main image


Real Name: Annalee (surname unrevealed)

Identity/Class: Human mutant (Morlocks)

Occupation: Mother

Group Membership: Drain Dwellers (Ape, Beautiful Dreamer, Erg, Leech, Piper, Tar Baby), Morlocks (Berzeker, Blowhard, Caliban, Callisto, Cybelle, Healer, Masque, Plague, Scaleface, Sunder, Tommy, Zeek and unrevealed others)

Affiliations: Beta Ray Bill, Cloak (Tyrone Johnson), Dagger (Tandy Bowen), Power Pack (Energizer/Katie Power, Gee/Alex Power, Lightspeed/Julie Power, Mass Master/Jack Power)

Enemies: Marauders (Scalphunter/John Greycrow)
                formerly Power Pack (Energizer/Katie Power, Gee/Alex Power, Lightspeed/Julie Power, Mass Master/Jack Power), X-Men (Lockheed, Nightcrawler/Kurt Wagner, Shadowcat/Kitty Pryde, Rachel Summers, Rogue/Anna Marie, Wolverine/James Howlett)

Known Relatives: Four children (deceased), Leech (adopted son)

Aliases: None

Base of Operations: "The Alley", Morlock tunnels, Manhattan, New York, USA

First Appearance: (Mentioned): Uncanny X-Men I#193 (May, 1985);
(seen): Power Pack I#12 (July, 1985)

Powers/Abilities: A projecting empath, the woman known only as Annalee could manipulate the emotional state of numerous people at once. Most often, she transmitted her current emotional state on to others, who tended to behave in generally unpredictable ways when exposed to her particular distress. Losing her children once inadvertently caused a band of mutants to become so wrapped up in her grief and pain, they decided to kidnap kids to fill the void in Annalee's heart. Even though she obviously cared for those around her, Annalee did have a dismissive streak, actively ignoring and hurting the mutant child Leech when he reached out to her.

Height: 5'2"
Weight: 165 lbs
Eyes: Blue
Hair: Grey


(Power Pack I#11 - BTS) - Through unrevealed circumstances, the mutant who became known as Annalee was cast out of regular society. Together with her children, she found and joined the Morlocks, an underground mutant community living in the sewer tunnels of New York. Annalee befriended and gravitated towards a group of Morlocks that stuck relatively close to the surface world, calling themselves the Drain Dwellers.

(Uncanny X-Men I#193 - BTS) - Acting on Mr. Sinister's standing orders to help cleanse the gene pool, the Marauder Scalphunter anonymously killed Annalee's children. Their bodies were discovered by Sunder and the other Morlocks, who returned them to the Alley where Annalee was. Incidentally, the X-Men's leader Charles Xavier was in the Alley when Sunder and the others brought in the children's remains, allowing Callisto to deliver an impassioned speech about the rights of mutants to Xavier before she went to comfort the understandably inconsolable Annalee.

(Power Pack I#12 - BTS) - The loss of her children caused the mutant empath Annalee severe emotional distress. Her pain and misery eventually, subconsciously, started influencing the mood of her fellow Drain Dwellers Ape, Erg, Tar Baby and the Piper. Indirectly feeling responsible for the kids' deaths, the band of Morlocks felt obligated to replace them. In the hopes of attracting children, the Piper used his control over animals to capture a stray cat. After tying a tin can to the feline's tail so it would seem in distress, Piper used his powers to have it running around the streets of Manhattan in the hopes of attracting children.

(Power Pack I#11 - BTS) - Spotting the cat, the heroic preteens known as Power Pack decided to help and rescue the poor animal. It lured them into the sewers however (undoubtedly thanks to the Piper's influence). When the super powered siblings were surprised and split up by suddenly rising water levels, Jack and Julie Power got attacked by alligators, who where under the Piper's control. Alex and Katie managed to track down their family and fought off the alligators so they could escape from the sewers with the cat in tow. However, during the chaos the children lost their backpacks and text books. The Piper found them and figured the children would return to search for their belongings. He took the books and vowed to wait for their return alongside his fellow Drain Dwellers.

(Power Pack I#12) - When Power Pack realized their backpacks were still in the sewers, they decided to go back and collect them. Immediately upon returning to the sewers, they were approached by the Drain Dwellers Ape, Erg, Tar Baby and the Piper. After a brief struggle, the Morlocks managed to capture Power Pack and took them to Annalee, who was thrilled to have new children to take care off. The Drain Dwellers summoned Masque to change the children's' features, turning them into full fledged Morlocks. As soon as Masque arrived, Power Pack managed to escape and fought the Morlocks with the help of X-Men members Nightcrawler and Shadowcat, who happened to be visiting the Morlocks at the time. After the intense struggle, the children were freed. The Drain Dwellers begged the two X-Men not to tell Callisto what they had done, fearing what she might do to them. As a sign of good will, the schoolbooks were returned to the children as they were leaving. As Power Pack went to sleep that same night, they had no idea Annalee had secretly followed them. Standing outside in the dark of night, she stood and watched their house as she mumbled that they would be together forever soon.

(Uncanny X-Men I#195) - As Callisto was away from the Alley, Masque once again took charge in another attempt to force Power Pack to become Annalee's children. After Beautiful Dreamer had altered their parents' memories, the Power children sensed Beautiful Dreamer to be involved and returned to the Alley to investigate. After entering the tunnels, the team was jumped by Ape, Erg, Tar Baby and Masque. Only little Katie Power managed to escape the Morlocks but not before her face was horribly disfigured by Masque. After Kitty Pryde saw a news report on the little girl being apprehended by local authorities, she recognized Katie and called on the other X-Men (Rogue, Wolverine and Rachel Grey) to help. As the X-Men and Katie Power managed to find Annalee, they were confronted with Annalee's new children: the remaining members of Power Pack, whose faces had been disfigured and their minds altered into believing Annalee to be their real mother. Afraid the X-Men would take away her children, a large group of Morlocks gathered to fight the X-Men. The battle was only stopped when Callisto returned. Callisto forced Beautiful Dreamer to undo the effects of her powers and the Power kids returned to their old selves. Callisto then threatened to kill Annalee if continued to prey on Power Pack or any other surface worlders. Seeing no point in living without her children, Annalee asked Callisto for trial by combat, figuring she wouldn't survive it, in order to end her suffering. Overhearing this conversation, Katie Power realized Annalee's motives and forgave her for what she'd done. The Power kids even started considering Annalee as their honorary grandmother, even inviting the grateful Morlock to celebrate Thanksgiving with them.

(Power Pack I#19) - Annalee sent fellow Morlock Erg out to pass along a note to Katie Power explaining that she and Leech would gladly come to the Power family's Thanksgiving party. Annalee herself was busy making her famous sweet potato casserole for the party. As she took the casserole out of the oven, she was disgusted by the fact Leech had also been invited to the party. The more she thought about it, the more she felt he should stay behind. She then locked Leech up in a wooden crate as she left for the Power family's Thanksgiving party. As she walked past the annual Macy's Thanksgiving Day parade, she was spotted by Leech, who had been set free by fellow Drain Dweller Ape. Running into the giant size Kermit the Frog balloon, the immature Leech freaked out, thinking it was a monster. Spotting Leech as he caused a stir, the annoyed Annalee used her empathic powers to manipulate the crowd into attacking Leech. As chaos broke out and several superheroes tried to assist in crowd control and controlling the balloons, Alex Power spotted Annalee and engaged her with the help of Cloak and Dagger. Cloak eventually teleported her and Leech away to cancel out her power's effect on the crowd. Despite Annalee admitting she was the one responsible for locking Leech away, the tiny green mutant still wanted to make Annalee feel better. Annalee had never realized Leech loved her that much and she decided to officially take care of the little one. Together with Leech, Annalee joined the Thanksgiving Day celebrations at the Power household, joined by Beta Ray Bill, Cloak and Dagger, and X-Men Wolverine and Kitty Pryde. After the party, Leech received some old clothing the Powers had grown out of before he and Annalee returned to the Alley.

main image

(Uncanny X-Men I#211 - BTS) - Through unrevealed ways, Annalee acquired several other unknown children to take care of.

(Uncanny X-Men I#211) - When Mr. Sinister sent his Marauders to exterminate the Morlocks, Annalee was among the first of Scalphunter's victims. She begged the killer to spare her children, but Scalphunter shot both Annalee and her alleged offspring, revealing he was the one responsible for murdering her original brood months ago. Scalphunter and the other Marauders left Annalee for dead as they moved deeper into the Morlock Tunnels to carry out their mission. Near death, Annalee was discovered by Callisto who had organized a defensive force. Before she died, Annalee told Callisto Scalphunter was the one who had killed her kids. Sobbing, Callisto held her until Annalee passed away.

(Power Pack I#27) - While hoping to rescue the Morlocks from the massacre, Power Pack came across Annalee's dead body. Struck with anger and grief, the Power children hurried to find Leech.

(New Mutants I Annual#7/3) - When Whiz Kid took Leech and Artie on a ride in his newly build flying saucer, Whiz Kid asked Artie why Leech looked so sad. Artie showed a mental projection of Annalee, with Leech pointing out he missed his mama.

Comments: Created by Louise Simonson (writer), June Brigman (pencils) and Bob Wiacek (inks).

Annalee, as part of the Morlocks, was profiled in The Official Handbook of the Marvel Universe: Deluxe Edition#9, The Official Handbook of the Marvel Universe: Deluxe Edition#18 and Marvel Encyclopedia HC Vol. 2: X-Men.

It's a nice continuity touch to have Scalphunter pick off Annalee's children first. Annalee was a Drain Dweller, one of a small group of Morlocks who lived near the surface. It makes sense for the Marauders to first run into the outermost "colonies" of the Morlocks, the same way they killed wayward Morlock Tommy. Eventually, after proper preparation, the Marauders moved in for the kill, claiming Annalee and her additional offspring in the process.

Profile by MarvellousLuke

Annalee has no known connections to

Annalee's children

Annalee and her children lived closed to the surface and because they were closer to the surface, they were among the first of the Morlocks to be killed by Scalphunter as part of the Marauders. The children's lifeless bodies were found by Sunder and the other Morlocks, who returned them to the Alley where Annalee was. Incidentally, the X-Men's leader Charles Xavier was in the Alley when Sunder and the others brought in the children's remains, allowing Callisto to deliver an impassioned speech about the rights of mutants to Xavier before she went to comfort the understandably inconsolable Annalee. When Scalphunter later killed Annalee, she already had claimed a new crop of kids to take care of. They also were killed.

All four children were mutants. The youngest daughter was mute but possessed the mutant power to inspire joy in others. None of the other children's names or mutant powers have been revealed.

--Uncanny X-Men I#193

images: (without ads)
The Official Handbook of the Marvel Universe: Deluxe Edition#18, Morlocks entry (main image)
Power Pack I#12, p12, pan1 (meeting the Power Pack children)
Uncanny X-Men I#195, p15, pan1 (with Power Pack)
Power Pack I#19, p22, pan3&4 (attacking Leech)
Uncanny X-Men I#211, p14, pan2 (death)
Uncanny X-Men I#193, p5, pan5 (Annalee's dead children)

Power Pack I#11 (June, 1985) - Louise Simonson (writer), June Brigman (pencils), Bob Wiacek (inks), Carl Potts, Pat Blevins (editors)
Power Pack I#12 (July, 1985) - Louise Simonson (writer), June Brigman (pencils), Bob Wiacek (inks), Carl Potts, Pat Blevins (editors)
Uncanny X-Men I#195 (July, 1985) - Chris Claremont (writer), John Romita Jr. (pencils), Dan Green (inks), Ann Nocenti (editor)
Power Pack I#19 (February, 1986) - Louise Simonson (writer), Brent Anderson (pencils, Scott Williams (pencils, inks), Terry Austin, Sam de la Rosa (inkers), Carl Potts (editor)
Uncanny X-Men I#211 (November, 1986) - Chris Claremont (writer), John Romita Jr. , Bret Blevins(pencillers), Al Williamson (inks), Ann Nocenti (editor)
Power Pack I#27 (December, 1986) - Louise Simonson (writer), Jon Bogdanove (pencils), Al Gordon (inks), Carl Potts (editor)

Last updated: 08/18/14

Any Additions/Corrections? please let me know.

Non-Marvel Copyright info
All other characters mentioned or pictured are ™  and © 1941-2099 Marvel Characters, Inc. All Rights Reserved. If you like this stuff, you should check out the real thing!
Please visit The Marvel Official Site at:

Special Thanks to for hosting the Appendix, Master List, etc.!

Back to Characters