RPG History : How The Ultimate Powers Book for TSR’s Marvel Super Heroes RPG Came To Be…

TSR’s Marvel Super Heroes: Advanced Set, published in 1986, is one of my all-time favourite tabletop roleplaying games. We played a load of campaigns when I was back in school, and one I’ve regularly returned to over the years. One of the best supplements for the game, and indeed a fantastic resource in it’s own right for any superpowered game, is The Ultimate Powers Book, which was published in 1987 and written by David E. Martin. David recently shared, on Facebook, how the book came to be and I thought I’d share his post here.

The UPB was commissioned because financially-troubled TSR was required by their creditors to maintain a steady release of new products. They had ZILCH available for March and they were desperate.

Like many at-home spouses of TSR staffers I was trying to figure out a way to tap that game money. I decided to try creating a Legion of Super-Heroes game. That meant a character generator system and that meant I needed a method that accounted for the 30-odd superpowers powers by the Legionnaires PLUS who knows how many more powers they’d encounter.

The Power list was off to a good start when I had my ”Barry Allen moment.” At a TSR staff meeting my wife Karen mentioned my project. Over dinner she explained the situation, then asked if I could make it fit the Marvel game– ”Sure, no problem.” — and could I have it ready in 90 days? — ”Uh, sure? No… problem…?”

That night she helped me wrote a product proposal and a couple days later I had a contract.

Deep breath….. Now all I had to do was convert a stack of index cards and my research into the longest thing I had ever written, make it compatible with a game I had never played, make it consistent with a comic book like I mostly disliked, and quick learn how to do it all on an early-80s computer terminal Karen borrowed for TSR.

A lot of long nights followed. A lot of Karen asking ”When are you coming to bed?” and being answered ”AS SOON AS i finish this section”…. And then when I finally mentally stepped back from the green screen Karen was dressed for work and her expression was not a happy one.

The writing schedule was so constricted there was no time for her to actually edit anything. We agreed my spelling and grammar skills were sufficient for the task. As far as TSR knew, she was the editor and thus we got the that check too.

Mostly the book was written in a semi-conversational stream of consciousness manner. I had my index cards and I had my sheet of graph paper marked ”90 PAGES.” I started writing at one end and just dashed thru the page count. Looking at the book section one can see the beginning sections are terse [=”I don’t know how much room I will actually need”]. The middle sections grow more verbose [=”Oops, I still have the rest of the page count to fill.”]. The final sections grow more carefully spaced as I kept an eye on my remaining available page count. It was kinda like parallel parking at the end of looooong road trip.

Although the TSR format called for the book to end in a game adventure based on the preceding material I realized early on I had no room for one. Which was good because I had no idea what the Don Heck I would have written anyway.


THE ULTIMATE POWERS BOOKS was released 1 March 1987. Aside from the necessary placement in TSR’s big catalog it never received any publicity… or even notice, actually. The closest thing I got to a review was a downtown Madison Wisconsin game shop clerk who did a quick leaf through the pages, shook his his head, and pronounced ”It’s not going to sell. No pictures. Gamers want pictures.”


As far as I knew the book went out and disappeared into the seas of the ’80s RPG marketplace.

Fast forward to 1990 when I was working as a supervisor at a B.Daltons in Cedar Rapids.

A couple 12-year-olds came in and asked if they could order a book. They each wanted a copy of the UPB.

With a straight face I asked if they wanted the author to inscribe their copies.

”IS THAT POSSIBLE? in stereo.

”Sure. I wrote it.”

The kids were kinda how I learned the UPB sold out I got them their copies, including a couple more their friends subsequently ordered.

Then about a month after that I decided to buy a spare copy for myself. Discovered the two distributors were sold out

At GenCon that year the booth no longer had any.


I think I got about 20 letters, postcards, and very early e-mail form early buyers. A lot of nitpicking but that was actually helpful.

Especially since it resulted in my ”OH F***!!!! ” moment, the discovery of small rubber-banded stack of Self Alteration Powers that got misplaced and thus lost their spot in the book…..

The missing Self Alteration Powers saw print as the first ULTIMATE ADDENDA article in DRAGON.

Eventually a Chicagoan named ”Zan” restored them to their proper place in his creation, the fIrst PDF edition of the UPB.

”The ZAN EDITION” served as the seed for, I dunno, 6? 8? later editions by others.

The UPB’s sole print run was 50,000 copies. I have no idea how many thousands of times the family of UPB PDFs have been downloaded.

Leave a Reply

Fill in your details below or click an icon to log in:

WordPress.com Logo

You are commenting using your WordPress.com account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s