Capcom Fighting All-Stars: Code Holder is a cancelled 3D fighting game developed by Capcom for arcade and PlayStation 2. The game would have featured characters from various Capcom franchises fighting to prevent a massive bomb from exploding. The game was canceled in 2003 due to poor feedback during its testing period, though it would influence the release of Capcom Fighting Evolution the following year.

Capcom Fighting All-Stars was designed to translate mechanics from Capcom's 2D fighting games into a 3D environment, similar to their Street Fighter EX series.^[1] Characters had three life bars that would cause a brief pause each time one was depleted, similar to the Darkstalkers series. The super combo gauge was also linked with the life system: while on their first life bar, characters would only be able to gain up to one of their gauge's three tiers, preventing them from using more than their most basic super attack. Each time one of a character's life bars was depleted, the next tier of their super gauge would unlock, allowing them to gain more meter and use more powerful super attacks. The game would also allow players to perform finishing moves.

Capcom Fighting All-Stars was intended to feature 16 playable characters, consisting of 11 characters from other Capcom franchises such as Street Fighter and Final Fight, along with four original characters and one guest character from SNK's King of Fighters franchise.^[2][1][3][4]

A terrorist named Avel, under the code name "Death", threatens to destroy Metro City using a small atomic bomb known as "Laughter Sun". To prevent anyone from stopping the bomb, Death locks the disarm function behind a set of codes. Each of these codes are held by the eponymous "Code Holders", humans with special powers: D.D. ("Ogre"), Luke ("Fallen Angel"), and Ingrid ("Isis"). Faced with this crisis, Metro City Mayor Mike Haggar contacts several other fighters for help, and orders them to retrieve the codes, defeat Death, and prevent Metro City's destruction. The story had multiple endings, determined by the amount of time the player takes to finish the game.

Following the release of Capcom vs. SNK 2 in 2001, Capcom began work on a third entry in the Capcom vs. SNK series. However, the game was cancelled due to SNK facing bankruptcy at the time. As a result of changes brought on by SNK's financial situation, a team of roughly 20 staff members left the company to join Capcom, including director Toyohisa Tanabe. This team decided to repurpose the assets created for Capcom vs. SNK 3 into a new project, which became Capcom Fighting All-Stars.^[5] The presence of several of their former staff on the team led SNK to grant Capcom permission to feature one of their characters, Kyo Kusanagi, as a special guest.^[4]

Between 2002–2003, Capcom held a series of limited location tests for the arcade version, where they received negative feedback from players. After several more months in development, the game was canceled in August 2003.^[5] Outside of a few minor details and limited screenshots and footage over the years, very little about the game would be publicly known until 2017, when Capcom published an interview with Tanabe on their Street Fighter V website that went into more detail about the game's development and cancellation, along with a pair of articles revealing previously unpublished artwork and screenshots.^[1]

While Capcom Fighting All-Stars would never receive a release, the idea of a crossover fighting game focused on Capcom's own characters would later inspire the release of Capcom Fighting Evolution in 2004, which included one of Capcom Fighting All-Stars' original characters, Ingrid, in its roster.^[6] Ingrid would go on to reappear in other Capcom games, including as a playable character in Street Fighter Alpha 3 MAX and Project X Zone 2, and as a costume for Karin Kanzuki in Street Fighter V.^[7][8] Ingrid, D.D. and Luke also made cameo appearances in the 2013 Rhythm RPG Otoranger.^[9]

• Capcom Fighting All-Stars page from the Fighters Frontline (in Japanese)