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Real Name: D'Spayre

Identity/Class: Extradimensional mystical entity/demon

Occupation: Fear instigator

Group Membership: Fear Lords (Dweller-in-Darkness, Kkallakku, Lurking Unknown, Nightmare, Nox, Straw Man), Lords of the Splinter Realms (Brutus Klor, Dormammu, the Haemovore Kings of the Outer Dark, Hedron the Faceted, High Seers of Nox, Magik (Amanda Sefton), Malevolence, Mephisto, Molgotha, Muranai, Nightmare, Phemous, Pluto, Siffror, Skarabrous the Stalker, Surtur, Thog, Umar, Viliven and unidentified others)

Affiliations: Gunther Gyles, Mr. Negative (Martin Li)

Enemies: Paul Anselm, Archenemy, Avengers (Black Cat (Felicia Hardy), Black Crow, Cable (Nathan Dayspring Summers), Clea, Cloak (Tyrone Johnson), Code: Blue, Cyclops (Scott Summers), Dagger (Tandy Bowen), Dakimh the Enchanter, Daredevil (Matt Murdock), Doc Sasquatch (Leonard Samson), Eye-Boy (Trevor Hawkins), Rosemary Fariss, Aleytys Forrester, Jock Forrester, Generation X (Banshee/Sean Cassidy, Chamber/Jonothon Starsmore, Emma Frost, Husk/Paige Guthrie, Jubilee/Jubilation Lee, M/Claudette & Nicole St. Croix, Penance/Monet St. Croix, Skin/Angelo Espinosa, Synch/Everett Thomas), Hulk (Bruce Banner), Jennifer Kale, Amy Keats, Kid Omega (Quentin Quire), Man-Thing (Ted Sallis), Margali Szardos, Mayhem, Morbius (Michael Morbius), New Avengers (Echo/Maya Lopez, Iron Fist/Danny Rand, Luke Cage, Ronin/Clint Barton, Wolverine/James Howlett), Nightcrawler (Kurt Wagner), Juggernaut (Cain Marko), Patty Prue, Phantom Rider (Hamilton Slade), Phoenix (Rachel Grey), Pixie (Megan Gwynn), Scarlet Spider (Ben Reilly), Scarlet Witch (Wanda Maximoff), Spider-Man (Peter Parker), Doctor Strange (Stephen Strange), Dai Thomas, Werewolf by Night (Jack Russell), Valkyrie, Wong,

Known Relatives: Avandalia (unknown relationship), Dweller-in-Darkness (creator), Spite (sister) D'Sprytes (offspring), Nightmare ("second cousin")

Aliases: "Desmond", "Gramps" (assumed identities), "Skeletor" (nickname used by Cable)

Base of Operations: Strange Academy, New Orleans, Louisiana;
    formerly Gamma World;
    formerly Infinity Embassy;
    formerly Hell;
    formerly Cottbus, Germany;
    formerly Citrusville, Florida;
    formerly Halls of Fear;

First Appearance: Marvel Team-Up I#68 (April, 1978)

Powers/Abilities: D'Spayre sustains himself on the despair suffered by other beings. He can instill great fear in others by touch, though he prefers to manipulate his victims into generating their own fear by subjecting them to illusions of terror and despondency. If sufficiently sustained by fear, D'Spayre has a variety of superhuman abilities. He can shapeshift, levitate, teleport between dimensions and fire concussive blasts of energy. D'Spayre is invulnerable to physical harm, unless he is weakened by a lack of psychic sustenance. D'Spayre is an experienced magic user. D'Spayre has been known to create small, imp-like copies of himself known as D'Sprytes that have similar, but lesser abilities.

Height: 6'3"
Weight: Unrevealed (variable)
Eyes: Solid black with red pupils (variable)
Hair: None


(Doctor Strange III#33/2 (fb) - BTS) - Over 21.000 years ago, when the Second Host of Celestials visited Earth, the Dweller-in-darkness was bested by the Atlantean sorceress Zhered-Na with help from Valka and Agamotto. The Fear Lord was trapped in a state of mystical slumber.

(Doctor Strange III#33/2 (fb) ) - Eager for revenge, the Dweller was still able to siphon off some of the fear generated by the great cataclysm that caused the sinking of Atlantis and Deviant Lemuria. Imbuing the vivid psychic turmoil with a portion of his own consciousness, the Dweller gave life to D'Spayre to act in his stead on Earth.

(Doctor Strange III#33/2 (fb) - D'Spayre manipulated a cultist of Zhered-Na's to turn against her, fatally wounding the sorceress to avenge his creator. But Zhered-Na had already prepared her disciple Dakimh, making him immortal so he could carry on in her stead.

(Doctor Strange III#33/2 (fb) - BTS) - D'Spayre and Dakimh battled each other many times over the centuries, though neither could ever gain the upper hand. Their encounters continuously generated fear the Dweller eagerly absorbed to work towards his inevitable release.

(Juggernaut I#1 (fb) - BTS) - After an unrevealed argument D'Spayre moved against his sister Spite. He locked her inside the Crimson Cosmos for a thousand years.

(Incredible Hulk I#360 (fb) - BTS) - D'Spayre and his cousin Nightmare started a friendly rivalry. Once a year they would gather to subject one unlucky soul to their unique forms of mental anguish.

(Excalibur I#76 (fb) - BTS) - D'Spayre had a hand in many of histories greatest tragedies and atrocities: from the Nazi holocaust to Josef Stalin's purges and from the Cambodian killing fields to India's midnight despair.

(Marvel Team-Up I#68 (fb) - BTS) - D'Spayre caught up with his old enemy Dakimh (now existing as a spirit) and his ward Jennifer Kale at her house near Citrusville, Florida. He defeated them and dragged them them to his home, a tower which he manifested near the nexus of realities. D'Spayre fought off the nexus' protector Man-Thing, sending it away so he could focus on draining Jennifer and Dakimh's spirits to turn them into evil, twisted versions of themselves. The battle for their hope and life continued for weeks. 

(Marvel Team-Up I#68) - The Man-Thing found its way back to the Nexus, inadvertently bringing Spider-Man along. D'Spayre confronted his opponents: his touch caused the swamp-dweller to burn away while Spider-Man experienced so much fear it felt like his soul was being torn apart. Spider-Man rallied, facing his fears and engaging the demon in a fistfight. By the time the Man-Thing recovered and both Dakimh and Jennifer Kale had been freed, D'Spayre was unconscious on the ground. He vanished when Kale and Dakimh used their magics to shatter his tower.

(Marvel Team-Up I#68 - BTS) - Dakimh told Spider-Man that D'Spayre could not truly die: as long as there is hope, it must be balanced by despair: "While there is life, he must exist."

(Doctor Strange I#32 (fb) - BTS) - Following his defeat, D'Spayre skulked back to the Halls of Fear where he hid from the realm's master: the Dweller-in-darkness.

(Doctor Strange I#32) - The Dweller eventually sensed D'Spayre's presence, forcing the intruder to reveal himself. D'Spayre begged for forgiveness and explained that he had come to replenish some of the power he had expended fighting Man-Thing and Spider-Man. Too busy with his own schemes to care, the Dweller allowed D'Spayre to take whatever power he needed from his thralls, but warned him he'd better be gone by the time he returned.

(Doctor Strange I#39) - D'Spayre joined the Dweller in the Halls of Fear to observe how Doctor Strange fared against the Dweller's thralls. Dreamweaver, Ludi and now Ningal were all sent by the Dweller to unnerve the mage. D'Spayre was frustrated that his master chose to empower lesser entities to complete a task he himself could have accomplished with a mere touch. The Dweller would hear nothing of it, his goals were to mess with Strange's confidence without drawing attention. When Ningal had finished his mission, the Dweller was content to sit back while Strange's newly created insecurities grew. The Dweller made himself, the Halls of Fear and D'Spayre vanish.

(Uncanny X-Men I#144 (fb) - BTS) - Emerging near the Nexus of All Realities, D'Spayre encountered the terminally ill Jock Forrester who had come to the swamps he'd spent most of his youth in to contemplate his recent cancer diagnosis.

(Uncanny X-Men I#144)  - Appearing near Jock as a patch of oily, black smoke D'Spayre subtly fed the man's fear and hopelessness until he convinced him to commit suicide. After the deed was done, D'spayre manifested himself to revel in his victory. His appearance alerted the nearby Man-Thing who immediately attacked, but D'Spayre simply made the creature feel fear which caused the muck-monster to self-immolate until he burned up. Ready to cause more misery, D'Spayre assumed the form of Jock Forrester and reached out to his only daughter Aleytys 'Lee' Forrester.

(Uncanny X-Men I#144 - BTS) -  When Lee received a phone call from D'Spayre, posing as Jock, she noticed her father didn't quite sound like himself and decided to pay him a visit. She asked Cyclops to accompany her to the Forrester family estate near Citrusville, Florida.

(Uncanny X-Men I#144) - As soon as they arrived, D'Spayre revealed himself and used his powers to turn the Forrester home into his obsidian spire of despair. He then proceeded to torment both Lee and Cyclops by making them relive twisted, painful memories. Only Man-Thing's timely intervention caused Cyclops to break free of this emotional torture. Now able to resist despair, he fought off the villain until Man-Thing stepped in.

(Uncanny X-Men I#144 - BTS) - Cyclops and Lee watched how both D'Spayre and the Forrester home burned at the Man-Thing's touch. In the aftermath, D'Spayre quietly reformed and returned to haunt the world.

(Doctor Strange I#55 - BTS) - After Clea left him, Doctor Strange was so heartbroken his despair was picked up by D'Spayre.

(Doctor Strange I#55) - D'Spayre appeared in Strange's sanctum sanctorum disguised as Dakimh the Enchanter. Strange didn't immediately see through the ruse and was then subjected to a series of fear inducing hallucinations that made the mage question his sanity before 'Dakimh' tempted him to commit suicide. Strange caught on, forcing D'Spayre to show himself. The demon attempted to confound his opponent, even assuming the form of Clea before Strange summoned the bands of Cyttorak to forcibly expel D'Spayre from his home.

(Web of Spider-Man I#128 (fb) - BTS) - D'Spayre met and fought Ben Reilly during his years living in exile. The fear demon did not emerge victorious.

(Cloak & Dagger III#19 (fb) ) - D'Spayre took an active interest in young mutants Tyrone Johnson and Tandy Bowen whose powers were about to emerge after they were injected with Simon Marshall's synthetic heroin. Sensing great potential within them, D'Spayre transformed two pieces of his soul into a Darkform and a Lightform that he implanted within them. These pieces also served as batteries, storing all the misery and despair they would encounter and cause so D'Spayre could feed off them at some convenient, future moment.

(Incredible Hulk I#360) - Meeting with Nightmare for their yearly challenge, D'Spayre tried to torment Betty Banner who recently lost her child and her husband Bruce. They even brought in the Hulk in an attempt to increase Betty's suffering. Both demons ultimately failed to claim her soul because her love for Bruce and the Hulk was too great.

(Excalibur I#35 (fb) - BTS) - D'Spayre manipulated British child rapist Gunther Gyles to kidnap Amy Keats, a six year old girl from London and dumping her in a well. D'Spayre correctly figured that the news of her disappearance would generate massive amounts of fear.

(Excalibur I#35 - BTS) - Gunther Gyles confessed to the abduction, but D'Spayre's meddling prevented him from recalling where he had taken her. This frustrated Dai Thomas to such a degree he even welcomed the help of Excalibur's resident telepath Rachel Grey. Scanning Gyles' mind set off a psychic bomb left by D'Spayre, which cast her out but not before she spotted a location.

(Excalibur I#35) - Dai Thomas and Phoenix drove out to the location on the moors where they fought with D'Spayre who was delighted by the unexpected opportunity to claim the power of Phoenix for his own. Fueled by the ever increasing despair of millions of Londoners over Amy's fate, he was able to hold his own. But when Dai Thomas located Amy in a nearby well, Rachel Grey regained enough hope to turn the tables. D'Spayre was forced to retreat into nothingness.

(Cloak & Dagger III#19 (fb) - BTS) - D'Spayre created a drug called Darklight, or D-lite as it was known on the streets. This hybrid of heroin and crack caused users to suffer greatly, whether they used it or not. The drugs were manufactured in two factories and ready for release on a massive scale. Early testing on teenagers was promising. D'Spayre approved the focus on teenage subjects because their emotional state was far more volatile and 'tasty'.

(Cloak & Dagger III#19 (fb) - BTS) - D'Spayre used his pawn Avandalia to further increase his control over Cloak.

(Cloak & Dagger III#16) - D'Spayre appeared before Dagger during her escape from the Nazi sect Schamballah in Colorado. He assured the young heroine that they would soon meet and that he would be her final despair.

Cloak and Dagger III#17 - BTS) - As part of the next phase of his plan, D'Spayre took Avandalia to the apartment of Dagger's stepfather Phil Carlisle because he figured she would turn up there eventually. Carlisle quickly fell under their spell.

(Cloak & Dagger III#17) - New York police detectives O'Rielly and Nales showed up at Phil's apartment to talk to him about Cloak & Dagger. They were greeted by D'Spayre, Avandalia and Phil, already sitting behind a set table they were forced to join. For dinner, they were served a plate of tormented, shrieking souls.

(Cloak and Dagger III#18) - D'Spayre ripped Phil Carlisle's apartment away from the building and raised it into the sky, feeding off the fear that act caused witnesses on the street. To add to the chaos, D'Spayre made sure detective O'Reilly changed back into her volatile, dangerous Mayhem persona. To ensure even more misery he injected Phil and Nales with D-Lite.

(Cloak & Dagger III#19 - BTS) - To make sure Cloak and Dagger survived their encounter against Mephisto, D'Spayre briefly possessed Cloak to save him and Dagger. He had them teleport straight to the airborne apartment where he was waiting for them.

(Cloak & Dagger III#19) - D'Spayre welcomed Cloak & Dagger. He allowed them to watch Phil Carlisle succumb to a drug induced heart attack before spiriting them away. D'Spayre showed the duo he had been responsible for them receiving their powers. He told them of the D-lite drug stored nearby in great quantities and then decided to reclaim the Darkform and Lightform he once gave them, all the while fighting off police unit Code: Blue, summoned to the scene after calls came in about a floating apartment. In the end, D'Spayre proved to be too greedy for his own good. Consuming Dagger's lightform made him realize it was too powerful. He was forced into Cloak's cape where he fell prey to the mad, ravenous darkform.

(Doctor Strange: Sorcerer Supreme I#31/2 - BTS) - D'Spayre attended a meeting of his fellow Fear Lords held in the Dweller's abode: the Halls of Fear. The mood was so tense, everyone sat in silence for days because they feared speaking first would give advantage to the others.

(Doctor Strange: Sorcerer Supreme I#31/2) - Dweller-in-darkness was the first to break the silence, suggesting they started with a round of introductions. D'Spayre didn't get a chance to speak: the Lurking Unknown went first, followed by Kkallakku of the Fear Eaters who hinted at an alliance to take on Earth. This prompted the Scarecrow to speak up and warn his fellow Fear Lords to stay away from the Earth. D'Spayre and the others watched in silence as Scarecrow walked away into nothingness.

(Doctor Strange: Sorcerer Supreme I#32/2) - The gathering of the Fear Lords continued, with Nox introducing herself and explaining how she viewed evoking fear as an art form and how her work was thwarted by Earth's protectors like Man-Thing. D'Spayre shyly added his own experiences with the muck monster before Nightmare cut them all to the quick. He mocked his fellow Fear Lords and their failing methods, feeling that only he had the right approach by exclusively striking when people were asleep. Nightmare then insisted the Dweller share the story of how he failed against mortal heroes.

(Doctor Strange: Sorcerer Supreme I#33/3) - Dweller recounted his origin story, including the creation of D'Spayre and his involvement in the rise of threats like Mr. Fear, his Shade-Thralls, Dream Weaver and the twin demons Ludi and Ningal. He then revealed that long-laid plans of his had reached maturity: if the Fear Lords were to join him, they could make sure Earth and the cosmos would be engulfed by fear.

(Doctor Strange: Sorcerer Supreme I#40 (fb) - BTS) - D'Spayre soon realized that the Dweller was using this entire scheme to set up his fellow Fear Lords. He was determined not to become a victim and began to plan accordingly.

(Marvel Comics Presents I#98 - BTS) - D'Spayre created the D'Sprytes, a race of servants that shared his abilities and goals: to cause and feed off despair. Numbering in the thousands, they worked together in groups to prey on the weak-willed (see comments).

(Doctor Strange: Sorcerer Supreme I#38) - When Scarecrow tried to warn Doctor Strange and Clea of the Fear Lords' plans, the Dweller sent the Lurking Unknown to deal with them. The four armed menace made short work of the straw man by manifesting his biggest fear: fire. Sensing great despair at this loss, Clea and Doctor Strange forced D'Spayre to reveal himself. Annoyed at seeing the skull-faced one there, the Lurking Unknown unceremoniously told him to take his leave.

(Doctor Strange: Sorcerer Supreme I#38 - BTS) - D'Spayre joined the others in time to witness the Lurking Unknown's defeat. When Clea and Strange's fear turned to anger he vanished into nothingness. The mystics then announced to the remaining Fear Lords that they would seek them out and smash them.

(Doctor Strange: Sorcerer Supreme I#38) - Unimpressed by Strange's threats, the Dweller assured the five remaining Fear Lords they would be victorious.

(Doctor Strange: Sorcerer Supreme I#39) - D'Spayre remained on the sidelines when the Dweller sent Nox and Kkallakku's Fear Eaters to Earth to take on Strange and his allies. Both were ultimately defeated and banished from the earthly plane. In the aftermath, D'Spayre dropped in on Nightmare who had also discovered the Dweller's duplicitous nature. D'Spayre offered his aid but was rebuffed. He later appeared before the Dweller to make a similar offer, but he was violently cast out.

(Doctor Strange: Sorcerer Supreme I#39 - BTS) - Nightmare discovered the Dweller was moving in on his astral plane, invading the dream of countless people. This led to an all-out confrontation between the two Fear Lords that Strange tried to stop, but Nightmare and the Dweller teamed up long enough to knock the sorcerer out.

(Doctor Strange: Sorcerer Supreme I#40) - D'Spayre appeared before the two remaining Fear Lords and offered to ally himself with the victor. He proposed a challenge: he would back whoever would create the most fear. Blinded by their own pride, Nightmare and the Dweller went all out to terrorize everyone who was awake and asleep. Having so much consistent global anxiety led to a massive influx of despair which instantly made D'Spayre the most powerful Fear Lord of all.  D'Spayre banished his creator and caused Nightmare to fled, but he was soon opposed by Doctor Strange, Daredevil, the newly revived Scarecrow, Rintrah and Clea. In the end, it was Strange who proved too strong and caring to buckle under D'Spayre's relentless negativity. Strange's desire to fight on for those he loved and cared for proved to be D'Spayre's undoing. He was wrapped up in the crimson bands of Cyttorak and cut off from human sense.

(Marvel Comics Presents I#102/4) - D'Spayre posed as a tour guide at the La Brea tar pits. When local grade school teacher Ms. Torrence took her class to the pits, he fed off the children's fears by reanimating the fossils and having them attack. The group was saved by visiting archeologist Hamilton Slade who turned into the Phantom Rider. The mounted hero convinced the children it was all a harmless hologram show, thereby weakening D'Spayre enough to be vulnerable to his pistols. Frustrated, D'Spayre vanished into thin air.

(Spectacular Spider-Man Annual I#13/3) - Eager to find out if his host was ready to move to the next level of spiritual advancement, Black Crow lured D'Spayre to test him. When the demon found out he had been manipulated, he swore that both Black Crow and Jesse Blackcrow would die by his hand.

(Morbius the Living Vampire I#14) - D'Spayre tormented Michael Morbius for weeks, feeding off his fear and despair until his target grew so unstable he gave into the demonic Lilin part of his nature. Now bloodthirsty and truly evil, Morbius went on a rampage forcing his friend Jack Russell to risk his life trying to restrain him. D'Spayre used his powers to knock Russell out so Morbius could continue to kill. Instead, Morbius gave the fear demon a taste of his own medicine when he hypnotized him to experience the same maddening anxiety he loved to cause in others. D'Spayre fled away.

(Excalibur I#76 (fb) - BTS) - D'Spayre set up shop in the German town of Cottbus.

(Excalibur I#76 (fb) - BTS) - Through unrevealed ways, D'Spayre managed to capture the powerful witch Margali Szardos. He planned to sacrifice her and use her power to cause global unrest.

(Excalibur I#76) - D'Spayre delighted in showing the imprisoned Margali how he was causing the citizens of Cottbus to fight each other in the street, promising her this would soon spread to towns all across the world.

(Excalibur I#76 - BTS) - Sensing her mother was in danger, Amanda Sefton recruited Nightcrawler to rescue her. Arriving in Germany, the heroes were soon attacked by the riled up mob.

(Excalibur I#76) - D'Spayre witnessed the events from his scrying pool, mocking Margali for believing these two were to be her saviors. He didn't realize that seeing her wayward children made Margali regain hope. She used a minor, subtle spell to imbue Nightcrawler with hope and positive thoughts before D'Spayre stopped her.

(Excalibur I#77) - D'Spayre tried his best to demoralize Nightcrawler and claim his soul. But thanks in part to Margali's magical message of hope he was able to withstand the demon's corrupting influence long enough for Amanda Sefton to act. She rescued Szardos and calmed down the citizens of Cottbus, causing D'Spayre to lose power. The demon vanished after a duel with Nightcrawler that ended with the acrobatic mutant stabbing him in the chest with his sabre.

(Cable I#13 - BTS) - D'Spayre and Belasco conspired to mess with Cable and Aleytys 'Lee' Forrester who were lost in the Florida glades following an encounter with the murderous Acolyte Senyaka. By summoning freak weather phenomena, they guided them ever closer to the Nexus of All Realities where their plan was to take place..

(Cable I#13) - Posing as an old man called Gramps, D'Spayre welcomed Cable and Lee when they stumbled on his lone shack looking for shelter. Wasting little time, D'Spayre used his abilities to make them relive their darkest memories. He reveled in the renewed taste of forcing Lee watch her father Jock commit suicide and feasted on Cable's lifetime of trauma. However, Cable and Lee were able to fight back by embracing the power of love: a kiss broke D'Spayre's control over them, which led to Belasco revealing himself and chasing the demon away.

(Cable I#14) - Before Belasco was able to teleport Cable and Lee Forrester away, D'Spayre made a surprise return to demand a second chance. After a brief altercation Belasco used his power to force D'Spayre's departure.

(Web of Spider-Man I#128) - D'Spayre sensed Black Cat's grief, sadness and confusion over the recent revelation that Peter Parker was a clone. He easily turned her sadness into blind hatred, causing her to attack Spider-Man and the Scarlet Spider. While the Scarlet Spider confronted his old enemy D'Spayre, Peter managed to break the demon's hold over Felicia. The three of them proceeded to attack D'Spayre who, without despair to sustain him, withered and crumbled away.

(Valkyrie I#1) - D'Spayre toyed with Brunnhilda the Valkyrie who for a time believed she shared the existence of Barbara Norris, a young urban woman who had recently committed suicide. When he made his move to torture her with fearful half-truths, Brunnhilda awoke to her true nature as one of Asgard's shield maidens and chased him off. Later, he briefly returned to mock her when she learned Paulie, one of the people she befriended as Barbara, was dying of AIDS. "The suffering never truly ends, does it?", he cackled. "So long as such pain exists, D'Spayre shall be waiting... Hovering just out of sight, out of reach, forever waiting in the darkness." Not wanting D'Spayre to get his ephemeral claws on her scared friend, the Valkyrie took Paulie to the afterlife.

(Juggernaut I#1) - D'Spayre became aware his sister Spite had returned to the mortal realm to resume their feud. When he learned that she was about to recruit Juggernaut as her champion, D'Spayre and his D'Sprytes returned to Earth from their home dimension to mess up her plans. D'Spayre assumed the form of Juggernaut's partner Black Tom Cassidy to beguile Cain, forcing Spite to reveal herself. She immediately realized who was responsible and made D'Spayre show himself as well. Spite was no match for her brother who harnessed the Juggernaut's Cyttorak granted energies for himself.

(Juggernaut I#1 - BTS) - Thinking Juggernaut and Spite were out of the fight, D'Spayre left them alone while the D'Sprytes ransacked the local town, causing despair that fed their master.

(Juggernaut I#1) - Quickly becoming nigh unstoppable, he used his powers to construct a gateway to oblivion that would summon the denizens of Hades' deepest circles under his command. Their presence would generate so much anxiety, he would be emperor of the Fear Lords. In the end, D'Spayre had not counted on Cain Marko's perseverance, allowing his rage to consume him so he could power through D'Spayre's attacks. This led to the demon doubting himself long enough for Spite to leech off enough of his power with a spell that sent him back to hell.

(Generation X Annual 1997) - D'Spayre tormented Emma Frost and her young students at the Massachusetts Academy, showing them illusions of the Hellions who lost their lives under Emma's care. The telepathic Chamber had a natural immunity to the demon's powers, allowing him to retaliate, eventually turning into a hurricane of bio-concussive energy that caused D'Spayre's corporeal form to give out.

(Fear Itself: Fellowship of Fear I#1 (fb) - BTS) - Much to the chagrin of D'Spayre and the other Fear Lords, the return of the Fantastic Four and Avengers from a stay in a pocket dimension caused mankind's hope and empowerment to soar beyond compare.

(Magik II#3) - D'Spayre attended the convocation of the Lords of the Splinter Realms called by Magik (Amanda Sefton) to discuss the growing menace of the Archenemy that threatened their various fractions of hell. After much deliberation, D'Spayre and the other Lords reluctantly joined forces. To create a single power base they merged the Splinter Realms, via a collective showering of energy, mingling of oaths, and mixing of demon-blood. Much to everyone's chagrin, they quickly learned this was the Archenemy's plan all along, orchestrated by his servant S'ym who posed as Magik's advisor Duke Bleys.

(Fear Itself: Fellowship of Fear I#1 (fb) - BTS) - The advent of the internet and the rise of 24/7 cable news channels proved to be an unexpected boon for the Fear Lords. Now events that would normally only cause a relative handful of people despair were now having an impact on millions around the world. Especially the rise and fall of the mutant nation of Genosha, the Kang War, Earth getting infested by Ego the Living Planet and the Avengers disbanding did a lot to traumatize mankind.

(Avengers/Invaders I#7&8) - When Paul Anselm radically altered history by using a wayward cosmic cube, there was a tremendous sense of despair permeating the world. This drew D'Spayre to the abandoned object just as the outer-dimensional hero Aarkus was coming to aid the ailing life form inside the cube. D'Spayre took over Aarkus' form, turning it into a copy of his own monstrous body. Using the cube, he briefly held back the New Avengers until Echo managed to grab it from him. D'Spayre instantly vanished, revealing it had been Aarkus all along.

(A + X I#9 (fb) - BTS) - D'Spayre managed to slip into Doctor Strange's Sanctum Sanctorum when he sensed the mage was in a wistful, emotionally vulnerable mood after looking through old photo albums. D'Spayre overwhelmed Strange and kept him in his grasp for days.

(A + X I#9) - D'Spayre didn't notice that Kid Omega, Pixie and Eye-Boy had slipped into the Sanctum as part of a dare to snag the best artifact. When they spotted Strange in the throws of D'Spayre, the three young mutants decided to help out. D'Spayre overwhelmed Eye-Boy with the fear of going blind, but Quire's telepathy protected him long enough for him to shoot the demon with a telekinetic blast. This left him open to an attack from Pixie who stabbed him with her souldagger. D'Spayre was ready to retaliate, but was quickly defeated and banished by the revived Doctor Strange.

(Fear Itself: Fellowship of Fear I#1 (fb) - BTS) - D'Spayre and the Fear Lords delighted in the return of the Serpent, the Asgardian God of Fear, brought about by the Red Skull's daughter Sin who was transformed by the hammer of Skadi. The return of Skadi heralded the rise of seven more fearful hammer bearers: Angrir, Greithoth, Skirn, Kuurth, Mokk, Nul and Nerkkod who led the charge against the United States.

(Fantastic Four: Grimm Noir I#1 (fb) - BTS) - D'Spayre locked in on the fears of Ben Grimm, torturing him with nightmares for weeks while relishing in the misery he caused. He became aware of Rosemary Fariss, a local singer whose voice he liked a lot. D'Spayre also started to focus on Fariss, making her believe she was all alone and only he cared for her before kidnapping the singer to his lair.

(Fantastic Four: Grimm Noir I#1 - BTS) - Figuring the Thing would eventually turn to Doctor Strange for help, D'Spayre took the place of Strange's servant Wong.

(Fantastic Four: Grimm Noir I#1) - When the Thing came to the Sanctum Sanctorum, he was invited in by 'Wong' who instantly revealed his true identity. D'Spayre pulled Ben into his realm where he subjected the hero to a barrage of his deeply rooted fears. However, Ben ultimately fought his way back, freeing Fariss and threatening D'Spayre to come after him again if he didn't leave him and Rosemary alone.

(Spider-Island: Cloak & Dagger I#3) - Mr. Negative was so convinced he was destined to die at the hands of Dagger that he made a deal with D'Spayre. Intrigued by this turn of events, the demon was musing to himself about things to come: fate's book, the dreams of Nightmare, the shining temple, the order of the Easter Star, Mayhem and the nothing beyond nothing. "Soon, very, very soon...", he contently stated (see comments).

(Journey into Mystery I#633) - D'Spayre and the other Fear Lords gathered at the Dweller's request in a sub-basement of the Infinite Embassy. D'Spayre, quietly loathing his creator, thought of ways to eventually end his endless sire. They were mildly concerned by the fact Nightmare had failed to show.

(Journey into Mystery I#636 (fb) - BTS) - Using Asgardian fear stuff, Loki's thoughts and mortal misery, Nightmare forged a crown that would make him king of fear and the world.

(Journey into Mystery I#636) - When D'Spayre and the other Fear Lords leared of the crown's existence, they were ready to fight Nightmare over it. The Dweller was the first to claim the crown, leading to D'Spayre and the others to chase after him. This was all part of one of Loki's plans to keep the demons fighting among themselves in a perpetual stalemate. Their very nature as Fear Lords would never allow any one of them to trust another with the crown's power.

(Journey into Mystery I#645 (fb) ) - The Fear Lords' stalemate was ended when Mephisto claimed the crown for himself, allowing D'Spayre and the others to serve him as he prepared to claim Satan's throne in hell. In return for their services, Mephisto allowed them to taste of the juice of horror that fed nourished their appetite for suffering.

(Women of Marvel III#1/2) - D'Spayre stalked the Scarlet Witch who was keenly aware of his presence and ultimately confronted him at her gym. Before Wanda could attack, D'Spayre was taken down by neophyte witch Patty Prue who knocked the Fear Lord out by hitting him over the head with a sports trophy.

(Hulk V#14 (fb) ) - D'Spayre was contacted by a powerful dimensional force that thrived on gamma energy. He wanted the demon to be his servant in this dimension, imbuing him with a small speck of his power that ensured D'Spayre's loyalty. The force promised the demon he could feed on all the fear he'd cause once he was fed enough gamma energy and could travel to this dimension.

(Hulk V#13 (fb) ) - D'Spayre concocted a convoluted scheme to get Hulk to a far off planet coated in gamma and populated by Hulklike beings. Posing as Doctor Strange, D'Spayre used his magics to construct a 'mind-palace' that he told Banner granted him full control over the Hulk's body.

(Hulk V#14 (fb) - BTS) - At an unrevealed point in time, D'Spayre allowed himself to be defeated by Doctor Strange who placed the demon inside a magical orb that served as his prison. In reality, this was part of D'Spayre's plan to eventually reach the gamma world to help his master manifest in this reality.

(Hulk V#6 - BTS) - The construction of D'Spayre's 'mind-palace' ultimately led to the rise of Titan, a terrifying, brutal iteration of the Hulk that went on to slaughter the patrons of a bar in El Paso, Texas.

Hulk V#13 (fb) - BTS) - Fearing Titan might take over again, Bruce Banner left Earth aboard Starship Hulk, eventually reaching the Gamma World.

(Hulk V#13) - When Strange was brought in by Doc Sasquatch to help out the Hulk, he traveled to Gamma World in his astral form. There, he quickly realized D'Spayre's involvement in Banner's 'mind palace' and the scheme on Gamma World. He returned to Earth to retrieve D'Spayre's orb, hoping he could force the demon to undo his handiwork. However, once he was released D'Spayre immediately allowed his master to cross over, reveling in the powerful presence taking control of the situation.

(Hulk V#14) - D'Spayre's master ordered him to watch over the astral form of Doctor Strange, telling the demon he was allowed to destroy the mage as soon as he was reunited with his body. D'Spayre gleefully obeyed, regaling Strange's spectral image with the story of how he came to work for his new overlord. D'Spayre was unaware that Strange was already plotting against him with help from Doc Sasquatch, Monolith, Pave and the inhabitants of the Gamma World. When they attacked, Strange reclaimed his astral form and returned D'Spayre to his orb prison with a simple spell.

(Hulk V#14) -  D'Spayre's orb was stored in bookcase inside Strange's academy in New Orleans.

Comments: Created by Chris Claremont, John Byrne, Bob Wiacek.

First things first: 'D'Spayre', of course, is a homophone for 'despair'.

D'Spayre saw a lot of action in the early to mid 90s: about half of his appearances occur within that limited timeframe. The fact that Image got underway in 1992 and that D'Spayre kinda looks like Todd McFarlane's Spawn is probably juuuuuust a coincidence.

Writers can't seem to decide on D'Spayre's threat level. For an influential demon who has been around for 20.000 years he often gets treated like a minor nuisance barely a cut above, say, the Looter. And yet, according to the Book of Vishanti he is a Fear Lord whose power is measured on a cosmic scale. D'Spayre has managed some impressive feats: occupying the Nexus of Realities, breaching the Sorcerer Supreme's inner sanctum on more than one occasion... You shouldn't be able to defeat a being like that by knocking his lights out with a sports trophy. Then again, if you're fueled by fear and no one is truly afraid of you, it makes sense you're also a lot less powerful.

That makes D'Spayre encounters a bit dull and one-sided: the heroes always win as long as there's even the smallest glimmer of hope left. In fact, knowing that you'll win actively decreases D'Spayre's hold over people, places and things. The fact he was at a stalemate with this guy for centuries tells you a lot about Dakimh the Enchanter's efficiency.

It's unclear when D'Spayre created the D'Sprytes. They first popped up in Marvel Comics Presents around the time of the big Fear Lords arc in Doctor Strange: Sorcerer Supreme that saw D'Spayre quietly gathering power. It makes sense that he created miniature versions of himself to harvest despair in his stead. Even if he only gets a little taste of the action, that definitely adds up when there's thousands of imps.

D'Spayre has fought a lot of different enemies, but he wasn't always the best fit. Retroactively revealing him as part of Cloak & Dagger's origin for instance. It makes for such a convoluted mess of a story, even Marvel's official website blissfully ignores most of it. Speaking of things Marvel blissfully ignores: the events foreshadowed by D'Spayre at the end of 2011's Spider-Island: Cloak & Dagger I#3 haven't come to pass yet. Then again, if you're an immortal Fear Lord 'soon, very, very soon' is a rather relative term.

D'Spayre received full profiles in Official Handbook of the Marvel Universe II#4, Official Handbook of the Marvel Universe Master Edition I#12 and in Official Handbook of the Marvel Universe A-Z I#3.

Profile by Norvo

D'Spayre should not be confused with

Images: (without ads)
Hulk V#13 p17, pan4 (main image)
Marvel Team-Up I#68, p13, pan1 (tower)
Doctor Strange I#55, p19, pan2 (caught in the crimson bands of Cyttorak)
Cloak & Dagger III#19, p28, pan5 (consumed by Darkform)
Doctor Strange Sorcerer Supreme I#40, p12, pan4 (mocks Nightmare)
Excalibur I#77, p19, pans1&2 (stabbed by Nightcrawler)
Web of Spider-Man #128, p17, pan2 (rematch with Scarlet Spider)
Juggernaut I#1, p30, pan2 (facing Spite and Juggernaut)
Fantastic Four Grim Noir I#1, p15, pan4 (faces Thing)
Hulk V#14, p14, pans2,3,4,5 (captured in orb by Strange)

Marvel Team-Up I#68 (April, 1978) - Chris Claremont (writer), John Byrne (pencils), Bob Wiacek (inks), Archie Goodwin (editor)
Doctor Strange I#32 (December, 1978) - Roger Stern (writer), Alan Kupperberg (pencils), Rudy Nebres (inks), Bob Hall (editor)
Doctor Strange I#37 (October, 1979) - Roger Stern & Ralph Macchio (writers), Gene Colan (pencils), Dan Green (inks), Al Milgrom & Jo Duffy (editors)
Uncanny X-Men I#144 (April, 1981) - Chris Claremont (writer), Brent Anderson (pencils), Josef Rubinstein (inks), Louise Jones (editor)
Doctor Strange I#55 (October, 1982) - Roger Stern (writer), Marshall Rogers (pencils), Terry Austin (inks), Al Milgrom (editor)
Incredible Hulk I#360 (October, 1989) - Bob Harras (writer), Dan Reed (pencils), Marie Severin (inks), Bobbie Chase (editor)
Cloak and Dagger III#16 (February, 1991) - Steve Gerber (plot), Terry Kavanagh (script), Rick Leonardi (pencils), Al Williamson, Keith Williams & Joe Rosas (inks), Danny Fingeroth (editor)
Excalibur I#35 (March, 1991) - Scott Lobdell (writer), Dave Ross (pencils), Al Milgrom (inks), Terry Kavanagh (editor)

Cloak and Dagger III#17 (April, 1991) - Terry Kavanagh (writer), Dave Ross (pencils), Keith Williams & Chris Ivy (inks), Danny Fingeroth (editor)
Cloak and Dagger III#18 (June, 1991) - Terry Kavanagh (writer), Dave Ross (pencils), Sam DeLaRosa (inks), Danny Fingeroth (editor)

Dr. Strange III#31 (July, 1991) - Jean-Marc Lofficier, Roy & Dann Thomas (writers), Larry Alexander (pencils), Tony DeZuniga (inks), Mike Rockwitz (editor)

Cloak and Dagger III#19 (August, 1991) - Terry Kavanagh (writer), Chris Ivy (pencils), Don Hudson (inks), Danny Fingeroth (editor)
Dr. Strange III#32 (August, 1991) - Jean-Marc Lofficier, Roy & Dann Thomas (writers), Larry Alexander (pencils), Tim Dzon (inks), Mike Rockwitz (editor)
Dr. Strange III#33 (September, 1991) - Jean-Marc Lofficier, Roy & Dann Thomas (writers), Larry Alexander (pencils), Tim Dzon (inks), Mike Rockwitz (editor)
Dr. Strange III#38 (January, 1992) - Roy & Dann Thomas (writers), Geof Isherwood (pencils), Jim Sanders III (inks), Mike Rockwitz (editor)

Dr. Strange III#39 (February, 1992) - Roy & Dann Thomas (writers), Geof Isherwood (pencils), Jim Sanders III (inks), Mike Rockwitz (editor)
Dr. Strange III#40 (March, 1992) - Roy & Dann Thomas (writers), Geof Isherwood (pencils), Jim Sanders III (inks), Mike Rockwitz (editor)
Marvel Comics Presents I#98 (March, 1992) - Dan Slott (writer), Jimmy Palmiotti (pencils & inks), Terry Kavanagh (editor)
Marvel Comics Presents I#102 (May, 1992) - Gary Barnum (writer), Dave Hoover (pencils & inks), Terry Kavanagh (editor)
Spectacular Spider-Man Annual I#13 (September, 1993) - J.M. DeMatteis & Marc Levine (writers), M.C. Wyman (pencils & inks), Eric Fein (editor)
Morbius: The Living Vampire I#14 (October, 1993) - Gregory Wright (writer), Ron Wagner & Melvin Rubi (pencils), Andrew Pepoy (inks), Bobbie Chase (editor)
Excalibur I#76 (April, 1994) - Scott Lobdell & Richard Ashford (writers),
Ken Lashley (pencils), Randy Elliott (inks), Suzanne Gaffney (editor)
Excalibur I#77 (May, 1994) - Scott Lobdell, Chris Cooper & Richard Ashford (writers), Ken Lashley & Robert Brown (pencils), Randy Elliott, Keith Champagne, Jason Gorder, Don Hudson (inks), Suzanne Gaffney (editor)
Cable I#13 (July, 1994) - Glenn Herdling (writer), Steve Skroce (pencils), Will Conrad, Keith Champagne (inks), Lisa Patrick, Bob Harras (editors)
Cable I#14 (August, 1994) - Glenn Herdling (writer), Steve Skroce (pencils), Mike Sellers (inks), Lisa Patrick, Bob Harras (editors)
Web of Spider-Man I#128 (September, 1995) - Tom DeFalco & Todd DeZago (writers), Steven Butler (pencils), Randy Emberlin (inks), Eric Fein (editor)
Valkyrie I#1 (January, 1997) - J.M. DeMatteis & Len Wein (writers), Pablo Raimondi & Manny Clark (pencils), Joe Rubinstein, Manny Clark & Al Milgrom (inks), Terry Kavanagh (editor)
Juggernaut I#1 (April, 1997) - Joe Kelly (writer), Duncan Rouleau (pencils), Steve Moncuse (inks), Kelly Corvese (editor)
Generation X Annual 1997 (October, 1997) - Elliot S. Maggin (writer), Dan Fraga (pencils), Larry Stucker (inks), Mark Bernardo (editor)
Magik II#3 (February, 2000) - Dan Abnett, Andy Lanning (writers), Liam Sharp (pencils & inks), Mike Marts (editor)
Avengers/Invaders I#7 (February, 2009) - Alex Ross & Jim Krueger (writers), Steve Sadowski (pencils), Patrick Berkenkotter (inks), Stephen Wacker (editor)
Avengers/Invaders I#8 (March, 2009) - Alex Ross & Jim Krueger (writers), Steve Sadowski (pencils), Patrick Berkenkotter (inks), Stephen Wacker (editor)
Fear Itself: Fellowship of Fear I#1 (October, 2011) -  Jeff Christiansen, Mike O'Sullivan, Stuart Vandal, Rob London, Madison Carter, Markus Raymond, Kevin Garcia, Ronald Byrd, Patrick Ryall (writers), Mike O'Sullivan (editor)
Spider-Island: Cloak & Dagger I#3 (December, 2011) - Nick Spencer (writer), Emma Rios (pencils & inks), Álvaro López (inks), Alejandro Arbona (editor)
Journey into Mystery I#633 (March, 2012) - Kieron Gillen (writer), Ricahrd Elson (artist), Lauren Sankovitch (editor)
Journey into Mystery I#636 (June, 2012) - Kieron Gillen (writer), Ricahrd Elson (artist), Lauren Sankovitch (editor)
Journey into Mystery I#645 (December, 2012) - Kieron Gillen (writer), Stephanie Hans (artist), Lauren Sankovitch (editor)
A+X I#9 (June, 2013) - David Lapham (writer, pencils & inks), Nick Lowe (editor)
Fantastic Four: Grimm Noir I#1 (April, 2020) - Gerry Duggan (writer), Ron Garney (pencils & inks), Tom Brevoort (editor)
Women of Marvel I#3 (May, 2022) - Mirka Andolfo (writer), Sumeyye Kesgin (pencils & inks), Sarah Brunstad (editor)
Hulk V#13 (May, 2023) - Ryan Ottley (writer, pencils), Cliff Rathburn (inks), Michelle Marchese (editor)
Hulk V#14 (June, 2023) - Ryan Ottley (writer, pencils), Cliff Rathburn (inks), Michelle Marchese (editor)

First Posted: 05/30/2024
Last Updated: 05/30/2024

Any Additions/Corrections? please let me know.

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