Written By: 
Last Updated: 
19th January 2007

The Hellfire Club III (re-)formed while the Hellfire Club II still existed. They founded themselves in hiding, wanting to overthrow the Club’s current leadership. A confrontation between the two Inner Circles has never been shown, but at some point the Club III took over officially. In X-Man #28 for example they are using the Club's official quarters. At least Shaw should have been interested in permanently dealing with his murdering son Shinobi.



Membership: Selene, Madelyne Pryor, Sebastian Shaw, Tessa, Trevor Fitzroy, Donald Pierce

Associates: Holocaust

First appearance: X-Man #7 [Selene returns], X-Force (1st series) #49 [Shaw returns], X-Man #21 [first meeting]
Last appearance: X-Men (2nd series) #73 [afterwards only Selene remains as a ruling council member]


  • Shaw was the Black King of the original Hellfire Club I for many years. Shortly after he was ruled out by the other council members, he was seemingly killed by his son Shinobi in X-Factor (1st series) #67, only to reappear years later.
  • Selene, the Black Queen of the original Hellfire Club I founded the Upstarts to eliminate her rivals, but was betrayed by Fitzroy. After a long time in a torturing device she escaped with the help of Excalibur's Amanda Sefton.
  • Tessa was seen briefly working for the Hellfire Club II.
  • During a contest with the other Upstarts, Fitzroy tried to drain Cable's lifeforce, but his power backfired and he drained himself.
  • Madelyne Pryor, introduced as a Jean Grey look-a-like, married Cyclops and gave birth to child that would later become Cable. During Inferno she died and was revealed as a Sinister-made clone of Jean. [Uncanny X-Men #240-243, X-Factor (1st series) #36-39]
  • When Nate Grey (X-Man) arrived on our world from the Age of Apocalypse he accidentally revived Madelyne. He subconsciously wished for someone who could be of aid and his incredible powers gave Madelyne a new body to host her remnant psionic energies, although some of her memories were scrambled or lost. [X-Man #5]
  • Holocaust is another AoA survivor; he emerged in space near Avalon. The Acolytes paid a high price for reviving him, three of them were killed, the space station itself was destroyed in the battle in X-Men (2nd series) #42-43.
  • Donald Pierce, slain by Fitzroy’s Sentinels in Uncanny X-Men #281, was revealed to have been rebuilt in Domino (1st series) #2.


As it turns out, Tessa has been working as a spy for Xavier all along. In X-Treme X-Men #3 she mentions to have been discovered by the professor around the same time when the original five X-Men enrolled in the school. However he asked her to become his spy. Years later she successfully prevented Psylocke from getting entangled in the Hellfire Club, though she was unable to do the same for Phoenix later on. The exact details of her job and how she stayed in contact with Xavier are still mysterious.


X-Man #7: Selene, fully healed from the injuries received in Fitzroy's spooling chamber, resides in Paris. After becoming aware of Madelyne's resurrection, she is delighted even more upon realizing that she is without memory. She irresistibly offers Madelyne a place at her side, leaving Nate alone.
X-Force (1st series) #48-50: After the Fall of Avalon Holocaust crash-landed in the islands of the south seas. Absorbing the islanders he drew the attention of Sebastian Shaw, who for the first time in years comes out of hiding to contact this powerful mutant - he offers an alliance. He contacts Tessa and they build a new containment suit for Holocaust, then they take on X-Force and brainwash them into hunting Cable. Cable with his telepathic abilities is able to break the mental hold.
X-Man #13: Selene carefully starts to influence Madelyne.
Excalibur (1st series) #96: Sebastian Shaw makes a deal with an operative of the Hellfire Club London and receives data on the Legacy virus.
X-Man #14-15: Madelyne discovers that her body has some unique properties. Onslaught is interested in Holocaust and after quickly defeating Shaw and Tessa he invites him to join his cause.

In between

  • Selene kills most of the Externals draining their life-energies in X-Force (1st series) #52-54.
  • Onslaught sends Holocaust into battle against X-Man. [X-Man #16-17]

Chronology continued

X-Man #16-17: Selene comes back from New York, now fully energized. She sends Madelyne to London to get the attention of Trevor Fitzroy. The plan works, Fitzroy falls for Madelyne but after she denies his wishes they battle; using her telekinesis to increase her punches Madelyne penetrates his armor and wins. Selene arrives and reveals that she wants vengeance for the time she was tortured in his spooling chamber. From afar she watched with joy as his mutant powers backfired and how he slowly recovered in London. Now back to health she enthralls Fitzroy to her will.
X-Man #20-22: Selene and her companions travel to New York and meet with Sebastian Shaw and Tessa. The circumstances for mutants are much worse than when they last worked together, so she suggests a revival of the Inner Circle and introduces Madelyne as her Black Rook and Fitzroy as White Rook. Shaw and Tessa are stunned to see the woman responsible for Inferno (even though she herself does not remember it) to be under Selene's influence.
X-Man #23: Madelyne Pryor has to prove herself in a battle against the London Club's Red Rook Scribe. Not only does she win, she also pull out the parasite Mountjoy out of the woman’s body.
X-Man Annual '96: At night Tessa wants to probe Madelyne's mind, but is discovered by her prey. Madelyne angrily defeats Tessa and proves to be telepathic too, making her forget the whole incident; yet the intrusion served a purpose - Madelyne's memory is restored.
X-Man #24-25: Madelyne now remembers clearly her past and has washed off Selene's manipulation. She searches for Nate (X-Man) but meets Threnody instead. Angered to hear from the death-energy feeding mutant, that she, even though she is walking around, is still dead, she kills Threnody. She finds Nate where she first met him in the Swiss Alps, but he is with Jean. In a battle Nate chooses Jean over her. X-Man and Jean discover that Madelyne is a psionic construct subconsciously created by Nate, but now she developed a life of her own. Nate can't destroy her. Madelyne escapes back to Sebastian Shaw and shares an intimate night with him.
X-Men (2nd series) #61, 63-64: Shaw travels to Hong Kong to meet with Rory Campbell who hands over to him Moira McTaggert's Legacy data. He also is after the elixir vitale of Fu Manchu, but in a battle between him, the Kingpin and the X-Men it is lost.
Cable #44: The leader of a sect of monks in the Alps contacts Sebastian Shaw.
X-Man #28: During a ball in Hong Kong, Madelyne and Shaw demonstrate their intimacy to the public. Selene is not pleased about this new union, she contacts Tessa and Fitzroy about countermeasures.
X-Man #30: Madelyne feels through her connection to Nate that he is in trouble, but she prefers to stay in the Hellfire Club's care due to the danger of Zero Tolerance.
Cable #47: Donald Pierce, associated with the Club again, thinks about a conflict with Cable that is going to happen soon.
Cable #48: Journalist Irene Merryweather starts investigating Sebastian Shaw and the Hellfire Club. Cable saves her from getting slaughtered by the Club's operatives.
Cable #49: Since Shaw is busy otherwise, Pierce alone is assigned to deal with the upcoming threat of Cable.
Cable #50-53: The monk of the Alps claims to be of the future (Cable's future). Shaw orders Fitzroy who also originates from the future to inspect him. Through this monk Shaw learns about strongholds of Apocalypse and powerful devices located there. He decides that Pierce might not be able to handle this alone. Together they go to London and accidentally free the Harbinger (a guardian posted there by Apocalypse). Madelyne had betrayed Shaw and warned Cable about their plans, but he is too late to prevent it. He then follows Shaw and Pierce to the Alps, where he is able to prevent the Hellfire pair from plundering the stronghold of all its alien technology. Since Pierce's status with the Club was only on probation and the mission is a failure he is expelled from the Club again.
X-Men (2nd series) #71: Shaw is still angered about the recent failure and the loss of Pierce and Madelyne. Suddenly a mysterious messenger arrives, stops the time flow and hands over an envelope.
X-Men (2nd series) #73: During a Hellfire Club festivity in Rio, Shaw decides to accept the offer that was in that envelope. He advises Fitzroy to leave the Club too.


  • Madelyne Pryor returned to Nate in X-Man #38. Claiming to help him she still follows her own agenda. Later she was replaced by an alternate version of Jean Grey with villainous traits (revealed in X-Man #67). Maddie's fate is unknown, but probably she is gone.
  • Sebastian Shaw's mysterious invitation in the envelope obviously resulted in him leaving the Inner Circle, yet he and Tessa still belonged as plain members; in X-51 #0-7 they were trying to get Sentinel technology out of Machine Man. Various scenes showed them within the Club or even operating from there.
  • Fitzroy also left and returned to a future (not the one he originates from), calling himself Chronomancer and was featured in the Bishop: The Last X-Man series as Bishop’s arch-enemy. In Bishop: The Last X-Man #14 he died when Bishop prevents him from fully stepping through a time portal before it closed.
  • In Wolverine (2nd series) #141, Pierce fought Wolverine (the Skrull imposter) and Jubilee. In the months that followed, he would again associate himself with the Reavers.
  • Selene tried to acquire a powerful Asgardian Rune staff, but was fought and defeated by X-Force's Dani Moonstar. (X-Force (1st series) #75). She then went to work building a new Inner Circle around herself (see Hellfire Club IV).


Selene - Black Queen

First appearance: New Mutants #9
First Hellfire III appearance: X-Man #7

All Hellfire III appearances: X-Man #7, 13, 16-17, 20-23, 28

Powers: Superhuman strength, speed, endurance and reaction time, telekinetic powers allows her to create fire and manipulate the molecules of inanimate objects, induce a momentary hypnotic trance in the minds of others, and retains her youth and beauty for centuries by draining the life energy from others. A partial absorption gives her a level of hypnotic control over her victims.

Madelyne Pryor - Black Rook

First appearance: Uncanny X-Men #168
Died in: X-Factor (1st series) #38 [committed suicide]
Resurrected: X-Man #5
First Hellfire III appearance: X-Man #7
Last appearance: X-Man #52 [afterwards was replaced by some alternate, villainous version of Jean Grey]

All Hellfire III appearances: X-Man #7, 13-17, 20-23, Annual '96, #24-25, 28, 30, Cable #50

Powers: Exists as a being of pure psionic energy funneled through the X-Man’s mind to create a pseudo-organic body. This physical form only ACTED as flesh and blood; Madelyne could not easily suffer injuries, and these injuries healed phenomenally fast. She also possessed telepathic, psychokinetic, and teleportational abilities.

Fact: Writer Stephen Grant has been quoted on some Message Boards with “Madelyne“ having been impersonated by the evil alternate Queen Jean, ever since #5. However this contradicts his own writing in X-Man #67, where Queen Jean says: “I replaced your Maddie several months ago.“ This quote clearly points at an undocumented exchange having taken place. When asked about this contradiction, Grant replied that only the facts written in the book count, while what he was talking about on the internet was what he would have liked to be the case had he been given full free reign. Besides Queen Jean being “Maddie“ since X-Man #5, he had planned to reveal that she actually was Jean / Dark Phoenix having blasted herself out of this reality in Uncanny X-Men #137 – however this too never made it into the issues.

Sebatian Shaw - Black King

First appearance: Uncanny X-Men #129 [silhouette], #130 [fully]
Seemingly died: X-Factor (1st series) #67
Revealed alive: X-Force (1st series) #48
First Hellfire III appearance: X-Force (1st series) #48

All Hellfire III appearances: X-Force (1st series) #48-50, Excalibur (1st series) #96, X-Man #15, 20-25, X-Men (2nd series) #61, 63-64, Cable #44, X-Man #28, Cable #50-53, X-Men (2nd series) #71, 73

Powers: Absorbs kinetic energy or electricity into his body, immunizing him to most forms of physical injury while converting it into raw power that increases his strength and resilience. His body has an upper limit of energy it can metabolize, sending him into a coma if it is surpassed.

Tessa - Shaw's personal aide

First appearance: Uncanny X-Men #132
First Hellfire III appearance: X-Force (1st series) #49

All Hellfire III appearances: X-Force (1st series) #49-50, X-Man #15, 20-23, Annual '96, #24, 28

Powers: Expanded brain capacity gives her computer-like storage abilities to record and analyze vast amounts of data and limited telepathic power to scan thoughts and manipulate minds.

Trevor Fitzroy – White Rook

First appearance: Uncanny X-Men #281
First Hellfire III appearance: X-Man #17
Last appearance: Bishop: The Last X-Man #14 [died trying to cross a time portal]

All Hellfire III appearances: X-Man #17, 20-23, 28, Cable #51, X-Men (2nd series) #73

Powers: Drain the life energy from other people upon contact, metabolizing it into different forms of chronal energy, allowing him to freeze people in a moment of time, reverse or accelerate their personal timeframe, and materialize portals that allow travel through time and space.

Equipment: crystal armor with built in weapons, had a set of future Sentinel versions

- Fitzroy is from the same future as Bishop, where he was a wanted criminal.
- He often brings his lackey Bantam with him. Bantam has the ability to anchor (or pinpoint) the time-portals.
- At the time of his association with the Club, Fitzroy could only open portals through time.
- Originally, Fitzroy was not as blood-thirsty and only drained small portions of other people's life energy to power his portals. As a result, he at first believed his temporal portals to be teleportation portals, since he would only travel at most a few minutes back in time.

Donald Pierce - applicant

First appearance: Uncanny X-Men #129 [silhouette], #132 [fully]
Seemingly killed: Uncanny X-Men #281
Revealed rebuilt: Domino (1st series) #2
First Hellfire III appearance: Cable #47

All Hellfire III appearances: Cable #47, 49-53

Powers: Cybernetic implants forged out of adamantium grant him augmented strength, endurance and reflexes, cybermorphic talons that extend from his fingers, energy generators that project electromagnetic force or plasma charges, and self-propelling rocket boosters.

Hellfire Club III associates


First appearance: X-Men Alpha
First Hellfire III appearance: X-Force (1st series) #48
Last appearance: Exiles #62 [absorbed by Hyperion]

All Hellfire III appearances: X-Force (1st series) #48-50, X-Man #15

Powers: Absorbs the life energy of other living beings, reducing them to stray molecules while charging his own body with energies that he converts into bio-nuclear microwave blasts of enormous destructive power. His energy matrix is housed inside a crystalline armor that gives him augmented strength and durability, focuses the raging energy he possesses, and can utilize the life-force he has siphoned to reformat itself into a pseudo-organic human state.