Team TemplateInformation-silk
Ultimate Alliance

Official Name
Ultimate Alliance
Team Aliases
The Ultimate Alliance, the Alliance, UA


Team Identity



Base Of Operations

Team Leader(s)

Current Members
See list below

Formed by S.H.I.E.L.D. to defeat Doctor Doom and his new Masters of Evil.

Place of Formation
S.H.I.E.L.D. Helicarrier


First appearance


Marvel: Ultimate Alliance

After the Masters of Evil attacked the S.H.I.E.L.D. Helicarrier in the name of Doctor Doom, Nick Fury decided to create a superhuman task force called "the Ultimate Alliance" in order to defeat Doctor Doom and the Masters.

Because of the S.H.I.E.L.D. Helicarrier being heavily damaged, the first headquarters was Stark Tower. As their missions continued they had to move to Doctor Strange's Sanctum Sanctorum as they had to travel to Mephisto's Realm. When Loki (one of the Masters) attacked Asgard, they had to move to Valhalla. After defeating Loki, who was controling the Destroyer Armor, Doctor Doom reveals to have stolen Odin's power, and uses it to kill the entire Alliance. But it's revealed that Uatu, the Watcher, saved them and made Attilan their new base. He revealed the heroes that the only way to stop Doom was to find the M'Kraan Crystal and steal the Muonic Inducer from Galactus, who was attacking the Skrull homeworld at that moment. After getting those items, the heroes returned to Earth, where Doom used his powers to twist reality slowly, and they flight to Latveria in order to defeat Doom once and for all.

Using the M'Kraan Crystal and the Muonic Inducer, the heroes managed to steal a portion of Doom's power and use it against him. Finally, when he was weakened enough, Odin recovered his powers and teleported Doom for his punishment. Finally, Nick Fury disbanded the Ultimate Alliance as they are not needed again, yet.

Marvel: Ultimate Alliance 2

Some four years later, the Ultimate Alliance was torn into two factions: the Pro-Registration and the Anti-Registration because of the Superhuman Registration Act, which caused the Civil War. But this war ended when the Fold have begun taking over the world and infected superheroes and supervillains with nanites under its control. And the remaining heroes and villains have to worked together to stop this.

Marvel: Ultimate Alliance 3 (Trachodon56)

NYC Subway System

After the Fold's defeat, the SRA was modified so that superheroes won't have their identities, and said hereos won't be forced into mandatory police services. Several monthes later, a squad of heroes (Iron Man, Captain America, Spider-Man, and Thor) are chasing the Wrecking Crew throughout the NYC subway system. Along the way, they are dealt with Skrulls. After defeating the Wrecking Crew, the incapacitated Skrulls are taken to the raft for interrogation.

Washington D.C.

Meanwhile, in D.C., a meeting is taking place on the limits of the Superhuman Registartion Act. Spider-Man, Wolverine, the Hulk, and Deadpool are sent to protect the meeting. However, said meeting appears to be crashed by Blizzard, oddly enough pursued by Taskmaster. "Blizzard" attempts to teleport the President, but it fails and is taken down by Taskmaster. Taskmaster explains that "Blizzard" is really a Skrull. Taskmaster then heads off to uncover more Skrulls. The team receives a transmission of a S.H.I.E.L.D. platoon under attack. While making their way downtown, the team is attacked by Venom, who wants revenge on the U.S. government for inadvertantly creating the Fold. After defeating Gargan, the squad finally makes its way downtown to see former Masters of Evil member, the Rhino in a fight with She-Hulk & Daredevil. The squad fights Rhino, but he manages to take down She-Hulk, revealing her a Skrull. The five proceed to fight "Daredevil", with Rhino killing him by impaling him on his horn. After defeating "She-Hulk", the Skrull is shot in the back of the head by Taskmaster. The villains propose a temporary truce to defeat the Skrulls left on Earth.

Abandoned A.I.M. Base

On a search for the real Daredevil & She-Hulk: S.H.I.E.L.D. gets a lead from, surprisingly, the Vulture. Taskmaster contacts the Sinister Six, and Doctor Octopus is willing to spare the Sandman. A squad composed of Captain America, Taskmaster, Spider-Man, and Rhino are also joined by Cable, Kraven the Hunter (hired by Taskmaster), and Penance. Once sneaking inside, the team finds Skrulls with Vulture (recenty), Cable (also recently), and Daredevil captured; and She-Hulk has been moved from the facility. After freeing the superhumans, a fight ensues across the facility, with the Vulture shot down by Taskmaster & Cable incapacitated. However, a Ghost Skrull confronts the team. On the brink of death, the Ghost Skrull reveals that the Skrulls have infiltrated every superhuman organization by this point.

The Alliance decides to call in reinforcements. The new heroes called in are Ant-Man, X-Man Beast, the Punisher, Avenger Scarlet Witch, and Silver Surfer. The villains who joined prior to contacting new members invite Azazel, Ironclad of the U-Foes, Ultron, Wendigo, and Whiplash.

Roxxon Lab

The Ultimate Alliance then becomes a separate faction, and receive word of a S.H.I.E.L.D. transport being redirected to a Roxxon facility. The Alliance loses contact with Storm, who was sent to investigate. Therefore, a recovery team consisting of Spider-Man, Sandman, Daredevil, and Wolverine is sent to the facility. Once there, the team makes their way inside the base to find the Living Laser. Laser says that the Skrulls have been redirected (or have imposters doing the job) the S.H.I.E.L.D. transports, and that they specifically contain android components Laser also reveals that he saw mutants taken prisoner by the Skrulls, including Storm. The team fight Skrull versions of Quicksilver (which is killed by falling debris from the fight) & Sunfire before fighting a Storm Skrull in the room where the mutants are being held. After defeating said Skrull is killing from electrocution. The mutants are freed afterward.

Maggia Operation

The UA receives intelligence on a Maggia operation in downtown Manhatten The intel itself was gathered by symbiote superhero Toxin. However, unlike last time, Toxin has managed to escape and now a UA squad (Iron Man, Living Laser, Storm, and Thor) is sent to help. Arriving to the Maggia op's location, the squad fights its way through the Maggia forces. Back up arrives in the form of a New York Police Department patrol. But the Maggia sends in Shockwave & Force in response. Fortune smiles when another Sinister Six member stumbles across the fiasco of gunfire, this one being Electro. The battle ends with UA confiscating several of the crates of weapons being loaded onto trucks, the Maggia escape with the rest. What's inside is the twist, the crates contained the weapons in the S.H.I.E.L.D. transports a few weeks back; meaning, of course, the Maggia have been infiltrated by the Skrulls as well (Shockwave & Force were also Skrulls). Meanwhile, Edward "Eddie" Brock sees the UA squad leave and decides to do so as well. Sometime after, Phage arrived late; received the invitation into the UA.

Baxter Building

The UA attempts to contact the Fantastic Four to help them against the Skrulls & to create something to identify Skrull imposters from humans. However, after 2 failed attempts to radio the Baxter Building, a squad (Spider-Man, Toxin, Electro, and Deadpool) is sent once again for investigation. Getting inside, the team reaches the 35th floor; only to discover a captive Fantastic Four, their captors of cource being the Skrulls. After besting them and a repurposed Dragon Man android, the team frees the Four and escape.

The Vault

2 weeks later, word gets out of a recent attack at the Vault. The Fantastic Four is sent to investigate. Upon arrival: they are approached by the Winter Soldier (after the Fold's defeat, Winter Soldier decided to reform) who was put in charge of the Vault by S.H.I.E.L.D. The five fight the inmates until they encounter the Klaw, who manages to incapacitate Winter Soldier. After his defeat, they find War Machine fighting mutant supervillain Whirlwind. A S.H.I.E.L.D. agent says that War Machine was the one attacking the Vault. After fighting through the Iron Cross, Crossbones, and Grim Reaper: the Four see Whirlwind knock War Machine's faceplate off his helmet, revealing a Skrull in the armor. After the FF defeats the Skrull and heads back to base, its revealed that the attack on the Vault was to once again plant seeds of doubt about superheroes in the minds of people (which was a reason the Skrulls have manged to get the Secret Invasion officially started in the first place).

Hammer Weapons Lab

Another 2 weeks pass, and a Hammer Industries facility is attacked by what appears to be the Crimson Dynamo. Captain America, Winter Soldier, Iron Man, and Whirlwind are sent in to investigate. Upon arrival, the team makes their way to find Dynamo interrogating Justin Hammer on the progress of the updated Dreadnoughts. Hammer says the company finished the prototype, and that it's kept in storage. Dynamo notices the heroes, incapacitates Hammer, and taunts them as he races towards the storage area of the facility. Dynamo beats the team to the Dreadnought, but Iceman arrives with Valentin Shatalov (without his armor). This comes to no surprise that the "Crimson Dynamo" raiding one of Hammer's weapons facilities is in reality, a Skrull. The Skrull activates the Dreadnought, and leaves as he downloads the blueprints for the Dreadnought prototype into his armor. The prototype manages to injure Iceman before it is destroyed. The team finds the Skrull on the roof of the building, and proceeds to attack. Before his defeat, the Skrull manages to send the blueprints to wherever the Skrulls managed to set up shop on Earth (which was what he was doing on the roof). Since the UA destroyed his old one: Shatolov builds an upgraded version Crimson Dynamo armor, and forms a truce with them. Some time afterward - not wanting Stane Industries to go out of business from the Skrull's conquest of Earth, Iron Monger decides to join the Ultimate Alliance (much to Iron Man's discontent).

San Diego Zoo

Following a 2-week time jump, the UA tracks down the weapon shipments organized by the Skrulls to the San Diego Zoo. Living Laser, Storm, Iceman, and Crimson Dynamo arrive at midnight. Backed up by X-Man Cyclops, the five are met with strong resistance. The team are once again confronted by Venom, the symbiote having detected someone in the vicinity, but he is once again defeated. During that debacle, Eddie Brock observes the heroes leave at a safe distance. The squad discover a secret bunker under the zoo, created by the Skrulls. Plowing through security, they discover supervillain team, the Ani-Men, stealing data about the Skrulls. During the resulting battle, the Ani-Men are forced to retreat at the arrival of another Sinister Six member: the Lizard; who sent as a reinforcement by Doc Ock. The six superhumans make their way into a weapon creation lab, run by Skrullian assassin & scientist X'iv. Not ready for their arrival, he is forced to release mind-controlled supervillain Iguana upon them. After Iguana is defeated: X'iv manages to evacuate the lab, with the team pondering how the Ani-Men knew about the Secret Invasion. Back at the base, Stegron is waiting. The dinosaur man at first didn't want to be involved in the Secret Invasion; but changed his mind out of a desperate need of a cure.

Hell's Kicthen

The Alliance tracks down the Ani-Men to an abandoned area in Hell's Kitchen. A squad composed of Cyclops, Iceman, Spider-Man, and Lizard is sent to rendezvous with Luke Cage & Iron Fist. But upon arrival, they discover that this is a supervillain hideout, and are subsequently ambushed by the Griffin. He's quickly defeated, but the team are confronted by the Shocker and Mister Fear, who are soon knocked out by Luke Cage & Iron Fist. The six storm the base, defeating along the way Tiger Shark, Armadillo, both Blackouts, Mentallo, the Purple Man, the Controller, the Wizard, and Madame Masque; until finally confronting the man coordinating the group, the Hood. It appears that the Ani-Men, as well as the Wrecking Crew (who were imprisoned in the Vault before the breakout), have been convinced by the Hood into a supervillain crime syndicate. The Hood is defeated, but it's soon revealed that another member of the gang, the Slug, has already been replaced by a Skrull, having been trained with strong mental blocks to protect his mind from mental detection by the Hood. The Skrull tries to contact help, but is discovered by the Hood and killed. In the confusion, Hood manages to teleport him and the gang out of the base.


  • Italicized characters are NPCs in all versions of the games.

Original Members

New Members during the Civil War

New Members during Civil War-Secret Invasion Interlude

New Members during Secret Invasion


Equipment: None known.

  • Quinjet
  • Hellicarrier

Weapons: None known.


  • No special notes.


  • No trivia.

See Also

Links and References

  • None.

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