For most of the first season of X-Men: Evolution, Magneto is a man of mystery. "He's in silhouette for a long time," says Evolution director Steve Gordon. "He plays in the background the entire series, for the most part." Cloaked in shadow, Magneto is one scary dude, adds director Frank Paur. "We don't want to see him all the time," Paur says. "Because if we see too much of him, he's just somebody with a loud mouth as opposed to somebody you're very afraid of." Magneto is an immensely powerful mutant who can control magnetic fields. Like Professor Xavier, he is a visionary. But whereas Xavier sees a day when mutants and humans will live together in peace, Magneto perceives Homo superior as the next step in evolution. He personifies everything Xavier fights against, because Magneto's stance will force humanity to hate and fear him -- and thus feel the same way toward all mutants. Through Mystique, Magneto works behind the scenes to recruit young mutants to his cause. "With Magneto, we wanted this dark, mysterious presence -- not even so much as a character than as a presence that's just overhanging everything," Paur says. When viewers do get to glimpse Magneto, he will appear very much like the comic-book version. "The helmet is trademark; it's Magneto," says Paur, who designed the character for the series. "You've got to keep it. The helmet has always reminded me of these Greco-Roman designs. So I thought, why not give him a big metal breastplate? Let's make him mysterious; let's make him scary." Although familiar, Gordon notes the helmet is slightly modified. "It's moveable and turnable," he says. "We didn't want all these little jiggy-jags...That always looks goofy when you try to animate it, because you can't control that. All of us have a pretty clear foundation in animation, and had a pretty clear idea of what you can and can't do." Christopher Judge, a star of the science-fiction TV series Stargate SG-1, performs Magneto's deep voice. "He's great, very commanding," says David Kaye, who plays Professor Xavier. You couldn't have an X-Men TV series -- or an X-Men anything -- without Wolverine, the team's most popular character. And you couldn't have Wolverine without his fiercest foe: Sabretooth. Both appear early and often in X-Men: Evolution. In fact, their first tussle takes place during the second episode. Look for motorcycles and claws to fly! Sabretooth, a.k.a. Victor Creed, is 300 pounds of raging hate -- a huge, cat-like brawler who may hold the key to some of Wolverine's fragmented memories. "We never really resolve what's going on with Wolverine and what his past is," says X-Men: Evolution director Gary Graham. "Obviously, some part of that has to do with Sabretooth." One thing that had to be resolved before the show could air was Sabretooth's look. And it wasn't easy. "He went through a lot of different alterations," says director Steve Gordon. "We went everywhere from extremely animal-like to even more human-looking than what we wound up with. This is what everyone seemed to feel comfortable with: closer to human, but not." Adds director Frank Paur: "We wanted him to be a big guy. The comic book had all this goofy fur, and he kind of looked like a big teddy bear. We just didn't want to deal with that. He looks like this big, mean wrestling kind of guy. One of the things we did with the costumes was straps and buckles with the villains." The TV Sabretooth is somewhat reminiscent of Tyler Mane's character in the X-Men movie, complete with trenchcoat. "It's like what you see in The Matrix where it flies a lot behind him as a cape almost," Gordon says. "He's a very interesting character. He seems to play very well off Wolverine, design-wise." Michael Donovan, who played the Gray Hulk during the second season of UPN's The Incredible Hulk and Carnage in Fox Kids' Spider-Man Unlimited, performs Sabretooth's voice. Mystique: Victory Through Deception By Rob Allstetter With Mystique, appearances can be deceiving. In X-Men: Evolution, she's the ultimate chameleon, able to shape-shift into any form she desires. In her guise as principal of Bayville High, Mystique lures young mutants to the "dark side" of the battle between good and evil. Instead of the barely-there look of Rebecca Romijn-Stamos' character from the X-Men movie, the cartoon Mystique more closely resembles the comic-book version with the white dress. Steve Gordon, a director on the show, says he struggled with Mystique's design. "We would have like to have gotten away from the go-go boots and high heels and skulls, but we kept getting wrangled in that direction," Gordon says. "If we play right, we'll get away with it. And I think we have." The design for the character's "Raven Darkholme" alter ego is basically the same as Mystique, except altered to appear human. "It's much more interesting to see her go from Mystique to Wolverine." Gordon says. "That's more interesting, animation-wise. The reason why we kept her the similar is continuity, so that people watching would recognize the character and there's an association. You're identifying with one character instead of two." Look for a lot of shape-shifting from Mystique, even into some fairly inhuman forms. Like her power, she's very deceptive and manipulative. It's possible Mystique has connections with both Nightcrawler (note: they both have blue skin) and Rogue that will be played out during the first season of X-Men: Evolution. Colleen Wheeler performs Mystique's voice. Toad might be the first character to eat a fly on Saturday-morning TV. In X-Men: Evolution, Todd Tolensky is a freaky-looking, wisecracking freshman. As Toad, he has incredible leg muscles, good for kicking and jumping; a long, prehensile tongue, with which he can grab objects; and the ability to spit-spray a nasty, slimy goop. Plus, he possesses an apparent affinity for bugs. "You think of Toad, and you think, 'nyaah.' When you see him, you just fall in love with this character because he's so goofy and fun, and very dangerous," says director Frank Paur."You have an empathy for this guy that I think a lot of kids that watch this will relate to." Like his counterpart in the X-Men movie, the TV Toad resembles the animal more than a toad in the lackey sense. "We wanted to get away from that jester look," says director Steve Gordon. "We tried a lot of things with him, but I kept falling back on trying to make him toady-looking. You look at him, (and) he bears mores of a resemblance to Disney stylization than a typical comic book. It's more of a Disney caricature; he has very cartoony features. We played with him a bit, and I came up with a costume that tried to emphasize the toad look with the hump back, and overdoing the hands and the feet. We forced some interior striping on him to give him an underbelly look. He was another pretty successful design." Gordon says he wanted Todd to have a "wrong-side-of-the-tracks" quality in his civilian attire. "He's got torn clothing, and he's a little punked-out more than some of the others," Gordon says. "He actually comes across as a very sympathetic character, and there's a lot of empathy toward him. "We pushed things," Gordon says. "We gave him webbing between his fingers, and he hops like a toad. We paid a lot of attention to that." Noel Fisher performs Toad's voice. "He does a great job with him," Gordon says. Storm is sure to provide some electrifying moments in X-Men: Evolution. As one of the animated series' adult mutants, she serves as a protective force for the show's teenage heroes, shielding them from a world that hates and fears their kind. Once a wandering child-thief and goddess to an African tribe, Ororo Monroe now acts as a mentor to the young X-Men, guiding them in the use of their powers. As Storm, she can summon extreme weather conditions -- creating storm clouds, manifesting hurricanes, stirring up incredible winds and generating summertime blizzards. But if she loses control of her emotions, disaster could strike like lightning. In the series, Storm is the aunt of made-for-TV X-Man Spyke. "That's because everyone in the Marvel Universe is related," jokes X-Men: Evolution story editor Bob Forward. Although Storm has appeared in comics, on the big screen and in previous animated series, director Steve Gordon says settling on the right design for the character proved challenging. "In her civvies, we were trying to look for something a little exotic looking, but still something that made her sexy and kind of an earth-mother look to her," Gordon says. "I played around for a long time to get the black features so they were black features. It wasn't just a white character with dark skin. We went to different sources for that. And eventually, I used Tyra Banks as a model to give it more of an interesting look. She's got the long, flowing hair. "We wanted to come up with something exotic, so we gave her fringe on her skirt," Gordon continues. "We played with a lot of different things, gave her African bracelets." Storm's costume is based on her traditional black jumpsuit from the comic books. "We knew with all of the characters we wanted to have that basic black-negative look on, so we found ways to incorporate that on all the costuming," Gordon says. "She's probably the most in black that there is." Kristen Williamson performs Storm's voice. For a show featuring the Children of the Atom, you need a father. And as founder of the X-Men, Professor Charles Xavier fills that role perfectly in X-Men: Evolution -- serving as authority figure to a collection of mutant teenagers trying to cope with strange abilities in a world that hates and fears their kind. "Xavier's really father-like," says David Kaye, the actor who provides Xavier's voice. "It makes me feel old! With the Evolution show, they're younger X-Men. So he's very much a father figure, very strict and very compassionate at the start." The Charles Xavier of X-Men: Evolution represents a bit of a departure from the character comics fans know and love. "Xavier's a lot more gentle and fatherly than we're used to seeing him," says story editor Bob Forward. "He's got to be. The kids he's dealing with are younger. He can be firm when necessary, but he's never harsh. It's still his hope, throughout the series, that even antagonistic social misfits like Toad and Avalanche can be eventually brought around." Xavier, one of the greatest minds on the planet, is also one of the most powerful mutants. He possesses numerous psionic powers, including the capacity to read minds and the ability to project his thoughts into the heads of others. Professor X founded his Xavier Institute, adjacent to Bayville Public High School, as a safe haven where mutants can refine their powers. Because his young charges are so vulnerable, Xavier is somewhat protective. "He's aware of Magneto and Mystique, and he's worried about the trouble he senses brewing beneath the high-school facade," Forward says. "But for right now, it hasn't exploded into all-out war, and he's determined to prevent it if he can. So there are a lot of things he hasn't told our heroes; he's still trying to give them as normal a life as possible under the circumstances." For X-Men: Evolution, Xavier loses his tie for a more comfortable appearance. "We wanted to get away from that look, because it's difficult to animate because there's a lot of line," says director and designer Steve Gordon. "We wanted to get away from that uptight, stiff look and make him a more relaxed character." The design of Xavier's wheelchair, with an "X" on each wheel, is taken "directly" from the live-action X-Men movie, says director Frank Paur. Jean Grey, an original X-Man in the comic book, is also a founding member in the X-Men: Evolution animated series on Kids' WB! Jean and Scott Summers (Cyclops) are two of the older X-Men, already established at the Xavier Institute when the first episode opens. Jean's telekinetic powers enable her to move objects with her mind. Also, she possesses latent telepathic abilities Professor Xavier is helping her develop. Charming and beautiful, she's a member of the "in crowd" at Bayville High; she often hangs out with the cheerleaders and jocks. "We knew what type of school character we wanted her to be," says X-Men: Evolution director Steve Gordon. "We wanted her to be the popular girl at school. But we didn't want to over-sexualize her by putting her in skimpy clothes all the time -- so we played with the floppy pants, the cargo pants and the short belly shirt." As in the X-Men movie and the first animated series on Fox Kids, the character known to comics fans as Phoenix lacks a codename on X-Men: Evolution. She's simply Jean Grey. In addition, her Evolution uniform might be the closest to that of the regular members of Fox Kids' series. "Her costume is kind of based on the early costuming," Gordon says. "If you were to make that big triangular shape yellow, it would be very similar to some of the earlier costuming. We wanted to go for a nice sleek, lean look on her." Jean and Scott marry in both the comics and the first X-MEN animated series, and they clearly were an item in the movie. But they're not a couple -- yet -- on Evolution. "We intimate some things, but don't go beyond that," says producer Boyd Kirkland. Venus Terzo, whose credits include Beast Machines, performs Jean Grey's voice. Of all the teenage mutants in X-Men: Evolution, Pietro Maximoff probably demonstrates the most control over his powers. "Quicksilver is an adrenaline junkie -- an anything-for-a-thrill, hyped-up competitive type who can't stand keeping his powers under wraps and loves pushing people's buttons...especially if they have powers," says story editor Bob Forward. The super-speedster, a sophomore, is a transfer student from the same inner-city high school as Evan Daniels (Spyke). He's a fast-talker and know-it-all who assumes a leader's role among the misguided mutants Mystique recruits. In redesigning Quicksilver for TV animation, director Steve Gordon says he wanted to convey a need for speed. "A lot of times, there's just whites all around his eyes," Gordon says. "And there had to be something unusual about his hair. We did a modification of the comics, but we made it look like a contemporary hairstyle by making it long on top and short on the back and sides." Quicksilver's uniform is a also modification of his costume from the comics -- plus, it creates a neat green speed line when he's running. "We wanted to do the lightning bolt, but we wanted to hip it up a little bit," Gordon says of Quicksilver's outfit. "We wanted to make it very sleek." Quicksilver, who eventually becomes a hero in the comics, was the last member of the Brotherhood added to the show, replacing Sauron. "They were just looking at an interesting villain," Gordon says. "Where it goes next season, I don't know." And what about the fact that in the comics, Quicksilver is Magneto's son? "We hint at his relationship with Magneto, but don't really address it in this season," Forward says. "We touch on it," Gordon adds. "We don't do much with it, but it's there. The fanboys will probably read more into it than the average kid watching will." Richard Cox performs Quicksilver's voice. Wolverine: Man of Mystery By Rob Allstetter Most of the mutants in X-Men: Evolution are teenagers...but don't expect to see a wet-behind-the-ears Wolverine. "It was almost like there were certain characters that you really didn't want to try and screw around with," says Rick Ungar, executive producer. "I think it's one thing to present established characters as teenagers to the Marvel audience with certain characters. I think it would have been a bad idea to start doing that with Wolverine. I think Wolverine needed to be Wolverine. I think we all felt that way." Still, everybody's favorite Canucklehead isn't exactly a father figure to the young mutant of the Xavier Institute. Known only as Logan to his few friends, Wolverine is a distant man with a past shrouded in mystery. His memories reduced to a flashing series of contradictory images, Logan sets himself apart from the others as he attempts to come to grips with his previous life. Wolverine's mutant powers include hyper-keen senses; a healing factor that enables him to survive nearly any wound, no matter how grave; and huge, unbreakable metal claws that pop out from the back of his hands. "He's definitely a protector," says Bob Forward, story editor. "He's lurking, keeping an eye out for the kids." One of the hairiest issues creators confronted designing Wolverine's look for the series was just that: his hair. "That took a long time," says director Steve Gordon. "We went all different directions and wound up with this modified look where we didn't use the extreme wings that most people are used to. This is a little more natural and a little more in line with what the feature had. He doesn't have the muttonchops that make him look like a '60s refugee. "He's got the cowboy hat and blue jeans, pretty standard stuff," Gordon continues. "He goes through a lot of costume changes throughout the series. He's in a ninja suit and an attack suit...He comes up with different suits throughout." Wolverine's costume is reminiscent of his duds from the comics of the early 1990s. "Color-wise, that went through changes," Gordon says. "This was a costume we were going all over the place with, and I just kind of put together something and it seemed to stick. We wanted to make him bare-armed -- to give him a more primitive look, a brutal look." Contrary to previous Internet rumors, Wolverine will pop his claws...and use them. "We came up with a shape we felt good with," Gordon says of the claws. "It's kind of a long blade that's angled at the end. It tapers, comes out and widens, and goes blunt at the end. It's an actual shape -- as opposed to these long needles, which can be trouble because it's not a real shape that people can follow." Scott McNeil performs Wolverine's voice. Spyke: Made-for-TV X-Man By Rob Allstetter The new X-Men animated series features a new X-Man. He's Evan Daniels, also known as Spyke. Evan -- who is Storm's nephew -- may look completely normal most of the time, but his super-human bone-growth ability allows him to sprout protrusions through his skin to form a protective coating of spikes. These Stegosaurus-like growths, shooting out from his arms and back, also enable him to create his own offensive weapons. Having grown up in New York City, X-Men: Evolution is Evan's first experience interacting with fellow mutants. "We're excited about the idea of bringing something completely fresh to the series," says Donna Friedman, senior vice president of Kids' WB! programming. "He's a great character that kids will relate to; he brings a lot of new energy." Initially, the character might resemble Marrow from the comics -- but it's just a passing similarity. "It's not just Marrow, which I gather a lot of people on the Internet seem to think he is," says X-Men: Evolution director Steve Gordon. "Spyke can throw the spikes. We spent a lot of time working out how he can use them. He can throw them and sling them. We played with a lot of ideas on how he can use them. "In a lot of ways, his power was based on the idea of Iceman almost -- what he can do with his stuff where throws it and uses it as an offensive weapon," Gordon continues. Gordon says Spyke's bone growth doesn't cause him pain, but that there is a biological result to the action. "What we do show, even though we don't make a big point of it, is that he has to drink a lot of milk to make up for the calcium that he loses," Gordon says. "There's a show where he's grabbing every carton of milk he can find and is just chugging it down. We don't make too big of a point about it, but it's there for anyone who is interested." In his civilian identity as a student at Bayville High, Spyke has blond hair and wears contemporary clothes. "We played with a lot of different hairstyles with him, something kind of hip and contemporary," Gordon says. "We were originally pushing for kind of these tied-down braids, but we didn't go that way. We went for more of a Dennis Rodman-type of cut, since he's into basketball and skateboarding. His hair, like his aunt's, is not the black hair color. It's yellower and gives him a little more of a unique work. It's like a flattop with a cut-in. "We knew he was going to be a skateboarder, so we looked into skateboarding magazines for his look," Gordon continues. "It's very much contemporary and hip." Spyke's X-Men costume is more standard and traditional. "We knew had certain things that we wanted to do with him," Gordon says. "When he spikes up, he has spikes coming out of his forearms. And we thought the best way to indicate that, in his normal costume, (was to) have these big gauntlets --so that would allow us to give a kind of a bulky look to his spiking up." Spyke's voice is performed by Neil Denis. Cyclops Takes a Leadership Role By Rob Allstetter The eyes have it with Scott Summers. Codenamed Cyclops, Scott is a mutant whose eyes project devastating force beams. Because these blasts cannot be controlled, merely aimed, Scott is forever in fear of unleashing their power and causing untold destruction. He wears a ruby-quartz visor or glasses to dampen the effects of his power to a manageable degree. In X-Men: Evolution, Scott is a confident and good-natured leader whose concerns for the team's other members override his own teenage fears. "I think he's one of those guys who felt like he had to grow up a little faster than he wanted to, but he also enjoys the fact that he's the leader," says Kirby Morrow, who performs the voice of Cyclops. "He takes on greater responsibility and tries to act like the adult amongst his peers. Cyclops is a little bit more of a straight man." In the comics, Scott and Jean Grey are a couple who eventually get married. Is that the future of their Evolution incarnations, as well? "It kind of hints at it in this season," Morrow says of a Scott/Jean romance. "It's something that we're going to develop a lot more." Scott was nicknamed "Slim" during his early days. So when designing the character's look, director Steve Gordon says he tried to make certain Cyclops appeared -- well, slim. "He is slightly geeky -- but he could still be a popular guy on campus without being a jock, the class-president type," Gordon says. Director Frank Paur designed Cyclops' costume with an eye toward Scott's leadership role. "Cyclops has the big 'X' on his chest, obviously, because he is the leader of the group," Paur says. "And traditionally, things in the comic have always been centered around him because he is the first X-Man." Adds Gordon: "The uniform was something that Frank came up with, which triggered the rest of the uniforms -- which is the shoulder pads and the kneepads and the big boots." If functionality and fashion go hand-in-hand, Cyclops' costume certainly fits the bill. When he fires his eye blasts, he uses a button by his ear. "We played with having it on his glove," Gordon says. "But most of the time it would be close-ups in which he would be firing, so we wanted to have something happening in the close-ups." The characters of X-Men: Evolution not only must adjust to the fact that they're mutants, they also have to deal with being teenagers. The Blob is a perfect example. His mutant power -- the ability to absorb any object into his layers of fat -- also represents a common malady among youngsters: He's ridiculed because of his appearance. "He's a sympathetic character because of his size," says X-Men: Evolution director Steve Gordon. "He gets teased a lot." Like his comic-book counterpart, Blob is Fred J. Dukes -- or "Freddy," to his friends. He's a natural bully who gets his way by virtue of his brutish personality. His powers are fairly similar, with a few tweaks. "Blob in Evolution is a bit changed from the original comics, mainly because it was the feeling of both the WB and Marvel that a character who basically can't be moved is too passive to be interesting in a cartoon," says series story editor Bob Forward. "So he keeps his 'unhurtable, immovable' quality, but we also made him immensely strong -- though not in the Juggernaut class. "We also updated his backstory a bit: Now, he's a star attraction at monster-truck shows, where he displays his strength against tractor-pull vehicles," Forward continues. "It's a good cover, because it's so hoked-up and cheesy the audience assumes it's an entertaining fake -- but Xavier and Mystique know the truth." Gordon says the hardest part of developing Blob's look was making such a large person appear young. "It was very difficult to try to do that," he says. "I don't know if we were completely successful -- but we're in the range, I think. Giving him the Mohawk kind of helped. We knew we wanted him to be a farm boy, so we gave him the big overalls. It's not unusual for guys his size to wear these huge overalls." Blob's costume also has a no-frills feel. "We wanted to make it look like something he could have come up with himself," Gordon says. "Due to his size, he's obviously not going to wear a lot of Spandex. It's more of a civilian look, almost. It's an army-fatigues kind of thing." Michael Dobson, whose credits include Teenage Mutant Ninja Turtles, provides the voice of Blob. Rogue Steals the Show By Rob Allstetter Rogue's ability is also her curse. She can steal other mutants' talents through physical contact. But the power also prevents her from so much as touching another person, lest she rob them of their memories and consciousness. In X-Men: Evolution, the 15-year-old Rogue is uncertain and insecure. Rogue's isolation leads her to be petulant, sarcastic and alarmingly defensive -- in many ways, a typical teenager. The creators of X-Men: Evolution worked to come up with costume that would reflect these traits. "We did research into Goth fashions, because we knew we wanted to go that way because of her loner status," says director Steve Gordon. "We thought that would fit her if she dressed Gothically. It would set her apart from everyone else, because they were all popular kids in the school to some degree. If we made her a loner and a Goth girl, she was kind of set apart visually and personality-wise." Thus, Rogue looks like Rogue. At the same time, her appearance has been tweaked slightly. "We were playing with the idea of showing a lot of skin, but we needed to keep it covered (because of her power)," Gordon says. "So we came up with the idea of doing the halter top, covered by a sheer blouse and whatnot, leggings and so forth. We kept the skunk-top hair, but we came up with a very contemporary style." Rogue's X-Men outfit also incorporates her usual green. "Of course, she's got gloves," Gordon notes of the protective measure used by Rogue to prevent her from touching others skin-on-skin. Megan Black performs Rogue's voice. "She's one of the better voices we've got in the show," Gordon says. Introduced in the series' third episode, "Rogue Recruit," Rogue will earn her name during the course of the first season. In the seventh episode, "Turn of the Rogue," Cyclops and Rogue must survive a Geology Club field trip into stormy mountains, and come to realize the people they trust most have been lying to them. It seems only natural that the youngest member of the X-Men is just a Kitty. The perkiest of the characters in X-Men: Evolution, 15-year-old Kitty Pryde is able to pass through walls by canceling out the space between atoms. Also, she can walk on air and phase other people through objects with her. When she passes through a machine, she can stop its internal mechanisms. In keeping with her characterization, director Steve Gordon says he wanted Kitty to look cute and innocent. "We put her hair up in a ponytail to achieve that," Gordon says. "She's got a pink sweater. But we also wanted to make her look like she came from some money, (like) she was still close in touch with her parents. She's kind of a Valley Girl." Kitty's costume is a modification of the uniform worn by Jean Grey, according to Gordon. "She's got the collar turned up, and she's got a belt on -- where Jean is sleeker," he says. "We didn't want to make her appear sexy; we wanted to cut that a little bit. Putting a belt on her and giving her boots helped clunk her outfit a little bit." Creators toyed with the concept of a costume-challenged Kitty -- constantly tweaking her outfit with over-the-top accessories, like ridiculous belts and baggy shorts. "It never really worked into the show," Gordon says. "We thought it was a cute idea: Here's a Valley Girl (who's) never really happy with her uniform." Kitty makes her debut in the series' second episode, "The X-Impulse." Director Gary Graham describes how the young heroine also known as Shadowcat discovers her powers: "We see her asleep in her little Chicago house. And she's having this dream -- where she's flying, and then she's falling. And when she wakes up, she actually has fallen through the floors of the house -- phasing through each floor. She ends up in the basement; she's very startled." Graham says the process is traumatic for the Pryde family. "She's an only child, and her parents are just flabbergasted by this," Graham says. "Her father in particular wants to keep it hush-hush and doesn't want it discussed outside her family. Professor X, with the Cerebro computer, has picked up her mutant senses -- so they try to help and recruit her. She's going through this struggle; she's got this power, and she doesn't want it. It's hard enough just being a teenager, and she's got this other thing going on in her life." Kurt Crawls Into Town By Rob Allstetter Kurt Wagner is the first new team member brought into the fold on X-Men: Evolution. He arrives by train, shrouded to hide his demonic appearance. But thanks to a holographic inducer designed by Professor Charles Xavier, Kurt learns to adapt to life as an X-Man. Kurt's powers include his ability to teleport; his acrobatic prowess; a prehensile tail he can use as a third hand; and when in shadows, limited visibility. Despite his appearance, Kurt actually is the sweetest and most vulnerable member of the group. Although viewers meet him first, much remains to be learned about the character. "We get deeper into Nightcrawler's past in a later episode," says story editor Bob Forward. Wearing the holographic inducer, Nightcrawler fits in at high school. "We wanted to come up with a standard, high-school type," says director Steve Gordon. "He looks a little more like a partier -- with long, floppy hair and the boxers pulled up high; and the layered look with big, floppy elephant pants.He's very much the type of kid you'd see at school these days." Even with the holographic inducer activated, it's possible to pick up on Kurt's natural looks. "It's basically the same design that's altered to look human," Gordon says. "We're still trying to get it to work overseas -- that whenever he does hand movements, to have his hands split with his fingers. "He's pretty much the Nightcrawler everyone's used to, except for the curly hair," Gordon continues. "We wanted to go with more of a contemporary hairstyle." Gordon says he tried making Nightcrawler's feet look like those of an animal. "Doing all the research with the comics, no one seemed to really handle the feet very well; it was also kind of clunky," Gordon says. "They gave him these long toes, and they didn't seem to do anything. But other than that, he would walk like a normal person. We wanted to come up with something a little more unusual for him, so we came up with this animal look. And when he walks, it's like an animal. And when he runs, it's basically a modified cat run. He gets on all fours and runs." Nightcrawler's costume should look familiar to fans of the X-Men comic books. "With Nightcrawler, it's pretty much his traditional outfit," says director Frank Paur. "The only thing we added in was to change the color of his gloves, to give him more of a unified look. Brad Swaile performs Nightcrawler's voice, complete with accent.