THE STRATEGY BOARD GAMEA GAME BY MARCO MAGGI AND FRANCESCO NEPITELLO

ADDITIONAL DESIGN AND DEVELOPMENT BY ROBERTO DI MEGLIO AND SALVATORE PIERUCCI

2

1 GAME BOARD16 SUPER HERO

FIGURES4 MASTERMIND VILLAIN

FIGURES 8 DICE

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Development - Scheming

Magneto now has an additional

Scheming ability: “You are able to Draw

Additional Villain Cards in addition to

any another option when Scheming.”

BROTHERHOOD OF

EVIL MUTANTS

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THE AVENGERS

RECOGNIZED BY THE U.N.

THEIR BASE WILL BE TREATED AS

AN INDEPENDENT COUNTRY

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DEMONS WALK THE EARTH!

DOES A NEW INFERNO THREATEN THE CITY?

MYSTERYMYSTIC

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You may use one action to move

any number of Ready Super

Heroes to the same District, or to

Recovery.

FANTASTI-CAR

12 MASTER PLAN CARDS 24 STORY CARDS 36 HEADLINE CARDS 12 TEAM POWER-UP CARDS

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D4

ALLY

Pay 1 Plot Point

to play during the

Planning Phase.

ATTRACTION PHEROMONE

Activate to use this

Ally’s rating on your

next d roll.

SPIDER-WOMAN

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EFFECT

VICT

ORY

MAXIMUM CARNAGE

PSYCHOPATHIC SUPERVILLAINS ON A RAMPAGE

Add 1 to the Threat Number of

each CRIME Headline.

The Special Headline comes into

play once any player reaches 15

Victory Points. The game ends

at the end of the Action Round

in which the Special Headline is

completed, or at the end of the

Game Round in which it comes

into play. The player with the most

Victory Points wins.

CRIMEFIGHT

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1 0

1

KO 1

A 1 D3 W1

A2 D1 W2

VILLAIN

DODGE

Discard this card to use a rating of 3 on your

next d roll.

VIPER

VENOM DARTS

TELEPORTATION RING

50 RESOURCE CARDS 10 SCENARIO CARDS 50 VILLAIN CARDS

Round Setup phase1) Advance the Game Round marker.

2) Reset the Action Round marker to the fi rst step of the Action Round track.3) Advance the Story track.4) Draw and place new Headlines, and place Threat Level tokens.

5) Assign the Archnemesis and First Player tokens.

Planning phase1) Receive Plot Points2) Assign Superhero Status3) Heal4) Allies and Power-Ups

Mission phase5 Action Rounds, each withone action chosen between:

• Movement• Troubleshooting• Medical Treatment• Story Action• Use a Special Ability

1) Choose Powers.2) Character with Initiative attacks, and the opponent defends.

3) Character without Initiative attacks, and opponent defends.4) Outwit Contest.

COMB

AT

1) Determine Trouble Level2) Reduce Trouble3) Play Villains4) Combat5) Headline Resolution

TROU

BLES

HOOT

ING

GAME ROUND

TEAM NEMESIS

POWE

R-UP

CHARACTER Phoenix ForceDanger Room

Blackbird

Magneto

CyclopsJean Grey

StormWolverine

Round Setup phase1) Advance the Game Round marker.

2) Reset the Action Round marker to the fi rst step of the Action Round track.3) Advance the Story track.4) Draw and place new Headlines, and place Threat Level tokens.

5) Assign the Archnemesis and First Player tokens.

Planning phase1) Receive Plot P2) Assign Superher3) Heal4) Allies and Pow

Mission phase5 Action Rounds, each withone action chosen

• Movement• Troubleshooting• Medical Treatmen• Story Action• Use a Special Abilit

GAME ROUND

CHARACTER Magnet

CyclopsJean Grey

StormW

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READY

SUPP

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DANGERCRIME

MYSTERY

LEVEL

Discard a Resource card to add 1 HIT to your result.

INVISIBLE FORCE FIELDS (Combat)Discard a Resource card to discard all dice showing a BOOST icon that your opponent just rolled.

INVESTIGATION

INVISIBILITY

READY

DANGERDANGERD

DiscarDiscard a Resource card to add 1 HIT to y1 HIT to your result.

INVESTIGA

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DANGERCRIME

MYSTERY

HENCHMEN

COMBAT

SCHE

MING

INCREDIBLE STAMINADiscard a Villain card to add 2 to your d result.

ORGANIZED CRIME When Scheming, you may additionally discard 1 Villain card to increase the Trouble Level by 1.

SURPRISINGGREAT SIZE RUTHLESS FIGHTER

AA

DANGERDANGERD

COMBATCOMBATCOMB

INCREDIBLE STAMINASTAMINASTDiscard a Villain card to add 2 to your d result.

SURPRISING

4 TEAMREFERENCE CARDS

16 SUPER HEROREFERENCE CARDS

4 MASTERMIND VILLAINREFERENCE CARDS

1 FIRST PLAYER TOKENThe First Player token is given

to the player who acts � rst in each Action Round

1 ARCHNEMESIS TOKENThe Archnemesis token is given

to the player controlling the Nemesis of the Team with most

Victory Points.

12 COMBAT POWER TOKENS

Each player has a set of 3 Combat Power tokens used to choose Powers during combat.

1 GAME ROUND MARKER

The Game Round marker keeps track of how many rounds have

been played. If the game goes to 6 or more rounds, set it back to

the “1” space.

1 ACTION ROUND MARKER

The Action Round marker keeps track of how many Action Rounds

have been played in this Game Round.

4 TEAM VICTORY POINT MARKERS

The Team Victory Point markers keep track of how well each Super Heroes Team is doing.

13 SUPER HERO WOUND/KO TOKENS

KO tokens are used to keep track of how many times a character

has lost in a combat; the opposite side is called a Wound token

and is put on a Super Hero when he’s defeated.

36 THREAT TOKENSThreat tokens have a number

on them and are placed in a District to show the Threat

number of the active Headlines.

52 PLOT POINT TOKENS

Plot Point tokens are used to manage the use of the Super

Heroes and their Allies during the Planning phase.

1 TROUBLE LEVEL TRACK MARKER

The Trouble Level marker keeps track of the current level of Trouble during the resolution of

a Headline.

GAME COMPONENTS0

UPPER MANHATTAN

central manhattan

The Village

lower manhattan

Queens

brooklyn

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 2524

1

1 2 354

1 2 354

0

1

2

3

4

5

6

7

8

9TM

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ARVE

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6 NE

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MH0

1-M

★carnegie

hill

●central HARLEM

✖morningside

heights◆

east HARLEM

★MIDTOWN

●Central

park

✖Upper

west side

◆Upper east side

★EAST SIDE

●CHELSEA

✖GREENWICH

VIllage

◆Hell’s Kitchen

✖lower

east side

●tribeca

★financial

district

◆EAST

VILLAGE

★BROOKLYN

HEIGHTS

●WILLIAMSBURG

✖Bedford-

Stuyvesant

◆gREENPOINT

★SUNNYSIDE

●ASTORIA

✖LONG ISLAND

CITY

◆Steinway

game round

action round

victory points

scenario card

headline deck

villain discard pile

resource discard pile

most wanted villains

story deck

TROUBLE L

EVE

L

villain deck

resource deck

cityhall

Misty knight’s

apartment

hellfire club

mansion

DaIlyglobe

norman

osborn’s

penthouse

LATVERIAN

EMBASSY

J. JonAH

Jameson’s

penthouse

avengers

embassy

symkarian

embassy

wakandan

embassy

LAW OFFICES of

Nelson & Murdock

baxter

building

bedfordtower

Mary Jane’s

Apartment

Luke Cage’s

Apartment

heroes for

hire office

Curt Connors’s

Apartment

united

nations

madame web’s

apartment

matt murdock’s

apartment

S.H.I.E.L.D.

Public H.Q.

Mary Jane

Watson & Peter

Parker’s Luxury

Apartment

Empire state

building

FiskTower

Dailybugle

wolverine’s

apartment

nick fury’s

apartment

S.h.i.e.l.d.

secret H.Q.tinkerer’s

workshop

x-Man’s

apartment

harry

OSBORN’S

former loft

dr. Strange’s

sanctum sanctorum

PIER FOUR

X-FACTOR

H.Q.

archangel’s

apartment

Ben Grimm’s

Apartment

YANCYSTREET

empire state

university

Dailygrind

Coffee

bean

daniel rand’s

apartment

thunderbolt’s

Original h.q.

power

residence

sersi’s

apartment

she-hulk’s

apartment

nightwing

restorations

clint barton’s

apartment

Metropolitan

Museum of Art

oracle inc.

timeSsquare

gem theater

world Trade

center site

Steve Rogers’s

Apartment

Peter Parker’s

Apartment

Black Widow’s

Apartment

alicia masterS’s

studio

marvel

comics

office

Coleen Wing’s

Apartmentcolumbia

university

Oscorp

Eastern L.I.

Forest

Hills

Multivex

grand central

station

LAGUARDIA

AIRPORT

3

TEAM, CHARACTERS AND TEAM NEMESIS

TEAM CHARACTERS TEAM NEMESIS

The Avengers Captain America The Hulk Iron Man Thor Red Skull

The Fantastic 4 The Human Torch The Invisible Woman Mr Fantastic The Thing Doctor Doom

The Marvel Knights Daredevil Doctor Strange Elektra Spider-Man Kingpin

The X-Men Cyclops Jean Grey Storm Wolverine Magneto

GAME OVERVIEWIn the Marvel Universe, groups of superhuman heroes defend New York City and the world against menaces and dangers, while in the shadows evil masterminds unleash their plots to control humanity.

In the Marvel Heroes Strategy Board Game, two to four players each control a Team of Super Heroes, competing to solve mysteries, rescue innocent bystanders, and defeat criminals. At the same time, each player controls an individual Mastermind Villain, trying to advance his evil agenda.

SUMMARY OF GAME PLAYEach player controls a Team of four Super Heroes. Each player also controls the Mastermind Villain that is the Nemesis of the Team controlled by the player to his left (see below).

The game progresses in Game Rounds, which are divided into three di� erent phases. Each Game Round, the players send their Super Heroes to solve Headlines, the stories and dangers around which the game revolves. In general, during the course of the game you will try to solve as many Headlines as you can with your Super Heroes, in order to develop the abilities of your Team and gain Victory Points.

When a player uses his Team to solve a Headline, he is called the Hero player; all the other players act as Villain players, trying to hinder the Hero player and advance the secret agendas of their own Mastermind Villains.

OBJECT OF THE GAMEAt the start of the game, you will select one of the 10 di� erent Scenarios included in the game. The Scenario represents the main storyline narrated in the game: Think of each Headline as a part of a single issue of a comic book, while the Scenario is like the larger story developed in a story arc.

Most Scenarios make a speci� c change to the game rules (“E� ect” text), and each Scenario provides a speci� c goal for the players to achieve to win the game (“Victory” text). Often the goal listed by the Scenario card is for the players to acquire the most Victory Points (by solving Headlines), but sometimes the goal is to be the � rst player to acquire a certain number of Victory Points, or to be the � rst player to resolve a Special Headline. See “Winning the Game” on page 12 for more information on the Scenario cards. The Victory text also speci� es in which round the game ends, although in some scenarios the game ends when a certain victory condition is achieved.

For your � rst game, we recommend using the “Born Again” Scenario. This Scenario does not alter the rules of the game. Its Victory description is simply to play until one player acquires 15 or more Victory Points, and then � nish the current Game Round. At the end of that Game Round, the player with the most Victory Points wins. Once you have played this basic Scenario, you will want to try the other Scenarios, which provide more � avorful victory conditions.

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GAME BOARD

THE GAME BOARD

1Each Area has a di� erent color: Upper Manhattan, Central Manhattan, The Village, Lower Manhattan, Queens, and Brooklyn.

2 Each District in the same Area has a di� erent symbol: ✖ ◆ ★ ●

3There is one Headline space for each Area on the board. The current Headline cards are placed here.

4The Victory Point track is used to keep track of the success of each Team. Red spaces indicate your Plot Point bonus.

5 Each Area has on its border two Support spaces, shown as colored circles

6The four visible Story cards are placed on the Story track. The cards advance on the track in the direction shown by the arrows.

7 The Scenario space holds the Scenario card for the current game.

8 The Most Wanted Villain spaces hold up to three undefeated Villains.

9

Advance the marker on the Action Round track every time a round of Actions is completed; after 5 Action Rounds, advance the marker on the Game Round track and reset the Action Round track to the � rst step.

10The Trouble Level track is used during a Troubleshooting action to keep track of the di� culty of the Headline.

11 Place here the Villain deck and the discarded Villain cards.

12 Place here the Resource deck and the discarded Resource cards.

0

UPPER MANHATTAN

central manhattan

The Village

lower manhattan

Queens

brooklyn

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 25241

1 2 3 54

1 2 3 54

0

1

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3

4

5

6

7

8

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★carnegie

hill

●central HARLEM

✖morningside

heights ◆east HARLEM

★MIDTOWN

●Central

park

west side

◆Upper east side

★EAST SIDE

●CHELSEA

✖GREENWICH VIllage

◆Hell’s Kitchen

✖lower

east side●tribeca

★financial district

◆EAST

VILLAGE

★BROOKLYN HEIGHTS

●WILLIAMSBURG

✖Bedford-

Stuyvesant

◆gREENPOINT

★SUNNYSIDE

●ASTORIA

✖LONG ISLAND

CITY

◆Steinway

game round

action round

victory points

scenario card

headline deck

villain discard pile resource discard pile most wanted villains

story deck

TROUBLE L

EVEL

villain deck resource deck

cityhall

Misty knight’s apartment

hellfire clubmansion

DaIlyglobe

normanosborn’spenthouse

LATVERIANEMBASSY

J. JonAHJameson’spenthouse

avengersembassy

symkarianembassy

wakandanembassy

LAW OFFICES ofNelson & Murdock

baxterbuilding

Mary Jane’sApartment

Luke Cage’s Apartment

heroes forhire office

Curt Connors’s Apartment

unitednations

madame web’sapartment

matt murdock’s apartment

S.H.I.E.L.D.Public H.Q.

Mary JaneWatson & PeterParker’s Luxury

Apartment

Empire statebuilding

FiskTower

Dailybugle

wolverine’sapartment

nick fury’sapartment

S.h.i.e.l.d.secret H.Q.

tinkerer’sworkshop

x-Man’sapartment

harryOSBORN’S

former loft

dr. Strange’ssanctum sanctorum

X-FACTORH.Q.

archangel’sapartment

Ben Grimm’sApartment

YANCYSTREET

empire stateuniversity

Dailygrind

Coffeebean

daniel rand’sapartment

thunderbolt’sOriginal h.q.

powerresidence

sersi’sapartment

ment

clint barton’s apartment

MetropolitanMuseum of Art

oracle inc.

timeSsquare

gem theater

world Tradecenter site

Steve Rogers’s Apartment

Peter Parker’s Apartment

Black Widow’s Apartment

alicia masterS’sstudio

marvelcomicsoffice

Coleen Wing’sApartment

columbiauniversity

OscorpEastern L.I.

ForestHills

Multivex

grand centralstation

LAGUARDIAAIRPORT

thunderbolt’sthunderbolt’sthunderbolOriginal h.q.

1

2

3

0 1

victory pvictory pvict ointsory pointsory p

4

5

7

6

8

1 21 21 2

1 21 21 29

9

TROUBLE L

EVEL

TROUBLE L

EVEL

10

11 12

4

THE GAME BOARDThe game board represents the island of Manhattan and its surrounding areas. The city is divided into 6 Areas, each in a di� erent color. Each Area is divided into 4 Districts, and each District in an Area is identi� ed by a di� erent symbol. Any number of Super Heroes can be in a District at the same time.

In addition, each Area has two Support spaces: Each Support space can hold one Super Hero, who may be used to help his Teammates in the corresponding Area.

Note: The Brooklyn and Queens Areas are not used if playing a two-player game.

The board also features several spaces and tracks:

— 6 Headline spaces (one for each Area). These spaces hold the Headline cards, which represent missions in the Area that Teams can try to complete.

— The Scenario space. This space is for the current game’s Scenario card.

— The Story track. This track holds the four available Story cards, which represent positive developments for the di� erent Super Hero Teams.

— 3 Most Wanted Villain spaces, where certain Villains are placed if they defeat Super Heroes in combat.

— The Game Round track and Action Round track, which are used to mark the current Game Round and the Action Round within a Game Round. If the game goes to 6 or more rounds, set it back to the “1” space.

— The Victory Point track, which is used to record the Victory Point total and the Plot Point bonus of each Team.

— The Trouble Level track, which is used to record the di� culty level of a Headline as it is being resolved. If the Trouble Level goes above 10, use the side of the Trouble Level marker with a “+10” to indicate this.

In addition, there are spaces on the board for the Headline, Resource, Story, and Villain decks, and spaces for the Villain and Resource discard piles.

THE DICEEight special dice are included with the game. They are

used to resolve combat and to determine the Trouble Level of Headlines.

On each die, one face is blank, and the other faces show shows one or two

special icons:

— Hit icon ( ): This icon is the most important

one on the dice. When you roll the dice in combat, you add together all the

HIT icons to determine the value of the roll.

— Trouble icon( ): The TROUBLE icon is only used in the Mission phase, when you roll to determine the Trouble Level

in a District (see Missions, page 8).

— Boost icon ( ): This icon means that you may be able to reroll some dice, if you have the appropriate special ability or if the rules indicate that you should use dice boosting. If you are able to use dice boosting, then when a die shows a BOOST icon, it can be rolled again and the new results are added to the previous total. You reroll only once: BOOST icons on the additional roll are ignored.

The Mission or Combat rules will tell you how many dice you must roll and the e� ects of the roll. However, the number of dice you roll can never be more than 8 (not including rerolls).

55

THE GAME ROUNDINITIAL GAME SETUP— Determine randomly or by choice who will control each Super Hero Team. Each

player takes his Team Reference card, his Super Hero � gures and Super Hero reference cards, the Team’s Power-Up cards, and one set of Combat Power tokens. Place all of your Super Heroes on the middle of their respective Reference cards.

— Each player controls the Mastermind Villain that is the Nemesis of the Team controlled by the player to his left. Each player should take his Mastermind Villain card and � gure and the three corresponding Master Plan cards.

— Each player then draws two cards from the Resource deck and two from the Villain deck.

Note: Draw three cards from each deck in a two-player game.

— Give the First Player token to a player chosen randomly.

— No Archnemesis is named for the � rst Game Round.

— Place the Resource deck, Villain deck, Headline deck, and Story deck on their respective spaces on the board.

— Shu� e the Headline and Story decks, then � ll the Headline spaces on the board with Headline cards, and the Story track with Story cards.

— Form a pool of Plot Point tokens by placing them beside the board. You will take tokens from here whenever you receive Plot Points, and put them back here whenever you spend them.

— For each Headline, place one Threat token with a number matching that of the Headline’s Threat Number on the District where the Headline is taking place.

— Randomly draw (or choose) a Scenario card and place it on the appropriate space on the board. (We recommend using the “Born Again” Scenario the � rst time you play.)

— Put the Game Round marker on the � rst space of the Game Round track, and the Action Round marker on the � rst space of the Action Round track.

— Put the Victory Point marker of each Team on the “0” space of the Victory Point track.

— Put the Trouble marker on the “0” space of the Trouble Level track.

THE GAME ROUNDA Game Round in Marvel Heroes consists of three phases:

1) Game Round Setup2) Planning3) Mission

PHASE 1: GAME ROUND SETUPDuring the � rst Game Round, skip this phase. At the beginning of each Game Round thereafter, do the following:

— Advance the Game Round marker.

— Reset the Action Round marker to the � rst step of the Action Round track.

— Advance the Story track (see below).

— Draw and place new Headline cards to � ll the empty Headline spaces, and place the corresponding Threat tokens on the board.

— Assign the Archnemesis and First Player tokens (see below).

Advance the Story TrackStory cards represent public and personal events that a� ect the Super Heroes and their Teams.

At the beginning of the game, four Story cards are drawn and placed faceup in a row, in the appropriate spaces on the board. This row of cards is called the Story track.

At the beginning of each Game Round, a new Story card is drawn and placed at the beginning of the track. The cards already on the track are shifted in the direction of the arrows on the track to make room for the new card, and the card that is “pushed o� ” the Story track is discarded without e� ect.

During the game, players will a� ect the Story track by using Story actions.

Headline cardsHeadline cards represent events initiated by criminals, supernatural creatures, or natural hazards in the streets of New York City.

Using Headline CardsHeadline cards are placed on the appropriate spaces on the board, each corresponding to one Area of the city.

At the beginning of each Game Round, Headline cards are drawn and placed to � ll the empty Headline spaces. Read aloud the Headline text, its Threat Type, Threat Number, and the Skills involved.

Each card bears a District Icon linking the card to a speci� c District in the Area, to identify where the incident is taking place. Place a Threat token in each District where a Headline takes place, corresponding to the Threat Number of that Headline.

Example: If this card is played in The Village (Area), place a “5” Threat token in Chelsea (District).

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ANCIENT MANUSCRIPT STOLENMONSIGNOR VITTORIO MONTESI: “IT CONTAINS DANGEROUS

KNOWLEDGE”

DANGERMYSTIC

VP 4

Some Headlines also bear a Mastermind Icon ( ). This icon indicates that a Mastermind is possibly behind the criminal activity.

Assigning the Archnemesis and First Player tokensThe player that controls the Nemesis of the Team which currently has the most Victory Points receives the Archnemesis token, and keeps it for the coming Game Round (during the � rst Game Round, there is no Archnemesis). In the case of a tie, the Archnemesis token goes to the tied player whose Mastermind Villain has the highest Henchmen rating.

The First Player token is then assigned to the player who has the fewest Victory Points. If there is a tie, then the tied player with fewer Team Power-Ups in play receives the First Player token. If there is still a tie, break it randomly.

The ScenarioAt the beginning of the game, the players must choose or randomly draw a Scenario card.

The card includes both a Game E� ect and a Victory description. The Game E� ect changes the rules of the game, while the Victory description explains how and/or when the game will end. One player should read this card aloud at the beginning of the game, and all players should keep the Scenario’s Game E� ect and Victory description in mind throughout the game.

66

SUPER HERO REFERENCE CARD

1 Combat Powers

2 Each Power has 3 Ratings.

3 Team symbol

4The Level indicates how many Plot Points you must spend to make this Hero Ready.

5The left part of the card is also called the Ready section.

6This Combat Special Ability can be used when the Super Hero is Ready and in combat.

7The right part of the card is also called the Supporting section.

8This Support Special Ability can be used when the Super Hero is Supporting.

9The middle part of the card is also called the Recovery section.

10When the Super Hero receives this number of KOs, he is wounded and moved to Recovery.

11These Troubleshooting ratings are used when the Super Hero is reducing the Trouble Level of a Headline.

12The Skill indicated here show which Headlines are best solved by this Super Hero.

MASTERMIND REFERENCE CARD

1 Combat Powers

2 Each Power has 3 Ratings.

3The Mastermind is the Nemesis of this Team.

4

The Henchmen rating indicates how many Villain cards to play when the Mastermind is in combat. It is also used to determine who the Archnemesis is in case of a tie.

5This Combat Special Ability can be used when the Mastermind is in a combat.

6This Scheming Special Ability can be used during the Troubleshooting of a Headline, when the Mastermind is involved.

7When the Mastermind receives this number of KOs, he is defeated.

8These Threat ratings are used when the Mastermind is increasing the Threat Level of a Headline.

SUPER HERO AND MASTERMIND REFERENCE CARDS

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DANGER CRIME MYSTERY

LEVEL

URU HAMMERDiscard a Resource card to use this ability. If you are using Mjolnir Whirl, add 1 die to your next a roll or d roll.

STORM MASTERY(Troubleshooting)

During a Troubleshooting action, reduce the Trouble Level of the District by 1.

MYSTIC

MYSTICAL BLASTS MJOLNIR WHIRL THUNDER GOD

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DANGER CRIME MYSTERY

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ANTI-GRAVITY FIELDSDiscard a Villain card to skip the next Outwit Contest. Initiative stays with the character who has it now.

ENERGY MANIPULATIONWhen Scheming, you may additionally discard up to 2 Villain cards to draw the same number of Villain cards.

MAGNETIC FIELDSSKILLED

STRATEGIST

MYSTICAL BLASTSMYSTICAL BLASTSM1YSTICAL BLASTSYSTICAL BLASTS2

3 3 33 33 33 3LEVEL3 34

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tion, reduce the Trel of the District by 1.

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MANIPULATIONWhen Scheming, you may additionally discard up to 2

6

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PHASE 2: PLANNINGDuring the Planning phase, players plan their courses of action for the current Game Round. Mainly, planning involves spending Plot Points to assigning your available Super Heroes to di� erent tasks, by placing their � gures on di� erent positions on their Super Hero cards. Players can also play Allies and acquire Team Power-Ups in this phase.

At the beginning of the game, Plot Points are limited, and players will not be able to � eld all their Super Heroes. As the game progresses, players will accumulate Plot Points and will soon be able to � eld more characters.

The steps of the Planning phase are:

1) Receive Plot Points2) Assign Super Hero Status3) Heal4) Allies and Power-Ups

The Super Hero CardEach Super Hero reference card provides information on the abilities of a character, but is also used during the game to keep track of what a Super Hero is doing. The position of a Super Hero’s � gure on his card indicates that character’s status: If a � gure is on the left side of the card it is Ready; if it is on the right it is Supporting; and if it is on the middle of the card it is In Recovery.

Super Hero Status

Ready: All Super Heroes in a District on the board or in the Ready (left) position on their card are said to be “Ready.” During the Game Round, Ready Super Heroes will be able to troubleshoot Headlines and � ght Villains.

Supporting: All Super Heroes in any Support space on the board or in the Supporting (right) position of their card are said to be “Supporting.” During the Game Round, Supporting Super Heroes can help Ready Super Heroes in troubleshooting Headlines and in combat, or they can complete other non-combat activities, such as engaging in scienti� c research.

In Recovery: All Super Heroes in the Recovery (middle) position on their card are said to be “In Recovery,” whether they are wounded or not. Super Heroes in Recovery will not be used during the current Game Round.

To assign Super Heroes to “Ready” or “Supporting” status you must spend Plot Points, as explained under “Assign Super Hero Status.”

All players may perform the Planning phase simultaneously, or you may have the First Player perform his Planning phase � rst and proceed clockwise around the table, as you prefer.

Receive Plot PointsTake all your Super Heroes that are on Support spaces on the board, and all your Super Heroes positioned on their reference cards - unless they have a Wound token - and place them in a group in front of you. These are your available Super Heroes.

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RESOURCE AND VILLAIN CARDS

ALLY CARD

1 Team Allegiance symbol

2 Name

3 Type

4 How to play the card

5 Special Ability

6 Ally Rating (or Ratings)

EVENT CARD

1 Title

2 Type

3 How to play/Special Ability

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Play as an action to move a Supporting Hero to a District containing a Ready Hero of the same

Team. The moved Hero is now Ready.

HEROES ASSEMBLE!

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VILLAIN

PROTECTED Discard this card to use a rating of 4 in your next d roll.

ONRY

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IMPERSONATIONDiscard a Villain card to roll the same number of dice as your opponent on the next combat roll.

A 0 D 0 W -1

AGENTS

May only be played as a Backup Eff ect.

Apply the modifi er to the Super Hero’s Powers for this combat.

HAND NINJA

VILLAIN CARD

1 Trouble Level Requirement

2 Trouble Cost

3 Name

4 Type

5When the Villain receives this number of KOs, it is discarded.

6 Combat Powers

7 Combat Special Ability

8 Trouble Cost of the Backup E� ect

9 Backup Special Ability

10 Most Wanted icon

AGENTS CARD

1 Trouble Cost

2 Name

3 Type

4 Modi� ers to opponent’s ratings

5 Agent Special Ability

HEROES ASSEMBLE!1EVENT

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Pay 1 Plot Point to play during the Planning Phase.

DIAMOND-HARD SKINActivate to use this Ally’s rating on your next d roll.

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You receive a number of Plot Points equal to the number of your available Super Heroes: You don’t receive any Plot Points for your Super Heroes that are in a District on the board or that are wounded.

Important: At the start of the � rst Game Round, all your Super Heroes are considered available, so you receive 4 Plot Points.

You also receive a number of additional Plot Point tokens equal to your Plot Point bonus score, which is determined by how many Victory Points you have. You receive 1 bonus Plot Point for every 5 Victory Points. This is indicated on the Victory Point track by the red spaces: You receive 1 Plot Point for each red space your marker has passed.

Example: After a Team has reached 10 Victory Points, it receives a bonus of 2 Plot Points during the “Receive Plot Points” step of each Game Round.

Assign Super Hero StatusNow you decide what the status of each of your Super Heroes will be for this Game Round, spending Plot Points for each Super Hero that you want to be Ready or Supporting.

First, if you left a Super Hero in a District on the board from the previous Game Round, you must spend a number of Plot Points equal to his Level in order to keep him on the board. If you do so, the Super Hero is left where he is and is considered to be Ready in this Game Round. If you cannot or do not wish to spend these Plot Points, move the Super Hero o� the board and to the “Recovery” position on his card: He is considered to be in Recovery for this Game Round.

Then you must choose the status of your available Super Heroes:

— You may spend a number of Plot Points equal to a Super Hero’s Level to place an available Super Hero on the Ready position of his card.

— You may spend 1 Plot Point to place an place an available Super Hero on the Supporting position of his card.

— Any other available Super Hero is considered to be In Recovery and is placed in the middle of his card. You don’t spend any Plot Points to place a Super Hero in Recovery.

HealIf a Super Hero is wounded, leave him or her in Recovery and discard the Wound token.

Allies and Power-UpsYou may play one Ally Resource card from your hand (up to three can be on the table at the same time) by spending one Plot Point. You may also place additional Plot Points on the Ally card you just played (see Allies, page 13). However, you may not place Plot Points on Allies already in play.

You may also discard 3 Story cards to purchase a Team Power-Up (see Using Story Cards, page 9).

Important: You keep any unspent Plot Points, for use in later Game Rounds.

Example of a Planning phase

It’s turn one of a 2-player game and James, the Fantastic Four player, has received the First Player token. He receives 4 Plot Point tokens at the start of the � rst Game Round. James takes a look at the board and decides he will try to solve “You Can’t Defeat Me” (a Crime/Fight Headline with a Threat Number of 5) using the Human Torch with the support of the Invisible Woman. So, he spends 2 Plot Points to make the Human Torch “Ready” and 1 Plot Point to make the Invisible Woman “Supporting.” He still has 1 Plot Point remaining: He decides to use it to play the “Black Widow” Ally card. With no points left, he has to put both the Thing and Mr. Fantastic in the “Recovery” position on their cards.

His opponent, Rich, is playing the X-Men. Rich also completes his planning, making Wolverine Ready (2 Plot Points), making both Jean Grey and Storm Supporting (1 Plot Point each), and putting Cyclops in Recovery. The Mission phase may now begin.

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JUSTICE AT RISK? KEY WITNESS AT THE MAGGIA TRIAL RECEIVED THREATENING LETTERS

CRIMEPROTECTION

VP 5

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CURSE OF THE MAYANS?MUSEUM GUARD TOMMY WEBSTER DISAPPEARS

MYSTERYMYSTIC

VP 3

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EFFECT

VICT

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ACTS OF VENGEANCESUPERHEROES FACE THE MENACE OF UNUSUAL ENEMIES

Randomly choose which Mastermind will be the Nemesis of each Team, such that each Team has a diff erent Nemesis than usual (and no 2 Teams have the same Nemesis).

Masterminds may choose 2 (diff erent) options when taking a Scheming action.

The game ends at the end of the 5th Game Round, and the player with the most Victory Points wins. However, if any player completes 3 Master Plans before that time, he or she immediately wins the game.

HEADLINE CARD

1 Title

2 Narrative text

3 Threat Type

4The Threat number indicates how di� cult the Headline is.

5The Headline is easier to solve if one of your Super Heroes has this Skill.

6The District icon determines where the Headline appears.

7Mastermind icon: Indicates that a Mastermind Villain may become involved in the Headline.

8 Victory Point value

SCENARIO CARD

1 Title

2 Game E� ect

3 Victory condition

CURSE OF THE MAMUSEUM GUARD T

1 ANS?Y WEBSTER DISAPPEARS2

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ACTS OF VENGEANCEACE THE MENACE OF UNUSUAL ENEMIES

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SCENARIO AND HEADLINE CARDS

PHASE 3: MISSIONSThe Mission phase is the focal point of the game, during which the Super Heroes try to solve the crimes and mysteries on the board, and the Villains seek to thwart the Super Heroes.

Each Mission phase in a Game Round is divided into � ve Action Rounds. During each Action Round, all players alternate in taking actions, starting with the First Player.

When a player acts in each round he is called the Hero player, and he can choose to do one of the following actions:

— Movement

— Troubleshooting

— Medical Treatment

— Story Action

— Use a Special Ability

Important: Each action may be done more than once in the same Game Round.

These actions are explained in detail below.

Supporting Super HeroesSupporting Super Heroes can be moved to special Support spaces on the board. Each Area on the board has two Support spaces. A Super Hero in the Support Space of a given Area is considered to be in that Area, and you can use the Support ability of that Super Hero in all the Districts of that Area.

Note: You can’t move a Super Hero to a Support space if it is already occupied by another Super Hero. So, a maximum of two Super Heroes can be Supporting in the same Area.

The Movement ActionYou may use a Move action to move one Ready or one Supporting Super Hero, as follows:

— Move a Ready Super Hero: You may move a Ready Super Hero from his card to

any District on the board, from one District to any other District, or from a District to the Recovery position on his card.

— Move a Supporting Super Hero: You may move a Supporting Super Hero

from his card to any Support space on the board, from one Support space to any other

empty Support space, or from a Support space to the Supporting position on his card.

Free Movement of Supporting Super HeroesWhen you use a Movement action to move a Ready Super Hero to a District, he may take one Supporting Super Hero along with him. In this way, you can move two Super Heroes with one action.

The Supporting Super Hero you move in this way must be on the Supporting position on his card. He must be moved to one of the Support spaces of the Area containing the District where you move the Ready Super Hero. The movement of the Supporting Super Hero is “free” and does not count as an action.

Important: A Supporting Super Hero that is already on the board (in a Support space) may not bene� t from this “free” move. To move a Supporting Super Hero that is already on the board, you must use a Movement action.

The Troubleshooting ActionDuring a Troubleshooting action you try to resolve a Headline in a District containing at least one of your Ready Super Heroes. See Troubleshooting, page 10, for a complete explanation of the Troubleshooting action.

The Medical Treatment ActionYou may use a Medical Treatment action to remove a Wound token from one Super Hero currently in Recovery. The token is removed and the Super Hero remains in Recovery. He will be available again at the start of the next Game Round.

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TEAM POWER-UP, MASTER PLAN AND STORY CARDS

STORY CARD

1 Title

2 Narrative text

3 Team symbol

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Magneto now has an additional Scheming ability: “You are able to Draw Additional Villain Cards in addition to any another option when Scheming.”

BROTHERHOOD OF EVIL MUTANTS

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You may use one action to move any number of Ready Super

Heroes to the same District, or to Recovery.

FANTASTI-CARASTI-CAR 1

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BROTHERHOOD OF EVIL MUT1

elopment - Scheming

Magneto now has an additional Scheming ability: “You ar“You ar“Y e able to Draw

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THE AVENGERSRECOGNIZED BY THE U.N.

THEIR BASE WILL BE TREATED ASAN INDEPENDENT COUNTRY3

THE RECOGNIZED BY THE U.N.

THEIR BASE WILL BE TREATHEIR BASE WILL BE TREATHEIR B

1RECOGNIZED BY THE U.N.RECOGNIZED BY THE U.N.ASE WILL BE TREATED ASTED ASASE WILL BE TREATED ASASE WILL BE TREA

AN INDEPENDENT COUNTRY2

TEAM POWER-UP ANDMASTER PLAN

1 Title

2 Special Ability

The Story ActionDuring the game, whenever you take a Story action, you draw one card from the Resource deck. You may then either:

— Advance the Story track: Draw a new Story card and place it at the beginning of the track, shifting the other cards on the track in the direction shown by the arrows on the track. Give the card that is “pushed o� ” the track to the player whose Team icon is shown on the card. In this way, it is possible that a player taking a Story action bene� ts another Team. If the related Team is not in play, the Story card is simply discarded.

— or —

— Rearrange the Story track: Move a Story card belonging to your Team to the last position on the Story Track, shifting the other cards back to � ll the empty space.

Using Story CardsWhenever you receive a Story card, add 1 Victory Point to your score.

During the Planning phase, you can discard three Story Cards in your possession to put a Team Power-Up card into play. The Victory Point value of the discarded Story cards is not deducted from your score.

Use a Special ActionCertain abilities of Super Heroes are preceded by the terms “Support (Action).” These abilities require the use of an action, so using such an ability will be all that you can do during one of the Action Rounds. A Super Hero must be “Supporting” to use a Support (Action) ability.

Example: The Hulk’s “Rampage” ability is a Support (Action) ability. This means that you must use an action and move the Hulk from either a Support space on the board or the Supporting position on his card to Recovery to draw 2 Resource cards and discard the � rst 2 cards on the Story track.

Example of a Mission phase

Let’s continue the previous example.

First ActionJames, the F4 player, goes � rst. With his � rst action, he moves the Human Torch to the District with the “You Can’t Defeat Me” Headline, moving the Invisible Woman to a Support space of that Area (a free movement).

Rich, the X-Men player, decides to use Jean Grey’s Support (Action) Ability, “Cerebro,” to take two consecutive Story actions. Jean Grey is moved to Recovery.

Second Action RoundJames decides to take a Story action, since the last card on the Story track is an F4 card and he wants to take it. He also wants more Resource cards in his hand before he attempts to solve the Headline. He draws 1 Resource card and advances the Story track, taking the F4 card that is pushed o� the track and adding 1 Victory Point to his score.

Rich moves Wolverine to the District with the “Serial Robbers on Crime Spree!” Headline and takes Storm along to a Support space of that Area (a free movement).

Third Action RoundJames decides to Troubleshoot the “You Can’t Defeat Me” Headline

and a Troubleshooting sequence begins (see Troubleshooting, page 10).

After Troubleshooting is completed, the action goes to

Rich. When both players have taken � ve actions, the Game Round ends and a

new one begins.

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TROUBLESHOOTINGA player may use a Troubleshooting action to try

to resolve a Headline, in order to score Victory Points. There are two types of Headlines: normal Headlines and Mastermind Headlines. Mastermind Headlines are indicated by the( ) symbol.

TROUBLESHOOTING A NORMAL HEADLINE

When Troubleshooting a normal Headline, your Super Hero will � rst attempt to resolve the Headline by reducing the Trouble Level of the District to zero. If

he is unable to do this, however, your opponents will have an opportunity to play Villains in the District, whom your Super Hero will have to � ght.

To Troubleshoot a normal Headline, � rst choose a District that has an unresolved normal Headline and at least one of your Ready Super Heroes. Then, follow these � ve steps:

1) Determine Trouble Level2) Reduce Trouble3) Play Villains4) Combat5) Headline Resolution

1) Determine Trouble LevelEach District with an unresolved Headline has a Threat token on it, corresponding to the Threat Number of its Headline card.

To determine the Trouble Level of a District, roll a number of dice equal to the number on the District’s Threat token. Add up the number of HIT and TROUBLE icons. Also, dice boosting applies to the “Determine Trouble Level” roll (unless your Super Hero has the appropriate Skill – see below). If any dice show a BOOST icon, roll them again and add any HIT or TROUBLE icons to the total. Ignore any BOOST icons that result from this second roll. The total after dice boosting is the Trouble Level of the District. Record the result on the Trouble Level track.

BOOST Icons and SkillsWhen Troubleshooting, if one of your Ready Super Heroes in the relevant District or one of your Supporting Super Heroes in the relevant Area possesses a skill displayed on the Headline card you are Troubleshooting, then dice boosting does not apply to the “Determine Trouble Level” roll: Ignore all BOOST icons obtained in the roll.

Example: The “You Can’t Defeat Me” Headline that the Human Torch is Troubleshooting has a Threat Number of 5. Rich, playing as the Villain player, rolls � ve dice: Two of them show 1 HIT icon, one of them shows 1 TROUBLE icon, one of them shows a HIT/BOOST icon, and the � nal die comes up blank. The total Trouble Level is 4. The Human Torch’s skill is “Protection,” while the skill listed on the Headline is “Fight.” Therefore, the BOOST die is rolled again: An additional TROUBLE icon results, so the Trouble Level of the District becomes 5.

2) Reduce TroubleNow you use your Ready Super Hero to reduce the Trouble Level of the District.

Each Super Hero has a Troubleshooting rating in the 3 Trouble types: Crime, Danger, and Mystery. Reduce the Trouble Level by the appropriate Troubleshooting rating of your Ready Super Hero in the District. (Adjust the marker on the Trouble Level track accordingly – it cannot go below zero.)

Example: The Human Torch has a Troubleshooting rating of 2 in Crime, 1 in Danger, and 1 in Mystery. He is currently Troubleshooting a Crime Headline, so he will reduce the Trouble Level by his Crime Troubleshooting rating of 2. In our example, the Trouble Level was 5 after the roll: It becomes 3, and the Trouble Level track is adjusted accordingly.

If you have more than one Ready Super Hero in the District, you may use whichever Super Hero’s rating is highest.

Support (Troubleshooting) Special Abilities: Some Super Heroes have special abilities that are preceded by the terms “Support (Troubleshooting).” These abilities may be used to reduce the Trouble Level of a Headline during a Troubleshooting action. Such abilities do not require the expenditure of an action; however, to use the ability the Super Hero must be in a Support space of the Area where his Teammate is performing a Troubleshooting action.

If the Trouble Level is still higher than zero, proceed to the next step, Play Villains. If the Trouble Level is at zero, proceed directly to the Headline Resolution step.

3) Play VillainsIf you did not reduce the Trouble Level in the District to zero, then the other players may play Villains cards against your Super Hero, as follows.

Draw Villain CardsAll Villain players, starting with the Hero player’s Nemesis and proceeding clockwise, may draw one Villain card from the Villain deck. When playing a two-player game, the Villain player draws two Villain cards.

Determine Whether There Will Be a Lead VillainIn clockwise order, starting with the player controlling the Hero player’s Nemesis, each Villain player must decide whether or not to play a Villain card. If he does not, then the player to his left may play one card, and so on, until all Villain players have passed. However, as soon as one player plays a Villain card, this step stops and that Villain card represents the Lead Villain. There may only be one Lead Villain.

If all the Villain players choose not to play a Villain card, go directly to the Headline Resolution step.

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Paying for Villain CardsThere are two numbers in the upper left of each Villain card: The Trouble Level Requirement and the Trouble Cost.

Trouble Level Requirement: To play a Villain card as a Lead Villain, the current Trouble Level in the District must be equal to or higher than the Trouble Level Requirement shown on the Villain card.

Trouble Cost: When you play a Villain card as a Lead Villain, you must reduce the Trouble Level in the District by the Villain card’s Trouble Cost (adjust the marker on the Trouble Level track accordingly). Thus, when you play a Villain card, you lower the Trouble Level, making it harder for the other Villain players to play further Villain cards.

Play Backup E� ects and AgentsIf there is a Lead Villain, then the Villain players may also play Backup E� ects and Agents. Beginning with the Hero player’s Nemesis and proceeding clockwise, each Villain player may play one or more Villain cards as Backup E� ects or Agents. While there may only be one Lead Villain, there may be any number of Backup E� ects and Agents.

The lower half of a regular Villain card shows what e� ect that card has if it is played as a Backup E� ect. Backup E� ects usually give additional powers to the Lead Villain. Depending on the situation, you may think of the Backup E� ects you play as actual characters helping the Lead Villain, but these cards may also represent unexpected abilities, new powers and equipments of the Lead Villain, or other special circumstances.

When playing a Villain card as a Backup E� ect, use the Trouble Cost on the lower half of the Villain card. This cost is usually lower than the cost to play it as a Lead Villain. There is no Trouble Level Requirement to play a Villain card as a Backup E� ect.

Agents CardsAgents are a special type of Villain card. Di� erently from other Villain cards, Agents can only be played as a Backup E� ect to a Lead Villain and, rather than boosting the Lead Villain’s ability, they hinder a Super Hero by reducing the value of his or her Powers.

Example: In our example, the Trouble Level of the District is 3. Rich has two Villain cards in his hand and now draws a third card. With 3 points of Trouble available, he decides that the Lead Villain will be the strongest Villain he can play, “Avalanche,” who has a Trouble Level requirement of 3 and a Trouble Cost of 2. After playing Avalanche, there’s still one point of Trouble left, so Rich decides to play the Backup E� ect of the “Crimson Dynamo” card, “Innocent Bystanders,” which gives Rich the ability to manipulate James’s dice rolls in the upcoming combat. Rich still has one Villain card but no Trouble is left, so now it’s time to � ght!

4) CombatWhen all Villain players have either played cards or passed, the � ght between Super Heroes and Villains is resolved using the Combat rules (see page 14).

If the Villain winsThe defeated Ready Super Hero is immediately placed in Recovery with one Wound token, and all Backup E� ect and Agents cards are discarded. The Lead Villain card is also discarded, unless it shows a Most Wanted icon: In that case, place it on an available Most Wanted space on the board (see the Most Wanted Villains sidebar).

Note: When a Hero player is defeated, only his ready Super Hero is moved to Recovery; his Super Heroes on Support spaces in the Area remain where they are.

Most Wanted VillainsWhen a Villain showing a Most Wanted icon ( ) defeats a Super Hero (or group of Super Heroes), place the Villain card faceup on one of the three Most Wanted spaces on the board. If all spaces are occupied, the player controlling the Nemesis of the defeated Team must decide whether to replace one of the three cards (discard the replaced card), or discard the victorious Villain.

Each card on a Most Wanted space is available to all players during the “Play Villains” step of a Troubleshooting action, to be played as if part of their hand of cards. A Most Wanted Villain may only be played as a Lead Villain, not as a Backup E� ect, and the Trouble Level Requirement of Most Wanted Villain cards is considered to be 0. The Trouble Cost must still be paid normally.

If the Super Hero winsDiscard all KO tokens accumulated during the Combat, then discard the Lead Villain card and all Backup E� ect and Agents cards. Then proceed to the Headline Resolution step.

5) Headline ResolutionIf your Super Hero defeats the Villain (or if no Lead Villain was played), you score the Headline. Take the Headline card and place it in front of you, and advance your marker on the Victory Point track by the amount indicated on the card.

If the Super Hero was defeated, the Headline card is discarded.

Finally, reset the Trouble Level track to zero.

TROUBLESHOOTING A MASTERMIND HEADLINEIf a Headline card has a Mastermind Icon ( ), it is a Mastermind Headline: The criminal activities of a Mastermind Villain may be behind this event.

The rules for Troubleshooting a normal Headline apply to Mastermind Headlines, with some important di� erences.

In game terms, these special Headlines have an added level of di� culty, as the Hero player’s Nemesis has at his disposal two possible interventions: taking a Scheming action, and attempting a Master Plan.

SchemingDuring the Troubleshooting phase, the Hero player’s Nemesis can choose to take a Scheming action, choosing one option from the following list:

— Increase the Threat: Before the “Determine Trouble Level” step, the Nemesis may decide to add his appropriate Threat rating (Crime, Danger, or Mystery, depending on the Headline) to the number on the Threat token on the District, increasing the number of dice to roll.

— Draw Additional Villain cards: At the start of the “Play Villains” step, the Nemesis may draw a number of additional Villain cards equal to the highest Level among the Ready Super Heroes in the District.

— Boost Combat: Before combat starts, the Nemesis may decide to give the Lead Villain dice boosting.

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Attempting Master PlansAt the start of a Troubleshooting action involving a Mastermind

Headline, the Hero player’s Nemesis may decide to intervene directly with his Mastermind to attempt a Master Plan. Master Plans must be attempted in order, starting with the “Prologue,” continuing with the “Development,” and ending with

“Conclusion.”

The player places his Mastermind Villain � gure on the Headline card, and shows the Hero player which one of his Master Plans he is trying to achieve.

Note: If a player has already achieved all his Mastermind Villain’s Master Plans, he may not attempt any further Master Plans, but the

Mastermind Scheming abilities may still be used on Mastermind Headlines.

The Troubleshooting action proceeds normally until its conclusion. If the Hero player is victorious, he scores the Headline normally;

then he must decide if he wants to challenge the Mastermind Villain or not. If the Super

Hero is defeated by the Lead Villain or chooses not to challenge the Mastermind Villain, the Mastermind Villain completes his Master

Plan.

Challenging the Mastermind VillainIf the challenge takes place, any

KO tokens accumulated by the Super Hero (or Super Heroes) during

the previous combat are not discarded. The challenge is resolved as a new battle

against the Mastermind, using the Mastermind’s combat abilities and powers. Mastermind Villains are always able to

use dice boosting on their combat rolls. Furthermore, at the start of the challenge, a number of Villain cards equal to the

Henchmen rating of the Mastermind are drawn from the Villain deck and played as Backup E� ects, without paying

their Trouble Cost.

If the Mastermind Is Defeated: If the Hero player wins the combat, he may put one of his Team Power-

Up cards into play.

The failed Master Plan card can be attempted again by the Mastermind Villain later in the

game. However, the Mastermind Villain can not attempt the Master Plan again in the

current Game Round.

If the Mastermind Is Victorious: If the Mastermind Villain wins the combat (or the Hero player decides not to challenge), the Mastermind player succeeds in his Master Plan and can from now on use the

special ability of that Master Plan card.

The ArchnemesisThe Archnemesis role is taken at the start of a Game Round by the player controlling the Nemesis of the Team with the most Victory Points. As the Archnemesis, a player can take a Scheming action or attempt a Master Plan when his opposing player is trying to solve any Headline, not just a Mastermind Headline.

WINNING THE GAMEAt the beginning of the game, the Scenario, which represents the main storyline of the game, is revealed. Each Scenario has a Game E� ect that modi� es the normal rules of the game, as well as a Victory description that describes how and when the game ends and what the victory conditions are for the current game.

Some scenarios set a speci� c condition or Game Round at which the game will end. In many of these Scenarios, the player with the most Victory Points is then declared the winner. In case of a tie, the tied player who scored the Scenario Headline (if there is one) is the winner. If there is still a tie, then the tied player with the most Team Power-Ups in play is the winner.

SPECIAL HEADLINESSome Scenarios include a Special Headline, which enters play as indicated on the Scenario card. This Headline has all the characteristics of a normal Headline, except that it is not linked to any speci� c District or Area on the board. When the condition described by the card is achieved, a player can move Super Heroes onto the Scenario card exactly as if the card were a District, and then use another action to Troubleshoot the Scenario Headline. The Scenario has no Support space, so Super Heroes can only move to a Scenario if they are Ready.

The attempt to solve a Scenario Headline is conducted normally, except that the Nemesis of the Team may not attempt a Master Plan. The Nemesis, however, may still take a Scheming action if he is the Archnemesis or if the Scenario has a Mastermind icon.

If the Headline is solved, the game will end when the current Action Round is completed; if the Headline is not solved, it remains in play to be solved later. When a

Team successfully Troubleshoots the Scenario Headline, it receives the amount of Victory Points indicated on the card.

The “House of M” ScenarioThe “House of M” Scenario is similar to a Scenario with a Special Headline. However, the � nal confrontation will not be the Troubleshooting of a Headline, but a special challenge against Magneto, who in this Scenario has a Henchman rating of 4 instead of his usual rating.

At the end of the fourth Game Round, place the Magneto reference card on the table. All the players challenge Magneto one after the other, starting with the player who has the most Victory Points and proceeding clockwise. Every player must choose two Super Heroes from his Team for the challenge.

The combat is treated like a normal challenge against a Mastermind, with Magneto played by the Nemesis of the Team challenging him.

The � rst player to defeat Magneto wins. If the Super Heroes are defeated, Magneto returns to 0 KOs and draws new Henchmen before the next combat. If no player defeats Magneto, Magneto wins and everybody loses!

1313

USING RESOURCE AND VILLAIN CARDS

USING RESOURCE AND VILLAIN CARDS

ALLIED HEROESAlly cards, which make up the bulk of the Resource deck, represent characters that temporarily help your Team.

PLAYING ALLIESYou may play Ally cards during the Planning phase, in the Allies and Power-Ups step, by spending one Plot Point per Ally Card. The Ally is played on the table, near your Super Hero cards, and the Plot Point is discarded. You may also place one additional Plot Point on the Ally card, so that you can use it two times instead of just once.

Each Team can have a maximum of three Ally cards in play at any time. If you already have three Allies in play, you can discard one in order to play a new Ally.

Allies are used during combat to help your Super Heroes (see Combat, page 14).

Team AllegianceIf an Ally is showing your Team’s icon, the Ally is linked to your Team. You may place the Plot Point that you spend to bring a linked Ally into play onto the card instead of discarding it as normal. You may also still place one additional Plot Point on the card. In this way, you can potentially use Allies that are linked to your Team up to three times.

Example: Namor is an Ally showing the “Avengers” icon. If a player controlling the Avengers spends one Plot Point to bring Namor into play, he would place the Plot Point token that he spends on to the Namor card. If a player controlling a di� erent Team brings Namor into play, he would discard the Plot Point token that he spends to bring Namor into play. In either case, the player may spend an additional Plot Point and place it on the Namor card.

ACTIVATING ALLIESAllies are used during a combat to help your Super Heroes (see Combat, page 14).

To activate an Ally’s special ability, you must discard a Plot Point token from that Ally card. If there is no Plot Point on the card, you must discard the Ally card itself after using its special ability.

Note: You cannot spend Plot Point tokens from your Plot Points pool to activate Allies. Only the Plot Point tokens on the Ally card you want to use can be spent to activate the ability of that Ally.

EVENT CARDSIn addition to the Ally cards, the Resource deck also includes Event cards. Most of these cards begin with “Play as an action,” indicating that playing the card counts as an action (so playing one of these cards will be all you can do during one of the Action Rounds).

VILLAIN CARDSAs explained in the Troubleshooting section on page 10, Villain cards may either be played as Lead Villains or as Backup E� ects.

To play Villain cards, the players must spend Trouble points from those available in the District where the Troubleshooting takes place, as described on page 10.

DISCARDING CARDSTo use the combat abilities of most Super Heroes or Villains, you usually have to discard one card from your hand, as stated in the ability text itself. You must discard a Resource card to use the ability of a Super Hero, and you must discard a Villain card to use the ability of a Villain.

Important: Any Villain player may discard a Villain card to use the ability of a Lead Villain, not just the player controlling it.

RESHUFFLING DECKSWhenever a deck of cards is exhausted, you must re-shu� e all the cards in the discard pile to form again a drawing deck.

instead of discarding it as normal. You may also still place one additional Plot Point on the card. In this way, you can potentially use Allies that are linked to your Team RESHUFFLING DECKSRESHUFFLING DECKS

Namor is an Ally showing the “Avengers” icon. If a player controlling the Avengers spends one Plot Point to bring Namor into play, he would place the Plot Point token that he spends on to the Namor card. If a player controlling a di� erent Team brings Namor into play, he would discard the Plot Point token that he spends to bring Namor into play. In either case, the player may spend an additional Plot Point and place it on the Namor card.

ACTIVATING ALLIESAllies are used during a combat to help your Super Heroes (see Combat, page 14).

To activate an Ally’s special ability, you must discard a Plot Point token from that Ally card. If there is no Plot Point on the card, you must discard the Ally card itself after using its special ability.

Note: You cannot spend Plot Point tokens from your Plot Points pool to activate Allies. Only the Plot Point tokens on the Ally card you want to use can be spent to activate the ability of that Ally.

13

Namor is an Ally showing the “Avengers” icon. If a player controlling the Avengers spends one Plot Point to bring Namor into play, he would place the Plot Point token that he spends on to the Namor card. If a player controlling a di� erent Team brings Namor into play, he would discard the Plot Point token that he spends to bring Namor into play. In either case, the player may spend an additional Plot

there is no Plot Point on the card, you must discard

You cannot spend Plot Point tokens from your

RESHUFFLING DECKSWhenever a deck of cards is exhausted, you must re-shu� e all the cards in the discard pile to form again a drawing deck.

14

COMBATThe confrontation between Super Heroes and Villains, where their superpowers special abilities are used to the fullest, is often the focal point of a comic-book story and is therefore a very important aspect of the Marvel Heroes board game.

The outcome of a combat is shaped by many factors, including the Super Heroes’ and Lead Villains’ Combat Powers, Allies, Backup E� ects, Supporting Super Heroes’ special abilities, and the roll of the dice.

In this section we will refer to both Super Heroes and Villains as characters.

COMBAT POWERSEach character has one to three Combat Powers, distinguished by color (red, orange, and yellow).

Each Power has three numerical values, ranging from zero to � ve. The � rst number is that Power’s Attack (a) rating, the second number is the Power’s Defend (d) rating, and the third number is the Power’s Outwit (w) rating. These numerical ratings indicate how many dice you roll in each step of the combat sequence if you choose that power.

COMBAT SPECIAL ABILITIESMost characters also have one or more Combat Special Abilities which can be used in combat. Normally, you use a special ability by discarding a card from your hand. You must discard a Resource card for the abilities of Super Heroes, or a Villain card for the abilities of Villains.

COMBAT SUPPORT ABILITIESSome Super Heroes possess special abilities that are preceded by the terms “Support (Combat).” These abilities are used during combat. To use a Combat Support special ability, your Super Hero must be in the Support space of the Area in which one of his Teammates is engaged in combat.

RESOLVING COMBATThe Hero player controls the Super Heroes during combat, while the player who played the Lead Villain controls the Lead Villain and any Backup E� ects.

Before combat, the Hero player takes three Combat Power tokens of di� erent colors, and his opponent does the same. Then combat begins.

Each combat follows the Combat Sequence below:

1) Choose Powers.2) The character with Initiative attacks, and the opponent defends.3) The character without Initiative attacks, and the opponent defends.4) Outwit Contest.

These steps are repeated, if necessary, until the combat ends.

In the � rst combat sequence the Super Hero has Initiative.

CHOOSE POWERSEach player secretly chooses one Combat Power,

by selecting one of the three Combat Power tokens. Then both players simultaneously reveal their choice and check the values of their

Attack, Defend, and Outwit ratings.

Note: Certain characters have only one or two Powers, and therefore have fewer choices in this step.

FIRST ATTACK PHASEThe character with Initiative rolls a number of dice equal to the Attack (a) rating of his chosen power; his opponent rolls a number of dice equal to the Defend (d) rating of his chosen power. Count and compare the number of HITS rolled on the dice.

If the attacker’s total number of HITS is equal to or greater than the defender’s, the attacker scores one KO against the defender. The attacker must roll at least one hit to in� ict a KO. If the defender now has number of KOs equal to his KO value, the defender is defeated and combat ends immediately. Otherwise, combat continues with the Second Attack phase.

If the attacking player’s Attack rating is 0, skip this phase. If the defending player’s Defend rating is 0, the attacker will score a KO unless he does not roll any HITS.

SECOND ATTACK PHASEThe second attack is resolved just like the � rst attack, except that the character with Initiative is the defender and his opponent is the attacker. If neither the Super Hero nor the Villain has been defeated after this phase, combat continues with the Outwit Contest.

OUTWIT CONTESTIn the Outwit contest, each player rolls a number of dice equal to the Outwit (w) rating in his chosen Power. The player that scores more HITS in� icts a KO on the opposing character.

Note: In both of the Attack phases, only the attacker can in� ict a KO, but in the Outwit contest, either player can in� ict a KO.

In addition, the player who wins the Outwit contest gains Initiative for the next combat sequence (if the opponent has not been defeated already).

In case of a tie, no KOs are in� icted; the player who currently has Initiative keeps it, and another combat sequence is fought.

Dice Boosting and SupportIf a Super Hero in combat has a Team member in a Support space of his Area, he receives dice boosting: Whenever he rolls a BOOST( ) icon on a die, he may reroll that die, and add the new result to the number of HITS already scored. BOOST icons rolled on the second roll do not grant further rerolls.

If there is not a Teammate in Support, simply ignore the BOOST icon. Villains do not receive dice boosting unless a Mastermind Villain uses a “Boost Combat” Scheming action.

15

Example of a Combat

Let’s continue the previous example, where the Human Torch (played by James) is facing Avalanche (played by Rich). James also has Black Widow in play as an Ally and the Invisible Woman Supporting, while Rich has played “Innocent Bystanders” as a Backup E� ect. The Human Torch has Initiative.

Choice of PowersFirst, both players secretly choose a Combat Power. James wants to go for an all-out attack, so he chooses the red Power token: The Human Torch will use his “Fire Blast” attack (a4 | d2 | w2). Rich knows that Avalanche, with only 1 KO and no Initiative, must try to get the upper hand, so he chooses his orange Power, “Shatter” (a1 | d2 | w5).

First Attack PhaseJames rolls four dice to attack: Two come up blank, one shows 2 HITS, and one shows 1 HIT.

Avalanche uses a dirty trick, taking advantage of the presence of “Innocent Bystanders” to hide behind them! He discards the “Innocent Bystanders” Backup E� ect to change the Human Torch’s 2 HITS die so that it shows only 1 HIT. This reduces the total attack result to 2, which is not enough to beat Avalanche’s Defend roll of 3 HITS. The � ght continues.

Second Attack PhaseNow it’s Avalanche’s turn to attack, but he rolls no HITs on the only die allowed by his poor “1” rating.

Outwit ContestNow, the Human Torch sees the danger of his situation: His opponent could easily win the Outwit roll, score a KO, and gain Initiative for the next combat sequence. It’s time to get some help! James decides to use Black Widow to raise the Human Torch’s Outwit rating to 4 for the next roll. Since there are no Plot Points on the card, James discards the Black Widow card: She will not be able to help him again!

James rolls his four dice: Two dice show 1 HIT, one shows a HIT/BOOST, and the last one is a blank. Because the Invisible Woman is Supporting, the BOOST die is rolled again, and the result is 2 more HITS! James’s attack total is 4.

Rich rolls � ve dice for Avalanche: three of them show 1 HIT, and two of them show a HIT/BOOST. The total would be 5, scoring a KO on Human Torch and winning Initiative for the Villain! But then James smiles, points at the Invisible Woman, and discards one of the Resource cards he has in his hand to use the Invisible Woman’s “Invisible Force Fields” Support (Combat) ability! Invisible Woman’s ability cancels Rich’s two dice with a BOOST icon. Avalanche’s result is now 3, and the Human Torch’s is still a 4... Avalanche receives a KO, enough to defeat him and end the combat!

It’s good to have friends, isn’t it?

MULTI-CHARACTER COMBATWhen more than one Ready Super Hero from your Team is in the same District, at the beginning of each combat sequence you must decide which Super Hero will � ght. Then combat is resolved normally (one-on-one). The following rules also apply to multi-character combat:

— Combat does not end until either the Lead Villain or all the Ready Super Heroes have been defeated.

— If the Lead Villain is defeated, the Super Heroes are considered to have won the combat, even if one or more Super Heroes were also defeated.

— If one Super Hero is defeated, then the Lead Villain has initiative on the next combat sequence if another Super Hero continues the � ght.

— Any Super Hero that is defeated goes to Recovery with one Wound.

ALLIES AND BACKUP EFFECTS IN COMBATThe special ability of an Ally or Backup E� ect can be used at the appropriate moment during combat, as explained by the card text. To actiavte an Ally’s ability, you must discard one Plot Point token on the Ally card, or discard the card itself it has no tokens on it. To use the ability of a Backup E� ect, you must discard the card. Agents remain in play for the duration of the combat and are only discarded once the combat has ended.

HENCHMENDuring a challenge with a Mastermind Villain, he may have Henchmen at his disposal. Henchmen are put into play at the beginning of the combat against the Mastermind. Draw a number of cards from the Villain deck equal to the Henchmen rating of your Mastermind, and play these cards without paying their Trouble Costs. Once they are in play, Henchmen are used exactly like Backup E� ects or Agents.

TIMING OF SPECIAL ABILITIESSuper Heroes, Allies, Villains, Backup E� ects, Agents, Master Plans, and Team Power-Ups all have special abilities, which may be used at di� erent moments.

An ability may never be used retroactively, unless it speci� cally states otherwise. For example, you cannot decide to use an ability that changes the number of dice you roll after you’ve rolled the dice!

— Abilities do not “stack”; that is, abilities may not be used multiple time to a� ect the same dice roll or value. For example, an ability that adds 1 to a rating or the result of a combat roll may not be used twice to add 2 to the rating or combat result. In another example, an ability that allows you to reroll a die may not be used twice to gain a second reroll.

— Abilities usually apply either to your next roll, that is, the one that is immediately to come, or to the dice roll you just made. When an ability refers to dice “just rolled,” this includes both the initial roll and any rerolls from dice boosting.

— Some abilities a� ect a result, not a roll, usually by adding to or subtracting from the number of HITS rolled. Use these abilities after both players have rolled their dice and performed any dice boosting, but before they compare results.

— Some abilities state in their text that their e� ect lasts for one combat sequence: Abilities that state that they a� ect “this” combat sequence must be used at the beginning of the sequence, before the choice of Powers, while abilities a� ecting the “next” sequence must be used at the end of a sequence.

— Some abilities state that they last until the end of the combat (that is, until either the Super Heroes or the Villain are defeated). These abilities can be used at any time, but usually they should be used at the beginning of the combat!

— Agents’ abilities, which modify the ratings of Super Heroes, are considered to be continuously in use throughout the combat.

— If two players want to use abilities at the same moment, the ability of the player with Initiative goes into e� ect � rst, followed by the other player’s ability.

1616

THE STRATEGY BOARD GAME

Game DesignMarco Maggi, Francesco Nepitello

Additional Design and DevelopmentRoberto Di Meglio, Salvatore Pierucci

Graphic Design and LayoutFabio Maiorana

Board GraphicsFabio Maiorana, Kurt Miller

SculptingBob Naismith

Original Cover and Character ArtSalvador Larroca (pencils), Paco Roca (colors)

Contributing PlaytestersNicola Santarello, Giuliano Fassi

Additional PlaytestingFederico Burchianti, Christoph Cianci, Fabio Maiorana, Marco Molin, Giuliano Nepitello,

Simone Peruzzi, Niccolò Pierucci, Fabrizio Rolla, Gabriele Tornar

Special Thanks toAlfredo Gabrielli, James Hinton, Bruno Maglione, Matthew Primack, Mickey Stern

English Edition EditingJames Torr

A game published by Nexus Editrice SrlVia dei Metalmeccanici 16, 55040 Capezzano Pianore (LU), Italy

www.nexusgames.com

English edition distributed by Fantasy Flight Publishing, Inc.1975 West Country Road B2, Roseville, MN, 55113, USA

www.fantasy� ightgames.com

MARVEL, Marvel Heroes, all the characters used and their distinctive likenesses thereof are trademarks of Marvel Characters, Inc., and are used with permission. Copyright © 2006 Marvel Characters, Inc. All rights reserved. www.marvel.com This Marvel Heroes Strategy Board Game is produced under license from Marvel Characters, Inc. Super Hero(es) is a co-owned registered trademark. Made in China.