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Cover Date: April 1981
Cover Price: US $ 0.50
Issue Tagline: Cry... D'Spayre!
Guest-Starring The Macabre Man-Thing!
Format: Color; Standard Comic Issue; 32 pages
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Letters Column: X-Mail
Jock Forrester, broken by the news that he's being killed by cancer, has returned to the swamp he grew up in. Unbeknownst to him, he is watched by two entities: the empathic Man-Thing and a sinister presence. That presence pushes Jock over the edge, causing him to take his own life, and then reveals itself as... D'Spayre! Man-Thing attacks him, but D'Spayre is victorious, and then takes the form of Jock Forrester.
Not too far away, Scott Summers is adapting to life as a fisherman. After a successful fishing trip the crew heads to a pub, where Scott catches up on his letters (and we segue to the X-Mansion, where reconstruction precedes apace. Wolverine and Nightcrawler are playfully ribbing Kitty for the amount of damage she caused, but unintentionally end up hurting her feelings). Scott's shipmates get him up to play some pool, and while everyone is distracted by the football game he uses his optic beams instead of the pool cue to sink every ball on the table! Lee gets a call from her 'father' asking her to come visit, and she asks Scott if he minds keeping her company. Scott agrees.
They enter the house, only to discover that "Jock" is actually D'Spayre, and Lee's father killed himself that morning! Then reality goes wild.
Scott finds himself as a child on the plane with his parents, being pushed out with Alex in the only parachute. Then he finds himself in Larry Trask's sentinel base with his brother, only the original X-Men are dead! Suddenly, sentinels that look like the new X-Men batter through the walls, and though Cyclops manages to destroy them all, Alex is slain. But the sentinels rise again! And then Scott finds himself with Jean on a mesa. They kiss, and then suddenly Scott is wearing a tux over his costume and walking down the isle with Jean, whose clothes switch from one incarnation to the next! They reach the altar, and are pronounced man and wife, and then Jean asks Scott to remove his visor, telling him nothing will happen - but this time he blasts her! Coming back to reality, but laden with despair, Scott runs from D'Spayre and tumbles headlong through a window, falling to the ground below. He lies there a long time.
Coming to his senses, he discovers Man-Thing approaching him. Almost blasting the creature, he realizes he's not under attack, as the Man-Thing travels past him towards the door. Scott follows, to find Lee in the grip of D'Spayre. Man-Thing attacks the demon, but D'Spayre causes him to fear, which causes the Man-Thing to set himself on fire! After proving Cyclops optic beams to be useless, D'Spayre disappears, but Cyclops recalls him by thinking of Jean, and then grabs hold of him. Cyclops has beaten his fear, and his resolve bolsters the Man-Thing, who grabs hold of D'Spayre and the two are locked in a death-grip as Scott grabs Lee and flees from the now-burning house. They leave.
In the morning, the house is ashes. And the resurrected Man-Thing searches for signs of D'Spayre, but finds none.
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Havok, Corsair, Katherine Summers, Polaris, Beast, Iceman, Jean Grey all appear in Cyclops's vision.
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