Psionic Gestalt Being

Fighting Remarkable
Agility Remarkable
Strength Unearthly
Endurance Class 1000
Reason Unearthly
Intuition Shift-Y
Psyche Class 1000

Health 1160
Karma 1250
Resources Incredible
Popularity -20


Self Evolution: Onslaught is an ever evolving entity. He may try to evolve himself further (like he did when Hulk was romping him) and can with a green FEAT on the Remarkable table.
Mental Powers: Mind Blast, Telepathy, Mental Probe, Mental invisibility, Mental Illusions, Power/Psionic, and Detection, all at Shift-Z rank.
Communications with Cybernetics: at Unearthly rank.
Magnetism: All power Stunts, at Unearthly rank.
Astral Travel: Onslaught can enter the astral plane at will and can force people with him with Class 1000 ability. By doing this, he can take his material body with him.
Psionic Armor: Onslaught has some kind of psionic armor that acts as Monstrous protection vs. all attacks and Shift-X vs. mental attacks.
Dimensional Teleporting- Others: He has the Remarkable ability to teleport others and himself to other dimensions.
True Flight: at Unearthly rank.
Mutant Power Enhancement: He has the Shift-X ability to increase a mutants powers. Use the following when making a power FEAT roll.
White No Adjustment
Green +1CS and 1 new power
Yellow +2CS and 2 new powers
Red +3CS and 3 new powers
E.C.M Pulse: Probably as a part of Magneto’s powers, Onslaught was able to send an ECM-Pulse of Shift-X intensity over the whole city of New York. This shorted out all sorts of electrical equipment and did Unearthly damage to all electronically based heroes (like Iron Man and Vision).
Internal Dimension: Onslaught’s interior is a pocket dimension which exists partly on the astral plane and partly on the material plane. It’s a Shift-Z prison and Onslaught can use the powers of those trapped inside at their fullest potential.


Leadership, All Scientific, All Mental Talents


Dark Descendants


Onslaught is a sentient psionic being created from the consciousness of two people: Professor Charles Xavier, founder and leader of the X-Men, and the mutant known as Magneto.

Some time ago, Magneto had established his space station Avalon as a haven for mutants who had no desire to remain on Earth due to seemingly endless persecution. Magneto, in his grief over the death of Illyana Rasputin from the Legacy Virus, had created, and intended to use, a weapon involving electromagnetic pulses to destroy most of humanity. The X-Men, including Professor Xavier, traveled to Avalon to stop him.

During the battle between the X-Men and Magneto’s Acolytes, Xavier used his telepathic powers to reach into Magneto’s mind and shut it down. Magneto was rendered catatonic as a result. During the psionic contact, Magneto’s anger, grief, and lust for vengeance entered Xavier’s consciousness and remained there. Magneto’s negative patterns combined with every long-suppressed negative feeling that Xavier had endured over the last thirty years. The combination of these created the entity known as Onslaught.

Onslaught remained dormant for some time after Xavier’s fight with Magnus as Xavier’s continued frustration with his dream of human-mutant harmony began to increase. The daily growth of anti-mutant hysteria, the deaths of dozens of mutants from the Legacy Virus, and Xavier’s own failed attempt to rehabilitate the mutant sociopath Sabretooth, which resulted in near-fatal injuries to the X-Man Psylocke, were all factors in Xavier’s increased level of frustration.

The breaking point occurred when a young mutant named Dennis Hogan was hunted down and killed by anti-mutant humans near the grounds of the Xavier Institute for Higher Learning, the secret base of the X-Men. It was at this point that Onslaught awakened within Xavier, and began to manifest himself to others.

The first person who was reported to have encountered Onslaught was Cain Marko, Xavier’s half brother, and the criminal known as the Juggernaut. Onslaught asked Marko to join him in his secret plan. Marko declined and attacked Onslaught in Vancouver, and Onslaught hit Marko with enough force to knock the Juggernaut to New Jersey, in the United States.

Onslaught’s attack, while rendering Juggernaut comatose, placed mental blocks on Marko’s mind to prevent him from remembering who Onslaught really was so as to prevent Marko from warning the X-Men. Juggernaut was soon taken to an alternate dimension by the inter-dimensional firm of Landau, Luckman, and Lake for reasons yet to be determined.

It was also around this time that Avalon was destroyed in a battle between the mutants Exodus and Holocaust, and Magneto reappeared in South America with no memories of his identity. Calling himself Joseph, Magneto wandered from Central America to the Southern United States, where he encountered the mutant Rogue, who was on leave from the X-Men.

Onslaught then invaded a government-sanctioned Sentinel base, downloaded all of the current Sentinel specifications, and erased portions of the memories of the employees working in the clandestine factory. Soon after that, while hiding in Xavier’s mind, Onslaught encountered the psionic mutant known as X-Man, who pulled Xavier’s body from the astral plane, a feat never before achieved. Through X-Man’s actions, Onslaught was able to escape Xavier’s mind and move independently of Xavier. Around this time Onslaught recruited the mutant known as Post, who would encounter the X-Men in order to “test” them for Onslaught, who by this time had taken full possession of Xavier’s mind and body. Onslaught then encountered the X-Man Phoenix, pulled her into the astral plane, and revealed his existence to her, as well as many of Xavier’s suppressed darker memories.

The Juggernaut returned to this reality by some unknown means and journeyed to the Xavier Institute to ask Phoenix to remove the mental block that Onslaught had placed on him. Phoenix removed the block to reveal that Onslaught was actually Charles Xavier, and Juggernaut fled into the mansion to confront him. Xavier, turning into Onslaught, physically tore the Cyttorak Ruby, which gave Cain Marko the power of the Juggernaut, out of Marko’s body. Marko’s consciousness was trapped inside of the ruby, but it has since escaped and returned to his body, enabling him to regain his powers. Onslaught, as Xavier, then called together his X-Men to turn them into his soldiers fighting a total war against humans. When the X-Men, led by Phoenix, resisted, Onslaught revealed himself to the X-Men and attempted to destroy them. The X-Men were saved by their time-displaced member Bishop, who remembered his childhood stories of a traitor betraying and killing the X-Men, and began to realize the traitor was Xavier as Onslaught. Onslaught, taking Xavier’s body with him, escaped.

Once free, Onslaught began to put his plans into motion. He created a child-like psionic projection named Charles in order to gain the trust of and then capture the mutant child Franklin Richards, who possesses the power to alter reality. Onslaught succeeded despite the rescue attempt made by Franklin’s parents, Mr. Fantastic and the Invisible Woman, members of the Fantastic Four. Onslaught sent an enraged, mind-controlled Hulk and Post to stop the mutant Cable, but both the Hulk and Post were defeated.

Onslaught, now carrying Franklin Richards and Xavier, then captured X-Man, intending to use X-Man’s raw psionic power to fuel his plans to turn the human race into a collective consciousness. Onslaught returned to Manhattan, reprogramming the Sentinel robots to obey his commands and form a protective circle around the island, sealing Manhattan off from the rest of the world.

Onslaught was confronted by the X-Men, along with the Fantastic Four and the Avengers, who had found and returned with Rogue and Joseph. Their first confrontation with Onslaught and his minions resulted in the rescue of a now-powerless Xavier and the defeat of both Post and Holocaust. Xavier, who retained his usual benevolent personality, and Onslaught now existed as separate beings. Onslaught existed as psionic energy contained within his armor. The Hulk had since returned to his senses, regained his own will, and rejoined the Avengers.

The second and final confrontation with Onslaught occurred at Onslaught’s citadel, in Central Park. After a number of attempts to free Franklin Richards and X-Man from Onslaught’s armor, which seemed impervious to almost every form of physical damage, the heroes regrouped. During the next assault, Phoenix, on the Hulk’s insistence, turned off the part of Hulk’s mind that contained the rationality of Dr. Bruce Banner. The result was a Hulk of nearly animalistic intelligence and unbelievable strength. The now-savage Hulk battled Onslaught hand-to-hand, tearing apart Onslaught’s armor, resulting in an explosion of psionic energy. The explosion separated Banner and the Hulk, and Onslaught was left as an energy being, immune to most physical harm. Onslaught then used Franklin’s powers to create a second sun that would destroy the heroes and Manhattan.

Thor flew into the energy being, thereby disrupting Onslaught’s form. Once realizing that Thor would not be enough, the other non-mutant heroes from the Avengers and the Fantastic Four began to jump into the energy field in order to destroy Onslaught. It was theorized that if Onslaught, who was of mutant origin, found a mutant host, he would become unstoppable, so the X-Men were unable to enter the field. When the Avengers, the Fantastic Four, and Dr. Banner jumped into the field (the Hulk, now separate from Banner, was still unconscious), Onslaught dissolved, seemingly destroyed, along with the heroes who threw themselves into the rift. The remaining Sentinels were destroyed, Franklin and X-Man were rescued, and Manhattan returned to normal. Xavier was then arrested by the U.S. government to face trial due to the Onslaught crisis. He was later turned over to the custody of Bastion and Operation: Zero Tolerance.

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