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Last Updated: 
5th June 2004

The Upstarts were a group of young, powerful and wealthy people (most of them mutants) competing against each other. Each of them were in the game for different reasons. Some wanted to establish themselves as dangerous criminals, others tried to gain more power and influence and some were simply taking part out of boredom. Their competition was organized by the mysterious Gamesmaster, who named special tasks (mostly killing certain targets). Whoever accomplish said task first would increase his personal score.

Founders: Gamesmaster and Selene

Membership: Shinobi Shaw, Trevor Fitzroy, Gamesmaster, Fabian Cortez, Graydon Creed, Siena Blaze, Fenris

First appearance: Uncanny X-Men #281
Last appearance: New Warriors (1st series) #46

(At the time of their last appearance, two members were believed dead, Shaw was backplotting and more interested in his new Hellfire Club, and Creed never achieved any points. The only ambitious member remaining was Siena Blaze)


  • Andrea and Andreas von Strucker were introduced as rich people on a Safari in Uncanny X-Men #194 and 196. They first showed to have powers in Uncanny X-Men #200, where they too were revealed as the children of Baron Wolfgang von Strucker.
  • Selene joined the Hellfire Club I as their Black Queen. She was constantly trying to overpower her partners in the Inner Circle, especially after Sebastian Shaw was ruled out she feared for her position, as the two other members of the Inner Circle, Magneto and Emma Frost, opposed her.
  • Shinobi Shaw seemingly killed his father, Sebastian Shaw, in X-Factor #67. Only years later, the revelation was made that Shaw had survived.
  • Fabian Cortez believed to have killed Magneto in X-Men (2nd series) #1-3. (see the entry on the Acolytes)


Flashbacks in Uncanny X-Men #287 reveal not only Bishop's origin but also show that Fitzroy is a criminal from the same future. He and other villains used one of Fitzroy’s timeportals to escape to the present.


Uncanny X-Men #281: The first time a group "Upstarts" is mentioned. Right now, their targets are former and current members of the Hellfire Club I. Shinobi Shaw is considered being in the lead of the competition for killing his father. Trevor Fitzroy wants to change that by killing Pierce and Emma Frost. To do that, he sends his own battalion of Sentinels to the Reavers’ hideout in Australia, while he himself attends a Hellfire Club party hosted by Emma Frost. The Sentinels arrive in Australia and certainly outmatch the Reavers. Pierce, after seeing his men slaughtered, tells Gateway to take him to the person responsible. Some of the Sentinels follow Pierce through the portal and get to the Hellfire Club in New York, where, after killing some Hellions, they also succeed in apparently killing Emma Frost and Pierce.
Uncanny X-Men 282: Fitzroy proudly presents the two bodies and demands a certain ring, the symbol for leadership of the Upstarts. As Shinobi refuses to give it away, Fitzroy cuts it off his finger. (The finger is saved and reattached later.) Believing himself invincible, Fitzroy battles the X-Men and uses the remaining Hellions' life-energies to transport more future criminals to the present, but, by accident, also Bishop and two of his comrades.
Uncanny X-Men #283: During the battle that costs him all his Sentinels, Fitzroy is attacked and captured by Shaw's operatives, which goes unnoticed by the X-Men or Bishop. Fitzroy is forced to give leadership back to Shinobi Shaw. Elsewhere, Selene and the Gamesmaster discuss the Upstarts’ performance. Selene mentions a "true nature" of the game, one that the Upstarts have yet to learn about.
X-Men (2nd series) #4-7: As the operatives of Matsuo Tsurayaba and his allies Fenris discovered the grave of Omega Red (in X-Men (2nd series) #2), they now pool their resources to find a device called Carbonium Synthesizer, last used 30 years ago on Omega Red. Other people involved back then were Wolverine, Sabretooth and Maverick. With this device Fenris plan to control Omega Red's death spores and believe that they can use it to become the leading Upstarts. After capturing Wolverine and probing his memories, they learn where to search for the device. However, Logan is freed by his fellow X-Men and retrieves the device first.
Uncanny X-Men #299: Graydon Creed and Fabian Cortez are revealed to belong to the Upstarts. Watching a TV debate between Xavier and Creed, Cortez asks Shinobi Shaw and Fitzroy why Creed is counted among them, since he has not killed anyone yet, unlike him. The Gamesmaster announces that a female Upstart (Siena Blaze) will join soon.
Uncanny X-Men #300: Gamesmaster strips Cortez of all achieved points, hinting that Magneto has not died in the crash of Asteroid M.
Uncanny X-Men Annual #17: Fitzroy rescues Siena Blaze from the police and invites her to join the Upstarts.
X-Men Unlimited (1st series) #1: In Antarctica, Siena Blaze shoots the X-Men's Blackbird out of the sky, trying to kill Xavier, Storm and Cyclops. They survive and encounter her directly. Siena reveals that every time she uses her power she might destroy the planet, so she chooses not to confront them directly and teleports away.
Uncanny X-Men #301-302: Fitzroy captures Selene and puts her into a torturing device called spooling chamber to get the Gamesmaster's attention. The Gamesmaster holds a telepathic conference of all current Upstarts; these are Trevor Fitzroy, Shinobi Shaw, Siena Blaze, Fabian Cortez and Graydon Creed. Their next target is announced - Forge. Soon after the meeting, Fitzroy attacks Forge and Mystique, who currently lives at his place. The X-Men interfere and rescue Forge from certain death. Fitzroy is beaten and caught.
X-Men (2nd series) #22: Shinobi Shaw encounters Matsuo Tsurayaba in Tokyo. Shinobi is angry that the Gamesmaster allows Matsuo to go after Psylocke (events connected to the Revanche body-swap scenario) even though he is not an Upstart.
Excalibur (1st series) #72-74: The Gamesmaster assigns Siena Blaze to kill Moira McTaggert and retrieve the data she has on her dead son Proteus. Excalibur gets in the way and fights her. As it turns out, the Gamesmaster acted on Mr. Sinister's request, who is very angry to hear that Siena came back without the data. Instead, he settles for cell samples of Phoenix (Siena scratched Rachel Summers during the fight).
New Warriors (1st series) #43-44: The Gamesmaster approaches Shinobi Shaw about being to passive in the competition. At least he should employ a lackey doing his dirty work for him. The Gamesmaster suggests Justice, who was just released from prison. After the New Warriors face a demonstration against mutants, Vance accepts Shaw's offer but he is only faking. After he learns the Upstarts' next targets, he informs his teammates - The Upstarts are to kill the surviving members of the New Mutants and the Hellions.
X-Force #32: In a telepathic conference, the Gamesmaster explains that no points will be given until all targets are secured and brought to a hidden location. In South America, Fenris are the first to attack. They are currently applying for official membership in the Upstarts and are able to capture Magma, but Empath, with help from Moonstar, gets away. In Kentucky, X-Force learns from Cannonball's family that he and Boomer were kidnapped by Siena Blaze. With the game now officially open, Fitzroy confronts X-Force, demanding Rictor and Warpath, as they are also on the hit list. Meanwhile, Shaw sends his (supposed) lackey Justice after Firestar.
New Warriors (1st series) #45: In their base, the New Warriors agree that Firestar is used as a bait. As Justice tries to hand his "captive" over to Shaw, Shinobi reveals that he has had enough of the Upstarts. He plans to overthrow them and the Gamesmaster but, unknown to him, the Gamesmaster overhears. Moonstar and Empath travel to Madripoor to warn Karma about the Upstarts and encounter Siena Blaze there. Later, Siena Blaze presents the three mutants she encountered in Madripoor as her latest victims.
X-Force #33: Fitzroy is defeated by X-Force. Accidentally, he drains himself of his lifeforce and opens a last portal. X-Force steps through and finds themselves at Shinobi Shaw's place in Japan. From him, they learn the location of the prisoners. The New Warriors, at the same time, blackmail Graydon Creed into revealing them the place. In the holding cell, Karma decides to make her move; Siena did not defeat the three mutants, she was possessed by Karma and had to play along. As she frees her former teammates, her concentration slips and Siena's mind is her own again; quickly she stops the breakout.
New Warriors (1st series) #46: Both teams arrive at the Upstarts’ base but are fought and defeated by the Gamesmaster and Siena Blaze. Right before he kills all of them, Paige Guthrie, the younger sister of Cannonball, is able to surprise the omnipath. She was able to husk into a form that he could not mindread. Paige saves the lives of the mutants by daring the Gamesmaster for another game about the next generation of mutants: who gets to them first - Xavier, the Acolytes, the Hellfire Club, ... ? The Gamesmaster decides that this might indeed be a more interesting game and lets go of the heroes. After the fight, Fenris are revealed to have been captured by X-Factor while trying to capture Wolfsbane.


  • Shinobi Shaw lost interest in the Upstarts’ competition. Instead, he started a new Inner Circle of the Hellfire Club in X-Men (2nd series) #29 with himself as the new Black King. (see Hellfire Club II) When Sebastian Shaw was revealed to be alive, Shinobi went into hiding, fearing his father’s wrath. [X-Force #62]
  • Selene was freed from the spooling chamber in Excalibur Annual #2; since then, she bothered X-Force for a few times and associated herself again with the Hellfire Club III, this being a different incarnation from the one ruled by Shinobi Shaw.
  • Cortez fueled the rebellion in Genosha, where he was killed by Exodus (Bloodties crossover). Of course, death in the Marvel Universe is not forever and he appeared again in the Magneto (Joseph) limited series, where he said he was said he was only on the brink of dying and that it took him a long time to heal. Still, he was later killed by Magneto for several attempts of back-plotting. (see Acolytes)
  • Fitzroy was revealed to be alive in X-Man #17. Apparently, he couldn’t drain himself of his entire life-force. Selene watched him slowly recover in London and then possessed him as vengeance for the torturing device she was put into. (see Hellfire Club III) Later on, he time-traveled again to some future timeline where he ruled with a cruel fist, until he was killed by Bishop.
  • A storyline in X-Force #46-47 revealed that the Gamesmaster was really a ten year-old boy named Jeremy Stevens. Originally, he was a patient in the "Weisman Institute for the Criminally Insane" but, with his mental powers, he took over the complete staff.
  • Siena Blaze was invited by the Reaper to a secure location for a test whether she was fit enough to join the MLF, but she only agreed to the meeting to kill him and gain some Upstarts points. An explosion caused by Siena's powers soaks them both into the Ultraverse, where they become founding members of the All New Exiles (All New Exiles #Infinity). In Ultraverse Unlimited #2, they, along with the Avengers' Black Knight, stepped through a dimensional gate back to the Marvel Universe. Both Siena and the Reaper were later captured by the new Weapon X program and brought to their concentration camp, Neverland. Once there, Siena was among a group of mutants who were killed in the gas chambers. [Weapon X (2nd series) #5]
  • Graydon Creed built his "Friends of Humanity" into a powerful anti-mutant organization. He even was the leading candidate for US presidency when he was killed be an energy blast in X-Factor #130. The long-time mystery killer's identity was revealed in X-Men Forever #2. The time traveling mind of Mystique took over her own body in the past. She programmed a time-delayed weapon that would kill Creed during his speech. As it was only her future self, Mystique of X-Factor #130 really had no idea and was innocent at that point.
  • Fenris continued their lives as second-rate villains, every now and them having a run-in with Gambit or some other heroes. Eventually, they became involved in an incident with Citizen V and the V-Battalion. That adventure being at an end, Andrea was killed by Citizen V for having correctly deduced his true identity – it was still Helmut Zemo, now inhabiting the body of John Watkins III. [Citizen V and the V-Battalion (1st series) #1-3]


Shinobi Shaw

First appearance: X-Factor #67
First Upstarts appearance: Uncanny X-Men #281

All Upstarts appearances: Uncanny X-Men #281-283, 299, 301, X-Men (2nd series) #22, New Warriors (1st series) #43, X-Force #32, New Warriors (1st series) #45, X-Force #33

Powers: manipulate the density of his molecular structure, increasing his strength and durability, shifting into an intangible state in order to pass through solid objects, or an inter-phasing touch that enables him to remove parts of an object from the whole and scramble the operation of living beings or mechanical objects


  • Shinobi is the son of Sebastian Shaw, although he has noted his powers are more similar to Shaw's old ally, Harry Leland.

Trevor Fitzroy

First appearance: Uncanny X-Men #281
Seemingly died: X-Force #33 (accidentally drained himself of his life-force)
Revealed alive: X-Man #17
Last appearance: Bishop The Last X-Man #14 (ripped apart when his portal closed and Bishop prevented him from fully stepping through)

All Upstarts appearances: Uncanny X-Men #281-283, 299, Annual #17, #301-302, X-Force #32-33

Powers: drain the life energy from other people upon contact, metabolizing it into different forms of chronal energy, allowing him to freeze people in a moment of time, reverse or accelerate their personal timeframe, and materialize portals that allow travel through time and space

Equipment: crystal armor with built in weapons, had a set of future Sentinel version


  • Fitzroy is from the same future as Bishop, where he was a wanted criminal.
  • He often brings his lackey, Bantam, with him. Bantam has the ability to anchor (or pinpoint) the time-portals.
  • At the time of his association with the Hellfire Club, Fitzroy could only open portals through time.
  • Originally, Fitzroy was not as blood-thirsty and only drained small portions of other people's life energy to power his portals. As a result, he at first believed his temporal portals to be teleportation portals, since he would only travel at most a few minutes back in time.


First appearance: Uncanny X-Men #283

All Upstarts appearances: Uncanny X-Men #283, 299-300, X-Men Unlimited (1st series) #1, Uncanny X-Men #301, X-Men (2nd series) #22, Excalibur #72, 74, New Warriors (1st series) #43, X-Force #32, New Warriors (1st series) #45, X-Force #33, New Warriors (1st series) #46

Powers: omnipath whose mind is in constant contact with every sentient being on the planet, granting him vast psychic powers that enable him to read any thought in the world, control the actions of others, and manipulate the mental aspect of reality on a broad scale. His technology and powerful telepathy gives him a wide range of nebulous powers

Selene (not really a member, but secret founder)

First appearance: New Mutants #9
First Upstarts appearance: Uncanny X-Men #283

All Upstarts appearances: Uncanny X-Men #283, 301

Powers: superhuman strength, speed, endurance and reaction time, telekinetic powers allows her to create fire and manipulate the molecules of inanimate objects, induce a momentary hypnotic trance in the minds of others, and she retains her youth and beauty for centuries by draining the life energy from others; a partial absorption gives her a level of hypnotic control over her victims

Fenris (Andrea and Andreas von Strucker) (tried twice for official membership)

First appearance: Uncanny X-Men #194
First Upstarts appearance: X-Men (2nd series) #4
Last appearance: Citizen V and the V-Battalion (1st series) #3 (Andrea killed by Citizen V, Andreas powerless without her)

All Upstarts appearances: X-Men (2nd series) #4-7, X-Force #32, New Warriors (1st series) #46

Powers: twins with artificial, symbiotic energy-generation powers that allow them to complete a genetic link when in physical contact with each other in order to project blasts of concussive force (Andreas) or bio-electricity (Andrea)


  • Fenris are the twin children of Baron Wolfgang von Strucker (infamous Nazi and Hydra leader). Since Magneto, Xavier and Gabrielle Haller thwarted one of his plans in the past (Uncanny X-Men #161) Fenris developed a grudge against them.

Graydon Creed

First appearance: Uncanny X-Men #299
Last appearance: X-Factor #130 (killed during a political speech by Mystique with a time-delayed weapon)

All Upstarts appearances: Uncanny X-Men #299, 301, X-Force #32-33

Powers: none, human, leader of the "Friends of Humanity" an anti-mutant organization

Equipment: As Tribune, Creed wore an exoskeletal battle armor that increased his strength, shielded him from physical injury, and contained a .45 magnum shell cannon and plasma blasters.


  • Graydon Creed is the son of Mystique and Sabretooth, but not a mutant.

Fabian Cortez

First appearance: X-Men (2nd series) #1
First Upstarts appearance: Uncanny X-Men #299
Seemingly died: Avengers #369 (killed by Exodus)
Revealed alive: Magneto #1 (said he was on the brink of dying and took long time to heal)
Last appearance: Magneto Dark Seduction #4 (killed by Magneto)

All Upstarts appearances: Uncanny X-Men #299-301

Powers: focuses his own mutagenic aura into bursts of energy that act as a hypercharge for other mutants, increasing their power levels or overloading their genetic traits with more energy than they can handle, causing their powers to backlash and rage out of control

Siena Blaze

First appearance: Uncanny X-Men Annual #17
Last appearance: Weapon X #5 (killed in Neverland’s gas chambers)

All Upstarts appearances: Uncanny X-Men Annual #17, X-Men Unlimited (1st series) #1, Uncanny X-Men #301, Excalibur #72-74, X-Force #32, New Warriors (1st series) #45, X-Force #33, New Warriors (1st series) #46

Powers: disrupt the stability of the Earth’s electromagnetic field, creating massive amounts of explosive power, scrambling the E.M. impulses of other individuals or sources, levitating herself along magnetic ley lines, and allowing her to initiate a teleportation effect which transports her across the planet’s surface while creating a vacuum implosion of energy in her wake