFECTS Placing is when you take a game element on
When trying to destroy something, your When an effect looks for a character’s name, it the map and place it in another square on the
/ 
character looks for an exact match.
4 4/3 3/+2 must
4 do one of the following: map. Placing characters isn’t considered a
➠ CLOSE Destroy: Occupy an adjacent move for the purposes of other game effects.
GENERATE
square and perform a basic CLOSE action. Some effects will “generate” something, like a For example, a character that is placed
+1 +1
+1 +1
➠ RANGE Destroy: Perform a basic RANGE token or object, from outside the game or from
+1
does not have to break away from adjacent
+1
+1
/ 
+1
action targeting a wall within range and +1 4/2 3/+2 3 +1
your Sideline. opposing characters.
line of fire.
+1
To destroy a wall from range, your character
+1
/ 
must have
 range to the square
/ onthe opposite
4
CLOSE Destroy
6/— of the wall
3 (the section of the
6/— 2/+1wall you
3 are
+1
+1
destroying does not block line of fire to that [BURST] [BURST] [BURST]
/  /  / 
Spiderling wants to remove the obstacles in front of her. +1 4/3 3/+2 4 +1 4/3 3/+2 4 4/3 3/+2 4
square.) Because she has [BURST]3, she can deal enough damage to
destroy the obstacle within her attack range. Spiderling
After destroying blocking terrain or a wall uses a CLOSE Destroy action to remove the obstacle from / 
printed on the map, place debirs markers as
/  /  /  4/2 3/+2 4
the map.
/ 
4/— 3/+2 3 4/2 3/+2 4 6/— 2/+1 3 6/— 2/+1 3
described below:
➠ Blocking terrain: Put a debris marker in Replace the obstacle with a debris token as shown.
that square. That square is now hindering
terrain.
➠ Wall: Place a debris marker on either side
of where the wall used to be.
If you destroy a terrain marker using a CLOSE RANGE Destroy
RANGE Destroy Action or with the standard
power Quake, flip the marker to its destroyed Spiderling wants to remove the wall in front of her from [BURST] [BURST] [BURST]
range. To do so, she needs to draw range and line of fire
side. It is now considered a debris marker.
to the square behind the wall (the wall being destroyed
doesn't block this line).
BYSTANDERS
With her range of 4 she can count to the square behind
Bystanders are characters with combat values the wall, and her damage of 3 is enough to destroy it!
Spiderling uses a RANGE Destroy action to destroy the
but no combat dial, therefore they cannot wall. Place a debris marker on either side of where the
click. Most bystanders are generated by game wall used to be. Spiderling wants to remove the wall in
effects, but some are separate game elements front of her from range. To do so, she needs to draw range
with point values. and line of fire to the square behind the wall (the wall
13
 BUILDING YOUR OWN Note: None of the characters contained in this with the highest result didn't choose. POWERS AND ABILITIES REFERENCE
TEAM box are Prime or Unique.
4. The second player picks a map.
THEMED TEAMS This reference includes only powers and abilities found on the characters and bystanders in this set. After players expand their
Building your own team is one of the most fun parts 5. Choose Starting Areas, starting with the
of HeroClix, because you can combine your favorite Every character has one or more keywords, first player. The first player chooses an collection to include additional characters, they should reference the separate, trifold Powers and Abilities Card.
characters from different sets and universes, then found below their name on their character edge of the map to be their Starting Area.
card. If all of the characters on your team
bring them to the table to square off against your
friends! Your team consists of three components, your share a keyword, you can pick that keyword as
The second player's Starting Area will
SPEED ATTACK
be the edge of the map opposite the first
characters, your maps, and your objects. your team’s “theme.” If they share more than player's starting area.
x ENERGY EXPLOSION RANGE: Make a range attack and all other
one keyword, pick only one. Themed teams
x FLURRY CLOSE: Make up to two close attacks.
characters adjacent to an original target also become targets. Hit characters
STARTING FORCE provide two bonuses: 6. Setup Characters and Terrain Markers.
x LEAP/CLIMB .(When this character moves, they can
are dealt 2 damage instead of normal damage.
Your Starting Force consists of your The first player places their Starting Force
Initiative Bonus: When deciding who is going in squares along the edge of the map that change elevation without using transition squares, can move through outdoor x P ULSE WAVE RANGE: Range 4, . Other characters within range
characters and any game elements you will first, players with themed teams gain an is their Starting Area, then places up to 3 blocking terrain, and can move through squares occupied by or adjacent to can’t use powers or abilities (for this action). Make a range attack targeting
start the game with (such as objects and initiative bonus: Add the number of characters terrain markers in squares outside of any opposing characters without stopping. They still must break away). all other characters within range and line of fire, including at least one
equipment). with their chosen keyword to their 2d6 die Starting Area. Then, the second player x PHASING/TELEPORT MOVE: (For this action, this character opposing character, using printed defense values for each targeted character.
Each character in HeroClix has a point value roll. This bonus cannot exceed 3 more than an does the same thing. automatically breaks away, can change elevation without stopping movement, can move Each hit character is dealt 1 damage instead of normal damage.
printed on its base and character card. This opponent. through blocking terrain but can’t end movement in blocking terrain, and can move through
7. Start the game! Any effects that happen at
x QUAKE CLOSE: KNOCKBACK. Destroy all terrain markers and printed pieces
is how many points it costs to include on your
SPIDER-MAN ™ 101a
SPIDER-MAN FAMILY, REPORTER, SCIENTIST
squares adjacent to or occupied by opposing characters without stopping.) Move. of blocking terrain within 1 square, then make a close attack targeting all
Starting Force. SPIDER-GWEN ™ SPIDER-MAN
102a
Super Senses, but only succeeds on a
For example, you have a Theme Team with three the start of the game occur now, then the
MILES MORALES™
[6] SPIDER-MAN FAMILY, CELEBRITY, DETECTIVE
103a
SPIDER-MAN
. If this character can already use
Super Senses, instead increase
characters. You roll a [3][3], for a total of 9. first player takes their first turn. x CHARGE POWER: Halve speed. Move, then CLOSE as FREE -or- make a adjacent opposing characters. Each hit character is dealt 2 damage instead of
normal damage.
CHAMPIONS, S.H.I.E.L.D., Super Senses, but only the result of its roll for

close attack.
SPIDER-MAN FAMILY, ULTIMATES
Super Senses by +1.
Your opponent does not have a Theme team,
succeeds on a [6]. If this
SPIDER-MAN character can already use HYPERSONIC
Super Senses, but only succeeds on a [6].
If this character can already
Super Senses, instead SPEED
so would need to roll a 10 or higher to go first. INHERENT ABILITIES
SUPER STRENGTH KNOCKBACK during close attacks. This character can pick
increase the result
x
LEAP/CLIMB
use Super Senses, instead of its roll for Super
increase the result of its roll for Senses by +1. INCAPACITATE
x MIND CONTROL CLOSE/RANGE: Minimum range 4. Make a close/range attack.
Inherent abilities are the things every
Super Senses by +1. SUPER SENSES

CHARGE
PHASING/TELEPORT
FLURRY
Instead of normal damage, each hit character halves speed and becomes friendly to your up, hold and put down non-object terrain markers (excluding Smoke, Debris or Water
STEALTH SUPER STRENGTH SPIDER-MAN™ 101a
QUAKE
POISON
PERPLEX 6 1 2
7 7 7 6 6
3

11 11 10 10 10
4 5 6
KO

KO
30
SPIDER-MAN FAMILY, REPORTER, SCIENTIST character can normally do on a turn. These are force and, one at a time, may in either order: Move and/or make an attack, then it markers.).
also listed on the Powers and Abilities Card:
4 1 2 3 4 5 6 30 SPIDER-MAN
8 8 7 7 7
11 11 11 10 10
KO

KO
18 18 17 17 17
3 3 3 3 3
KO

KO
Super Senses, but only succeeds on a reverts forces. x INCAPACITATE When this character makes an attack, instead of normal
[6]. If this character can already
SPIDER-GWEN ™ use
102a
damage, you may give each hit character an action token.
18 18 17 17 17 KO
4 1 2 3 4 5 6 30 Super Senses, instead increase
➠ A basic MOVE, CLOSE, or RANGE action. PLASTICITY This character breaks away on any result except a [1]. Adjacent opposing
3 2 3 2 3 KO

x
8 7 7 7 8 KO SPIDER-MAN
the result of FAMILY, CELEBRITY, DETECTIVE
its roll for
11 10 10 10 11 KO
Super Senses by +1.
SPIDER-MAN
18 17 18 17 18 KO

3 3 3 2 2 KO

Point Values 30+30+30=90

Super Senses, but only
HYPERSONIC
SPEEDon a . If this
succeeds [6]
➠ Carry another character: Before beginning characters that can’t use Phasing/Teleport, Plasticity, Leap/Climb, or Hypersonic Speed x PENETRATING/PSYCHIC BLAST Damage dealt by this character’s range
MILES MORALES ™ 103a
only break away on a [6].
character
Super
can
LEAP/CLIMB
Senses,
already use
CHAMPIONS, S.H.I.E.L.D.,
instead
INCAPACITATE
SPIDER-MAN FAMILY, ULTIMATES movement, you may choose one adjacent attacks is penetrating damage.
increase the result
SUPER SENSES
SPIDER-MAN
of its roll for Super
Super by +1. but only succeeds on a [6].
SensesSenses,
friendly character of smaller size. x SIDESTEP FREE: Move up to 2 squares. x SMOKE CLOUD POWER: Minimum range 4. Generate up to 6 Smoke
Immediately after moving, place the
If this character can already

A standard Starting Force in HeroClix has 6

PHASING/TELEPORT
use Super
increase
Senses, instead
1 2 3 4 5 6
FLURRYthe result of its roll for 30 terrain markers, one at a time, in distinct squares within range. Other than
a maximum of 300 points. You and your
SuperSUPER
7 7 7 6 6 KO
Senses
PERPLEX
by +1.
STRENGTH
11 11 10 10 10 KO
chosen character (adjacent if possible); it x HYPERSONIC SPEED POWER: Halve range, :0. (For this action, the first, each marker must be adjacent to at least one other, and at least
CHARGE

opponent should each build your teams

18 18 17 17 17
STEALTH
3 3 3 3 3 KO
KO
cannot take a non-FREE action this turn. To this character halves range, can’t carry, and can move through squares one must be within line of fire. Opposing characters occupying one or more of
occupied by or adjacent to opposing character without stopping. They still
QUAKE 30
carry, neither character can be holding an
1 2 3 4 5 6
these markers modify attack -1. At the beginning of your next turn, (even if
4

to be as close as you can get to the 300 8 8 7 7 7 KO

POISON
11 11 11 10 10
must break away). Move, then make an attack, then move up to your speed
KO

point maximum (it’s okay if you don’t have 18 18 17 17 17 object, or pick one up. this is lost) remove them.
STANDARD SETUP
KO

exactly 300).
3 2 3 2 3 KO

➠ Pick up, put down, or perform a CLOSE value minus the number of squares just moved.
4 1 2
8 7 7 7 8
3 4 5 6
KO
30
x PRECISION STRIKE Damage from this character’s attacks can’t be
1. Greet your18 opponent.
11 10 10 10 11 KO or RANGE Terrain Action with an object x STEALTH When it’s not your turn, hindered lines of fire drawn to this reduced below 1. // When this character attacks, opposing characters
TEAM BUILDING RESTRICTIONS 17 18 17 18
3 3 3 2 2
KO

KO (NOTE: As they represent larger/heavier character by non-adjacent characters are blocked. decrease their Super Senses result by -1.
Prime figures: A team can only have one 2. Reveal your team. Announce any Themed
items, only characters with certain
Prime figure (denoted by a green ring around Teams, if any. Turn all characters to their x RUNNING SHOT POWER: Halve speed. Move, then RANGE as FREE -or- x POISON FREE: If this character hasn’t moved or been placed this turn, deal
standard powers can pick up, put down, or make a range attack.
the edge of its base and its character card starting click. 1 damage to all adjacent opposing characters.
image). perform a CLOSE or RANGE attack with an
3. Determine player order. Each player terrain markers that are not objects). x STEAL ENERGY When this character hits and damages one or more
Unique figures: A team can only have one rolls 2d6 and adds their Initiative Bonus. ➠ Destroy a terrain marker (including an characters with a close attack, after resolutions heal this character 1 click.
copy of each Unique figure (denoted by a The player with the highest result may object) or printed blocking terrain/walls x TELEKINESIS POWER: Minimum range 4. Choose a terrain marker or single-base
silver ring around the edge of its base, and its choose to be either the first or second
using a CLOSE or RANGE Destroy Action. friendly character within range and line of fire. Place it into a square within range
character card image), but your team can have player this game; the player with the lower
and line of fire that is also within 4 squares and line of fire from that terrain marker/
multiple different Unique figures. result gets whichever option the player
character. // This character can make RANGE Terrain Actions as if it was holding
14 terrain markers within range and line of fire.
15
 DEFENSE
x SUPER SENSES When this character would be hit, you may roll a d6.
- : Evade.
x TOUGHNESS Reduce damage taken by 1.
x COMBAT REFLEXES Modify defense +2 against close attacks.
x ENERGY SHIELD/ DEFLECTION Modify defense +2 against range attacks.
x MASTERMIND When this character would be hit by an opponent’s attack that deals
damage, you may choose an adjacent friendly character that wouldn’t be hit by this attack
and that is less points or shares a keyword. That friendly character instead becomes a hit
target of the attack, even if it’s already a target (or would be an illegal target).
x WILLPOWER At the beginning of your turn, you may roll a d6. - : Remove
an action token from this character.
x INVINCIBLE Reduce damage taken by 2. // Can reduce penetrating damage.
x
IMPERVIOUS Reduce damage taken by 2. // When this character is dealt
damage from an attack, you may roll a d6. - : Damage taken is reduced to 0.
x REGENERATION POWER: Roll a d6. Heal a number of clicks equal to half the
result (rounded up).
KEYPHRASE ABILITIES
KEYPHRASE SYMBOL DESCRIPTION
, :1 (When this character moves, they can do
not have to end their movement when crossing a boundary of
Elevated terrain., can move through outdoor blocking terrain, and
Flight can move through squares occupied by or adjacent to opposing
characters without stopping. They still must break away. This
character can use the Carry ability to carry up to 1 characters,
including characters that are the same size).
DAMAGE
x RANGED COMBAT EXPERT This character modifies attack and damage +1
while making a range attack or using RANGE destroy.
x SUPPORT POWER: Choose an adjacent friendly character and roll a d6. Heal that
character a number of clicks equal to half the result (rounded up
x EXPLOIT WEAKNESS Damage dealt by this character’s close attacks is
penetrating damage.
x PROBABILITY CONTROL Once per turn, you may reroll a target character’s
attack roll or break away roll. A targeted character must be within range and line of
fire, minimum range 4.
x SHAPE CHANGE When this character would be targeted by an attack, you may
roll a d6. [5] - [6]: This character can’t be targeted by the attacker this turn and the
attacker may choose a different target instead.
x CLOSE COMBAT EXPERT This character modifies attack and damage +1 while
making a close attack or using CLOSE destroy.
x EMPOWER Adjacent friendly characters modify damage +1 while making close
attacks or using CLOSE destroy.
x PERPLEX FREE: Minimum range 4. Choose a target character within range and line
of fire. Modify one of that character’s combat values other than damage +1 or -1
until your next turn.
x OUTWIT FREE: Minimum range 4. Choose a target opposing character within range
and line of fire and then choose one: any standard power -or- a special power printed
on the target’s card. The target can’t use the chosen power until your next turn.

INHERENT ABILITIES
Carry Before beginning movement, you may choose one adjacent friendly character
of smaller size. Immediately after moving, place the chosen character adjacent
if possible and it can’t be given a non-FREE action this turn. To carry, neither
character can be holding an object or pick one up.

CREDITS
Executive Producers: Justin Ziran and Jake Theis
Editing: Paul Grogan and Mark Butt
Rulebook and PAC: The HeroClix Team HeroClix Product Management: James O’Brien and John Schreiner
Gameplay Design: James O'Brien, Scott D'Agostino, Alex Davy, Graphic Design: Patricia Rodriguez, Mark Shabunia, Daniel Solis, and
and Brian Galley Josh Gilardi.
Additional Gameplay Design, Development, and Rules: Norman Additional Art: Cody Wiley
Barth, Christopher Martinez, Darin Skutt, and Kenji Kaneshiro. Special Thanks: NECA, the playtesters, and everyone who has helped
Rules Arbiter Assistance: Anthony Barnstable and Edward Levy HeroClix since its inception!

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