Nobody knows just who or what Despana was. Her contemporaries believed that she came from the jungles said to lie beyond the Southron Wastes. She searched the land for the old places of the Ur-Daemons. Somewhere in what is now called Rhoska-Tor, her quest succeeded when she found the Book of Tormtor. The book was lost during the events which followed, so none can now be sure of its contents. It was said to be written in the language of the Daemons.
Using this ancient work, Despana created the first of the Undead. Their numbers grew rapidly, and she soon had a vast horde of them to serve her. Their first task was to build the great keep of Maelshyve, where Despana took residence. From this keep, countless hordes of the Undead began their second task - the conquest of Elanthia. They were led by the arch-lich Dharthiir, who was said to be more than simply Despana's General.
Dharthiir commanded many of the living, as well. Entire tribes of orcs, drawn by promises of conquest and plunder, swore fealty to him. They brought with them their traditional allies, the trolls. Many humans, too joined Darthiir's horde. Some came for silver, others to join any foe of the elves.
The hordes struck first at the elven nations. Their progress was lightning fast, easily destroying what little resistance they met in the outlying provinces. The leaders of the elven houses were unable to organize any real defense. This was not due to a lack of means, but a lack of leadership. Each house wished the glory of vanquishing the Undead for themselves, and none would consent to have their troops led by another. And no house would commit troops to defend the territories of another.
Within a month, the Undead had cut a swathe to the heart of the elven empire, threatening Ta'Vaalor itself. The Vaalor were led by Taki Rassien, wielder of the legendary veil-iron sword Aramier, and the greatest warrior of his time. He took the cream of the Vaalor armies to make a stand at the fortress ShadowGuard. With him went the Sabrar, a legion of elite knights that had never known defeat. Taki knew that, at ShadowGuard, the Vaalor would stop the horde.
The battle of ShadowGuard lasted less than one day. The Undead destroyed the entire garrison, leaving fewer than a score of survivors. The elite Vaalor armies had been lost, along with Taki himself. At the time, this was considered the greatest defeat in the history of the elven empire.
Modern scholars, however, point to the battle of ShadowGuard as the turning point of the Undead War. For several reasons, it marked the high point of Despana's campaign. First, the leaders of the other houses were shocked into cooperating. At last, the Faendryl were able to unify the command of all the elven armies and mount an organized defense. Second, Dharthiir himself was never seen after ShadowGuard. Tavern-tales hold that, at the last, Taki led the Sabrar in a charge at the heart of the undead army, and that he slew the lich. As none of the Sabrar survived the battle, this confrontation remains more legend than history.
The battle of ShadowGuard also brought new allies. From Kalaza, the dwarven overking sent legions of his heavy infantry. The Giantman Warmaster ordered each of the tribes to support the elves. There were even small bands of halflings and sylvankind. Lastly, humans came to fight with the elves. Some were mercenaries, but others came for nobler reasons. Thus were humans the only race to fight on both sides of this war.
The Undead advance slowed, then stopped. A stalemate was reached, with neither side able to push the other back. Daily charges across the lines of battle brought heavy casualties, but little progress. This state of affairs lasted for years.
Finally, the Faendryl proposed a plan to end the war - a lightning strike at Despana's keep. They claimed to have discovered a secret that would destroy Maelshyve and its mistress forever. It was a new form of magic, one they would not reveal to any.
The elven armies and their allies assaulted Maelshyve, and the attack went well at first. Berserking giantmen warriors broke the front lines of skeletons, zombies of ghouls, and a solid square of dwarven infantry battled back the orcish hordes. Slowly, they pushed Despana's forces back toward the keep.
Then, Despana released the banshees. Their screams decimated the attacking forces, which fell back in disarray. For a moment, the battle appeared to be lost.
The Faendryl chose that moment to reveal their secret, their new magic. Inscribing circles upon the ground, they summoned a flight of lesser demons to battle the undead hordes. Their foes fled back through the gates of the keep. The Faendryl then cast their final spell, causing the keep itself to implode, leaving nothing but smoke and rubble. Despana and her armies are said to have been utterly destroyed.
The Faendryl argued that it was necessary, that Despana would have won without these magics. The other houses did not agree. They expressed their outrage by expelling the Faendryl from the empire. They were exiled to Rhoska-Tor, the barren, blackened land where Maelshyve had stood.
Without the Faendryl to lead, the Elven Empire began to decay. The houses began an internal struggle for power, as each thought themselves the natural heir to the Faendryl's position. As they bickered, their empire slowly disappeared. The outlying territories declared themselves independent, or rebelled outright. To this day, the elves have not resolved their internal politics.
The Dwarven Empire also fell as a result of the Undead War. Soldiers returning to Kalaza from the final battle brought with them more than tales of victory. They also brought plague, the sickness known as the Red Rot. It swept through Kalaza like a firestorm, killing over half the population. The dead included the Overking and his entire line. From that time on, each clan has ruled itself. The clans have become staunch isolationists, caring little for the politics of the outside world. Kalaza itself was hidden, its great gates buried under an avalanche of concealing stones. Only the dwarves now know its location.
Without the elven armies to keep order, the land fell into anarchy. The next 20,000 years were known as the Age of Chaos. Orcs, trolls and worse raided at will. Travel to many areas was dangerous, if not impossible. Of the various wars, plagues and other disasters of the era, little is known. The fragments of song and story, which survive, tell of a very dark time, full of hunger, fear and little else.