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MOVIE CHARACTER CARDS Original Text

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©2012 WizKids/NECA LLC. TM & © 2012 Marvel & Subs. TABLE OF CONTENTS

Agent of S.H.I.E.L.D.™, 6 ™, 24 S.H.I.E.L.D. Enforcer™, 40 Black Widow™ ™, 17 ™, 15 (Avengers Initiative), 10 Footsoldier™, 42 Commando™, 11 Black Widow™ HYDRA Soldier™, 5 Skrull General™, 35 (S.H.I.E.L.D.), 39 HYDRA Technician™, 43 Skrull Saboteur™, 36 Bruce Banner™, 16 ™ Skrull Warrior™, 37 Barnes™, 20 (Avengers Initiative), 9 ™ Iron Man™ (Avengers Initiative), 7 (Avengers Initiative), 4 (Triangular Chest Beam), 22 Thor™ (Armored Sleeves), 23 Captain America™ Johann Schmidt™, 41 ™, 26 (WWII), 21 ™, 33 Captain America™ ™ (Rookie), 18 (Rescue Mission), 31 Loki™ (Experienced), 32 ™, 25 ™, 14 ™, 29 Nick ™, 38 ™, 28 ™, 45 Frost Giant Champion™, 34 ™ (Gun), 19 Frost Giant™, 8 Red Skull™ ™, 30 (), 44 ™, 12 S.H.I.E.L.D. Commando™, 13 ™, 27

©2012 WizKids/NECA LLC. TM & © 2012 Marvel & Subs. 001 CAPTAIN AMERICA™ Avengers, Past, Soldier EVERYBODY DOWN! (Leadership)

I DON’T LIKE BULLIES (Close Combat Expert) THROW! (Running Shot)

Team Ability: Avengers Initiative Characters using the Avengers Initiative team ability treat hindering terrain as clear terrain START RUNNING, YOU’LL NEVER STOP! (Charge) for movement and line of fire purposes.

First into the Fray If Captain America is the first character to make an attack on your turn, modify his attack value by +1.

I FEEL TALLER... (Toughness)

JUST A KID FROM BROOKLYN (Willpower)

I CAN DO THIS ALL DAY! (Combat Reflexes)

POINT VALUE: 75

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. HYDRA SOLDIER™ HYDRA SOLDIER™ Hydra, Past, Soldier Hydra, Past, Soldier

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Minion: Hail Hydra! When a friendly character with the HYDRA Minion: The Skull’s Army When a friendly character named keyword that’s 40 points or more is within 8 squares, HYDRA Soldier Johann Schmidt or Red Skull is within 8 squares, HYDRA Soldier modifies his range value by +1. modifies his attack value by +1. Team Ability: HYDRA When a friendly character makes a ranged Team Ability: HYDRA When a friendly character makes a ranged combat attack and is adjacent to one or more friendly characters combat attack and is adjacent to one or more friendly characters using the Hydra team ability, each opposing character targeted by the using the Hydra team ability, each opposing character targeted by the attacker modifies its defense value by -1 for each friendly character attacker modifies its defense value by -1 for each friendly character using the Hydra team ability adjacent to the attacker and with a clear using the Hydra team ability adjacent to the attacker and with a clear line of fire to the target. line of fire to the target.

POINT VALUE: 15 POINT VALUE: 15

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. AGENT OF S.H.I.E.L.D.™ AGENT OF S.H.I.E.L.D.™ S.H.I.E.L.D. S.H.I.E.L.D.

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Minion: Ordered to Cover It Up If a friendly character with Battlefield Promotion If Agent of S.H.I.E.L.D. KO’s or the S.H.I.E.L.D. keyword and a higher point value is KO’d within 8 critical hits an opposing character, after actions resolve you may turn squares, after actions resolve you may place Agent of S.H.I.E.L.D. in this dial to click #7. the square the KO’d character occupied or an adjacent square. Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify their range values by +1. Give this character a power action and their range values by +1. Give this character a power action and choose an adjacent friendly character. The chosen character modifies choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and its damage value by +1 while adjacent to this character and making ranged combat attacks this turn. making ranged combat attacks this turn.

POINT VALUE: 19 POINT VALUE: 19

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 004 THOR™ Asgardian, Avengers, Deity, Warrior FULL ASGARDIAN ARMOR (Impervious)

YOU DARE THREATEN THE SON OF ODIN? ONCE I CLAIM WHAT IS MINE! (Running Shot) (Toughness)

YOUR ANCESTORS CALLED IT MAGIC... RAINBOW BRIDGE (Phasing/Teleport) (Ranged Combat Expert)

I WILL END THIS... (Close Combat Expert) I’VE FOUGHT BIGGER... (Charge)

Team Ability: Avengers Initiative Characters using the Mighty When Thor makes a ranged combat attack, Avengers Initiative team ability treat hindering terrain as clear terrain an opposing character he hits is knocked back equal to the damage for movement and line of fire purposes. taken (up to a maximum 3 squares) if not otherwise knocked back.

LIGHTNING (Pulse Wave)

NO PLANS TO DIE TODAY! (Invulnerability)

POINT VALUE: 200

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 005 FROST GIANT™ Asgardian, Brute, Monster, Warrior

CRUSH THEM! (Charge)

Minion: Laufey’s Icy Realm When a friendly character named Laufey is within 8 squares, Frost Giant can use Poison.

ICE (Blades/Claws/Fangs)

SKIN OF JOTUNHEIM (Toughness)

POINT VALUE: 80

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 006 IRON MAN™ Armor, Avengers, Celebrity, Scientist 50% POWER (Invulnerability)

19% POWER (Toughness) GOOD TO BE BACK! (Running Shot)

GENIUS BILLIONAIRE PLAYBOY GET DOWN! ( Blast) PHILANTHROPIST (Outwit)

Team Ability: Avengers Initiative Characters using the PRIVATIZED WORLD PEACE! (Energy Explosion) Avengers Initiative team ability treat hindering terrain as clear terrain for movement and line of fire purposes. Arc Reactor Chest Beam Give Iron Man a free action and make a ranged combat attack, modifying his attack value by -1. After this action resolves, roll a d6. On a result of 1-4, deal Iron Man 1 unavoidable damage.

I DON’T PLAY WELL WITH OTHERS (Penetrating/Psychic Blast)

100% POWER (Impervious)

POINT VALUE: 160/50

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 007 BLACK WIDOW™ Avengers, Martial Artist, S.H.I.E.L.D., Spy

SPECIAL OPS (Stealth)

Takedown When a character misses Black Widow with a close combat attack, after actions resolve give that character an action token.

S.H.I.E.L.D. TECH (Incapacitate)

EVASIVE COMBAT TRAINING (Combat Reflexes)

YES, I’VE BOXED BEFORE… (Close Combat Expert)

Team Ability: Avengers Initiative Characters using the Avengers Initiative team ability treat hindering terrain as clear terrain for movement and line of fire purposes.

POINT VALUE: 50

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. SKRULL COMMANDO™ SKRULL COMMANDO™ , Soldier Skrulls, Soldier

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CORNERED ALIEN (Flurry) INFILTRATION (Stealth)

OBFUSCATE (Smoke Cloud) BURNING TOUCH (Exploit Weakness)

Team Ability: Skrulls This character can use Shape Change, but NATURAL WEAPON (Blades/Claws/Fangs) only succeeds on a roll of 6. Using Shape Change in this way does not prevent the character from using Shape Change through another game effect. Team Ability: Skrulls This character can use Shape Change, but only succeeds on a roll of 6. Using Shape Change in this way does not prevent the character from using Shape Change through another game effect.

POINT VALUE: 28 POINT VALUE: 28

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. TM & © 2012 Marvel & Subs. 009 HAWKEYE™ Avengers, Martial Artist, S.H.I.E.L.D.

FURY NEEDS COVER! (Running Shot)

GETTING INTO POSITION… (Leap/Climb)

Found the Weak Spot When making a ranged combat attack, if Hawkeye’s attack roll is 10 or higher, he deals penetrating damage.

DODGE BULLETS (Energy Shield/Deflection)

YOU CALL THAT MARKSMANSHIP? (Ranged Combat Expert)

Team Ability: Avengers Initiative Characters using the Avengers Initiative team ability treat hindering terrain as clear terrain for movement and line of fire purposes.

POINT VALUE: 75

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 010 S.H.I.E.L.D. ™ Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify COMMANDO S.H.I.E.L.D., Soldier their range values by +1. Give this character a power action and choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and making ranged combat attacks this turn. SPECIAL OPS (Stealth)

COVER FIRE (Running Shot)

PULL THE PIN! (Energy Explosion)

STANDARD ISSUE KEVLAR (Toughness)

FULL AUTO! (Ranged Combat Expert)

POINT VALUE: 30

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 011 MARIA HILL™ Politician, S.H.I.E.L.D. THE PRESIDENT PUT ME IN CHARGE (Leadership)

Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify their range values by +1. Give this character a power action and RUN AND GUN, BOYS! (Running Shot) choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and making ranged combat attacks this turn. SPECIAL OPS (Stealth)

Field Coordinator Maria Hill can use Willpower. Each friendly adjacent character with the S.H.I.E.L.D. keyword that’s 50 points or less modifies its attack value by +1.

LATEST S.H.I.E.L.D. TECH (Penetrating/Psychic Blast)

ADVANCED DODGING (Energy Shield/Deflection)

BASIC TRAINING (Combat Reflexes)

POINT VALUE: 51

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 012 SIF™ Asgardian, Deity, Warrior TO BATTER ’S FOES (Close Combat Expert)

STORIES WILL BE TOLD OF THIS DAY! (Charge)

Surprise Leap Attack Sif can use Leap/Climb. After she resolves a move action, if she’s then adjacent to an opposing character that attacked a friendly character other than Sif since your last turn, you may give Sif a close combat action as a free action.

ENCHANTED SWORD AND SPEAR (Blades/Claws/Fangs)

ASGARDIAN ARMOR (Invulnerability)

A WARRIOR’S RESOLVE (Toughness)

NEVER RETREAT! (Combat Reflexes)

POINT VALUE: 80

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 013 BRUCE BANNER™ Avengers, Scientist

HIDING OUT (Stealth)

Caught on the Run When an opposing character would make an attack targeting Bruce Banner, you may roll a d6. On a result of 6, you may replace Bruce Banner with #014 Hulk on its orange starting line before the attack is made. Existing action tokens are applied to the replacement, and the attack now targets Hulk.

Alter Ego: Hulk Give Bruce Banner a power action that deals no pushing damage and replace this character with #014 Hulk or #202 Hulk on its orange starting line. Existing action tokens on this character and action tokens for this action are applied to the replacement. This power can’t be countered. I DON’T WANT TO CONTROL IT…(Outwit)

…I WANT TO GET RID OF IT. (Perplex)

POINT VALUE: 40

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 014 HULK™ Avengers, Brute, Monster ! (Impervious)

Two Fists of Destruction Hulk can use Flurry. TURN (Charge)

Team Ability: Avengers Initiative Characters using the Avengers Initiative team ability treat hindering terrain as clear terrain INTO (Leap/Climb) for movement and line of fire purposes.

ENORMOUS (Super Strength)

GREEN (Quake)

RAGE (Toughness)

MONSTER(Invulnerability)

POINT VALUE: 140/40

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 015 LOKI™ Asgardian, Deity, Mystical FROST GIANT HERITAGE (Toughness)

I AM…YOUR KING (Mastermind) RAINBOW BRIDGE (Phasing/Teleport)

MASTER OF ILLUSION (Stealth) THE TRICKSTER GOD (Outwit)

I GUESS THAT’S WORTH A LOOK… (Telekinesis) I ALWAYS SUPPORT YOU (Perplex) Convince You to Do Something Rash Loki can use Mind Control. He isn’t dealt unavoidable damage when using this MY OWN MAGICKS (Probability Control) Mind Control to target characters of 250 points or less. When he uses it, if an opposing character takes damage from an attack during that action, you may heal Loki of 1 damage after actions resolve.

THEN DIE WITH THEM! (Penetrating/Psychic Blast)

ASGARDIAN ARMOR (Invulnerability)

POINT VALUE: 125

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 016 RED SKULL™ HYDRA, Past, Ruler, Scientist HYDRA BELONGS TO ME! (Mastermind)

Build Me a Doomsday Weapon Once per turn, you may THIS FACE INSPIRES LOYALTY… (Leadership) give a power action to a friendly character with the Scientist keyword that is 25 points or more to put a Research counter on this card. When there are 7 or more Research counters on this card, Red Skull modifies his combat values by +2 and can use the Flight ability. …AND FEAR! (Exploit Weakness) WHAT MAKES YOU SO SPECIAL? (Running Shot)

Team Ability: HYDRA When a friendly character makes a ranged combat attack and is adjacent to one or more friendly characters using the Hydra team ability, each opposing character targeted by the I CAN CHANGE THE WORLD! (Charge) attacker modifies its defense value by -1 for each friendly character using the Hydra team ability adjacent to the attacker and with a clear line of fire to the target. CUBE LASER (Penetrating/Psychic Blast)

ERSKINE’S GREATEST SUCCESS? (Toughness)

HAIL HYDRA! (Willpower)

POINT VALUE: 85/40

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 017 , Past, Soldier JUST ANOTHER KID FROM BROOKLYN (Willpower)

Brooklyn Duo When Bucky Barnes is adjacent to a friendly THIS IS WAR! (Perplex) character named Captain America, modify both of their attack values by +1 if not already modified by this effect. Don’t Forget Me, Steve When Bucky Barnes is KO’d, you BACK ALLEY FIGHTER (Close Combat Expert) may choose a friendly character named Captain America. For the rest of the game, modify that character’s attack value by +1.

SNEAKING IN… (Stealth)

…THEN RUNNING OUT! (Running Shot)

SMOKE GRENADE (Smoke Cloud)

FRAG! (Energy Explosion)

POINT VALUE: 50

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 018 CAPTAIN AMERICA™ Celebrity, Howling Commandos, Past, Soldier LET’S MOVE, SOLDIERS! (Leadership)

I AM A CAPTAIN, YOU KNOW… (Perplex) INTO THE THICK OF IT! (Charge)

The Big Three When making an attack roll, Captain America YES, I CAN THROW IT (Running Shot) may roll 3 dice instead of 2 and then choose 1 die to ignore.

I KNOW THAT ALLEY… (Flurry)

The Great Escape When Captain America successfully breaks away, each friendly character may automatically break away this turn. Behind the Shield Captain America can use Combat Reflexes and Toughness. If he has no action tokens, he can use Energy Shield/Deflection.

FANCY FOOTWORK FOR THE SHOW (Combat Reflexes)

POINT VALUE: 90

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 019 IRON MAN™ Armor, Scientist GOLD-TITANIUM ALLOY (Toughness)

FULL REPULSOR ARRAY (Ranged Combat Expert) TOE TO TOE ON MY BEST DAY! (Charge)

The Big Three When making an attack roll, Iron Man may roll KICK BACK, UNCLE SAM… (Running Shot) 3 dice instead of 2 and then choose 1 die to ignore.

RUSHING TO STARK EXPO (Hypersonic Speed)

Building a Better Iron Man Iron Man can use Super Strength. When he uses an object in an attack and hits, put an Armor token on this card. Iron Man modifies his defense value by +1 for each Armor token on this card. ADVANCED TARGETING (Penetrating/Psychic Blast)

MORE THAN JUST A MAN IN AN IRON SUIT (Invulnerability)

POINT VALUE: 115

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 020 THOR™ The Big Three When making an attack roll, Thor may roll 3 Asgardian, Deity, Warrior dice instead of 2 and then choose 1 die to ignore.

NO MERE MORTAL (Impervious) HO, A BATTLE! (Charge)

ASGARDIAN ARMOR (Invulnerability) HAMMER SWINGS (Flurry)

ASGARDIAN RESOLVE (Toughness) COVERING YOUR ASSAULT (Running Shot)

FATHER, JUST ONE MORE CHANCE… (Regeneration) MIGHTIEST ASGARDIAN (Super Strength)

Rage of a Wayward Son When Thor begins the turn adjacent to an opposing character that’s 75 points or more, at the GROUND POUND (Quake) beginning of your turn Thor makes a close combat attack as a free action if able and uses Battle Fury this turn. CALL THE LIGHTNING (Pulse Wave)

POINT VALUE: 160

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 021 HOWARD STARK™ Scientist, S.H.I.E.L.D.

Genius Inventor Howard Stark can use Enhancement.

THIS IS THE KEY TO THE FUTURE… (Outwit)

POINT VALUE: 33

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 022 DESTROYER™ Armor, Asgardian, Herald, Mystical, Robot

Relentless Engine of Destruction Destroyer can’t use the Carry ability. At the beginning of your turn, Destroyer may be placed into an adjacent square.

INTRUDER SENSE (Running Shot)

TIRELESS OBLITERATION (Flurry)

DISINTEGRATION BEAM (Penetrating/Psychic Blast)

BUILT TO DESTROY (Impervious)

IMPOSSIBLE TO KILL (Invulnerability)

POINT VALUE: 250

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 023 VOLSTAGG™ Asgardian, Warrior, LAYERS OF MUSCLE, NOT FAT (Toughness)

Warriors Three Together Volstagg modifies his damage value by +1 if there are two or more other friendly characters with the Warriors Three keyword within 3 squares.

FOR ASGARD! (Charge)

VOLUMINOUS! (Plasticity)

LARGEST OF THE THREE (Super Strength)

STOMP! (Quake)

ILL-FITTING ASGARDIAN ARMOR (Invulnerability)

POINT VALUE: 67

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 024 HOGUN™ Asgardian, Warrior, Warriors Three GRIM FOR A REASON (Close Combat Expert)

Warriors Three Together Hogun modifies his damage value by +1 if there are two or more other friendly characters with the Warriors Three keyword within 3 squares.

FOR ASGARD! (Charge)

STEADIEST OF THE THREE (Quake)

ARMORED AND ASGARDIAN (Toughness)

SILENT, BUT RESOLVED (Willpower)

HE SPEAKS RARELY, BUT WISELY (Outwit)

POINT VALUE: 66

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 025 FANDRAL™ Asgardian, Warrior, Warriors Three I KNOW WHERE TO STRIKE (Exploit Weakness)

Warriors Three Together Fandral modifies his damage value by +1 if there are two or more other friendly characters with the Warriors Three keyword within 3 squares.

FOR ASGARD! (Charge)

QUICKEST OF THE THREE (Flurry)

FANCY FOOTWORK (Leap/Climb)

SHALL WE DUEL? (Blades/Claws/Fangs)

‘TIS BUT A SCRATCH! (Toughness)

POINT VALUE: 67

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 026 DUM DUM DUGAN™ Howling Commandos, Past, Soldier I’LL HELP YOU RELOAD (Enhancement)

We’ll Remember You, Cap If a friendly character named Captain America has been KO’d this game, modify Dum Dum Dugan’s attack value by +1 for the rest of the game.

KEEP THE PRESSURE ON! (Running Shot)

STOUT (Toughness)

BEST DEFENSE IS OFFENSE (Combat Reflexes)

ONE OF THESE DAYS, FRITZ... (Willpower)

Shotgun! When Dum Dum Dugan makes a ranged combat attack against a single target, his damage value is replaced with 5 minus the number of squares to the target character and is locked.

POINT VALUE: 60

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 027 GABE JONES™ Howling Commandos, Past, MEDIC KIT (Support)

We’ll Remember You, Cap If a friendly character named Captain America has been KO’d this game, modify Gabe Jones’ attack value by +1 for the rest of the game.

CAMOUFLAGE (Stealth)

COVER YOU? COVER ME! (Running Shot)

I’D FOLLOW HIM ANYWHERE (Willpower)

NOT MY FIRST RODEO, KID (Energy Shield/Deflection)

Grenade! Give Gabe Jones a power action and choose a target square within 5 squares and line of fire (ignoring characters for line of fire purposes). Make a ranged combat attack targeting all characters occupying or adjacent to the target square. Deal 2 damage to each hit character. POINT VALUE: 45

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 028 CAPTAIN AMERICA™ Howling Commandos, Past, Soldier I GIVE AS GOOD AS I GET (Close Combat Expert)

FIRST ONE IN (Charge)

I’ll Save You, No Matter a friendly character of a lower point value took damage since your last turn, Captain America can move using Leap/Climb as a free action.

HOPE THIS THING IS GOOD FOR SOMETHING (Invulnerability)

I CAN TAKE A HIT... (Toughness)

…BUT CAN YOU HIT ME? (Combat Reflexes)

Howlers, Let’s Go! Captain America can use Leadership. When he succeeds on his Leadership roll, he may remove up to 2 action tokens instead of 1 if both tokens are removed from adjacent friendly character(s) with the Howling Commandos keyword.

POINT VALUE: 70

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 029 LOKI™ Asgardian, Deity, Mystical TOO SLY TO ENGAGE (Super Senses)

I WILL NEVER DIE (Regeneration) MANY WAYS IN AND OUT…(Phasing/Teleport)

MASTER OF DECEPTION (Probability Control) AN ILLUSION WILL KEEP YOU HERE (Plasticity)

I SUPPORT YOU WHEN IT SUITS ME (Perplex) MY TRUE FATHER’S HERITAGE (Poison)

Trust Me, I’ll Help You Sneak In Once per game, give STOLEN POWER (Outwit) Loki a double power action and choose an opposing character within 6 squares. Place that character in a square that’s adjacent to Loki but also adjacent to no other characters and then Loki makes a close combat attack targeting that character.

STILL AN ASGARDIAN (Toughness)

POINT VALUE: 80

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 030 LAUFEY™ Asgardian, Monster, Ruler, Warrior RUN AWAY… QUICKLY (Quake)

Casket of Ancient Winters When Laufey is KO’d, give THE OLDEST OF US… (Impervious) each opposing character an action token.

…AND THE STRONGEST (Invulnerability) YOU’LL GET WHAT YOU CAME FOR (Charge)

REFREEZE (Regeneration) WAR, AND (Flurry)

KILL THEM ALL! (Leadership) THE TRAITOR LET US IN (Phasing/Teleport)

King of the Frost Giants Laufey can use Perplex. He I Uphold the Truce When Laufey attacks an opposing can use it normally, or he can modify a combat value except damage character that attacked a friendly character since your last turn, by +2 if he targets a character with both the Asgardian and Monster modify Laufey’s attack value by +1. keywords. ICE BLADE (Blades/Claws/Fangs)

POINT VALUE: 180

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 031 FROST GIANT ™ “Run Home, Little Princess” Give Frost Giant Champion CHAMPION a free action if he has no action tokens and choose a character within Asgardian, Brute, Monster, Warrior 6 squares and line of fire. That character possesses Battle Fury until your next turn.

OUR FISTS ARE HAMMERS (Close Combat Expert) FOR JOTENHEIM! (Charge)

STRENGTH OF THE ANCIENTS (Super Strength)

OUR TOUCH IS ICY DEATH (Poison)

JUST TRY TO PIERCE MY SKIN (Invulnerability)

RESILIENT (Toughness)

THE BATTLE IS LOST, BUT I CAN ESCAPE (Combat Reflexes)

POINT VALUE: 90

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 032 SKRULL GENERAL™ Ruler, Skrulls, Soldier SIDESHIFT (Combat Reflexes)

Invasion Force Skrull General can use Phasing/Teleport and FOR THE SKRULL EMPIRE! (Leadership) the Carry ability. He can carry two characters if they both have the Skrulls keyword.

MILITARY INTELLIGENCE (Outwit) INFLITRATION OF A WEAKER SPECIES (Stealth)

Team Ability: Skrulls This character can use Shape Change, but only succeeds on a roll of 6. Using Shape Change in this way does TRICK YOUR WEAKER MIND (Mind Control) not prevent the character from using Shape Change through another game effect. ADVANCED TECHNOLOGY TO THESE PRIMATES (Penetrating/Psychic Blast)

COMBAT ARMOR (Energy Shield/Deflection)

DO WHAT MUST BE DONE… (Willpower)

POINT VALUE: 60

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 033 SKRULL SABOTEUR™ Skrulls, Spy

HIDDEN AMONG YOU (Stealth)

VIBRO BEAM (Energy Explosion)

BRED TO BE A SUPERIOR FORM OF LIFE (Toughness)

EXECUTION SHOT (Ranged Combat Expert)

Team Ability: Skrulls This character can use Shape Change, but only succeeds on a roll of 6. Using Shape Change in this way does not prevent the character from using Shape Change through another game effect.

POINT VALUE: 40

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 034 SKRULL WARRIOR™ Skrulls, Warrior

FIGHTING THE APES (Charge)

BLENDING IN (Stealth)

Electric Touch Skrull Warrior can use Flurry. His second attack using Flurry deals penetrating damage if the first attack hit.

BEST OF THE EMPIRE (Combat Reflexes)

SHAPESHIFTER’S GUILE (Perplex)

Team Ability: Skrulls This character can use Shape Change, but only succeeds on a roll of 6. Using Shape Change in this way does not prevent the character from using Shape Change through another game effect. POINT VALUE: 50

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 035 ™ Avengers, Politician, S.H.I.E.L.D. BASIC MILITARY TRAINING (Combat Reflexes)

I’m Here to Talk About the Avengers Initiative I’M RUNNING THIS OUTFIT, DON’T FORGET Friendly characters possessing the S.H.I.E.L.D. team ability who (Leadership) begin an action adjacent to Nick Fury can also use the Avengers Initiative team ability for that action.

THE EYEPATCH BOTHERS YOU? (Perplex) SPECIAL OPS (Stealth)

YOU’RE NOT LEAVING HERE UNTIL YOU LISTEN TO FIGHT THE BATTLES WE CAN’T (Outwit) (Plasticity)

Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify their range values by +1. Give this character a power action and COMBAT KNIFE (Blades/Claws/Fangs) choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and making ranged combat attacks this turn. PROTECT EARTH... (Toughness)

...OR BE SURE TO AVENGE IT (Willpower)

POINT VALUE: 70

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 036 BLACK WIDOW™ Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify Avengers, Martial Artist, S.H.I.E.L.D., Spy their range values by +1. Give this character a power action and choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and making ranged combat attacks this turn. Unsubtle Infiltration Black Widow can use Leap/Climb.

I CAN GET IN, DON’T WORRY (Stealth)

WELL TRAINED, SIR (Flurry)

QUICKER THAN THE AVERAGE PUNCH (Combat Reflexes)

HAVE TO HIT ME FIRST (Super Senses)

TAI BO (Close Combat Expert)

POINT VALUE: 35

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 037 S.H.I.E.L.D. ENFORCER™ S.H.I.E.L.D., Soldier

IN POSITION, SIR (Stealth)

Minion: Target Acquired If a friendly character with the S.H.I.E.L.D. keyword that’s 50 points or more is within 8 squares, S.H.I.E.L.D. Enforcer can use the Sharpshooter ability.

HAND-TO-HAND TRAINING (Combat Reflexes)

THEY’RE RETURNING FIRE, TAKE COVER (Energy Shield/Deflection)

Team Ability: S.H.I.E.L.D. Adjacent friendly characters modify their range values by +1. Give this character a power action and choose an adjacent friendly character. The chosen character modifies its damage value by +1 while adjacent to this character and making ranged combat attacks this turn.

POINT VALUE: 25

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 038 JOHANN SCHMIDT™ Team Ability: HYDRA When a friendly character makes a ranged HYDRA, Past, Ruler, Scientist, Soldier combat attack and is adjacent to one or more friendly characters using the Hydra team ability, each opposing character targeted by the attacker modifies its defense value by -1 for each friendly character Alter Ego: Red Skull Give Johann Schmidt a power action that using the Hydra team ability adjacent to the attacker and with a clear deals no pushing damage and replace this character with #016 line of fire to the target. Red Skull on its orange starting line. Existing action tokens on this character and action tokens for this action are applied to the replacement. This power can’t be countered.

A SCIENTIST, FIRST (Energy Explosion)

HEAD OF THE SCIENCE DIVISION (Mastermind)

My Own Private Army Adjacent friendly characters possessing the HYDRA team ability can also use the S.H.I.E.L.D. team ability.

THE TRUE FACE OF EVIL (Shape Change)

POINT VALUE: 40

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 039 HYDRA FOOTSOLDIER™ HYDRA, Past, Soldier

Minion: Cube Powered Rifles If a friendly character named Johann Schmidt or Red Skull is within 8 squares, HYDRA Footsoldier can use Penetrating/Psychic Blast.

FIGHT TO THE LAST MAN (Willpower)

OK, RETREAT! (Energy Shield/Deflection)

Team Ability: HYDRA When a friendly character makes a ranged combat attack and is adjacent to one or more friendly characters using the Hydra team ability, each opposing character targeted by the attacker modifies its defense value by -1 for each friendly character using the Hydra team ability adjacent to the attacker and with a clear line of fire to the target.

POINT VALUE: 30

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 040 HYDRA TECHNICIAN™ HYDRA, Past, Scientist

Minion: Cube Powered Tech If a friendly character named Johann Schmidt or Red Skull is within 8 squares, HYDRA Technician can use Perplex.

RAIN FIRE UPON THEM! (Enhancement)

Team Ability: HYDRA When a friendly character makes a ranged combat attack and is adjacent to one or more friendly characters using the Hydra team ability, each opposing character targeted by the attacker modifies its defense value by -1 for each friendly character using the Hydra team ability adjacent to the attacker and with a clear line of fire to the target.

POINT VALUE: 35

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 041 RED SKULL™ DEFLECT BULLETS WITH A THOUGHT… Cosmic, HYDRA, Past, Soldier (Energy Shield/Deflection)

...NOT THAT I NEED TO. (Invulnerability) TIME MOVES SLOWER FOR ME... (Running Shot)

I SEE THE ATTACK COMING (Super Senses) COSMIC SPEED (Hypersonic Speed)

REALITY CONTROL (Probability Control) INTER-DIMENSIONAL TRAVEL (Phasing)

TWISTED GENUIS (Perplex) CAN’T CONTROL THE POWER! (Pulse Wave)

Direct Control of the Cube Red Skull can use Perplex MANIPULATE YOUR FLESH (Steal Energy) and Probability Control.

Team Ability: Power Cosmic Characters using the Power Cosmic team ability do not take pushing damage and their powers cannot be WHITE HOT ENERGY (Penetrating/Psychic Blast) countered. Uncopyable

POINT VALUE: 170

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs. 042 ODIN™ Odin Sleep At the beginning of your turn, heal Odin of damage Asgardian, Cosmic, Deity, Ruler, Warrior equal to 2 minus the number of his action tokens.

NOT AS TIRED AS I SEEM (Toughness) DRIVE THEM BACK! (Running Shot)

ASGARDIAN ARMOR (Invulnerability) RAINBOW BRIDGE (Phasing/Teleport)

THE TRUE MASTER OF THE THUNDER… STRIP YOU OF YOUR POWER! (Outwit) (Energy Explosion)

HIS FATE IS MOSTLY IN HIS OWN HANDS NOW… …AND THE LIGHTNING. (Pulse Wave) (Probability Control)

I CAST YOU OUT FOR ALL TIME! I SAY THEE NAY! (Perplex) (Penetrating/Psychic Blast)

Team Ability: Power Cosmic Characters using the Power Cosmic team ability do not take pushing damage and their powers cannot be THE ALLFATHER OF THE GODS… (Impervious) countered. Uncopyable

POINT VALUE: 250

© 2012 WIZKIDS/NECA, LLC. TM & © 2012 Marvel & Subs.