The Fallen

"*Revenge is mine.*"

- The Fallen's slogan (Same as the title of Transformers: Revenge of the Fallen)

**The Fallen**, formerly known as **Megatronus Prime**, was the Founder and True Leader of the Decepticons, and the master of Megatron who served as the overarching antagonist of the Transformers franchise. After his ambitions grew to a point of irreversible evil, the other Dynasty of Primes turn their back on him and hid the Matrix of Leadership from his reach, eventually hiding it on the once barren Earth. His frightening form was a metal cage for primal, burning forces of chaos, giving him the appearance of a living furnace. These cauldron-like forces purged him of what empathy and morality remained; all that remained was hatred and purest rage. Like his brothers, The Fallen was once a multiversal singularity, meaning that in all of the vast multiverse, he had no alternate-universe doppelganger, but that is now no longer the case.

## History

According to The Fallen, he and his brothers were the first creations of the AllSpark. The planet that would become Cybertron was mostly barren, but as the AllSpark gradually shaped Cybertron around them and gave The Fallen and his brothers power beyond measure, the Cube's own power was depleted. They learned that the its power could be replenished by harvesting the energy of stars, but they were unable to locate new stars to suit their purposes, despite their amazing ability to travel between dimensions using triangular "sarcophagi". As he quested, The Fallen came to believe that the AllSpark was speaking to him, telling him of a grander destiny than that of his brothers, picking him as its "chosen one."

To aid the Dynasty of Primes in their quest, the AllSpark created for them a race of workers that had a power of their own: the ability to transform their bodies into new forms. Some, called "Seekers", could change into interstellar crafts that could locate stars for them, the energies of which would then be harvested to power the AllSpark by massive devices built by the other workers. The Dynasty tempered their search with the rule of sparing stars with inhabited worlds, but The Fallen believed that the Dynasty's compassion would ultimately doom the Cybertronians to inevitable extinction. As he sought a way to fix this problem, The Fallen came to think evil thoughts: What if there were no other Primes to share the AllSpark with? What if its power was his alone?

The Fallen began to court some Transformers to his side. He selected a small number of the Constructicon drones to do his bidding in private, ultimately in service of subverting the Dynasty of Primes in favor of his own agenda. He called this group the Decepticons. Jetfire, The Fallen's most trusted and capable Seeker, began to unwittingly harvest the stars of inhabited star systems; the two would scan a system together, but The Fallen would report that his search areas were devoid of life. This practice got The Fallen and Jetfire into trouble with the other Primes, and so The Fallen began to sow seeds of mistrust in Jetfire. He claimed the Primes' refusal to sacrifice life to save their own planet would be its downfall, and that an army had to be readied in case the Primes betrayed them all.

The Fallen attempted to build a Star Harvester on his own, powered by a counterfeit Matrix of Leadership he had constructed. However, it was unstable, and the resulting explosion infused The Fallen with power he had never known. He now burned with dark, unimaginable powers from within. The Fallen, feeling a darker sense of purpose that complemented his darker powers, traveled from world to world to world, killing scores of organisms and assimilating their technology, and leaving the dry husks of planets in his wake. He evolved, and during his ascension he planned for the eventual battle with his brothers.

As Jetfire joined the Decepticons, The Fallen took them to a planet named Earth, and they built a Star Harvester to claim the Sun. However, it, too, harbored life: The Fallen was building the Harvester there to either bait his brothers into taking action (while he was prepared to kill them all) or to remain in limbo. Either way, he won! Jetfire finally turned against his master, just as the remaining Primes arrived, falling into the traitor's trap. The Fallen warped Jetfire and his other underlings away and faced his brothers alone.

The battle between The Fallen and the other Primes was costly. They did not expect The Fallen to have so much power, and one by one they fell by his wretched hand. He had "expanded his consciousness—absorbed the mental mass of a hive intelligence seventy trillion strong, probed the neural functions of creatures that swim in unrefined thought...". Since last they met, he was "so much more" than they were. The Fallen was able to grab weapons from his stockpile through personal dimensional portals, and one by one he murdered his brothers until there was only one Prime left to oppose him. With one last desperate gamble, the final Prime fled, and he and The Fallen warped from location to location; The Fallen thought this Prime was merely stalling, but he was gravely mistaken. The final Prime had gathered up the bodies of his defeated brothers, and when at last he had collected them all and The Fallen was weak from overteleportation, he used their combined lifeforce to banish The Fallen forever. The Fallen was sent through his sarcophagus and trapped in another dimension, where he crashed into a desolate landscape, swearing revenge. While effectively harmless to the universe outside his prison, his powers remained vast: He could generate space bridges spontaneously, as well as focus his energies into discrete blasts that could unmake creation itself. If he were ever able to escape, he would be a supremely powerful danger.

Knowledge of this was lost through the ages, and the Dynasty of Primes became little more than a myth. Thousands of years later, however, The Fallen's sarcophagus was unearthed on modern-day Cybertron and brought to the quarters of the planet's military leader Megatron. There, sensing the fury and resentment, The Fallen established contact with Megatron, filling him with a new resolve to destroy those who sought out the AllSpark. In the aftermath of Megatron's ruthless battle against a band of aliens seeking the AllSpark, The Fallen further counseled him to seize control of Cybertron to make way for The Fallen's return. He also told him that Optimus sought the AllSpark for himself, and Megatron immediately decided that Optimus and his followers deserved to be killed for this transgression. But simply taking the planet would not be enough. The Fallen also ordered Megatron to build a space cruiser to seek out the Matrix, which he said was a prerequisite to his return. As the ship's construction came to an end, The Fallen told Megatron the story of his origin and his plans regarding the Harvester on Earth. The Fallen ordered Megatron to put his sarcophagus on the ship and then stay behind to fight Optimus's forces and safeguard the AllSpark. Soundwave and a majority of the Decepticon soldiers crewed the ship. Meanwhile, on Cybertron, civil war raged between Optimus's Autobots and Megatron's Decepticons, a war which eventually led to the AllSpark being launched into space.

The *Nemesis* came across the AllSpark's Energon signature, to Soundwave's disbelief. The Fallen began speaking to Soundwave just as a ship crashed into the *Nemesis*, and disappeared once more through a portal. After landing the ship on a dead planet, Soundwave was commanded to pursue the ship via the portal — that The Fallen recognized as a space bridge — it left behind. Later, Megatron found the abandoned *Nemesis* during his pursuit of the AllSpark. He once again spoke with The Fallen, who was furious that Megatron had taken this detour. He ordered him to resume the chase immediately, confident that The Cube would guide them to the Harvester. Megatron obeyed, leaving the sarcophagus in the barren wreckage.

Thousands of years later, Soundwave returned, having recovered a space bridge pillar from the Autobot ship. The Fallen informed Soundwave of Megatron's visit, and Soundwave deduced Megatron was one of the Cybertronians rumored to held captive by the humans, prompting him to return. The Fallen then used the pillar to warp space and time, leaving his prison at last.

Soon after Megatron's death in Mission City, The Fallen made contact with Starscream and used him to organize a Decepticon army and lay the groundwork for his return. He ordered Starscream and his forces to go to Cybertron and await further instruction, and promised that once the Matrix was found, Earth would burn". Unfortunately for The Fallen, the Autobot twins Skids and Mudflap learned the Starscream was colluding with The Fallen (though not knowing who or what The Fallen was), and headed for Earth to warn Optimus Prime. The Fallen had Soundwave contact one of his Seekers still on the planet, Ransack, and had him dispatched him to deal with the Twins. He angrily warned Starscream not to fail again, However, due to his imprisonment, The Fallen could only communicate with his generals and not Ransack directly, which led to Soundwave taking his own actions and working his own angles to try and find the Tomb of the Primes, which included recruiting the Twins, rather than eliminating them. In a fitting act of cosmic irony, the twins turned out to be faking their defection, and they put an end to Soundwave's treacherous scheme. Ransack intended to inform The Fallen, but evidently never made it, while Skids and Mudflap decided that, after all the trouble they had gotten in to after coming to Earth, they'd better not telling anyone about that whole "Fallen" thing they'd learned about after all.

### Transformers 2: Revenge Of The Fallen (2009) Film

Nineteen thousand years ago, The Fallen accompanied his brother Primes to Earth in an attempt to harvest the star it orbited. Just as they had completed construction of the Star Harvester, The Fallen discovered a primitive race of hunters. The Primes invoked their rule of the sanctity of life and refused to activate the Harvester, but The Fallen despised the humans as simple insects and attempted to activate the Harvester. A great battle took place, but ultimately, The Fallen was defeated and his 6 brother Primes sacrificed their own lives to hide and entomb the Matrix of Leadership with their bodies, and The Fallen's Harvester was concealed many years later within a pyramid in what was later, Egypt. The Fallen dispatched the Seekers to locate the Matrix, but they proved unable and he eventually abandoned them. The Fallen became known as the First and Original Decepticon, and he became the master of Megatron, leader of the faction. He employed Megatron in the pursuit of the AllSpark. After the events of Transformers (2007) and Megatron's defeat at Mission City, the AllSpark was destroyed and reduced to two mere fragments.

Upon Megatron's revival, he traveled to *The Nemesis,* which crashed on a cold, icy moon of Saturn, where The Fallen stayed in a life-support chair while Starscream oversaw the creation of a new army of Decepticons. Prostrating himself before The Fallen, Megatron said that he had failed his master and their race by allowing the AllSpark to be destroyed. Amused by his disciple's misinformation, The Fallen revealed that The Cube was merely a vessel, while the knowledge and power within the AllSpark was instead placed within the mind of the human who had challenged Megatron, Sam Witwicky. With the knowledge within Sam's mind, they could find the Star Harvester and the Matrix needed to activate it. Megatron asked permission to avenge himself but The Fallen told him to have patience. Though he could understand his desire, The Fallen himself hungered to return to the wretched planet where his brothers, the Primes had betrayed him. The Fallen also explained that the only threat to him was the last surviving Prime, Optimus. Since Optimus would protect Sam, The Fallen ordered Megatron to capture the boy and draw out the Prime.

Megatron's mission was partially successful: although Sam escaped, Optimus came to defend him and died in the process. The Fallen sensed his death and was very pleased, knowing that the time to strike was now. When the Decepticons traveled to the Earth's surface in re-entry modes, The Fallen accompanied them, destroying an aircraft carrier as well as attacking several cities. As the aircraft carrier sank into the ocean, The Fallen quietly intoned that revenge was finally his. The Fallen tapped into Earth's communication network, and announced the presence of the Transformers on Earth on worldwide television, demanding the "human hive" hand over Sam or be destroyed.

Unfortunately, Sam was in Egypt hunting for the Matrix of Leadership after being told it might be able to revive Optimus. He succeeded, but moments after Prime's resurrection, The Fallen teleported and appeared amongst the assorted NEST troops, teleporting again, scattering the soldiers, pinning Optimus and stealing the Matrix. He then teleported to the now uncovered Harvester, and as he inserted the Matrix into the machine, he declared that his brothers had failed as he now claimed the Sun. While it charged, the humans attempted to destroy the Harvester with their heavy weapons. Unimpressed with their display, The Fallen demonstrated his considerable power by destroying the attacking military forces with using telekinesis. Later then, he raised a blockade of debris to prevent an air strike. However, a super-powered Optimus Prime, now fused with Jetfire, attacked The Fallen and destroyed the Harvester, sending them, along with Megatron, falling to the ground below.

Enraged, The Fallen commanded Optimus to join his brothers in death and Optimus responding that they were his brothers too and the two engaged in a fierce duel, but it quickly became apparent that Optimus was strong enough to face The Fallen. Megatron attacked Optimus in an attempt to help his master, but was quickly overpowered and knocked out. The Fallen counterattacked Optimus, managing to rip off Prime's left rocket thruster and strike him in the face with it. However, Optimus eventually managed to impale The Fallen through his shoulder with his own Shock-Spear, then demanded his face, pulling the spear back, ripping off The Fallen's face, revealing his skull and causing him to roar in pain and rage. Wounded, he attempted to stumble away but Optimus Prime came up behind him, punched through his chest and ripped out his spark core with his bare hand before crushing it. Prime then stood back as The Fallen slid to the ground, Energon leaking from his mouth, thus finally killing The Fallen.

Afterwards, a wounded and horrified Megatron fled with Starscream and the Autobots and their allies declared victory. It is unknown what happened to The Fallen's body following his death.

### IDW Movie Comics

According to The Fallen, he and his brothers were the first creations of the Allspark. The planet that would become Cybertron was mostly barren, but as the AllSpark gradually shaped Cybertron around them and gave The Fallen and his brothers power beyond measure, the cube's own power was depleted. They learned that the its power could be replenished by harvesting the energy of stars, but they were unable to locate new stars to suit their purposes, despite their amazing ability to travel between dimensions using triangular "sarcophagi". As he quested, The Fallen came to believe that the AllSpark was speaking to him, telling him of a grander destiny than that of his brothers, picking him as its "chosen one."

To aid the Dynasty of Primes in their quest, the AllSpark created for them a race of workers that had a power of their own: the ability to transform their bodies into new forms! Some, called "Seekers", could change into interstellar crafts that could locate stars for them, the energies of which would then be harvested to power the AllSpark by massive devices built by the other workers. The Dynasty tempered their search with the rule of sparing stars with inhabited worlds, but The Fallen believed that the Dynasty's compassion would ultimately doom the Cybertronians to inevitable extinction. As he sought a way to fix this problem, The Fallen came to think evil thoughts. What if there were no other Primes to share the AllSpark with? What if its power was his alone?

The Fallen began to court some Transformers to his side. He selected a small number of the Constructicon drones to do his bidding in private, ultimately in service of subverting the Dynasty of Primes in favor of his own agenda. He called this group the Decepticons. Jetfire, The Fallen's most trusted and capable Seeker, began to unwittingly harvest the stars of inhabited star systems; the two would scan a system together, but The Fallen would report that his search areas were devoid of life. This practice got The Fallen and Jetfire into trouble with the other Primes, and so The Fallen began to sow seeds of mistrust in Jetfire. He claimed the Primes' refusal to sacrifice life to save their own planet would be its downfall, and that an army had to be readied in case the Primes betrayed them all.

The Fallen attempted to build a Star Harvester on his own, powered by a counterfeit Matrix of Leadership he had constructed. However, it was unstable, and the resulting explosion infused The Fallen with power he had never known. He now burned with dark, unimaginable powers from within. The Fallen, feeling a darker sense of purpose that complemented his darker powers, traveled from world to world to world, killing scores of organisms and assimilating their technology, and leaving the dry husks of planets in his wake. He evolved, and during his ascension he planned for the eventual battle with his brothers.

As Jetfire joined the Decepticons, The Fallen took them to a planet named Earth, and they built a Star Harvester to claim the Sun. However, it, too, harbored life: The Fallen was building the harvester there to either bait his brothers into taking action (while he was prepared to kill them all) or to remain in limbo. Either way, he won! Jetfire finally turned against his master, just as the remaining Primes arrived, falling into the traitor's trap. The Fallen warped Jetfire and his other underlings away and faced his brothers alone.

The battle between The Fallen and the other Primes was costly. They did not expect The Fallen to have so much power, and one by one they fell by his wretched hand. He had "expanded [his] consciousness—absorbed the mental mass of a hive intelligence seventy trillion strong, probed the neural functions of creatures that swim in unrefined thought..." Since last they met, he was "so much more" than they were. The Fallen was able to grab weapons from his stockpile through personal dimensional portals, and one by one he murdered his brothers until there was only one Prime left to oppose him. With one last desperate gamble, the final Prime fled, and he and The Fallen warped from location to location; The Fallen thought this Prime was merely stalling, but he was gravely mistaken. The final Prime had gathered up the bodies of his defeated brothers, and when at last he had collected them all and The Fallen was weak from overteleportation, he used their combined lifeforce to banish The Fallen forever. The Fallen was sent through his sarcophagus and trapped in another dimension, where he crashed into a desolate landscape, swearing revenge.

Knowledge of this was lost through the ages, and the Dynasty of Primes became little more than a myth. Thousands of years later, however, The Fallen's sarcophagus was unearthed on modern-day Cybertron and brought to the quarters of the planet's military leader Megatron. There, sensing the fury and resentment, The Fallen established contact with Megatron, filling him with a new resolve to destroy those who sought out the AllSpark. In the aftermath of Megatron's ruthless battle against a band of aliens seeking the AllSpark, The Fallen further counseled him to seize control of Cybertron to make way for The Fallen's return. He also told him that Optimus sought the AllSpark for himself, and Megatron immediately decided that Optimus and his followers deserved to be killed for this transgression.

But simply taking the planet would not be enough. The Fallen also ordered Megatron to build a space cruiser to seek out the Matrix, which he said was a prerequisite to his return. As the ship's construction came to an end, The Fallen told Megatron the story of his origin and his plans regarding the harvester on Earth. The Fallen ordered Megatron to put his sarcophagus on the ship and then stay behind to fight Optimus's forces and safeguard the AllSpark. Soundwave and a majority of the Decepticon soldiers crewed the ship. Meanwhile, on Cybertron, civil war raged between Optimus's Autobots and Megatron's Decepticons, a war which eventually led to the AllSpark being launched into space.

The *Nemesis* came across the AllSpark's energon signature, to Soundwave's disbelief. The Fallen began speaking to Soundwave just as a ship crashed into the *Nemesis*, and disappeared once more through a portal. After landing the ship on a dead planet, Soundwave was commanded to pursue the ship via the portal—that The Fallen recognized as a space bridge—it left behind. Later, Megatron found the abandoned *Nemesis* during his pursuit of the AllSpark. He once again spoke with The Fallen, who was furious that Megatron had taken this detour. He ordered him to resume the chase immediately, confident that the Cube would guide them to the harvester. Megatron obeyed, leaving the sarcophagus in the barren wreckage.

Thousands of years later, Soundwave returned, having recovered a space bridge pillar from the Autobot ship. The Fallen informed Soundwave of Megatron's visit, and Soundwave deduced Megatron was one of the Cybertronians rumored to held captive by the humans, prompting him to return. The Fallen then used the pillar to warp space and time, leaving his prison at last...

### Titan Movie Comics

The Fallen was the worst of the worst—he made Devastator look like a puppy with a bad tummy!

Legend had it that the first seven Transformers were created by Primus, but the Fallen believed them to be creations of the AllSpark. Their task was to harvest Energon for the AllSpark without endangering alien life, but the Fallen cared nothing for the puny meatsacks of Earth and tried to harvest the Sun! His duped servant Jetfire watched in horror as the Fallen imprisoned the other six Primes! However, the Primes still managed to sacrifice themselves to hide the Creation Matrix, key to the AllSpark, while the Fallen was imprisoned in a pocket dimension on one of Saturn's moons... until Megatron released him!

Soon after Megatron's death in Mission City, The Fallen made contact with Starscream and used him to organise the Decepticon army and lay the groundwork for his return. He ordered Starscream and his forces to go to Cybertron and await further instruction, and promised that once the Matrix was found, Earth would *burn*! Unfortunately for The Fallen, Autobot twins Skids and Mudflap learned the Starscream was colluding with The Fallen (though not who or what The Fallen *was*), and headed for Earth to warn Optimus Prime. The Fallen had Soundwave contact one of his Seekers still on the planet, Ransack and had him dispatched him to deal with the Twins. He angrily warned Starscream not to fail again, grrrr!

However, due to his imprisonment, the Fallen could only communicate with his generals and not Ransack directly, which led to Soundwave taking his own actions and working his own angles to try and find the Tomb of the Primes, which included recruiting the Twins, rather than eliminating them. In a fitting act of cosmic irony, the twins turned out to be faking their defection, and they put an end to Soundwave's treacherous scheme. Ransack intended to inform the Fallen, but evidently never made it, while Skids and Mudflap decided that, after all the trouble they had gotten in to after coming to Earth, they'd better not telling anyone about that whole "Fallen" thing they'd learned about after all.

### Law and Disorder

The Fallen suffered from iron barnacles in the folds of his armour... and if YOU were an Autobot sympathiser, you would be forced to clean them out!

### Toy Bios

Since even before history was recorded on Cybertron, the Fallen has lurked in the shadows, guiding the fate of his fellow machines. His is the hand in the darkness that drives the engines of fate. It was him that engineered the civil war on Cybertron and drove the Decepticons to slaughter their Autobot counterparts. Now on the primitive, flesh-slug infected planet known as Earth, he has stepped out of the shadows to finally seize the power he has sought for millennia.

For thousands of years, the Fallen has recruited proxies to scour the cosmos for the star harvester he required before returning to Earth, the very planet on which his quest began. Nothing will stand in his way this time, and he will scour the surface of this disgusting world clean in the fire of his rage and search through the blasted rubble for that which he seeks.

Aware that only a true Prime can destroy him, the Fallen has entered every battle knowing that the outcome of his victory is inevitable. Modern-day Autobots such as Ratchet and Highbrow stand no chance against him, for he wields the power of advanced technology that look like magic. The Fallen will crush the miserable Autobots that dare to challenge him before proceeding with his plans as if the interruption never occurred.

As a desperate battle raged in the desert below him, the Fallen reveled in his triumph. The ancient machine with which he intends to harvest the Sun's energy would soon be uncovered and the Earth would be destroyed if he were to fin.

## Relationship

### **Family**

* Dynasty of Primes (Six Brothers)
* Thirteen Primes (Brothers and Sister)

### **Friends**

* Megatron
* Starscream
* Other Decepticons

### **Enemies**

* Optimus Prime
* Primus

## Powers And Abilities

* **Telekinesis:** The Fallen can manipulate objects such as vehicles, objects like the remains of the pyramid, and matter.
* **Semi-Immortality:** The Fallen has Semi-Immortality, thus he can't age but can still be vulnerable to wounds.
* **Regenerative Durability:** The Fallen possess a capability to enhance resistance to any damage, greatly accelerating his durability.
* **Strength Combat:** The Fallen can greatly induce his strength while at some serious combats. One example would be when he ripped off Optimus' Jet engine and throws it at him.
* **Strength Material Manipulation:** The Fallen can manipulate objects like the remains of the pyramid, which he used to cause the jet fighters to crash into or fly away to prevent an air attack upon the Star Harvester within the pyramid, himself and his disciple, Megatron.
* **Teleportation:** The Fallen can teleport and upon landing somewhere, it causes a massive shockwave on impact which also causes a great stun in an area.
* **Combat Perception:** When The Fallen realizes that Optimus was about to fight him, he then jumped to Optimus to evade flying to the Sun Harvester. With this ability, The Fallen could almost see and predict the enemy's attacks.
* **Combat Empowerment:** This ability makes The Fallen super faster in dodging, avoiding attacks and attacking. He dodges some of Optimus' attacks and rips off his jetpack and quickly dodges and hits him.
* **High Intelligence:** Quickly smarter. This ability makes The Fallen better when cooperating than his brothers.
* **Elemental Energy Control:** The Fallen can manipulate any objects.
* **Supernatural Reflexes:** The Fallen can and will predict when an enemy will attack him and quickly dodging the attacks, immuning The Fallen almost completely.

## Weapons

* **Shock-Spear:** The Fallen uses his spear in case of any attacks occur to him.

## Gallery

To see more images go to: **The Fallen/Gallery**

The Fallen.jpegShock-SpearThe Fallen Power Abilities- High Intelligence.jpegThe Fallen's Power Abilities: High IntelligenceThe Fallen Power Abilities- Teleportation.jpegThe Fallen's Power Abilities: TeleportationThe Fallen Weapon’s Shockspear.jpegThe Fallen's Weapon: Shock-SpearThe Fallen Power Abilities Elemental Energy Control.jpegThe Fallen's Power Abilities: Elemental Energy ControlThe Fallen Power Abilities- Telekinesis.jpegThe Fallen's Power Abilities: TelekinesisThe Fallen Power Abilities- Strength Material Manipulation.jpegThe Fallen's Power Abilities: Strength Material ManipulationThe Fallen Power Abilities Combat Perception.jpegThe Fallen's Power Abilities: Combat PerceptionThe Fallen Power Abilities Regenerative Durability.jpegThe Fallen's Power Abilities: Regenerative DurabilityThe Fallen Power Abilities Combat Empowerment.jpegThe Fallen's Power Abilities: Combat EmpowermentThe Fallen Power Abilities Strength Combat.jpegThe Fallen's Power Abilities: Strength Combat
## Trivia

* The Fallen aka Megatronus Prime is the Member of the Live Action Series Version of the Thirteen Primes (Information from the Transformers: The Last Knight App)
* The Fallen original Name was Megatronus Prime
* The Fallen was before the Shroud Event a Multiversal singularity.