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This article is about the rebel faction itself. For the faction's emissary quest, see N [45] The Nightfallen. For the race of diminished nightborne, see Nightfallen. For the armed conflict over Suramar City, see Nightfallen rebellion.
HordeThe Nightfallen
Nightborne Crest
Dusk lily sigil of the Nightfallen
Main leader IconSmall Thalyssra IconSmall Nightfallen Female First Arcanist Thalyssra
Secondary leaders

IconSmall Oculeth IconSmall Nightfallen Male Chief Telemancer Oculeth
IconSmall Valtrois IconSmall Nightfallen Female Arcanist Valtrois

IconSmall Nightborne Female Ly'leth Lunastre
Race(s) NightborneNightborne Nightborne
IconSmall Nightfallen MaleIconSmall Nightfallen Female Nightfallen
IconSmall Withered Withered
IconSmall Construct Nightborne construct
Capital Suramar City
Base of operations Nighthold, Shal'Aran
Theater of operations Suramar, Broken Isles
Sub-group(s) Duskwatch
Affiliation Suramar, Horde
  Formerly Independent
Status Active
Quartermaster IconSmall Thalyssra IconSmall Nightfallen Female First Arcanist Thalyssra
Tabard Nightfallen Tabard

“We are only as strong as our will.”

First Arcanist Thalyssra

The Nightfallen, also called Dusk Lily rebels,[1] or simply the Dusk Lily,[2][3] are a dissident nightfallen and nightborne faction that splintered from the rest of nightborne society in Suramar City and led a rebellion to overthrow Grand Magistrix Elisande and her demonic allies. Led by First Arcanist Thalyssra, the Nightfallen waged a successful war of resistance against Elisande's loyalist forces, eventually taking control of Suramar.

With their success, they liberated Suramar and its people from the Burning Legion and expelled the demons from the city. They would also continue to aid the defenders of Azeroth in their wider fight against the Legion. Now sole rulers of their people, Thalyssra and the Nightfallen began to forge a new future for the nightborne race. In this new role, they would be responsible for the subsequent nightborne entry into the Horde.

For most of the rebellion, the main headquarters of the Nightfallen remained the underground complex of Shal'Aran, though they maintained bases and safehouses throughout Suramar. Having come to power in the city, they are now based in the Nighthold itself, the traditional seat of power for Suramar's rulers.



Legion This section concerns content related to Legion.
Main article: Nightfallen rebellion

The Nightfallen were founded as a direct result of the Burning Legion's third invasion of Azeroth. When the demons first arrived on the world in the Broken Isles, they made contact with the nightborne in Suramar. Threatened with annihilation, Grand Magistrix Elisande reached an accord with the Legion, though many citizens opposed this decision. One of these dissidents, First Arcanist Thalyssra personally led a failed coup to prevent Elisande lowering Suramar's defenses to the Legion. Despite her efforts, the attempt was betrayed and crushed, with Thalyssra herself escaping on the brink of death.[4]

Shal'Aran inhabited

The Nightfallen base at Shal'Aran

Though her city was now occupied by demonic forces, the First Arcanist refused to give up the struggle. She made her way to the subterranean ruins of Shal'Aran in central Suramar and made contact with outsiders also resisting the Burning Legion based from Dalaran. Order Hall champions sent by Archmage Khadgar eventually responded to Thalyssra's plea, saving her life and claiming Shal'Aran.[5] Her position stable, Thalyssra began to take the first steps in forming an effective resistance movement.

Fortunately for the fledgling rebellion, many nightborne were still strongly (albeit secretly) opposed to the Legion's arrival. Before long, many key figures had been recruited, such as Arcanist Valtrois, Chief Telemancer Oculeth, Silgryn, and Lady Ly'leth Lunastre. Refugees and exiled dissidents from across Suramar joined the faction, which had become known as the Nightfallen in reference to the devolved state most of the rebels were in, cut off as they were from the energies of the Nightwell. They also began training withered to help them fight their opponents.

With the help of their foreign allies, the Nightfallen quickly gained ground and support against Elisande and her forces. The war they waged was one of stealth, employing hit-and-run tactics and keeping to disguises and the shadows. The figure of First Arcanist Thalyssra in particular inspired hope and support among the populace,[6][7] while Elisande's worsening cruelty alienated many of her allies.[8][9] The dusk lily, a flower associated personally with Thalyssra, would become the main symbol of both the rebellion and the Nightfallen themselves.

Nightfallen Nighthold 1

The Nighthold under Nightfallen control

As the conflict reached its climax, the Nightfallen were able to reverse their withering state through the fruit of the powerful arcan'dor tree, which freed them from their magical addiction. Coupled with the arrival of three other elven armies to support them,[10] the Nightfallen were ready to march on Suramar City and topple the Grand Magistrix's regime. After battling through the city and laying siege to the Nighthold,[11] they and their allies were finally successful; Elisande was slain and the Burning Legion firmly defeated in Suramar.

In a closing act of the civil war, and as part of her new role in leading her people, Thalyssra made the decision to let the waning Nightwell die. She reasoned that its death would mark a new beginning awaited the nightborne, with the Nightfallen guiding them in rejoining the world.[12]

New beginnings[]

Battle for Azeroth This section concerns content related to Battle for Azeroth.

The Nightfallen would continue to support their allies in the ongoing war in the Broken Isles against the Legion, which eventually proved successful. Suramar itself has suffered terribly in the civil war, and work was done to rebuild their society and their city. First Arcanist Thalyssra assumed the role of leader, while other prominent Nightfallen also took up positions of power from the Nighthold. The Duskwatch, once the rebellion's sworn enemy, was assimilated into the new regime. The deserter-turned-rebel Victoire was placed in charge of the security force and made First Blade under Thalyssra.

Despite the successes they had achieved, Thalyssra was convinced that the nightborne should seek out allies as they took their new place in the world. Though she considered joining the Alliance, in the end she and the other Nightfallen would ally with the Horde.[13] In the lead-up to the Fourth War, the Nightfallen would join the Horde in their preparations for war, while many new nightborne adventurers ventured out into the world for the first time.


Many quests in Suramar award reputation, and completing Achievements zone suramar [Nightfallen But Not Forgotten] opens up their world quests. Progressing further into the faction's storyline unlocks more quests for additional reputation. Inv relics runestone [Arcane Remnant of Falanaar] and Inv misc rune 13 [Arcane Tablet of Falanaar] both come from chests in N [45WQ] Withered Army Training, and after completing the mission.

Playable Nightborne begin at exalted reputation by default.

Faction description

These exiled Nightborne elves suffer withdrawals after being cut off from the Nightwell. They oppose their people's alliance with the Legion and fight for some kind of redemption.


Cut off from all sources of Arcwine, First Arcanist Thalyssra will have to be provided with Inv misc ancient mana [Ancient Mana], along with Chief Telemancer Oculeth and Arcanist Valtrois (after they have been recruited) in order to feed them and allow them to keep functioning.

Each one has an Arcane Thirst meter that starts at 100 and slowly depletes to 1. As part of their quests, they will need to be sated once as an example mechanic. From 100 to 1 takes about one day, thus, they each have a daily feed requirement of 50 Ancient Mana. This will reward a unique one hour buff and 75 reputation.

Their state will be listed as Stable until their Arcane Thirst reaches 1, at which point they will be listed as Withering. When this happens, the quest giver will be starving, start trembling, and will not be able to do anything until fed. Once N [45] Friends On the Outside is completed, the buffs can also be purchased at any time; altogether, it is also at a discount at 120 Ancient Mana.

Note that for gameplay purposes, the quest givers will not actually become Withered if you do not do their daily feeding over a long period of time since such a change is said to be permanent and irreversible.


First Arcanist Thalyssra
Rep Item Cost Type Other
Friendly Inv boot cloth legionendgame c 01 [Nightfall Slippers] 500g Cloth feet
Inv boot leather legionendgame c 01 [Irongrove Refugee Boots] 500g Leather hands
Inv boots mail legionendgame c 01 [Footpads of the Nightrunners] 500g Mail hands
Inv boot plate legionendgame c 01 [Scavenged Felsoul Sabatons] 500g Plate hands
Honored Inv cloth legiondungeon c 01 [Braided Manastring Cinch] 1000g Cloth waist
Inv plate deathknightclass d 01glove [Deathlord's Gauntlets] 500g Plate hands
Inv plate warriorclass d 01gloves [Battlelord's Gauntlets] 500g Plate hands
Inv plate paladinclass d 01gloves [Gauntlets of the Silver Hand] 500g Plate hands
Inv mail shamanclass d 01gloves [Farseer's Gauntlets] 500g Mail hands
Inv mail hunterclass d 01gloves [Grips of the Unseen Path] 500g Mail hands
Inv glove leather classsetdemonhunter d 01 [Gloves of the Shattered Abyss] 500g Leather hands
Inv leather druidclass d 01gloves [Gloves of the Dreamgrove] 500g Leather hands
Inv leather monkclass d 01gloves [Grandmaster's Palms] 500g Leather hands
Inv leather rogueclass d 01glove [Gloves of the Uncrowned] 500g Leather hands
Inv cloth mageclass d 01gloves [Gloves of Tirisgarde] 500g Cloth hands
Inv cloth priestclass d 01gloves [Gloves of the High Priest] 500g Cloth hands
Inv cloth warlockclass d 01glove [Gloves of the Black Harvest] 500g Cloth hands
Inv rod titanium [Mobile Telemancy Beacon] 300g Toy
Sha ability rogue bloodyeye nightborne [Boon of the Manaseeker] 100g Shoulder enchant
Icon treasuremap [Treasure Map: Suramar] 20g Treasure map
Revered Inv 7 0raid necklace 10b [Mana-Soaked Amethyst Pendant] 5,000g Neck
Inv helm mask fittedalpha b 01 nightborne 01 [Home Made Party Mask] 500g Toy
Levelupicon lfd [Extinguished Eye] 500g Companion
Exalted Inv plate deathknightclass d 01shoulder [Deathlord's Mantle] 500g Plate shoulders
Inv plate warriorclass d 01shoulder [Battlelord's Pauldrons] 500g Plate shoulders
Inv plate paladinclass d 01shoulder [Spaulders of the Silver Hand] 500g Plate shoulders
Inv mail shamanclass d 01shoulder [Farseer's Shoulderguards] 500g Mail shoulders
Inv mail hunterclass d 01shoulder [Spaulders of the Unseen Path] 500g Mail shoulders
Inv shoulder leather classsetdemonhunter d 01 [Spaulders of the Shattered Abyss] 500g Leather shoulders
Inv leather druidclass d 01shoulders [Amice of the Dreamgrove] 500g Leather shoulders
Inv leather monkclass d 01shoulder [Grandmaster's Shoulderguards] 500g Leather shoulders
Inv leather rogueclass d 01shoulder [Shoulderblades of the Uncrowned] 500g Leather shoulders
Inv cloth mageclass d 01shoulder [Mantle of Tirisgarde] 500g Cloth shoulders
Inv cloth priestclass d 01shoulder [Spaulders of the High Priest] 500g Cloth shoulders
Inv cloth warlockclass d 01shoulder [Amice of the Black Harvest] 500g Cloth shoulders
Inv tabard a 90nightfallen [Nightfallen Tabard] 300g Tabard
Formula: Enchant Ring - Binding of Critical Strike (Rank 3) 1,500g Enchanting formula Rank 3
Formula: Enchant Ring - Binding of Mastery (Rank 3) 1,500g Enchanting formula Rank 3
Formula: Enchant Ring - Binding of Versatility (Rank 3) 1,500g Enchanting formula Rank 3
Formula: Enchant Cloak - Binding of Intellect (Rank 3) 1,500g Enchanting formula Rank 3
Design: Subtle Shadowruby Pendant (Rank 3) 1,500g Jewelcrafting design Rank 3
Pattern: Imbued Silkweave Bracers (Rank 3) 1,500g Tailoring pattern Rank 3
Pattern: Imbued Silkweave Pantaloons (Rank 3) 1,500g Tailoring pattern Rank 3
Pattern: Imbued Silkweave Slippers(Rank 3) 1,500g Tailoring pattern Rank 3
Paragon Inv suramarflyingcarpet [Leywoven Flying Carpet] Special Mount



Name Role Status Location
Horde IconSmall Thalyssra First Arcanist Thalyssra Founder and leader Alive Various
Horde IconSmall Oculeth Chief Telemancer Oculeth Founding member and telemancy expert Alive Suramar
Horde IconSmall Valtrois Arcanist Valtrois Founding member and ley line expert Alive Various
Horde IconSmall Nightborne Female Ly'leth Lunastre Prominent noble sympathizer Alive Various
Horde IconSmall Nightborne Male Silgryn Founding member Alive Suramar
Horde IconSmall Nightborne Male Vanthir Head of operations at the Waning Crescent Alive Suramar
Horde IconSmall Nightborne Female Victoire Duskwatch deserter and arms expert; later First Blade under the new regime Alive Suramar
Horde IconSmall Nightborne Male Absolon Member Alive Suramar
Horde IconSmall Nightborne Female Margaux Secret sympathizer and manager at the Twilight Vineyards Deceased Twilight Vineyards, Suramar
Horde IconSmall Nightborne Male Sylverin Member; former assistant to Margaux Alive Suramar
Horde IconSmall Nightborne Female Maribeth Member and innkeeper at Shal'Aran Alive Suramar
Horde IconSmall Nightborne Male Arluin Hired informer and agent Deceased Suramar
Horde IconSmall Nightborne Female Arluelle Agent and member Alive Suramar
Horde IconSmall Nightfallen Male Thaedris Feathersong Member Alive Suramar
Horde IconSmall Nightborne Female Melitier Vahlouran Emissary to the Horde Alive Orgrimmar
Horde IconSmall Nightfallen Male Rovendros Member Alive Suramar
Neutral IconSmall Nightfallen Female Elieth Member Deceased Suramar



Patch changes[]


External links[]

Faction Paragon