The fifth Magic expansion is the last one before we move into 'blocks' -- which is a year's worth of products consisting of one big (300+ cards) expansion and two smaller (100+ cards) expansion. Both The Dark and Fallen Empires are all essentially treated as leading up to the 'big thing' in this period of time in Magic, which was the next expansion Ice Age.
Fallen Empires was infamous for being a bit of a product blunder for WOTC -- the set was overproduced as demand was severely overestimated. The cards aren't just weaker than previous expansions, they are extremely underpowered. Not helping things was the relatively mild power level of the Fallen Empires cards, making it not the most popular expansion in all of the metrics that people use to judge how successful an expansion is.
But the flavour, though? The flavour was great. The titular 'Fallen Empires' are focused on the continent of Sarpadia, which had five empires (one for each colour) -- which all fell due to some sort of uprising of a different race or faction. This was the first set where the flavour text actively tied to each other and created a setting, and you could piece together the origins of the Thrulls and how they were able to overcome and overthrow the Order of the Ebon Hand. How the elves magically created the plants of Thallids and Saprolings as essentially livestock, and they rebelled. How the Homarids, displaced by some strange change in climate, attacked the Vodalian Merfolk. How the goblins and orcs banded together to crush the dwarves, and how religious fanatics destroyed the holy city of Icatia.
Also, as a result of all of these factions, Fallen Empires expanded a lot more on tribal synergies that were highlighted by the goblins of The Dark. The set didn't have a lot of Homarids and Merfolk just because it's cool, but because they were meant to work together mechanically in a deck. I am a huge fan of these tribal and creature-type synergies, and I've always liked how relatively early it came into play in the franchise.
Also another thing that Fallen Empires introduced -- and was abandoned by WOTC basically after this expansion -- are alternate card artworks. Many of the same cards had three to four different artwork representing different types of 'Thallids' or 'Initiates of the Ebon Hand' or whatnot, which was a great way to add to the world-building without making the card pool too large. This was abandoned until relatively recently, and I think the idea was that WOTC wanted each artwork to instantly tell you what card it is. Nowadays, though, with many staple/popular cards being reprinted over and over again, alternate card art ends up being commissioned more often... and in the recent couple of years, they have absolutely exploded with most of the rarer cards having alternate artwork as 'chase variants' even in regular booster packs. More artwork to enjoy, I say! Nice, Fallen Empires, for being ahead of the curve!
Pretty great flavour all around, and at shy over 100 cards, it's a nice showcase that the cards can have quite a fair bit of storyline interconnectivity just with art and flavour text.
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[Originally released as 'The Dark & Fallen Empires' in August 2019; rewritten in February 2025]
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My original Fallen Empires review was probably what made me decide to redo all of my old MTG work... in addition to the whole 'broken picture links' thing. I tried to make it a point to talk about every single art variation of every single monster, which just made the original version of this entire review unwieldy and unnecessarily repetitive. So I'm just going to trust that me discussing the multiple card art for the same card is something that's an easy enough concept to digest that I can put two of the Order of the Ebon Hand here and the third alternate art after the break.


My original Fallen Empires review was probably what made me decide to redo all of my old MTG work... in addition to the whole 'broken picture links' thing. I tried to make it a point to talk about every single art variation of every single monster, which just made the original version of this entire review unwieldy and unnecessarily repetitive. So I'm just going to trust that me discussing the multiple card art for the same card is something that's an easy enough concept to digest that I can put two of the Order of the Ebon Hand here and the third alternate art after the break.
The Ebon Hand is a typical Black-aligned group of evil necromancers and knights, which is basically what you'd get from an organization called the 'Ebon Hand'. Several cards in Black represented the organization, and these alternate artwork allows you to visualize that what counts as a 'Order of the Ebon Knight' creature can look drastically different even if they have the same stats and abilities.
The one on the left is a pretty cool knight with a metallic green armour and a stylistically enlarged knight's visor, and armed with a butcher knife and a giant buzzsaw for a shield. However, the one on the right isn't even a human but rather a armoured centaur! The updated creature type is just 'Cleric' and does not specify the species, probably because of that centaur!


But that's enough of boring old humans and centaurs. Black in Fallen Empires is all about the Thrulls! The storyline told by the various flavour texts of the cards in this set (all the alternate artwork have different flavour text as well) explain the story of the Thrulls. They were creatures magically and artificially created by the Ebon Blade by a combination of necromancy and alchemy... for the express purpose of being essentially mana batteries. Not quite zombies, not quite homunculi, the thrulls are wretched beings whose sole purpose is to die.
We have four variations of the Basal Thrull, and it communicates its effect well -- you sacrifice it to add two additional black mana. The cost of doing so is a bit too high to be good in actual gameplay, but we're not really here to discuss gameplay. We're here to discuss the monsters! Our first Basal Thrull (art by Richard Kane-Ferguson) is a wretched being. We've got mismatched hands, a malformed head, and a face that seems to either be sloughing off. One of its eyes is swollen shut and the other is dripping away. Really wretched looking.
Our second Basal Thrull (by Christopher Rush) is a more 'badass' looking one. Jet-black skin, massive fangs, an exposed tongue, and random organic features; if not for the context, this could very easily pass off as a 'horror' or an 'imp'. But it is still just a 1/2 Basal Thrull... and the flavour text notes that the Master Breeders explicitly tried to make the things hideous to 'inspire fear and revulsion'. This is where the alternate artworks shine, I think -- with non-standardized creatures like the Thrulls.


Phil Foglio's Basal Thrull, as with most of his artwork, is a much more comical look, showing three different Thrulls about to be sacrificed. Again, all three of these things are Thrulls, showing the variety in these artificially-created beings. The one on the right is a jet-black guy with a monster bug face. The central one is a purple guy with three eyes and a very comically panicked expression. And the one on the left is green-orange with a single sad eye. They're about to be sacrificed!
Our final Basal Thrull (by Kaja Foglio) looks a lot more humanoid... but deformed. It's got a nasty, hag-witch-looking face with mismatched eyes, a crazed fang-filled mouth and a long dripping nose. But the most striking look has to be its Exorcist crab-walk, with the legs looping around to the front as it scuttles around with its super-long fingers.
The flavour text of this last Thrull shows what eventually happens with anyone in fantasy that experimentally creates a race and abuses them... the Thrulls eventually revolted, went out of control, and slew their masters. We're going to see this a couple of times, because that's how we get our 'Fallen Empires'!


Our next Thrulls are the Armor Thrulls, and again, four variations of the exist. Our first Armor Thrull (by Ron Spencer) looks suitably horrifying. This one looks humanoid, but has creepy glowing red eyes, and a row of nasty, mismatched spikes growing down his spine all the way to the tail. Spikes also bursst out of his fingers and toes, and his left foot is particularly painful to look at. Very threatening looking!
Our second Armor Thrull (by Pete Venters) would be as monstrous as his counterpart. Threateningly hunchbacked, visible muscles, and rows of sharp armour plate running down his back... but then you go to that face. That terrified, panicked face. Combined with the body language and the very visible knife on the foreground, this poor thing looks like he knows he's about to be slaughtered. It's probably one of my favourite pieces of art in this set by how much it makes me feel so sorry for this monster.


Our third Armor Thrull (by Jeff Menges) is in a surprisingly peaceful scene, drinking water from what appears to be a river or a canal of sorts. This one actually looks like he's armoured, with an almost robotic or insectoid feel to the faceplates and carapace on his back. His anatomy is also a bit odd, with his lower body trailing off into something worm-like, while his arms looks very segmented. The flavour text notes that their 'design is artistic' due to the interlocking plates... which is there for a reason.
Heck, was the 'bare spot at the base of their skulls' specifically designed/bred for the purpose of ease of slaughter? Man, poor Thrulls.
And our last Armor Thrull (by Scott Kirschner) shows what all of these Armor Thrulls are bred for -- and sacrificed for. The artwork does not actually depict a Thrull, but an Ebon Hand human wearing the armour plates of a dead Thrull. This is nicely shown by the effect of the card, where you sacrifice an Armor Thrull to give a +1/+2 buff on another creature. The various flavour text mentions that most of the Ebon Hand goons tend to dislike wearing the Thrull armour because it's still a corpse.


We now go to the Necrite, which has three different variations that all look quite different! Our first Necrite (by Ron Spencer) looks almost human. I mean, almost like a crazy human, at least, if not for those glass-like yellow eyes. He looks like he's wearing sunglasses from a distance, doesn't he? He's got a white centipede scuttling around his head and back... which, upon close inspection, is tethered to his nose like a dog. What the heck, Necrite #1?


We now go to the Necrite, which has three different variations that all look quite different! Our first Necrite (by Ron Spencer) looks almost human. I mean, almost like a crazy human, at least, if not for those glass-like yellow eyes. He looks like he's wearing sunglasses from a distance, doesn't he? He's got a white centipede scuttling around his head and back... which, upon close inspection, is tethered to his nose like a dog. What the heck, Necrite #1?
Our second Necrite (by Christopher Rush) is a very traditionally badass-looking monster. You can really see a Venom/Spawn bent to this guy, particularly the face, yeah? Very nice claws, very cool looking 'flowing chitin' armour, and I especially love the giant frill-like headpiece that flows backwards like a Triceratops with pink tentacle-braids lashing around. Very cool looking.
Necrites have an effect that I'm not sure what it's meant to represent -- if it attacks and isn't blocked (a bit of a tall order), you can sacrifice it to destroy an enemy creature. Besides the rather weak gameplay effect (if the player had creatures in the first place, then they would block the Necrite with it), I'm not sure what the 'sacrificial' bit is supposed to represent here. I guess they, like, explode and take an enemy down with them?


Our final Necrite (by Drew Tucker) is very... ethereal-looking. I'm not even sure what's going on here. The Necrite is presumably the strangler, and while the artwork itself is nice, I'm not sure if it's a good one to depict a creature in this case. Nice flavour text that fits the ambiguity of the scene, though: "was it the sight, smell or aura of the Necrite that killed so effectively?"
Thrull Champion is the obligatory "Lord creature", which is to say that it grants all other Thrulls +1/+1. Pretty fun design. It's a blue creature with four arms and a snake-like lower body. But it's its face -- or faces -- that's particularly striking. We've got a regular face on the right side of the artwork, but the left side is a mismash of eyeballs and mouths and tongues. This is a Thrull bred for combat, and it can take control of your opponent's Thrulls... the fact that the Thrull Champion is waving around its flag means that this thing is probably one of the leaders of the Thrull rebellion, able to convert your enemy's sacrificial homonculi to your side.


We've got another card with three variant artworks, althoough no flavour text. Mindstab Thrull has such a cool name, and where the Necrites are physical assassins, you can probably hazard a guess at what a 'Mindstab' Thrull does. What a fun portmanteau, too! Just like the Necrite, the Mindstab Thrull appears to be some kind of a kamikaze warrior, dealing 'mind' damage -- represented here by forcing your opponent to discard cards. The flavour of these early cards have your deck be the 'memorized' spells of a wizard, so the Mindstab Thrull literally rips out the ability to cast several spells from your opponent's mind! (Mind you, needing to deal combat damage and die makes this a very impractical card to play. But it's the thought that counts!)
Our first Mindstab Thrull (by Richard Kane-Ferguson) is a pretty ordinary 'ghoul' humanoid, with a broken down, zombie-looking face. Thrulls are canonically created out of dead corpses, so it makes sense, I guess? It's a neat-looking ghoul-man, although he looks relatively ordinary compared to his brethren.
Our second Mindstab Thrull (by Heather Hudson) is a very interesting gremlin of a creature. Lacking either explicit body horror that the other Thrulls has, this is just a little guy! Sure, his skin is blue and the limbs look out of proportion compared to a typical bipedal humanoid, but he is just a little guy, right? Oh, and that's not a cape, that's a weird flap of flesh attached to his cheeks. He's running around carrying... a bomb? Is that how the Thrulls do the 'Mindstab' attack? They run at the enemy planeswalker and blow up?


Our final Mindstab Thrull (by Mark Tedin) is probably the most disturbing-looking creature, and honestly feels so fucked-up. Look at this thing! The more you look at it, the more disturbing the anatomy becomes. The screaming head connected to a neck, shoulders and arms that are crawling is normal enough, but then instead of continuing on as a body, the rest of the Mindstab Thrull emerges from the back of the head. And instead of a lower body, it expands into two arms -- one trailing uselessly behind, and another one pointing forwards like some sort of a scorpion tail. The fact that it's so close but so different from what we'd call an 'expected' anatomy makes this thing look even more terrifying. This Mindstab Thrull seems to have a series of torture implements and is delicately using one... I guess the definition of Mindstabbing can take the form of a bomb, or a murder-scalpel right into the cranium.
Thrull Wizard has a much more traditional 'badass demon' look to him, although this thing is still quite wretched. Hie seems to have two sets of eyes, unless the upper, beadier ones are nostrils that are pulled up by that layer of... skin? The anatomy of the Thrull Wizard is all kind of nasty. You see the skull and teeth, which is par the course for monstrosities, but then what initially looks like those fancy collar-things on a cloak are actually sharp teeth growing out of gum-like flesh.
The Thrull Wizard's effect does not have it sacrifice itself. It's still impractical for its cost, but it does fit the flavour becuase apparently Endrek Sahk (the guy who made all these Thrulls) created intelligent Thrulls to help in sacrifices. Which, of course, is the catalyst that caused the rebellion. Whether in their function as someone that assists in sacrificing Thrulls, or helping the Thrull rebellion fight the Ebon Blade, the Thrull Wizard's effect in countering Black-mana spells works flavour-wise!


Our final Thrull creature is the Derelor, which is apparently the final Thrull created by Endrek Sahr (who, like most early-MTG characters, would not be seen in card form until decades later). The look of this thing is almost like a centaur... if it wasn't so weird-looking. The Derelor's got multiple whip-like tails; the 'human' part has a mottled green skin with a monstrous half-insect, half-frog face. And its mouth opens up to reveal... not exactly tendrils or tentacles, but most certainly a lot of fleshy appendages. It's a bit easy to miss, but where his left arm is a 'regular' humanoid hand (albeit with mismatched fingers), the Derelor's right arm is a mass of black flesh and/or hair.
The Derelor is a powerful creature, but also very wasteful due to draining energy. This is reflected in a penalty for the card, making your Black spells more expensive to cast. It's a very 'Black' mana thing to do, summoning a powerful creature that has a drawback... except sadly, the Derelor is 'merely' a 4-mana 4/4 that would've been iffy to play even without the drawback. Poor Derelor! According to that flavour text, the Derelor is such a failure that Endrek Sahr got executed for it!
We've got a couple of additional Thrull cards which aren't creatures, like Thrull Retainer, who counts as an enchantment. It's a Thrull that's attached to another creature, and can be sacrificed to 'regenerate' them, which is to say, to prevent the death of the creature. It is flavourful to a minion that's loyal to the death, that's for sure. The artwork is pretty nasty, too -- the Retainer would be 'just' a malnourished purple-skinned human, but the left side of his face has melted off and fused with the rest of his body, while his potbelly has transparent skin! Nasty!


An enchantment card is the Breeding Pit, which constantly creates new Thrulls. A very nasty artwork here, with a mass of pus-green organs, tentacles, webbing all rising out and bending in ways that organic creatures normally don't do normally. But then the end of it is instead an almost normal human lady's upper body. It just looks nasty, which is appropriate for all these Thrulls!
Our last Black Fallen Empires card is the Ebon Praetor, who is an 'Avatar'. Avatars in MTG refers to aspects of gods, and the Ebon Praetor in particular is the deity worshipped by the Ebon Hand cult. The Ebon Praetor is presumably the strange, goat-skull-headed robed person with a fancy hat. The artwork here is absolutely surreal-looking, taking place in some kind of hellscape. The Ebon Praetor seems to be presiding over some kind of trial. Pretty standard 'demonic' look, except one of the guards is a giant rabbit for no real reason. Forget the Praetor, forget the green devil-man, and forget the blue-purple figure being sacrificed. I want to know more about the rabbit that works for the forces of hell!
The Ebon Praetor initially gets summoned as a weaker version of himself, but gets stronger when you sacrifice other beings... and gets even stronger if you sacrifice a Thrull. The implication is that there is some quality about the Thrulls that this Avatar particularly finds more 'suitable' as a power-up.


Phew, that's a lot of cards for Black! We'll not go quite in-depth in Blue, but that's because Blue has a more even distribution of cards between the titular 'empire', the Vodalian Merfolk, and the monsters that took down their empire. We've had Merfolk show up here and there in the last couple of expansions, but Fallen Empires follows in the footsteps of the last couple of expansions to finally start making the creature type 'Merfolk' consistently appear.
The consistency of how the merfolk actually looked vary a lot, though. Vodalian Soldiers here has four different card art, and I chose this one to represent because they are so nicely colourful. They both have giant fin-mohawks, and the guy on the right has red skin with black markings and green fins; while the one on the left has red finds, a mixture of orange, dark blue and yellow for his skin, and a purple face. A lot of the other Merfolk alternate between looking like straight-up humans, or with blue fish-fin skin.
Vodalian Mage also has three different artworks, but this one by Mark Poole is particularly cool, with a shimmering dark-blue skin, a beard, and a row of hairs or horns around his head. He's holding, magically, a small little figure that I presume is some fool that he has defeated. I like the flavour text, too, which is quite funny. "Everyone knows Merfolk can't wield Magic!"


There are a fair bit more Merfolk, but we'll save those for after the break since I really don't have much to say about them. Vodalian Knights is quite cool, though! The Knight is riding a mer-horse of herself, presumably some variation of Hippocampus. So that's how a mermaid rides a horse? If you say so. The steed, apparently, allows the Vodalian Knight to fly if you pump a bit of mana into her.
Despite the ability to fly, however, the Vodalian Knights has the crippling 'Islandhome' ability, which causes her to die if the controller has no islands, and can't attack the enemy if they don't control an island. This is one of those abilities that kind of make sense on giant leviathans and whales as a flavour thing, but it's also extremely terrible as an ability to have on cards.
Vodalian War Machine is a 'wall', and it's one of artist Amy Weber's many fun Bosch-like artwork that I really enjoy ever since I saw her work in Antiquities. We've got a lot of merfolk and even a shark capering out with weapons and musical instruments near gears inside the war machine. Notably, the Vodalian War Machine has a primitive version of what would later be the Vehicle card-type introduced decades later, where you can tap other Merfolk to have them 'get in' the War Machine and make it stronger... but if the War Machine gets destroyed, so are all the Merfolk inside it! Modern Vehicles don't have that drawback!


High Tide! High Tide is one of the few cards from this expansion that I still see here and there in play. It's actually quite a powerful ability, allowing all Islands to produce double mana for a turn, for the cost of a single mana. With Blue magic traditionally tied to islands and the ocean, it does make sense! This one has three different card arts, but I really like the serene, painting-like showcase of undersea creatures drawn by Amy Weber.
But who are the Merfolk fighting? Here are our enemies, another brand-new race -- the Homarid! Named after the scientific family of lobsters, Homaridae, the Homarids are a race of lobster-people. The base Homarid (by Bryon Wackwitz) has an almost old-school Tokusatsu "dude in a suit" feel to him. He's very obviously a lobster-person with lobster claws and a lobster face, but most of his anatomy can be described as being a bipedal humanoid with lobster bits and bobs tacked on.
The gimmick on the base Homarids is that they get stronger or weaker as each turn goes on, since they get 'tide counters' every turn. This is very flavourful, of course, representing a race of sea creatures that get stronger or weaker depending on whether the tide is in their favour. As a playable card, however, I can see why the unreliable gimmickry made them not used by the fanbase.


The base Homarid card comes in four variations, and I really like the mass of antennae and 'mustaches' on Heather Hudson's Homarid almost giving an impression of a secondary set of 'eyes', when the actual lobstery head of the Homarid is located much lower. This is again another version of the 'lobster-man' look.
This one drawn by Quinton Hoover isn't a man-in-a-suit, and sports a more beastly look. He still has two 'humanoid' feet, but also a bunch of crustacean buggy legs beneath. While most Homarids have a lobster's mass of feelers in place of a mouth, this particular Homarid has a human's entire lower face jutting out from beneath a lobster head. The antennae also sprout out from inside the mouth, which is extra creepy!


Homarid Warrior here looks eve more lobster-like, lacking either the bipedal body-plan or the humanoid face of the Homarids we've seen before... though it does notably have thicker and longer legs than a realistic crustacean. This one is holding a spear and carrying a conch-shell backpack, giving the impression of a hermit crab!
Despite the name, the 'Deep Spawn' also counts as a Homarid. He's probably the one that resembles a regular lobster the most, instead of being a 'lobster-man'. Both the Homarid Warrior and Deep Spawn have the ability where they can be untargetable by spells or effects for a mana cost (similar to the modern keyword 'Shroud')... which in-lore made them a nightmare for merfolk magicians to deal with. In actual gameplay, however, the costs that these cards ask or their effect is too high to make them practical.


The Green colour tell us about the forests of Havenwood, where elves live. These aren't the first tree-hugging, nature-loving elves we've got in MTG, but it's the first time that they're not boring! Sure, some of the elves are just like Elvish Scout here, which is a skimpily-dressed lady lurking in the trees, with the flavour text highlighting the elves' ability to work as a single community.
Elvish Farmer is the beginning of the theme of Green's storyline in Fallen Empires, though. Elvish Farmer, over time, accumulates 'spore counters' and after three turns, this 'seed' he farms grows into a 1/1 Saproling Token, which he can then sacrifice to gain 2 life. Flavour-wise, this represents what the elves are doing -- they're planting and cultivating fungal creatures for food! Which would probably fit in many settings' "one-with-nature" flavour for elves, if only it didn't take place in 'Fallen Empires'. It's at least less over-the-top evil than the Order of the Ebon Hand. I do like the artwork here too, with the Farmer seemingly covered with a coat of lichen himself and seems to be carrying a giant backpack.
Even at this stage of the game, waiting three turns for a 1/1 creature token is way too slow. It really is a shame because the flavour is pretty great, but it's just frustratingly bad of a mechanic. While this kind of 'spore timer' mechanic won't see much of a revisit, Saprolings would actually stick around in various core sets as a Green mechanic, as a generic 1/1 plant-or-fungus (the actual type is specifically 'Saproling') token summoned by many creatures in many planes.


Most of the Havenwood community was made up of elves, which, as you can guess, ends up being piled down after the break. But Thelonite Monk here is special. Identified as an 'Insect Monk Cleric' in subsequent erratas, he's just a mantis-man with a cloak that's living among the elves. The flavour text doesn't really tell us why a mantis-man is living among the elves, instead talking about how the Thelonite Elves fertilized their fungus-livestock with fresh blood. That's totally going to go over well.
The Thelonite Monk isn't quite just a mantis-man, because he's got way too many legs to be an insect, and multiple hands in addition to that. The top-most set of arms are raptorial like a real mantis, but the lower two sets of arms are clawed like a lizard-man or something. I like the flavour of his effect, where he sacrifices a creature (presumably to 'harvest blood') to turn another land into a Forest.
Night Soil is an enchantment, which represents the elves and later, the Thallids, using piles of rot as feritlizer to make Saprolings. Presumably, that flat, almost frog-like creature scuttling out of the pile of detritus is one such Saproling -- we don't actually get artwork for Saproling tokens in this expansion (though they will get a lot of art in the future), since they are 'token' creatures instead of actual cards with artwork. I like the flavour text, too, which notes that the Thallids aren't cultivating Saprolings to reproduce, but rather more out of mimicry.
What are these 'Thallids' and 'Saprolings', though? Well, here are the stars of the show:


Well, here are the Thallids! We've got four alternate artwork, as usual with most of the brand-new races in Fallen Empires. As I alluded to before, the Thallids (named after the now defunct taxonomic group Thallophyta) are fungal creatures created by the elves, which in turn create smaller creatures (which may just be their larval stage) called the Saprolings.
Our first Thallid (by Daniel Gelon) is probably what you think of when you say 'fungus-person'. And It's not quite exactly a mushroom-man, but close enough! He's got a mass of growths that look like some kind of weird lumpy fungus, while he's standing on tentacles that give the look of an upright octopus. And he's cutely holding a spear, guarding a bunch of (maybe?) non-sentient mushrooms.
The fungal kingdom is extremely varied, though, and so the Thallids take the form of much more than just cute toadstools. This Thallid (by Edward Beard Jr) is a mass of raggedy, stringy fungal matter. It reminds me almost like algae or moss, and the general vibe looks like a terrifying Swamp Thing. A single eyeball sits in that shaggy head, with a disturbingly human lower jaw that hangs a bit too low on that head. I also find it rather creepy that the wrists are bent just a bit too much than what you'd think would be normal.


Our third Thallid (by Jesper Myrfors) are a pair of creatures that don't look particularly fungal-like at first glance, just weird-looking humanoids hanging around large mushrooms. The consistency of their body is weird enough that you quickly realize that they're not made of flesh -- and probably made up of something like fungal hyphae. It's got a rather wretched-looking expression on its face, and the mushrooms around it imply that this is a little guy.
Again, the elves bred these Thallids to be eaten. I really do wonder if the elves are okay in eating humanoid fungus with eyes and mouths, or did the Thallids evolve to 'mimic' their original creators in the process of revolting against them?
Our last Thallid (by Ron Spencer) is another favourite of mine. On first glance, he looks like a humanoid figure... but then the head just trails off like a tentacle into something like a mass of fungus. The entire humanoid figure is covered -- or more likely, made up of -- fungal hyphae, which is a pretty badass look to have in general. I like how the 'fingers' of this Thallid is wrapping around, writhing around, like a root network, wrapping around plants or stretching out to find purchase in the soil.


We have four variations of the Thorn Thallid now, and we're starting off with a banger. Daniel Gelon's Thorn Thallid is an insane motherfucker that I really wouldn't think of as a 'fungus monster' if you showed this to me. What are we looking at? It's a mass of purple, with three screaming heads, split 'lips' that reveal gums and monster-sharp teeth, giant fungal puffballs within the center of each mouth, disturbing brain matter on the top 'jaw', a root network on the lower 'jaw'. Oh, and tongue-tentacles and weird-looking eyes for good measure. Really horrifying looking, and the artwork is a bit too epic to be a 'mere' 2/2 Thallid instead of a Horror or Demon or something.
"The danger in cultivating massive plants caught the elves by surprise". Yeah, no shit, dumb elves! How did you look at this thing and go 'mmm, yes, breeding an entire race of this to serve as salad stock won't cause go wrong at all'.
Our second Thorn Thallid (by Jesper Myrfors) looks a bit more formless. I can totally see a fanged face with red eyes, but I'm not sure if it's a humanoid figure or not... it certainly looks more mundane than his buddy on the left! It also reminds me specifically of, like, the type of mould that grows on walls or bread or something. The effects of the Thorn Thallids are to gather up tokens and shoot 'thorns' (in the form of 11 point damage)... which is honestly laughably bad considering the amount of time it takes. But hey, cool art!
Also, thorns are very... rare in the fungal kingdom. Not impossible to find, but very rare and often times shed in the few species that actually have them.


This particular Thorn Thallid (by Heather Hudson) looks a lot cuter and not too obviously fungal-like. He's got a weird armadillo-like shell, with the titular thorns, and eyes that remind me of bug eyes. He's shooting a cloud of spores from a tube-like orifice, and he's got a set of arms and legs that look comically proportioned to his body. Again like the Homarids, I almost get the sense of a 'tokusatsu monster suit' vibe from this guy. I like how the detailing on his chunky feet makes him look like he's wearing shorts.
The flavour text of this particular card also notes something that the Homarids' flavour text note -- the climate is really changing in the planet after the pesky Brothers' War, leading to many of the actions taken by the players of this expansion.
Our final Thorn Thallid (by Mark Tedin) is pretty cool. He looks like an alien octopus, with thick, fleshy tentacles and a 'head' seemingly formed out of orb-like structures. What are they? Puffballs? Spore sacks? The way it's positioned around a bunch of smaller green orbs does make it look like a 'parent' animal guarding a mass of eggs. It truthfully doesn't quite scream 'fungus' to me, but it's still a very cool monster design nonetheless.


Feral Thallid is a bit boring. He's the most humanoid of the Thallids in this set, looking more like a wrinkly man. Only the vaguely bug-like head with a haunting mouth sets him as something not human... although, again, it doesn't really scream 'fungus' to me. The flavour text and effect implies that this is an unkillable monster, always regenerating like Marvel's Wolverine or something due to being made up of fungi. In actual gameplay, it's Regeneration ability is tied to the spore counters, which we've established to be quite impractical.
We now have the Thallid Devourer, which is the cool 'big monster' of the Thallid. Very badass, and it looks like an 'evolved' version of Ron Spencer's version of the basic Thallid. The body is very gorilla-like with more pronounced muscles, but every aspect of this thing is still visibly made up of tendrils and hyphae. I like the mass of rippling fungal matter that resemble hair running down this thing's "back" all the way to its... not-head. Its 'head' explodes down into a network of roots that have just finished devouring the flesh of some beast. Being a fungus monster, it also probably "eats" from its hands as well. Very cool!
In addition to being able to generate Saproling tokens, the Thallid Devourer is also able to cannibalize its Saproling buddies to give itself a buff. Evil! Though I guess there might be a 'voluntary assimilation' thing going on here... if the Thallids are able to understand anything 'voluntary' anyway. Moreso than the Thrulls, the Thallids are acting more out of instinct and mimicry instead of true sentience.


Spore Flower, despite its artwork resembling more of a Sorcery or Enchantment. I'm not sure if it's meant to be a Thallid, but it's counted as a 'Fungus' and shares the same 'Spore Counter' mechanic as the Thallids. Even though fungi don't actually form flowers! Are these a thallid subtype that has grown to mimic flowers? I'm putting too much thought into this, am I? Whatever the case, they work with the same spore-counter mechanic, although in Spore Flower's case, it unleashes a spore blast that causes other creatures to basically 'sleep' and be unable to deal damage. Bit of a weird one to end our Green coverage, but let's go to Red now!
We're going to Red now, where the story has the dwarves of Sarpadia fight against the combined hordes of goblins and orcs. It's... it's a pretty standard Lord of the Rings style setup, which is fine. We've had a bunch of dwarves, orcs and goblins in previous expansions, so I can't really get myself too excited. It's nice to have more cards to support the archetypes, and Dwarven Soldier here is a pretty neat dwarf guy bullying a dragon to submission.


Again, the art direction for the orcs and goblins are still a bit all over the place. Their skin colour vary from red to green, and their heights (which tends to be what differentiates orcs from goblins) are also all over the place. Brassclaw Orcs has several different variants. The first one by Rob Alexander has red skin and a really funny hat, and he's got X-23 claws.
The Brassclaw Orcs by Heather Hudson are green-skinned with a really cool sets of four-pronged arm-claws that look particularly mean, if a bit fragile. I like the spiky circular shields they have as well. This is intentional as well, because the flavour text notes that these titular brass claws are 'among the least feared weapons'. As it turns out, these orcs are cowardly and craven, because they refuse to block creatures with power greater than one (since they would otherwise die).




Later MTG would be a bit more consistent with splitting apart goblins as the 'comedic dorks', but while I hate to beat on a dead horse, they're kind of interchangeable in these early expansions other than what the card says. Muddying the matter is Orcish Spy (by Daniel Gelon), which features a rather cartoony orc (or is he an orc?) with a comical expression using a hollowed-out tree as a telescope. The flavour text, however, notes that orcish armies use goblins as spies. So is this a goblin or an orc?
This other Orcish Spy (by Pete Venters) is a bit panicky as he looks at a map. This is what I'm talking about when we get to see different things of what a 'spy' does -- a lot of the worst variations show the creatures doing the same thing. I adore the flavour text for this one as well, where the orc generals don't let the spies hang out with the orcish regulars, since the spy's reports would demoralize the cowardly army.


Orcish Captain is... wow, that's a really ugly flesh-thing, isn't it? He just looks malformed, like someone splashed acid on his face. He is supposed to be an inspiring captain for the orcs under his command, but the Orcish Captain's effect depends on a coin-flip. He's either going to buff them... or injure them by 2 toughness. That's enough to accidentally kill a Brassclaw Orc!
Orgg isn't actually an orc, it's an orgg! It's a weird creature type that is kept around, because the Orgg is an orc/ogre hybrid. A nasty monster, too, with a gigantic, monstrous head and four arms -- two of which are smaller. It's a sizable 6/6 with Trample... but Orgg is a massive coward. "It's bigger than it thinks", which is to say that Orggs think that they are small. Which means they refuse to attack if the enemy has a creature with power greater than 2, and it can't block creatures with power greater than 2. This makes Orgg all but unplayable, but it is admittedly a cute effect.
A power of 2, by the way, is generally the stats given to a regular human that can fight. Early expansions aren't particularly consistent with it, but later on most human soldiers would hover around the level of a 2/2 stat line.


Goblins now, and I can't not start with Goblin Chirugeon. Chirugeons are an archaic form of surgeon, and every single one of the four chirugeons are filled with black comedy in their flavour text and artwork. The first Goblin Chirugeon (by Daniel Gelon) is a portly fellow with surprisingly modern surgeon's cap and apron... even glasses! Though he doesn't wear gloves. He's doing some delicate work with that needle, but there are saws and goblin limbs in a barrel behind him.
Our second Goblin Chirugeon (by Phil Foglio) has the technology of a head-mirror, and he himself is quite mundane... but his patient is a frankensteined creature with the head of a Llanowar Elf (those epic tattoos and the grimace are memorable) and the body of a tiger-man. These back-alley goblin surgeons are good enough to 'regenerate' any creature, but with the cost of sacrificing a goblin to be used as raw materials.


Our final Goblin Chirugeon (by Dan Frazier) is also funny, even if the comedy is in the absurdity of it all. The surgeon is calmly sawing off the leg of the red-armoured goblin (who himself is also calm), while the blue-armoured goblin in the background is waiting for his leg transplant. Crazy goblins, am I right?
We now have the sorcery called Goblin Greande, which allows you to sacrifice a goblin to deal 5 damage. This artwork (by Christopher Rush) features a suitably manic goblin with razor-sharp teeth and a whole load of TNT and firecrackers tied up to his body. I'm actually not sure whether MTG is the first piece of fantasy media that depicts goblins as laughing-mad suicide bombers. It should predate Warcraft, right?


The second artwork for Goblin Grenade (by Dan Frazier) looks a bit more goofy, with a uncomprehending look on his face as he runs around with a bomb in his hand. Even the dwarf in the background is concerned about him!
Our final Goblin Grenade (by Ron Spencer) is surprisingly badass, having the goblin be decked out in badass spiky black armour, holding a fish-bone spear of sorts, and a massive cylinder on his back with a fuse that he's ready to pull. To top it off, he's doing a Spawn/Dark-Knight-Returns Batman jumping pose! He may be disposable, but I don't think he's as 'hapless' as the flavour text implies.


Goblin Kites is an Enchantment that allows a small creature (thematically, you'd play this on a goblin) to fly, but with a coin's flip chance that the kites just fail to function and the poor goblin just dies. Well, the artwork does show that this particular kite is falling apart. The goblin doesn't give a shit, though, he's too busy dropping a basket of... it's not grenades or spears or anything. It's just a bunch of what looks to be rotten leftovers!
Goblin Warrens is an Enchantment that represents how the goblins apparently breed like crazy. It's an interesting setup, with a bunch of tables and rooms cut into the sides of underground tunnels. The goblin children aren't portrayed as hideous demonic subhuman creatures either, but as actual children running around the warrens yelling and shouting at each other... and in the middle is just a really tired goblin mama.


I am very sorry to say that I don't have much to say about White. The nation of Icatia has to deal with a group of religious fanatics called the Farrelites, which have taken their religion's brand of justice too far. Which isn't completely boring, and it's at least somewhat different, but it also means that the entirety of their creature loadout this expansion are all humans.
Icatian Infantry is here because I really like his armour -- which reminds me of Yu-Gi-Oh's Black Luster Soldier. He's an all right knight as far as knights go, and his flavour text describes the eventual fall of Icatia. The knights were so accustomed to fighting the Ebon Blade that the Orc/Goblin armies attacking them was unexpected and gave us our final Fallen Empire.
Combat Medic comes in four variations, most of which are very generic images of clerics and priests using holy magic to heal the wounded... except this lady! Dressed in what can be best described as medieval hospital scrubs, holding a suitcase that resembles a first-aid-kit and riding a giant naked, tusked humanoid with long arms, it's such a more memorable 'combat medic'. And one that is in stark difference to her alternate artworks! I like that the artist, Anson Maddocks, managed to keep a lot of the allusions to modern clothing ambiguous enough. The cherry on top is the little twist on the red cross you find on ambulances, which is reinterpreted in Icatia as a three-pronged emblem on the Medic's equipment... and also her ride. Nice! It's a giant ogre-ambulance!


I just find it quite funny that Icatian Moneylender is a White-aligned creature. This guy really looks quite stuffy! The flavour of his mechanic isn't the best, though -- the way that exchanging counters (which the Moneylender gains each turn) for life points work ends up twisting the idea. In fact, it feels more like you are lending the Moneylender money and waiting to collect on the interest over time. Cute concept, cute attempt, but I am a bit disappointed by the flavour.
The other three Icatian Scout artwork are just... people lurking and scouting. But this variation by Phil Foglio has the scout riding a giant bat. It doesn't really make sense technically for a guy riding a bat to have the exact same stats as the other Scouts that just lurk around trees and crevasses, but such was old-school magic. I really like the cheeky grin on the bat, too.


The villains for White is the Farrelite Cult, and I think this is the first time we've got an explicitly antagonistic faction in White that still feels White. It's the colour of justice and order, of course, but if taken too far, justice can also be evil. The artwork for this variant of Farrelite Priest is comical (as with most of Phil Foglio's fantastic art), with the orc (or goblin?) being drawn with cartoonishly large eyes and teeth. The goblin's exaggerated features and cute skull-pauldrons make a nice contrast to the more realistic Priest... which also makes him look more pitiable because he is surrendering and begging for mercy... but the Priest has none.
The Hand of Justice fooled me into thinking that it's just another random human with fancy clothes, but he is actually an 'Avatar' -- which in MTG terms usually means that he's a manifestation of a god or a concept... and Handy here is the manifestation of justice. All well and good, except the flavour text actually note that it's the leader of the Farrelite cult, Oliver Farrel himself, that's trying to summon the Hand of Justice to 'cleanse the world', utilizing him like a superweapon.
Of course, unfortunately like most cards in Fallen Empires, the Hand of Justice's effect is overcosted for what he actually does. But I appreciate the flavour if nothing else.