Marvel Strike Force — Fear The Darkness Guide

Marvel Strike Force — Fear The Darkness Guide Guides

This is it, the hardest content in the game! Time to put all your knowledge and CP to the task of defeating enemies with 500-700k HP, big attacks, and nasty combos! The rewards are fantastic and absolutely worth the effort, so don’t get discouraged if you fail a lot. Just keep on trying because the pot of gold at the end of this rainbow is a bounty of gear, orbs and the The Living Automaton himself, ULTRON!  

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Preferred Team Builds

  • You will want to cover a few roles in FtD, Tank, Healer, Cleanser, Crowd Control, and Damage. One character could fulfill multiple roles, but you will need to address each category to be successful. You can get by ignoring some of these, but it may take you longer to get through this content. 
  • Some of the most common successful non-meta teams I have seen are:
    • Shield Security / Groot / Fury / Minnerva / Starlord
    • Juggernaut / Magneto / Jessica Jones / Minnerva / Starlord
    • Captain America / Black Widow / Jessica Jones / Minnerva / Starlord
    • Any 4 + Ultron  😛
  • These teams have a lot in common, but the main point is sustainability, energy generation, cleanse and heals. You can mix and match a lot of the characters discussed below, but try to figure out what you want your team to be before you invest your T13 gear and gold into those 5 characters to start. Remember, once you use those uniques, you can’t undo it!

Best Characters to Use

Ultron

is obviously OP and an excellent addition to any FtD run, but this guide will focus on your first run without him. Be sure to save up tech gear and gold to get him to T13 once he’s unlocked, because he will make your second run MUCH easier!

Minnerva

is the most useful character for FtD!  Her healing AND damage are unrivaled in this mode, she is the absolute best character to add to any FtD team! If you want to complete FtD quickly, she is a must-have!

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Shield Security

One of the best tanks to have in FtD since his auto-taunt will save you a lot of trouble. He operates best with a defense up, so having shield minions or Fury with him will increase his effectiveness. He can work solo with non-Shield characters and still be very effective. If you pair him with characters that can apply Slow to enemies, he can get some crucial stuns. 

Nick Fury

Fury is an excellent support character who will provide minions that can give crowd control, healing and stealth, Fury himself provides massive buffs, and his abilities don’t require much energy to re-charge. If you can keep the minion army alive, he is an excellent choice as a support character. 

Groot

He provides a lot of utility. He has cleanse with his ult, defense up and deathproof from his special, and can act as an off-tank if paired with Rocket Raccoon. His passive can provide some crowd control through slow, and paired with Fury/Security, he can setup stuns from Security. 

Jessica Jones

Provides cleanse, energy and dispel on enemies. Her utility is fantastic, and her high resistance often keeps her clean in fights. She’s a great character to have in any team, and will feed the rest of your team while doing decent damage.

Starlord

Best battery in the game! Slot him on the end next to Minnerva to keep her abilities charged, and use her ult as an offensive tool. His blind is great for avoiding damage from big hitters, and he has great damage. Excellent character that can join any squad.

Captain America

He’s a battery, but doesn’t generate energy as often as those above. He works as a tank and provides defense up for allies. His shield toss can dispel some effects, but his focus isn’t always high enough to be successful. He can be good in the right team, but one problem is that he generally won’t have Avenger allies in FtD to help boost his block. In that case, he won’t be as tanky as you may be accustomed to in Blitz.

Magneto+Juggernaut 

This duo really needs to be kept together because Juggernaut benefits so much from Magneto. His taunt goes to 2 turns with magneto present, and he generates energy for himself every basic attack. Magneto’s passive boosts their HP and Focus, which can make a huge difference in FtD

Pyro

He has a lot of utility with buff removal and disrupt, but he is very squishy. Just be prepared to rez him a lot.

Ironfist

He’s good as a solo character without other defenders because he can heal himself and other city heroes. He has dispel with his ult, and if you are fortunate to get Jessica Jones up to T13 with him, then they make a great duo to pair with others. 

Ronan

He is the big daddy of the kree, and operates well outside of those meta teams. He can cleanse, summon minions, apply ability block, dispel effects with his basic AND he has a huge health pool. His minions have a lot of utility providing offense up, calling for assists and possibly landing a heal block! Really good choice if you can get him there.

Thanos

is an interesting tank to use in FtD, because his passive grants energy only to Adjacent Cosmic allies. This mean Fury or Ultron minions will not steal energy from Minnerva if she’s next to Thanos, so you can guarantee a lot of energy from kills goes towards your healer. I’m going to playtest him and see how he does in FtD

Mystique

While she’s not the best damage on her own, her ult can really pack a punch with the enemy’s increased attack damage. Pairing her with a defense down can really nail an enemy with some big hits, though there is a bit of luck involved. Her special can clear pesky stealth buffs from enemies and gives her stealth so she could be used to block chain attacks against you. 

Loki

One of the more underrated characters for FtD, Loki offers a lot of utility with his stealth, evade, minion summons and defense down. Maxing his ult means he will give all your characters 2 turns of stealth, which can be useful in the right team. He is a summoner though, so if you are using Fury or Ronan, they will compete for minion spots. 

Punisher

is an excellent damage dealer, but doesn’t do much else. His AOE is powerful, and the bonus damage against villains is fantastic, but he really needs at least 1 Defender ally to make him extra useful. He’s best paired with DD for the extra assist damage, but can also work with IF and JJ or a combination of them. If you get at least one Defender with him, he will assist on 40% of your abilities from all allies, including minions. This can produce and enormous amount of damage that may make up for his lack of utility! He’s quite fun to experiment with, but isn’t a must-have for FtD content. 

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Captain Marvel 

She’s an excellent damage dealer, has a strong dispel on Special, and her AOE in binary mode can kill deflects and evades. Her self-heal of 20% at max is especially nice to help the team sustain so that minnerva can focus heal the other characters. Her speed of 127 is excellent, so she gets a lot of turns, the hardest thing is keeping her in Binary mode, because Thanos and Starlord energy will not give her charges. JJ and Captain America’s energy will grant charges. If you are using her, you need to be smart about when to ult. If you can control a wave easily, don’t waste her ult until a tougher group drops so you get more charges. Also remember her ult is unavoidable and can be used to slay dodgy characters like Spiderman and Daredevil.

Tips Before Getting Started

  • Try to start Fear the Darkness as soon as possible to begin your progress, but focus on building a team, rather than just 5 random characters. 
  • Don’t fall in love with your red stars! Just because you have 5-7 red stars and a big power number on a character doesn’t mean they will be the best option for FtD. This is particularly true for damage dealers, since most enemies have 600,000+ health, and Ultron has around 1.9 million hp. Damage is useful, but your best strategy is to control the fights, and pick off the biggest threats to your team. Slows, stuns, blinds, ability blocks, etc could be the difference between life and death for your squad, whereas your damage will need to be applied over many turns. 
  • Keep on trying every day! Don’t get discouraged on harder nodes, this is currently the hardest content in the game. You’re not supposed to one-shot everything on your first try. It may take several days to finish a single difficult node, or several restarts to get the right RNG. 
  • Try, quit, try again, quit, try try try again! You are not penalized for quitting out or force quitting nodes! You can leave a fight and go back to the team selection screen to begin again. This may be a useful strategy on some nodes where the initial wave is incredibly tough (Mission 13), or maybe you want to apply a debuff to a target. Keep re-trying until you get the right roll, and then continue forward! 
  • Enemy minions are also great health packs for your team if you have Minnerva! Every kill allows her to heal your lowest HP characters, so sometimes it’s best to let summoners stay alive and call in more minions for easy heals.
  • Enemy minions count against the wave drop information, and you can use it to your advantage. If there is a weak minion, like a Stitcher summoned by Yondu, you could avoid killing him, and focus more difficult characters down before moving to the next wave. This is especially useful in Ultron’s node if you can’t kill him on the first wave, you may be able to leave up one of his minions to avoid dropping the next wave while you take out an annoying trooper or shield security!
  • There is currently a bug in the game where you may revive a character more than once using Minnerva’s special. I was able to get 2 Ultrons and 2 Rocket Raccoon’s at the same time during my third FtD run. It occurs after a character dies, then Minnerva uses her Special. Using it again will randomly rez a character that has died at least once during the node. You may want to use this to your advantage while it’s still active!
  • If you start a node prior to the midnight hard reset of the game, then your team dies after the reset, your team will have full health when you go back to the character selection screen. So if it’s real close to the reset time, just start the battle before reset. 

T4 Ability Upgrade Suggestions

If we are talking about FtD only, there are a few I would recommend for/against:

  • Ultron – Need to do Special and Ult at least. I recommend doing his basic too, passive isn’t as important, but is useful for FtD. I never upgraded his passive and had no trouble with FtD, but it will make things faster. 
  • Minnerva – No T4s necessary. If you want to do one, her passive might be best for a little extra turn meter, but it’s negligible. 
  • Shield Security – None needed, but his Ult is worth it for other game modes. 
  • Nick Fury – Ult and Passive are important.
  • Groot – Passive, 2 turn slow is extremely useful regardless of team. Stick him next to your tank so the enemy AOE attacks trigger slow. His basic might be worth upgrading for extra damage on assists, but it’s not a priority. 
  • Jessica Jones – Basic for more energy generation, and Ult for full buff clears is nice to have. It’s rare that you have more than 3 negative effects on your characters, so I don’t think her Special is as important. If you miss controlling a Dr Strange, he may flip all your buffs and make your life hell, but that’s pretty uncommon. Her basic will grant herself energy if she’s the only Defender, which in turn makes her special more often to give non-defenders energy. This is very important! 
  • Starlord – Passive and Special. Ult is a nice damage boost, but not necessary for FtD
  • Captain America – Special for a little more energy generation chance, and basic to give him D up all the time. I don’t think his passive is that useful, unless you have a full Avenger team.
  • Magneto – Passive is a must. Special could be useful sometimes to remove all buffs, plus it can’t miss. Not that necessary for FtD, but great for arena. Basic and Ult damage aren’t important. 
  • Juggs – Basic to guarantee energy every hit, this means you get 2 energy per turn when using a basic, which means more taunts. Upgrading his ult does help hit for more damage, but his primary use is to tank. I often found myself using his basic to generate more energy so I could taunt with him. It also allowed me to setup better usage with his ult by timing it with a defense down. 
  • Pyro – Ult for 2 turn disrupt. Special for extra bleeds. 
  • Mystique – Assuming you have Magneto with her, it might be fun to upgrade her passive so she starts with evade 1, then Magneto prolongs it every time he takes a turn. She could possibly keep it up a long time. Mostly you use her to remove stealth and have enemies attack each other. 
  • Ironfist – His Passive is a must for Defenders in general. Nothing else really seems that useful to me, he’s primarily a healer. 
  • Ronan – His Special guarantees 2 minions drop, so that would be useful if he’s your only summoner. His passive is OK, not great unless you run a big kree team. His ult hits for a lot of damage. 
  • Loki – Ult is a must, giving your whole team 2 turns of Stealth is awesome, and especially useful if you pair him with Ultron. His special is good because it means 2 enemies attack your target, and they attack hard. His passive could be very useful if upgraded. going from -20 to -30% resistance for the enemies might make a huge difference if you are running a lot of debuffs and stuns. 
  • Black Widow – At this point in the game, I wouldn’t invest in her, she’s old meta. If you have to, upgrade her special if you run her with other avengers, it’s actually very useful in Alliance Wars. Pop her and your Avengers into Reactor to attack, and immediately remove disrupt. She’s fast, which is nice, but I’m not sure if her focus is high enough to effectively steal and cleanse buffs from enemies in FtD. 
  • Thanos – Passive, then Ult if you can spare it. Extra damage on ult means extra heals for himself. His energy generation is especially important for Minnerva, who is Cosmic. You can funnel energy to her exclusively if you setup your team for it. 
  • Vision – Basic for extra chain attacks. Passive for some more dodge can be nice. 
  • Punisher – Passive and Basic if you pair him with DD or other City heroes. He can assist on any ability if he has City allies on the team, which is amazing when paired with minions
  • Captain Marvel – Passive and Ult are a must, she’s a beast. 
  • Drax – None
  • Quake – None
  • Hawkeye – Special
  • Scarlet Witch – Passive and Special
  • Miss marvel – Passive and Ult
  • Rocket – Special and Ult at least. Basic, then passive if you have the oranges to spend. 
  • AIM Researcher – None

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Kill Orders

  • Remember, these are only suggestions, and the team you are using can change the priority of targets. We all are at the mercy of the supply store and orange orbs for unique drops, so you may not be able to make the team you really want. I am just giving an opinion and some guidance to those who seek it, but feel free to ignore it and do your own thing too! The Wave information alone is very useful to everyone, and if that’s all you’re after, that’s cool with me!
  • Cleanup – Some nodes will have this note at the end, and it’s just kill whatever. None of the enemies left on the board seem particularly difficult, so use basics to regen energy and get ready for the next node.
  • I personally hate Dr. Strange, Venom and Koraths, so I often prioritize them over others. You don’t have to, but here’s why I do it:
    • Strange can revive and he flips all buffs
    • Venom flips buffs and applies a lot of negative effects
    • Korath can put a taunt on your healer like Minnerva, which you can’t dispel. If that happens, it can kill her and then you are screwed.

Node 1 – Dr. Strange: 25 Enemies

  • Wave 1 Kill order:
    • Strange > Scarlet Witch >
    • Strange will revive anyone you kill, so try to focus him. If you have crowd control, try to stun SW to prevent her health share. Mordo can also be annoying with his debuffs, so you may want to try to control him while working on other kills.
  • Wave 2 – 2 Elektra drop when 6 are remaining.
  • Korath and Spiderman drop when 6 are remaining
  • Korath and Ironman drop when 6 are remaining again
  • Kill order:
    • Spiderman > Mordo > Korath
  • Wave 3 – Kill order:
    • Scarlet Witch > Korath > Spiderman > Korath
  • Wave 4 – Kill Order:
    • Strange > Spiderman > Ironman >
  • Wave 5 – Kill Order:
    • Mordo > Korath > Ironman > Cleanup

Node 2 – Black Panther: 22 Enemies

  • Wave 1 Kill order:
    • Black Panther > Antman
  • Wave 2 Kill order:
    • Captain America and Black Panther drop when 5 remaining.
    • Merc LT and Hand Sentry drop with 5 remaining
    • Merc LT > Vision > Antman > Captain America > Sentry > Black Panther > Spiderman
  • Wave 3 Kill order:
    • Vision > Antman > Captain America > Black Panther  > Spiderman
  • Wave 4 Kill order:
    • Deadpool and Spiderman drop with 4 remaining
    • Antman and Black Panther drop with 4 remaining
    • Merc LT and Vision drop with 4 remaining
    • Merc LT > Antman > Spiderman > Black Panther > Deadpool > Vision

Node 3 – Nick Fury: 13 Enemies

  • Wave 1 Kill order:
    • Quake > Widow > Fury (if widow goes stealth, just attack others until you can target her)
  • Wave 2 Kill order:
    • Trooper > Captain America > Assault > Assault
  • Wave 3 Kill order:
    • Shield Op > Trooper > cleanup

Node 4 – Wasp: 28 Enemies

  • Wave 1 Kill order:
    • Rocket > Antman 1 > Sentry > Antman 2 > Wasp 1
  • Wave 2 Kill order:
    • Rocket > Antman > Thor > Wasp > Luke Cage 1 > Wolverine 1
  • Wave 3 Kill order:
    • Rocket > Rocket > Starlord > Sentry > Antman >
  • Wave 4 Kill order:
    • Rocket > Antman > Thor > Wasp > Wolverine
  • Wave 5 Kill order:
    • Antman > Hand Sentry > Wasp > Cleanup

Node 5 – Crossbones: 24 Enemies

  • Wave 1 Kill order:
    • Crossbones 1 > Crossbones 2 > Korath > Jessica Jones
  • Wave 2 Kill order:
    • Mordo > Oracle > Reaper 1 > Cyborg
  • Wave 3 Kill order:
    • Jessica Jones, Winter Soldier X2, Oracle drop when 5 remaining
      • Kill order: Jessica Jones > Oracle > Your Pick
    • Cyborg X2 and Korath  drop when 5 remaining
      • Kill order: Korath > Cyborg > Reaper > Winter Solder 1
  • Wave 4 Kill order:
    • Crossbones > Reaper > Cyborg > Your Pick
  • Wave 5 Kill order:
    • Mordo > Oracle > Cleanup

Node 6 – Nobu: 18 Enemies

  • Wave 1 Kill order:
    • Sentry > Archer 1 > Archer 2
  • Wave 2 Kill order:
    • Archer 3 > Archer 4 > Hand Ass 1 > Hand Ass 2 > Hand Sorc > Blademaster 1 > Blademaster 2
  • Wave 3 Kill order:
    • Sentry > Hand Sorc
  • Wave 4 Kill order:
    • Archer > Electra > Cleanup… Ironfist X2 > Nobu

Node 7 – Cable: 31 Enemies

  • Wave 1 Kill order:
    • Deadpool > Hawkeye > Loki 1 > Loki 2 >
  • Wave 2 Kill order:
    • Spiderman > Cable 1 > Guard 1 > Cable 2 > Guard 2
  • Wave 3 Kill order:
    • Loki > Spiderman > Deadpool > Guard
  • Wave 4 Kill order:
    • Hawkeye 1 > Hawkeye 2 > Deadpool  > Cable 1 > Guard
  • Wave 5 Kill order:
    • Loki > Spiderman > Deadpool > Cleanup

Node 8 – Ironman: 23 Enemies

  • Wave 1 Kill order:
    • Note: Enemy Groot does not apply Slow when attacked
    • Rocket > Yondu > Groot > Captain America
  • Wave 2 Kill order:
    • Captain America > Stitcher > Gamora x3
  • Wave 3 Kill order:
    • Yondu > Captain America > Gamora
  • Wave 4 Kill order:
    • Rocket > Rocket
  • Wave 5 Kill order:
    • Yondu > Captain > Gamora > Cleanup

Node 9 – Kingpin: 20 Enemies

  • Wave 1 Kill order:
    • Mordo > Bullseye > AIM Security
  • Wave 2 Kill order:
    • 2 Koraths drop when 5 remaining
    • Korath > Korath
    • 2 Bullseyes  drop when 5 remaining
    • Bullseye 1 > Bullseye 2
    • 2 Winter Soldiers  drop when 5 remaining
    • Kingpin > Winter Soldier
    • Kree Reaper and Oracle drop when 5 remaining
    • Reaper > Winter Soldier 1 > Winter Soldier 2 > Oracle
  • Wave 3 Kill order:
    • Bullseye > Winter Solder > Cleanup

Node 10 – Deadpool: 33 Enemies

  • This node is really hard, try not to end up with too many deadpools or you may get annihilated by their Specials.
  • Wave 1 Kill order:
    • Antman > Spiderman > Deadpool > Spiderman  > Hulk
  • Wave 2 Kill order:
    • Luke Cage, Deadpool X2 drop when 3 remaining
    • Deadpool > Deadpool > Hulk
    • Hydra Scientist, Daredevil X2 drop when 3 remaining
    • Daredevil X3
  • Wave 3 Kill order:
    • Groot > Crossbones
  • Wave 4 Kill order:
    • Spiderman > Deadpool > Hulk
  • Wave 5 Kill order:
    • Antman > Crossbones > Luke Cage
  • Wave 6 Kill order:
    • Deadpool 1 > Deadpool 2 > Hulk > Daredevil 1
  • Wave 7 Kill order:
    • Groot > Daredevils > Cleanup

Node 11 – Red Skull: 37 Enemies

  • I like leaving the Red Skulls for last to kill because their minions are easy to kill and they give you free heals via Minnerva. I like to think of them as Snack Packs for my heroes 🙂
  • Wave 1 Kill order:
    • Sniper 1 > Sniper 2 > Rifle Trooper 1 > Rifle Trooper 2 > Guard 1 > Guard 2 > Red Skull
  • Wave 2 Kill order:
    • Yondu > Boomers > Stitchers > Bruisers
  • Wave 3 Kill order:
    • Yondu 1 > Yondu 2 > Boomers > Trooper > Guard > Red Skull
  • Wave 4 Kill order:
    • Yondu 1 > Yondu 2 > Yondu 3 > Troopers
  • Wave 5 Kill order:
    • Boomers > Stitcher
  • Wave 6 Kill order:
    • Yondu 1 > Yondu 2 > Cleanup > Red Skull

Node 12 – Starlord: 21 Enemies

  • Wave 1 Kill order:
    • Quake > Starlord > Captain America 1 > Captain America 2
  • Wave 2 Kill order:
    • Strange > Sentry > Cyborg 1 > Winter Soldier > Cable 1
  • Wave 3 Kill order:
    • Shield OP > Starlord > Cyborg > Cable
  • Wave 4 Kill order:
    • Quake > Captain America
  • Wave 5 Kill order:
    • Quake > Cleanup

Node 13 – Miss Marvel: 26 Enemies

  • I prefer killing Dr Strange first because he will revive the first enemy you kill. Stunning and blinding Miss Marvel is very helpful to prevent damage from her assists. This is a tough node, with a very difficult first wave, you may want to restart it a few times until you get the right conditions to kill Strange and MM early.
  • Wave 1 Kill order:
    • Strange > Miss Marvel > Spiderman > Black Panther
  • Wave 2 Kill order:
    • Mordo > Venom > Black Panther > Captain America > Gamora 1 > Gamora 2
  • Wave 3 Kill order:
    • Spiderman > Black Panther > Gamora > Cable
  • Wave 4 Kill order:
    • Mordo > Spiderman > Captain America > Drax
  • Wave 5 Kill order:
    • Strange > Miss Marvel > Cleanup

Node 14 – Mordo: 28 Enemies

  • The first wave is probably the hardest of this node, so if you don’t do well, reset and try again. Remember that Ronan can dispel buffs with his basic. AIM Assaulters will have some big speed buff stacks ready to steal, so try to keep at least 1 around through the later waves to steal buffs.
  • Wave 1 Kill order:
    • Hawkeye> Mordo > Ronan > Korath 1 > Korath 2 > Punisher
  • Wave 2 Kill order:
    • Korath > Punisher 1 > Punisher 2 > Drax
  • Wave 3 Kill order:
    • Hawkeye > Starlord > Mordo > Punisher > Drax > AIM 1
  • Wave 4 Kill order:
    • Korath 1 > Mordo > Ronan > Korath 2 > Drax 1
  • Wave 5 Kill order:
    • Hawkeye > Starlord > Cleanup

Node 15 – Hand Sentry: 22 Enemies

  • Wave 1 Kill order:
    • Sentry > Merc Snipers > Hydra Snipers > Hulk > Kingpin
  • Wave 2 Kill order:
    • Widow > Sentry > Merc Sniper 1 > Merc Sniper 2 > Hand Sorc > Hulk
  • Wave 3 Kill order:
    • Black Widow > Merc Sniper > Hulk > Hyrda Snipers
  • Wave 4 Kill order:
    • Merc Sniper > Hydra Snipers > Kingpin

Node 16 – Ultron: 24 Enemies

  • This node is the toughest of the bunch, but if you can sacrifice one character to go in and pull out the Ultron minions without Ultron using his ULT, you will have 7 turns until he calls in minions again. If you have an extra T13 character you don’t use, have them enter alone and try this method. Re-try until you get the right condition, and use the trooper’s retaliation to try to kill your character faster if needed. Hitting Ultron means both troopers hit you, hitting a trooper alone will not cause you damage. Use this to your advantage to get the perfect turn order setup before using your A team!
  • If you don’t have another T13 character, just pick one of yours and send them in, it costs 50 cores to revive them, and it is absolutely worth it.
  • Ultron has about 1.9 million HP in this node, so don’t think you’ll be able to kill him easily
  • Ultron’s minions will grant bonuses to Ultron when they die:
    • Incinerator gives Ultron Counter 1
    • Accelerator gives Ultron 25% speed bar
    • Fabricator gives Ultron Deathproof
    • Consider this when choosing which minions to kill. Their basic attacks can also be annoying with buff removal, speed reduction, and giving Ultron energy.
  • Wave 1 Kill order:
    • Pyro > Venom > Trooper 1 > Ultron (if you can, but you may be forced to kill another character due to AOE damage)
  • Wave 2 Kill order:
    • Merc LT > Spiderman (trooper near Ultron)
  • Wave 3 Kill order:
    • Pyro > Venom > Trooper  (trooper near Ultron)
  • Wave 4 Kill order:
    • Note: This is a great wave to kill Ultron if you haven’t yet! You can have 4 total enemies on the board while hitting Ultron, and if you don’t use Magneto’s Ult, there should be one trooper on the outside with a Shield Security that cannot retaliate against you easily.
    • Merc LT > Spiderman > Trooper  > Trooper > ULTRON
  • Wave 5 Kill order:
    • Pyro > Venom > Spiderman > Cleanup
  • Wave 6 Kill order:
    •  Pyro > Merc LT > Cleanup

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