MA10

Aliens for the Marvel Super Heroes Role-Playing Game

By David Edward Martin & Andrew James McFayden
With help by TY_STATES, Aunt P and the crowd from www.classicmarvel.com
Updated and Expanded by Steve Jolly and David Bailey

TABLE OF CONTENTS
Forewards ...............................................................................................................2
Introduction .............................................................................................................3
Races of the Milky Way Galaxy ............................................................................11
Races of The Andromeda Galaxy ........................................................................82
Races of the Skrull Empire ...................................................................................82
Races Opposing the Skrulls .................................................................................90
Neutral or Noncombatant Races ..........................................................................95
Races of the Shi’Ar Galaxy.................................................................................106
Races of the Large Magellanic Cloud ................................................................115
Races from Other Galaxies ................................................................................120
Index of Races ....................................................................................................137

1

DEM's Foreword: What you are
reading is the completion of a long-
abandoned project. It was originally
intended to be a section of the late
1980s The Gamer's Handbook to the
Marvel Universe. Then it was re-
assigned to appear as a series of
installments of The Marvel-phile in
Dragon Magazine. As things
happened, it ended up being cancelled
completely. For the next decade, it
only existed as a stack of 1992 dot
matrix printouts, gathering dust on the
back of a storage shelf.
A fluke prompted my re-discovery of
the printouts. I wondered if maybe
there was something here to share
online with gamers. Enthusiastic
responses from the great people at
FOREWARDS
AJM’s Foreword : When I happened
across David E Martin’s first work on
the net about Space Travel in the
Marvel Universe, it inspired me to
come up with several ideas that would
improve the playability in the overall
mechanics that were originally
proposed.
I further developed the
improvements and with feedback
provided by a friend (Steven Lord) I
was able to further streamline the
Tables for Star-ship creation. My aim
was to complete David’s original work
with feedback from the man himself. I
believe I have achieved this.
Not having access to all the
original material as far as pictures of
the Alien Races I put out the word for
When I thought I had completed
the work I needed I found that the pics
supplied to me outnumbered the Race
BIO's that I had.
Thus, I went in search of the
missing BIO's for the new alien race
pictures that I had. While this work
may be lengthy, I fear that there will
still be many alien races not yet
discovered in the Official Marvel
Universe. If you are after a complete
list, then I recommend that you contact
Marvel at their website.
This document originated as a .txt
file then evolved to a word Document
before becoming a PDF. If it evolves
further, it will probably be as a
hologram.... who knows?

ClassicMarvel.com gave me the
energy to retype and update the
article.
Even better, I discovered Andrew
McFayden had the information and
enthusiasm needed to make the article
both playable and accessible to others
online. Andrew took my barely
executed Spacecraft section and made
it a viable supplement the equal of
anything in the original game. Andrew
is also responsible for the creation of
this .PDF document. So thank him
profusely because without his
expertise you'd be reading this as an
unformatted .TXT file!
The information in this article is
based on the state of Marvel Comics
continuity up through 1989. Research
materials included three versions of
the 1980s The Handbook of the Marvel
Universe and all the comics I could
read without my head exploding.
Obviously, some things will have
changed since then. But my head still
hasn't exploded, and I'd like to keep it
that way a while longer....
So Here it is ….
further assistance to the people at
Classicmarvel.com. The response was
matched by the enthusiasm that I had PS: Remember it is all about having
found. fun.
The Sites Administrator/Creator Copyright
Aunt P supplied a good starting point ©17th September 2003
by supplying the Pics for a portion of David Edward Martin
the total 129 alien races I had details &
for. The rest came from TY_States Andrew James McFayden
without whom this document would
have never seen its completion. Or at
the very least would not have had
nearly enough of the pictures I would
have liked. One major obstacle that I
experienced was trying to keep the
total PDF size down to below 3MB. I
was successful as having the
individual alien races appearing as
separate images blew the total size out
to between 15 to 25MB in size. The
solution was to have all the pics as a
collage. Although not ideal, this
worked out better till a better solution
presents itself. The end result was a
PDF under 3MB. Each alien picture
will have a number next to it. There will
be a corresponding Table so that you
will be able to ID the correct alien.
Number 11 walked out somewhere. As
you will see, it has not returned.

2
 INTRODUCTION
The universe is such a vast and wondrous place, it’s a
challenge to the human intellect. It’s not infinite, but beyond
our own universe are countless dimensions, and beyond
that, an entire multiverse to explore...
But I digress. Over the course of my career, my
colleagues and I have journeyed throughout the Milky Way
and beyond. I have made it my mission to gather data about
the many races and species that inhabit the cosmos, and I
am now prepared to share these findings with you. It’s
amazing to think that, in the cosmic blink of an eye, mankind
has set forth to explore outer space and communicate with
our fellow sentient beings. Incredibly, many of these beings
bear a superficial resemblance or even an identical
appearance to the people of earth, while others are truly
3
alien in form. The sentient races of the universe encompass
a vast spectrum of technological capabilities, from stone-age
tribal societies on up to the harnessing of energies that
mankind hasn’t even discovered yet.
While it is a comfort to know that allies such as the
Kymellians and the Xandarians can be relied upon in times
of need, this doesn’t hold true for all races. Some societies
such as the Chitauri and the Brood seek conquest, while
other such as the Shi’ar and Kree are complex in their
motivations. To that end, while this is only a small sample of
my findings, it never hurts to be prepared with scientific
knowledge. I hope that you find this volume as interesting to
read as it was to compile. May we all achieve peace and
understanding through the sharing of knowledge.
Race Details
Below you will find an example of the
layout used to describe each relevant
section concerning an Alien Race.

RACE NAME

Galaxy of Origin: Their original home

Homeworld/ Star System: their current
homeworld, star, and place in orbit (for
example, Earth/ Sol III)
Habitat: The planet’s primary habitats
Gravity: Gravity as compared to Earth
Atmosphere: Atmospheric content
Estimated Population: Includes
colonies and space-dwellers
Society: Social organization or
governmental form
Technology Level: Basic level
compared to Earth
Spaceflight Level: Interplanetary STL
slower than light, FTL faster than light,
Warp, Teleport or a combination of the
above see "To the Stars" for definitions

Height: average height

Eyes: typical eye color
Skin: typical skin color
Hair: typical hair color

F A S E R I P
Stats for a typical individual
Health: Karma:
Racial Powers: superpowers or special
body attributes typically found with that
race.

Representatives: Known individuals

Attitude Toward Earth: A typical
individual's view.
Notes: Known facts about the race.

Note: Except for specific cases, the

following material only applies to the 20th
and 21st centuries.

4
5
6
7
8
9
10
 RACES OF THE MILKY WAY
GALAXY
Our galaxy contains over a
hundred billion stars. It measures
100,000 light years across and has an
average depth of several thousand
light years. Earth's home, the Sol
System, is 27,000 light years from the
galactic center.
The Milky Way is home to a myriad
of races and cultures ranging from
primitive tribes to interstellar empires.
Unlike other galaxies in the Marvel
Universe, such as Andromeda or the
Greater Magellanic Cloud, no single
race or culture dominates this galaxy.
There are several interstellar empires
in existence (Badoon, Interplaneteur
Inc., Quists, Rigellians, Sagittarians,
Sneepers, Stonians, Vegans), a few in
decline (The Charter, The Universal
Church of Truth), and some now
represented only by ruins or a handful
of survivors (Dionists).
Getting along with the Neighbors
Earth has a peculiar place in the
Milky Way. It is located near a nexus
of naturally occurring space warps and
is thus relatively easy to get to. It is
also home to the Human race, a race
that is rapidly developing a reputation
as a world to be reckoned with. It is
also the source of the largest
concentration of super powered beings
in the galaxy.
Despite Earth's reputation and army
of defenders, it remains a tempting
target for would-be conquerors. In the
past, Earth has been the target of
attacks by such galactic neighbours as
the A-Chiltarians, Alpha Centaurians,
Autocrons, Fromans, Kronans, Quists,
Stonians, Tribbites, Vegans, and Zn'rx.
11
Passing as Terran
Humans and humanoid races
dominate the Milky Way. Several races
are visually identical to Normal
Humans. Terrans and these aliens can
intermingle without risk of immediate
exposure of their alien status; they can
even interbreed. These races include
the Arcturians, Dakkamites,
Galadorians, Hibers, Lumina, Myndoi,
Quists, Sirians, Sirusites, and Zenn-
Lavians.
Humanoid races are structurally
similar to Normal; Humans but the
basic body shape contains minor
differences that must be disguised or
imitated before casual infiltration can
occur. These races include: Ba-Bani,
Centaurians, Centurii, Clavians,
Contraxians, Horusians, Levians, and
Sagittarians.
Aakon
Homeworld/ Star System: Oorga/
Mira II
Habitat: 75% Desert, 25% Marsh and
Ice
Gravity: 132% Earth standard
Atmosphere: 168% Earth density,
with high oxygen content
Estimated Population: 300,000 on
planet, 800,000 in space
Society: Militaristic Oligarchy
Technology Level: Slightly ahead of
Earth
Spaceflight Level: FTL
A'Askavarii
Homeworld/ Star System: O'erlanii,
Deneb III
Habitat: Mountainous, 75% covered
by oceans.
Gravity: 95% Earth standard
Atmosphere: 125% Earth density,
high Hydrogen content
Estimated Population: 2.5 billion
Society: Benign anarchy
Technology Level: Slightly ahead of
Earth
Spaceflight Level: FTL, rudimentary
warpdrive

Height: 5'8" Height: 5'9"

Eyes: White Eyes: Yellow
Skin: Yellow Skin: Green with darkly pigmented
Hair: Green, whitens with age patches
Hair: None
F A S E R I P
Ex Gd Ex Ex Ex Gd Ty F A S E R I P
Health: 70 Karma: 36 Gd Gd Gd Ty Gd Ty Ty
Racial Powers: none Health: 36 Karma: 32
Racial Powers:
Representatives: Daakor Amphibious (able to breathe air or
Attitude toward Earth: Hostile, but water)
considered a potential ally against the Tentacles: Each of the six tentacles
Kree has suction cups instead of fingers.
Notes: The Aakon are dedicated to Mind-tap: Excellent rank telepathy, as
their guerrilla war against the Kree well as the ability to learn new
Empire. They are allied with the languages (range – touch only)
Shadow Consortium. An Aakon force
battled a Kree contingent led by Representatives: Derath'Ath
Captain Marvel and Yon-Rogg on the Machlan'n (deceased)
dark side of the Moon. Both sides Attitude toward Earth: Neutral
suffered losses and the Aakon Notes: The A'askavarii are a relatively
escaped. friendly race who are just beginning to
Their Intergalactic Council allied colonize their region of space.
with the Shadow Consortium and
sought the destruction of all human life
due to the perceived universal threat of
Earth's population of super-beings,
using the Death Storm.
The species colonized Nycos
Aristedes, using the ship called the
Kallis Ateratar until it was destroyed by
the Annihilation Wave.

12
13
Achernonians A-Chiltarians
Homeworld/ Star System: Achernon/ Homeworld/ Star System: Achiltar III
Alpha Unakalhal IV Habitat: 60% covered by marsh, 40%
Habitat: 60% volcanic rock, 40% water by prairie, with large open bodies of
Gravity: 85% Earth standard water.
Atmosphere: 85% Earth density, high Gravity: 145% Earth standard
Sulfur content Atmosphere: 250% Earth density,
Estimated Population: 81 million high Methane content
Society: Dictatorship; generally Estimated Population: 800 million
superstitious, self-centered, and Society: Tribal; mildly aggressive,
hedonistic clannish and tempermental
Technology Level: Pre-Industrial Technology Level: slightly behind
Spaceflight Level: None Earth
Spaceflight Level: STL
Height: 6'4"
Eyes: Solid red Height: 5'5"
Skin: Purple-gray Eyes: Two (multi-faceted)
Hair: Black Skin: Purple-gray
Hair: Purple-gray fur covers bodies of
F A S E R I P both males and females
Gd Gd Gd Gd Pr Pr Fe
Health: 40 Karma: 10 F A S E R I P
Racial Powers: Ty Ty Gd Ty Ty Ty Pr
Phasing: Random individuals have the Health: 28 Karma: 16
Excellent ability to become immaterial Racial Powers:
at will. Circular Vision: The eyes' position and
structure enable one to see
Representatives: Brahl simultaneously in every direction
Attitude toward Earth: Ignorant of except directly behind/below.
Earth's existence
Notes: The Achernonians are still a Representatives: Kraglin
Dark Ages culture. As such, they often Attitude toward Earth: Would-be
end up as lackeys for powerful non- conquest
Achernonian masters. Brahl, for Notes: They are a primitive people
example, was a minion of Korvac. who stumbled upon workable starships
designs. A-Chiltarians once tried to
conquer Earth with a robotic replica of
a Cyclops from Greek mythology. It is
highly indicative of their lack of
intelligence that they were defeated by
Ant-Man.

14
Alpha Centaurians Arcturans
Homeworld/ Star System: Arima/ Homeworld/ Star System: Arcturus
Alpha Centauri A III IV, has three moons
Habitat: Habitat: land covers 59% of planet,
Gravity: 210% Earth standard with water and ice covering remaining
Atmosphere: 188% Earth density 41%.
Estimated Population: 75 million Gravity: 95% Earth standard
Society: Feudal kingdoms Atmosphere: 105% Earth density,
Technology Level: Advanced with high Hydrogen content
Spaceflight Level: STL Estimated Population: 4 billion
Society: National governments
Height: 6'1" Technology Level: Earth equivalent
Eyes: Spaceflight Level: Interplanetary STL
Skin: Gray (scaled)
Height: 5'9" for non-mutated
F A S E R I P Arcturans, various for mutated
Gd Ty Gd Gd Gd Ty Ty Arcturans.
Health: 36 Karma: 22 Eyes: Various
Racial Powers: Skin: pink-white for non-mutated
Amphibious: Able to breathe water or Arcturans, various for mutated
air. Arcturans.

Representatives: Dynarr ("The F A S E R I P

Stalker"), Yennon
Attitude toward Earth: Water to
plunder
Notes: They are one of the three races
living in the trinary star system of
Alpha, Beta, and Gamma Centauri.
They are the most advanced of the
three races, at least in the field of
starflight. Since they are an aquatic
race, they lacked interest in drier
worlds such as Centauri IV and
Centuri-Six. They avoided conflict with
the Centauri and Centurii races as well
as foes of those races.
They have a medieval culture
based on small independent
kingdoms. However, they achieved a
high level of technology in some fields
such as starships. They once invaded
Earth in an attempt to steal an ocean's
worth of water but they were repulsed
by the Sub-Mariner.
Ty Ty Ty Ty Ty Ty Ty
Health: 24 Karma: 18
Racial Powers: Half of the population
has severe random mutations.
Representatives: Stakar (a.k.a.
Starhawk of the 30th century
Guardians of the Galaxy), Aleta Ogord
(of the 30th century Guardians of the
Galaxy)
Attitude toward Earth: Ignorant of
Earth's existence
Notes: In the 20th century, the
Arcturans are recovering from a
severe nuclear war. The radiation has
caused over half the race to suffer
severe deforming mutations. By the
30th century, the Arcturans have
regained a stable human form but
retained the latent ability
spontaneously transform into exotic
energy forms.

15
Astrans
Homeworld/ Star System: Astra/ Mu
Cephi II
Habitat: 50% metallic ore, 25% water,
25% soil
Gravity: 185% Earth standard
Atmosphere: 50% Earth density, with
high Oxygen content
Estimated Population: 10 million
Society: Theocracy; three quarters of
population are either priests or artists
Technology Level: Earth equivalent
Spaceflight Level: FTL
Height: 5'6"
Eyes: Black
Skin: Yellow
Hair: None
F A S E R I P Hair: None
Ty Ty Ty Rm Ty Pr Ty
Health: 42 Karma: 16
Racial Powers:
Special excretory glands in the
stomach may be artificially modified to
give the possessor Matter Control or
Matter Conversion powers.
Extra organs: Astrans have four lungs.
Representatives: Molyb the Metal
Master
Attitude toward Earth: Neutral
Notes: Astrans have a rigid social
structure with little tolerance for
deviation. The criminal mastermind
Metal Master was sent to Earth, where
he unsuccessfully fought the Hulk and
Rom.
16
Autocrons
Homeworld/ Star System: Cron/
Betelgeuse VI
Habitat: 96% covered by land; rich in
metallic ores; mechanized cities cover
85% of surface
Gravity: 325% Earth standard
Atmosphere: 290% Earth density,
with high Methane content
Estimated Population: 10 billion
Society: Technocracy ruled by a
computer; militaristic, orderly, and
imperialistic
Technology Level: Advanced
Spaceflight Level: f/ warp
Height: 6'5"
Eyes: Black
Skin: Yellow
F A S E R I P
Rm Ty Am Am Ex Gd Ty
Health: 136 Karma: 36
Racial Powers:
Autocron biochemistry is based on iron
rather than carbon. This gives them
increased Strength, Endurance, and
Health.
Armor Skin: (Permanent, Visually
Inorganic) Ex(20)
Longevity: Pr(4)
Self-Sustenance: With their unique
biochemistry, they do not require food,
water, or air to survive.
Weakness: Magnetic and Electrical
attacks are +1CS against Autocrons.
Saltwater also causes rust-like lesions
on their skin that if left untreated can
decrease their Armor Skin -1CS per
week until treated. A common
treatment for this is heat treating in
mineral oils for 1 day per week left
untreated.
Representatives: Ten-For, Ten-
Thirtifor, Fabrikant
Attitude toward Earth: Hostile
Notes: Autocrons are a militaristic
technocracy ruled by a world-
computer. They established a small
interstellar empire in their region of
space. They consider organic life to be
inferior and expendable; further, their
code demands that they terminate
what they deem to be ineffective life
forms.
A group of Autocron Holocaust
Specialists were pulled through the
wormhole known as the Great Portal
and crash-landed in the Upper Vandro
Province of the planet Sakaar, in the
Tayo star system, within the Fornax
galaxy. They fled into the Twisted
Wood, and created a robot army, but
were later defeated by the native
Sakaarians.
The scout Ten-For was vanguard
for a proposed invasion of Earth but
the invasion was cancelled after
Machine Man defeated Ten-For.
Autocron Fleet
Fabrikant
Ba-Bani
Homeworld/ Star System: Ba-Banis/
Ba IV
Habitat: 67% surface is water,
temperate climate
Gravity: 95% Earth standard
Atmosphere: 105% Earth density,
with same Oxygen/Nitrogen as Earth
Estimated Population: 92 million
Society: Local military dictatorships
Technology Level: Earth equivalent
Spaceflight Level: Interplanetary STL
Height: 5'9"
Eyes: Black
Skin: Yellow
Hair: None
F A S E R I P
Ex Gd Gd Gd Ty Pr Pr
Health: 50 Karma: 14
Racial Powers: none
Representatives: none
Attitude toward Earth: Ignorant of
Earth's existence. The Ba-Bani
dictators, however, view Earth as a
potential threat to their rule as seen
with the actions of Moondragon.
Notes: The Ba-Bani have a number of
military dictatorships. They were
engaged in a planet-wide war which
Moondragon interrupted with her brief
reign. It is unknown what the eventual
outcome was of that war.
17
Badoon
Homeworld/ Star System: Latiara/
Lomora II (a.k.a. Swampworld)
Base of Operations: (Brotherhood)
Planet Moord, Lomora system;
(Sisterhood) Venesia, planet Lotiara,
Capella system
Habitat: 84% surface covered with
water, most of the land is semi-tropical
Gravity: 87% Earth standard
Atmosphere: 134% Earth density,
tropical humidity
Estimated Population: 40 million
Society: Monarchy
Technology Level: Advanced
Spaceflight Level: FTL, Inter-
dimensional travel
Height: 6'
Weight: 150 lbs
Eyes: Commonly black, yellow, red or
white
Skin: Green
Hair: Green (females only)
F A S E R I P
Gd Ty Ex Gd Ty Ty Pr
Health: 46 Karma: 16
Racial Powers: none
Body Armor: Ex protection vs. Physical
and Energy
Levitation: Ex ability to hover
TRAITS: The reptilian Badoon species
is sexually split, with the females
forcibly confined on the Badoon's
original homeworld, Lotiara, while the
males roam the galaxy, only returning
to mate. The mating urge, in both
sexes, occurs only once in a Badoon’s
lifetime and is not predictable, but the
Badoon males now chemically inhibit
their mating urge. Badoon females are
typically peaceful, while the males are
aggressive and violent. While Badoon
males are hairless, hair grows from the
scales of the Badoon females,
excepting only their faces, hands, and
feet. Both sexes have two toes on their
feet, four webbed fingers on their
hands, and scaly skin.
Badoon soldiers are generally
equipped with invisibility devices,
compu- scanners programmed with
vast stores of information, and their
basic weapon, an energy blaster.
Badoon technology is significantly
advanced over Earth’s and highly
diverse, having adopted technology
from dozens of other species. This
includes interstellar ships protected by
force-fields and capable of traveling
invisibly; ship-mounted molecular
displacement rays (transporter beams
capable of teleportation at orbital
distances); trans-dimensional star-
gates; personal flying discs; telepathy
rays enabling mind-to-mind learning;
and mento-recorders and mento-
programmers, respectively capable of
projecting memories (against the
wearer’s will) and reprogramming
minds (in the form of a small psyke-
disk). Their greatest weapon may be
the "Monsters of Badoon," genetically
and cybernetically enhanced gigantic
mindless warriors. In the 31st century
of Earth-691, the Badoon have also
developed cybergenetic enhance-
ments allowing them to bond humans
to computer machinery or war
weapons. Unlike Earthlings, Badoon
seem incapable of spontaneous (or
even designed) superhuman mutation,
though a select few Badoon have
magic-based abilities which are strictly
outlawed by the Badoon government.
The Badoon monarch is always
known as Brother Royal, while other
high government officials are also
addressed as Brother. Brother Royal is
backed by the Directorate, composed
of other high ranking politicians, and Male Badoon
the balance of power between them
varies over time. The Badoon unit of
currency is the Kreull.
Representatives: Brother Manat,
Brother Royal, Czar-Doon, the
Directorate, L'Matto, Morkai
Attitude Toward Earth: Foe
Notes: The Badoon are an older race
than the Kree and the Skrulls yet they
were slower to develop due to their
nearly stagnant culture. They are
hostile and see most other races as
potential slaves. However they have
recently tempered their views and
entered the Kree-Skrull War on the
side of the Kree.
Badoon have been able to at least
temporarily conquer regions as diverse
as Arkon's other-dimensional realm of
Polemachus and an alternate 30th
century Earth, home of the Guardians
of the Galaxy.
Brother Royal
18
History: The Badoon claim to be older
than either the Kree or Skrull races,
but the ultra-violent mating rampages
their biology forced on them kept them
as savages for millennia, with both
sexes in a virtual state of war with
each other. Plant-life which delayed or
diminished these urges allowed the
Badoon males to move from hunter-
gatherers to a semi-civilized society;
during this time, one Badoon served
as one of the galaxy-guarding Chosen
Eight of Fate. The male Badoon
eventually conquered and enslaved
the females entirely, placing them in
isolated camps to help reduce the
triggering of the mating urge. Though
further chemical developments allowed
greater control, eventually the males
left their home planet entirely; they set
up a second homeworld, Moord, and
males returned to Lotiara only to mate.
Eggs from this mating were collected
and returned to Moord, and female
hatchlings were returned to Lotiara.
With their societal dis-advantages
under control, the Badoon began a
crusade of conquest across their
galactic neighborhood.
Seeking pawns to control or
contain Earth, Immortus sought out the
Badoon’s Brother Royal and convinced
him to attack the Earthlings, beings
potentially even mightier than the
Badoon. Intrigued, Brother Royal otherwise rare. Brother Royal the Skrulls never actually took Moord;
spearheaded a mission to Earth and personally negotiated a pact with some the Badoon returned the favor by
discovered that the planet possessed Shi'ar renegades, gaining a stargate landing invisible forces on Satriani, the
oil reserves which contained elements from them; while his scientists studied homeworld of the Super-Skrull’s liege,
vital to the artificial egg-rearing the technology, Brother Royal led the the empress-candidate S’Byll.The
techniques the Badoon males were conquest of Polemachus, the alternate coincidental presence of the Stranger
forced to pursue in the absence of dimension home of Arkon. A Shi'ar exposed the Badoon, and they were
females. The Badoon settled invisibly agent who had been pursuing the driven from Satriani.
in New York, but the Silver Surfer renegades fled Polemachus to Earth Moord was invaded not long after
detected their craft. After a brief and was killed by invisible Badoon by the time and dimension traveling
confrontation, the Surfer battled the agents, but not before warning Earth's Guardians of the Galaxy, whose Earth-
invisible Badoon soldiers, even Fantastic Four. The Thing, Human 691 future world had fallen to a
defeating a Monster of Badoon, but the Torch and Mr. Fantastic were taken to Badoon invasion; however, the
Badoon ship was damaged and they Polemachus for interrogation, while the Guardians’ former leader Major Victory
fled off planet out of the Surfer's reach, Invisible Woman brought the X-Men to (Vance Astro) disagreed with his fellow
their presence undetected by their rescue. They ultimately destroyed Guardians' plans and warned the
Earthlings. Needing to return to the stargate, freed Arkon's people and Badoon from Earth. The cosmic Uni-
Badoon space for repairs, they briefly drove the Badoon off planet. When the Power of Captain Universe traveled via
negotiated with the Atlantean Byrrah Kree and the then-powerless Skrulls Astra’s message to Moord, where it
for access to the untapped oil, but went to war, the Badoon allied with the empowered the communications
Namor destroyed the oil and the Kree, seizing the opportunity to officer LMatto. Brother Royal offered
Badoon returned to Moord empty- change the borders of the the Guardians a deal they quickly
handed. Brother Royal decided to Badoon/Skrull neutral zone. The accepted — man-to-man combat
keep the Badoon race as a whole Skrulls launched a surprise attack on between one of them and a Badoon
away from Earth while he sought ways the previously hidden Lomora system champion, with each side surrendering
to ensure his eventual victory. (location of the male homeworld to the side whose champion won. As
The Badoon Czar-Doon was Moord), but the Badoon were driving Captain Universe, LMatto easily
sighted on Earth as a thrall of Thanos, them off until the Super-Skrull tricked defeated Charlie-27, but the Guardians
and an abandoned Badoon mento- the Silver Surfer into allying with the were unable to accept this and fought
programmer accidentally mutated an Skrulls and the Badoon were routed. to their own freedom, leaving behind a
electric eel into the monstrous Eelar, The Silver Surfer soon withdrew and 31st century Khacta (dagger) made of
but Badoon sightings near Earth were

19
the rare mystic element Trillium (also
known as Yaka). In one timeline
(reality-9445), Brother Royal made
great advancements based upon this
weapon and invaded Alpha Centauri's
three worlds seeking more, but this led
to the Guardians' Starhawk returning
through time to destroy the Khacta
almost immediately after Brother Royal
acquired it.
The Badoon's alliance with the
Kree had lapsed when their war with
the Skrulls had ended, but the Badoon
were subsequently one of the races
which quickly allied with the Ruul
(hyper-evolved Kree) when they arose.
Brother Manat, the Badoon
ambassador to the galactic council at
Selandiar, was one of those who
spoke in favor of Earth's being turned
into a prison planet. Brother Royal, in
the meantime, had lost political face in
the aftermath of continued defeats due
to Earther interference, and when the
Earthlings invaded Selandiar and
forced the revoking of Earth’s prison
planet status, his prestige dropped
further. The Directorate (high Badoon
governors) ordered Brother Royal into
an alliance with the Brood which he, to
no avail, strongly opposed. In
exchange for Brood nanotechnology,
the Badoon masqueraded as The
Coterie," a race which then convinced
Earth’s heroes (using Brood mind-
controlling nanotech) to fight each
other for superiority. As Brother Royal
predicted, Earth’s heroes eventually
broke free and he fled on his royal
barge, leaving the orbital arena to self-
destruct. The Brood Queen/ lmperiatrix
(not to be confused with the Brood
Empress, mother of the Firstborn) did
not take this betrayal well and stowed
away on Brother Royal's barge, vowing
to use him and his advisors to host her
children.
Whatever that Brother Royal's
fate, the Badoon Empire went on. with the Defenders; the two groups
They have continued to expand, then expanded the revolution all
despite a number of losses in recent across North America until, in 3015,
years — the conquered planet Earth’s Badoon governor Koord was
Kahafan fell to the llleran race, and killed and Earth freed. The Guardians
another subject planet in the Obada’an had learned the truth about the
system fell to Galactus. One renegade Badoon's sexual history, and Starhawk
Badoon mystic helped the Shi’ar’s summoned the Badoon females (who
Gladiator investigate the Maker at the had secretly developed their own
Kyln, and presumably died when the spaceworthy technology), led by
Annihilation Wave destroyed that Kyln. Queen Tolaria, to take the defeated
That Annihilation Wave soon males into custody. Scattered males
destroyed huge quantities of the Skrull remained free in Earth territory (Vance
Empire and forced the Badoon into a Astro encountered one being hunted
waiting position, frantically building up by humans), and it is not known what
their forces either in preparation to the Queen's intentions are regarding
face the Wave, or to clean up in the the greater volume of the Badoon
aftermath of its defeat. Empire.
In the Earth-691 reality, the
Badoon were visited by Immortus and
did attempt to invade Earth, having
similar interactions with the Silver
Surfer and Atlantean Prince Byrrah;
however, after a thousand years the
Badoon invaded Earth in the year
3007, this time successfully. They
conquered all the inhabited worlds of
Earth's solar system (humans had
genetically modified themselves to
enable colonization of the other
planets), as well as its colonies on
Alpha Centauri. Humans were outfitted
with psyke-disks, mento-reprogram-
mers that forced them to serve the
Badoon; at the worst level, Earthlings
were physically grafted into computing
machines or even became ''Zorns,''
completely mindless combat
machines. A few fugitive survivors
banded together as the Guardians of
the Galaxy, and when the time-
traveling Thing and Captain America of
Earth-616 were seen in New York, the
Guardians led an uprising. New York
City's Lordsire Drang was captured,
New York freed, and a rebellion
begun. The Guardians traveled back to
Captain America’s time and returned
20
Betans Centaurians
Homeworld/ Star System: Beta/ Homeworld/ Star System: Centauri
Mirpet III IV a.k.a. Beta Centauri IV
Base of Operations: base on Earth’s Habitat: 69% covered with water,
moon temperate climate
Habitat: Unknown Gravity: 102% Earth standard
Gravity: much lower than Earth Atmosphere: 99% Earth density
standard Estimated Population: 100 million
Atmosphere: Unknown Society: Tribal
Estimated Population: 65,900 Technology Level: Primitive, pre-
Society: Militaristic; rational, self- industrial
sacrificing and relatively noble. Spaceflight Level: none
Technology Level: Advanced
Spaceflight Level: FTL Height: 7' (includes dorsal fin)
Eyes:
Height: 7'1" Skin: Blue
Eyes: solid pink with black pupil Hair: None
Skin: Light purple
Hair: None F A S E R I P
Gd Gd Gd Gd Ty In Rm
F A S E R I P Health: 40 Karma: 76
Ty Ty Gd Gd Gd Ty Ty Racial Powers: Random individuals
Health: 32 Karma: 22 possess rudimentary psionics.
Racial Powers:
Winged Flight: vestigial wings give Representatives: Yondu of the
Feeble airspeed in low gravity Guardians of the Galaxy
environments. Attitude toward Earth: Ignorant of
Earth's existence
Representatives: none Notes: Centaurians have a culture
Attitude toward Earth: Battleground, similar to pre-Columbian American
Foe Indians. They are unaware of their
Notes: Betans have been fighting a neighboring races the Alpha
centuries-long war with the Megans. Centaurians and Centurii.
Their favored weapons are trained The Centaurian people after
gigantic monsters. thousand years of development have
The Megans recently came to split into two sects, based on the
Earth planning to capture Terran giant religious beliefs. The first sect is the
monsters. The expedition was Habaktu, they are followers of the
destroyed when they tried to capture Circle of Life, which is their people's
Godzilla. holy path and is guided by sharing a
oneness with the deity Anthos. The
second sect is known as the Akuun,
those without faith. They eventualy
become a spacefaring and make
contact with humanity in the year 2990
AD.
In an alternate 30th century, the
Badoon exterminated all the
Centaurians except for Yondu, who
helped found the Guardians of the
Galaxy.

21
22
Centurii Clavians
Homeworld/ Star System: Centuri-Six Homeworld/ Star System: Clarius/
a.k.a. Proxima Centauri VI Clyph IV
Habitat: 71% surface covered with Habitat: unknown
water, with a temperate climate Gravity: unknown
Gravity: 80% Earth standard Atmosphere: unknown
Atmosphere: 90% Earth density Estimated Population: 45 million
Estimated Population: 400,000 (pre- Society: Tribal nations
conquest) Technology Level: Inferior to Earth
Society: Planetary democracy Spaceflight Level: none
Technology Level: Earth equivalent
Spaceflight Level: none Height: 5'10"
Eyes: Red, no pupil
Height: 5'6" Skin: Pink
Eyes: Brown Hair: Orange
Skin: Light Yellow
Hair: Yellow F A S E R I P
Ty Ty Gd Gd Pr Ty Ty
F A S E R I P Health: 32 Karma: 16
Fe Ty Pr Ty Ty Gd Ty Racial Powers: none
Health: 18 Karma: 22
Racial Powers: none Representatives: none
Attitude toward Earth: Ignorant of
Representatives: Gormok (former Earth's existence
chairman of the Planet Governing Notes: Clavius was a world in which
Council) its native inhabitants warred amongst
Attitude toward Earth: Ignorant of themselves. Dire Wraith refugees from
Earth their failed military campaigns against
Notes: The Centurii had a peaceful Earth and Galador eventually found
civilization similar to Earth. They Clavius. With the aid of the renegade
lacked space travel of their own but spaceknight Rakk "The Breaker" they
they were aware of their planetary conquered the various Clavian tribes.
neighbors the Alpha Centaurians. Later another spaceknight by the
The entire Centurii race was name of Trapper (Vola) arrived on
conquered and sold into slavery by the Clavia and aided a rebel Clavian cell. It
Grey Gargoyle and his crew of space wasn't long until the arrival of Rom and
pirates. Only a few refugees remain in most of the other remaining
hiding on the homeworld. spaceknight squadron that Rakk and
his Dire Wraith allies were defeated
and banished to Limbo.

23
Contraxians Courga
Homeworld/ Star System: Contraxia/ Homeworld/ Star System: Courg/
Elidra III Bledsoe III
Habitat: Unknown Habitat: Unknown
Gravity: Unknown Gravity: Unknown
Atmosphere: Unknown Atmosphere: Unknown
Estimated Population: 17 billion Estimated Population: 20 million
Society: Theocratic Matriarchy Society: Tribal
Technology Level: Advanced, Technology Level: Inferior to Earth
including Genetics Spaceflight Level: none
Spaceflight Level: FTL
Height: 7'2"
Height: 5’10” Eyes: Brown
Eyes: various Skin: Brown
Skin: Pink or Brown, with the left side Hair: Brown
of all Contraxians’ bodies darker-hued
than the right sides. F A S E R I P
Hair: Various, but typically black Gd Gd Gd Gd Ty Ty Ty
Health: 40 Karma: 18
F A S E R I P Racial Powers: none
Ty Ty Ty Ty Ex Gd Gd
Health: 24 Karma: 40 Representatives: Dr. Pazz-ka, Dr.
Racial Powers: None Rah-ma
Attitude Toward Earth: Ignorant of
Representatives: "Marcy Kane," Earth's existence
Commander Varga, "Marie Hart", Notes: The Courga have a primitive
Jonathan Hart (Hack of Hearts) culture but they are apparently capable
Attitude toward Earth: Friendly of rapid social evolution. In an
Notes: Elidro was a dying star. Rather alternate 30th century, the Courga
than simply conquer another world and developed a culture similar to 20th
relocate their population, the century Earth.
Contraxians launched a galaxy-wide Dr. Pazz-ka and Dr. Rah-ma are
search for a means to rekindle Elidra's the caretakers of the planet Asylum, a
fire. Some were secretly sent to Earth mental institution.
on related missions.
"Marcy Kane" became a college
friend of Peter Parker (Spider-Man).
"Marie Hart" married an Earthman and
gave birth to the hybrid now known as
Jack of Hearts. When he reached
adulthood, Jack of Hearts traveled to
Contraxia and used his powers to
stabilize Elidra.

24
Dakkamites Deonists
Homeworld/ Star System: Dakkam/ Homeworld/ Star System: Deo/
Beta Rigel V Denebola V a.k.a. Templeworld or
Habitat: Unknown Doomsday Star
Gravity: Unknown Habitat: Unknown
Atmosphere: Unknown Gravity: Unknown
Estimated Population: 37 million Atmosphere: Unknown
Society: Technocracy Estimated Population: 200
Technology Level: Superior to Earth Society: Theocracy
Spaceflight Level: STL Technology Level: Highly advanced
but stagnant
Height: 5'9" Spaceflight Level: FTL
Eyes: Various
Skin: Pink Height: 5'8"
Hair: Various Eyes: White with black pupils
Skin: Pale white
F A S E R I P Hair: Red to brown
Ty Ty Ty Ty Ty Ty Ty
Health: 24 Karma: 18 F A S E R I P
Racial Powers: none. However, the Pr Ty Pr Ty Gd Gd Gd
Earth’s sun will mutate any Dakkamite, Health: 20 Karma: 30
granting them super-human abilities. Racial Powers: none
Once altered by exposure, the
alteration is permanent. Representatives: K'rill, N'rill (two of
the "Soul Survivors")
Representatives: Wundarr a.k.a. Attitude Toward EARTH: Neutral
Aquarian, Hektu, Saja, Zeneg, Notes: Deo was once the religious
Tuumar, Overlord center of an interplanetary
Attitude toward Earth: Friendly - confederation. Their god in residence,
Dakkamites view Earth as a base of "The One Above All," died building a
operations for exposing squads of protective forcefield around Deo. Since
Dakkamite volunteers to solar radiation then, the Deonists have devised a
and as a training ground in means of refueling the forcefield by
"scientifically" using their powers and capturing other deities and draining
abilities. their lifeforces. Thor barely avoided
Notes: The Dakkamites have a dying in the Deonists' trap.
peaceful technocracy, advanced
technology, and the potential to mutate
and acquire superpowers.
They also have their share of
madmen, such as the unnamed
Dakkamite scientist who incorrectly
predicted Dakkam would explode and
sent his infant son Wundarr to Earth in
a small starship.
In an alternate 30th century, the
Dakkamites established a galaxy-wide
empire under the leadership of the
Overlord.

25
Elan that Star Stalker II was defeated. The Entemen
Homeworld/ Star System: Elanis/ damage, however, was done. The Homeworld/ Star System: Entem/
Beta Scorpi V Elan, who once numbered 1 billion, Donatut V
Habitat: Dense jungle throughout now number 2.7 million scattered Habitat: Unknown
equatorial region across the Milky Way. There once Gravity: Unknown
Gravity: 210% Earth standard Utopian society and non-violent ways Atmosphere: Unknown
Atmosphere: 185% Earth density have ended. They are now in the Estimated Population: 98 million
Estimated Population: 2.7 million process of training a defensive force to Society: Unknown
Society: Planetwide union of protect their race. Technology Level: Inferior to Earth
democratic nations Spaceflight Level: None
Technology Level: Advanced but
neglected Height: 6'6"
Spaceflight Level: FTL/ warp Eyes: Dark
Skin: Yellow, with red splotches
Height: 5'9" Hair: Black
Eyes: Black or green, multi-faceted
Skin: Green F A S E R I P
Hair: None Ty Ty Ty Ty Ty Ty Pr
Health: 24 Karma: 16
F A S E R I P Racial Powers: Entemen have
Ty Ty Ex Am Gd Gd Am tentacles instead of arms or legs.
Health: 82 Karma: 70
Racial Powers: Representatives: Mr. Slech
Individuals may possess one or more Attitude toward Earth: Ignorant of
powers which they emit through their Earth
antennae: Notes: The Entemen are still a
Elemental Conversion (Am), Kinetic developing culture in a state of flux.
Bolt (Am), Molding (Am), Molecular
Conversion (Am), Telekinesis (Am),
and/or Telepathy (Am), primarily used
for communication with other Elan.
Weakness: Elan focus the majority of
their powers through their antennae. If
their antennae are damaged, the
powers that eminate from the
antennae are -2CS. If 1 of them is
severed, the powers function at -4CS.
If both are severed, the Elan loses all
of those powers.

Representatives: "The Infant

Terrible," a toddler briefly left without
explanation with the Fantastic Four,
now grown and known as the
Delinquent.
Attitude Toward Earth: Mostly
harmless, a safe place to leave your
kids
Notes: The Elan are a friendly, open
people although they seldom seek
contact with other races. They
established an advanced technology
before they developed psionic powers.
They currently neglect the physical
sciences while they concentrate on
developing these powers.
The greatest threat to the Elan
race appeared over 10 years later with
the appearance of a Vorm named Star
Stalker II. This Star Stalker laid waste
to entire Elan cities and drained many
Elan of their life energies. It was only
with the help of Power Pack, Nova of
the Heralds of Galactus, and the Elan
known on Earth as the Infant Terrible

26
Ergons
Homeworld/ Star System: Ergonar/
M. Canum Venaticorum II
Habitat: 50% water in ice form; 50%
mountains
Gravity: 200% Earth standard
Atmosphere: 90% Oxygen, 10%
Methane
Estimated Population: 2.4 billion
Society: Variety of national
governments, primarily military
dictatorships
Technology Level: Earth equivalent
Spaceflight Level: FTL
Height: 6'2"
Eyes: white, with no irises
Skin: Red
Hair: Black
F A S E R I P Health: 112
In Ty In In Gd Pr Pr
Health: 126 Karma: 18
Racial Powers: Enhanced Strength
due to their evolution on a high-gravity
world.
Representatives: Sklarr, Glaktu
Attitude toward Earth: Neutral
Notes: The Ergons are a belligerent,
highly competitive, merciless and
adventurous people prone to piracy.
Sklarr was formerly captain of the
starship Bird of Prey, the starship that
later conquered the Centurii.
Flb'Dbi
Homeworld/ Star System: Jdd'btt/
Beta Lyrae IV
Habitat: Water covers 40% of the
planet, late planetary volcanism
created great mountain ranges
Gravity: 135% Earth standard
Atmosphere: 120% Earth density
Estimated Population: 3.2 billion
Society: Socialist republics
Technology Level: Advanced
Spaceflight Level: FTL
Height: 3'8" at the shoulder
Eyes: Red
Skin: Brown
Hair: Reddish-brown
F A S E R I P
Fe Ty Pr Un In Rm Rm
Karma: 100
Racial Powers:
Telepathy: (In), primarily used for
communication
Longevity: with a normal lifespan of
millennia
Representatives: Primus
Attitude toward Earth: Friendly
Notes: The Fld'Dbi have an extremely
stable culture with an extremely slow
rate of change. Individuals are friendly
and cooperative, even to aliens. They
use shape-changing androids to
handle physical attacks. A Flb'Dbi
starship was recently discovered
buried in Antarctica with its crew in
suspended animation. The Fantastic
Four were able to revive the crew and
help them return home.
27
Fomalhauti Fonabi
Homeworld/ Star System: Pumor/ Homeworld/ Star System:
Fomalhauti VI unknown
Habitat: Water covers 86% of the Habitat: Unknown
surface, high humidity and Gravity: Unknown
temperature Atmosphere: Unknown
Gravity: 350% Earth standard Estimated Population:
Atmosphere: 68% Hydrogen, 31% unknown
Oxygen Society: unknown
Estimated Population: 7.8 billion Technology Level: Advanced,
Society: Democracy especially in Weaponry
Technology Level: Advanced Spaceflight Level: FTL
Spaceflight Level: FTL
Height: 16'5"
Height: 2'5" (normal), 6' (mutant) Eyes: White
Eyes: One, red or yellow Skin: Light yellow
Skin: Inapplicable Hair: None
Hair: Inapplicable
F A S E R I P
F A S E R I P Gd Gd Am C1000 Mn Mn Un
Ty Gd Ty Rm Rm Ex Ex Health: 1070 Karma: 250
Health: 52 Karma: 70 Racial Powers: none
Racial Powers:
Plasticity: The body is multicellular but Representatives: Terminus
highly malleable like an amoeba. Attitude Toward Earth: Would-be
Pseudopods can be extruded to act as conquest
limbs. Notes: So far we only have the
Telepathy: (Ty), primarily for example of a single Fonabi, Terminus,
communication between each other. a mean-spirited, ruthless merchant
and conqueror who saw the universe's
Representatives: Dumor (normal races as tradegoods or rarely
race), Sporr (deceased, last of the customers. It is unknown if Terminus
mutant race) was typical for his race.
Attitude toward Earth: Neutral
Notes: The Fomalhauti are
predominantly a peaceful race using
their technology to explore the galaxy.
They were troubled by an offshoot
race of oversized malevolent mutants.
While normal Fomalhauti are small
and white, the mutants were pink in
color and six times normal size. The
mutant Sporr once invaded Earth but
was defeated. The mutant race is now
extinct.

28
Fortisquians
Homeworld/ Star System: Colony
Fortisque (Arcturus IV), Earth
(ancestral world)
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: unknown
Society: Benign anarchy
Technology Level: Advanced
Spaceflight Level: FTL
contact with other races or even
immersion in a world's mass media
has a disconcerting effect on the
typical Fortisquian. It may make an
individual increasingly eccentric,
temporarily manic, or even homicidal
as long-repressed emotions reawaken.
Fortisquians' wide array of powers
makes them both useful allies and
dangerous foes.

Height: 5'11"
Eyes: Various
Skin: Pink to white
Hair: Various

F A S E R I P
Ty Rm Rm Rm Rm Ty Ex
Health: 96 Karma: 56
Racial Powers:
Energy Control (Mn)
Flight (Un, 600 mph airspeed, 40,000
mph space)
Healing (Rm)
Levitation (Ty)
Telelocation (In)
Telepathy (Un)
Teleport Self (In)
Weakness: Each day a Fortisquian is
exposed to another race or its
broadcast media, he must make a
Psyche FEAT or lose 1 point of Karma.
As the Psyche decreases, the
individual grows increasingly erratic in
his behavior. When he reaches zero,
the individual becomes homicidal.

Representatives: Max, Daemond, the

Caretakers of Arcturus.
Attitude Toward Earth: Friendly,
curious about their ancestral home
Notes: The Fortisquians are an
offshoot of humanity. Eons ago the
other-dimensional Beyonders created
the first Fortisquians from cavemen
living in the Savage Land. The new
race was designed to be curious and
to serve the Beyonders as their agents
and intelligence-gatherers. The
Fortisquians were relocated to a world
of their own where they developed
advanced technology.
They then set about studying the
galaxy. The Fortisquians have set up a
variety of teleportational devices about
the universe, each of which transports
them to a set location. They have to
take multiple jumps along a pre-set
path to attain a certain location. They
maintain periodic studies of inhabited
worlds by using starships disguised as
comets.
Fortisquians are normally cool and
logical in their manner but close

29
Froma
Homeworld/ Star System: Chize/
Delee II
Habitat: Mountainous, 53% covered
by water
Gravity: 275% Earth standard
Atmosphere: 70% Methane, 20%
Oxygen
Estimated Population: 1.1 billion
Society: Ruled by corporations and
cartels
Technology Level: Intermediate, but
more advanced than Earth
Spaceflight Level: FTL

Height: 6'3"
Eyes: Black
Skin: Green
Hair: Green

F A S E R I P
Ty Ty Rm Rm Gd Ty Ty
Health: 72 Karma: 22
Racial Powers:
Levitation: (Ty), the Froma are able to
levitate psionically.
Body Resistance: (Ty)
Weakness: The atmosphere of Chize
is 70% Methane. As such, Froma who
visit Earth must make a Green
Endurance FEAT for every week spent
in Earth's atmosphere or suffer a -1CS
to all physical stats. This is cumulative.
Extended exposure to such an
environment can prove fatal. The
Froma's stats go back to their previous
levels when out of Earth's atmosphere
or when provided with a concentrated
source of methane gas.

Representatives: Edam, Gouda,

Cazon, Colby, Havarti
Attitude toward Earth: Ally
Notes: Heavy gamma radiation in
normal solar radiation caused the
Froma to evolve into large-bodied,
greenish humanoids resembling
Earth’s Hulk. They are only about ten
times as strong as an average Earth
man.
Froma culture is based on
economics and interplanetary trade.
The Froma have extensive contracts
and connections with the Planet Trade
Guild and often license out the
services of Froma mercenaries to the
Guild.

30
Galadorians defenseless, the Galdorians created a protectors known as the Annihilators,
Homeworld/ Star System: Galador/ second generation of Spaceknights. the Galadorians sent Ikon as their
Talamon III Tragically these new cyborgs turned representative. Soon upon her arrival,
Habitat: Unknown against their kin and exterminated the a Skrull named Klobok assumed the
Gravity: Unknown rest of the race. The renegades were identity of the Wraith Warlock known
Atmosphere: Unknown later wiped out by the avenging first as Doctor Dredd and relocated the
Estimated Population: 5 billion generation Spaceknights. sorcerous Black Sun from its shielded
(before extermination), 12 (current) Rom and his fellow Spaceknights cloak inside the Dark Nebula to the
Society: Technocratic democracy were then the sole surviving Galadorian home system. This led to
Technology Level: Advanced, Galadorians. Rom and his Terran mate the return of Wraithworld from Limbo
especially in cyborg systems Brandy Clark have returned to human and the fusing of both Galador's Sun
Spaceflight Level: FTL form and are hoping to be the and the Wraith's into one stellar mass.
progenitors of a new Galadorian race. The Annihilators then shifted the orbits
Height: 6'3" The remaining ten Space-knights are of both worlds so that Galador always
Eyes: Various dedicated to their assistance and faced the natural yellow sun and
Skin: Pink to brown protection. Once the location of Wraithworld the half that was the Black
Hair: Various Galador was found, they began Sun. An uneasy truce now exists
reestablishing communications with between the two races.
F A S E R I P the lost colonies.
Ty Ty Ty Ty Gd Gd Gd With Galador once again rebuilt
Health: 24 Karma: 30 and prospering, a Third Generation of
Racial Powers: Spaceknights was created. As a
Long Lifespan: Galadorians live balance to the Spaceknights, the
upwards of two centuries Galadorians once again launched their
Armada to establish trade throughout
Representatives: Rom, Ray-Na, the galaxy and bring gifts of
Landra, the other Spaceknights enlightenment and technology. The
Attitude toward Earth: Ally Galadorians would take part in the
Notes: The Galadorians were a Annihilation conflict and a few cadres
peaceful race who developed the were corrupted by the Phalanx and
cyborg Spaceknights as a means of used in their conquest of Kree space
protecting themselves against the Dire which was ultimately thwarted. Brandy
Wraiths. Galactus used his powers to Clark serves as a Matriarchal Queen
relocate Galador to another section of of the people in place of her missing
the galaxy. Unfortunately the husband Rom.
Spaceknights were ignorant of the new When Starlord began the
location. Fearful of being left formation of a team of universal

31
Space Knight Generation with Monstrous ability and range, Distance Attacks: All are possible.
All spaceknight's characters roll on the allowing “shortcuts” through space with Mental Powers: All are possible.
following tables for Primary Abilities: Class 1000 range. Body Alteration (Offensive): All are
Body Armor: A spaceknight’s suit of possible.
Fighting armor provides him or her with Body Alteration (Defensive): All are
Die Roll Fighting score Incredible protection against all possible.
physical, radiation, heat-based, and Weapons: Only Unique Weapon are
01-60 Excellent
cold based attacks. He could survive in possible.
61-80 Remarkable deep space indefinitely.
81-96 Incredible Regeneration: Rom’s armor had
97-99 Amazing built-in microfactories able to repair
00 Monstrous damaged circuitry, providing him with
Good regeneration.
Resistances and Senses: Protected
Agility & Strength
Senses, Extraordinary Senses, and
Die Roll Ability score Infravision are possible.
01-10 Excellent Movement: Lightning Speed and
11-30 Remarkable Teleportation are possible.
31-70 Incredible Nature Control: Not possible.
Energy Control: All powers are
71-90 Amazing
possible.
91-00 Monstrous Body Control: All powers are
possible except Plasticity, Shape-
Endurance shifting, and Body Transformation.
Die Roll Endurance
01-30 Amazing
31-90 Monstrous
91-00 UnEarthly

Note: the Endurance score reflects

only the need to rest, as Space-knights
can withstand exposure to deep space
indefinitely.

Reason & Intuition

Roll for Reason and Intuition on
Column 1 but give a +2CS to the result
reflecting that the knights come from
an advanced race. The characters
have been fighting the Wraiths for a
long time, too, which would increase
their scores in general.

Psyche
Roll for Psyche on Column 1.

Standard Powers
All Spaceknight characters have
the same flight, body armor, and
regeneration abilities possessed by
Rom and Starshine (listed below).
In addition, each Spaceknight
character may roll randomly for 1-2
extra powers using the hero creation
section in the Campaign Book. Some
variations should be made to the
powers, as noted below.
Flight: Rom’s armor was provided
with twin rocket pods (electrically
powered, low-density plasma engines),
which enabled him to fly at UnEarthly
speed in the vacuum of space or at
Monstrous speeds in an atmosphere.
Rom also possessed special sensors
that enable him to locate space warps

32
Glx
Homeworld/ Star System: Glx/ Zpist
III
Habitat: Arid with little vegetation and
only 37% water
Gravity: 182% Earth standard
Atmosphere: 32% Nitrogen, 31%
Oxygen
Estimated Population: 3.9 billion
Society: Technocratic Socialist
Republics
Technology Level: Highly advanced
in the fields of molecular engineering
and bio-engineering
Spaceflight Level: FTL
Height: 8'
Eyes: Black
Skin: Yellow
Hair: None
F A S E R I P Racial Powers: none
Ty Ty Gd Rm Gd Ex Ty
Health: 52 Karma: 36
Racial Powers:
Abnormal Biochemistry: Their silicon-
based body chemistry enables them to
eat metals as food.
Representatives: Chleee
Attitude toward Earth: Friendly
Notes: The Glx are a friendly,
philanthropic race as a whole. They
feel friendly toward anyone and may
mistake hostile actions for friendly
gestures. For example, shooting them
with bullets would be mistaken for an
unconventional method of rapidly
feeding them nutritious lead. This was
how Chleee misinterpreted Hammer
and Anvil's attempt at self-defense;
Chleee repaid the meal by them by
giving them superpowers.
Gramosians
Homeworld/ Star System: Gramos/
Sekar III
Habitat: Planet-wide temperate
climate, 63% covered with water
Gravity: 89% Earth standard
Atmosphere: 68% Nitrogen, 28%
Oxygen
Estimated Population: 1.3 billion
Society: Elective monarchy
Technology Level: Highly advanced
Spaceflight Level: FTL
Height: 5'11"
Eyes: Black
Skin: Blue-black
Hair: None
F A S E R I P
Ty Ex Ex Ex Ex Gd Ex
Health: 66 Karma: 50
Representatives: Mercurio a.k.a. The
Fourth-Dimensional Man
Attitude toward Earth: Neutral
Notes: Gramosians have an advanced
culture that was recently disrupted by
peculiar stellar radiation storms that
induced widespread insanity and
death. With the cessation of the
bombardment, the Gramossians have
set about rebuilding their pacifistic,
artistic way of life.
33
Grunds Hibers
Homeworld/ Star System: Grundar/ Homeworld/ Star System: Hiberiac/
Quat V Hunyoc VI
Habitat: 71% water, large forest area Habitat: Unknown
Gravity: 120% Earth standard Gravity: Unknown
Atmosphere: 67% Hydrogen, 27% Atmosphere: Unknown
Oxygen Estimated Population: 444,000
Estimated Population: 2.5 billion Society: Absolute Democracy
Society: Matriarchal feudal states Technology Level: Earth equivalent,
Technology Level: Unremarkable advanced in suspended animation
Spaceflight Level: none technology
Spaceflight Level: none
Height: 3' 2"
Eyes: Various Height: 5'7"
Skin: Yellow Eyes: Various
Hair: None Skin: Pink
Hair: None
F A S E R I P
Gd Ty Ty Ty Ty Fe Gd F A S E R I P
Health: 28 Karma: 20 Ty Ty Ty Ty Ty Ty Ty
Racial Powers: The antennae are the Health: 24 Karma: 18
focus of two powers. If severed, the Racial Powers: none
antennae regenerate within a year.
Absorption: Amazing power to absorb Representatives: Xakku
energy through the antennae. Attitude toward Earth: Ignorant of
Kinetic Bolt: Remarkable blasts Earth's existence
emitted from the antennae. Notes: Most of the time Hiberiac
appears to be a lifeless frozen world.
Representatives: Grott a.k.a. "The For a brief time every 1000 years,
Man-Slayer" Hiberiac's twin suns thaw the
Attitude Toward Earth: Playground temperate zones. At that time the
Notes: Grunds are a primitive culture Hibers emerge from suspended
full of unprincipled, amoral beings animation to enjoy the brief warmth.
whose behavior resembles self-
centered brats.

34
Horusians Hujah
Homeworld/ Star System: Horus IV Homeworld/ Star System: Huj/
Habitat: 47% water, 31% desert Zuccone XVII
Gravity: 93% Earth standard Habitat: Unknown
Atmosphere: 61% nitrogen, 35% Gravity: Unknown
oxygen Atmosphere: Unknown
Estimated Population: 1.3 billion Estimated Population: 3.9 billion
Society: Planetary monarchy Society: Tribal
Technology Level: Advanced, Technology Level: Inferior to Earth
especially in bio-engineering Spaceflight Level: none
Spaceflight Level: FTL
Length: 16'4"
Height: 7' Eyes: Various
Eyes: Various Skin: Brown or yellow
Skin: Brown or yellow Hair: None
Hair: None
F A S E R I P
F A S E R I P Rm Rm Ty Gd Ty Ty Gd
Ex Rm Ex Rm Ex Ty Gd Health: 76 Karma: 22
Health: 100 Karma: 36 Racial Powers:
Racial Powers: Telekinesis (Ex)
Longevity: (Pr) through the use of
advanced genetic engineering Representatives: none
Attitude toward Earth: Hostile
Representatives: Duamutef, Imset, Notes: The Hujah are one of the few
Neferthamen, Qebehsenuf purely serpentine races in the
Attitude toward Earth: Would-be universe. They developed Telekinesis
conquest as compensation for the lack of limbs.
Notes: Horusians idealize the warrior Hujah act as mercenaries for mixed
ethic. They are fascinated by alien race armies.
cultures and often disguise themselves
as the local gods of whatever worlds
they are visiting. On Earth they
masqueraded as the Gods of
Heliopolis, the ancient Egyptian
pantheon.
Their advanced technology lets
them simulate psionic powers like
telepathy, teleportation, and
telekinesis. They use a somna-ray to
stun their opponents. They have
advanced interstellar starships and
their bio-engineering expertise allows
them to create very powerful warriors.

35
Interdites Judans
Homeworld/ Star System: Interdis/ Homeworld/ Star System: Dyofor/
Tartaru VII Polyn II
Habitat: Inapplicable as they migrated Habitat: Tropical over most of the
from their native planet planet with 84% covered by water
Gravity: 93% Earth standard Gravity: 300% Earth standard
Atmosphere: Ozone depleted Atmosphere: 43% Oxygen
Estimated Population: 1,750 Estimated Population: 3.2 billion
Society: Scattered hermits Society: Theocracies
Technology Level: Highly advanced Technology Level: primitive
but now in ruins Spaceflight Level: none
Spaceflight Level: none
Height: 12'
Height: 5'11" Eyes: Red
Eyes: Yellow Skin: Green & brown
Skin: Blue Hair: None
Hair: None
F A S E R I P
F A S E R I P Gd Ty Gd Rm Ty Fe Fe
Ty Ty Gd Ex Rm Ex Rm Health: 56 Karma: 10
Health: 42 Karma: 80 Racial Powers: Judans automatically
Racial Powers: generate Telekinetic force sufficient to
Precognition: Some possess ranks as support their great weight. They
high as Class 3000 and can foresee reproduce asexually.
events several months in the future.
Telepathy: (Rm) Representatives: Kray-Tor
Attitude toward Earth: Hostile
Representatives: Klarian (deceased) Notes: Judans regard science as evil.
Attitude toward Earth: Neutral They are religious fanatics who will
Notes: The Interdites originally gleefully wage holy war against any
possessed a highly developed other religion or culture.
civilization but they were decimated by
the Badoon. The survivors turned their
attention to the development of
psionics and mysticism. They now live
as hermits scattered across the
universe.

36
Kamado
Homeworld/ Star System: Mikkaz/
Doppner VII
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: 50 billion
Society: Totalitarian Monarchy
Technology Level: Advanced
Spaceflight Level: STL/ Warp

Height: 5'10"
Eyes: Various
Skin: Pink
Hair: Black

F A S E R I P
Ex Gd Rm Rm Ty Pr Pr
Health: 90 Karma: 14
Racial Powers: none

Representatives: Chi'Kri, Ch'Kra

Attitude Toward Earth: Neutral
Notes: The Kamado society is a
totalitarian monarchy enforced by strict
rules. In an alternate 25th century, the
Defenders accidentally trigger the
suicides of the Kamado prince and his
followers; in response, the Kamado
destroy Earth.

37
Klklk
Homeworld/ Star System: La'kll/
Tl'blk IV
Habitat: 73% surface covered with
water, world-wide mineral content is
depleted, lots of farmland
Gravity: 120% Earth standard
Atmosphere: 63% nitrogen, 28%
oxygen
Estimated Population: 4.4 billion
Society: Hivelike matriarchy
Technology Level: Advanced genetic
engineering in plants
Spaceflight Level: FTL
Length: 8'
Eyes: Red
Skin: Green
Hair: None
F A S E R I P
Ty Pr Ty Ty Ex Ty Ty
Health: 22 Karma: 32
Racial Powers:
Disintegration: Remarkable beams
fired from the antennae.
Webcasting: Some individuals can
create webs of Remarkable Material
Strength.
Telepathy: The Queens possess
Excellent rank.
Representatives: Ba't'll Kodabaks
Attitude Toward Earth: Potential Homeworld/ Star System: Kodaba/
customer Grosgumbique VII
Notes: The Klklk have a hive-like Habitat: Unknown
matriarchy dominated by telepathic Gravity: Unknown
queens. They are a benevolent Atmosphere: Unknown
agricultural race who roams the galaxy Estimated Population: 59 billion
searching for worlds to trade with. Society: Tribal
Unfortunately when they approached Technology Level: Inferior to Earth
Earth with an exploratory trade Spaceflight Level: none
mission, the Hulk mistook them for
invaders and wrecked the mission. Height: 6'2"
The Klklk have not returned. Eyes: Blue, multi-faceted
Skin: Pink
Hair: None
F A S E R I P
Ty Pr Ty Ex Ty Pr Pr
Health: 36 Karma: 14
Racial Powers: none
Representatives: none
Attitude Toward Earth: Neutral
Notes: Thanos recruited Kodabaks to
serve as mercenaries aboard the
Sanctuary II.
38
Kronans
Homeworld/ Star System: Ria/Krona
I survivors, and the Hulk led them to
Habitat: Mountainous, with 27%
surface covered with water
Gravity: 130% Earth standard
Atmosphere: 52% methane, 18%
oxygen
Estimated Population: 2.7 billion
Society: Military dictatorships
Technology Level: Highly advanced,
especially in the field of gravity control
Spaceflight Level: FTL
Height: 8'
Eyes: Yellow
Skin: Orange, stonelike
Hair: None
F A S E R I P
Gd Pr Rm* Am Gd Ty Ty
Health: 94* Karma: 22
Racial Powers:
Abnormal Biochemistry: The body
chemistry is silicon based and gives
the Kronans their rocky hides. Kronans
reproduce by taking another Kronan
(or other stone-based sentient) and
joining hands in a river of lava for three
days. After which an infant will grow
and develop.
Armor Skin: Excellent resistance to
physical and energy attacks.
Strength Increase: The power rank
number for their Strength is equal to
the percentage of oxygen in the local
atmosphere. This also affects the
Health number. The values given here
are for Terrestrial conditions.
Representatives: The "Stone Men of
Saturn", Zardok (of the Starblasters),
Korg (of Hulk’s Warbound).
Attitude toward Earth: Intended
conquest
Notes: Around 3,000 BC, the Kronans
attempted an invasion of Earth.
Landing in ancient Babylon, they
fought King Gilgamesh of Uruk, who
vanquished them with the aid of a
time-traveling Captain America. The
Kronans abandoned Earth, but
established a base on one of Saturn's
moons. They used this as a base
when they first attacked Earth and
were subsequently mis-identified as
the "Stone Men of Saturn." During that
attack, they forced tourist Don Blake to
hide in a cave where he rediscovered
his true identity of Thor, God of
Thunder.
most of the planet's population, Caiera
included. The Warbound gathered the
Earth so that he could seek vengeance
Kronan Warbot
A band of Kronans allied
themselves with the New Immortals,
and were sent by them to Earth to
oppose the High Evolutionary and his
allies, the God Pack. They attacked
the High Evolutionary's forces at
Mount Wundagore, but found
themselves again facing Thor. They
unleashed their Mekkanoid against
them, but it was destroyed by Anak.
They also created another illusionary
dragon, but it was dispelled by
Luminor. The Kronans were all
defeated, with one slain by Thor in
battle. The others were taken prisoner
by the High Evolutionary, who learned
from them that the New Immortals
were their masters.
A number of Kronans, including
Korg and Margus, became prisoners
on the planet Sakaar, where they
became gladiators. Margus and the
other Kronans resisted their implants,
and lost their minds. Korg wound up
having to fight Margus and the others
alongside his fellow gladiators the
Hulk, Miek, Elloe, Lavin Skee, a
Shadow, and a Brood. Korg recalled
how he and Margus had been a part of
the forces that fought Thor in Norway.
He and the other gladiators became
"warbound," pledging allegiance to
each other.
Korg continued to adventure with
the Warbound as they broke free from
the arenas and began to roam Sakaar,
leading their own army, and eventually
raising up an army against the Red
King that overthrew him. Korg helped
convince the Hulk that he should
become the new ruler of Sakaar. The
Hulk took Caiera as his queen, but
when the vessel which brought him to
Sakaar suddenly exploded, it slew
39
Kt'Kn Kymellians
Homeworld/ Star System: Kt'kn/ Homeworld/ Star System: Kymel
Tk'kn I (destroyed)
Habitat: 54% desert, 42% water Habitat: Unknown
Gravity: 135% Earth standard Gravity: Unknown
Atmosphere: 40% nitrogen, 38% Atmosphere: Unknown
oxygen, 15% sulfur Estimated Population: unknown
Estimated Population: 2.4 billion Society: Republic with a hereditary
Society: Technocracies monarchy
Technology Level: Highly advanced Technology Level: Advanced,
Spaceflight Level: FTL, interstellar especially in cybernetics
teleportation Spaceflight Level: FTL

Height: 2' (see Notes) Height: 6'

Eyes: None Eyes: Yellow
Skin: See notes Skin: Green
Hair: None Hair: None

F A S E R I P F A S E R I P
Fe Gd Fe Rm Ex Ex Ex Gd Gd Gd Ex Ex Gd Rm
Health: 44 Karma: 60 Health: 50 Karma: 60
Racial Powers: Racial Powers:
Remote Sensing (Ty) All Kymellians possess some power to
Telepathy (Ty) manipulate gravity, acceleration, mass,
Paralytic Sting (Ex) and/or energy but the level of powers
vary greatly and no two Kymellians are
Representatives: The Faceless One exactly alike in their powers. Most of
Attitude toward Earth: Neutral them can develop their powers further
Notes: The Kt'kn are emotionless, with training and maturity.
ruthless power-seekers. They Matter Control: individuals possess
sometimes sit atop 6' headless ranks of Typical to Monstrous
humanoid-looking bodies and pretend Matter Conversion: individuals
that their own bodies are simply possess ranks of Typical to Monstrous
opaque helmets. Gravity Manipulation: individuals
possess ranks of Typical to Monstrous
Energy Control/Projection: individuals
possess ranks of Typical to Monstrous

Representatives: Lord Kofi

Whitemane, Aelfyre Whitemane
(deceased), Byrel Whitemane, Lord
Yrik Whitemane, Z’oofrey Grasswind
Attitude toward Earth: Friendly
Notes: Kymellians accidentally
destroyed their homeworld in an
antimatter experiment. They now seek
other worlds on which similar
experiments are being conducted. The
Kymellians then act to stop the
research before a similar catastrophe
occurs. For several decades, the
survivors lived on a ringworld of their
own construction until this world was
The Faceless One destroyed by a Snark named Maraud.
But all the Kymellians survived this
incident because they had evacuated
in time and settled on a new home-
world. They are engaged in a war with
the Zn'rx (Snarks).

40
Kymellian Smartships
Smartships are Kymellian starships
that are controlled by a computer
system so advanced they are
effectively sentient, capable of
independent thought, and possessing
a distinctly "human"-like personality,
and which is apparently capable of
emotions such as loyalty and love
towards living beings.

F A S E R I P
Fe Am ShX ShX Gd Pr Fe
Health: 352 Karma: 16
Resources: Gd Pop: 0
Racial Powers:
Typical Smartships have the following
abilities:
Body Armor: Amazing Material hull
Flight: CL5000 speed (100 times
lightspeed)
Running: In land-vehicle mode,
Smartships travel at Typical speed
(90 mph)
Regeneration: Good ability to repair
themselves provided the Artifact
Creation power is still functional;
otherwise, Feeble self-repair.
Self-Sustenance: Smartships support
up to 10 beings for indefinite Periods.
Artifact Creation: Smartships have
limited manufacturing facilities on
board (Resource rank).
Talents: Smartships are programmed
with Astra-Navigational and Piloting
skills.

41
42
Landlaks Laxidazians
Homeworld/ Star System: Birj, the Homeworld/ Star System: Laxidazia/
sixth moon of Marman (now Dolenz IV
destroyed)/ Wole VII Habitat: Mountainous, with 66%
Habitat: Arid, mountainous, little fertile covered with water
soil, 37% land, 63% water Gravity: 120% Earth standard
Gravity: 80% Earth standard Atmosphere: 71% Nitrogen, 22%
Atmosphere: 71% Nitrogen, 20% Oxygen
Oxygen Estimated Population: 2.6 billion
Estimated Population: Likely extinct Society: Worldwide monarchy with an
Society: Regional oligarchies enormous royal family
Technology Level: Primitive Technology Level: Medieval
Spaceflight Level: none Spaceflight Level: none
Also Known As: Birjans
Height: 4'5"
Height: 5'10" Eyes: Brown
Eyes: Yellow Skin: Pink
Skin: Pink, with lighter spots Hair: Brown
Hair: None
(Human)
F A S E R I P F A S E R I P
Ty Ty Ty Ty Ty Pr Pr Ty Gd Ty Gd Ex Gd Gd
Health: 24 Karma: 14 Health: 32 Karma: 40
Racial Powers: none
(Troll)
Representatives: Tyros a.k.a. Terrax F A S E R I P
(deceased), Mishna Ty Gd Ty Ex Gd Gd Pr
Attitude toward Earth: Ignorant of Health: 42 Karma: 24
Earth's existence
Notes: Developmentally Birj is halfway Racial Powers: none
between the Dark Ages and the
Industrial age. Tyros conquered the Representatives: Pip the Troll,
entire planet before he left to briefly formerly Prince Gofern (deceased)
serve Galactus. Each city-state was Attitude toward Earth: Ignorant of
ruled by the elders of powerful Earth's existence
families. Notes: The majority of Laxidazians are
Terrax later returned and humanoids who follow strict moral
reclaimed control over the moon. Birj codes and detest the hedonistic
was destroyed a short time later by the minority. These pleasure seekers are
Phoenix Force, and the entire race of obsessed with an intoxicating mutagen
Landlaks is thought to be extinct. that has the side effect of transforming
the user into a hooved, troll-like form.

43
Lem Levians
Origin Galaxy: Milky Way Origin Galaxy: Milky Way
Homeworld/ Star System: Lemista/ Homeworld/ Star System: Levi
Atianti VI (destroyed), Nelweni (system unlisted)
Habitat: Unknown Habitat: Destroyed
Gravity: Unknown Gravity: Destroyed
Atmosphere: Unknown Atmosphere: Destroyed
Estimated Population: 40 million Estimated Population: 5 million
Society: Representative Council Society: Democratic Republic (original)
Technology Level: Superior to Earth, Technology Level: Advanced but now
especially in Robotics stagnant, especially in Robotics and
Spaceflight Level: FTL servomechanisms
Spaceflight Level: STL
Height: 4'9"
Length: 10’3” Height: 5'9"
Eyes: White Eyes: Various
Skin: Red Skin: Blue
Hair: None Hair: Dark Blue to black

F A S E R I P F A S E R I P
Gd Ty Ty Gd Rm Ty Ty Ty Ty Ty Ty Ex Fe Ty
Health: 32 Karma: 42 Health: 24 Karma: 28
Racial Powers: Racial Powers: none
Longevity: (Gd)
Representatives: Relstor (First
Representatives: Ch'bleen, Krugarr Citizen of Levianon), Sharman,
(Magic–user, Guardians of the Cherise, Darnak
Galaxy). Attitude toward Earth: Ignorant of
Attitude toward Earth: Battleground Earth's existence
Notes: The Lem are a serpentine race Notes: The Levians lead a wasteful
that can stand semi-upright on their lifestyle. After depleting their world's
tail, often using their arms and hands magma and triggering its eventual
to brace themselves and help keep implosion, they sent a fraction of their
their upper body raised above the population off in an immense starship,
ground. Additionally, their mouth is in the Levianon (see picture below). The
their chest. They communicate by survivors rapidly depleted the ship's
generating vibrations which are resources and crippled the stardrive.
audible to humans. They now live like savages aboard the
The Lem are members of an alien drifting hulk.
federation called The Charter.
Ch'bleen was first officer of the
starship Nightwind that was used to
ferry battle robots to Earth.

44
Lumina Makluans
Homeworld/ Star System: Lumin/ Homeworld/ Star System: Maklu IV
Sh'mengi IX Habitat: Mostly tropical, with 82%
Habitat: Unknown water covering the surface
Gravity: Unknown Gravity: 77% Earth standard
Atmosphere: Unknown Atmosphere: 65% nitrogen, 27%
Estimated Population: 46.000 oxygen
Society: Representative Council Estimated Population: 2.8 billion
Technology Level: Superior to Earth, Society: Worldwide democracy
especially in suspended animation Technology Level: Extremely
technology and robotics advanced, especially in energy and
Spaceflight Level: FTL psionic technologies
Spaceflight Level: FTL/ warp
Height: 5'5"
Eyes: Yellow Height: 32' (upright), 60' (length)
Skin: Green Weight: 40,000 lbs (20 tons)
Hair: None Eyes: Various, typically yellow or red
Skin: Various, scaly
F A S E R I P Hair: None
Ty Ty Ty Gd In Ty Ty
Health: 28 Karma: 52 F A S E R I P
Racial Powers: Rm Ty Rm Rm Mn Ex Rm
Longevity: Lumina have lifespans that Health: 96 Karma: 125
go for thousands of years. Racial Powers:
Growth: Depending on the member’s
Representatives: Dr. Tambura, age, they will be either human size at
Charn, Basque, Shema birth, all the way to Shift-Z, with full-
Attitude toward Earth: Benevolent, grown adults at 150 ft tall.
protective Body Armor: While at birth, they only
Notes: The Lumina are members of have Typical body armor, as their
The Charter. The Followers of the scales are solidifying, their armor
Light established an outpost on Earth increases in durability up to Sh-X to
during the Jurassic era and later Blunt, UN resistance to Physical
constructed four giant combat robots Edged, Fire, Disease, and Acid; MN
(known as the Shogun Warriors). against other energies; and AM
These were briefly used during the late against unnatural energies at full size.
20th century but were later destroyed True Flight: From Poor to Typical
along with the outpost. airpeed, with no limits to distances.
Claws: The claws allow edged attacks
if desired.
Tail: All Makluans have a tail that can
be used for a second attack. At birth,
their tail only reaches targets within the
same area, but at full growth, they can
reach three areas behind the dragon.
Vulnerability: Makluans are susceptible
to certain herbs and potions, which
induce sleep or paralysis, with no
resistances.

Representatives: Axonn-Kar
(deceased), Fin Fang Foom, Fraktur,
the dragons of Britain
Attitude toward Earth: Neutral
Notes: The benevolent Makluans
possess one of the highest levels of
technology in the known universe.

45
Adventurous Makluans roam the
universe.
Makluans are best known on
Earth by their least typical members.
Though typically peaceful and noble, a
number of Makluans departed their
homeworld in search of worlds to
conquer. In one instance, they landed
in China, where the majority of the
crew used their shape-shifting abilities
to take on Human guise, hoping to
infiltrate their society in order to gather
reconnaissance before conquering the
planet. The navigator, Fin Fang Foom,
remained behind as a backup, allowing
himself to become entombed, &
entered into a hibernatory state with
the application of a particular herb
indigenous to that region. For unknown
reasons, his comrades never
awakened him.
In the 8th century, Fin Fang Foom
awoke, but was eventually put back to
sleep through use of the same herbs.
He subsequently entered into Chinese
legend, and his tomb remained
guarded well into the the 20th century.
His slumber would be interrupted
again several times during that
century. He was first awakened by
teenager Chen Liuchow, who believed
the legends of the great dragon,
entered his tomb, and tricked him into
attacking the nearby communist
Chinese before putting him back to
sleep. He was at some point captured
by the Collector, then relocated to
Monster Island by the Mole Man
(Harvey Elder) before returning to
hibernation. The madman Doctor
Vault again awakened him to have him
attack the Living Colossus. After
returning to sleep, he was again
awakened when his body was
possessed by the demon Aan Taanu.
At some point, the spirit of the
Makluan captain, Axonn-Karr, in the
form of Human Chen Hsu, guided the
man who would become
the Mandarin to the Valley of the
Sleeping Dragon. There, the Mandarin with their natural shape-shifting
found the Makluan starship and its abilities and incredibly long lifespans, it
trove of advanced technology is impossible to say for sure.
(including his signature power rings).
He also awoke Fin Fang Foom so that
he could be used to threaten the
Chinese government. Mandarin's
scheme was quickly met by Iron Man,
but when the remaining dozen other
Makluans revealed themselves and
finally began their conquest. The
Mandarin and Iron Man then banded
together to destroy these invaders. In
light of the events in medieval Britain &
modern China, Fin Fang Foom may be
the last Makluan on Earth; of course,

46
Megans
Homeworld/ Star System: Mega/
Mirpet III
Habitat: Semi-arid, with 63% water on
the surface
Gravity: 130% Earth standard
Atmosphere: 71% nitrogen, 24%
oxygen
Estimated Population: 2.7 billion
Society: Militaristic, ruled by a council
of warlords
Technology Level: Superior to Earth
Spaceflight Level: FTL
Height: 5'7"
Eyes: One
Skin: Red
Hair: None
F A S E R I P F
Ex Gd Gd Ex Gd Pr Pr
Health: 60 Karma: 18
Racial Powers: The digits are tipped
with suction cups.
Representatives: Warlords of Mega
Attitude toward Earth: Battleground
Notes: Megans are warlike, fanatically
persistent, and have little concept of
individuality. They have fought a
centuries-long war with the Betans.
They use living weapons in the form of
giant monsters they gather from
throughout the galaxy. Megans came
to Earth recently to gather such
creatures but were defeated by the
creatures them-selves.
Mekkans
Homeworld/ Star System: Mekka
a.k.a. Maarin/ Kirtham II
Habitat: Artificial, with temperate
climate
Gravity: 102% Earth standard
Atmosphere: 78% nitrogen, 21%
oxygen
Estimated Population: 1.7 billion
Society: Democracy
Technology Level: Highly advanced,
especially in Robotics and Cybernetics
Spaceflight Level: FTL/ warp
Height: 6'5"
Eyes: Metallic
Skin: Blue-black, metallic
Hair: None
A S E R I P
Ex Gd Am Un Ty Ty Ty
Health: 180 Karma: 18
Racial Powers: All Mekkans are self-
aware robots.
Representatives: Torgo
Attitude toward Earth: Neutral
Notes: The original Maarinites built the
Mekkanites as servants. They
gradually transformed their world into a
planetwide mass of metal. The
Maarinites were exterminated by an
alien virus. The robots were then free
to build a society of their own. They
now lead lives of quiet serenity.
47
Myndai Nanda
Homeworld/ Star System: Mynda/ Homeworld/ Star System: Planet
(star unnamed) I Nanda, Particulus Star system, second
Habitat: Unknown from sun
Gravity: Unknown Habitat: Unknown
Atmosphere: Unknown Gravity: Unknown
Estimated Population: unknown Atmosphere: Unknown
Society: Military dictatorship Estimated Population: 26 billion
Technology Level: Superior to Earth Society: Representative Council
Spaceflight Level: FTL Technology Level: Superior to Earth
Spaceflight Level: faster than light
Height: 5'9" travel
Eyes: Yellow
Skin: Green Height: 6'
Hair: None Eyes: Yellow
Skin: Light green
F A S E R I P Hair: None
Ty Ty Ty Ty Ex Ty Ty
Health: 24 Karma: 32 F A S E R I P
Racial Powers: none Gd Ty Ty Gd Ex Gd Ex
Health: 32 Karma: 50
Representatives: Maur-Konn Racial Powers: None
Attitude toward Earth: Hostile
Notes: The Myndai were members of Representatives: Captain Cymell,
The Charter but they were also mortal Ambassador D’Melza (deceased)
enemies of the Luminans. A handful of Attitude toward Earth: would be
Myndai agents were placed on Earth conquest.
during the Jurassic era to await the Notes: The Nanda are members of a
activation of the Lumina giant robots. federation of alien races called the
These operatives remained in Charter. The Nanda once sent a huge
suspended animation until recently, robot to Earth which was repulsed by
when they awoke to battle their ancient the Fantastic Four and Shogun
foes' descendants. Warriors.

48
Outriders masters ask them to. They are usually leaving the planet, Corvus gave him
Homeworld/ Star System: Various assassinated upon fulfilling their task. his reward, death.
Habitat: N/A
Gravity: N/A Representatives: N/A
Atmosphere: N/A Attitude toward Earth: As per their
Estimated Population: Unknown master
Society: None Notes: The Outriders are a race of
Technology Level: As per its maker genetically engineered humanoid
Spaceflight Level: As per its maker creatures with the purpose of serving
its maker until they die.
Height: 6’ Thanos used Outriders to find new
Eyes: None planets inhabited by weak species he
Skin: Gray would raze. Upon finding a new world,
Hair: None an Outrider would report to Corvus
Glaive, who would arrive to that planet
F A S E R I P along Thanos' Black Order and
Gd Ex Gd Ex Ty Gd Ty demand a tribute for Thanos, if the
Health: 60 Karma: 22 inhabitants refused, that world would
Racial Powers: be annihilated.
Multiple limbs: four arms After finding a new planet
Telepathy: The Outriders can read the called Ahl-Agullo, one Outrider was
minds of apparently anyone with tasked by Glaive to continue with his
Incredible ability by "sinking" their hand mission. He found Earth, and gathered
into the victim's temple. They usually different information about the situation
perpetuate this action while their victim of this world using his telepathy on
is asleep. numerous important inhabitants such
Invisibility: Excellent as the Inhuman King Black Bolt, who
Flight: Good ripped off one of his four arms after
Intangibility: Excellent discovering him; however he was still
Weakness: Outriders don't possess able to get away. When he relayed
free will; they do only what their back the information to Thanos, such
as the Earthian heroes the Avengers

49
Ovoids Pegasusians
Homeworld/ Star System: Birkeel/ Homeworld/ Star System: Lar/ Stinlar
Janstak III V (Earth name: Alpha Pegasi V)
Habitat: Temperate, with 75% water Habitat: Semi-tropical, with 81%
Gravity: 88% Earth standard surface water
Atmosphere: 75% nitrogen, 23% Gravity: 75% Earth standard
oxygen Atmosphere: 67% Nitrogen, 23%
Estimated Population: 5 million Oxygen
Society: Worldwide democracy Estimated Population: 2.8 billion
Technology Level: Highly advanced, Society: Republics dominated by
especially in lifeforce transferral and commercial corporations; the race is
android technology. capitalistic and extraordinarily
Spaceflight Level: FTL xenophobic
Technology Level: Advanced warp
Height: 8' driven starships, with technology
Eyes: Varies capable of moving planetary masses
Skin: Yellow through hyperspace without causing
Hair: None gravitational stresses within solar
system's orbits
F A S E R I P Spaceflight Level: FTL/ A-warp
Pr Gd Pr Ty In Ty Ex
Health: 24 Karma: 66 Height: 20'
Racial Powers: Eyes: Black
Telekinesis: Some Ovoids possess Skin: Light green
Good rank. Hair: None
Serial Immortality: When an Ovoid
dies, his lifeforce is transferred to a F A S E R I P
cloned replacement body. Ex Ty Ex Ex Ex Gd Ty
Health: 66 Karma: 36
Representatives: Insidio, Jobryn, Racial Powers:
Kajik, Tansel, Turbuk Telekinesis: Good ability to
Attitude toward Earth: Neutral subconsciously support their great
Notes: The Ovoids are a benevolent body weight.
and scientifically advanced race but
they are also innocent and gullible. Representatives: Sphinxor
They once rescued Dr. Doom from Attitude toward Earth: "We already
deep space, taught him how to transfer have one just like it in our collection."
minds between bodies, and returned Notes: Pegasusians often act as
him to Earth. After seeing the dreadful agents for other races. Sphinxor was
results of their actions, they grew more acting on The Beyonders' behalf when
careful in their dealings with unknown he undertook the commission to
races. They developed weaponry transfer Counter-Earth to The
which may be capable of killing Beyonders' museum of worlds.
Galactus. Ovoids were able to kill
Galactus' second Herald, Airwalker.

50
Phalanx
Homeworld/ Star System: Kvch
(homeworld of the Technarchy)
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Unknown
Society: Now led by Ultron
Technology Level: Unknown
Spaceflight Level: Unknown
Height: Various
Eyes: White
Skin: Metallic grey
Hair: None
Phalanx Soldier
F A S E R I P Equip its machine selves with up to
Ex Ex Rm In Ex Gd Gd
Health: 110 Karma: 40
Racial Powers:
Shape-Changing: The typical Phalanx
Soldier has a techno-organic body,
which is a mutable form, allowing them
the following power stunts:
Increase his size from 2 feet to 200
feet.
Reshape into functioning machines
up to Mn level.
Equip its machine selves with an
arm cannon that does up to In
Energy or Force.
Mn ability to assume organic
appearance, Am ability mimicking
specific humans.
Create sensors
Body Armor: Ex, If he receives more
than 40 damage from a single attack, a
member of the Phalanx loses control
over his form, taking on a splattered
look.
Conversion: Able to regain lost health
by converting living, organic objects to
a crystalline matrix. They gain health
equal to the targets health or material
strength. They do this with Mn ability
and the target can attempt an
Endurance FEAT to avoid. The
Phalanx must make flesh to flesh
contact for this power to work.
Self-Sustenance: Doesn't need to eat,
sleep or breatheImmune to the effects
of vacuum.
Equipment: Sword: In material, In
Edge
Talents: Guns, Swordsmanship
Phalanx Scientist
F A S E R I P Phalanx Sentry
Gd Ex Rm In In Ex Gd
Health: 100 Karma: 70
Racial Powers:
Shape-Changing: The typical Phalanx
Soldier has a techno-organic body,
which is a mutable form, allowing them
the following power stunts:
Reshape into functioning machines
up to Mn level.
In Energy or Force rays.
Mn ability to assume organic
appearance, Am ability mimicking
specific humans.
Create sensors.
Body Armor: Ex, If he receives more
than 40 damage from a single attack, a
member of the Phalanx loses control
over his form, taking on a splatered
look.
Conversion: Able to regain lost health
by converting living, organic objects to
a crystalline matrix. They gain health
equal to the targets health or material
strength. They do this with Mn ability
and the target can attempt an
Endurance FEAT to avoid. The
Phalanx must make flesh to flesh
contact for this power to work.
Self-Sustenance: Doesn't need to eat,
sleep or breathe; Immune to the
effects of vacuum.
Extra Arms: Phalanx Scientists have
two sets of arms, which allows them to
make 2 extra attacks in a round
Talents: Genetics, Biology,
Engineering
51
F A S E R I P
Ex Rm Rm In Rm Ex Ex
Health: 120 Karma: 70
Racial Powers:
Body Armor: Ex protection vs. Physical
and Energy
Calculations: Mn ability to calculate
probabilities, to weigh the importance
of one emergency against another.
Sensors: Mn ability to detect life,
radiation, etc.
Flight: Ex airspeed
Total Recall: Mn
Tendrils: Am material, The Seers have
several tendrils coming from their
bodies. The tendrils are made of Rm
material.
-Multiple Attacks: Able to make up to
six multiple attacks on a successful
Fighting FEAT.
-Can engage in blunt attacks,
wrestling, or a combination of these
attack forms.
-He may attack non-adjacent foes
up to 1 area away.
-A single tentacle has Rm Strength.
-Multiple tentacles used to attack
have Am Strength.
-Multiple attacks are resolved on a
single die roll, but are at +1cs for
each arm used.
-Tendrils can do In Edge
Talents: Repair/Tinker, Engineering
Representatives: Harvest, Vokech
Attitude toward Earth: Hostile
Notes: The Phalanx are techno-
organic beings, whose nervous
systems are composed of organic
circuitry. Their body's are structured
like machinery and the entire race has
a single collective consciousness.
They infect people with the transmode
virus which converts them into the
Phalanx collective. This evil race was
born when scientists experimented on
the remains of the New Mutant
Warlock, who is a member of the
Technarchy, a society of techno-
organic beings. Technarchs feed by
using the transmode virus to convert
organic life forms into Phalanx and
then draining their life away.
On another planet, a set of
Phalanx absorbed their base race and
set out into their galaxy after a
Technarch failed to respond to their
Babel Spire in time. They infiltrated the
Shi'ar Empire as the "Pure," killing tens
of thousands before the X-Men fought
them on the Shi'ar throneworld and
separated the transmode virus from its
hosts, killing most of the Phalanx.
Later, after the Annihilation wave, they
attempted to take advantage of the
destruction left in the wake. During
this time, they accepted Ultron as their
leader.
Led by Ultron, the Phalanx
conquered the weakened Kree
Empire. Using the Galadorian
Spaceknights whom were brought to
the Kree homeworld of Hala by Star-
Lord and were already controlled by
the Phalanx, they took over Hala.
Within hours the rest of the empire had
been conquered, the majority of Hala's
population had been assimilated, and
an impenetrable energy barrier
encased the Kree Empire. The
Phalanx had evolved to recognize that
individuality was useful and therefore
permitted the existence of a minority of
assimilated victims to retain enough
independence to be unpredictable and
therefore more effective (the
"Selects"). In the Kree homeworld, the
inhabitants were either used as labor
to keep the systems running or they
were "processed". In which those
whom had special talents or abilities
became "Selects", and the rest were
turned into fuel for the Babel Spire by
disassembling them at the molecular
level. Star-Lord discovered that the
Phalanx were going to assimilate the
rest via use of an airborne techno-
virus.
52
The fleets of several interstellar
powers (Spartoi, Rigellians, Badoon,
and Galadorians) as well as the Kree
fleet remnants attempted to break
through the energy barrier without
success. War between the expanding
Phalanx and the Annihilation Wave
erupted where their territories met.
Several super-powered alien
champions (e.g. Super-Skrull and
Ronan the Accuser) broke free of
Phalanx control and joined the
resistance forces. Nova brought two
members of the Technarchy (one of
them Warlock) and penetrated the
barrier. The heroes battled Ultron who
had used 15,000 Kree Sentries sent to
Hala by Ronan to attack the Phalanx,
to create a colossal robotic body.
Quasar delivered the mortal blow and
destroyed Ultron, ending the Phalanx
rule over the Kree Empire.
53
Phantoms
Homeworld/ Star System: Phantus/
Philbo I
Habitat: Temperate, with 75% surface
water
Gravity: 96% Earth standard
Atmosphere: 76% nitrogen, 22%
oxygen
Estimated Population: 2.8 billion
Society: Militaristic
Technology Level: Advanced in the
fields of weaponry, time travel, and
interdimensional travel.
Spaceflight Level: STL
Height: 6'
Eyes: Various
Skin: Pink
Hair: Black
F A S E R I P Health: 170
Pr Ty Gd Ty Rm Ty Ty
Health: 26 Karma: 42
Racial Powers:
A Space Phantom can assume the
form of objects or people, temporarily
sending them into limbo until he
resumes his natural form or that of
another object or person. Assuming
the form of certain powerful creatures
can result in the Space Phantom being
forced back into limbo instead. While
in the form of another creature, the
Space Phantom gains all the abilities
of that person.
Representatives: "The Space
Phantom"
Attitude toward Earth: Neutral
Notes: Phantus is the only planet in its
system. Consequently the energy most
races spend on spaceflight was spent
on developing time travel instead.
Time travel was used as a tactic in
several of their civil wars; this created
so many divergent timelines that
Phantus partially slipped into Limbo.
During this period the world was used
as a nexus into other dimensions.
Individual Phantoms are bellicose,
self-centered, and deceitful.
Poppupians
Homeworld/ Star System: Poppup/
Poppupoo XV (destroyed)
Habitat: Unknown
Gravity: Same as Earth
Atmosphere: Same as Earth
Estimated Population: 4,864 plus
one adopted Skrull
Society: Benign anarchy
Technology Level: Minimal
Spaceflight Level: Personal FTL
Flight
Height: 6'
Eyes: Various
Skin: Light green
Hair: None
F A S E R I P
Rm Rm Gd Un Ty Ty Rm
Karma: 42
Racial Powers:
Shapechange: Shift-Z power has these
related effects:
* Asexual Reproduction
* Flight at Class 3000 speed (near-
lightspeed)
* Invulnerability: UnEarthly resistance
to physical attacks and dangerous
environments.
* Power Duplication of any imitated
form's innate powers.
* Self Sustenance for several months.
Representatives: The Impossible
Man, The Impossible Woman, and the
Impossible Kids
Attitude toward Earth: Playground
Notes: The Poppupians evolved their
powers to survive their world's myriad
monsters. They also developed a
group mind which is one reason they
never use personal names. Only The
Impossible Man had an independent
mind.
The Poppupians recently offered
their world to Galactus as a meal.
Unbeknownst to him, the Poppupians
merged their collective
lifeforce into The Impossible Man's
body. When Galactus devoured a
world full of mindless husks, he almost
died from terminal indigestion.
The Impossible Man roamed the
cosmos alone for a while until, out of
boredom, he divided into male and
female forms. A short while later, the
pair further divided into 2,431 sons and
2,431 daughters. On a recent trip to
Earth, the Impossible Woman adopted
the stranded and lonely Samuel J.
Skrull.
54
Procyonites
Homeworld/ Star System: Perratin/
Procyon II
Habitat: Arid over much of the surface
with 64% covered by water
Gravity: 140% Earth standard
Atmosphere: 74% nitrogen, 18%
oxygen
Estimated Population: 3.4 billion
Society: Large tribal nations
Technology Level: Primitive
Spaceflight Level: none

Height: 6'5"
Eyes: White
Skin: Green
Hair: None

F A S E R I P
Ex Pr Ex Ex Pr Pr Fe
Health: 64 Karma: 10
Racial Powers:
Armor Skin: Permanent rigid plates.
The thick scaly plated hides give them
Ty protection against both energy and
physical attacks. The armor-plated
back shells of the Procynites give them
Ex protection against rear energy and
physical attacks
Natural Weaponry: The spikes along
the shell are of Gd material strength
and can do Pr edged damage. A
Procyonite can use its tail as a spiked
club by swinging it at an opponent in
combat. The tail does Rm blunt
damage while the spikes on the tail
can pierce up to Gd material and do Pr
edged damage. Their claws can rend
up to Gd material and also do Pr
edged damage.

Representatives: Tork
Attitude toward Earth: Ignorant of
Earth's existence
Notes: The Procyonites are a primitive
race of fierce, independent beings.
Some Procyonites act as mercenaries
in the service of star travelers. Tork,
for example, was a minion of Korvac.

55
Quists Quons They mate for life. Quons encountered
Homeworld/ Star System: Homeworld/ Star System: Quon/ Earth when a couple set down for
Quistalium/ Quistraa II Byjax III emergency repairs and were mistaken
Habitat: Unknown Habitat: 85% covered with water for sea monsters. The Fantastic Four,
Gravity: Unknown Gravity: 150% Earth standard coincidentally on vacation at Lost
Atmosphere: Unknown Atmosphere: 73% Nitrogen, 24% Lagoon, discovered the true nature of
Estimated Population: 950,000 Oxygen the Quons. They helped the repair the
Society: Dictatorships Estimated Population: 4.3 billion ship and also assisted a month later
Technology Level: Superior to Earth, Society: Aquatic-based socialist when the Quons returned in search of
especially in the field of exotic society medical supplies.
weaponry Technology Level: Advanced
Spaceflight Level: FTL biochemical sciences
Spaceflight Level: FTL
Height: 6'5"
Eyes: White Height: 6'4"
Skin: Pink Eyes: White
Hair: None Skin: Brown, Green
Hair: None
F A S E R I P
Ty Ty Ty Ty Gd Ex Ty F A S E R I P
Health: 24 Karma: 36 Ex Ex Ex Gd Ex Pr Ty
Racial Powers: none Health: 70 Karma: 30
Racial Powers:
Representatives: Lucifer, Supreme Waterbreathing: Amphibious ability to
One, Dominus, Queen Kalthea breathe water or air.
Attitude toward Earth: Would-be Water Freedom: Complete ease of
conquest movement through water.
Notes: Quists sent agents to covertly Armor Skin: Ex
conquer other worlds. Lucifer was sent
to Earth decades ago. His actions Representatives: "The Monster from
were detected by Professor X who the Lost Lagoon" and his mate
later sent the original X-Men to defeat Attitude toward Earth: Exotic
him. Dominus was Lucifer's equally Getaway
unsuccessful replacement. Notes: The Quons are a reclusive race
who rarely interacts with other races.

56
Reptoids Rhunians
Homeworld/ Star System: Tayp / Homeworld/ Star System: Rhun,
Kormuk II Vulliger Star system, first from sun
Habitat: 76% covered by water with a Habitat: 76% covered by water in a
temperate climate over much of the temperate climate
planet, but with small polar ice caps Gravity: 320% Earth standard
Gravity: 120% Earth standard Atmosphere: 60% nitrogen, 30%
Atmosphere: 74% nitrogen, 23% oxygen
oxygen Estimated population: 2.8 billion
Estimated Population: Tayp/ Kormuk
II Height: 300'
Society: 3.5 billion Eyes: White
Technology Level: Tribal Skin: Pink
Spaceflight Level: None Hair: None

Height: 6' upright, 12' length F A S E R I P

Eyes: White Gd Pr Un Mn Rm Gd Am
Skin: Green Health: 189 Karma: 90
Hair: None Racial Powers:
Rhunians psionically radiate anti-
F A S E R I P gravitons to resist the tremendous pull
Rm Gd Rm Rm Pr Pr Pr of gravity on their bodies
Health: 100 Karma: 12
Racial Powers: Prehensile Tails do Ex Representatives: Kragonn (High
damage when used to attack. Lord), Dracus
Attitude toward Earth: willing to
Representatives: Teju destroy for its planets' and suns'
Attitude toward Earth: Ignorant of energy
Earth Note: Rhun is one of the so-called
Notes: Reptoids gather in primitive "Black Stars," five planets equidistant
hunter-gatherer tribes. Some Reptoids from their sun. Rhunian technology
serve off-planet as mercenaries. Teju, created immense space warps through
for example, was a minion of Korvac. which the entire system moved from
one galaxy to another. Although it was
once within the Milky Way galaxy, its
present location is unknown. They are
egocentric, shunning contact with alien
races, and willing to destroy such
races for
their
planets' and
suns'
energy.
They have
Interstellar
ships with
warp drive,
although
principally
used
Rhunian
androids
called Sub-
worlders.

57
58
Rigellians
Homeworld/ Star System: Rigel III
(destroyed)
Habitat: 77% covered by water in a
temperate climate
Gravity: 92% Earth standard
Atmosphere: 76% nitrogen, 22%
oxygen
Estimated Population: 9 million
Society: Technocratic Interstellar
Empire
Technology Level: Advanced,
especially in Robotics and planet-
moving systems
Spaceflight Level: FTL, planet-
moving tractor beams

Height: 4'
Eyes: Black
Skin: Pale yellow
Hair: None

F A S E R I P
Ty Ty Ty Rm In Ty Ty
(Rm)
Health: 48 (72) Karma: 52
Racial Powers:
Mind Control (Rm)
Density Increase: They can
temporarily triple their mass and gain
these effects:
* Hyperstrength (Rm)
* Invulnerability (Rm)
Representatives: Tana Nile, Grand
Commisioner of Rigel, Irana Rael, Pyo,
Pa, Zygo, Nelet, Mari Arcturus, Jukka,
Gunthar, Cordon, Sub-Commissioner
Ronhon
Attitude toward Earth: Hands off
Notes: The Colonizers of Rigel are a
highly developed race who has
created an empire spread across
several galaxies.
Although individuals are peaceful,
the race is imperialistic
chauvinistic. They dislike living in close
proximity each other and thus seek
new worlds as personal dominions.
Unfortunately the Rigellians tend to
ignore the fact that many of their newly
chosen worlds are already inhabited.
Colonizer Tana Nile once claimed
Earth but her claim was contested by
Thor. After Thor defeated Ego the
Living Planet, the Grand
Commissioner of Rigel voided her
claim and, more importantly, exempted
all humanoid-inhabited worlds from
future Rigellian colonization.
Using their advanced robotic
technology, the Rigellians created the
Recorders to gather information and
the Indestructibles to act as warriors.
Height: 6'
Eyes: White
Skin: Metallic green
Hair: None
F A S E R I P
Recorders: Ty Ex Rm Am Am In Ty
The Rigellian Recorders are a type of Health: 106 Karma: N/A
sentient robots created by the Powers:
Rigellians, with the purpose to explore Robotic Entity: The Recorders are a
new territory and report back to the race of robotic life-forms that are
Rigellians. Recorders are also used by generally used as scouts to explore
various cosmic entities such as new territory and report back to the
Recorder 211, that lived at Uatu the Rigellians. This gives them the
Watcher's home at the Blue Area of following power stunts:
the Moon ; he recorded the events of
and Body Armor: Rm protection vs.
the death of the X-Man; Jean Grey, Physical and Energy
whilst possessed by the Phoenix
Immune to Disease and Toxin:
Force. CL1000
Recorders also have a certain
Self-Sustenance: Doesn't need to
amount of legal authority among the eat, sleep or breathe
Rigellians. When renegade
Total Recall: Un ability to record
commander Arcturus split his ships
data
away from the main fleet, a Recorder
Enhanced Hearing: Mn hearing
Observer YJ-18, tracked him and his
followers down and had Arcturus Enhanced Vision: Mn
arrested for several violations of Omni-Lingual: Un ability to
Rigellian law. translate and understand alien
Recorders speak by declaring the languages
type of sentence it will be using; i.e.
“Interrogative: What are you doing?” Talents: History, Repair/Tinkering
Contacts: Rigellians

59
The Indestructible R'Malk'I
The Indestructible is a type of sentient Homeworld/ Star System: R'Malk'z/
robot(s) created by the Rigellians, with C'lehr'ee IV
the purpose to defend the RIgellian Habitat: Unknown
system from intruders. Gravity: Unknown
Atmosphere: Unknown
Height: 6' Estimated Population: 3.6 billion
Eyes: White Society: Corporations
Skin: Metallic green Technology Level: Advanced
Hair: None Spaceflight Level: FTL

F A S E R I P Height: 6'8"
Ex Ex Mn Un Ty Ty Ty Eyes: White
Health: 215 Karma: 18 Skin: Green
Powers: Hair: None
Body Armor (Am)
Immobilizer Beam (Mn Energy F A S E R I P
damage) Fe Pr Pr In Gd Ty Ex
Flight (CL 5000) Health: 50 Karma: 36
Racial Powers:
Photosynthesis
Telepathy (Gd)

Representatives: Marr Garr,

Interplaneteur Inc.
Attitude toward Earth: Potential
Market
Notes: The R'Malk'i are one of the few
vegetable races to develop starflight.
They operate large interstellar
corporations, among them the well-
known Interplaneteur Inc. Inter-
planeteur Inc., is the most powerful
corporation on R'Makl'z, the home-
world of the R'Malk'I. Apparently, I-Inc.
has extensive holdings and operations
throughout known space. They
employ members of the Mandos race
from the Andromeda Galaxy and
loaned money to a humanoid to buy a
space cruiser. If Marr Garr is any
indication, I-Inc. is an unscrupulous
corporation interested only in making
money. He showed no concern for the
welfare of an old man whose space
cruiser he repossessed.

60
Roclites R'Zahnians
Homeworld/ Star System: Rocklon/ Homeworld/ Star System: R'zahn/
Tarl V Lahj'kk II
Habitat: Unknown Habitat: Unknown
Gravity: Unknown Gravity: Unknown
Atmosphere: Unknown Atmosphere: Unknown
Estimated Population: 5.7 billion Estimated Population: 3.3 billion
Society: Tribal Society: Planetwide monarchy
Technology Level: Primitive Technology Level: Moderately
Spaceflight Level: None advanced
Spaceflight Level: FTL/ warp
Average Height: 8'
Eyes: White Average Height: 5'10"
Skin: Green Eyes: White
Hair: None Skin: Green
Hair: None
F A S E R I P
Rm Gd In In Pr Pr Fe F A S E R I P
Health: 120 Karma: 10 Ty Ty Gd Rm Rm Ex Gd
Racial Powers: none Health: 52 Karma: 60
Racial Powers: none
Representatives: Borgia, the Blood
Brothers Representatives: Zamu
Attitude toward Earth: Ignorant of Attitude toward Earth: Intended
Earth's existence conquest
Notes: Roclites gather in small hunting Notes: The R'zahnians seek to expand
tribes. Some have ventured offworld their empire by the skillful subversion
as mercenaries in the service of of other races. Zamu was sent to Earth
space-farers. The Blood Brothers where he was defeated by Dr. Druid in
served Thanos, who enhanced their one of that hero's earliest exploits.
strength by developing a psionic bond
between them.

61
Sagittarians
Origin Galaxy: Milky Way
Homeworld/ Star System: Berhert/
Rempit III
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: 4.5 billion
Society: Semi-militaristic Empire
Technology Level: Advanced,
especially in psionics, force fields,
medicine, communications, and
interdimensional travel.
Spaceflight Level: FTL/ A-warp
Sarks
Origin Galaxy: Milky Way
Homeworld/ Star System: Sarka/
Tilnast III
Habitat: 74% of surface covered by
water, with a semi-temperate climate
Gravity: 110% Earth standard
Atmosphere: 73% nitrogen, 22%
oxygen
Estimated Population: 4.3 billion
Society: Monarchies
Technology Level: Moderately ahead
of Earth
Spaceflight Level: FTL/ warp

Average Height: 6'2" Height: 6’1”

Eyes: White Eyes: dark
Skin: Green Skin: light blue
Hair: None Hair: black

F A S E R I P F A S E R I P
Gd Ty Gd Ex Ex Gd Ty Ex Gd Ex Rm Ex Ty Ty
Health: 46 Karma: 36 Health: 80 Karma: 32
Racial Powers: none Racial Powers: none

Representatives: Empress Daydra, Representatives: Autolycus

the Warlord Supreme (deceased)
Attitude toward Earth: Neutral
Notes: The Sagittarians are a
courageous and freedom-loving
people. Females of the race resemble
human women but the men have a fin
atop their heads instead of hair and
the ears are concealed beneath the
epidermis.
(deceased), Egeus, Levan
Attitude toward Earth: Neutral
Notes: The Sarks' militaristic and
religious fanaticism make them ideal
warriors for religious empires. They
are among the highest officials of the
Universal Church of Truth (now in
disarray following the death of its
founder/messiah Adam Warlock/
Magus). Autolycus was captain of the
starship Great Divide. Levan was a
member of Nebula's crew.

62
Saurids Sirians
Homeworld/ Star System: Timor Homeworld/ Star System: Sirius III
(Varanus IV), Varanus, fourth from (destroyed) and IV
sun. Habitat: Unknown
Habitat: 85% of surface covered by Gravity: Unknown
water with temperate to tropical Atmosphere: Unknown
climate and large island chains Estimated Population: 75 million
Gravity: 200% Earth standard Society: Dictatorship controlled by
Atmosphere: 75% nitrogen, 24% Quists
oxygen Technology Level: Superior to
Estimated Population: 4 billion Earth, especially in robotics
Society: Council of philosopher- Spaceflight Level: FTL
scientists with little real authority
Technology Level: Moderately Height: 5’9”
advanced Eyes: various
Spaceflight Level: Equal to Shi’ar Skin: pink
Hair: various
Height: 9’
Eyes: Black surrounded by red F A S E R I P
Skin: Green scales Ty Ty Ty Ty Gd Ty Ty
Hair: None Health: 24 Karma: 22
Racial Powers: none
F A S E R I P
Rm Gd In Ex Rm Gd Ex Representatives: Ixar
Health: 100 Karma: 60 Attitude toward Earth: Neutral
Racial Powers: Saurids are Notes: The Sirians were natives of
amphibious, having both lungs and Sirius III and later colonized Sirius IV.
gills. They are capable of surviving the The homeworld Sirius III was
pressures of the ocean bottom and are destroyed during a war with an
exceedingly strong unrevealed alien race. Sirius IV was
conquered by the Quists. Ixar, the only
Representatives: Ch'od of the Sirian to escape these disasters, fled
Starjammers to Earth with the idea of conquering it
Attitude toward Earth: neutral for himself. He and his android
Notes: Saurid society is scattered both warriors (the Ultroids) were defeated
on land and in the world ocean. by the Avengers and forced to retreat
Technological centers tend to be on back into deep space.
land. Individuals are contemplative
philosophers but also formidable
warriors. Saurids act as mercenaries
for the Shi'ar but also serve rebellious
forces if the cause is just.

63
Siris Sirusites
Homeworld/ Star System: Yormot/ Homeworld/ Star System: Sirus X/
Sirius II Al'Ma'an X
Habitat: 81% of surface covered by Habitat: Unknown
water with a tropical climate Gravity: Unknown
Gravity: 140% Earth standard Atmosphere: Unknown
Atmosphere: 64% nitrogen, 21% Estimated Population: 45 billion
oxygen, 12% methane Society: Theocracy
Estimated Population: 3.6 billion Technology Level: Earth equivalent
Society: Planetwide technocracy Spaceflight Level: none
Technology Level: Moderately
advanced Height: 5'11"
Spaceflight Level: warp driven Eyes: various
starships Skin: pink
Hair: various
Height: 6' (torso only)
Eyes: various F A S E R I P
Skin: Light green Ty Ty Ty Ty Ty Ty Ty
Hair: None Health: 24 Karma: 18
Racial Powers: None
F A S E R I P
Gd Fe Pr Ex Ex Pr Ty Representatives: Matriarch
Health: 36 Karma: 30 (deceased)
Racial Powers: none Attitude Toward Earth: Neutral
Notes: Sirus X was the holy planet of
Representatives: "Mutant Master" the galaxy-wide Universal Church of
(deceased) Truth (now in disarray following the
Attitude Toward Earth: Neutral death of its founder/messiah Adam
Notes: The Siris are an octopoid race Warlock/Magus). The Matriarch was
who shared the Sirius system with the designated as the holiest of holy
humanoid Sirians. The Siris are women, although in truth she was
ruthless, imperialistic, and simply a clever prostitute who had
contemptuous of all humanoid races. slept her way to the top.
Their agent, The Mutant Master,
infiltrated Earth but was defeated by
the X-Men. Siris can disguise
themselves as mutant humanoids to
assist their covert activities.

64
Sligs Sm’G
gani
Homeworld/ Star System: Ankara/ Homeworld/ Star System: M'ggani/
Ryneb VI T'letio V
Habitat: 75% of surface covered by Habitat: 67% of surface covered by
water with a mostly temperate climate water in a semi-arid environment, The
Gravity: 120% Earth standard planet is depleted of fertile soil and
Atmosphere: 74% nitrogen, 21% food is grown using artificially
oxygen produced chemicals and nutrients
Estimated Population: 4.2 billion Gravity: 220% Earth standard
Society: Republics Atmosphere: 74% nitrogen, 23%
Technology Level: Advanced warp oxygen
driven starships, energy blasters, Estimated Population: 5.1 billion
translators Society: Republics
Spaceflight Level: FTL/ warp Technology Level: Moderately
advanced in starship and teleportation
Average Length: 6' technologies but weak in chemistry.
Eyes: Black Spaceflight Level: FTL
Skin: Brown
Hair: None Average Height: 7'2"
Eyes: Black
F A S E R I P Skin: Brown
Pr Pr Gd Ex Gd Gd Ex Hair: None
Health: 38 Karma: 40
Racial Powers: F A S E R I P
Levitation (Ty) Gd Ty Rm Gd Ex Ty Ty
Telepathy (Ty) Health: 32 Karma: 42
Racial Powers:
Representatives: Grogarr (deceased), Suction cups on the ends of the hands
Krogg (deceased) and feet have Good holding power.
Attitude Toward Earth: Ignorant of Phasing: some have Excellent rank.
Earth's existence
Notes: Little is known about the Sligs. Representatives: none
The Fantastic Four encountered a Slig Attitude Toward Earth: Neutral
prison ship in deep space. Slig Notes: The S'mggani are in the midst
corpses rapidly shrivel after death. of a long planetwide famine. They
have sent agents to other worlds in
search of the means of dealing with
the crisis. One of their agents
examined the Hulk in the misguided
notion that the Hulk's green coloration
was indicative of photosynthesis.

65
Sneepers Solons
Homeworld/ Star System: Sneep/ Homeworld/ Star System: Solon/
Snuup IV Norden IV
Habitat: 68% of surface is covered by Habitat: 76% of surface by water, and
water with an arid climate mostly temperate
Gravity: 95% Earth standard Gravity: 94% Earth standard
Atmosphere: 70% nitrogen, 30% Atmosphere: 80% nitrogen, 15%
oxygen oxygen
Estimated Population: 4.1 billion Estimated Population: 3.9 billion
Society: Totalitarian dictatorship Society: Planetwide democracy
Technology Level: Earth equivalent Technology Level: Moderately
but lacking nuclear power advanced
Spaceflight Level: STL/ warp Spaceflight Level: FTL

Height: 5'8" Height: 9'

Eyes: Yellow Eyes: Blue
Skin: Green Skin: Blue
Hair: Black Hair: None

F A S E R I P F
Ty Ty Ty Gd Gd Ty Fe
Health: 28 Karma: 18
Racial Powers: none
Representatives: none
Attitude Toward Earth: Future
conquest
Notes: The Sneepers live in a
totalitarian empire spread across a few
worlds in adjoining systems. The have
the grand dream, of eventually
spreading across the galaxy. They do
not yet realize their small empire is
heavily outclassed (and out-gunned)
by most of the galaxy's other
starspanning cultures.
A S E R I P
Ty Ty Ex Gd Gd Gd Fe
Health: 42 Karma: 22
Racial Powers: Individuals may
develop one or more Psionic powers of
Excellent rank.
Telepathy: all Solons have Good rank
for communication.
Self Duplication: they permanently
fission into two beings as a means of
asexual reproduction.
Racial Weakness: High oxygen
content (>10%) makes Solons
intoxicated.
Representatives: Solon Stabilizer
a.k.a. Spinerette
Attitude Toward Earth: Friendly
curiousity but watch out for the
hangover!
Notes: Solons gave up sexual
reproductioin ages ago in favor of
genetic stability through self-cloning.
As a rule they are friendly, inquisitive,
and very honest. When suffering
oxygen intoxication, they can become
increasingly confused and belligerent,
but rapidly sober up when the oxygen
content decreases below 9%. Solon
starships roam the galaxy seeking out
new knowledge. Individual crew-
members possess specific psionic
powers designed to aid their duties
aboard
ship.

66
Sssth Stenth
Homeworld/ Star System: Sszardil/ Homeworld/ Star System: Stent/
Sslirteep II Duggil V
Habitat: 77% of surface covered by Habitat: Once temperate, now arid
water with a mostly semi-tropical to with fresh water mostly underground
tropical climate Gravity: 130% Earth standard
Gravity: 130% Earth standard Atmosphere: 12% oxygen
Atmosphere: 74% nitrogen, 22% Estimated Population: 100 million
oxygen Society: Oligarchies
Estimated Population: unknown Technology Level: Advanced in
Society: Dictatorships genetics and mobile habitats
Technology Level: Moderately Spaceflight Level: STL
advanced
Spaceflight Level: STL/ A-warp Height: 5'10"
Eyes: Various
Height: 8' Skin: Yellow
Eyes: Red Hair: None
Skin: Green
Hair: None F A S E R I P
Ty Ty Gd Gd Ty Ty Pr
F A S E R I P Health: 32 Karma: 16
Ex Ty Ex Gd Gd Pr Pr Racial Powers: none
Health: 56 Karma: 18
Racial Powers: none Representatives: Shreel (deceased),
Shribe, Skorn, Warkan (deceased)
Representatives: Sssthgar (literally Attitude Toward Earth: Ignorant of
"ruler of the Sssth") Earth's existence
Attitude Toward Earth: Hostile Notes: Stenth are obstinate and
Notes: The Sssth ar a treacherous, fatalistic. Because of environmental
tyrannical race whose starships are degradation they now live in beetle-like
their only real achievement. They cities that constantly move in search of
joined the Vrellnexians in a pact to water sources. Each mobile city
enslave other worlds. They used the houses 7-million Stenth under the rule
conquered world known as "Golden of the City-keepers.
Star" as a base. That alliance was
shattered by Thor, the Asgardians, and
the natives of the Golden Star.

67
Stonians Taurians
Homeworld/ Star System: Stonus I, Homeworld/ Star System: Tuar
II, III, IV, and V (destroyed)/ Jenzen starsystem
Habitat: They reduce planets they live Habitat: Destroyed
on to wastelands through war Gravity: Destroyed
Gravity: 140% Earth standard Atmosphere: Destroyed
Atmosphere: 19% oxygen Estimated Population: 200,000 post-
Estimated Population: 350 million destruction of Taur
Society: Monarchy Society: Democratic republics
Technology Level: Superior to Earth (original)
Spaceflight Level: Interstellar Technology Level: Slightly superior to
teleportation Earth
Spaceflight Level: STL
Height: 6'
Eyes: Various Height: 7'
Skin: Green, yellow, orange, brown, or Eyes: White
gray Skin: Orange
Hair: None Hair: None

F A S E R I P F A S E R I P
Gd Ty Rm In Ex Ty Rm Rm Ty Mn Un Pr Fe Fe
Health: 86 Karma: 56 Health: 211 Karma: 8
Racial Powers: Racial Powers:
Abnormal Biochemistry: Silicon-based Invulnerability (Rm)
Invulnerability (Ex)
Winged Flight (Gd) Representatives: Kehl
Giantism: rare individuals may reach Attitude Toward Earth: Ignorant of
30'-220' in height, with a proportional Earth
increase in their Primary Abilities. Notes: Taurans evolved on a heavy-
gravity world that was later consumed
Representatives: Gorgolla by Galactus. Survivors escaped on
(deceased), Granitor (deceased), starships that replicate Tuar's high
Magnar, Crustor, Ambassador gravity. Because of this, visitors of less
Basaltar than Excellent Strength are effectively
Attitude Toward Earth: Benign or immobilized during their visit. Taurans
Intended Conquest, depending on the are melancholic over the loss of their
faction asked. homeworld. Some may become
Notes: Stonians are divided into two belligerent and serve as mercenaries.
warring factions. One faction For example, Kehl served Nebula.
attempted to conquer Earth but was
defeated by It the Living Colossus and
Fin Fang Foom.

68
Technarcy causes such as old age or disease.
Homeworld/ Star System: Kvch, star When the infants come of age, they
sytem unknown, 1st and only planet must each face their parent in single
Habitat: Uninhabitable combat in order to prove their right to
Gravity: 100% Earth standard live. The strong either destroy their
Atmosphere: Uninhabitable parent or flee the battle and continue
Estimated Population: Unknown to live until such time as their parent
Society: social technological locates them and forces them to fight.
monarchy (the most technologically Despite their awesome powers,
advanced member rules) Technarchs are vulnerable to strong
Technology Level: Superior level electromagnetic attacks (such as by
compared to Earth Magneto). They can also be
Spaceflight Level: Full extent is momentarily startled or distracted by
unrevealed mental attacks such as those used by
Moonstar and Karma, but they quickly
Height: Variable see through the deception or
Eyes: Variable overpower the attacker by sheer force
Skin: Typically black and yellow of will.
Hair: None

F A S E R I P
Ex In Rm Am Gd Ex Ex
Health: 140 Karma: 50

Racial Powers:
Technarchs are able to develop the
following powers; More could be
possible:
Body Resistance, Ability Enhance-
ment, Flight, Force Bolts, Life Support,
Protective Cocoon, Self-Revival,
Dimensional Transfer, Size alteration,
Mass Alteration.

Representatives: Warlock, Magus

Attitude Toward Earth: unknown
Notes: Their (apparently single) world
is very distant from Earth, and they are
considered extremely dangerous by
the few races that know of their
existance because of their treatment of
other beings. The Technarchy home-
world may be artificial or may be so
thoroughly infiltrated with T-O life that
it is indistinguishable from artificial.
Also liquid water is unknown or at least
uncommon there, and their world
either has no atmosphere or is very
hot or cold or dry. It is a planet in
which the most technologically
advanced member rules.
The differences between members of
the race seem to be mainly based on
power levels. Baby Technarchs are
produced on an advanced assembly
line, presumably using genetic code
donated by a "parent" and are raised in
a creche. The Technarchy may be
asexual, despite the way Magus and
Warlock are always inferred to be male
by humans. They grow in size and
strength throughout their lives, with
new abilities being gained along the
way as their power reserves increase.
It is not known if they can die of natural

69
70
Thuvrians
Homeworld/ Star System: Thuvria/
Lomyra III
Habitat: 76% of surface is covered by
water, mountainous, large forests, a
with temperate climate
Gravity: 92% Earth standard
Atmosphere: 74% nitrogen, 23%
oxygen
Estimated Population: 3.4 billion
Society: Monarchies (original)
Technology Level: Early industrial
Spaceflight Level: none
Height: 6'1"
Eyes: Variable
Skin: Typically pink or brown
Hair: None
F A S E R I P F
Ty Ty Ty Ty Ty Ty Ty
Health: 24 Karma: 18
Racial Powers: none
Representatives: Archon (deceased)
Attitude Toward Earth: Ignorant of
Earth's existence
Notes: Two hundred years ago, the
Thuvrians were a peaceful, naive
people living in a series of medieval
kingdoms. The Dire Wraiths gave
advanced technology to a single
kingdom, intending that kingdom to
conquer Thuvria on the Dire Wraiths'
behalf. Although the plot was stopped,
the Thuvrians' cultural serenity was
lost forever. The current culture's
status is unknown.
Tribbites (Toad Men)
Homeworld/ Star System: Kroke/
Ouin IV
Habitat: Unrevealed
Gravity: 130% Earth standard
Atmosphere: 73% Nitrogen, 23%
Oxygen
Estimated Population: 5.2 billion
Society: Interstellar empire ruled by
hereditary monarchy
Technology Level: Advanced,
especially in magnetism
Spaceflight Level: FTL/ warp
Height: 5'
Eyes: Variable
Skin: Typically orange
Hair: None
A S E R I P
Gd Ty Gd Gd Ty Pr Pr
Health: 36 Karma: 14
Racial Powers:
Tongue: The long sticky tongue can be
extended several feet. It can grab and
hold targets with Feeble Strength.
Representatives: King Torkon II,
Queen Fraja
Attitude Toward Earth: Would-be
conquest
Notes: The Tribbites are a decadent
reptilian race of thieves, pirates, and
slavers. They are dedicated to stealing
the technology of other worlds and
using that purloined technology to
expand the Tribbites' fledgling empire.
They once tried to raid Earth but fell
afoul of the Hulk.
71
Tsiln Ul'lula'ns
Homeworld/ Star System: Broi/ Homeworld/ Star System: Ul'lula/ Ul
Wyllys II II
Habitat: 78% of surface is covered in Habitat: 89% of surface is covered by
water, and mostly tropical water, mostly tropical, with minerals
Gravity: 120% Earth standard largely depleted
Atmosphere: 74% nitrogen, 25% Gravity: 84% Earth standard
oxygen Atmosphere: 67% nitrogen, 26%
Estimated Population: unknown oxygen
Society: unknown Estimated Population: 4.1
Technology Level: Highly advanced million
Spaceflight Level: FTL/ warp Society: High Tribunal of
Judges
Height: 300' Technology Level: Highly
Eyes: Variable advanced
Skin: Typically orange Spaceflight Level: FTL/ A-warp
Hair: None
Length: 10'
F A S E R I P Eyes: Variable
In Ty Mn Mn Ex Gd Gd Skin: Typically black and yellow
Health: 196 Karma: 40 Hair: None
Racial Powers:
Armor Skin (Rm) F A S E R I P
Prehensile tail: 150' tail possesses In Rm Ex In Rm Ex Mn
Incredible Strength Health: 130 Karma: 125
Telekinesis: Amazing power used Racial Powers:
instinctively to support their great Amphibious Breathing
weight. Dimension Travel (In)
Growth: ShX rank (300’ tall); +3CS to Kinetic Bolts (In)
hit Levitation (In)
Mind Control (Mn)
Representatives: Gog Shapechange (Mn)
Attitude Toward Earth: Neutral Telepathy (Mn)
Notes: Tsiln are born prematurely, Teleportation (Mn)
then transfered to mechanical wombs Time Travel (In)
where they complete gestation and
learn Tsiln language and culture. The Representatives: Nebulon
incubators are also be equipped with (deceased), Supernalia (deceased)
stardrives and used to transport the Attitude Toward Earth: Neutral
young to new worlds. Gog, a young Notes: Ul'lula'ns are a highly religious
male, and a female companion were aquatic race. They are pledged to not
sent to Earth where they landed in the interfere with other cultures.
Savage Land. The female soon died. Unfortunately, their formidable array of
Ka-zar and Spider-Man fought Gog powers tempts renegades like Nebulon
before they realized the giant invader to exploit less powerful races.
was an infant. Gog's current location
and status is unknown.

72
73
Vegans
Homeworld/ Star System: Vega
Superior/ Vega IV
Habitat: 76% of surface covered by
water, mostly semi-tropical
Gravity: 130% Earth standard
Atmosphere: 72% nitrogen, 23%
oxygen
Estimated Population: 5.3 billion
Society: Empire of planets through-
out Vega solar system governed by
the world-wide republic on Vega
Superior
Technology Level: Moderately ahead
of Earth
Spaceflight Level: STL/ warp
Height: 30'
Eyes: Variable
Skin: Typically pink or brown
Hair: Various
F A S E R I P Gd Ty Gd Ty Pr
Gd Pr Rm Ex Ty Ty Ty
Health: 64 Karma: 18
Racial Powers:
Telekinesis: Excellent power
channeled through the horns and used
to support the body's weight.
Representatives: Agent 7M a.k.a.
Colossus
Attitude Toward Earth: Would-be
conquest
Notes: The Vegans are a cowardly
race who use their formidable
appearance to cow other races into
submission. They only attack races
they judge to be weak, defenseless, or
gullible. Agent 7M attempted to trick
Earth into surrendering but he was
defeated when Henry Pym, then
operating as Ant-Man, discovered the
Vegan's weaknesses.
Vrellnexians
Homeworld/ Star System: Vrellnex/
Cetsin V
Habitat: 78% of surface is covered in
water, and mostly tropical
Gravity: 120% Earth standard
Atmosphere: 74% nitrogen, 25%
oxygen
Estimated Population: 6.4 billion
Society: Hivelike, dominated by
queens
Technology Level: Moderately ahead
of Earth
Spaceflight Level: FTL/ warp,
interdimensional travel
Height: 5'5"
Eyes: Variable
Skin: Typically pink or brown
Hair: None
F A S E R I P
Pr Fe
Health: 32 Karma: 10
Racial Powers: Vrellnexians have a
variety of body types, included several
different winged forms.
Representatives: none
Attitude Toward Earth: Possible
conquest or market
Notes: Vrellnexians have a rigid
insect-style society dominated by
queens. They are so commited to their
racial goals that personal concerns are
meaningless. Their main interaction
with other races revolves around the
slave trade. They once allied with the
Sssth in an ill-advised attempt to
enslave the Asgardians.
74
Xantarians Xantha
Homeworld/ Star System: Xantar/ Homeworld/ Star System: Xanth
Xantares II a.k.a. Planet X (destroyed)/ Jatskan
Habitat: 72% of surface is covered by (position unknown)
water in an arid, mountainous Current captal: New Xanth/ New
environment Jatskan I
Gravity: 280% Earth standard Habitat: 53% of surface is covered by
Atmosphere: 76% nitrogen, 23% water with a temperate mountainous
oxygen environment
Estimated Population: 3.4 billion Gravity: 96% Earth standard
Society: Monarchies Atmosphere: 76% nitrogen, 21%
Technology Level: Moderately ahead oxygen
of Earth Estimated Population: 5 billion
Spaceflight Level: STL/ warp Society: Worldwide technocratic
dictatorship
Height: 7'5” Technology Level: Slightly ahead of
Eyes: Green Earth
Skin: Red, scaly Spaceflight Level: STL/ warp
Hair: None
Height: 4'6" (original), 4" (current)
F A S E R I P Eyes: Various
Gd Gd In In Ty Pr Pr Skin: Yellow
Health: 100 Karma: 14 Hair: None
Racial Powers: Amphibious breathing,
swimming F A S E R I P
Pr Ty Pr Ty Gd Pr Ty
Representatives: Amphibion Health: 20 Karma: 20
Attitude Toward Earth: Ignorant of Racial Powers: none
Earth's existence
Notes: Xantarians are a warlike race Representatives: Kurrga
dedicated to plundering weaker Attitude Toward Earth: Friendly,
worlds. grateful
Notes: The Xantha are probably the
smallest intelligent race outside the
Microverse. When Xanth was about to
be destroyed, the Xanthan leader
Kurrgo kidnapped the Fantastic Four in
order to seek their aid. Since the
Xantha only had two starships, Reed
Richards devised an ingenious plan.
He modified Henry Pym's shrinking
gas in a way that permanently shrank
all the Xantha to 4" in height. This
enabled the entire population to be
loaded aboard a single starship and
transported to their new world. Reed
did not tell them the shrinkage was
permanent and that the "enlarging gas"
he gave them was a sham.
Although some Xanthans like
Kurrga resent the Fantastic Four's
deceit, the rest are grateful for their
assistance. Visitors are able to freely
communicate via mechanical devices
with the Xanthu but physical
interaction can be problematic.
Xanthans may try to hide their true
height from potentially hostile visitors.

75
Xeronians
Homeworld/ Star System: Xeron/
Aerim-Honj-Verserin II
Habitat: 71% of surface covered by
water in a semi-arid environment
Gravity: 120% Earth standard
Atmosphere: 74% nitrogen, 20%
oxygen
Estimated Population: 3.8 billion
Society: Planetwide democracy
Technology Level: Advanced
Spaceflight Level: Warp, Inter-stellar
teleportation
Height: 6’8”
Eyes: Various (5)
Skin: orange
Hair: white, orange
F A S E R I P Health: 24
Gd Ty Gd Gd Gd Ty Ty
Health: 36 Karma: 22
Racial Powers: none
Representatives: Randau a.k.a. The
Space Parasite
Attitude Toward Earth: Neutral
Notes: Although they have five eyes,
only two can be used at a time.
Xeronians have the latent ability to
develop superpowers after exposure to
radiation. For example, Randau
developed the power to drain others'
life energies into himself. Randau was
exiled to Earth where he was defeated
by the Hulk.
Xixix
Homeworld/ Star System: Xix
(destroyed), Xaravaran II
Habitat: Unrevealed
Gravity: Unrevealed
Atmosphere: Unrevealed
Estimated Population: 14,000
Society: Democratic republics
Technology Level: Superior to Earth,
especially in exotic weaponry
Spaceflight Level: FTL
Height: 5'9"
Eyes: Green
Skin: Red, scaly
Hair: None
F A S E R I P
Ty Ty Ty Ty Gd Ty Ty
Karma: 22
Racial Powers: none
Representatives: Xxan Xxar
Attitude Toward Earth: Hostile
Notes: When Galactus devoured Xix,
the survivors fled into space where
they eventually joined the Survivors'
Fleet. Xxan Xxar was among those
present when Reed Richards was
arrested for complicity to genocide by
his act of saving Galactus' life and thus
making possible the extermination of
the Skrull home-world and its
population.
76
77
Zenn-Lavians
Homeworld/ Star System: Zenn-La/
Deneb IV
Habitat: Unrevealed
Gravity: Unrevealed
Atmosphere: Unrevealed
Estimated Population: 500
Society: Utopia
Technology Level: Superior to Earth
Spaceflight Level: FTL

Height: 6'
Eyes: Various
Skin: Pink
Hair: Various; The Zenn-Lavian males
are welcomed in manhood with the
shaving of their heads.

F A S E R I P
Ty Ty Ty Gd Gd Ty Ty
Health: 28 Karma: 22
Racial Powers:
Longevity: the average lifespan
measures in the thousands of Earth
years.

Representatives: Shalla Bal, Norrin

Radd (a.k.a. The Siler Surfer), Jartran
Radd, Elmar Radd, Fennan Radd,
Zirros
Attitude Toward Earth: Friendly
Notes: Zenn-Lavians are humanoid
and appear to have no easily
discernible differences from terran
humans, its people varying in roughly
the same minor ethnological aspects
as the people of Earth. The people of
Zenn-La are extraordinarily long-lived,
however, and three human
generations can easily be born and die
off in the time it takes a native of Zenn-
La reaches his middle years. The
people of Zenn-La have used their
long lives to construct a virtual
paradise, an ancient civilization in an
eternal golden age. However, despite
their cultural and technological
achievements, the people of Zenn-La
have become complacent over the
centuries, and no longer desire to
explore, innovate, or broaden their
horizons. Such activity was by no
means discouraged, but it was
considered somewhat unnecessary.
This was not always the case, of
course. For ten-thousand centuries
Zenn-La was locked in a bloody Age of
Warfare. The scars of this period were
so deep that the people came to
renounce arms forever. What followed
was the hundred-century Golden Age
of Reason, an era of peace, prosperity,
and learning. One notable period
during this greater era was the Age of
Space Travel. Considered by Zenn-
La's more romantic citizens to be the
time of its greatest glory, Zenn-la
launched numerous space faring
vessels during this period. As the
ancient race stretched for the stars,
they brought with them colonies and
supposedly civilization to numerous
more primitive worlds. While many
planets fell under Zenn-La's dominion,
the citizenry eventually grew bored,
and retreated to their home world,
never to explore in any significant
sense again.
This is the world into which Norrin
Radd was born. Radd had always
been a peculiarity among his people,
being one of the rare few who was not
completely content to spend his many
years on his peaceful native planet.
When a hungry Galactus came to
Zenn-La seeking to feed off of it, the
natives realized for the first time they
had not faced a true threat in centuries
and had no modern concept on how to
fight such a foe. Unfortunately for
them, an automated weapon from the
Age of Warfare, the Weapon Supreme,
had detected Galactus' approach, and
fired upon him. The Weapon Supreme
drained energy from the planet itself,
turning the entire world into a gigantic
anti-matter weapon. The Great
Eastern Sea was vaporized, its coast
destroyed, and much of Zenn-La was
devastated by the backlash. Despite
the devastation, Galactus' approach
continued unabated.
Radd saw an opportunity to both
save his people and get the adventure
he craved. Radd offered to become
Galactus' herald, constantly seeking
out new worlds for him to devour if he
would spare Zenn-La and protect his
lover, Shalla-Bal (Zenn-La's empress).
Galactus agreed, and infused Radd
with the Power Cosmic, shaping him
according to his childhood dreams to
form him into the Silver Surfer.
Several decades later, Shalla-Bal
adopted the title of the "Keeper of the
Great Truth," and embarked in a
journey to use the Illuminatrix to
replace the culture of thousands of
worlds with Zenn-La's. When she
targeted the Earth, the Silver Surfer
tried to stop her. When she managed
to enthrall some of Earth's heroes and
made them fight the Surfer, Norrin saw
himself with less and less time to try to
revert the Illuminatrix's conversion. As
a last resort, the Surfer used all of his
Power Cosmic to destroy the
Illuminatrix, an action that caused all of
Zenn-La's culture to be earased from
the universe, including Zenn-La itself.

78
Zen-Whoberians Zundamites
Homeworld/ Star System: Zen- Homeworld/ Star System: Zundam/
Whoberi / Silican System Fakowi VIII
Habitat: Unrevealed Habitat: Unrevealed
Gravity: Unrevealed Gravity: Unrevealed
Atmosphere: Unrevealed Atmosphere: Unrevealed
Estimated Population: 3 billion Estimated Population: 59,640
Society: Democracy Society: unknown
Technology Level: Moderately Technology Level: Superior to Earth
advanced Spaceflight Level: FTL
Spaceflight Level: Unrevealed
Height: 11'8"
Height: 6' 4” Eyes: Red
Eyes: Various Skin: Pale Yellow
Skin: Green Hair: None
Hair: Various
F A S E R I P
F A S E R I P Pr Ty Ty Rm Ex Gd Gd
Ty Ty Ty Gd Gd Ty Ty Health: 46 Karma: 40
Health: 28 Karma: 22 Racial Powers:
Racial Powers: None. Environmental Adaptation (Un)

Representatives: Gamora Representatives: none

Attitude Toward Earth: Friendly
Notes: Little is known about the Zen-
Whoberians as they currently are.
However, the Titan Thanos once
traveld two decades into an alternate
future where the peace-loving race
was exterminated by the Universal
Church of Truth for refusing to convert
to their religious doctrines. Thanos
rescued the infant Gamora, the sole
survivor of her race in this alternate
timeline, and brought her back to his
native era, prior to the Zen-Whoberi
genocide.
Attitude Toward Earth: Friendly,
potential ally
Notes: Zundam was conquered and
depopulated by Terminus. He kept as
captive a single Zundamite scientist
who cliamed to know a world with
incredible riches, the Earth. In truth,
the scientist was simply luring
Terminus into a trap, hoping Earth's
superhumans would destroy Terminus
and thus avenge Zundam. The current
number and location of Zundamites is
unknown.

79
80
Zn'rx (Snarks) would indeed adopt this new form or
Homeworld/ Star System: Snark- government, though Jack was
world (location unknown) skeptical if it would last.
Habitat: Unrevealed
Gravity: Unrevealed
Atmosphere: Unrevealed
Estimated Population: 1.6 billion
Society: Empire, with royal clans
dominating a caste system
Technology Level: Superior to Earth
Spaceflight Level: FTL

Height: 8' tall, 11' length

Eyes: Various
Skin: Green
Hair: Various

F A S E R I P
Gd Ty Gd Ex Gd Pr Pr
Health: 46 Karma: 18
Racial Powers: none

Representatives: Queen Mother

Maroud, Jakal, Emperor Bhadsha
Attitude Toward Earth: Hostile
Notes: The Zn'rx are a militaristic race
trying to exert control beyond their
world. Although they have a single
Emperor, they have several Queens,
each with her own warring clan. The
Zn'rx have taken to importing weapons
technology from other worlds as the
Queens prepare their clans for the war
of succession that always follows the
death of the Emperor.
The Skrulls originally encountered
the Zn'rx centuries ago during such a
war of succession. Presumably there
were no other wars of succesion until
the mid-1980's when Maraud
discovered a matter/ antimatter device
in development on Earth. As part of
Maraud's schemes to secure her son,
Jakal's place on the throne, Maraud
attempted to steal the
matter/antimatter device. She
kidnapped inventor James Power, and
his wife Margaret. However, the
children of James and Margaret
received powers from a dying Aelfyre
Whitemane and used them to rescue
their parents and to keep the
matter/antimatter device out of
Maraud's hands.
Years after Power Pack first ran
into them, they, along with various
Zn'rx clans who were also tired of the
succession wars, managed to end the
war by defeating Maraud and Jakal
(who had usurped the Throne and was
waging a war on the other clans to put
them back in line). Julie suggested that
instead of one emperor, the Zn'rx
could use a Triumvirate. When last
seen, it was suggested that the Zn'rx

81
 RACES OF THE ANDROMEDA
GALAXY
Galaxy M31 in Andromeda,
commonly referred to as "the
Andromeda Galaxy," is a galaxy
similar to the Milky Way but twice as
large, with a diameter of over 100,000
light years. It lies 2,000,000 light years
away but, fortunately for space-
travelers in the Marvel Universe, it also
lies at the other end of a natural space
warp conveniently close to Earth.
Andromeda is home to a number
of races, the most powerful of which
are the Skrulls. However, the fairly
recent chaos caused by the
destruction of the Skrull Throne-world,
the Skrull civil war, and attacks by a
host of outsiders has opened
numerous opportunities for
adventurers traveling there.
A State of War
Andromeda is currently embroiled
in a series of brushwars that are slowly
merging into a single Andromeda-wide
conflict. When Galactus destroyed the
Skrull Throneworld and killed Empress
R'kill and Princess Anelle, the
surviving Skrull nobility began a war of
succession. Several Skrull warlords
have declared themselves Emperor
but so far none have achieved
dominance over his or her rivals.
The chaos has prompted the
rebellions of some of the Skrulls'
captive races and deprivations by by
space prirates who previously avoided
Skrull space. Mercenaries like the
saurian Captain Reptyl are using the
war as a cover to pursue their own
vendettas, in his case a war against all
non-reptilian lifeforms. And then there
are the Kree who, under the guidance
of Skrull double-agent Nenara, have
resumed their ages-old war against the
Skrulls; it is questionable to which side
Nenara owes her true allegiance.
Terrans traveling to Andromeda
will likely find themselves caught up in
some aspect of these wars, even if
only fleeing a battle. Terrans or Terran
allies have already become involved.
The Silver Surfer is allied to Empress
S'byll while the Fantastic Four and
Avengers are allies of Prince Dezan's
pacifist faction and friends of Admiral
Zendrao. Any Terran human(oid) is
automatically considered an enemy by
Captain Reptyll.
82
Attitude Toward Terrans
Despite its distance, Earth has
developed a reputation among many
of the Andromedan races.
Although a seemingly backward,
distant planet, Earth and its
superhumans have had a profound
influence on Andromeda. Individuals or
armies from several Andromedan
worlds attacked Earth. Since Earth
was victorious, its former attacker s
may harbor resentment or outright
hostility toards any Terrans they
encounter. Earth has carried these
wars back to Andromeda, with Terrans
serving as foes, allies, or even
champions to a number of
Andromedans.
If a traveler belongs to a Terran
group already known in Andromeda,
such as the Avengers or Fantastic
Four, the traveler gains (or suffers) the
reputation of that group, even if that
person is new to Andromeda.
 RACES OF THE SKRULL EMPIRE
Morani
Homeworld/ Star System: Moran/
Jark IV
Habitat: Semi-temperate, semi-
mountainous, with 74% cover by water
Gravity: 170% Earth standard
Atmosphere: 45% methane, 8%
oxygen
Estimated Population: 3.8 billion
Society: Palnetwide military
dictatorship
Technology Level: Advanced
Spaceflight Level: FTL/ warp
Height: 19’6”
Eyes: various
Skin: green
Hair: green
F A S E R I P F
Ex Ty Ex Ex Gd Pr Ty
Health: 66 Karma: 20
Racial Powers:
Electrical Generation: rare individuals
have Good rank. There is a 1%
chance a newly encountered Morani
will have this power.
Representatives: Warlord Wrogg
(deceased)
Attitude toward Earth: Neutral
Notes: The Morani are warlike
imperialists. They have a relentless
drive to conquer, even when the foe is
actually too powerful for them to
defeat. For example, a Morani war
party once attacked a Watcher.
The Morani were eventually
conquered by the Skrulls, who have
redirected the Morani belligerence into
serving the Empire.
Queega
Homeworld/ Star System: Queeg/
Quolon IV
Habitat: Large polar ice caps, with
83% of the surface covered by water
Gravity: 95% Earth standard
Atmosphere: 75% nitrogen, 24%
oxygen
Estimated Population: 4.1 billion
Society: Totalitarian
Technology Level: Advanced
Spaceflight Level: FTL/ warp,
stargates
Height: 6'
Eyes: Blue
Skin: green
Hair: None (scales)
A S E R I P
Ex Ty Ex Ex Gd Pr Ty
Health: 66 Karma: 20
Racial Powers:
Cold Emission: Good rank projected
from either hand.
Electrical Generation: Good intensity
electrical field is generated by an aura
surrounding the head. This can be
channled into a bolt with a range of
20'.
Representatives: none
Attitude toward Earth: Hostile
Notes: The Queega seek to plunder
other worlds to supply their rapacious
society. Queega expeditions use
special weapons to temporarily blind
other races; with resistance thus
eliminated, they steal their mineral
resources by teleporting them directly
to Queeg. Daredevil defeated a raiding
party sent to Earth.
The Skrulls technically control
Queeg. They allow the Queega to
continue their plundering in exchange
for a percentage of the stolen
materials.
They breathe and speak through
small orifices in their foreheads
83
Skrulls
Homeworld/ Star System: Skrullos/
Drax II
Other Known Worlds: Aks’lo
(destroyed), Hy’lt Minor (destroyed),
Kral I, Kral II, Kral III, Kral IV, Kral V,
Kral VI, Kral VII, Kral VIII, Kral IX, Kral
X, Satriani, Throneworld/ Tarnax IV
(destroyed), Tarnax II, Tarnax VII,
Tarnax X, Zaragz’na (destroyed)
Habitat: Semi-temperate, semi-
mountainous, with 74% cover by water
Gravity: 170% Earth standard
Atmosphere: 45% methane, 8%
oxygen
Estimated Population: Unknown,
probably in the trillions
Society: Militaristic Empire
Technology Level: Superior to Earth;
Advanced warp-drive star-ships,
intergalactic subspace FTL (nearly
instantaneous), teleportation, force
fields, cloaking technology,
miniaturization technology, shape-
shifting technology (Skrull-X), robots,
cyborg, mecha, cybernetic tech-
nology, planet busting weapons, star
killer weapons, intergalactic FTL
subspace communications (nearly
instantaneous), intergalactic radar,
intergalactic sensor grid, missiles,
space torpedoes, genetic manipu-
lation/engineering (Super-Skrulls), and
directed energy weaponry.
Spaceflight Level: FTL/ Warp
Height: 5'
Eyes: various
Skin: green
Hair: green
F A S E R I P must remain completely in their new
Gd Ty Ty Ty Gd Ty Ty
Health: 28 Karma: 22
Racial Powers:
Shapechange: All Skrulls possessed
the Excellent power to spontan-eously
reshape their bodies into any desired
form, even imitating the appearance
and properties of clothing, equipment,
and secretions of the mimicked form.
They can also use their abilities to
grow extra limbs. They have no
apparent size limit, as they are been
seen to assume the form of a common
housefly and shapes many times
larger than their normal selves. They
typically have the following power
stunts:
Night Vision: Un
84
Claws: Am Edge
Regeneration: Rm ability to heal
surface tissue damage. They are
also able to shift their internal
organs to avoid any critical attacks
(such as stabbing attacks).
Body Resistance: Rm resistance to
Physical and Energy
Metabolic Resistance: In, they can
reboot their genetic template to
withstand many pathogens and
poisons
Detection Invisibility: Mn ability to hide
from detection, such as smell, Magic
or other detection methods. This is
limited to them being Skrulls, vice
being detected at all. However, they
non-Skrull shape – when they switch,
they are at a significant risk to being
detected.
Once a new shape has been
assumed, it takes a conscious act of
will to assume another form or revert
to natural. Hence, Skrulls do not
spontaneously lose their assumed
form when asleep or unconscious.
Skrulls in altered form will, however,
revert to their original forms at the
moment of death.
Weakness: Skrulls are extremely
susceptible to Hypnosis (-2CS to
resist)
Equipment:
Blaster Pistols: The typical Skrull
sidearm is a raypistol that fires a
Plasma blast of Remarkable rank. The
weapon can do Remarkable
concussive damage, Good heat
damage, and Good radiation damage.
The accuracy of the pistols limits their
effective range to 7 areas.
Aging Ray: This is an Executioner’s
weapon. The Skrulls want victims to
suffer, hence they devised a slow and
nasty method of execution. The Aging
ray is a small pistol that the equivalent
of the power Biophysical Control
(Aging) at C5000 rank. Victims of the
ray fall unconscious for 1-10 turns.
Then they begin to age at a rate 5000
times faster than normal. For a normal
human, this means the victim dies in 1-
6 days. Once the aging has begun, it
can only be reversed by another blast
from a specially modified Aging ray;
the ray can be modified by a Reason
FEAT of Incredible rank. The range of
the Aging ray is limited to 20 feet, or 1
area.
Talents: All Skrulls are trained in
Martial Arts E. They are proficient in
Military Science, Astro-navigation,
Espionage, and Starship Piloting,
Engineering, and Combat.
 Representatives:
Princess Anelle (deceased):
daughter of Empress R'kill and
Emperor Dorrek. The Super-Skrull
wanted her for his mate. She died
along with her mother on Throne-
world.
De’Lila: A Skrull agent who came to
Earth searching for the stolen egg of a
inorganic technotroid.
Prince Dezan: Pacifist younger
brother of the late Dorrek.
Floyd Donahue: Boss of the Krallian
starship Big Casino. He appears to be
Humphrey Bogart in a white tuxedo.
Donahue is a mercenary who will ally
himself with anyone possessing the
proper fee
Emperor Dorrek: Emperor, R'kyII’s
husband, and Anelle’s father. He
gained the throne by assasinating
RXIII’s father, the previous Emperor.
Dorrek was the driving force behind
Warskrulls: the early Skrull attacks on Earth and
the FF in particular. His ego demanded
F A S E R I P the FF be punished for daring to defeat
Ex Ex Ex Rm Gd Gd Ty his plans.
Health: 90 Karma: 26 Drexxon: A “Scanman,” a Skrull
Powers: observor and sensor operator.
Shapechange: Same as regular Flaw: Warskrull member of the
Skrulls. Shi’ar Death Commandos.
Cybernetic implants: Some War-skrulls Hagar: The High Judicator, the
have cybernetic implants installed, leader of the Skrull judiciary.
giving them additional abilities. Jaketch: An apprentice executioner
Equipment: who shot Reed, Sue, and the Thing
Nexus Amplifier: The Nexus Amplifier with an accelerated-aging ray. He
provides the Warskrull with the ability detests Hagar and yearns for the day
to mimic powers and technical abilities, he can execute him.
along with shapechanging, up to Jazinda: A Super-Skrull, the
Amazing power rank. daughter of Kl’rt.
Kl'rt a.k.a. The Super-Skrull:
Skrull Dropship:
Control: Am Speed: In
Body: In Protection: IN
Control Cockpit: The ship is controlled
in a cockpit locate on the left side of
the vehicle. It gives access to the
following for the pilot:
VTOL Capabilities
Laser Gun: In Energy, 10 areas
Communications: Mn
Radar: In
Passenger Hold: This vehicle is used
to transport Skrull troops. A dropship
can contain up to 20 troopers, not
including the pilot in the cockpit.
85
Dorrek’s chosen champion until he
alienated Dorrek when he revealed his
desire for Anelle. When S'byll
assumed the throne, Kl'rt returned as
her champion and warlord. The Super-
Skrull has been reported dead on
occassion but he has a knack for
reappearing in unexpected ways. Was
crowned as Emperor of the Skrull
Empire following the war with the
Builders
Warlord Morrat: Onetime head of the
Skrull military. He engineered the plot
against the FF that resulted in the
death of Franklin Storm (Sue and
Johnny’s father).
Supreme Leader Nenora: The
current head of the Kree Empire is
actually a Skrull agent frozen in Kree
form.
Paibok: The Power-Skrull.
Raksorr: This Skrull officer may be
the most important Skrull in recent
history. He was originally sent to
observe the Shi’arordered trial-by-
combat of Jean Grey/ Phoenix and the
X-Men. His interference with the trial
lead to a fight with the Kree observer,
Bel-Dann. That fight lasted for months,
long after the Shi’ar had departed and
Attilan arrived. The Watcher told
Empress R’Klll and the Kree Supreme
Intelligence of their long duel. This led
to the rulers signing an agreement
whereby the the combatants were now
representing their races. The winner
would also determine the final victor in
the Kree- Skrull War. The combat
continued and eventually involved the
Inhumans and the FF. Reed concocted
a plan whereby Raksorr and Bel-Dann
had to cooperate to defeat the FF
and Inhumans. After their victory,
the Watcher declared the contest a
draw. The Kree and Skrull races
were declared equals and the long
war was finally over.
Empress R'kill (deceased):
Dorrek's mate and successor. She
avenged her father by assasinating
her husband. Her reign following
Dorrek’s death was marked by
several attempts at peace, an
example being at the end of the
war against Xandar and the treaty
ending the Kree war. R'kyll died
along with several billion of her
people when Galactus ate
Throneworld.
Empress S'byll of Satriani: She
possesses the power to restore the
Shapechaging power to any Skrull
after 2 rounds' contact.
Skragg: A warrior.
Skrull-X: A Skrull-shaped robot
created to be the Super-Skrull’s
superior and successor.
Veranke (deceased): Former
Skrull Queen; orchestrated the
recent Secret Invasion of Earth.
Now residing in Hades.
Xalxor: Pilot of Dorrek’s flagship.
General Zedrao: Commander of
the main Skrull armada. After
Galactus’ and Nova’s destruction of
Throneworld, Zendrao found
himself Commander of the largest
remaining Skrull fleet. He is
concerned with reforming the Skrull
Empire. He does not want to be the
titular head of it and prefers to be the
unseen power behind the throne. He
views the current Skrull civil war for
supremacy as a useless waste of time;
rather than join any side he uses his
fleet to keep the combatants away
from areas he is protecting.
Attitude toward Earth: Some Skrulls
see Earth as a potential conquest or
battleground. Many blame Earth for
the loss of the shapechanging power.
More enlightened Skrull see Terrans
as useful allies. In truth, the Skrull
attitude toward Earth is as fickle as a
candle flame.
Notes: The Skrulls have been dealt
with extensively in other Marvel
Superhero RPG publications, such as
The Fantastic Four Compendium. The
main thing to remember is that, despite
their appearance, the Skrulls remain
essentially reptilian in their thinking.
Although capable of love and
friendship, the tendencies toward
filled with casinos, hotels, cargo
holds, and hangars for biplane-
shaped star-fighters. The Krallians
are frozen in human shape, usually
wearing clothing and hairstyles of
the Prohibition era.
Satriani: the home of the Empress
S'byll. Most Satriani Skrulls have
regained their full shape-changing
powers.
Skrell: World dominated by the
Skrull scientist caste, where the
organic super-computer
Intelligentia is located.
Skrullos: the birthplace of the Skrull
race and its Deviant offshoot, the
Dire Wraiths.
Throneworld: was the longtime
center of the Skrull Empire.
Galactus recently destroyed it.
ruthlessness and self-interest
dominate.
Notes on Skrull worlds:
There are 978 worlds officially
members of the Skrull Empire. Here
are a few notable ones.
Aks’lo: Paradisaical vacation planet;
destroyed by the Annihiliation Wave.
Hy’lt Minor: Home of K’eel R’kt,
destroyed by the Builders.
Kral I-X: The entire Kral system is
inhabited by Skrulls. It is home to the
Andromeda galactic gladiatorial
championship. Kral IV is home to a
highly eccentric offshoot of the race.
These Krallian Skrulls made covert
contact with Earth's Prohibition-era
America. Their discoveries led to an
obsession with that culture's
appearance. Their technology is a mix
of seeming 1920s-1930s Terran
technology concealing advanced Skrull
science. For example, the starship Big
Casino appears to be an immense
dirigible, complete with external
propellers and rudder. The interior is
86
87
Tektons
Homeworld/ Star System: Tekton/
Tacuspar IX
Habitat: 82% of surface covered by
water, that is mostly tropical
Gravity: 170% Earth standard
Atmosphere: 73% nitrogen, 23%
oxygen
Estimated Population: 3.9 billion
Society: Tribes
Technology Level: Primitive
Spaceflight Level: none
Height: 6' 2”
Eyes: various
Skin: completely covered in purple fur
Hair: purple
F A S E R I P Skin: green
Rm Gd Mn Am Pr Pr Pr
Health: 165 Karma: 12
Racial Powers: The Prehensile Tail
does Good Damage or throws an
opponent with Remarkable Strength.
Representatives: Taxtor
Attitude toward Earth: Neutral
Notes: The Tektons have a primitive,
savage culture that was long ago
conquered by the Skrulls. Still, despite
their overwhelming firepower and
technology, the Skrulls were never
able to subdue the Tektons or impress
them into their armies.
However, individual Tektons may
be captured for use in the gladiatorial
contests in the Kral system. The
Tekton gladiator Taxtor once defeated
The Thing in combat.
Yirbek
Homeworld/ Star System: Yirb/ Bek II
Habitat: 81% of surface covered by
water and mostly tropical
Gravity: 150% Earth standard
Atmosphere: 76% nitrogen, 23%
oxygen
Estimated Population: 4.3 billion
Society: Military dictatorship under
Skrull control
Technology Level: The Yirbek
possess vessels capable of warp flight,
and containing weaponry roughly
similar to that of the Kallusians.
Spaceflight Level: FTL/ Warp
Height: 5'
Eyes: various
Hair: green
F A S E R I P
Ex Ty Ex Rm Ty Ty Pr
Health: 76 Karma: 16
Racial Powers: none
Representatives: none
Attitude toward Earth: Neutral
Notes: The Yirbeks once held a small
empire within the Andromeda Galaxy.
When they were conquered centuries
ago by the Skrulls, they became
mercenaries in their service of their
new masters. Yirbeks were
responsible for the near-exter-mination
of the Kallusian race.

88
Z'nox
Homeworld/ Star System: Z’nox /
Huz’deyr II (now mobile)
Habitat: 67% of surface is covered by
water in an arid environment
Gravity: 120% Earth standard
Atmosphere: 74% nitrogen, 19%
oxygen
Estimated Population: 4.6 billion
Society: World-wide military
dictatorship
Technology Level: Very high, with
force fields, and vastly powerful
weaponry. The Z'nox can shift their
entire planet through hyperspace from
one location in real space to another.
Spaceflight Level: FTL/ Warp,
including drives capable of moving
entire planets.

Height: 6'1"
Eyes: Various
Skin: Brown
Hair: None

F A S E R I P
Ty Ty Ex Rm Ty Fb Fb
Health: 62 Karma: 10
Racial Powers: none
Racial Weakness: No resistance to
empathic attacks.

Representatives: none
Attitude toward Earth: Hostile
Notes: The Z'nox are totally dedicated
to conquest. Every Z'nox is armed and
armored. Everything on the planet is a
weapon, including the planet Z'nox
itself. The planet is equipped with a
massive FTL drive and A-warp
generator capable of moving the
planet across intergalactic distances.
The usual Z'nox tactic is to land a
towering fortress in a desolate area of
a targeted world. The fortress then
guides the Z'nox planet into a close targeted to Earth, with disastrous longing for abandoned emotions like
pass of the doomed world. Z'nox's results. love and friendship. If psionically
gravity causes cataclysms like quakes Professor X detected Z'nox's first reminded of these feelings, Z'nox
and tsunami, shattering the defenses scouts, who arrived several months become demoralized. They will either
of the target world. before the attack date. He went into flee back to deep space or kill
Despite the Z'noxian military hiding for a time, formulating a strategy themselves.
might, they were unable to defeat the that enabled the original X-Men to Having been forcibly reminded of
superior and more numerous Skrulls. defeat the Z'nox. their weakness, Z'nox now are on
They eventually left their home star Professor X had discovered the guard against any telepaths or psionic
and the Skrull Empire to roam the Z'nox's innate flaw. Despite their technology that might be used against
universe. A few years ago, Z'nox warlike demeanor, they have a deeply them.
buried sense of guilt and an unspoken

89
 RACES OPPOSING THE SKRULLS
Dire Wraiths
Homeworld/Star System: Skrullos/
Drax II (originally), Wraithworld
(destroyed)
Habitat: Intensely cold climate, the
only warmth is provided by rivers of
lava from intense volcanic activity, plus
there is continual acid rain
Gravity: 170% Earth standard
Atmosphere: 50% oxygen, heavily
polluted by volcanic ash
Estimated Population: Unknown
Society: Militarisitc society dominated
by a sorcerous matriarchy
Technology Level: Advanced in
bioengineering and sorcery
Spaceflight Level: FTL/ Warp,
including drives capable of moving
entire planets.
Average Height: 5'5"
Eyes: White
Skin: Pale white (males), Red
(females)
Hair: None
The Dire Wraiths then set off on a Wraithworld was rescued from
campaign to infiltrate and conquer Limbo by the Annihilators in an attempt
other worlds. They even developed or to stabilize the Galadorian star system
acquired a means to move their entire after the Skrull Klobok removed the
planet through non-sorcerous means. Black Sun from the Dark Nebula to the
The race was finally destroyed through Galadorian system where it began to
the combined efforts of the Galadorian consume the native sun. Klobok's plan
Space-knights and Earth's to establish a new Skrull race from the
superheroes. Although the race is deviant genetics of the Dire Wraiths
presumed extinct, some may remain in was thwarted by Volx and the
hiding or captive in the Andromeda Annihilators. Both Volx and Klobok
galaxy. were killed in the battle.
A faction of Wraiths who called
themselves the "Nazgoth" arose briefly
and once again began hostilities with
Galador. The Nazgoth created an evil
form of Spaceknights called
Wraithknights by capturing and
torturing Galadorians twisting them to
their evil cause and engrafting them
with Galadorian style armor. These
Wraithknights were defeated by the
Third Generation Spaceknights and
the Nazgoth retreated to the shadows
erasing all evidence of their existence.

F A S E R I P
Gd Pr Rm Rm Rm Ty Gd
(Gd) (Mn)
Racial Powers:
Acid: Excellent damage. One turn after
the acid kills the victim, the corpse
collapses into dust.
Magic: Females have Monstrous
psyches, Good Reason, and a variety
of spells (varying by individual).
Mental Duplication: Monstrous power
to gain the knowledge, skills, and
memories of a slain victim.
Power Duplication: Monstrous power
to gain the powers of a slain victim.
Shapechange: Monstrous power to
imitate the appearance of a slain
victim.

Representatives: Volx (Queen),

Fantasma, Most High One
Attitude toward Earth: Hostile
Notes: Male and female Dire Wraiths
have radically different forms and
mental abilities. The females are highly
proficient in sorcery.
The Dire Wraiths are an offshoot
of the Deviant Skrull race created by
the Celestials millenia ago. They were
driven away by their more stable
kindred, the modern Skrulls, who saw
them as a threat to be destroyed. By
means of the females' sorcery, the
Dire Wraiths were able to flee en
masse to a world in the Dark Nebula.

90
91
Gegku
Homeworld/ Star System: Wilamean/
Gabansaa III - Yalnot IV
Habitat: 50% desert, 30% water, 20%
mountains
Gravity: 90% Earth standard
Atmosphere: 110% Earth density,
similar to Earth's composition
Estimated Population: 35 million
Society: Feudal society
Technology Level: Slightly ahead of
Earth
Spaceflight Level: STL
Height: 6'6"
Eyes: White
Skin: Green
Hair: None
F A S E R I P F
Gd Gd Ex Ex Ty Ty Fe
Health: 60 Karma: 14
Racial Traits: Although they appear
reptilian, Gegku are actually
mammalian and capable of inter-
breeding with the Wilameanis.
Racial Powers:
Armorskin (Ty)
Representatives: Count Igwanus
Attitude toward Earth: Neutral
Notes: Wilamean orbits the twin suns
of Gabansaa and Yalnot. The Gegku
share this world with the humanoid
Wilameanis. They may be the Deviant
offshoot of that race. Certainly the
Gegku are more boisterous. The
Gegku and Wilameanis have been
able to jointly resist the efforts of the
Skrulls to annex their world.
Kallusians
Homeworld/ Star System: Kallu/
Kallu-Kan III
Habitat: Arctic over much of the planet
with 74% water surface covered
Gravity: 110% Earth standard
Atmosphere: 47% nitrogen, 41%
oxygen
Estimated Population: 11,000
Society: Democratic republics
Technology Level: Advanced
Spaceflight Level: FTL/ Warp,
teleportation
Height: 6'
Eyes: White
Skin: Deep pink
Hair: White, gray
A S E R I P
Ty Ty Ty Gd Ex Pr Pr
Health: 28 Karma: 28
Racial Powers: none
Representatives: Ogor (ruler)
Attitude toward Earth: Hostile
Notes: Most of the Kallusians were
exterminated by Yirbek mercenaries in
the pay of the Skrull Empire. The
survivors fled to Earth where they
established a base hidden in the
Arctic. When they attempted to
conquer Earth, they were defeated by
the Avengers and driven back into
space. The Kallusians are currently
seeking technology and allies that will
enable them to defeat Yirbeks and
Skrulls and recapture Kallu. Some
Kallusians may be held captive on Yirb
or Skrull-controlled worlds.
92
93
Wilameanis
Homeworld/Star System: Wilamean/
Gabansaa III - Yalnot IV
Habitat: 50% desert, 30% water, 20%
mountains
Gravity: 90% Earth standard
Atmosphere: 110% Earth density,
similar to Earth's composition
Estimated Population: 4.8 billion
Society: Democratic republics
Technology Level: Slightly ahead of
Earth
Spaceflight Level: STL
Height: 5'4"
Eyes: Various
Skin: pink
Hair: Various
F A S E R I P Ty Ty Ty Ty Ty Ty
Ty Ty Ty Ty Ty Ty Ty
Health: 24 Karma: 18
Racial Powers: None
Representatives: Captain Cybor
(cyborg Herm-hunter)
Attitude toward Earth: Neutral
Notes: Wilamean orbits the twin suns
of Gabansaa and Yalnot. The human
Wilameanis share this world with the
reptilian-seeming Gegku. The races
are friendly, although the more gentile
Wilameanis tend to see the Gegku as
pirates and scoundrels. The races can
interbreed; children resemble one
parent or the other, rather than have a
hybrid appearance.
Wilameani society is similar to that
of Earth, although the technology is
somewhat more advanced. Port
Anteris is the planetary capital and
principal spaceport. The
Wilameanis and Gegku have been
able to resist encroachment of the
Skrull Empire. Their constabulary
forms the bulwark of their defenses.
Xandarians
Homeworld/ Star System: Xandar
(destroyed)/ Tranta System
Habitat: Unrevealed
Gravity: Unrevealed
Atmosphere: Unrevealed
Estimated Population: Unknown
(nearly extinct)
Society: Technocracy
Technology Level: Very advanced
Spaceflight Level: FTL, including
personal FTL
Height: 5'11"
Eyes: Various
Skin: pink
Hair: Various
F A S E R I P
Ty
Health: 24 Karma: 18
Racial Powers: none
Representatives: The Nova Corps,
Adora, Gabriel Lan, Garthan Sal,
Pyreus Kril, Rhomann Dey, Rieg
Davan, Tanak Valt, Thoran Rul, Xar,
Mexxa Rien, Kanan, Reban
Attitude toward Earth: Friendly
Notes: The Xandarians are physically
identical to Terran humans. The
Xandarians resisted the Skrulls for
millenia through their champions, the
Nova Corps. Nebula was responsible
for the recent near-extermination of the
Xandarians and the destruction of their
asteroid home, followed by the
Annihilation Wave which essentially
wiped-out the Xandar people, along
with most of its Nova Corps militia.
94
 NEUTRAL OR NONCOMBATANT RACES
Ciegrimites Representatives: Magistrate Piel
Homeworld/ Star System: Ciegrim-7 Attitude toward Earth: Friendly
a.k.a. The Distillers' Planet Notes: The Ciegrimites are a happy,
Habitat: 89% surface covered with peaceful people devoted to creating
water, with high humidity potent intoxicating substances. Their
Gravity: 140% Earth standard creations are in such demand that the
Atmosphere: 150% Earth density, Ciegrimites can trade them for the
with 35% oxygen, and 7% alcohol products of more advanced worlds,
content thus having no need to develop their
Estimated Population: 4.7 billion own technology. The Ciegrimites'
Society: Laissez-faire democracy greatest accomplish-ment is a liquor
Technology Level: Pre-industrial so potent that a drop diluted a
except in the highly advanced thouandfold still has an Amazing
technology for brewing and distilling intoxicating effect. The effect is
intoxicants. cumulative if additional doses are
Spaceflight Level: none administered. Fortunately for the
galaxy at large, Ciegrimites can only
Height: 4' distill a single pint per decade.
Eyes: White The Skrulls do not regard the
Skin: Green pacifist Ciegrimites as a threat and
Hair: None entered a peace treaty with them. The
Ciegrimites trade their intoxicants for
F A S E R I P Skrull technology and products.
Fe Pr Pr Mn Ty Ty Ty They have the following physical
Health: 85 Karma: 18 characteristics they appear Snail-like,
Racial Powers: but nonamphibious. Their eyes are
Body Armor: Their shells provide Good raised on stalks and are Black in color.
protection. They have 3 fingers and 3 toes. They
Circular Vision: Independently rotating have no hair and their skin color is
eyestalks provide 360 degrees of green. They have an average height of
vision. 4'. Built low to the ground due to heavy
Racial Adaptations: They are adapted gravity. Their eyes are raised on
for life on high-gravity worlds. They stalks, and snail-like shells protect
can move freely on worlds with gravity their trunks.
several times that of Earth. The Poor
Strength represents their Strength on
Ciegrim-7. Their metabolism is
immune to the effects
of an intoxicant of less
than Remarkable
potency.

95
Druffs
Homeworld/ Star System: Ryas/
Pson IV
Habitat: Similar to Earth's
Gravity: 110% Earth standard
Atmosphere: 130% Earth density
Estimated Population: Uncountable
Society: none
Technology Level: none
Spaceflight Level: none
Height: 3'6"
Eyes: White
Skin: Pink
Hair: Pink
F A S E R I P Eyes: White
Fe Ty Fe Ty Fe Fe Fe
Health: 16 Karma: 6
Racial Powers:
Self-Duplication: When struck by a
physical blow of Good Intensity or
higher, a Druff spontaneously fissions
into three identical Druffs.
Environmental Adaptation (Rm)
Representatives: None
Attitude toward Earth: Neutral
Notes: The Druff homeworld was
colonized by Skrulls 25,000 years ago.
The Druffs took advantage of the
Skrulls' starships by stowing away and
spreading to other worlds in the Skrull
Empire.
The Druff are now considered
vermin by the Skrulls and subjected to
periodic slaughters. It doesn't do any
good. Druff continue to multiply and
are now found on worlds throughout
Andromeda.
The Druffs welcome physical
combat as it is a way of reproduction
for them. They will swarm onto a victim
and link together to form a suffocating
pink mattress. This is treated as a
Grappling Attack of a level equal to the
number of Druffs holding onto the
victim.
Guna
Homeworld/ Star System: Gunava/
Janoth I
Habitat: Last known to be in the
middle of a planet-wide disaster
Gravity: 89% Earth standard
Atmosphere: 40% oxygen, 50%
hydrogen
Estimated Population: 5 million
Society: Planetwide technocratic
dictatorship
Technology Level: Advanced in
stellar energy conversion
Spaceflight Level: FTL
Height: 5'6"
Skin: Green
Hair: None
F A S E R I P
Ty Ty Ty Gd Ty Ty Ty
Health: 28 Karma: 18
Racial Powers:
Armorskin: Physical scales provide
Good protection.
Representatives: Xakku (deceased)
Attitude toward Earth: Hostile
Notes: The Guna are in danger of
extinction due to their failing star. They
are attempting to re-fuel Janoth by
tapping the energy of other stars and
transfering it to Janoth. Xakku
attempted to drain Earth's sun but he
was defeated by Henry Pym, then
operating as Giant-Man.
The Skrulls technically control
Gunava. However, they tend to ignore
the Guna as they consider the world
doomed and the race not worth
evacuating. The Skrulls are aware of
the Guna star-stealing technology and
guard their own stars against the
Guna. Because of this, the Guna have
to travel to other galaxies in search of
stars to drain.
96
97
Herms
Homeworld/ Star System: Unknown
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Unknown
Society: Nomadic tribes
Technology Level: None
Spaceflight Level: Personal FTL flight
Height: 200'
Eyes: White
Skin: Translucent orange
Hair: None
F A S E R I P
Ex Pr Un Un Pr Ty Gd
Health: 224 Karma: 20
Racial Powers:
Absorption: Monstrous ability to feed
upon electromagnetic energy.
Energy Body: They can convert
themselves to coherent energy fields.
In this form they can fly at lightspeed
or enter hyperspace.
Representatives: Klaatu
Attitude toward Earth: Neutral
Notes: The Herms are tribal nomads
who roam space in search of energy to
feed on. Various starfaring races such
as the Mobians and Wilameanis, who
consider them threats to their
technological bases, have hunted
them. In truth, most Herms are simply
careless in their feeding habits. Herms
avoid Skrull space.
The Herm Klaatu was once
pursued to Earth by the Mobian Xeron,
where they both encountered the Hulk.
Kawa
Homeworld/ Star System: Kawa
(destroyed), Bawa-Kawa
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: 58
Society: Theocracy
Technology Level: Advanced
Spaceflight Level: FTL
Height: 10'
Eyes: Black
Skin: Orange red
Hair: None
F A S E R I P
Ty Ty Gd Ex Ty Ty Ty
Health: 42 Karma: 18
Racial Powers:
Armorskin (Gd)
Representatives: Brother Doowish,
Brother Skagg
Attitude toward Earth: Neutral
Notes: The Kawa race was almost
exterminated by Galactus' eternal
hunger. The survivors, those away
from the planet in starships, underwent
a profound cultural shock. They
became obsessed with the race's
perceived guilt (for being destroyed)
and their own (for surviving). The
survivors became a theocracy
dedicated to seeking expiation and
worshipping Galactus as the God of
Vengeance. They periodically offer
sacrifuces to Galactus in the form of
other worlds they lead him to. Any race
that lost a world to Galactus consider
the Kawa to be a race of genocidal
religious fanatics.
Kawa employ immense, highly
automated starships the size of
planets. When the Kawa have selected
a world for sacrifice, two such ships
position themselves on opposite sides
of the doomed world and surround it
with an energy field that will attract
Galactus' attention. If the Kawa
involved fail in their intended sacrifice,
they destroy themselves and their
ships.
98
99
Klyntar has 30 Health. It regenerates 6 Weaknesses:
Homeworld/ Star System: Klyntar points of health a round. When the Weakness to Sonics: The Symbiote is
Habitat: Unknown symbiote fall to 0 health, it is -3CS vs. Sonics attacks
Gravity: Unknown knocked unconscious for 1-10 Weak against Fire: The Symbiote is -
Atmosphere: Unknown rounds. 1CS vs. Fire attacks
Estimated Population: Unknown Symbiote Tendrils: Am, it can stick
Society: Peaceful collective to In strength material. When it is Representatives: Venom, Carnage,
Technology Level: Unknown disconnected for the symbiote, it Toxin, Hybrid, Phage, Agony, Riot,
Spaceflight Level: Unknown disolves in 5-50 minutes. It can be Lasher, Scream
used to entangle or transportation Attitude toward Earth: For those
Height: Variable (3 areas/round) peaceful symbiotes, it is a place to
Eyes: White Claws: Ex Edge leave alone; for those renegades, a
Skin: Variable Teeth: Ex Edge to a victim in a place full of potential hosts.
Hair: None grapple Notes: The Klyntar, originally and
Body Armor: Ty protection vs. blunt better known as the Symbiotes, are a
F A S E attacks species of inorganic, amorphous,
+2CS +2CS +3CS +3CS Object Creation: A symbiote can symbiotic extraterrestrials created from
Racial Powers: create small weapons from its the "living abyss" at the beginning of
Symbiosis: A Symbiote bonds with its substance that disintegrate 1-6 the universe by the primordial deity
host. The host and the symbiote must rounds after creation. The damage Knull, who manifested the first
be attacked separtally. When a target is weapon-specific. symbiote from his shadow to slaughter
tries to attack them, They are -6CS to Elongation: Ex the Celestials and other deities. While
attack. It grants its host the following stranded on a desolate planet, Knull
power stunts: created a massive army of symbiotes
Body Resistance: Rm resistance and established himself as the nexus
vs. attacks of their hive-mind; using them to
conquer countless planets and devour
Regeneration: The symbiote itself

100
entire civilizations across billions of
years. When Knull attacked Earth in
the sixth century CE using a symbiote-
dragon, he was defeated by Thor and
his connection to the symbiotes was
severed. Destabilized, the symbiotes
sought out hosts to give their lives
context and existence meaning; and
the symbiotes who had bonded to
benevolent hosts poisoned the hive-
mind with traits such as nobility and
honor. The symbiotes eventually
rebelled against Knull and imprisoned
him at the centre of an artificial planet
in the Andromeda Galaxy, naming it
and themselves after their word for
"cage."
Ashamed of their dark origins, the
symbiotes of Klyntar invented and
perpetuated a lie that their species
was naturally benevolent.
Endeavouring to spread peace
throughout the universe, the Klyntar
symbiotes established a hive mind
capable of sensing the "voice" of the
Cosmos and created an intergalactic
peacekeeping society called the
Agents of the Cosmos by using the
symbiosis they needed to subsist in
order to transform "worthy" hosts into
the ultimate noble warriors. However,
to achieve this "perfect" symbiosis, the
host needed to have a perfect blend of
moral and physical ideals. If not, the
resulting symbiosis would corrupt both
the Klyntar and its host. In their
desperation to expunge their violent
past, the Klyntar hive-mind cut off
corrupted symbiotes from the hive-
mind, developing a means of
"cleansing" them and executing those
who failed the trial or relapsed into
violence.
The exiled corrupted symbiotes
resumed infecting and overtaking
entire planets, spreading what the
Klyntar claimed was misinformation
about their benevolent counterparts.
As a result, despite the Agents of the
Cosmos' efforts the species re-
developed the reputation of being
predatory monsters that dominate their
host mentally and physically while
parasitically feeding off their emotions
and bodies. The corrupted symbiotes
tended to force their hosts to perform
spectacular and terrifying feats in order
to feed off of their adrenaline and other
hormones, such as phenethylamine.
Eventually, the hosts would be sucked
dry of vital fluids, collapse from
exhaustion due to the constant stress
and exertion, or simply die in a failed
stunt; whereupon the symbiote would
seek out a new host to repeat the
process. At some point in time, a
colony of feral symbiotes encountered
the Silver Surfer and the planet they
had conquered was devoured by
Galactus, causing them to develop an
instinctual fear of the Surfer via their
genetic memory. At another point in
time, feral symbiotes invaded the
Microverse, where their very existence
proved corrosive and toxic, and
attempted to consume the Enigma
Force itself, but were repelled.
While corrupted symbiotes are cut
off from their species' hive-mind and
purportedly unable to access their full
potential, it has been noted on several
occasions that certain long-lived
specimens have become more
powerful over time, usually by bonding
to multiple successive hosts. and can
develop increased resistance to heat
and sonics with repeated exposure. In
some cases, they can undergo
spontaneous mutation and develop
new abilities, such as the Carnage and
Maniac symbiotes developing the
ability to infect others with pieces of
their biomass. The Venom and
Carnage symbiotes are able to feed off
negative emotions, the latter being
able to convert negative emotions into
biomass. Successive genera-tions of
symbiotes will also be more powerful
than their predecessors, and feral
symbiotes are instinctually indifferent
or hostile towards their progenitors and
progeny.
Many corrupt symbiotes, such as
Venom, Carnage, Toxin, and Zzxz,
possess ravenous predatory appetites
for the flesh of other life-forms and will
influence or force their hosts to commit
cannibalism to satiate this. It is for this
reason that feral symbiotes consider
themselves to be the ultimate
predators of the universe and are
regarded with revulsion and terror by
most other species. At least one feral
Klyntar, the Carnage symbiote, has
demonstrated the ability to convert
consumed organic material into
additional biomass, using this power to
assist in conquering the town of
Doverton, Colorado and to regenerate
from a small tissue sample after being
separated from its host. Feral
symbiotes are much more effective at
bonding to their host if the host has the
same feelings and urges as the
symbiote. For example, the Venom
symbiote bonded successfully with
Eddie Brock because they shared
anger and desire for revenge towards
Spider-Man. As this shows, symbiotes
are able to project their own emotions
and personal desires, in addition to
reflecting and reacting to the emotions
101
and desires of their host, to the point of
assuming complete control over their
host's body if they so choose. A
symbiote's influence over its host can
be resisted and suppressed through a
number of means, including willpower
and chemical sedatives. Symbiotes in
general are weak to intense heat and
sonics, although successive
generations can develop a resistance
to these weaknesses, and an
individual symbiote can also mutate to
become more resilient over time.
Symbiotes can also amalgamate with
one another to become more powerful,
as seen with the Hybrid symbiote, the
Venom symbiote assimilating its clone,
and with the Venom-Carnage hybrids
created by Marquis Radu.
Even if separated from a host,
trace remnants of the symbiote's
biomass - called a "codex" - will remain
in the host's body, as seen with the
Venom symbiote leaving remnants of
itself within the bodies of Peter Parker
and Eddie Brock. The Carnage
symbiote has taken this process to an
extreme by merging with its host's
blood, making separating them very
difficult. The purpose of the codex is to
share information about the host with
the rest of the hive, though it can
influence the host, enabling them to
track the symbiote if separated from it.
The remnants a symbiote leaves within
its host can also be reactivated if
exposed to additional symbiote
biomass or another stimulus like
Lightforce energy; though they can
also reject and attempt to expel the
additional symbiote biomass.
At the beginning of the Kree-Skrull
War, the Kree Empire discovered
Klyntar and began harvesting
symbiotes to use in a super-soldier
program, with the only known success
being Tel-Kar. At some point, an alien
poacher named Haze Mancer
discovered Klyntar and began raiding it
to abduct and weaponize symbiotes.
Symbiote Scout Ship Krylorians
Control: In Speed: Sh-Z Homeworld/ Star System: Krylor/
Body: Mn Protection: Am Aceta III
On-Board Systems include: Habitat: Mostly Temperate climate,
Shields: Am 71% water, 29% land
There are still millions of existing Gravity: 94% Earth standard
symbiotes scouring the galaxy in Scout Atmosphere: 69% nitrogen, 27%
Ships and dominating species on other oxygen
worlds. Estimated Population: 4.1 billion
Society: Democratic republics
Technology Level: Advanced in
elemental transmutation, molecular
manipulation, and robotics
Spaceflight Level: FTL

Height: 5'10"
Eyes: White
Skin: Deep pink
Hair: None; eyebrows are vestigial
feathers

F A S E R I P
Pr Ty Ty Gd Rm Gd Rm
Health: 26 Karma: 70
Racial Powers:
Psionic Energy Generation: The
Krylorians have the ability to generate
Remarkable level psionic energy and
use it as a power source for their
devices.

Representatives: Bereet
Attitude toward Earth: Curiousity
Notes: The Krylorians live
passionless, unambitious lives. They
are obsessed with creating and
viewing escapist "Techno-Art" cinema
productions. Krylorian film-makers
roam the universe seeking places and
situations to records. Bereet came to
Earth where she spent some time
documenting (and occassionally
instigating) the Hulk's adventures.
The Skrulls do not consider the
Krylorians a threat and concluded a
peace treaty with them. Skrulls
subscribe to Krylorian broadcasts as a
source of information on new worlds.

102
Luphomoids Mandos
Homeworld/ Star System: Lupham/ Homeworld/ Star System: Mand/
Scemar (destroyed) Tumbla VIII
Habitat: Unknown Habitat: Unknown
Gravity: Unknown Gravity: Unknown
Atmosphere: Unknown Atmosphere: Unknown
Estimated Population: very few Estimated Population: 569 million
remaining Society: unknown
Society: The Luphomoids are a Technology Level: Early industrial
domineering and callous race, age
unmindful of destroying entire Spaceflight Level: none
civilizations
Technology Level: They possess Height: 9'1"
highly advanced technology such as Eyes: White
single starships capable of decimating Skin: Green
or draining entire planets and a variety Hair: None
of powerful hand-held energy
weapons. They also cybemeticaly F A S E R I P
enslave lesser beings to serve them as Ex Ty In Am Ty Pr Pr
“slave-borgs'. It is unlikely that any Health: 116 Karma: 14
Luphomoids left alive can repair or Racial Powers:
replicate any such technology, Resistance to Physical Attack:
however. UnEarthly resistance to even the most
Spaceflight Level: FTL extreme atmospheric conditions,
especially hard vacuum, but only
Height: 12' Excellent resistance to other physical
Eyes: White or red attacks.
Skin: light blue Resistance to Energy Attacks:
Hair: purple Excellent level.

F A S E R I P Representatives: none
Gd Ty In In Gd Ty Ty Attitude toward Earth: Neutral
Health: 96 Karma: 22 Notes: The Mando race is a pre-
Racial Powers: spacefaring culture that has been able
Unknown to adapt to the more advanced galactic
culture. Although they have not yet
Representatives: Kraa, Nebula developed their own advanced
(alleged), Xira (Spirit), Zorr technology, they have access to such
Attitude toward Earth: Curiousity devices as starships through their
Notes: The Luphomoid homeworld , services as mercenaries and thugs.
Luphom, was devoured by Galactus The Skrull control Mand and act as
soon after the Luphomoids began a intermediaries between the Mando and
path of galactic conquest. Zorr and would-be employers.
Kraa were amonst the known
Luphomoids conquering off-world at
the time.
All information know about the
Luphomolds (a.k.a. Luphoms) comes
from two brothers, Kraa and
Zort.Though it is not certain whether
they represent typical Luphomoids,
each was extremely strong, able to lift
over 100 tons They were nearly
indestructable, surviving starship
crashes from high orbit.

103
Mobians Nymenians
Homeworld/ Star System: Mobius/ Homeworld/ Star System: Eamuna/
Lemivell Xi Myunimo IV
Habitat: 84% of surface covered by Habitat: Unknown
water Gravity: Unknown
Gravity: 220% Earth standard Atmosphere: Unknown
Atmosphere: 67% hydrogen, 26% Estimated Population: 56 million
oxygen Society: Tribal
Estimated Population: 15 million Technology Level: Slightly ahead of
Society: Republics dominated by Earth
major trading corporations, principally Spaceflight Level: FTL
those involved with huinting space-
dwelling beasts for commerical use. Average Height: 6'4"
Technology Level: Advanced in Eyes:
gravity control and weaponry Skin:
Spaceflight Level: FTL/ Warp Hair:

Height: 8' F A S E R I P
Eyes: White Rm Ty Ex Rm Ty Pr Pr
Skin: Orange Health: 86 Karma: 14
Hair: Orange Racial Powers: none

F A S E R I P Representatives: Ltooks
Ex Gd Ex Am Gd Gd Ty Attitude toward Earth: Neutral
Health: 100 Karma: 26 Notes: Nymenians are a starfaring
Racial Powers: race with crews formed by tribes. They
Resistance to Physical Attack: are frequently found at Starharbor, a
Amazing resistance to hard vacuum popular starport in the Yalnot system.
but only Typical resistance to other
physical attacks.
Resistance to Energy Attacks: Typical
level
Telelocation: Excellent ability to
determine the direction and distance to
any familiar location.

Representatives: Xeron the Star-

Slayer
Attitude toward Earth: Neutral
Notes: Individual Mobians are
adventurous and stubborn. Once they
set upon a goal, they persevere until
the goal is accomplished or forever
beyond the Mobian's efforts.
The stubborn Mobians have thus far
resisted the Skrulls' attempts at
annexation. They are allied in their
resistance with the Gegku and
Wilameanis.

104
Pheragots Wobbs
Homeworld/ Star System: Arago-7 Homeworld/ Star System: Wobhb-
Habitat: Unknown Lar/ Filipima II
Gravity: Unknown Habitat: Unknown
Atmosphere: Unknown Gravity: Unknown
Estimated Population: 4.5 billion Atmosphere: Unknown
Society: Planetwide democracy Estimated Population: 409 million
Technology Level: Earth equivalent Society: Psychocracy
Spaceflight Level: FTL/ Warp Technology Level: Early industrial
Spaceflight Level: none
Height: 10'
Eyes: White Height: 5'1"
Skin: Light blue Eyes: White
Hair: None Skin: Light purple
Hair: Purple
F A S E R I P
Pr Ty Am Rm Gd Ty Pr F A S E R I P
Health: 90 Karma: 20 Fb Pr Pr Gd Gd Gd Gd
Racial Powers: Health: 20 Karma: 30
Resistance to Cold (Rm) Racial Powers:
Linguistics (Rm)
Representatives: none Telepathy: Remarkable ability,
Attitude toward Earth: Friendly including transmitting the translation of
Notes: The Pheragots evolved on a any language the Wobb hears or
cold high-gravity world. This resulted in reads.
a dense molecular structure that gives
them enhanced Strength and Representatives: Cerexa
protection against physical harm. (communications specialist on the
Despite their threatening appearance, starship Andromeda)
the Pheragots are actually a meek Attitude toward Earth: Neutral
race with a child-like reaction to Notes: Wobbs are a humanoid race
combat-- they cry in fright. Other with insect-like features. They have an
Andromedan races think highly of the innate mastery of psychology due to
good-natured their telepathic powers. They are ruled
Pheragots and consider anyone by an elite corps of master
attacking a Pheragot to be the lowest psychologists. Although they lack the
form of villain. ability to produce their own starships,
Despite their timidity, Pheragots are the Wobbs' natural linguitic and
sensitive to the plight of others and will telepathic powers make them
assist those in need, provided violence extremely valuable in multiracial
is not required. crews. Wobbs are commonly found
The Skrulls technically control Arago-7 serving as translators, communications
but, for reasons unknown, leave the officers, or diplomats.
Pheragots alone. It is possible the
Pheragots' nature drives the Skrulls to
distraction.

105
 RACES OF !"
Chr'Ylites
Homeworld/ Star System:
Chr'Yllalisa, Chr'Yll Star System
Habitat: 50% surface covered with
water
Gravity: 120% Earth standard
Atmosphere: 140% Earth density,
with high oxygen content
Estimated Population: 3.7 million
Society: Benevolent matriarchy
Technology Level: None
Spaceflight Level: None
Height: 1'6" long
Eyes: Red
Skin: Iridescent Green chitinous, with
large transparent wings
Hair: None
F A S E R I P Eyes: White
Pr Pr Pr Pr Ex Pr Pr
Health: 24 Karma: 36
Racial Powers:
Armorskin: Gd protection from physical
attack
Empathy: Rm
Mental Probe: Rm
Winged Flight: Pr air speed
Representatives: Sikorsky
Attitude toward Earth: Neutral
Notes: Chr'ylites are known for their
medical expertise. The psychic talents
make them highly valued as diplomats
and physicians in the Shi'Ar Empire.
D’Bari
Homeworld/ Star System: D’Bari IV,
D’Bari Star System (destroyed)
Habitat: Unrevealed
Gravity: Unrevealed
Atmosphere: Unrevealed
Estimated Population: previously in
the billions; now a handful
Society: previsously a enevolent
matriarchy
Technology Level: Highly advanced,
with advanced weapons such as the
Petrifactor, which turns its target to
stone for 100 Earth hours, as well as
returning petrified targets to normal
with a second exposure.
Spaceflight Level: FTL
Height: 6’
Skin: Green
Hair: Green
F A S E R I P
Pr Ty Ty Ty Ty Ty Ty
Health: 22 Karma: 18
Racial Powers:
Amphibious: The D’Bari have gills, and
are capable of breathing both on land
and under water.
Representatives: Bzztl, Gvyn,
Tas’wzta, Vuk
Attitude toward Earth: Aggressive
Notes: The D'bari were a peaceful,
long-lived race that lived on D'bari IV,
a planet within the Shi'ar Empire's
sphere of influence.
The D’Bari are extremely long-
lived, measuring their lifespans in
centuries rather than years. They
reproduce sexually, as well as
asexually by budding, but can only do
so every thousand years.
The D'Bari were driven to the
brink of extinction when the Phoenix
consumed their sun, destroying D'bari
IV, and killing all of the planets
inhabitants. The few surviving D'bari
soon developed a hatred of humanity.
106
Mephitisoids M’N
davians
Homeworld/ Star System: Tryl'sart, Homeworld/ Star System: Planet
Cyrane Om'lr Star System, (third from M'Ndavi, B'lbwo XX
the sun) Habitat: Unknown
Habitat: Temperate, with cities located Gravity: Unknown
underground Atmosphere: Unknown
Gravity: 110% Earth standard Estimated Population: 49 million
Atmosphere: 78% nitrogen, 21% Society: Representative monarchy
oxygen Technology Level: Superior to Earth,
Estimated Population: 350 million Spaceflight Level: Faster than Light
Society: monarchy (ruled by the Travel (FTL)
Shi'Ar), small independent colonies
Technology Level: Equivalent to the Height: 6'3"
Shi'Ar Eyes: Yellow
Spaceflight Level: Equivalent to the Skin: Light yellow or light green
Shi'Ar Hair: None

Height: 5'11" F A S E R I P
Eyes: various Ty Ty Gd Ty Am Rm In
Skin: Furry Health: 28 Karma: 120
Hair: Black and white Racial Powers: Highly advanced
intellects
F A S E R I P
Rm Ex Gd Gd Ex Gd Rm Representatives: None known
Health: 70 Karma: 60 Attitude toward Earth: neutral
Racial Powers: Notes: The M'Ndavians have the most
Claws: Good damage complex legal system in the known
Hypersensitive Smell: Good rank galaxies. They are employed within the
Nightvision: Remarkable rank Shi'ar Empire for matters of great
Tracking: Good rank significance to the empire. An
Pheromones: They possess the ability M'Ndavian judge presided at the trial of
to release mind-controlling scents of Mr. Fantastic who was tried for saving
Good to Incredible rank. The males the life of Galactus, the planet ravager.
use these pheromones to control their M'Ndavian justice is the legal
adversaries. Females use the system employed by the M'Ndavians.
pheromones for mating. It has also seen widespread use in the
Intergalactic Council. M'Ndavian
Representatives: Hepzibah, Morrow Justice employs crystals which are
(Nova Corps member) suspended above the many hundreds
Attitude toward Earth: neutral of participants during trials, and
Notes: Male Mephistoids are savage represent their emotions using colors.
warriors, feared both for their combat If all the crystals turn white, the
skills as their mind-altering defendant is innocent; if they all turn
pheromones. The race was once the black, the defendant is guilty.
Shi'ar's primary rival for galactic M'Ndavian Justice was employed at
control. After a long, wide-ranging war, the trial of Reed Richards, who was
the Shi'ar won and placed the found innocent, and at the trial of
Mephistoids under martial law. The humanity which resulted in the so-
Mephistoids retain a burning desire for called "Maximum Security" event.
freedom and hatred for the Shi'ar. The M'Ndavians may have been
There are a group of exterminated by the Axi-Tun when the
Shi’Ar/Mephitisoid hybrids (pictured body of a murdered representative
below), called the Jath’Che. They was returned to M'Ndavi infected with
were exiled to the planet of a powerful plague.
Ch’Reesharaa by the emporer of the
Shi’Ar Empire.

107
P!ndyr
Origin Galaxy: Shi’Ar
Homeworld/ Star System: Epsilon
Seikosha IX
Habitat: best be described as a hard-
scrabble rock of a planet, all harsh
verticals, with mountains thrusting one
way, abyssal canyons plunging the
other.
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Estimated at
less than a thousand remaining.
Society: Unknown
Technology Level: Unknown
Spaceflight Level: Unknown

Height: 7’
Eyes: White
Skin: Purple scaly
Hair: None

F A S E R I P
Rm Ex Rm Rm Ty Gd Ty
Health: 110 Karma: 22
Racial Powers:
Flight: Gd

Representatives: None
Attitude toward Earth: The P!ndyr
are unaware of the existence of Earth.
Notes: The P!ndyr are the most
renowned and feared warriors in the
entire Shi'Ar Imperium. During the
time when a group of Warskrulls
attempted to take over the Shi'Ar
Empire, one of the Warskrulls, in the
disguise of Professor Xavier,
slaughtered the entire race that was
still on their homeworld. However
there are still a few survivors of their
race alive as some were seen fighting
under the control of the fake Xavier.

108
Shi’Ar
Origin Galaxy: Shi’Ar (M-31)
Homeworld/ Star System: Chandilar
Habitat: Varies
Gravity: Varies
Atmosphere: Varies
Estimated Population: 60 billion
Society: Imperial Empire ruled by
Empress-Majestrix Lilandra Neramani
Technology Level: Highly advanced,
with hologram/cloaking technology and
weaponry that can destroy star
systems.
Spaceflight Level: warp-drive
starships, and Stargate space-warping
technology that allows for
instantaneous travel between galaxies.
Height: 6’
Eyes: various
Skin: Pink or purple
Hair: None. The Shi’Ar have feathers
rather than hair atop their heads and
vestigial remains of wings sprouting
from their wrists (some Shi'ar are
evolutionary throwbacks born with fully
functional wings).
F A S E R I P Without guidance from Hala and with
Gd Gd Rm Gd Gd Gd Gd
Health: 60 Karma: 30
Racial Powers: None
Representatives: Lilandra Neramani,
Chancellor Araki, Cal’syee Naramani
(Deathbird), Sharra Neramani
(Deathcry), Ava’Dara Naganandini
(Warbird), K’tor, Ka’ardum
Attitude toward Earth:
Notes: The Shi'ar are an alien race
descended from avian ancestors.
Although mammalian in appearance
they still retain some avian vestiges.
The Shi'ar Empire encompasses an
enormous amount of worlds which are
ruled from an artificial planet called
Chandilar, the Imperial Throneworld.
The Shi'ar race themselves originate
from a planet called Aerie. Deeply
rooted in Shi'ar society is their religion,
their belief in the gods Sharra & K'ythri
the 'mothers' of the Shi'ar.
The current ruler of the Shi'ar
Empire is The Princess Majestrix
Lilandra of the royal family Nerami.
Although she was the youngest of the
three, one brother and sister, the
eldest sister, Deathbird, was ednied
her birthright to be heir to the throne
because of crimes commited against
the state. Then Lilandra's older
brother, D'Ken became emperor of the
Shi'ar and Lilandra served him as
Grand Admiral of the Imperial Guard.
But when she learned of D'Ken's plans
to use an immense powerfull crystal,
called the M'Kraan crystal, to increase
his powers, thereby ignoring the
danger the crystal posed to our entire
galaxy, she tried to stop him. In return
the mad emperor D'Ken ordered his
sister executed. But Lilandra escaped
and when she somehow formed a
mental link with Prof. Charles Xavier
she turned to him and the X-Men for
help. They succeded in defeating
D'Ken and Lilandra resumed the
throne with Xavier as her consort.
Although an ally of the X-Men she
was forced to act against the threat an
insane Phoenix posed for the galaxy
and she ordered her to be killed. The
X-Men agreed on a battle for the life of
Phoenix on the moon vs. the Imperial
Guard. In the end of that battle
Phoenix sacrificed herself when she
recognized the threat she posed.
Still later Lilandra was froced to
surrender the throne when Deathbird
allied herself with the alien Brood and
staged a succesfull attack on the
throne. Lilandra fled again and allied
herself with the Starjammers, a group
of fugitives from the Shi'ar empire led
by Cyclops's father Christopher
Summers. Deathbirds reign lasted for
109
several years until with the help of the
Starjammers and Prof. Xavier Lilandra
was able to resume the throne. But
when Deathbird kidnapped the X-Men
to kill Xavier a plot of the Skrull was
revealed. They had impersonated
Xavier and some other forces in the
Shi'ar empire and used Xaviers mental
powers to influence Lilandra and thus
claim the Shi'ar empire for themselves.
The captives of the Skrull were
released and Lilandra still resumed
control of the Shi'ar Empire.
But still such a large empire is
hard to control by yourself and
machinations by the Supreme
Intelligence of the Kree and a group of
Skrulls caused a major Kree- Shi'ar
war. Subtly influenced by the Supreme
intelligence through shapechanged
Skrull advisors Lilandra ordered the
retrieval of some Kree artifacts from
which Shi'ar scientist created a Nega-
Bomb. Although intervention from the
Avengers changed her mind about the
bomb, she was too late and a crew of
Skrulls captured the bomb and
detonated it in the Kree Empire.
the destruction of about 90% of the
Kree Empire the Shi'ar Empire
assumed control of the Kree Empire.
Lilandra appointed Deathbird vice-roy
of the fallen Kree Empire.
Now the Shi'ar Empire
encompasses easily over a million
worlds and the empire is even harder
to control. Lilandra has to deal with
Kree-underground movements, a web
of anarchist worlds called the Clench,
the Phalanx - a race of techno-organic
creatures and now most recently the
Uncreated.
Typical Shi’Ar Soldier
F A S E R I P
Gd Gd Rm Gd Gd Gd Gd
Health: 60 Karma: 30
Racial Powers: None
Equipment:
Shi’ar technology is sentient and
bonds with its owner. To establish a
relationship with the weapon the
person must impose his will upon it
through an Excellent psych feat.
Body Armor: Excellent protection
vs. Physical and Energy
Energy blaster pistol: Incredible
Energy damage, range: 10 areas
Sword: Incredible material,
Remarkable Edge damage.
Talents: Shi’ar Military, Shi-ar
Technology
Contacts: Shi’ar Empire

Typical Shi’Ar Elite

F A S E R I P
Ex Rm Rm Rm Gd Ex Gd
Health: 110 Karma: 40
Racial Powers:
Enhanced Senses: Ex senses
Body Resistance: Gd protection vs.
Physical and Energy
Claws: Rm material, Rm Edge

Equipment:
Shi’Ar technology is sentient and
bonds with its owner. To establish a Gas: Grants %75 concealment and
relationship with the weapon the -1cs to all not protected in 1 area.
person must impose his will upon it Electrical: 2 javelins that produce
through an Excellent psych feat. an additional Amazing energy
Body Armor: Excellent protection damage.
vs. Physical and Energy Talents: Weapon Specialist: (Javelins,
Energy blaster pistol: Incredible Spear), Martial Arts E, Shi’Ar
Energy damage, range: 10 areas Technology, Military Leadership, Pilot
Sword: Incredible material, Contacts: Shi’ar Empire
Remarkable Edge damage.
Talents: Shi’Ar Technology, Military, Shi'ar Imperial Battlecruiser
Pilot, Espionage Control: In Speed: CL3000
Contacts: Shi’ar Empire Body: Mn Protection: Mn
Shields: Un
Typical Shi’Ar Commander Weaponry: 2x Un laser cannons.
Imperial Shi'ar Battlecruisers are a few
F A S E R I P miles in length, they are equipped with
In Rm Rm In Ex Ex Ex state-of-the-art weaponry and have a
Health: 140 Karma: 60 crew of 50 imperial soldiers, any
Racial Powers: number of passengers and about 10
Enhanced Senses: Remarkable officers and one captain.
senses, including vision and smell.
Flight (Winged): Good airspeed with
Monstrous agility while in flight.
Pinions: The tips of their wings are
sharp enough to do Gd Edged
Claws: Incredible material,
Remarkable Edge damage.
Berserker Frenzy: +1CS Fighting and
Endurance for up to 10 rounds.

Equipment:
Shi’ar technology is sentient and
bonds with its owner. To establish a
relationship with the weapon the
person must impose his will upon it
through an Excellent psych feat.
Battle Armor: Remarkable
protection vs. Physical and Energy.
Spear: Amazing Material,
Incredible edged damage.
Javelins: Remarkable Edged
damage. When hit, the target must
make a Remarkable agility feat or
have the javelin lodged inside him
causing him to count as being in a
Partial Hold until the javelin is
removed.

110
Sidri
Galaxy of Origin: Shi’ar
Homeworld/ Star System: none
Habitat: 74% of surface covered by
water in a mostly temperate climate
covered by dense cloud cover
Gravity: 120% Earth standard
Atmosphere: 75% nitrogen, 22%
oxygen
Estimated Population Unknown
Society: Hive Mind
Technology Level: Unknown
Spaceflight Level: STL
Height: 7' wide
Eyes:
Skin:
Hair:
F A S E R I P like fluid which they can use once
Gd Ty Ty Gd Ty Gd Pr
Health: 32 Karma: 20
Racial Powers:
Physical Gestalt: Individual Sidri and
merge bodily to form a single, larger
Sidri "Colony Ship."
Body Armor: Individuals possess
Remarkable protection. Colony Ships
possess Monstrous protection.
Kinetic Bolt: Individuals fire blasts of
Excellent rank. Colony ships fire blasts
of Monstrous rank.
True Flight: Individuals can hover or fly
at Excellent speed. Colony Ships can
travel at Amazing space speed and
generate warps to travel between stars
or galaxies.
Weakness: They are -2CS to resist
Heat-based attacks.
Representatives: none.
Attitude toward Earth: neutral
Notes: The Sidri are a space-dwelling
race with no known homeworld. Their
nomadic Colony Ships roam Shi'ar
space like living dreadnaughts. In
exchange for free passage, the Sidri
act as bounty hunters eliminating the
Shi'ar's foes.Sidri possess a mass
mind shared by all the parts of their
Colony Ship. Operating from within
Shi’Ar space, the Sidri work as bounty
hunters.
Sidri (Mutant) take revenge and finally battled
Excalibur. During the fight Douglock
Height: 12’ discovered that the Sidri are actually
Eyes: techno-organic in nature and so he
Skin: was able to link with them and purge
Hair: the virus out of their system. As the trio
left, they were already reverting to their
F A S E R I P original appearance
Rm Ex Rm Rm Rm Ex Ex
Health: 110 Karma: 70
Racial Powers:
Colony Ship: Control-Gd: Speed-Am:
Body-MN.
Body Armor: Mn(75) vs physical,
CL1000 vs. cold and vaccuum,
In vs. energy and fire.
Claws: they can form claws for Rm
edged damage.
Adhesive Spittle: an Am strength web-
every three rounds to bind their targets
up to 1 area away.
Self-Sustenance: no need to eat, sleep
or breathe.
Energy Weapons: They have spear-
like energy weapons that deliver an Ex
intensity electric 'sting' which does 20
damage and can stun targets that fail
to make a End. FEAT.
Talents: Hunting, Astrogation, Piloting
Notes: During an earlier adventure in
outer space, the X-Men and
Starjammers recognized an injured
Sidri colony drifting helplessly in
space. Although they were in a hurry
to rescue Professor X, the X-Men
wanted to help as they consider life in
all its form worthy. Still Corsair
objected, and as he is the
Starjammer's captain, he ordered to
pass them by without stopping. The
Starjammers had dealt with the Sidri
more than once and knew the aliens to
be dangerous opponents. Anyway
Kitty Pryde and Nightcrawler secretly
entered the medilab and launched a
probe with what they believe to be a
revitalising serum, only it was a
mutation virus. Three of the Sidri
mutated and while they could still
merge with each other, they were
exiled from the collective.
Angrily they departed for Earth to
111
Strontians part of space that was rule by the Allowing them to serve in the cold
Origin Galaxy: Shi’Ar avian beings known as the Shi'ar. The vacuum of space and their power
Homeworld/ Star System: Strontia Strontians possessed exceptional would be unmatched throughout the
Habitat: Unknown cognitive abilities that allowed them to universe. Very few survived this
Gravity: Unknown achieve what ever they believed, this process, even fewer possessed the
Atmosphere: Unknown power made them invulnerable to most strength of character to be trusted with
Estimated Population: Only three attacks, however, their abilities were its gifts. The Strontian had ten warriors
Strontians remain alive (see not as effective against sorcery, which to surpass the first part of the trial,
Representatives). was forbidden by their own decree. although their elders were unable to
Society: Warrior culture However one of their elders make a decision, claiming that there
Technology Level: They possessed revealed that Kallark confidence was was only person in the entire Empire
advanced technology, although it was such that he could withstand magic that could, Majestor T'Korr.
not revealed to what level their and it was necessary to allow certain While aboard the Shi’ar Imperial
achievements had reached. adepts to study it so that they are flagship “Sharra’s Talon,” T’Korr was
Spaceflight Level: prepared for it use by an enemy. While concerned about the recruits being so
performing a trail for the right to be young, but his adviser Chancellor
Height: 6’ added to elite roster of the Shi'ar an Vitana explained that only the young
Eyes: various Elder revealed to Tennet that if they could survive the “Gladiator Process,”
Skin: Purple, with pointed ears were to doubt or question themselves, and that an ordinary Strontian could
Hair: Black their power would fade. decimate an army single handily.
By royal decree the Shi'ar's new Learning of their strength T’Korr
F A S E R I P Imperial Guard was to be a company became puzzled of why his father
Mn Am Un Un In Mn In of elites, each race in the Empire could would accept Strontians into the Shi’ar
Health: 325 Karma: 155 only send its finest warrior, and this Empire, knowing that a race of such
Racial Powers: was the highest honor that could be power might threaten the throne.
Invulnerability: Un protection vs. bestowed on any warrior. After the Vitana informed that the Strontians
Physical and Energy, Sh-Z protection warrior was selected into the Guard his were loyal to his father due the Shi’ar
vs. Heat, Cold, Gas, Disease and natural abilities, already prodigious, providing them the cure to the “Wraith
Radiation were exalted to gladiator level. Plauge” that ravaged their planet and
Self-Sustenance: Doesn’t need to eat,
sleep or breathe, able to survive in the
vacuum of space
Hyper-Speed: Strontians possess Un
rank superhuman reflexes. They can
perform the following power stunts:
Considered Un rank for Fighting for
multiple attacks and evading.
Considered Un rank for Agility for
dodging and catching projectiles.
Enhanced Senses:
Hypersensitive Hearing: Mn
Hypersensitive Olfactory: Mn
Telescopic Vision: Un
Hyper-Intake/Expulsion: Un
Flight: Sh-Z airspeed, CL5000 in
space
Psychic Reflection: Automatic
reflection of any psionic attack at –1cs;
a Yellow Psychic FEAT by attacker
stops the attack at its inception
Heat Vision: Mn Energy, 10 areas
Weakness: Any loss of self-faith drops
all powers -2CS and abilities -3CS. At
the judge's discretion, a red Psyche
FEAT is needed to retain his
confidence and powers.

Representatives: Kallark (Gladiator),

Xenith (The Strontian), and Gladiator’s
son Kubark (Kid Gladiator).
Attitude toward Earth: Whatever
Shi’Ar’s attitude towards Earth is.
Notes: The Strontians were a proud
race of warriors that lived on the planet
of Strontia, which was located in some

112
in return they swore their unending
loyalty to the Shi’ar throne. Strontians
valued nothing above honor and duty.
Their fealty was without question. Not
willing to take Vitana for his word
T’Korr ordered the cadets to slay a
race that was a threat to the throne,
they were to return home and kill the
Elders of their race. T’Korr took the life
of a Strontian female, which refused to
be obedient to his order. Kallark
pushed his feelings aside and follows
the orders that were given, which
brought him into conflict with his friend
Harrald, although could not stop the
determined warrior Strontian from
completing his mission. Harrald later
learned from a dying Elder that they
had already agreed to a bargain that
would keep the Shi’ar form using a
Starcracker that would sent their Sun
to Nova state, which would have
destroyed the planet. Kallark knew this
and he was the only one of the cadets
capable of carrying out this mission.
Stygian Representatives: Cosmo (Imperial
Galaxy of Origin: Shi'ar Guard); Neutron (Imperial Guard);
Homeworld/ Star System: Stygia Glakandar, the Stygian Starbender
Habitat: Unrevealed Attitude toward Earth: Unrevealed
Gravity: Unrevealed Notes: The Stygian race was part of
Atmosphere: Unrevealed the Shi'ar Empire. The most prominent
Estimated Population: Unknown Stygians include Glakandar, who
Society: Under supervision of Shi'ar became the first being in this universe
Empire. appointed by Eon to be the defender of
Technology Level: Equal to Shi’ar the universe many centuries ago.
Spaceflight Level: Equal to Shi’ar In modern times there have been
three Stygians who represented their
Height: 5'9" homeworld as part of the Shi'ar
Eyes: White Imperial Guard: The first was Neutron
Skin: Black, covered in a starscape a long-standing member for years who
pattern was killed during the War of Kings
Hair: Black conflict. Another later recruit was
Cosmo, who was slain by the mutant
F A S E R I P Vulcan during his rampage during the
Unrevealed Shi'ar empire. Following the death of
Health: Unrevealed Neutron, he was recently replaced by
Karma: Unrevealed a successor who took his name.
Racial Powers: Very little else is known about this
Unrevealed race.
113
Tsyrani
Galaxy of Origin: Shi'ar
Homeworld/ Star System: Planet
Tsorcherhi, Elia Star System, 3rd from
sun
Habitat: 73% of surface covered by
water with mostly temperate climate
Gravity: 120% Earth standard
Atmosphere: 74% nitrogen, 21%
oxygen
Estimated Population: 4.3 billion
Society: Matriarchal monarchy under
supervision of Shi'ar Empire.
Technology Level: Equal to Shi’ar
Spaceflight Level: Equal to Shi’ar

Height: 5' 9"

Eyes: multifaceted
Skin: Pink
Hair: Various

F A S E R I P
Ex Gd In In Ex Ty Gd
Health: 110
Karma: 36
Racial Powers:
Body Armor

Representatives: Matriarch Elhalyn

Attitude toward Earth: Benign
Notes: The Shi'ar granted a large
measue of self-rule to the Tsyrani,
whom they conquered long ago. The
Tsyrani once sent a scout ship to Earth
which serveral people including
Jessica Drew encountered. They are
humanoid in appearance with 2 eyes,
6 fingers with opposable thumb and six
toes.

114
 RACES OF THE LARGE
MAGELLANIC CLOUD
Kree Talents: Military, Guns, Kree Typical Kree Pursuer Corps
Homeworld/ Star System: Hala Technology F A S E R I P
(homeworld) / Pama system; Kree-Lar Rm Gd Rm In Gd Gd Rm
(Imperial capital)/ Tarunal system Health: 120 Karma: 50
Habitat: Unknown Resources: N/A Pop: 20 (Kree)
Gravity: Unknown
Atmosphere: Unknown Known Powers:
Estimated Population: 30 billion (prior Pursuer Enhancements: Pursuers are
to the Nega-Bomb); currently 300 implanted with cybernetics implants
million and power cells that grant them these
Society: military-technocratic dictator- powers:
ship Body Armor: Rm protection vs.
Technology Level: Robots, cyborg Physical, Force and Energy
and cybernetic technology, genetic Flight: Ex airspeed
engineering, psionic technology, and Sensor Arrays: Am Energy Detection
energy weapons.
Spaceflight Level: Advanced warp- Typical Kree Accuser Corps Equipment:
drive starships F A S E R I P Beta Batons: Rm material, Mn Blunt or
In Gd In In Gd Gd Rm Stun
Height: 5’10” Health: 130 Karma: 50
Eyes: various Resources: N/A Pop: 40 (Kree)
Skin: light blue or pink
Hair: various Known Powers:
Body Armor: Am protection vs. physical
F A S E R I P and energy.
Ty Ty Ex Ex Ty Ty Ty
Health: 52 Karma: 18 Equipment:
Racial Powers: The Kree have Universal Weapon: Mn material, can
evolved with greater strength than manipulate cosmic energy at Am rank.
Earth humans in order to combat the They typically have the following
heavier gravity of their home worlds. powerstunts:
Kree women also have the -Power Blasts: Am Force or Energy, 4
potential for psychic abilities of various areas range
kinds, collectively referred to as a -Flight: Rm airspeed, CL5000 in space
"seventh sense". This psychic potential -Force Field: Am, Anyone touching the
has manifested as clairvoyance, rod without an Accuser’s protective
precognition, or even lethal attributes. armor suffers Am damage each round.
Some Kree women can reach into the
mind of male-sex species to manipulate
their desires or drain another's life force
completely. Kree technology has since
been created to discover and remove
the powers surgically, and technorganic
Bloodhounds were used to track down
female reaching the adult age with
those abilities.

Typical Kree Warrior

F A S E R I P
Gd Ty Ex Ex Gd Gd Ty
Health: 56 Karma: 26
Resources: Ty Pop: 0
Equipment:
Body Armor: Gd protection vs. Physical
and Energy
Laser Blaster: Gd Energy, 7 areas
Jet Pack: Ex airspeed

115
Typical Kree Sentry Kree Bloodhound
F A S E R I P F A S E R I P
Ex Ex Mn Un Ty Pr Pr Ex Ex Mn Un Ty Pr Pr
Health: 215 Karma: 14 Health: 215 Karma: 14
Resources: N/A Pop: 0 Resources: N/A Pop: 0
Kree Bloodhounds were created to
Known Powers: hunt down Kree females and ensure
Body Armor: Am they don't possess the rare ability to
Immune to psionics, mental attacks, bend males to their wills. Though only a
poison and disease. few in every hundred thousand
Growth: various models are different possess the ability, all females are
sizes: subject to the psychological torture
-Sentry 213: Ex used to remove the ability.
-Sentry 372: Gd
-Sentry 459: Pr Known Powers:
-Sentry 9168: human size Psychic Power Detection: They have
Communication: CL5000 range but Kree Bloodhounds the Amazing ability to sense a person’s
restricted to lightspeed psychic powers with world-spanning
Energy Beam: range.
-Sentry 372: Am Energy, 5 areas
-Sentry 459: Am Energy, 10 areas
-Sentry 9168: Un Energy, 5 areas
Self-Healing: Sentry can repair
themselves if not below 0 health.
Other weapons: Sentry can have any
number of extra weapons
-Sentry 372: this sentry can shoot forth
from his eyes a beam of collodial atoms
that form into a cube which requires Mn
strength to get free of. The victim can
do nothing else. The ray has a range of
1 area.

116
Representatives: Supreme
Intelligence, Arides, Bel-Dann, Bun-
Dall, Falzon, Fer-Porr, Korath the
Pursuer, Lunatic Legion, Mac-Ronn,
Mar-Vell, Minn-Erva, Morag, Ronan,
Shatterax, Una, Yon-Rogg, Zarek, Zey-
Rogg.
Attitude toward Earth: Hostile
Notes: The Kree race originated on the
planet Hala, Pama system, Greater
Magellanic Cloud. Outwardly humanoid
in appearance (save for the dominant
race's blue skin), the Kree are adapted
to the harsh environment of their home
planet. Hala's atmosphere has a higher
nitrogen content than that of Earth;
consequently, Kree visiting Earth must
wear a special breathing apparatus.
Hala also has a much stronger
gravitational force; therefore, the Kree
have dense bodies that give them
about twice a human being's strength
and endurance. There are two races of
Kree, the socially-dominant blue-
skinned and the socialiy-inferior pink-
skinned. Although the only difference
between the two races is their skin
color, Kree society suffers a fair
amount of racial prejudice.
About 10 million years ago, the
then-benevolent Skrulls landed on the
planet Hala. They intended to help the
natives advance socially and
technologically, so the Halans could
join the vast network of free-trading
civilizations the Skrull called an empire.
However, Hala boasted two equally
intelligent lifeforms, the Kree and a
race of sentient plants known as the
Cotati. In order to determine which race
would represent Hala in the empire, the
Skrulls proposed a contest.
They took an equal number of
Cotati and Kree to a distant planetoid
(Earth's moon). After creating an
artificial atmosphere, the Skrulls bid the
two groups to use their resources to
create something of worth on the
barren world. The Kree constructed a
magnificent industrial city, while the
Cotati grew an equally magnificent
garden.
When the Skrulls returned a year
later, they judged the Cotati
achievement worthier. The enraged
Kree leader incited his fellows to slay
all Skrulls and Cotati on the planetoid,
then seized the Skrullian starship. Kree Supreme Intelligence
Within two generations, they mastered
interstellar technology and launched an The Kree have long known of
attack on the Skrullian empire. Thus Earth's genetic potential and strategic
began the empire-building war that has location. This has led to several
raged for millions of years between the contacts between Earthmen and Kree
two races. The Kree empire is a agents. The most notable was the
militaristic dictatorship led by an prehistoric attempt by Kree scientists to
organic computer construct called breed a race of super-warriors
Supremor (for Supreme Intelligence). It (resulting in the inhuman race). After
is aided by the preserved brains of the the super-warrior plan was abandoned,
Kree's greatest intelligences, and a Supremor decided to use the human
number of imperial administrators. Kree genetic potential to revitalize the Kree
worlds are ruled by imperial governors genetic pool. (The Kree had long ago
and watched by powerful automatons reached the endpoint of their natural
called Sentries. evolution.) He bonded a human to a
Kree, but the result proved less than
satisfactory.
.
Kree Warship
117
 Over the years, Supremor has
faced several challenges to his
position. Although he has survived
each attempt to depose him, his own
experiments may have brought an end
to his rule. In an attempt to revitalize
his own mental potential, for the first
time, Supremor recently absorbed the
minds of some of the pink-skinned
Kree. However, the racial hatred
between the blue-skinned minds and
the new pink-skinned minds was so
great that he needed a Soul-Gem to
force a peaceful coexistence.
Through a complicated series of
events, Supremor recently tried to
absorb the Silver Surfer. During his
escape, the Silver Surfer stole the
Soul-Gem. Supremor quickly went
insane, and the Kree Empire fell into
anarchy.
In this turbulent period a woman
named Nenora became supreme ruler
of the Kree. It was not until Silver
Surfer and S'Byll, current empress of
the Skrulls, exposed her that the Kree
found out that Nenora was a Skrull
working on her own. They offered S'Byll
a truce that would allow the two races
to regain their strength. In the
meantime a pink and a blue-skinned
Kree, Dar-Benn and Ael-Dan, assumed
the positions of supreme rulers of the
Kree. What they didn't know was that
the Supreme Intelligence had regained
his senses and was contemplating a
grand plan. Because the Kree were at
an evolutionary dead-end the Supreme
Intelligence formulated a plan to plunge
plan succeeded and he even was able Deathbird now rules Hala with the Kree
the Kree in a great war with the Shi'ar
to manipulate a few Avengers to "kill" Starforce as her imperial guard.
empire. He used the help of the Skrulls
him only to be recued unknowingly to
and manipulated the events so that the
everybody else by his helpers. The
Shi'ar would detonate a bomb that
Shi'ar have now claimed the entire
would kill most of the Kree population
Kree empire and Lilandra's sister
and allow them to evolve anew. His

118
Spartoi
Homeworld/ Star System: Spartax/
Spartax system
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: 15 billion
Society: Emperor with a Council of
Ministers
Technology Level: Highly advanced,
with teleportation technology.
Spaceflight Level: Advanced warp-
drive starships
Height: 5’10”
Eyes: various
Skin: pink
Hair: various
F A S E R I P Hair: None
Ty Ty Ty Ty Ty Ty Ty
Health: 86 Karma: 18
Racial Powers:
Extended Lifespan: They typically live
for over 200 years.
Representatives: Eson, Gareth, J’son
of Spartax, Peter Quill (formerly Star-
Lord), Captain Victoria
Attitude toward Earth: Friendly
Notes: Controlling a small empire in
the outlying systems of the Greater
Magellanic Cloud (which consists of
hundreds of worlds), the Spartoi share
a common ancestry with the Shi’ar.
The Spartoi once planned to enter
into an alliance with the powerful Shi’ar.
But when the Kree learned of this, they
stalled the planned alliance by
attempting to assassinate Shi’ar
Majestrix Lilandra. The Spartoi Empire
was later drawn into a prolonged war
with the Ariguans.
Vorms
Homeworld/ Star System: Vormir,
Helgentar, sixth from sun
Habitat: 74% of surface covered by
water in a mostly temperate climate
covered by dense cloud cover
Gravity: 120% Earth standard
Atmosphere: 75% nitrogen, 22%
oxygen
Estimated Population: 3.6 billion
Society: Tribal, governed by the Kree
Empire
Technology Level: Low
Spaceflight Level: no warp-drive
technology
Height: 16' 6"
Eyes: White
Skin: Red, scaly
F A S E R I P
Ex Gd Ex Ex Pr Ty Ty
Health: 70 Karma: 16
Racial Powers: Long tail that can be
used as a weapon.
Representatives: Baiwak, Varanus
(both also known as The "Star-Stalker")
Attitude toward Earth: The majority
are unaware of Earth.
Notes: The "Star-Stalker" was a mutant
and hence possessed powers (such as
the ability to fly through space and
drain energy) that other Vorms lack.
Vorms are nocturnal and are vulnerable
to great heat.

119
 RACES FROM OTHER GALAXIES
Acanti
Origin Galaxy: Unknown
Homeworld/ Star System: Unknown
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Unknown
Society: Unknown
Technology Level: Unknown
Spaceflight Level: Unknown
Height: 5 miles in length
Eyes: White
Skin: Red
Hair: None
F A S E R I P Prophet-Singer,
Fe Ex ShY Cl1 Mn Rm Cl1
Health: 1222 Karma: 1105
Racial Powers:
Space Flight: Acanti are massive,
space-faring creatures similar to Earth
whales. They fly through the stars at
CL3000 speed; Mn combat speed.
Natural Invulnerability to space: The
Acanti (and their insides) are
invulnerable to the cold and pressures
of space. It is not known if they eat or
what, but it is presumed that they
somehow absorb cosmic or solar
energy to sustain themselves.
Equipment:
Brood Enhancements: The Brood have
captured and enslaved many Acanti,
lobotomized them and equipped them
with cybernetics.
-Laser Batteries: Mn Energy
-Photon Torpedoes: Mn damage
The Acanti can easily carry millions of
Brood inside them, but because the
Brood are consuming the creatures
from the inside, they are limited to
about 100,000 in order to prolong the
lifespan of these living ships.
generation would also do so, releasing saved Storm (who had destroyed the
the Soul to join the body of the next egg and critically wounded herself).
Prophet-Singer. Other Acanti merged Storm's
Upon migrating to the Milky Way consciousness with that of the
galaxy, the Brood began to enslave Prophet-Singer while Storm's body
the Acanti to take advantage of their healed in a cocoon within the Prophet-
natural ability to travel at speeds Singer.
exceeding light. The Brood would The X-Men then agreed to release
infect individual Acanti with a disease the Soul from Broodworld. After a
known as the Slaver Virus, which battle against the Brood, Binary
would destroy the higher cognitive succeeded in releasing the Soul from
functions of their minds, making them the crystalline room in which it was
ripe for easy control. Then, the Brood trapped. The grateful Soul purged the
would transform the mindless husks X-Men of the Brood embryos and
into living starships. The Brood transformed the Brood's Queen into
succeeded in enslaving the Acanti inanimate crystal. The Soul united with
and when he the young Prophet-Singer, who
eventually died and crashed on a assumed leadership of the Acanti.
planet, its body was reconstructed as
the "throne city" (presumably like a
capital) on the planet (referred to as
"Broodworld" or "Sleazeworld") that the
Brood then established as the center
of their empire. Thus, the Soul
remained trapped in the skull of the
dead Prophet-Singer even though a
new Prophet-Singer had recently been
born. With the Soul trapped, the Acanti
suffered.
During the X-Men's first conflict
with the Brood, the X-Men had been
implanted with Brood eggs. The young
Prophet-Singer encountered the
desperate hero Storm as the egg
began to hatch, transforming Storm
into a Brood alien. The Prophet-Singer

Representatives: None named

Attitude toward Earth: Neutral
Notes: According to myth, the Acanti
are an ancient species which
peacefully wandered through space,
benevolent and compassionate by
nature. The Acanti were led by one
individual known as the Prophet-
Singer. The Prophet-Singer was the
repository of the Acanti's racial Soul, a
collective semi-mystical force that
linked and motivated the Acanti
species. As death approached, the
Acanti typically hurled themselves into
stars. The Prophet-Singer of each

120
Star Sharks
Origin Galaxy: Unknown
Homeworld/ Star System: Unknown
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Unknown
Society: Unknown
Technology Level: Unknown
Spaceflight Level: Unknown

Height: 200’ long

Eyes: Black
Skin: Grey
Hair: None
F A S E R I P Brood
Ty Ex Mn Un Ty Gd Ty
Health: 201 Karma: 22
Racial Powers:
Space Flight: Star Sharks are massive,
space-faring creatures similar to Earth
sharks. They fly through the stars at
CL3000 speed; Mn combat speed.
Natural Invulnerability to space: The
Star Sharks (and their insides) are
invulnerable to the cold and pressures
of space. It is not known if they eat or
what, but it is presumed that they
somehow absorb cosmic or solar
energy to sustain themselves.
Equipment:
Brood Enhancements: The Brood have
captured and enslaved many Star
Sharks, lobotomized them and
equipped them with cybernetics.
-Laser Batteries: Am Energy
-Photon Torpedoes: Am damage
-Scanners: Un Range
Representatives: None
Attitude toward Earth: Neutral side of their tail fins, which produce an
Notes: At some point in their history, unknown energy that gives them
the Star Sharks where enslaved by the incredible propulsion abilities.
as living ships, and,
presumably, food sources. Unlike their
fellow space faring race, the Acanti,
the Star Sharks were too small for the
Brood use as floating colonies, and
were instead fitted with powerful
weapons and used as scout ships and
battle cruisers, as well as landing craft.
Star Sharks resemble their Earthly
namesake, having long, torpedo
shaped bodies, dorsal, pectoral and
caudal fins.
Most are reminiscent of Carch-
aradon Carcarias, the Great White
shark, and at least one individual was
seen possessing the features of a
Hammerhead Shark (Sphyrna
Zygaena) but having large, saillike
caudal and pectoral fins. Star Sharks
average about the size of a 747
passenger plane, and have massive
teeth, which they can use with great
effectiveness to bite their prey.
Star Sharks (at least some of
them) also possess the equivalent of
"jet engines" large openings on either

121
Archeopians
Origin Galaxy: Unknown
Homeworld/ Star System: Archeopia
(destroyed)
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: Believed to be
extinct
Society: Peaceful
Technology Level: Advanced
Spaceflight Level: FTL
Height: 6’ 4”
Eyes: varied
Skin: Yellow
Hair: Orange
F A S E R I P by energies unleashed as Galactus
Ty Gd Ty Ty Gd Gd Ty
Health: 28 Karma: 26
Racial Powers:
Claws: Ex Edged damage
Representatives: Ree, Tyrill, Illoll
Attitude toward Earth: Neutral
Notes: Billions of years ago,
Archeopians, including Tyrill and Illol,
discovered the incubator-cube holing
the being who would become Galactus
after it fell into orbit around Archeopia.
An exploratory craft determined the
incubator to be a cage or cell of some
sort, and they decided not to tamper
with it, lest they release the unknown.
They warned their brethren, and the
incubator-cube orbited undisturbed for
years. When interstellar war spread
into Archeopia's sector, marauding
ships discovered the incubator-cube.
Suspecting it to be a weapon, the
entire fleet trained its firepower upon
the cube, which merely released the
now fully matured Galactus.
Devastating the entire fleet and
consuming its energy, Galactus
nonetheless remained ravenous and
drained Archeopia's life-sustaining
energies, little caring who or what
existed on the first world he fed upon
thusly; a small fleet of ships carrying
foresighted Archeopians launched into
space, escaping death. Viewing the
carnage he had wrought, Galactus
vowed to be more than a force of
destruction, taking millennia to create
Taa II (named for Galactus' native
world), an immense world-ship
engulfing the Archeopian system.
unrevealed whether Ree was active
before or after Archeopia's destruction.
After death, Ree presumably
manifested within the White Room that
housed the former Quantum Band
wearers' residual life energies. In
recent years, Ree was one of four
former Quantum Band wearers
(including the Stygian Starbender, Trill,
and the unstable Marvel Boy/Robert
Grayson duplicate aka the Crusader)
Becoming known as the formed from Eon's corpse by the mad
Wanderers, the Archeopian survivors Titan Thanos and sent to battle current
traveled space, seeking revenge. In wearer Quasar (Wendel Vaughn), who
recent years, the Wanderers pursued
overloaded the ersatz Ree's,
the Rigellian ship carrying Thor Starbender’s and Trill's bands,
Odinson and Recorder #211 in pursuit
destroying them and their wearers.
of Galactus, rescuing and resuscitating
the pair after their ship was destroyed
battled Ego, the Living Planet. The
Wanderers located Galactes and Ego
anew, and the latter brought Thor,
Recorder and the Wanderers to its
surface, sparing them from destruction
from the two cosmic forces' clash.
From the Wanderers' crippled ship,
Thor and the Wanderers erected a
stand to house Mjdnir, and Thor
channeled his godly life force through
Mjolnir at Galactus, presumably
magnified by some sort of
weapon designed by the
Wanderers tor use against
Galactus. Apparently fearing for
his life from the blast’s power,
Galactus fled. Their ship
destroyed, but briefly satisfied
with their accomplishment, the
Wanderers accepted the
grateful Ego's offer to make
their new home on a portion of
his surface transformed into a
lush and verdant haven for the
Wanderers. Soon after Thor
left, however, Rigellian
colonizer Tana Nile took a
sample of Ego to terraform a
planet later known as
Blackworld. Driven insane by
the sample's removal, Ego
consumed all of the Wanderers
on his surface. The
Archeopians' separate identities
vanished into Ego's own. The
Archeopians are believed to be
extinct.
Ree “of the long extinct
Archeopians" was one of the
cosmic entity Eon's previous
Protectors of the Universe,
wearing the Quantum Bands
(sometimes in the form of a
single necklace) to ensure
conditions in the cosmos
remained amenable to life; it is
122
Axi-Tun
Galaxy of Origin: Ring Nebulae M-57
Homeworld/ Star System: Planet
Tun, S'vihn-hoont Star System, third
from sun
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population: ~57,000
Society: No common society
Technology Level: Their level of
technology is superior to Earth's, with
faster than-light spacecrafts, at least
one of which was powered by a ring-
like object that magnified the power of
any mechanical device. The Axi-Tun
have developed potentially genocidal
weapons, such as the Cauldron of
Conversion, which housed a semi-
sentient protoplasm that consumed
organic matter.
Spaceflight Level: faster than light
travel
Height: 6’4”
Eyes: White
Skin: Pink
Hair: Various
F A S E R I P century's battle, the Horsemen were
Ex Gd Ty Gd Ex Gd Gd
Health: 46 Karma: 40
Racial Powers: Axi-Tun are humanoid
in appearance and physical abilities,
though there are multiple mutants,
mutates and cyborgs possessing
varying capacities tor energy-
manipulating powers. The baseline
genome has remained static allegedly
for over a billion years. To generate a
member of the Axi-Tun race, utilize the
character creation process.
from other races to prevent being
sullied from interaction with Inferiors."
Volan, in particular, sought destruction
of all other races with spread of the
Axi-Tun throughout the universe.
Despite their desired isolationism, Axi-
Tun delegates have served in the
Charter and Intergalactic Council.
In the distant past, the vastly
powerful Krowtanem, Yentron,
Linbythoum and Rowregyynac served
as the Axi-Tun soldier-elite for untold
eons, battling for lives, souls and
power in multiple galaxies. Allegedly
billions of years ago, the Axi-Tun sent
their soldier-elite to take over Earth as
an outpost from which to conquer
other civilized worlds, holding it for an
in-determinate time period against
their alien foes. As intelligence
developed on Earth, the soldier-elite
became known in various languages
as Famine, Pestilence, War and
Death, respectively — the Four
Horsemen of the Apocalypse. When
humanity (or perhaps one of the Elder
races) was no more than barbarians,
an unidentified race even mightier than
the Horsemen came to Earth. After a
humbled and banished. The enraged
Horsemen returned to their home-
world, Tun, only to be branded
cowards and traitors or their failure
and exiled to wander the universe for
eternity, They saw many wonders,
witnessed worlds aborn, and worlds
perishing from their own misuse of
power, but still they seethed with
hatred at their forced exile and at the
world that caused their downfall.
Four Axi-Tun explorers crash-
landed on Earth and were enslaved by
Nazi scientist Werner Schmidt, who
named them after Teutonic gods. The
four Axi-Tun battled the Invaders and
then committed suicide to prevent Axi-
Tunian technology to fall into human
hands. Year's later, Axi-Tun warriors
calling themselves "The Four
Horseman of the Apocalypse" attacked
Earth but were repulsed by the
Fantastic Four.
Others of the Axi-Tun race have
acted as mercenaries and warriors in
service to others.
Throughout all this time, the Axi-
Tun historically maintained distance
from other Inferior races, wishing to
remain clean of their sciences,
resources and worlds. Modern ruler
Lord Traitor taught the Axi-Tun other
inferior races should exist as a
yardstick by which to measure Axi-Tun
superiority. After Trantors son Votan
betrayed him (perhaps fatally),
Trantors other son, Lander, became
Axi-Tun ruler; but Votan - contrary to

Representatives: The four Horsemen

(Krowtanem (Famine), Linbythoum
(War), Rowregyynac (Death), &
Yentron (Pestilence)); Alberik,
Aldebron, Andrex, Dampyre,
Frobbank, Ghant, Grundok, Landar,
MCM-XLI, Ramrog, Satorymho
(Donar), Sidereus, Stenth, Throk,
Trantor, Votan, Wrytgrig, Xepdgin
(Froh).
Attitude toward Earth: unfriendly to
hostile.
Notes: With a relatively small
estimated population of 57,000, the
Axi-Tun believe themselves to be the
"Crown of Creation," superior to all
other races, and further value purity
within their own race, looking down on
the mutates, mutants and cyborgs.
Some Axl-Tun rulers have sought
universal conquest, while others have
desired simply to distance themselves

123
 exposed. To races that had been
"converted," however, the plague was
almost instantly lethal (Red Endurance
FEAT). It could then incubate within a
corpse and be released upon
exposure to that race's native world's
atmosphere.
Korbinites and M'ndavians were
exposed to the Cauldron and virtually
exterminated by the plague.
Apparently all members of the Charter
had been exposed, as a representative
from each race was slain by the
plague.

his people's purity beliefs - genetically attempts to facilitate Earth's destruct-

mutated himself to gain great psychic tion; under Votan's command, Ramrog
powers and usurped leadership from detonated his own ship as capital
Lander. Votan psychically manipulated punishment for their failure, apparently
other races as fodder to onward his killing himself, Ghant and everyone
conquest plans, arced his people to else aboard.
accept his policies and secretly One example of their frightening
amassed Axi-Tun mutates and use of technology is their Cauldron of
cyborgs, as well as extraterrestrials, as Conversion. Apparently designed by
his covert mercenary agents. Sidereus, the Cauldron of Conversion
Either under Votan or before, the housed a semi-sentient protoplasm
Axi-Tun joined the interstellar Charter that consumed organic matter. This
league of civlizations, concealing their protoplasm then somehow allowed the
revulsion for °unclean species:' and synthesis of the "Hybrid Cosmic
were placed in charge of the Charter’s Plague." Every race sacrificed
peacekeeping militia. While cyborg ("converted") in the Cauldron allowed it
Sidereus designed the Cauldron of to mutate itself further, to adapt itself to
Conversion, which developed a become lethal to that species. Spread
genocidal cosmic plague, Votan's in an aerosolized form, the Plague was
agents stole a Rigellian Planet-Lock, harmless to races to which the
with which they could transport and Cauldron's protoplasm had never been
launch immense planetoids to cause
extinction-level events on target
worlds. After the latter weapon
devastated Arcturus IV under Ramrog
and Ghant’s direction, the plague was
released into the Charters Hub
headquarters, slaying all delegates
aboard. Spared because the plague
had never encountered humanity,
cosmic adventurer Quasar who had
investigated when the Charter
prepared to invite humanity to join
them) was framed by Sidereus and
Aldebron for the Charter assault via a
doctored message sent to all Charter
member races. As the Charters
Cosmic Commando Unit was
dispatched to capture Quasar, Ramrog
launched the planetoid at Earth. Aided
by powerful cosmic warriors Beta Ray
Bill and the Silver Surfer (Norrin
Radd), Quasar ultimately destroyed
the planetoid, while the Cosmic
Commando's Morfex and Xenith joined
the trio to form the Star Masters upon
suspecting Charter treachery due to
Stenth's ambush on Martex and

124
Brood
Origin Galaxy: Unknown
Homeworld/ Star System:
Sleazeworld (aka, Broodworld)
Habitat: 12% covered with water, the
rest tropical
Gravity: 80% Earth standard
Atmosphere: 90% Earth density, with
high oxygen content
Estimated Population: Unknown
Society: Hive Monarchy/Genetic
Caste System
Technology Level: Highly advanced
Spaceflight Level: Highly advanced,
see Acanti and Star Sharks.
Height: 8’
Eyes: Yellow
Skin: Grey chitonous
Hair: None
F A S E R I P
Ex Gd Gd Gd Ty Ty Gd
Health: 50 Karma: 22
Racial Powers:
Body Armor: Gd protection against
Physical and Energy attacks.
Sting: All Brood have double tails
ending in wicked spikes that have
poison spines. Normal Brood have Gd
ability with their tails, causing Gd Edge
damage.
-Any character struck by the tail must
make an End FEAT roll or be rendered
unconscious for 1-10 hours. The tail
can be brought into combat every
other round.
Bite: Gd edged damage, even during
rounds that they use their tails.
Instant Disintegration: When any
member of the Brood reaches 0
Health, it dissolves on the spot.
Flight: Pr airspeed
Representatives:
Attitude toward Earth:
Notes: The Brood are insectoid beings
travelling through space to found host
to their spawn. They aren't just
savage, they're evil, intentionally
enjoying the suffering they cause to
others, especially the terror their
infection causes to their hosts. They've
been compared to "demons".
The Brood have a civilization
based on the typical communal insect
societies, such as those of the bees
and ants. The Queens are the
absolute rulers, while the sleazoids do
all the work; despite their evil, they
never rebel against their Queens,
perhaps due to the latter' telepathic
abilities. It must be noted, however,
that the Queens have no allegiance to
each other. They also have developed
advanced technology.
Their true planet of origin is
unknown. They arrived in the Shi'ar
Galaxy long ago, and began infesting
many worlds, becoming deadly
enemies to the Sh'iar. In this galaxy
they found certain large space-
dwelling creatures that they decided to
use as living starships. These include
the whale-like Acanti, and the shark-
like Starsharks. The Brood use a virus
that effectively lobotomises the
creatures, then they use bionics to
control them. The Brood hollow out
part of the creatures (by eating them)
and use the space created to live in,
like termites eating a tree. This of
course eventually kills the living ships,
requiring them to capture new ones.
One of the Acanti they captured
was of unusual size (its rib cage alone
was the size of a mountain range.)
They used it as their main base, and,
when it died and crashed onto a
planet, used it as their main city. (The
corpse was so large, it took centuries
just to rot halfway.) However,
predators from the planet they landed
on infested the area of the dead
Acanti's brain, forcing the Brood to
avoid it.
125
Subspecies:
There are a few different types of
Brood.
Queen
The Brood's civilization is based on
insect societies such as the bees or
ants consisting of a Hive-like lair. All
Brood civilizations share strong
telepathic bonds with their Queens,
thus predicting no rebellions occurring
against the Queens. The Broodlings
do all the work and have an undying
allegiance to their Queen, however
each Queen do not share in a common
interest.
F A S E R I P
Rm Ex In Am Ex Ex Un
Health: 140 Karma: 140
Racial Powers:
Body Armor: Ex protection vs. Physical
and Energy attacks.
Sting: All Brood have double tails
ending in wicked spikes that have
poison spines. The Queen has Rm
proficiency and can do Rm Edge
damage.
-Any character struck by the tail must
make an Endurance FEAT roll or be
rendered unconscious for 1-10 hours.
The tail can be brought into combat
every other round.
-Brood Implant: Should a victim be
stuck by a Brood Queen's tail, they
must make a Red End. FEAT vs.
turning into a Brood after 2-20 hours.
Bite: Gd Edge, even during rounds that
they use their tails.
Instant Disintegration: When any
member of the Brood reaches 0
Health, it dissolves on the spot.
Flight: Pr airspeed.
Telepathy: Un rank to communicate
with her subjects over vast inter-stellar
distances.
Equipment:
None, usually, the Brood Queens have
a few Brood Hunters protecting her.
Talents: Brood are very inteligent and
individuals retain skills and powers that
were used by their egg hosts.
Contacts: The Brood
Brood Firstborn
F A S E R I P make a Psyche FEAT vs. Mn intensity,
In Rm Am Am Ex Ex Un
Health: 170 Karma: 140
Racial Powers:
Body Armor: Rm protection vs.
Physical and Energy attacks.
Sting: All Brood have double tails
ending in wicked spikes that have
poison spines. The Firstborn has Rm
proficiency and can do Rm Edge
damage.
-Any character struck by the tail must
make an Endurance FEAT roll or be
rendered unconscious for 1-10 hours.
The tail can be brought into combat
every other round.
Bite: Ex Edge, even during rounds that
they use their tails.
Instant Disintegration: When any
member of the Brood reaches 0
Health, it dissolves on the spot.
Flight: Pr airspeed.
Claws: In Edge
Six Arms: Brood Firstborns are able to
make 2 extra attacks in a round.
Teleportation: Mn
Weakness:
Expendable: All of the Firstborns'
missions end in their killing each other
off, their bodies disintegrating to leave
no trace.
Talents: Brood are very intelligent,
and individuals retain skills and powers
that were used by their egg hosts.
Brood Hunter
F A S E R I P large, they are the supreme rulers of
Rm Gd Ex Ex Gd Ty Ex
Health: 80 Karma: 136
Racial Powers:
Body Armor: Ex protection vs. Physical
and Energy attacks.
Sting: Ex Edge, All Brood have double
tails ending in wicked spikes that have
poison spines.
-Any character struck by the tail must
make an End. FEAT roll or be
rendered unconscious for 1-10 hours.
The tail can be brought into combat
every other round.
Bite: Gd Edge, even during rounds that
they use their tails.
Instant Disintegration: When any
member of the Brood reaches 0
Health, it dissolves on the spot.
Flight: Pr airspeed.
Equipment:
Acid Bomb: Fired up to 3 areas, and
causes Ex corrosive damage per turn
to any character or item of Am material
or less for 5 rounds. Only large
amounts of water or basic chemicals
can neutralize the acid.
Psi-Id Weapon: Rm Force, 5 areas,
Upon being struck the victim must
or be overcome with his most intense
fears, for as long as the Brood
member keeps the weapon trained on
the Victim.
Tangle Web: Rm entrapment, fires a
small explosive package up to a range
of 4 areas. The target must make a
Red agility FEAT roll to avoid being
caught. One round after the
detonation, the streamers start to
constrict doing Ty damage every round
until the victim is unconscious.
Talents: Brood are very inteligent and
individuals retain skills and powers that
were used by their egg hosts.
Empress Brood
Lastly, the Empress Brood which
is also green in colour and extremely
the Brood. Recently Phyla-Vell (the
new Quasar) and Moondragon
encountered and fought a newly
discovered strain of the Brood species
above the planet Dlaw-Neurg during
the events of Annihilation: Conquest.
Unlike its brethren the Brood had no
eyes, a brown-colored heavily armored
exoskeleton and silver-colored wings.
The Brood also possessed the
ability to breath in space and was at
the very least three times the size of a
126
full-grown Brood Empress. The
creature, as far as anyone can tell,
was little more than a feral beast and
was not raised in a Hive-mind culture
like its cousins. Moondragon later
deducted that the Brood (along with a
sand-dwelling member of a previously
undiscovered gargantuan insectoid
species) were the guardians of a
deserted palace Adam Warlock once
lived in sitting in the sand dunes of
Dlaw-Neurg and therefore were not
actually natives of Dlaw-Neurg leaving
the Brood's true origins open to
speculation.
Recently, an unknown alien
adversary of Kitty Pryde secretly
infected her with an airborne virus that
impregnated her with a microscopic
Brood egg-sac, which made her body
grow into that of a pregnant woman in
her ninth month within a span of a few
hours. It should be noted that these
micro-Brood have been engineered to
grow by consuming every last cell of
their host from the inside-out and
therefore must be removed before the
Brood have a chance to grow out of
control.
Evolution
Originally, the Brood had a much
softer, docile form. Having traveled to
the past, Wolverine came across one
in a S.H.I.E.L.D. research facility.
Rescuing the creature from his
confinement, it attacked Wolverine by
trying to put a Brood embryo inside
him. Wolverine countered by stabbing
himself in the abdomen where the
embryo was. The embryo died and the
creature tried to attack him physically.
Wolverine slew it with his adamantium
claws. Coming across a monitor,
Wolverine saw that the creature was
part of a hive which adapted itself
according to the damage the creature
had sustained. It developed an
exoskeleton and expanded its teeth
and jaws. Wolverine realized he was
reponsible for the evolution of the
Brood into the savage creatures they
were today.
127
Chitauri
Origin Galaxy: Unknown
Homeworld/ Star System: Chitauri
Prime
Habitat: Unknown
Gravity: Unknown
Atmosphere: Unknown
Estimated Population:
Society: Militaristic
Technology Level: Highly advanced
Spaceflight Level: Warp-drive
capable

Height:
Eyes: White
Skin: Gray
Hair: None

F A S E R I P Representatives: None known

Gd Ex Rm Rm Gd Ty Ty
Health: 90 Karma: 22
Racial Powers: The Chitauri are
similar to their Skrull relatives in that
they are adept at infiltration using
enhanced shape-shifting abilities. They
are also very strong -- stronger than a
modern human, very fast and
increasingly agile. However, unlike the
technology-based shape shifting ability
of the Skrulls, the Chitauri transform by
ingesting the organs and body of their
victims, "becoming" them mentally as
well as physically.
Attitude toward Earth: Hostile
Notes: Chitauri Prime is the
homeworld of the Chitauri people, and
heavily defended central point of their
galaxy spanning Empire, located
somewhere described as many light
years away from Sol. The planet is
host to numerous Chitauri warriors and
is surrounded by a fleet of warships
and Chitauri Leviathans. Its most
iconic visual trademark is the
secondary ring running vertically
around the planet, comprised of debris
and asteroids.
Aside from being the political and
military centrifuge of the Chitauri, the
planet is also known for the gladiatorial
games, where captive slaves and
prisoners are forced to fight against
and alongside each other in various
brutal challenges for the entertainment
of both the citizens of the
Empire, and the
people of the
galaxy as a whole
who turn in to watch the
recorded and broadcast videos
of the fights.

128
Darbians Korbinites Orb. But the evil Asteroth hid herself
Origin Galaxy: Unknown Galaxy of Origin: "Burning galaxy" within the Orb and absorbed the
Homeworld/ Star System: Darbia, Homeworld/ Star System: Korbin Korbinite's essence to become Omega
fourth from their sun/Unknown (destroyed), unknown star system Ray, leaving Bill the last of his kind.
Habitat: Unknown Habitat: Unknown Bill went on a mission of
Gravity: Unknown Gravity: Unknown vengeance against Galactus but
Atmosphere: Unknown Atmosphere: Unknown ultimately ended up saving the world
Estimated Population: Estimated Population: unknown devourer's life. In return, Galactus was
Society: Unknown Society: Imperial able to gather the faintest hint of
Technology Level: Superior to Earth, Technology Level: Highly advanced, Korbinite essence to resurrect a
warp-harnesses superior to Earth's, genetic female Korbinite, Ti Asha Ra, so that
Spaceflight Level: Faster than light engineering, sentient computers the Korbinite race might live on.
Spaceflight Level: warp-drive While the race has regained some
Height: 8’10” starships numbers, the Axi-Tun’s use of the
Eyes: various Cauldron of Conversion has again
Skin: pink Height: 6' 2" decimated the Korbinite race.
Hair: various Eyes: White
Skin: Light orange
F A S E R I P Hair: None
Gd Ty Rm In Ty Ty Ty
Health: 86 Karma: 18 F A S E R I P
Racial Powers: Darbians can Gd Gd Gd Gd Ex Gd In
generate and project concussive force Health: 40 Karma: 70
with Remarkable ability. Racial Powers: none known

Representatives: Umbra, Jaagur, Representatives: Beta Ray Bill,

General Damos, Myrrhot
Attitude toward Earth: Hostile
Notes: The Darbians are a warring
race, constantly in conflict with each
other. The Fantastic Four were
introduced to their hostile intentions
when they clashed just outside the
Solar system. Umbra and Jaagur, two
brothers who were also generals, were
battling over who was superior.
Imperial Leader, Dar Mal Goth, Jeter
Kan Toon, Myra Lee Sal, Rock Wit
Mike, Ti Asha Ra
Attitude toward Earth: Friendly
Notes: The Korbinites once inhabited
a peaceful empire of planets, most of
which was destroyed in a galactic
cataclysm caused by Surtur. The
Korbinites now live in a fleet of
starships as they search for a new
home plent.
Following the destruction of their
galaxy by the fire demon Surtur, the
Korbinites decided to create a
guardian to protect them. Their
Sheo're (scientists) created the
automaton Alpha Ray, a bio-
mechanical creature that ultimately
proved too unstable, both in body and
mind. The Sheo're subdued Alpha Ray
and placed its body within the first
MetaOrb, which preserved it.
Believing they needed a protector
with a soul, the Korbinite scientists
then transformed a Korbinite, Bill, into
Beta Ray Bill, who can magically
transform from his normal body into a
super-humanoid cyborg body
bioengineered from that of a
carnivorous beast.
Along with the sentient ship
Skuttlebutt, they discovered a suitable
world they dubbed New Korbin.
Many Korbinites were enslaved
and killed in the Cauldron of Coversion
by Sidereus and Lord Votan of the Axi-
Tun. New Korbin was eventually
consumed by Galactus. Many of the
Korbinites were saved within the Meta-

129
Plodex adapt to any environ-
Origin Galaxy: Unknown ment and seeded
Homeworld/ Star System: Unknown/ thous-ands of worlds
Unknown with eggs carrying
Habitat: Unknown their genetic markers.
Gravity: Unknown One of these
Atmosphere: Unknown colony ships was
Estimated Population: Unknown launched towards
Society: Unknown Earth and crashed.
Technology Level: Superior to Earth's Apparently, only two
with and genetic engineering of the Plodex
Spaceflight Level: warp-drive survived. One took
starships humanoid form and
became known as
Traits: The Plodex are entirely Marrina, a former
nonhumanoid in their natural form, but member of Alpha
adapt to forms capable of creating and Flight. Marrina
manipulating their technology. The eventually reverted
Plodex are oviparous (producing eggs back to her Plodex
that develop and hatch outside the programming, and
maternal body; also involving the transformed into the
production of such eggs). Each Plodex Leviathan, a gigantic
embryo sent to be hatched on a world sea monster.
intended for conquest by its race is
genetically conditioned to adopt the
form of that world's dominant species,
and is programmed to have savage
instincts for conquest.
Height: Aemeboid
Eyes: Varies
Skin: Yellow
Hair: Varies

F A S E R I P
Pr Ty Pr Ty Gd Pr Ty
Health: 20 Karma: 20
Racial Powers: Varies

Representatives: Marrina, Mar,

Leviathan
Attitude toward Earth: Potential
Homeworld to Conquer.
Notes: Eons ago, the Plodex
consumed all of their planet's natural
resources and developed the world
into a sprawling, overpopulated
ecumenopolis. Their only hope to
survive was through expansion. The
Plodex began systematically
colonizing other worlds, conquering
any indigenous life forms and
ultimately reshaping the world to
satisfy their needs.
Over the span of centuries, the
Plodex took control of countless
planets, and their strength and number
increased exponentially. Once a world
had been harvested for all of its natural
resources, the Plodex simply
abandoned the planet and moved on
to the next.
As their numbers grew, the Plodex
developed great leaps in the science
of eugenics and genetic mani-pulation.
They engineeered their offspring to

130
Rajaks
Galaxy of Origin: Unknown, but same
that contains the Watcher's home
planet
Homeworld/ Star System: Rajak,
Jakkel
Habitat: Mountainous and temperate,
with 71% covered in water.
Gravity: 120% Earth standard
Atmosphere: 76% nitrogen, 24%
oxygen
Estimated Population: 3.7 billion
Society: Confederaticies of large
space piracy organizations.
Technology Level: Highly advanced
cybernetics and weaponry including
the "delta ray cannon" that can kill all
life on a planet while mounted on a
nearby world.
Spaceflight Level: Advanced
interstellar ships with warp drive

Height: 6 ft.
Eyes: Black
Skin: Green
Hair:

F A S E R I P
Rm Rm Gd Ex Ex Ex Gd
Health: 90 Karma: 50
Racial Powers: None

Representatives: Osinga Rplss,

Sapper
Attitude toward Earth: If they knew
about Earth they would plunder it of its
resources.
Note: Rajaks have a warlike culture
devoted to plundering other worlds'
wealth. They have no interest in other
lifeforms. Their usual tactic is to
exterminate all life on a planet, then
plunder it of its resources.
After their homeworld was razed
by the space menace Ultimo, only a
fraction of the Rajak population
survives in space, seeking a new
home.

131
Tzin he was attacked by the rival baseball destroyed in wither part of the
Origin Galaxy: Unknown team. Cap stopped their baseball bat deteriorating ship, the Snug Lords
Homeworld/ Star System: Unknown assault, then talked with Baskin, who attacked the Tin in desperation.
Habitat: Unknown swore off drugs. Though Cap found Silhouette used her powers and the
Gravity: Unknown Baskin's alien claims incredulous, he shipt teleportation systems to send
Atmosphere: Unknown found the remains of “Harry's" mask herself, Cap and Caragonne back to
Estimated Population: Unknown The Tzin then selected four weak- Earth as the Tzin ship exploded,
Society: Unrevealed willed humans and used the M- apparently killing the Drug Lords and
Technology Level: Advanced, Generator to transform them into the Tzin. Caragonne, having witnessed
superior to Earth; crystal-based Crack (Frederick Pemberton), Ice the Drug Lords' dependency, gave up
technology that is powered by (Yoshi Nagai), Ms. Fix (Felicia Beyer) drugs.
Darkforce energy, interstellar and Weed (Jack Wiley), forming the
starships, directed energy weapons, Drug Lords team. Tracking 'Harry; Cap
artificial skin, mutation generator encountered the superhuman youth
(power bestowal) New Warriors following a similar trail.
Spaceflight Level: Comparable to Together they confronted the Drug
Shi’Ar Lords and discovered their Tzin
employer before he and the Drug
Height: 6’6” Lords teleported away; Warrior
Eyes: Unrevealed member Silhouette Chord, a Darkforce
Skin: Yellow teleporler, recognized their Darkforce
Hair: None teleportafion beam. At school the next
day, Silhouette found her friend
F A S E R I P Caragonne using drugs in a bathroom
Gd Ty Gd Gd Ty Ty Ty shortly before Fix attacked Silhouette.
Health: 36 Karma: 18 Silhouette contacted the New
Racial Powers: Warriors, who notified Cap; when Cap
Malleability: Their forms are highly arrived, Silhouette feigned interest in
malleable, making their natural forms joining the Drug Lords. Fix teleported
resistant to physical attacks (Ex) herself, Silhouette and Caragonne to
the spaceship, inadvertently taking
Representatives: Unknown Cap along, who fought the Drug Lords
Attitude toward Earth: hostile on the Tzin ship. Crack accidentally
Notes: After "visiting' thousands of destroyed the M-Generator, causing a
words, the Tzin attempted conquering chain reaction that gradually destroyed
the Halvings of Origi III, who offered the ship. Cap attacked the Tzin leader
heavy resistance; in retaliation, the but had to divert his attention to fight
Tzin apparently obliterated the the Drug Lords; with their narcotics
Halvings. A Tzin scout ship later found
a study of Earth's viability for conquest
inconclusive, but discovering
humankind's susceptibility to drugs,
the Tin selected four individuals from a
cross section of humanity, believed to
have influential potential, including little
league pitcher Mitch Baskin and high
school ballerina Dorreen Caragonne,
for an experiment to judge human
fortitude. The Tzin reasoned if two of
these four could be swayed into self-
destruction, humanity as a whole might
be vulnerable. Disguised as drug
dealer "Harry”, a Tzin operative
supplied Baskin with performance-
enhancing drugs. Subsequently,
Baskin's erratic behavior was noted by
his friend, Teen Brigade member Keith
Wilson, who asked Captain America
(Steve Rogers) for advice. Cap
witnessed Baskin throw a wild pitch,
severely wounding the rival batter.
Baskin fled, confronting Harry, and
accidentally shattered the human
disguise. Before Baskin could notify
authorities about “Harry's” alien nature,

132
Ujor and accidentally infected her body with The Brood interrupted the process and
Origin Galaxy: Unknown part of Cru's repair and rebuilding captured Cru's body while Cru's mind
Homeworld/ Star System: Ujor protocols before Ms. Marvel channeled remained inside Marvel's body. Cru
Habitat: Unknown her own photon blasts into the crystal, took over Marvel's body to attack the
Gravity: Unknown causing it and Cru to explode. Brood and free her original body, but
Atmosphere: Unknown While Cru's orbiting fragments Marvel was captured instead and left
Estimated Population: Unknown reassembled, the pieces inside Ms. for dead after the Imperiatrix stabbed
Society: Unrevealed Marvel gave her a healing factor her several times. While Marvel's
Technology Level: Capable of capable of fixing injuries almost Lightning Storm team fought the
creating organic technology. instantaneously, while simultaneously Imperiatrix's army. Cru finished
Spaceflight Level: Unrevealed sending out a locator signal to the rest separating her body pieces from
of Cru. Once reassembled. Cru Marvel, healing Danvers against her
Height: 7’ kidnapped Ms. Marvel and took her to better judgment and temporarily
Eyes: Red Monster Island, landing site of the activating Marvel's lost cosmic powers
Skin: Bluish purple Imperiatrix's escape pod. Cru created in the process, allowing Marvel to take
Hair: White (females) or bald (males) a physical link between them to rebuild on the Imperiatrix.
and reclaim her missing pieces from Awakening in a new form similar
F A S E R I P Ms. Marvel's body, but Marvel to her old body, Cru blasted the
Ty Ty Ty Gd Gd Ty Gd misunderstood Cru's actions and broke Imperiatrix, mistakenly believing she
Health: 28 Karma: 26 the link, leaving both women greatly had killed the Brood ruler, but the
Racial Powers: weakened. Convincing Marvel to Imperiatrix recovered and stabbed Cru
Tentacle legs: Ujors have tentacles for reestablish the link, Cru once more through the head, tossing her body
legs, giving them PR land speed. began reclaiming her missing pieces into an active volcano's lava pool.
while sharing some of her history with Whether this is enough to truly kill Cru
Representatives: Cru, Ost Marvel; during this process, Cru was is uncertain.
Attitude toward Earth: neutral disturbed by Marvel's tendencies
Notes: Years ago, a Brood attack toward violent solutions, avoiding
devastated the planet Ujor; among the problems, and seeking personal glory.
dead were the husband and children of
Cru, then an ordinary Ujor woman.
Wanting revenge, Cru volunteered to
be augmented via her people's organic
technology, becoming capable of
slaughtering entire ships of Brood by
herself, soon feared as a monster
among the Brood. Learning of the
Brood Imperiatrix's survival, Cru
tracked her to Earth and slaughtered
the Brood crew. The survivors,
desperate to kill Cru, convinced her
that some artificial energy-enhancing
cavorite crystals on Earth could be
used as weapons. without revealing
that explosively unstable cavorite can
destroy half a planet. Meanwhile, the
Imperiatrix fled in one escape pod
while other surviving Brood escaped in
a second. Not knowing which pod
contained the Imperiatrix. Cru followed
one to Spaulding, Georgia, where the
Brood crew began exterminating the
residents. Ms. Marvel (Carol Danvers),
who was also tracking the pod's
descent, killed many of the Brood
before Cru made her presence known.
Fixating on Danvers, Cru tore the
crystal's location out of her mind and
assaulted McCord Army Base,
violently gaining access to the crystals
and channeling her powers through
one, evaporating the town and base in
the process. Too late to prevent the
explosion, Ms. Marvel chased the
cavorite-powered Cru into low Earth
orbit, where Cru stabbed Ms. Marvel

133
Uncreated religion.
Origin Galaxy: Unknown Several of the Uncreated came to
Homeworld/ Star System: Unknown Earth to determine of the planet was in
Habitat: Unknown need of religious cleansing. Instead
Gravity: Unknown they were captured by the secret
Atmosphere: Unknown British organisation Black Air. The
Estimated Population: Unknown group experimented on the aliens,
Society: discovering that benign bacteria in
Technology Level: Comparable to their system could be used to create a
Shi’Ar deadly virus known as Blood Eagle.
Spaceflight Level: Comparable to Furthermore, their scientists created
Shi’Ar gene spliced spider-like creatures from
Uncreated technology that could sense
Height: 7’ mutants and burn out their brain cells.
Eyes: White or Yellow Eventually, the aliens managed to
Skin: Greyish purple escape their cells but not the base
Hair: None itself. When Excalibur’s Pete Wisdom
and Kitty Pryde infiltrated Black Air’s
F A S E R I P base, they encountered some of the
Gd Ty Ex Rm Ty Ty Gd Uncreated, who attacked Kitty, upon
Health: 66 Karma: 22 learning the young mutant practised
Racial Powers: Judaism. The aliens were
Claws – Ex Edged damage subsequently killed when the base was
Quills – 1 Area range, Ex damage destroyed.
The race made their presence failed to rise above their god.
Telepathy – Some members have
known in the galaxy when they purged One known Uncreated survived
telepathy from Fe to Gd rank.
a series of Shi’ar worlds and one the mass suicide; nicknamed
Representatives: Godkiller Clench world, all who refused to “Godkiller” the alien was locked away
abandon their religions. This drew the in the Shi’ar superprison on Kr’kn.
Attitude toward Earth: hostile
attention of the Shi’ar Imperium, as Later it was recruited into Emperor
Notes: The Uncreated are a race of
former slaves who were originally well as the Starjammers, who were Vulcan’s Praetorian Guard to hunt
called The Works. They knew that they residing in the Clench Union. down and destroy the Starjammers,
When the Shi’ar confronted the and complete the emperor’s “dirtier”
had been created by a god, and with
Uncreated in orbit above the Clench missions. During one such mission,
that knowledge they developed a
species-wide inferiority complex. world Standing Still, the Stajammers “Godkiller” was arrested by the Nova
Scouring the galaxy, they hunted intervened to protect the planet from Corps.
down their god and killed it, renaming being destroyed in the crossfire. Using
themselves The Uncreated. Travelling information they had learned about the
the universe afterwards, that aliens Uncreated’s origins, the Stajammers
expected to find acknowledgement of projected a gigantic holographic image
the murder of their god. Instead they of their deceased god. Believing their
discovered that other races too had god to have been resurrected, the
religions that were based on terrified Uncreated committed suicide
worshipping superior beings. rather than recognize that they had
Considering this behaviour to be
dangerously backwards, the
Uncreated have become the most
violent atheists ever, as they fly
through the universe and kill any alien
race that does not recant from their

134
Xartans (Carbon Copy Yrds
Men) Galaxy of Origin: Draco
Galaxy of Origin: Fornax Homeworld/ Star System: Yrest,
Homeworld/ Star System: Planet Corinum star system, third from sun
Xarta, Zugano Star System, fourth Habitat: 78% of surface is covered by
from sun water in a mostly temperate climate
Habitat: 77% of surface is covered by Gravity: 110% Earth standard
water in a mostly temperate climate Atmosphere: 75% nitrogen, 22%
Gravity: 130% Earth standard oxygen
Atmosphere: 74% nitrogen, 23% Estimated Population: 4.4 billion
oxygen Society: Worldwide democratic
Estimated Population: 4.3 million republic
Society: Military dictatorship Technology Level: Highly advanced
Technology Level: Moderately Spaceflight Level: warp-drive star-
advanced ships
Spaceflight Level: warp-drive star-
ships Height: 6' 2"
Eyes: Green
Height: 6' 9" Skin: Green
Eyes: Orange Hair: None
Skin: Gold Orange
Hair: Orange F A S E R I P
Gd Ty Ty Ty Rm Gd Gd
F A S E R I P Health: 28 Karma: 50
Ty Ty Ty Am Ex In Rm Racial Powers: Each Yrd has a horn
Health: 68 Karma: 60 about 1' in length, protruding from his
Racial Powers: Xartans are forehead.
metamorphs who can transform into
any other kind of living beings, taking Representatives: Yoof
on that being's physiology, and even Attitude toward Earth: The Yrds have
any superhumanoid powers it has in yet to learn of Earth
the process. Xartans can turn invisible Notes: They were once observed by a
and withstand the vacuum of space for Watcher dumping their nuclear waste
brief periods. into space.

Representatives: Ugarth, Zano

Attitude toward Earth: world to
conquer
Notes: On Earth, Xartans are
colloquially called "Carbon Copy Men".
A Xartan attempt to invade Earth was
ended by Thor whe he hurled their
invasion leader Ugarth into space and
forced the Xarthans remaining on
Earth to transform into trees, amongst
them Ugarth's son Zano.

135
Z'lyztayans However, when Mister Fantastic was helped locate the ship which the
Galaxy of Origin: Unrevealed conducting a series of space probes, it Fantastic Four used to destroy the
Homeworld/ Star System: Z’lyztaya, threatened to expose the Z'lyztayans Obliterator's mothership ending its
now desolate deception. When the Z'lyztayan known threat to the Earth.
Habitat: Unrevealed as M'rynda attempted to sabotage the The Z'lyztayans presumably still live in
Gravity: Unrevealed probe it only brought the Fantastic the town of Revelation, however their
Atmosphere: Unrevealed Four to Revelation to investigate. current activities are unknown at this
Estimated Population: Unrevealed, There the Human Torch had an time.
very few encounter with the "Howler" and was
Society: Unrevealed attacked. However, despite the fact
Technology Level: Extremely that the Z'lyztayans attempted to stop
advanced, capable of creating the Obliterator from finding the Earth,
starships with hard light and cloaking they failed to do so. Needing the
large buildings Z'lyztayan lightship and with Zed being
Spaceflight Level: warp-drive the only individual knowing it's
starships location, the Fantastic Four assisted
the Z'lyztayans in recovering Zed and
Height: 6' 9" restore his mind using their advanced
Eyes: Varies technology. With is mind restored, Zed
Skin: Varies
Hair: Varies

F A S E R I P
Ty Ty Gd Gd Ex Gd Ty
Health: 32 Karma: 36
Racial Powers: As dinosaur-looking
humanoids, they have teeth and claws
that they can use in melee combat.

Representatives: Quinn, Yssa,

M'Rynda, Zed
Attitude toward Earth: A place of
refuge
Notes: Z'lyztayans were a race of
humanoid reptiles. When their
homeworld homeworld came under
threat from a being called the
Obliterator, four of their number fled
the planet. Their ship passed through
a wormhole and crash landed on the
planet Earth near the town of
Revelation, Arizona. The pilot, named
Zed went mad and ventured out into
the wilderness where he became a
local legend known as the Howler.
Yssa died in the crash while Quinn and
M'rynda assumed human forms and
lived quietly among the people of
Revelation in the hopes of avoiding the
Obliterator.

136
 INDEX OF RACES
Aakon ..................................... 12
A'Askavarii ............................. 12
Acanti ................................... 120
Achernonians ......................... 14
A-Chiltarians .......................... 14
Alpha Centaurians ................. 15
Archeopians ......................... 122
Arcturans ............................... 15
Astrans ................................... 16
Autocrons ............................... 16
Axi-Tun ................................ 123
Ba-Bani .................................. 17
Badoon .................................. 18
Betans .................................... 21
Brood ................................... 125
Centaurians ........................... 21
Centurii .................................. 23
Chitauri ................................ 128
Chr'Ylites .............................. 106
Ciegrimites ............................. 95
Clavians ................................. 23
Contraxians ............................ 24
Courga ................................... 24
D’Bari ................................... 106
Dakkamites ............................ 25
Darbians .............................. 129
Deonists ................................. 25
Dire Wraiths ........................... 90
Druffs ..................................... 96
Elan ........................................ 26
Entemen ................................ 26
Ergons ................................... 27
Flb'Dbi .................................... 27
Fomalhauti ............................. 28
Fonabi .................................... 28
Fortisquians ........................... 29
Froma .................................... 30
Galadorians ........................... 31
Gegku .................................... 92
Glx.......................................... 33
Gramosians ........................... 33
Grunds ................................... 34
Guna ...................................... 96
Herms .................................... 98
Hibers .................................... 34
Horusians ............................... 35
Hujah ..................................... 35
Interdites ................................ 36
Judans ................................... 36
Kallusians .............................. 92
Kamado ................................. 37
Kawa ...................................... 98
Klklk ....................................... 38
Klyntar ................................. 100
Kodabaks ............................... 38
Korbinites ............................. 129
Kree ..................................... 115
Kronans ................................. 39
Krylorians ............................. 102
Kt'Kn ...................................... 40
Kymellians ............................. 40
Landlaks ................................ 43
Laxidazians ............................ 43
Lem ........................................ 44
Levians .................................. 44
Lumina ................................... 45
Luphomoids ......................... 103
M’Ndavians .......................... 107
Makluans ............................... 45
Mandos ................................ 103
Megans .................................. 47
Mekkans ................................ 47
Mephitisoids......................... 107
Mobians ............................... 104
Morani .................................... 83
Myndai ................................... 48
Nanda .................................... 48
Nymenians ........................... 104
Outriders ................................ 49
Ovoids ................................... 50
P!ndyr .................................. 108
Pegasusians .......................... 50
Phalanx .................................. 51
Phantoms .............................. 54
Pheragots ............................ 105
Plodex .................................. 130
Poppupians............................ 54
Procyonites ............................ 55
Queega .................................. 83
Quists .................................... 56
Quons .................................... 56
Rajaks .................................. 131
Reptoids ................................ 57
Rhunians ............................... 57
Rigellians ............................... 59
R'Malk'I .................................. 60
Roclites .................................. 61
R'Zahnians............................. 61
Sagittarians ............................ 62
Sarks ..................................... 62
137
Saurids .................................. 63
Shi’Ar ................................... 109
Sidri ..................................... 111
Sirians ................................... 63
Siris ....................................... 64
Sirusites ................................. 64
Skrulls .................................... 84
Sligs ....................................... 65
Sm’Ggani ............................... 65
Sneepers ............................... 66
Solons ................................... 66
Spartoi ................................. 119
Sssth ..................................... 67
Star Sharks .......................... 121
Stenth .................................... 67
Stonians ................................ 68
Strontians ............................ 112
Stygian ................................ 113
Taurians ................................ 68
Technarcy .............................. 69
Tektons .................................. 88
Thuvrians ............................... 71
Tribbites (Toad Men) ............. 71
Tsiln ....................................... 72
Tsyrani ................................. 114
Tzin ...................................... 132
Ujor ...................................... 133
Ul'lula'ns ................................ 72
Uncreated ............................ 134
Vegans .................................. 74
Vorms .................................. 119
Vrellnexians ........................... 74
Wilameanis ............................ 94
Wobbs ................................. 105
Xandarians ............................ 94
Xantarians ............................. 75
Xantha ................................... 75
Xartans ................................ 135
Xeronians .............................. 76
Xixix ....................................... 76
Yirbek .................................... 88
Yrds ..................................... 135
Zenn-Lavians......................... 78
Zen-Whoberians .................... 79
Z'lyztayans........................... 136
Z'nox ...................................... 89
Zn'rx (Snarks) ........................ 81
Zundamites ............................ 79
138
 By David Edward Martin & Andrew James McFayden
Expanded and Updated by Steve Jolly and David Bailey

Welcome Faithful Followers!

What you have in front of you is a lost article that refused to die. This was
canned by TSR back in the ‘80s-‘90s, and had been hiding for the last 10-20
years, reduced to a dot matrix printout. Fortunately for us, it successfully
fought off dust, rodents, and other things that would make your skin crawl!

Once again rediscovered, it has been brought to you through the work of
people from all over the globe. It has been polished and buffed, so that you
will gain the most enjoyment from it.

Are you a player, looking to play a specific alien race you saw in the comics?
Are you a Judge, seeking out that nefarious race of extra-terrestrials to pit
against your players? You will find within these covers details of alien races in
the MARVEL UNIVERSE.

This game accessory is designed to be used with the MARVEL SUPER HEROES
Role-Playing Game.