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The game takes place in the Danger Room, a training area for the X-Soldiers. A virus transmitted via satellite has infected the Danger Room, disabling control and safety limits. The X-Soldiers must endure the unpredictable behavior of the Danger Room until the virus can be located and eliminated. Once the virus is eliminated, the X-Soldiers discover that Magneto is behind the computer virus and the final stage involves a battle with him.
Gambit, Nightcrawler, Wolverine, and Cyclops are available to play. Each character can jump and use various unlimited weapons (i.e. punch, kick) and a superpower which had a usefulness limited by a mutant power bar similar to a life meter, making the player rely more on standard attacks. The mutant power bar would slowly regenerate when depleted and when switching characters in mid-game, would revert to the status of the next characters mutant power bar from the last use (characters yet to be used would start off with a standard full bar of mutant power).