Powers: Metamorph


What?!: He’s a shapeshifter

Origin: Kevin Sydney, or Changeling, was originally a mutant working for the villainous organization Factor Three. After the X-men defeated the group, Changeling sought atonement for his mistakes and secretly joined the X-men, working as Professor X’s body double.

His Deal: Changeling joined the X-men because of a terminal illness that made him regret his past misdeeds. He worked as Professor X’s double while Xavier secretly prepared for an alien invasion.

Personality: Changeling’s outlook on life changed dramatically after learning of his terminal illness. As a member of Factor Three, Changeling was cruel, conniving, and cowardly. However, his time with the X-men, while brief, was one marked by courage and selflessness. Under the guise of Professor X, Changeling was able to prevent the destruction of the Earth, albeit at the cost of his own life.

Fun Fact: Changeling was the first X-men to die.


First Appearance: The X-men #35 (1967)

Death: Changeling died preventing the destruction of Earth under the disguise of Professor X

Greatest Crime: Second in Command of Factor Three, an organization that attempted to destroy the world.


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