The Lost Fort Faleria Content . Legend has it that in the early days of Cyrodiil , in the wake of the Alessian Doctrines , there were three lords that formed a regency council over the Kingdom of Kvatch . The name of that king and two of the lords are lost to history . Lord Faleria ' s name , however , is whispered in the night as a cautionary tale of how far one would go to protect those they love . As a young man , Lord Faleria secretly , and to shame of his family , fell in love with an Elven scholar , wise in the ways of dark magic and necromancy . The Nenalata Ayleid s swore fealty to the Empire , but their people were still an unwelcome sight in polite society . Together , they pored over lost secrets , hoping to find a way to be together always . They married in secret and enjoyed a few short years of happiness , which ended with an Imperial decree . To hide his wife from the purge , Lord Faleria expanded his fortress into the underground tunnels beneath the structure . They enlarged the space with magic , the sweat of hired workers , and the help of a tribe of minotaurs . It was to be grand underground complex to match those of his wife ' s Ayleid ancestors , and equally as brutal . As each wing was completed , they secretly had the workers put to death . Some were buried . Some had the life drawn out of them to extend the lives of Lord Faleria and his wife . Of these , some were raised as undead guardians . After all , Lord Farelia could not allow rumors and secrets to get out , and dead guardians spread no tales . As the complex grew , so did Lord Faleria ' s family . He swore to do anything to protect his children - these Elven children - from death or banishment at the hands of the Empire . It was during the birth of their third child that Lady Faleria died . In mourning , his lordship erected a great brass tomb in the tunnels , sealing his love away and promising to do anything to protect her children from the religious zealots of the Empire . At this time , Lord Faleria delved deeper into the study of dark arts , formulating wicked magic fueled bu a darkness from some far realm that consumed all things good and light . He learned to channel the power and found it all but limitless . Lord Faleria edged closer and closer to madness after the death of his Elven wife , though he could never explain his troubles to his peers in the outside world . To keep his Elven family a secret , he continued to use disposable labor to expand their realm and give them new comforts . The children grew into adults , rarely seeing sunlight . Well into adulthood , his youngest son could not take his confinement any longer . He managed to escape , and did so easily and often . Inevitably , as there things happen , the son fell in love with a merchant ' s daughter . Soon , she was with child . The girl ' s family , horrified at the child ' s Elven traits , forced the young woman to confess that her lover was Lord Faleria ' s son . Horrified at being discovered , Lord Faleria took his grandson and hid him with the rest of the family . The Empire was at his gate within days , with charges ranging from treason to giving aid to the enemy . For these crimes against the Empire , he had no defense . But he had prepared a response for this day . In his madness , Lord Faleria performed a dark ritual . If he could not be with his family , he would rather destroy everything he created - and the Imperial Army along with it . The night came . The ritual concluded . It would take only one final gesture to consume the entire castle in eternal darkness . At the final moment , a hand fell upon his shoulder . His son was behind him , standing with the rest of the family . It was too late . The very shadows crawled like smoke from he ground , dissolving objects , walls , men , and mer . Some formed man - like shapes and attacked the besieging army from within . Others opened up like rifts , and the world fell inside them . When it was over , only Lord Faleria remained amid the freshly made ruins . As the legends say , he buried his children and grandchild on the surface , where he never allowed them to go . Then he retreated into the hole in the ground , sealing it behind him . For most great men , the walls and monuments survive far longer than their name . For Lord Faleria , the location of his fort is lost to time , but his name remains .