At this point D'Spayre reveals his true form. He tells Cain that not only did he provide the misery of a thousand cities,but by feeding from him he also dined on the Cyttorak energieswithin him. Which gave him nigh-limitless power. The Juggernaut then plucks Spite,D'Spayre's sister who was the cause of all this(she lured Cain there to help defeat her brother), into a horde of D'Spayre's demons so he could take him on without distraction. But when he rushed D'Spayre D'Spayre turned to vapor and Cain passed through him harmlessly and hit a support which dumped a vat of molten steel on Cain. Cain is unpleasantly surprised to find out that he is no longer invulnerable after being drained and could actually feel the liquid hot metal enough for it to hurt. This doesn't thrill Cain in the least and he says no one hurts him and that he was going to return the favor to D'Spayre. D'Spayre thinks that Cain must not really understand what exactly has been done to him if Cain still thinks the fight is competitive. D'Spayre then envelopes Spite into a ball of energy and sends her careening into The Juggernaut.

     While Juggernaut and Spite mull over their predicament D'Spayre wanders off to get started on his plan to bring the denizens of Hell to Earth's plane and subdue the world. D'Spayre observes that the Juggernaut's power gives him control of the very fabric of universe itself and he's going to open a rift between this realm and Hades. Meantime The Juggernaut and Spite regroup,or at least Cain does. Spite is ready to give in but Cain refuses to give up on a fight while he's still alive. She tells Cain that D'Spayre has taken nearly all of Cain's power and that Cain can't possibly win. Cain will hear none of it and angrily goes after D'Spayre yet again with firm resolve. Angered by Cain's interruption while he was opening the gateway D'Spayre tells Cain it's time for his final chapter to be written and blasts Cain painfully with a shot of Cain's own despair. But Juggernaut says his despair is nothing new and that he wasn't going to fall because he can deal with his despair by getting mad. This only serves to anger D'Spayre further and he commands Cain to die as he uses his new god-level powers to cruelly strip The Juggernaut's very flesh(and armor) from his bones and dissolve every organ from his body. But even despite this Cain still steadfastly refuses to give up and keeps coming. Standing now amazingly as nothing but a crimson skeleton The Juggernaut says that when he feels rage that nothing can stop him and continues onward undeterred. Cain reaches D'Spayre,grabs him by the collar and lifts him off the ground to look him dead in his eyes. D'Spayre's jaw drops in disbelief at this impossible display and the shocked D'spayre understandibly wonders how Cain's skeleton can even move since there is nothing left. Cain informs him that there was something left:hate. While D'Spayre stares stunned at how truly unstoppable The Juggernaut Spite seizes the opportunity and casts a spell to drain D'Spayre of his power while he's off-guard and send him through the portal to Hell he'd opened.

     Being as Spite played such a large role here this can't really be considered a one-on-one match-up,but it was a great fight as it went far beyond just physical blows. And it was one of the best ever testaments to the mystical nature of The Juggernaut's power. So it made da list.

Favorite Fight Exchange:This takes place during D'Spayre's removal of the flesh from Cain's body.

The Juggernaut-"But I been feelin' despair my whole life. And I learned how to deal with it. I got mad!"

D'Spayre-"He still stands? He moves?"

The Juggernaut-"'Cause life is pain. Pain leads to despair. An' the only way to beat despair is through rage. And rage feeds The Juggernaut. Once The Juggernaut feels rage...nothing...of this or any world... NOTHING CAN STOP THE JUGGERNAUT!"

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