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The man known as "Flyface" was a criminal associate of William Millyon, aka "Willie the Fifth". Flyface had light hair, and a wrinkled face. He was heavyset, and typically wore a bow tie and a sweatervest. He had poor personal hygiene, which resulted is his face being constantly surrounded by a swarm of flies. He often expressed dislike for the nickname "Flyface", but ultimately accepted it.

Early Life[]

Flyface's mother had a successful beauty preparation business, and she arranged for Flyface to be educated by a private tutor. After she sold her business, Flyface entered public school, but he dropped out of high school at the end of his freshman year. He then met Willie the Fifth, and his life changed significantly.

Accomplice of Willie the Fifth[]

As a member of Willie the Fifth's gang, Flyface shot a man in 1955 and served a prison term. During his time in jail, he had studied law and subsequently acted as Willie the Fifth's legal adviser.

Flyface was present when Willie the Fifth kidnapped Lizz the policewoman. Flyface later discovered Dick Tracy outside the home of the television personality Matty Munkie. Flyface knocked Tracy unconscious with a brick and brought him back to Willie the Fifth's hideout. There Willie the Fifth had bound & gagged Lizz on the roof under a large lens so that the sun would set her on fire. However, Flyface did not tie Tracy securely and Tracy was able to escape and rescue Lizz from the death-trap in which Willie the Fifth had left her. Flyface fled before he could be captured, as did Willie the Fifth and his other associates.

Flyface's Family[]

Flyface contacted his mother via telephone and asked her to meet him with a clean suit of clothes. Tracy had tracked down Mrs. Limpp's residence and questioned her, but she did not reveal her son's whereabouts. Mrs. Limpp and her young nephew Little Doc both had the same poor hygiene that Flyface had, and thus had flies around them as well. Tracy monitored Mrs. Limpp's activities, and discovered that she and Flyface had been in contact. When Flyface arrived for a holiday dinner at his mother's home, Tracy decided against taking Flyface into custody, and allowed him to enjoy the occasion with his relatives.

Unbeknownst to Flyface, Willie the Fifth had become angry at his legal adviser's prolonged absence, and he sent 2 of his men to Mrs. Limpp's home to retrieve Flyface. Mrs. Limpp pulled a gun on the 2 men, but one of them was able to use Flyface as a human shield and escape with his quarry.

Captured by Tracy[]

Flyface was brought back to Willie the Fifth's headquarters, where Fifth greeted him happily. They were soon confronted by Dick Tracy and the police, who had been led to Fifth's new hideout by the other gang member that Mrs. Limpp had captured. Flyface surrendered, and Willie the Fifth was taken into custody after a brief standoff.

While in jail, Flyface demanded that his law books be brought to him. The jailers allowed this, not realizing that this was part of an escape plan. The pages of Flyface's law books had been coated with a chemical that produced a noxious gas when burned. Flyface and Willie the Fifth (who was being held in an adjoining cell) plugged their noses with filter paper, then set the books on fire. They were presumed to have been overcome by the fumes and were laid out in the open air outside their cells. They used this opportunity to make their escape.

The Hawaii Connection[]

Flyface and Willie the Fifth then went into hiding. They were found by the undercover Hawaiian police officer Haku Kou, who was posing as a criminal to gain their trust. Haku Kou offered to transport the men to Hawaii where they could hide until it was safe to return.

Flyface and Willie the Fifth traveled with Haku Kou to Hawaii, unaware that Haku Kou intended to arrest Willie the Fifth for 2 murders that he had committed in Hawaii in 1956. The men's light aircraft was forced to land on a small Hawaiian island, and Flyface and Willie the Fifth disguised themselves as locals so they could travel to one of the larger islands.

Before Flyface and Willie the Fifth could be taken into custody by the local authorities (and Dick Tracy, who had traveled to Hawaii after being surreptitiously notified by Haku Kou), an offshore earthquake caused a tidal wave that affected the island that they were on. Flyface and Willie the Fifth fled from police on foot along the coastline, but were caught up in the tsunami that struck the area. They were presumed drowned, but their bodies were not recovered.

The Return of Flyface and Willie the Fifth[]


Many years later, Dick Tracy was surprised to see a newspaper advertisement that Willie the Fifth and Flyface would be speaking at a political rally. Tracy met the 2 men at the venue, and they claimed that they had been working undercover for several years for the FBI and were therefore immune for prosecution for their previous crimes. Flyface had taken to wearing a portable electric bug-zapper around his neck, but he was still beset by flies hovering around his face.


Willie the Fifth was eager to return to his life of crime. He arranged with Ed Garcia to steal a prototype energy weapon from a Diet Smith Industries storehouse, and later kidnapped Lizz. Flyface, however, no longer wanted to be a part of Willie the Fifth's illegal activities, and he announced his intention to sever ties with his old comrade. Willie the Fifth, angered at this seeming betrayal, shot and killed Flyface with the stolen energy weapon. Willie the Fifth and Garcia were killed themselves shortly thereafter when the weapon malfunctioned.

Flyface's Legacy[]

Some time later, Flyface's nephew Little Doc embarked on his own criminal enterprise. Doc had inherited Flyface's law books, and he revealed that they all had special properties such as releasing poison gas or acting as incendiary devices.


  • In his initial storyline, Flyface's name was given as Felixweather Limpp. When he reappeared in 2011, his name was given as Felix Weatherlimmp. It is possible that his name was altered during his covert work for the FBI. His name was sometimes spelt Fly-Face.
  • It is unclear if Flyface was actually an attorney. He had legal knowledge and provided legal advice to Willie the Fifth, but it was strongly implied that he was self-taught and not operating in an official capacity. When he returned in 2011, he was identified as Willie the Fifth's lawyer.
  • When Dick Tracy was interviewing Flyface's mother, he came across Flyface's high school yearbook. Flyface had attended a high school with the initials LHS, and his picture had flies in it. The yearbook was dated 1932 and Tracy observed that Flyface was 15 years old in it. That would place Flyface's birth date circa 1917, and meant that he was approximately 42 years old at the time of his first encounter with Dick Tracy.
  • Flyface's habit of saying "Don't call me Flyface" would later be duplicated by Putty Puss.
  • DT19 cvr
    Flyface was considered one of Gould's most repulsive creations. His appearance, followed closely by his equally disgusting mother and nephew, reportedly resulted in many newspapers across the country discontinuing the strip.
  • Flyface (along with Willie the Fifth) has the distinction of being the first classic villain to appear in the strip under the creative team of Mike Curtis and Joe Staton, as well as being the first villain killed by the new team. Flyface (and The Fifth) had previously appeared in an unauthorized storyline on the PLAINCLOTHES website, which was later adapted into the official continuity.
  • Flyface is the villain featured on the cover of IDW Publishing's collection The Complete Dick Tracy Vol. 19.
  • Other characters have looked similar to Flyface these include but are not limited to Fresh Upp's lawyer, Little Notting (The leader of the 52 Gang), and an unnamed criminal on police show-up in the Spready Spensive storyline.
  • In the fictional world of The Midnite Mirror, Willie the Fifth and Flyface were shown to be working in a soup kitchen for the needy.