
Players can select teams of four from a range of more than twenty-two playable characters (although some characters are not initially available and need to be unlocked), allowing them to create their own superhero teams or recreate famous teams from the publications. After defeating Attuma, the heroes encounter Mandarin, who unleashes the Kraken, which the team defeats by toppling pillars on it. With the help of nano-technology that enables them to breathe and move freely underwater, the heroes fight the mind-controlled Atlanteans, destroy the towers which are guarded by Warlord Krang and Byrrah, rescue Namor, and defeat Attuma and Tiger Shark. With their mission successful, the heroes travel to Atlantis, where the inhabitants are being mind-controlled by Attuma, who has usurped Namor from his throne. Agents and failed Super Soldier experiments to prevent the Omega Base from crashing in to a dam and launching several gamma bombs. The team defeats supervillains MODOK, Crimson Dynamo, and Mysterio as well as A.I.M. Fury asks the heroes to investigate an odd message received from Dum Dum Dugan on the Omega Base, a S.H.I.E.L.D. In the wake of the attack, Nick Fury is given permission to start a task force to confront the Masters of Evil and Iron Man allows them to use Stark Tower as their headquarters. Along with the other heroes, they save the Helicarrier from the forces led by Scorpion, Bullseye, Winter Soldier, Radioactive Man, and Fin Fang Foom. Captain America, Spider-Man, Thor and Wolverine respond to the call. Nick Fury sends out a distress call to all available superheroes for assistance.

The game begins with Doctor Doom and the Masters of Evil launching an attack on the S.H.I.E.L.D. Marvel: Ultimate Alliance is set within the fictional Marvel Universe.

The game features an original plot in which the heroes of the Marvel Universe must join forces to defeat Doctor Doom and his Masters of Evil and foil their plans for global domination. It shares many similarities with Raven Software’s previous Marvel titles, X-Men Legends and X-Men Legends II: Rise of Apocalypse, in that it allows players to select from its vast cast to create the ultimate superhero team. Ultimate Alliance is set within the fictional Marvel Universe and features many of the superheroes, supervillains, and supporting characters that appear in publications by Marvel Comics.

Switch between cooperative and competitive mode to partner or challenge up to three other players.
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