MM3 - Classic Characters
MM3 - Classic Characters
MM3 - Classic Characters
CLASSIC CHARACTERS
Over the course of three editions and ten years, MUTANTS & sic characters from previous editions of M&M and we’re
MASTERMINDS has brought hundreds of original characters into presenting the top ten votes-getters in this section, up-
being, from the diverse denizens of Freedom City (and its West dated to the Third Edition of the game. We’ve otherwise
Coast “sister city” Emerald City) to the META-4 characters cre- left the characters in their “classic” state when they were
ated for the first edition’s art (and later detailed in the Crooks! last published, leaving it up to you to decide what they
sourcebook), the paranormals of Paragons, and many more. may have been up to in the intervening years. Hopefully, it
As part of the development of this Anniversary Edition of will be an opportunity for your own MUTANTS & MASTERMINDS
the game, we polled fans about some of their favorite clas- game to revisit some of the classics of years past!
Atomic Brain frequently targets nuclear test sites (espe- The Atomic Brain particularly hates superheroes who de-
cially in the South Pacific, near his lair on Volcano Island), rive their powers from nuclear energy or who owe their
capturing armed warheads to add to his personal arse- careers to some sort of atomic accident. He prefers to
nal. Once he’s gathered a handful of nukes, he likes to make examples of such characters by capturing them,
pick a nation at random and hold it ransom as the timer torturing his captives to encourage them to join in his
ticks down to launch. Nuclear weapons will destroy the crusade toward nuclear annihilation.
world, he reasons. The people should be forced to fear
his creation appropriately.
TACTICS
Because he has fought the world’s superheroes for longer
than almost anyone else alive, the Atomic Brain is greatly The Atomic Brain prefers to let his minions and allies fight
respected by the supervillain community. More often for him, but he’s not above stepping into the fray when
than not, the Brain holds a nation ransom in secret, so he’s left little choice or when he sees a good opportunity
more standoffs end in massive cash payouts than in de- for a crushing attack. He begins combat by using his Ener-
feat at the hands of superheroes. Many supervillains con- gy Control to envelop himself in an Energy Field of radia-
sider working for the Atomic Brain a “sure thing” in terms tion. Anyone who touches the field must make a Damage
of payment. An invitation to join the Brain in a caper is save against a bonus of +18L.
viewed as a major status symbol by many supervillains.
Although he is not a psychic, the nuclear explosion that
Surviving an alliance with the Atomic Brain is another granted Harold Hamilton his powers also endowed him
matter entirely, as the nuclear-powered madman fre- with Mental Protection and Sensory Protection, which
quently disintegrates subordinates who fail him. His grant him limited resistance to psychic and Dazzle attacks.
minions (soldiers, scientists, technicians and the like)
If engaged by a superior hand-to-hand combatant, the
fare even more poorly, and most attempt to stay out of
Atomic Brain takes to the air, thereafter peppering his ene-
his direct attention. Many of Volcano Island’s scientists
mies with deadly blasts of radiation. When in extreme dan-
are kidnap victims forced to work for the Atomic Brain
ger, he sometimes detaches his brain from the robotic body
under threat of death.
apparatus, whisking himself to safety via his Flight power.
BARON SAMEDI
Simon DuLac grew up in Haiti, so the power of Voodoo Real Name: Simon DuLac/Baron Samedi
was a proven fact to him. But Simon was always more
interested in immediate, worldly power, which led him Identity: Public, but the general Occupation: God of the
public does not believe Dead, crimelord
to becoming an important figure in the Caribbean un-
Baron Samedi is a god.
derworld. He smuggled drugs and laundered money. He
used the fearsome reputation of Voodoo to his advan- Base of Operations: Affiliation: None
tage, without particularly caring what the loa thought of New Orleans, Louisiana
it, but the loa did notice, and did care. Height: 6’ Eyes: Black
Weight: 175 lbs. Hair: Black
Baron Samedi, the loa of death and the undead, chose
Simon as his cheval, his “horse” that he would ride in the
mortal world. Baron Samedi maintained to his fellow Baron Samedi isn’t human at all, but a malevolent spirit
loa that humanity was a base and unworthy race, suit- that feeds on human suffering and death. Humanity is
able only to serve as the loa wished. The sea loa Siren nothing more than cattle to be used as he sees fit. He
opposed his view, claiming humanity was valuable in turns both the living and the dead into zombie puppets
its own right. So the two loa chose vessels to inhabit to with no will of their own. Samedi can be quite charming
prove which of them was right once and for all. and enjoys winning others over to his side of their own
free will with promises of wealth, prestige, and power.
Using Simon’s criminal network, Baron Samedi was able to He exists to corrupt people, proving that humans
begin distributing his “zombie powder”. He ultimately want what he of-
works to corrupt and degrade fers them.
humanity and to deal with
Siren, who has also taken Baron Samedi is a spirit
on a human host and be- inhabiting the body of
come a continual thorn in Simon DuLac. He grants
his side. Eventually, the his mortal host great
loa knows that he will strength, endurance,
triumph, and the world and resistance to injury.
will become a vast grave- He can regenerate dam-
yard of his mindless zombie age to his mortal host
followers. body at an accelerated rate.
SKILLS
Deception 4 (+13), Expertise: Streetwise 5 (+6), Expertise:
Voodoo 12 (+13), Insight 5 (+15), Intimidation 4 (+13), Ranged
Combat: Sorcery 10 (+11), Sleight of Hand 4 (+5), Stealth 7 (+9)
ADVANTAGES
Artificer, Contacts, Favored Environment (Ambush), Languages
1 (English, Haitian Creole native), Leadership, Minion 10,
Startle, Taunt
OFFENSE
INITIATIVE +2
Mind Control — Perception Range, Affliction 12 (Will DC 22)
Shadow Snare +11 Ranged, Affliction 8 (Dodge DC 18)
Unarmed +8 Close, Damage 8
DEFENSE
DODGE 8 FORTITUDE 10
PARRY 8 TOUGHNESS 10
WILL 12
Like Siren and her host body, the Baron’s presence pre-
vents his host body from aging.
THE CLIQUE
Concept: Fashionable Femme Felons
Despite the girl’s abrasive personality, the Other Woman was
willing to step out of the limelight and hand over the reigns of
Boy Toy, the Crush, the team. The Clique needed the financial resources brought
Members: Jawbreaker, the Other Woman,
by the affluent Crush, who also brought with her the vehicle/
Pixie, Wallflower
robot Boy Toy and a lavish penthouse headquarters. The
Area of Operation: U.S. West Coast Crush proved an adequate leader, but a brash decision soon
fragmented the team.
If you’re talking felony and fashion, you’re talking about
the glamorous girl gang, the Clique. The team is a tight- The team’s robotic mascot Boy Toy inexplicably began to
knit sorority of surprisingly efficient and elusive parahu- develop a rudimentary, child-like sentience. The robot de-
man thieves. Neither mercenaries nor dissidents with veloped a close friendship with Tangerine and Gimmick,
a clear agenda, the Clique is motivated almost entirely both of whom began to see him as a full-fledged member
by materialism. They simply take what they want, when of the team rather than a nonsentient robotic underling.
they want it. The Crush considered this increased personality a defect in
her favorite toy, and worse, a liability to the team’s heists.
Despite this bevy of beauty’s dedication to each oth- She instructed Gimmick to purge Boy Toy’s software. Jaw-
er, they are a con- breaker couldn’t have cared less, and the Other Woman
tentious lot. Catty slyly deferred to the
comments and new leader’s judg-
seemingly cruel ment. In a brutal
practical jokes are final row that de-
common within their molished their
ranks. Each member is re- headquarters, Gim-
quired to maintain the strictest mick and Tangerine
standards of fashion and grooming. Camera-shy they are both quit the team and reformed, becoming superheroes
not. Despite their dubious pursuits, they seem to enjoy and frequent adversaries of their old teammates.
copious attention from the press and public. Each mem-
ber enjoys the perks of a high-profile celebrity. Recently, the Clique moved to a new headquarters in your
player characters’ home town. They’ve also recruited two
Despite these benefits, however, internecine tension brand new members, a tech specialist named Wallflower
contributes to an unusually high turnover rate. Few can and a fierce enforcer called Pixie.
handle the social pressure in addition to the life of crime.
On a heist, however, these babes support each other like
sisters. THE PENTHOUSE
Generally, these brash brats are not out to hurt anyone. Thanks to the machinations of both the resourceful Crush
They simply do as they please, and rely on their diverse and the devilishly clever Other Woman, the Clique has
powers to make a clean getaway. With the exception of the taken up residence, rent free, on the top three stories of
dynastic assassin Pixie, none of the Clique take their life of Sebastian Belle Plaza. The 25-story commercial property
crime seriously enough to die for it. None have served any features high-end retail stores and a theater on the bot-
prison time. tom four floors, and architectural, fashion, and design of-
fices on the other floors. The Clique maintains an empty
The Clique was formed in 2002, when the duplicate vil-
21st floor, and their staff of highly trained handlers, agents
lainess Other Woman began gathering her dispersed
and lawyers work on the 20th.
flock of doppelgangers. One Other Woman clone, a flight
attendant, had met and befriended a young parahuman The girls’ HQ itself is a comfortable and well-appointed
named Betsy Barcal, who had been operating as a petty living space. Other than the top floor, which contains a
criminal powerhouse called Jawbreaker. The clone of- rather extreme workout room, Wallflower’s workshop,
fered Jawbreaker her San Francisco flat as a place to crash and Boy Toy’s garage, the apartment is normal, albeit
when she was away, explaining that she simply hated be- rather posh. The team’s home holographic entertainment
ing bored. The clone arranged to fly Jawbreaker down to and communications system and automated kitchen ap-
southern California to meet with the original Other Wom- pliances are all advanced technology lifted from Octopus
an, who sought thrills and power and needed muscle to Umbrella.
back up her intrigue. Barcal pledged in, and the two con-
tinued to scout for recruits.
HQ: THE CRASH PAD 13 POINTS
After attracting a beautiful female android from the future
Size: Large; Toughness: 10; Features: Communications,
named Tangerine and a young techno-genius named Gim- Computer, Fire Prevention System, Hangar, Garage, Gym,
mick, the Clique set their sights on drawing in the Crush, a se- Living Space, Power System, Security System 2
ductive new sensation sweeping the criminal underground.
Ifriti program and cruise out with her first big haul. When
BOYTOY she saw the AMV prototype’s lustrous pink-and-purple
paint job and slick modern design, she knew she’d found
Earlier this year, the power-drain- a partner for life.
ing android Damocles tore a swath
of destruction through Washing- In addition to acting as their “wheel man,” Boy Toy adds
ton, D.C. in an attempt to lure depth to the Clique’s frontal assaults. Typically, Jawbreak-
in unsuspecting heroes to be er pilots Boy Toy directly into melee, priming targets with
culled. The Front administered a blaster fire. The Clique is hesitant to squander the an-
sound beating to the robot on droid’s missiles on soft targets, saving them to disable en-
the lawn of the White House, emy vehicles and penetrate fortifications. If aerial support
leaving a “clean-up crew” to is required, Boy Toy remains in jet-mode and provides
clear away the debris and covering fire.
rubble left by the hard-won Remaining in vehicle form saves time should the Clique
fight. An infiltrator agent of the need to beat a hasty retreat. In these cases, and when the
super-science consortium Octo- situation calls for stealth, Boy Toy emits a unique electro-
pus Umbrella salvaged a tiny frag- magnetic signal that Obscures both vision and radar. With
ment of Damocles’ circuitry, and Wallflower’s help, Boy Toy has been able to narrow the fre-
after his masters had decoded its quency such that it does not affect the senses of certain
technology they auctioned it individuals, such as the Clique themselves.
off to Unitrol (page 104).
The Clique regards Boy Toy as part valet, part high-tech
Unitrol used the technol- toy. He speaks in clipped, direct statements, as would a
ogy to design highly mo- butler or cartoon mountie.
bile weapons platforms
known as Anthropomor- Since the Crush purged his personality last year, Boy Toy
phic Mechanized Vehicles. has demonstrated some strange traits. He seems inex-
Dubbed Ifriti after the fire- plicably able to differentiate the Other Woman from her
wielding demons of Arabic mythology, AMVs can not only doppelgangers, and is particularly protective of Wallflow-
transport troops into a variety of environments, but also er. It is possible he is more sentient than he appears, and
transform into androids to fight beside them. Possible wisely hides it from the girls. His true nature and agenda
vehicle configurations range from a banal sportscar to a are anyone’s guess.
one-man submarine to a spacecraft capable of seating
six—the permutations are nearly limitless.
DAMOCLES
In the summer of 1979, the brilliant criminal mastermind
Real Name: Damocles
Professor Panic discovered Earth Adrift, a parallel world
that had no superhumans to call its own. Thinking quick- Identity: Unkown to Occupation: Planetary
ly, he modified his small army of servitor automatons for the general public Champion of Earth Adrift
conquest, leading the host through a dimensional rift to Base of Operations: Affiliation: None
make himself planetary emperor of a world that lacked Professor Panic’s Lair
the tools to protect itself. Height: 6’ Eyes: Red
Panic’s sworn enemies, a group of American heroes Weight: 255 lbs. Hair: none
called the Statesmen, discovered his Nevada mountain
lair just as the dimensional portal closed. Teammates mocles passed through a microportal to Earth and set
Trinity and Skyscraper Joe cobbled together their own up shop in Professor Panic’s long-abandoned lair. The
dimensional gate, managing to venture to Earth Adrift robot constructed a trans-dimensional computer known
and put an end to Panic’s plans. The alternate govern- as the Collective, a vast archive into which he uploads
ment demanded to imprison Panic for his crimes, and the powers of his victims for eventual transfer to Earth
the heroes left Earth Adrift, never to cross paths with Adrift, where they are programmed into the planet’s ro-
Professor Panic again. botic defenders.
In 1999, harbingers of a spacefaring race of tyrant aliens Reacting to special instructions personally encoded into
called the Broan paid a destructive visit to Earth Adrift, his response cortex, Damocles prefers to hunt down
announcing their plans of planetary conquest. Isolated and drain members of the Statesmen, many of whom
from the heroes who had saved them in the 70s, the are now retired. He mentions nothing of his creator and
governments turned to the only force powerful enough is not one for negotiation, so thus far no one really un-
to stop the Broan invasion: the hyper-intelligent mind derstands his motives (which is just as Professor Panic
of Professor Panic. Panic promised the government an had hoped, since the scientist is well aware than many
army of superhero robots, each with a host of powers of Earth’s superheroes would willingly venture to Earth
designed to send the Broan packing. Adrift to assist its innocent peo-
The heart of his plan was ple). Damocles reveals
the robot champion Da- only that the stolen
mocles. powers will be used
to aid a people
Armed with a flam-
in need, decry-
ing sword and the
ing any attempt
ability to drain
by his victims to
the powers from
learn more as the
superhumans, Da-
meddling of those
DAMOCLES PL14
STR STA AGL DEX FGT INT AWE PRE
6 --- 3 3 13 4 0 0
POWERS POWER POINTS
Armor: Impervious Protection 12 • 24 points ABILITIES 48 SKILLS 7
Construct: Immunity 60 (Fortitude Effects, Will Effects) • 60 points POWERS 149 DEFENSES 12
Firesword: Strength-based Damage 9 (cutting, fire) • 9 points ADVANTAGES 4 TOTAL 220
Power Drain: Weaken Metahuman Powers 12, Broad,
Concentration, Reach 2 (10 ft.), Simultaneous • 50 points COMPLICATIONS
Power Scan: Sense 6 (Detect Powers, Extended 3, Radius, Motivation—Responsibility: Damocles steals powers
Ranged) • 6 points to create powered robotic defenders for Earth Adrift. He
considers himself a hero for doing so, taking from the indolent
EQUIOPMENT and undeserving people of this Earth to aid one truly in need.
HQ: PROFESSOR PANIC’S LAIR • 20 POINTS
Size: Huge; Toughness: 10; Features:
Communications, Computer, Concealed,
Defense System, Dimensional Portal,
Fire Prevention System, Hangar, Holding
Cells, Laboratory, Library, Living Space,
Personnel (robots), Power System, Security
System, Workshop
SKILLS
Expertise: Metahuman Powers 10 (+14),
Perception 4 (+4)
ADVANTAGES
Equipment 4
OFFENSE
INITIATIVE +3
Firesword +13 Close, Damage 15
Power Drain +13 Close (10 ft. reach),
Weaken 12 (Will DC 22)
Unarmed +13 Close, Damage 6
DEFENSE
DODGE 14
PARRY 14 FORTITUDE Immune
WILL Immune TOUGHNESS 12
Wendy Wallace knew full well what it was like to feel there
was more to life. As “The Other Woman” she decided to
show Trixie the ropes and, when the brilliant young sci-
entist was working on repairing Tangarine, a feminine an-
droid from the future, opportunity (in the form of one of
the Other Woman’s clones) came knocking. Trixie became
“Gimmick, the Gadget Girl” and joined the Other Woman’s
girl-gang, the Clique.
Since then, Gimmick has turned her life around. She found
new heroic allies in the Reserve and META-4, people who
respected her abilties, and earned a pardon for crimes
committed with the Clique. Dr. Meadows has become a
respected scientist and engineer, although she still en-
joys the thrill of suiting up as “Gimmick, the Gadget Girl”
to fight crime and protect people from threats beyond
imagination using just her brains, her wits, and her amaz-
ing inventions.
Gimmick’s two greatest failings are tied to her former POWERS 60 DEFENSES 22
friends in the Clique: first is her failure to “liberate” Boy Toy ADVANTAGES 5 TOTAL 150
from their clutches, allowing the android the opportunity
to develop independent of outside “ownership.” The sec- COMPLICATIONS
ond is the defection of her assistant and protégé Shayla Motivation—Acceptance: Gimmick initially wanted to prove
Bingham, lured away by the Crush and the Other Woman herself and her genius. Now she wants to prove that she is a
to join the Clique as Wallflower. She hopes to rectify both, decent person who can make amends for her criminal past.
eventually. Enemy—The Clique: Gimmick was a member of the Clique
and earned their ire when she walked away from the group.
JACK-A KNIVES
Name: None
killing machine, returning to Tartarus when its grisly work
is complete. No one but Hades knows for sure how many
Aliases: All Hallows’ Slasher, Butcher of Kingsbury Run, infamous killers throughout history have been hosts to the
Jack the Ripper, Last Call Killer, Lonesome October, el
Murder Spirit, but he’s implied that it has been more than
Psicopata, Saucy Jack, Spring-Heeled Jack, Yuletide
a few.
Strangler, Zodiac, and scores of other aliases
Identity: Secret Occupation: Spirit of Murder Jack-a-Knives has been more active in the past century or
Base of Operations: Affiliation: so as Hades’ vendetta against Daedalus and other mortal
Tartarus Agent of Hades heroes has grown. In particular, the Murder Spirit is re-
sponsible for an infamous series of killings that took place
Height: Variable Eyes: Variable
in Freedom City in the late 1800s, as well as more recent
Weight: Variable Hair: Variable killing-sprees in the 1970s and ‘80s. It’s later host possessed
the mutant power to transform into mist, and the com-
The being known as Jack-a-Knives is a Murder Spirit, the bined entity took on the name “Bloody Jack” when it con-
soul of a vicious killer from the ancient world, pledged to fronted FORCE Ops and other heroes.
Hades, Lord of the Underworld. Upon the killer’s death,
Because the Murder Spirit has no real personality of its
Hades stripped the spirit of its memories and personality,
own, it relies a great deal on the personality of the host.
leaving behind nothing except the desire to kill and the
It exaggerates the host’s own repressed and murderous
knowledge of how to do it.
traits: dislikes become hatred, prejudices become a com-
For millennia, Hades has dispatched the Murder Spirit to plete disdain for other life. The more inclined the host is
the world of the living to reap souls for the kingdom of the toward Jack’s murderous work, the easier it is for the spirit
dead. It possesses a living host and becomes a remorseless to act, so it tends to choose hosts with a suitable tempera-
JACK-A-KNIVES PL11
STR STA AGL DEX FGT INT AWE PRE
0 0 0 0 12 2 4 2
POWERS ADVANTAGES
Knives: Strength-based Damage 1, Penetrating 7 • 8 points Daze (Intimidation), Favored Environment (Ambush), Improved
Murder Spirit: Immunity 30 (Fortitude Effects), Insubstantial Grab, Improved Hold, Improved Initiative, Power Attack
4 (Incorporeal, Innate, Permanent) • 51 points
Possession: Progressive Affliction 10 (Resisted and Overcome
OFFENSE
by Will; Dazed, Compelled, Controlled), Affects Corporeal INITIATIVE +4
10, Insidious, Subtle • 32 points Knives +12 Close, Damage 1 (Penetrating up to 7)
Unarmed +12 Close, Damage 0
SKILLS
Expertise: Streetwise 8 (+10), Insight 8 (+12), Intimidation 10 DEFENSE
(+12), Perception 8 (+12), Stealth 10 (+10)
DODGE 12 FORTITUDE Immune
PARRY 12 TOUGHNESS 0
WILL 11
POWER POINTS
ABILITIES 40 SKILLS 22
POWERS 91 DEFENSES 19
ADVANTAGES 6 TOTAL 178
COMPLICATIONS
Motivation—Murder: Jack-A-Knives exists to plot and kill
when unleashed on the living world.
NOTE
Jack’s Knives power grants his host body a suitable weapon
with a +1 Damage bonus and Penetrating Damage up to
rank 7 (based on the host’s Strength). Jack’s physical traits are
based off the host body he’s possessing. His possessing spirit
is immune to Fortitude effects and physical powers without
Affects Incorporeal.
OMEGA
His origin is spoken only in whispers throughout the cos- Real Name: Unknown, Lord of the Terminus,
mos, and its truth is shrouded by the mists of time. He was Avatar of Entropy
once a mortal being—a scientist studying the nature of the
Identity: Public Affiliation: None
universe, they say—but he delved too deeply into things
mortal beings were not meant to know. He unleashed a Base of Operations: Occupation:
cataclysm that destroyed his entire universe. He alone sur- The Terminus Lord of the Terminus
vived, thrust into the void beyond the omniverse—the Ter- Height: 6’ (8’ in armor) Eyes: Glowing red
minus. His ill-fated experiments may have even created the Weight: 120 lbs. (900 lbs. in armor) Hair: None
Terminus, or perhaps unleashed its power to spread like a
cancer throughout the omniverse. The truth may never be
known, since that mortal scientist is long dead; in his place same: to expand the Terminus until it engulfs all that is.
stands Omega, the Lord of the Terminus! The barriers separating the many dimensions and layers
of reality stand between Omega and his goal. The forces
Omega has ruled over his domain for as long as any liv- of entropy can only worry at omniversal reality, corroding
ing race can remember and his goal has always been the away bits and pieces here and there, drawing them into
OMEGA PL19
STR STA AGL DEX FGT INT AWE PRE
22 20 1 1 10 4 5 4
POWERS
Armor: Removable (–8 points), Flight 7 (250 MPH),
Impervious Toughness 18, Protection 4, Universal Translator
(Comprehend Languages 2) • 32 points
Cosmic Energy Control: Array (48 points) • 52 points
• Blinding Blast: Cumulative Burst Area Ranged Affliction
16 (Resisted by Dodge, Overcome by Fortitude; Impaired,
Disabled, Unaware), Limited to Vision • 48 points
• Cosmic Blast: Ranged Damage 24 • 1 point
• Seeker Blast: Ranged Damage 22, Homing 4 • 1 point
• Transmutation: Transform 9 (anything into anything) • 1 point
• Transportation: Teleport 9 (2 miles), Extended (500 miles),
Portal; Movement 1 (Space Travel) • 1 point
Eternal: Immunity 14 (Aging, Life Support, Own Powers, Sleep,
Starvation and Thirst) • 14 points
SKILLS
Close Combat: Unarmed 6 (+16), Deception 8 (+12), Expertise:
Tactics 8 (+12), Insight 8 (+13), Intimidation 16 (+20), Perception
6 (+11), Ranged Combat 13 (+14), Technology 8 (+12)
ADVANTAGES
Assessment, Diehard, Fearless, Improved Initiative, Power
Attack, Takedown 2
OFFENSE
INITIATIVE +5
Cosmic Blast +14 Ranged, Damage 24
Unarmed +16 Close, Damage 22
DEFENSE
DODGE 14 FORTITUDE 20
PARRY 14 TOUGHNESS 24
WILL 18
POWER POINTS
ABILITIES 134 SKILLS 37
POWERS 98 DEFENSES 30
ADVANTAGES 7 TOTAL 306
COMPLICATIONS
Motivation—Nihilist: Omega is the embodiment of
omniversal annihilation, existing only to conquer and destroy.
Weakness: When Omega’s armor is breached, he suffers a
major circumstance penalty (–5) to Toughness checks.
the Terminus where they become part of the cosmic flot- the omniverse. He was nearly successful, but a small band
sam of Omega’s domain. of heroes were able to save certain universes and reverse
the effects of the collapse. They turned the power of the
On occasion, the inhabitants of other dimensions discover cosmic weapons against Omega, sending him back into
the Terminus, to their sorrow, since portals into his realm exile. Still, it is only a matter of time before the Lord of the
allow Omega’s forces to raid other worlds and conquer or Terminus finds a new means of striking at the only world
destroy them. One such world was the birthplace of the in the omniverse that has ever managed to thwart him.
Centurion. The infant who would become Earth’s greatest
hero was flung across the dimensions through the Termi- Omega is destruction incarnate. His ultimate goal is to
nus to Earth before Omega destroyed his homeworld. bring all creation under the sway of the Terminus, watch-
ing it spiral down into oblivion. Whether he believes this
Omega invaded Earth as well, uniting the heroes of Free- will grant him freedom from his eternal existence or the
dom City against him. Earth has only barely managed to godlike power to create a new universe in his own image,
repel Omega. His last invasion did considerable damage to no one knows, but it hardly matters. Although he seizes
Freedom City and resulted in the death of the Centurion. and holds territory to gain new soldiers and resources for
Omega was badly damaged in this foray against Earth, and his cause, Omega cares nothing for conquest, only the
retreated to his throne-world to recover and plot anew. ultimate annihilation of everything. He’s at best annoyed
Impatient, Omega conceived of a scheme to place cosmic by feeble efforts to stop him, but truly enraged by those
weapons in certain key universes to trigger the collapse of who manage to defy him, such as the heroes of Earth.
OVERSHADOW
The general public has known the name “Overshadow”
Real Name: Wilhelm Kantor, Tan-Aktor
since 1962, when AEGIS uncovered it after the first Op-
eration Inundation. However, thanks to Kantor’s mind Identity: Secret, the general Occupation: Criminal
transfer trick (combined with a disinformation program), public isn’t aware Kantor mastermind
is still alive
Overshadow’s identity is shrouded in mystery. Even to-
day, his true identity is known only to a handful of long- Base of Operations: Affiliation:
time associates in the Penumbra. Nifelheim, in the Antarctic Leader of SHADOW
Height: 6’ Eyes: Blue
Public opinion holds that many people have worn the
Overshadow costume over the years. AEGIS believes Dr. Weight: 185 lbs. Hair: Blond
Darke was the original Overshadow, and other Overshad-
ows include German athlete and one-time Nazi poster Overshadow monitors the world, looking for weakness-
boy Holtz Hellman, various members of the Penumbra, es, and nurturing a hundred tyrannical schemes. Never
and even Kantor’s vengeful son Heinrich (a fictitious cov- fond of a fair fight, Overshadow prefers to supervise his
er identity posthumously invented for the Overshadow operations from a safe distance. He only leaves Nifelheim
who was defeated by Jack Simmons). for his annual inspection tour of each of his major bases
(which is probably the best opportunity for heroes to di-
Throughout time, Overshadow has been a hundred faces rectly confront him), to have face-to-face meetings with
of evil. He was a Philistine commander who plundered the Penumbra, or to deal with emergencies that can’t be
ancient Canaan, a cruel prince of medieval Russia, a handled by Nacht-Krieger or his other lieutenants.
leader of the Spanish Inquisition, the last (and bloodi-
est) high priest of the Aztec sun god Huitzilopochtli, a Beyond tending plans of conquest, Overshadow spends
Hessian mercenary captain during the American Revo- time with technical research (usually analyzing other
lution, a sadistic plantation owner during the Civil War, people’s work) and arcane study (poring over stolen an-
and many others. Only when he became Wilhelm Kan- cient tomes). Overshadow is a brilliant analyst, but not
tor, using the magic of the Thule Society to explore his especially creative; as the years and repeated failures
mystical roots, did he become aware of his infamous role have worn at his mind, he’s become much better at im-
in history. plementing other people’s ideas than devising his own.
Overshadow is the eternal conqueror, the enemy of lib- Overshadow also keeps a vigilant eye out for the return
erty. Ruling SHADOW from his seat of power in Nifelheim, of Heru-Ra. He knows a reincarnation of the Scarab is out
OVERSHADOW PL15
STR STA AGL DEX FGT INT AWE PRE
12 2 1 3 10 14 7 7
POWERS DEFENSE
Overshadow Armor: Removable (–19 points)Life Support DODGE 13 FORTITUDE 11
System (Immunity 10 (Life Support)), Power Blast PARRY 13 TOUGHNESS 17
(Ranged Damage 15), Reinforced Armor (Protection
15, Impervious 10), Sensors (Senses 11 (Accurate Radio, WILL 15
Darkvision, Direction Sense, Distance Sense, Extended
Radio, Infravision, Radio, Time Sense)), Strength Magnifier POWER POINTS
(Enhanced Strength 10) • 76 points ABILITIES 92 SKILLS 37
SKILLS COMPLICATIONS
Motivation—Power: Overshadow seeks power and eventual
Close Combat: Unarmed 2 (+12), Deception 4 (+11),
domination over the world.
Expertise: Magic 8 (+22), Expertise: Science 6 (+20), Insight 8
(+15), Investigation 4 (+18), Perception 8 (+15), Persuasion 8
(+15), Ranged Combat: Armor 10 (+13), Technology 11 (+25),
Vehicles 5 (+8)
ADVANTAGES
Assessment, Equipment 20, Improvised Tools, Inventor,
Languages 4 (English plus various ancient languages, German
native), Leadership, Ritualist, Second Chance (Will resistance
checks vs. mental powers), Skill Mastery: Technology
OFFENSE
INITIATIVE +1
Power Blast +13 Ranged, Damage 15
Unarmed +12 Close, Damage 12
SHADOW
The Secret Hierarchy of Agents for Domination Over the
World (SHADOW) is a vast organization that truly owes
its existence to the man known as Overshadow, since its
rank-and-file is made up of clones grown from samples of
Wilhelm Kantor’s “superior” genetics, programmed with
utter loyalty and obedience, the ideal soldiers for his new
order. The Penumbra, a council of Overshadow’s advisors
and allies, oversees different aspects of SHADOW for its
master, but the organization is his and his alone.
discussions of history take on the overtones of pleasant covered surface. The main means of getting in or out of the
(if sometimes gruesome) nostalgia. Still, the master of facility is via teleportal, linked to hidden SHADOW bases
SHADOW considers no one his equal; it is the reason why and safehouses around the world. This prevents SHADOW
he and he alone is destined to rule the world as its im- agents from being easily tracked and allows them to move
mortal emperor, and none shall stand in his way. freely behind the scenes. The teleportals also provide
Nifelheim with the ability to receive shipments of weap-
NIFELHEIM ons and technology directly from the Foundry. Teleportals
from other SHADOW bases are programmed to erase the
Deep beneath the eternal ice fields of Antarctica, far from location of Nifelheim after each use, and trapped to self-
any human habitation, lies Nifelheim, the secret headquar- destruct if unauthorized users attempt to reach the secret
ters of SHADOW. Named for the land of eternal ice in Norse base through them.
mythology, Nifelheim serves as the most secret and central
base of the sinister organization. While SHADOW maintains HQ: NIFFELHEIM 34 POINTS
numerous bases all around the world, Nifelheim is kept
Size: Awesome Toughness: 20 Features: Combat Simulator,
carefully hidden. It is here that SHADOW grows and trains
Communications, Computer, Concealed 3 (+20), Defense
new clone soldiers for its ranks, and here where Overshad-
System, Fire Prevention System, Gym, Hangar, Holding Cells,
ow retreats to hatch new plots for world-domination. Infirmary (and Clone Lab), Isolated, Laboratory, Living Space,
Power System, Security System 2, Workshop Powers: Teleport
The main complex is like a small city beneath the Antarctic
9 (anywhere on Earth, Affects Others)
ice. Only small, concealed entrances open onto the snow-
TALOS
Real Name: Talos
Identity: Public Occupation: Inventor, criminal
Base of Operations: Mobile Affiliation: The Foundry
Height: 9’ Eyes: Red
Weight: 3,000 lbs. Hair: None
In ancient times, the Greek god Hephaestus crafted a gi- insight with the bronze man. The two were allies for a
ant of bronze and gave it life. Zeus gifted the bronze giant, time, until Daedalus refused to use his skills to create a
named Talos, to King Agenor of Tyre in compensation for suitable mate and companion for Talos. The bronze giant
his daughter, Europa, whom Zeus carried away. The hero became convinced Daedalus, and all creatures of flesh,
Jason and his lover Medea overcame Talos when Medea were weak, unworthy, and inherently jealous of his supe-
used her magic to ferret out the giant’s weakness—his rior metal body. In their conflict, Daedalus deactivated
heel. Jason stabbed Talos there, causing molten metal Talos but could not bring himself to destroy him. He cast
blood to pour fourth from a wound, and the giant fell to the inert bronze form into the Mediterranean Ocean,
the Earth. where it lay for centuries.
The immortal inventor Daedalus later discovered the Talos was unearthed in the 20th century by archeologists
disabled and diminished Talos in his wanderings. He investigating sea-floor ruins and inadvertently re-activat-
repaired and restored the bronze giant, although Talos ed. The cunning robot operated in secret for a time, creat-
never achieved the full stature he once had. Daedalus ing the Foundry. Talos clashed a number of times with his
old foe Daedalus, and Daedalus’ new allies, the Freedom
League. He has since created a “son” in the android Argo
THE FOUNDRY (who failed in attempts to destroy the League for its “fa-
ther”) and a “mate” in the android Galatea. Despite these
The Foundry is Talos’ secret organization dedicated to
creations, Talos is still alone, since Argo is currently lost,
hi-tech research and development (and theft). Their
technology is for sale to anyone willing to meet their
and Galatea developed a conscience and rejected Talos
considerable prices. The Foundry is strictly a supplier of for his inhumanity.
information and equipment: any crimes they stage are
Talos is the embodiment of science stripped of all com-
for acquiring technological information, prototypes, or
resources. Precursors of Talos’ ideal of “machine life” all of
passion. He considers humans and all organic life inferior,
the “upper management” of the Foundry is made up of and wishes to populate the world with machines like him-
robots, androids, or computers. Although the Foundry self, creating a place of perfect order. Highly intelligent,
pursues profit above all else, Talos truly uses the organiza- Talos admires that quality in others, but usually finds their
tion to thwart Daedalus’ efforts to protect humanity from intelligence “contaminated” by petty emotions. Although
dangerous technologies by deliberately spreading them. Talos considers the emotions of others a weakness, he is
340treated Talos as an equal and shared his knowledge and CLASSIC CHARACTERS
MUTANTS & MASTERMINDS DELUXE HERO’S HANDBOOK
TALOS PL14
STR STA AGL DEX FGT INT AWE PRE
15 --- 0 2 9 14 5 2
POWERS POTENTIAL COMPLICATIONS
Armored Skin: Impervious Protection 11 • 22 points Motivation—Power: Talos seeks knowledge, power, and
Blast Furnace: Reaction Damage 12 (heat, being touched); control to prove his superiority over all other creatures.
AE: Fire Blast (Ranged Damage 12) • 49 points Unliving: A magically animated statue, Talos is not alive and,
Large: Growth 4, Permanent • 8 points for all of his heat, he is a cold stranger to human emotion.
Self-Repairing: Regeneration 1, Persistent • 2 points
Unkillable: Immortality 5 • 10 points
Unliving: Immunity 30 (Fortitude effects) • 30 points
SKILLS
Close Combat: Unarmed 2 (+11), Expertise: Business 2 (+16),
Expertise: History 10 (+24), Expertise: Philosophy 2 (+16),
Expertise: Science 10 (+24), Insight 8 (+13), Perception 4 (+9),
Ranged Combat: Fire Blast 8 (+10), Technology 10 (+24)
ADVANTAGES
Accurate Attack, Eidetic Memory, Fearless, Improved Hold,
Improvised Tools, Inventor, Languages (English, Ancient Greek
native), Power Attack
OFFENSE
INITIATIVE +0
Fire Blast +10 Ranged, Damage 12
Unarmed +11 Close, Damage 15
DEFENSE
DODGE 9 FORTITUDE Immune
PARRY 9 TOUGHNESS 15
WILL 12
POWER POINTS
ABILITIES 76 SKILLS 28
POWERS 121 DEFENSES 20
ADVANTAGES 8 TOTAL 253