
Series 3 expanded the roster beyond what earlier waves offered by reintroducing fan-favorite characters with updated sculpts and color schemes. This series marked a transition point for the line: it balanced continuity (keeping popular figures like Wolverine) while experimenting with repaint choices and variant forms. It also reflected how the line was growing both in scale—by offering more variants—and in complexity, with variants and visual tweaks becoming more common.
This set is often confusing to collectors as every figure in this series is a remake of a previous characters using the original molds and only making minor color tweaks. The easiest way to identify an on card figure is to look at the back in the bottom right corner for Series 1 and 2 figures there should be an ad for 50% off Marvel Comics subscriptions.
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Figure Details
• Archangel
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UPC: 0-35112-49495-9
Figure Code: 9495
Accessories: Missiles x2
Action Gimmick: Flapping Wings, Missile Launch
Flavor Text: Archangel is the high-flying X-Man with a knock-out secret weapon– wingtip darts filled with paralyzing fluid! Archangel can fire these darts with uncanny accuracy from any height and speed. With his amazing metal wings, Archangel is able to fly faster than the speed of sound and silently attack like a striking eagle. This ability strikes terror in the hearts of evil mutants, for their first warning of Archangel’s attack is usually the impact of one of his darts!
Variants & Reissues:
- X-Men Series 1 – Original, White Wings
- X-Men Series 3 – Reissue; Silver/Grey Wings
Additional Notes: This version has silver/grey wings to better represent his transformation into Archangel.




• Colossus
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UPC: 0-35112-49494-2
Figure Code: 4903
Accessories: Weight Bar
Action Gimmick: Power lift
Flavor Text: The strongest of the X-Men, Colossus has the awesome mutant ability to turn his body into living steel! When he is in his living steel form, Colossus can lift as many as forty cars at once. His steel body is so hard that not even a bomb blast can hurt him! Normally Colossus is a quiet and gentle man, but when an evil mutant attacks, Colossus can be as fearsome a foe as any X-Man!
Variants & Reissues:
- X-Men Series 1 – Original, Red & Yellow Boots
- X-Men Series 3 – Reissue; All Red Boots
- Hall Of Fame Series 1 – Reissue, Full Repaint
- KayBee Exclusive Series 1 – Reissue, Hall Of Fame Paint
Additional Notes:
• Cyclops
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UPC: 0-35112-04906-7
Figure Code: 4906
Accessories: Cerebro Computer Link
Action Gimmick: Light Up Visor
Flavor Text: Co-leader of the X-Men, cool in combat and a master of strategy. Cyclops is the one member the X-Men count on to hold the team together and create a winning plan when the odds for success seem hopeless. Cyclops’ mutant-energy eyebeams are so powerful that they can smash through solid steel. He can make the beams so small that they can pass through a key hole without touching the sides, or so wide that they can cover space the size of a football field.
Variants & Reissues:
- X-Men Series 1 – Original, White & Blue
- KayBee Exclusive Series 3 – Reissue; Repaint Blue & Yellow
- X-Men Triple Pack – Blue & Yellow Reissue
Additional Notes: The Cyclops in this Series was repainted in his X-Men colors of Blue & Yellow while the Series 1 Cyclops used his X-Factor Blue & White uniform.




• Iceman
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UPC: 0-35112-49341-9
Figure Code: 4934
Accessories: Ice Slide
Action Gimmick: Color Change
Flavor Text: Iceman has the mutant ability to turn himself into a being of living ice. Once he does that, he can create almost anything he wants: ice slides, ice weapons, ice shields, not to mention icicles and snowballs. And when he really concentrates, he can create a blinding snowstorm even in the middle of July! But most important of all, the X-Men know that no matter how hot the battle, Iceman always keeps his cool.
Variants & Reissues:
- X-Men Series 2 – Original Mold
- X-Men Series 3 – Reissue; Repaint
- Canadian Four Pack A – Reissue; No Change
- Marvel Hall Of Fame Series 2 – Reissue, Repaint
- KayBee Exclusive Series 2 – Reissue, Hall Of Fame Paint
Additional Notes: This Series Iceman featured a very simple repaint to an icy blue and no longer changed color.
• Juggernaut
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UPC: 0-35112-04909-8
Figure Code: 4909
Accessories: Battering Ram
Action Gimmick: Power Punch
Flavor Text: Incredibly strong, virtually invulnerable, and with a body almost bursting with evil mutant power, Juggernaut is the ultimate mutant battering ram. Juggernaut is unstoppable… he can smash his way through anything, even a mountain! His skin is so tough not even Archangel’s paralyzing darts can penetrate it. The only way to defeat him is to tear off his helmet and knock him out… something that, thanks to his battering ram-like fists, is almost impossible!
Variants & Reissues:
- X-Men Series 1 – Original, Red Boots
- Walmart Exclusive Two Pack – Reissue; Orange Boots
- KayBee Exclusive Series 4 – Reissue; Repainted Accessory
Additional Notes: This Series updated Juggernaut’s boots to orange instead of the original red. This is also one of a few figures in this series that did not appear on the back of any backer cards.




• Magneto
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UPC: 0-35112-49371-6
Figure Code: 9371
Accessories: Cape, Laser Pistol
Action Gimmick: Super Sparking Chest
Flavor Text: The evil mutant master of magnetism, Magneto is the arch-enemy of the X-Men. With his magnetic power, Magneto’s magnetic force can pull even the heaviest objects to him, throw them miles away, or cause them to shatter with sudden explosiveness. Magneto plans to enslave mankind and mercilessly rule Earth with the other evil mutants. But first he must destroy the X-Men, the super hero mutants who are mankind’s defenders.
Variants & Reissues:
- X-Men Series 2 – Original
- X-Men Series 3 – Reissue; Stripes
- X-Man Classics – Identical Reissue With Extra Accessories
- Marvel Secret Wars 8 Pack – Identical Reissue
Additional Notes: The only difference between this and the Series 2 Magneto is this one has striped gloves. and boots.
• Mr. Sinister
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UPC: 0-35112-49372-3
Figure Code: 9372
Accessories: Cape
Action Gimmick: Light Up Eyes & Chest
Flavor Text: Mr. Sinister is a mysterious Evil Mutant mastermind who loves to plot and scheme but prefers to let others do the fighting for him. But if he’s trapped and has to fight…watch out! He’s super strong and super tough…even cannon shells bounce off him! Mr. Sinister’s goal is to make everyone – even Evil Mutants – his slaves! And what scares everyone is the fact that he has the power to make that goal a reality!
Variants & Reissues:
- X-Men Series 2 – Original; No Goatee
- Action Figure Gift Pack – Reissue
- X-Men Series 2 – Reissue; Red Cape
- Walmart Exclusive 2 Pack Cyclops / Mr. Sinister – Reissue; No Goatee, No Change
- X-Men Triple Pack – Reissue; Red Cape & Added Gun
Additional Notes: The only difference between this and the Series 2 Mr. Sinister was that in this version he has a goatee.




• Sauron
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UPC: 0-35112-49374-7
Figure Code: 9374
Accessories: Battle Club
Action Gimmick: Savage Attack Wings
Flavor Text: Sauron is the most terrifying Evil Mutant. Sauron loves to silently swoop down and use his mutant power to hypnotize and drain the energy out of his victim! Then in the blink of an eye, he flies away ready to strike again! The more energy he drains, the more powerful he becomes. Because he can drain the energy from anyone, even another Evil Mutant, even Magneto, the leader of the Evil Mutants, fears him!
Variants & Reissues:
- X-Men Series 2 – Original Mold
- X-Men Series 3 – Reissue; Gold & Black Belt
- Canadian 4 Pack D – Identical Reissue
Additional Notes: The only change made to this series Sauron was the color of his loincloth which was updated to gold & black. The ToyBiz catalog showed a version of this figure with a red & white loincloth however none have surfaced using this color scheme.
• Storm
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UPC: 0-35112-49370-9
Figure Code: 9370
Accessories: Lightning Bolt
Action Gimmick: Light Up Chest
Flavor Text: Super-villains have learned that this co-leader of the X-Men is perhaps the most dangerous X-Man of all because Storm has the amazing mutant power to control weather! With a quick mental command, Storm can create anything from a simple summer shower to a raging hurricane. By raising her arms she can command the winds to carry her anywhere. She is a master of unarmed combat, though she prefers to use lightning bolts and wind to stun and disarm super-villains.
Variants & Reissues:
- X-Men Series 1 – Original, Black No Cape
- X-Men Series 3 – Repaint; Silver
- X-Men Series 3 – Repaint; Grey
- X-Men Classics – Repaint; White, Full Cape, Extra Lightning Bolt
- Marvel She-Force Series 1 – Identical Reissue
- Battle Action Mega Armor – Reissue In White Repaint & Full Cape
Additional Notes: The Series 3 Storm was repainted silver and added a “winged” cape. There may also be a version that presents as more of a grey plastic look rather than silver.




• Wolverine 4th Edition (Weapon X)
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UPC: 0-35112-49373-0
Figure Code: 9373
Accessories: Battle Simulation Helmet, Belt, Cables
Action Gimmick: None
Flavor Text: A top-secret government project transformed the Mutant named Logan into the unbeatable warrior Weapon X. He was given unbreakable adamantium claws and a battle simulation helmet which created imaginary battle scenes that looked virtually real. Using these unique training weapons, Weapon X sharpened his combat skills to perfection. The ultimate secret agent, Weapon X later used his high-tech training to become the heroic X-Man Wolverine!
Variants & Reissues:
- X-Men Series 2: Original Green Cables & Red Shorts
- X-Men Series 2: Reissue, Red Cables & Gray Shorts
- X-Men Series 3 – Reissue, Silver Cables & Blue Shorts
- Canadian 4 Pack D – Identical Reissue
Additional Notes: The only update to this figure was the change of color to the Weapon X cables to silver. Interestingly on some card backs a yellow cabled Wolverine can be seen but was never produced.
