The approaching end of the millennium marks the beginning of the evil Apocalypse's return. He has taken control of the minds of your fellow X-MEN as well as your enemies. Now you must fight a series of brutal battles to free your allies from his grasp so that you may once again combat evil together as-the X-MEN. The game features a state-of-the-art fighting engine and stunning animations plus real-time character morphing and battle damage. Players can battle it out as 14 different X-MEN characters and as their 14 alternate timeline variations in single-player and multiplayer arena-fighting bouts.