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Capcom Fighting All-Stars: Code Holder was a 3D fighting game planned for the arcade and PlayStation 2 that was to be developed by Capcom.
Capcom beta-tested the game, but after negative feedback from players and more months in development, the game was canceled in August 2003.
The life system was 3-tiered: if the player lost one tier, a break moment would occur and then the fight would resume, much like the life system in Vampire Savior. However the life system was also linked to the power bar: for each tier lost, a character gained an additional level in the Super Combo gauge (at full life, a character only has single-level super combo moves). Super arts were handled in three tiers, each super costing one, two, or three levels to use them.
Many parts of the system were later used in Capcom Fighting Evolution for Ingrid's gameplay and Capcom later revisited the concept of 2D fighters in 3D with the more traditional Street Fighter IV and Tatsunoko vs. Capcom.
The shadow of fear was approaching Metro City.
A man only known as Death, was running around Metro City with a bomb. The bomb was codenamed Laughter Sun. Mayor Mike Haggar contacted the characters listed above in order to locate and defeat Death and then defuse the bomb. Codes were needed to disarm the bomb, and that is where the Code Holders subtitle of the game comes into play. D.D. and his teammates, Rook and Ingrid, were the Code Holders. Their codes are Ogre, Fallen Angel, and Isis.
While the game never received an official release, the idea of Capcom's own characters in a crossover game would be instead used in a 2D fighting game, Capcom Fighting Evolution, released in 2004. One of the original characters slated to debut in All-Stars, Ingrid, would appear in Evolution and later on in Street Fighter Alpha 3 MAX for the PlayStation Portable.
Two unique ideas used in the game were "Breaks" between rounds and finishing moves similar to the "Fatality" concept used in the Mortal Kombat series. Subsequent Capcom fighting games do not feature these ideas.
In August 2016, new info and images for the game were added on the Street Fighter V encyclopedia site, including new unreleased posters (some made by Shinkiro, the artist who drawed the promotional arts from Capcom Fighting Evolution and Tatsunoko vs. Capcom) and the full reveal of the final boss Death (who was for many years only seen as a silhouette in one of the game flyers).