Play X-Men II: The Fall of the Mutants Online
You pick your mutant squad, brawl through Freedom Force goons in side-scrolling fights, and slowly realize only certain battles actually matter—just like figuring out a weird comic book plot. Uatu’s narration gives it that offbeat Marvel "What If?" vibe while you dodge traps between fights.

X-Men II: The Fall of the Mutants came out in 1989 for MS-DOS, developed by Paragon Software Corporation. It was part of that wave of comic book adaptations that tried to capture the feel of the source material with limited but ambitious graphics and sound. You could tell they were aiming for something more narrative than the average beat 'em up, even if the tech of the time kept things pretty straightforward.
You control a team of X-Men, switching between characters like Wolverine and Cyclops to brawl through side-scrolling stages. The main goal is to stop the Adversary, moving screen by screen, fighting Freedom Force agents and dodging environmental traps. Each mutant has a unique power mapped to a button press; Cyclops shoots optic blasts, Nightcrawler teleports short distances. The game is notoriously difficult, with some battles feeling unavoidable and health management tight. It feels like wrestling with an old comic where your choices matter but the action stays chaotic.
Each game uses different controls, most DOS games use the keyboard arrows. Some will use the mouse , "Alt" ,"Enter" and "Space bar".

Download X-Men II: The Fall of the Mutants ROM
You can download this ROM to play X-Men II: The Fall of the Mutants offline using an MS-DOS emulator (Top Emulators).
*This ROM is provided for backup and educational purposes only.
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