X-Men II: The Fall of the Mutants (1990) - PC
A roguelike, a fighting game, and a bunch of mutants walk into a bar....
It’s time for our first sequel! With X-Men: Madness in Murderworld safely under their belt, Paragon Software came back the following year and released their next (and last!) X-Men title: The Fall of the Mutants
Based on the 1988 Marvel comics event of the same name, X-Men II: The Fall of the Mutants is a PC exclusive title that differs greatly from its predecessor. While Madness in Murderworld was more akin to a side scrolling point and click adventure with puzzle solving and some combat, The Fall of the Mutants is a top-down dungeon crawler sporting randomized maps, over a dozen characters, and two completely different modes of combat that can be changed on the fly.
Although this is back in an era where game development was much, much faster than it is today, this is still quite a feat for a team of roughly four people! It was also released within a year of their first X-Men game, though the exact date is unknown outside of a vague 1990.
Which leads us to the question…how is it to play?
What Has Been Lost to Time (and scarcity)
Before we jump into the game itself I do want to mention that I was not able to find everything on this game. While the last game by Paragon Software included a free comic with your game (that was quite good!), this one does not. This is likely due to it being based off of a real, established comic event that was already published in Marvel Comics main line. If I had to take a guess, I’d say the manual the game came with likely had an explanation to the event and the characters that weren’t in the first game.
I say ‘likely’ because you can’t find this manual uploaded anywhere online unlike the previous one. The only reason I know it exists is because of eBay listings showing you the entire box and its contents, which includes a hefty looking manual. I’d considered buying it but, well, I can’t justify $80+ dollars for this game even in a historical sense.
If you happen to have an uploaded copy of the game’s manual please send me a message! I would love to take a look at it, especially considering how thorough Madness in Murderworld’s was.
There’s a Story..?
When you get into the game and start making your team you’re going to notice there is a pretty prominent member of the X-Men who is not available to pick: Storm. This is due to the story of the game/comic, as she and her fellow Mutant Forge are currently being held hostage by The Adversary and it’s your job and that of your team’s to go and save them!
Let me be clear here: the game does not do a good job at explaining what you are doing or why. Unlike Madness in Murderworld which had a very brief message from Professor Xavier giving you at least some context, that’s absent here. Instead, you are met with Uatu the Watcher explaining that he wants to see what this Universe will do if other Heroes were needed to face The Adversary.
It’s assuming you have read the comic this entire game is based off of. Which, if you’re like me, you haven’t. It’s great if you do! But it would have been nice to know just a tad bit more of the stakes at hand, such as Forge and Storm being held captive or that time and space were a mess.
To help kind of explain what is going on and why you’re fighting dinosaurs and Viet Cong in a mall, let’s take a look at the comic book event this game is based on: The Fall of the Mutants.
This event ran across three different X-Men comic book lines: The Uncanny X-Men, X-Factor, and The New Mutants in 1988. Though not directly connected to one another like other comic book events, each of these storylines focused on the rising distrust of Mutants and used that to ‘shake up’ the teams in each book. Characters like Angel became Archangel the Horseman of Death for Apocalypse, or focused on Forge’s backstory and the demonic enemies he summoned. Or, if you are a fan of X-Men ‘97, it covered the storyline of Storm losing her powers and going to Forge to get that fixed.
For this game, it pulls mostly from The Uncanny X-Men for its main story beats and main villain: The Adversary. A demon summoned from Limbo, The Adversary has captured Storm and Forge in a dizzying mix of time warps, reality changes, and more. Causing things like dinosaurs and cavemen to show up in malls while weaving the Ice Age into the modern landscape.
This story is a ‘What If?’ story based on all of that, taking the storyline of The Uncanny X-Men and adding far more players to the mix. This is why there are 15 characters to choose from, as well as the inclusion of villains who weren’t originally present in the comics.
The Game and Gameplay
What is X-Men 2: The Fall of the Mutants?
Well, when you open the game you are greeted with Uatu the Watcher behind the title screen of the game. Slowly the screen scrolls downward to reveal some of the villains of the game to your left and only a few of the available heroes to your right.
From there you have a few options. Some are standard to old PC gaming, such as what kind of sound card and graphics options you want to run, including whether or not you have a joystick. But you will also be presented with an option for how you want your map layouts to go: Remake, Old, and New. A handy README txt file with the game gives a helpful explination as to what’s-what.
Now once you’ve ‘selected’ your style it’s time to pick your team of 5! And oh boy do you have a massive amount of options to pick from. Each of the 15 available characters has their own special mutant power, attack style, overworld ability, and what health item they can use. If that wasn’t already dizzying to consider, be ready for all of this to be something you figure out as you play as none of this is told to you!
There are some really surprising characters in this roster and if you aren’t familiar with them, don’t worry. This is 1980s X-Men we’re talking here! But here’s a breakdown as to who is who.
Left-to-Right
Top Row: Wolverine, Psylocke (Betsy Braddock), Colossus, Rogue, and Longshot
Middle Row: Shadowkat (Kitty Pryde), Nightcrawler, Phoenix (Rachel Summers), Dazzler, and Havok
Bottom Row: Cyclops, Marvel Girl (Jean Grey), Beast, Archangel, and Iceman
Most of this roster should be familiar with folks who know who the X-Men are, it’s names like Longshot, the Phoenix version of Rachel, and Havok that caught me by surprise. They were very popular back then when this game came out, but I don’t know anyone now who is asking where Longshot is! (And funny to note, almost every character here is currently in the main X-Men comics line with some alterations. Longshot is the oddball out! Poor fella.)
Now, with your team picked and ready to rumble you are then given an option of three locations to start your search. Your ‘goal’ in each set of locations is to find one of the two villains portrayed in the upper right corner of the Level Select. When you find (and defeat) one of these villains you succeed in finding the path forward in time and move on to another set. You have to do this four times before you come to the end and face The Adversary.
You’ll notice there are two villains but three locations. While that may seem promising it’s actually worse than it seems as both Villains will only be found in one of the three locations. This means it’s entirely possible to pick a location (or two) that does not have the Villains you need to find, something you’ll only uncover if you explore the level from top-to-bottom. Plus, it’s very easy to just miss the Villains as they, too, can wander about. You do have the option to leave a level and head back to the level select screen and try somewhere else, but this is where one of the first systems in the game will make itself known.
You’re on a timer.
The game runs on an in-game day/night cycle and only allows you a week of in-game time before you lose. This also affects you as you travel as Night limits your view drastically vs the Day. Thankfully, this can be negated by having the lead character be a Mutant with Fire/Light based powers such as Phoenix or Dazzler. Don’t have them? Well, you’re out of luck.
This is vital as the maps are not only littered with near-invisible traps but also dozens of enemies that are out for You with a single-minded focus that borders on vindictive. Not only that, but the Villains you are looking for could be just off to the side, behind a rock, walking around the map just enough to always miss you, or trapped between two traps.
Did I mention there are two floors per map? You will have plenty of ladders to climb between them, but it means you have much more ground to cover and many, many more chances to run into fights.
Despite all of my scary posturing, you shouldn’t worry about the timer itself as you have more than enough time to find your Villains and move on. In fact, it’s almost entirely pointless outside of the visual changes as this isn’t what you’ll be bashing your head against. No, your available time won’t be your biggest problem: your resources (or lack thereof) will be.
I’ll be honest, health management in this game makes it an utter chore to play. I’m guessing it was added in to provide more difficulty or make your team choice matter even more, but it’s a decision that brings the entire game down because of one small flaw: the health pack gets used up whether it can heal you or not.
As you move through a top-down, randomized map looking for your Villains you are going to come across a smattering of items such as health packs, crates with apples, boxes, and vases of water. All of these items can be found in one of the 5 colors of health: Blue, Light Blue, Red, Green, and Yellow/Gold. While Blue heals all Mutants who move over it, the other colors only work on select Mutants. However, if you move over a health item it will disappear - whether or not it actually healed someone.
And just like the NES game, everything can and WILL hurt you. You’ll be balancing on a thin line between life or death for at least 2 or more characters after your first set of maps. Not only do enemies hit hard but the traps that cover the map, when walked upon, damage everyone on your team.
What seems to be a trend so far in X-Men games continues here too: it has permadeath. So if you have Dazzler at near-death and just so happen to move over the health item she could use without her in the front of the team…well, you’re simply out of luck. You will have to hope you don’t run over a near-invisible trap or one of the dozens of enemies skulking about if you want her to live.
This means you have to play the game a little slowly. As only the Lead Mutant gets healed when walking on a healing item you are constantly pausing, clicking keys to go down your team list, and selecting the mutant who needs to be healed, healing them, and then swapping back. It will take you a handful of seconds each time and it grows old by the third or fourth time you have to do it - with dozens of more times needed before you beat the game.
If you’re here because you’re looking to play the game, let me help! Here are the colors corresponding to what mutant it works on. I wrote down what I learned by trial and error and filled in the gaps with very helpful comments found online (1,2,3).
[If you’re looking for controls as well, I’ve put everything I know at the very bottom of this page.]
BLUE: Everyone
LIGHT BLUE: Marvel Girl, Phoenix, Psylocke, Rogue
RED: Colossus, Cyclops, Havok, Rogue
YELLOW: Nightcrawler, Shadowcat
GREEN: Archangel, Beast, Longshot
NOTHING: Dazzler, Iceman, Wolverine [passive healing]
As you traverse through these random worlds trying to find your Villain, you’re going to be running into a plethora of enemies hampering your goal. This is where the game becomes somewhat interesting as the developers decided to do something rather audacious.
There are two different modes of combat.
And not simply different in terms of style but in actual feel, look, mechanics, and more. You have the ability to swap between these two styles on the fly by pressing a button in the overworld, putting you on Side Combat or Round Combat.
If you’re familiar with video games you can probably tell a bit of what the combat is just by these screenshots, but let me elaborate.
Side Combat is a traditional ‘fighting game’ style combat. You start on the left side of the screen while your enemy starts on the right, both characters are shown in profile and can move left and right across the screen. You do have a bit of depth available to you here as well, allowing you to move up and down, as well as flying characters being allowed to float upwards. The maps are fairly standard with some variations having debris you need to climb or move around.
The combat itself is basic but a step up from Paragon’s previous game. You have your normal basic attack which is a punch or a kick as well as a strong attack that relates to your mutant. For instance, Psylocke uses her Psionic powers to attack enemies from afar, Archangel throws metallic feathers, Nightcrawler does a jumping kick, and so on.
The game suffers from the plights of not-fully-fleshed-out-combat-systems in that enemies (and yourself) can get animation locked if you are too close to each other which stops your attacks, or being just ever so slightly off in elevation will deny your attacks from landing, and there is even a rudimentary AI that can be outsmarted simplify by flying above them.
Projectiles are also king in this combat mode. As health will be your biggest enemy, being able to kill enemies before they even come close enough to touch you is the main strategy. Psylocke and Phoenix in particular are incredible at this as both of their ‘projectiles’ don’t have animations or sprites - it simply wounds the enemy. Their attacks also kill most enemies in 1 to 3 hits - even the heavy hitters like a T-Rex. Bosses will take more, but not by much.
But each time an enemy runs into you on the overworld it equates to several enemies attacking you in combat. This is done by separating each fight on their own screen and is selectable by numbers 1 - 5 (corresponding to the roster at the bottom of your screen) on your keyboard. I mention this because you have an interesting choice you can make here as well by backing up your teammates with another member of your team.
So if you finished combat as Longshot and need to move on to the next enemy, you can hit J and then select a number to go to. This will bring in Longshot as an AI companion to help you fight the enemy - a nice little boost to help mitigate and lower your chances of taking damage.
Now, your other option is Round Combat. It’s more akin to grid-based strategy games but very heavily watered down.
As the name suggests, you accomplish your fighting in rounds of combat. You get to go through each member of your team and select if they do a weak/strong attack, move, guard, or do nothing. Once you have an action for everyone the enemy gets to do their attack(s) (as they do nothing else) and then your team gets a chance for their attacks to land - sometimes they do, sometimes they don’t.
That round ends and then next begins, allowing you the same choices all over again.
It’s…serviceable. In that it functions and works. It’s not an enjoyable mode to use and typically leaves your team far more wounded than they would have if they did Side Combat. Round also takes a lot longer despite having every enemy on screen to attack at once due to the chance to miss your attacks. You also lack access to your mutant powers despite the option for a Heavy attack.
I did not test it but I would imagine the game is unbeatable or at the very least far more difficult if you try to beat it using only Round Combat. It’s a neat little addition and really innovative to see two combat modes being so interchangeable in a game, but I’m very glad this is not the only method.
And that is, more-or-less, the entire game. You will have different worlds to traverse, different enemies to combat, Villains to kill, but they are all recycles of the same basic palette. Once you fight a Caveman you know how to fight the Viet Cong, once you travel through one world you won’t be surprised by any of the others. Even the Villains feel a bit lackluster and aren’t too character-defining, that’s saved for your Mutant characters who range wildly and differ from one another.
Even the Final Boss, The Adversary, is simply a much larger enemy to fight. He does have a massive health pool and deals a large amount of damage but as long as you have enough characters still around you can throw as many as you need into the meat grinder in order to win. No special boss map to travel through, no more clues to find - it’s simply you and the boss. A rather abrupt ending, if I’m being honest.
But if you are able to defeat him you are treated with a quick cutscene as you save Storm and Forge, being praised (or berated) by The Watcher as he lists the Mutants who saved this reality’s story. He will also include any of the fallen heroes that died, telling you to ‘do better’ next time around.
The Music, Sound, and Visuals
Like Paragon’s first X-Men game, this one doesn’t have too much in the sound department. The entire OST is about 2 minutes long and can be found on Youtube. Songs only play during the intro, game over, and You Win! screens.
It does remind me of old PC games that sound like Space Quest IV but these are too short and infrequently used to leave any impression. At the very least it’s not grating on the ears.
The sounds in this game are in a similar spot as it’s a rather quiet game outside of some blips for your footsteps, sporadic static buzz, soft ‘baps’ of hits connecting, or other strange approximations of mutant powers. Some can be loud and grating, others are too soft and lack weight. So far all the X-Men games have fallen short in this department so this one isn’t too shocking.
Visually, however, the game is quite nice. The palettes for levels can range from snowy to lush and green to futuristic machinery. The overworld sprites for Mutants are bland but easy to read - which is immensely helpful when it comes to finding your Villain to hunt down. They stick out immediately and you will know it when you see them.
Animation-wise it’s very bland as most of the characters (even enemies!) share the same basic animation cycle when it comes to walking, punching, kicking, and even flying. Something I wish the game did include was some sort of animation confirmation on hits. You only have sound to go by for those and even then they can get overwritten by other sounds, leaving you to wonder if your punch ever actually landed.
How Faithful is it to the X-Men?
It may surprise you but the Dinosaurs are actually canon. As is most of this game, in fact.
As I said earlier, this game is a ‘What If?’ take on the Marvel Comics event known as The Fall of the Mutants and this does take some liberties with it. The Mutants you can select are varied and not from the original story, but the dinosaurs, time travel, Viet Cong, cavemen, and the demonic Adversary are all real and come from the comic.
‘Red necks’ is, oddly, misspelled from the term ‘rednecks’, but that’s about as egregious as it gets. Everything here does have a place from the mythos of the X-Men in one way or another.
Yes, even the Viet Cong. During the time travelling adventures to stop The Adversary in the comics, Storm and Forge dive into a reliving of Forge’s past in the Vietnam War where his allies were killed and, in desperation, Forge summoned The Adversary.
Yup, it’s all his fault.
One aspect of this game I do think it nailed particularly well is the representation of the playable characters, all 15 of them. They not only have their own specific mutant powers but can accurately fly, phase through walls, destroy immovable objects, and even have varying projectiles. Each character also feels like they have different stats behind the scenes: Shadowkat is terrible at combat and very weak, but really helpful in the overworld with her ability to walk through walls. Wolverine heals over time and hits like a truck, but he’s slow to move. Archangel can fly and doesn’t hit hard but his projectiles pack a punch, and so on. It’s a nice range of diversity and faithful recreations of this gang of mutants.
It’s a shame this could not have been extended more to Villains or enemies. There’s a great amount of care put into these but it’s not really seen elsewhere.
The Scenario Editor
Once you beat the game and get through the shockingly small credits you get a bit of a tease at the end, telling you that if you want more fun you should send a letter for the ‘X-Men Construction Set’.
If you’re here and reading this then it means you likely know what they’re talking about here. But if this was before your time or you’re not sure what this means it’s actually pretty easy to understand! It’s DLC for a game before the era where you could download additional content from the internet. Instead of going online to buy your extra content you could send in a letter (+ money) for this disc to be shipped back to you through the mail.
Thanks to that same handy README txt file, we also know that this bonus was available up until January 1st of 1991 for only $9.95!
Thankfully, someone out there has uploaded this Construction Set to the internet and its’ been saved in various places online to be remembered through the ages. Unfortunately, I have not been able to get it to work. I have been working on figuring out how to get it to run but have hit a standstill at the moment. Since I do want to move on and keep playing these games, I’ve decided to still post this review despite not being able to get this last piece done. I do plan to keep working on it and if I am able to get this fixed I’ll update this and send out a heads up that I did.
If you do want to see what this mode has and what it looks like, please check out this great review by Scary Crayon where they play and cover the Scenario Editor.
If you know how to get this add-on to run or have some helpful tips for someone who, uh, doesn’t quite know DOS games and how they fully function, please message me!
The End
So what is X-Men II: The Fall of the Mutants? Is it a replayable maze? A fighting game? A strategy game? Would it technically qualify as a ‘roguelike’ since the maps randomize? What about its resource management?
It’s…trying to be all of these and not entirely nailing any of them. A jack-of-all-trades attempt at an X-Men game with a decent handful of mechanics that either don’t interact or are so disconnected as if to be on their own. While it clearly loves the X-Men and the characters, its execution of its overall goal is simply lacking in all respects.
The combat is serviceable if you are playing in Side mode but not enjoyable to experience. Round mode is a neat little gimmick but is not ideal for trying to beat the game in any way as it is overall worse for your team to do so. You’re better off ignoring it.
The overall goal of finding and tracking down Villains over 3 maps in order to progress is fine on its surface but not entirely fun in its execution. There were times I was going over maps again and again trying to find someone, only to just miss them as they moved in a room opposite to me as they, too, could wander around. Add in how easy it is to lose health (and lose being able to recover it) thanks to traps and enemies and you end up with a frustrating experience of cat-and-mouse where you, the cat, are always one threat away from losing the game.
It’s an interesting game in the end, especially considering this is meant to be replayable with its many characters and random maps. Did people replay this game repeatedly, trying different team combinations as they marched towards victory? Maybe someone out there did a Round Combat only run or went with no projectile mutants. Or…
Well, no. I’m just trying to justify it in my head.
Perhaps, in the end, this just isn’t a very good game.
1 Uatus out of 5
NEXT UP: X-Men on the arcade!
BONUS: Controls
Menu:
1, 2, or 3 selects a Map on the Level Select
Enter - accept
Overworld:
Arrows - normal movement
Home - diagonal up-left movement
End - diagonal down-left movement
Page Up - diagonal up-right movement
Page Down - diagonal down-right movement
E - swap character placement
R - restore saved game
S - save game
T - displays time that has passed by
P - pause
L - choose lead character
C - camp and restore Mutant Power
Enter - select between using all mutant powers or not
Spacebar - side or round combat
+ - choose a movement formation
Side Combat:
1,2,3,4,5 - choose the 1st-5th character to change to their screen
Arrows - movement
Enter - turn character around
Page Up - strong attack
Page down - weak attack
Home - flying character ascends
End - flying character descends
+ - climb obstacle
J - join next character chosen as an AI helper
P - pause
R - try to flee combat
References
GameFAQS. “X-Men II: The Fall of the Mutants” GameFAQS.gamespot.com https://gamefaqs.gamespot.com/boards/942232-x-men-ii-fall-of-the-mutants/46139243
MyAbandonware “X-Men II: The Fall of the Mutants” myabandonware.com https://www.myabandonware.com/game/x-men-ii-the-fall-of-the-mutants-1b1
‘Wes’. “Xmen2” Scary-Crayon.com https://www.scary-crayon.com/games/xmen2/
MobyGames. “X-Men II: The Fall of the Mutants” mobygames.com https://www.mobygames.com/game/1794/x-men-ii-the-fall-of-the-mutants/