The Earl of Millennium

The Earl of Millennium is the story's main antagonist. He is the patriarch of the Noah Family, and his Noah name is Adam.

Appearance
The Earl resembles a grotesque caricature of a Victorian gentleman. A rotund figure, he has sickly gray skin and usually dresses in a large coat and top hat, with an enormous grin that remains fixed even when he is speaking and even eating, and his eyes permanently hidden behind a pair of pince-nez spectacles. Occasionally they have been seen; in the first few appearances, he appeared to have slitted pupils, but this has not been repeated in later installments. He wears a different hat in each encounter, each with a different decoration. In a gag comic in Volume 2 of the manga, he is shown taking off his hat, and having another set of bunny ears. Recently he has revealed two devil horns under his hat. He can be mistaken for being actually quite friendly looking in the manga as he is seen in a darkly comedic light, due to his smile and otherwise flamboyant way of speaking. He is almost always "happy" in appearance and never stereotypically "frightening", except in chapter 134 when he exhibits extreme rage at the loss of his Ark due to the previous actions of The 14th. Recently this form has gone through minor changes, the most notable is that when in this form The Earl's face is shorter and rounder. During his meeting with Allen while the latter was on the run from Apocryphos, the Earl showed a far crazier and deranged look, his eyes were ringed looking, his mouth was open and the crack of his nose came apart showing his human form inside from his grotesque caricature form. The Earl has been shown to have a human form. It was first glimpsed in chapter 158, where he appears as a typical Victorian gentleman in a tuxedo and top hat, and what appears to be a monocle. His face is rarely seen and when it is, it's covered in shadow. His human form is shown in full in chapter 187, where he resembles a handsome man in his late 20's or early 30's with a very slight beard, medium-length hair, and a slimmer version of his usual attire. He also carries Lero in a cane form rather than an umbrella.

Personality
A huge grin is permanently fixed upon the Millennium Earl's face, and he always speaks in a cute, loving manner. Despite this, he does appear to have emotions on some level. He has shown concern and happiness in his actions for The Noah, and even anger after the destruction of the Ark, although whether it was because of his reminder of the 14th, or because he destroyed the original home of humanity, is unknown. The Earl seems to care for his fellow Noah a great deal and seems to be particulary close to Road even aiding her in her homework. Though he was a bit insulted when Tyki Mikk commented on his weight.

After learning that the original Ark was put into human hands, and that eighty-percent of the Akuma egg was lost, The Earl showed an incredible amount of anger.

After learning that Allen Walker was the reincarnation of Nea Walker the 14th Noah the Earl has asked him to join the Noah Family despite Nea attempting to kill 35 years prior and Allen Walker being an Exorcist, showing a forgiving side. However, when confronting Allen during his run from Apocryphos, the Earl showed an insane and very deranged side saying Nea's name constantly asking him why he doesn't recognize him all the while his face changing more insane and crazier.

The Earl has shown a deep hatred for both Innocence and Humanity (to the point where he states that since the Ark fell into human hands, it was no longer worthy of being a Noah possession). Despite this he does have a somewhat soft spot for humans (or at least children) as seen when he buys flowers for a little girl and lets Allen live when he fails to turn him into an Akuma, though he did question his actions in the latter and this does not stop him from turning any human into an Akuma. His favorite food is crocodile.

Personal Statistics

 * Education: 5
 * Affinity: 1
 * Battle Ability: 5
 * Mental: 5
 * Flexibility: 5
 * Persuasion: 5

History
The Millennium Earl is the First Disciple of Noah, and supposedly the most powerful - his true name is Adam. 7000 years before the story, he battled an unnamed opponent wielding the Heart and won. Shortly after, the Great Flood wiped out all of humanity, and the remaining twelve Disciples founded the second generation of humanity. As a result, all humans possess Noah genes. Once every generation, the genes and Noah memories within thirteen people will awaken, transforming them into Noahs and compelling them to help the Earl in fighting the Innocence; the Earl comments on them "protecting" him.

Around 35 years before the series started, a Noah, known as " The 14th Noah" killed all but Road and the Earl, leaving the Earl crazed until the other Noah began to reappear, though it has been recently shown that he is still not entirely recovered. The 14th Noah betrayed the Noah and attempted to kill the Millennium Earl hoping to take his position. However, the attempt failed with the Earl killing the 14th. Later the Earl hugged the body of Nea, and apologized to him. It is implied that the Earl is still feeling the aftermath of his fight with Nea as seen when he doubles over in pain or begins to cry from time to time.

One day after that incident the Earl was seen looking over a body of a dead women whom he refers to as "Mother" (likely the mother who raised Mana and Nea). Soon After Mana mysteriously appeared before him. The Earl then said that "Everything had returned to the way it had been" and then blamed Mana for it, stating Mana brought upon this tragedy. He referred to Mana as "Mana D. Campbell" for some reason.

When Mana, the 14th's older brother died, the Earl tricked his adopted son, Allen Walker, into turning him into an Akuma. Much to the Earl's surprise however, Allen had Innocence and it activated to kill the Mana's Akuma form. The Earl simply left as this happened instead of killing Allen, an act the Earl later came to regret and continually questioned himself about. Recent revelations show that he has a deeper and mysterious connection with Allen, than what is shown.



The Millennium Earl deceives those who are in grief over dead relatives and friends into creating Akuma. He is a sorcerer from long ago, and he plans to lead the world to its death. In the anime he is shown to have a split personality - the first is his normal cheerful, friendly, and happy attitude, almost like a friendly old uncle. With the Noah, he's a member of the family, and is particularly playful and affectionate towards Road. His other personality is one of sheer, sadistic malice, capable of happily playing with people's lives. He also seems to invariably uses polite Japanese. In the manga, almost every one of his lines of dialog ends with a heart. During Cyril Kamelot's dinner party, the Earl in his human form appeared far more stern, addressing the issue of the Akuma Egg and the Heart in a serious manner; he appeared to be frowning, and he didn't end any of his sentences with a heart. Throughout the series, he also expresses regret that he didn't kill Allen when he had the chance.

Introduction arc
The Earl appears in the shadows as he starts checking up on an Akuma he created as Allen puts an end to them.

First Meeting with Millenium Earl arc
As a Black Order scientist's son, Jean, started to hound the Earl for a while, the Earl turned Jean's friend, Leo into a Akuma powered by the mother's soul. He had Jean brought to him so he could scare him into stop annoying him or kill him with the Akuma.

However, Allen appeared and as the two exchange ideals, the Earl revealed that Allen had made his adoptive father into an Akuma, calling forth several akuma to kill Allen. Allen then works with Lenalee Lee (anime only) to defeat his Akuma. Allen defeats them all with his Cross Grave but the Earl escapes and curses how he didn't kill Allen when he was younger. He reminds Allen that everyone is willing to make Akuma deals with him so his army will never wither.

Marshall Yeegar Falls arc
The Earl is seen after the defeat of Kevin Yeegar. Tyki then gives the Earl the inoccence that Yeegar was keeping. The Earl then destroys each of the inoccence fragments as well as Yeegar's inoccence. He is shown to be disappointed that none of the fragments was the heart. Later the Earl is seen singing the song that Road was singing during her and Tyki's encounter with Yeegar.

Lulubell's Attack arc (Anime Only)
The Earl makes several appearances throughout Lulubell arc. He is seen talking to a black cat.

Edo and Asian Branch arc
During the Black Order's attack on Edo, the Earl was seen in the Akuma factory explaining the origins of the Noah to Tyki Mikk, Skin Boric and Jasdevi and asking whether they've all achieved their objectives. He then sends a signal out to all Akuma in Japan to gather at a nearby tower and orders them to kill the Exorcist Generals. He also threatens the Noah to not fail again; notably, he doesn't shout at them, but they are still intimidated. The Earl watched on until Kanda and his friend showed up and started to turn the tides of the battle. He leveled all of Edo, with the exception of the tower he and a few other Noahs were standing on, and that left him in a sneezing fit. He continued to look on as the Exorcists, who were badly injured, until Lenalee showed a possibility of having the "Heart". With this, the Earl casually floats down to her crystallized shield of Innocence and prepares to kill her. However, Allen returns and battles the Earl and surprises him by showing his improved Anti-Akuma Weapon the Crown Clown. This however only makes the Earl sarcastically question why Allen is being so similar to him as they are both clowns now. He then pulls out his sword, battles Allen for a second and casually leaves.

Noah's Ark arc
Earl stays away from self-destroying Ark and lets Road Kamelot, Tyki Mikk, Jasdevis and Skinn Bolic to take care of Lenalee, who is brought by Lero to the Ark. Allen Walker, Yu Kanda, Lavi and Alystar Krory also come to the Ark.

Later Jasdevi creats an illussion version of Earl in order to prevent exorcists from escaping their room. Lero and Jasdevi seemed to be the only ones who knew from the start that this was not the real Earl. The Earl runs into Cross Marian again as he retrieves with unconscious Tyki Mikk from old Ark and much to his surprise, he is stopped by a familiar piano song. Cross had a chance to attack Earl, but he didn't and Earl got away with Tyki and Lero. It can be assumed that like every other Noah, he also cried to death of Skinn Bolic in hands of Kanda.

As soon as Earl returns to new Ark, he starts playing its piano in order to complete its programming. Road and Lulu Bell comes to see him when he is finished and Lulu Bell notices that he is crying, even though Earl tries to hide it first.

Invasion of Headquarters arc
As the Earl arrives to find his Akuma Egg gone he also found that the 14th returned to save the exorcists which causes the Earl to experience great anger to find that his old enemy had returned and he couldn't create Akuma for the time being. He then sends Lulu Bell to steal back his Akuma Egg and gives her plenty of Akuma to do it.

Later, the Earl appeared at a ball hosted by Cyril but this time he was in a human form. Tyki even was surprised to discover that the Earl is actually a human (The Earl's human face is obscured so the reader/watcher cannot see him). While at the party, the Earl keeps asking himself why he didn't kill Allen when he had the chance. Despite this, the Earl leaves to buy some flowers from a little girl.

Third Exorcists arc
The Earl is first seen talking to a revived Noah, the supposed 13th and remarks that 35 years ago, all of the Noah received memory damage when the 14th died. It is implied however, that Road did not receive any memory damage due to the fact that she hasn't changed in the last 35 years. The Earl then welcomes back the 13th as a "brother", and proceeds to veal the real names of the Noah, and their true nature.

The Earl flashes a smile and confirms that only "Wrath" was left and wonders who and where the next "Wrath" would reincarnate after Skin being killed. He also expresses a wish that the 'long war' would be concluded by their generation. The Earl then lapses into a mental distress and a young man is shown telling the Earl not to push himself too hard and that he would be there by his side, though his face is hidden. The Earl's head seems to hurt as he clutches it tightly and he tells Road that he can hear "his" voice again. Road then is shocked and reveals that it was the 14th.

The Earl then rises and a dark aura surrounds him while he says "Let's spread the darkness broader." Later on, he is seen with Road, who has transformed into a doll near the North American Exorcist base. Surprisingly, he is in human form, and comments that the Exorcists are "kind of excited to see a visitor after such a long time."

He compares Alma and Kanda's story isn't particularly sad as the Noah's Family. Road (in her Doll form) mentions the 14th as a painful time causing the Earl to go into a depressed state. The Earl enters the Black Order's North American HQ and quickly destroys its protective barriers. He reveals his true Noah name, Adam. It is revealed that his signature form is actually a shell that encases his true human form. He infiltrates the North American branch and appears in the room were Alma Karma is kept with Wisely, Road (in her doll form), and Cyril. Cyril is seen using what appears to be invisible strings to control many Black Order personnel, namely Bak, Johnny, Zhu, Epsteine, Reever, and Malcolm. Wisely has brought an unconscious Kanda with him after crushing his head when Kanda looked at his Demon Eye. The Earl inserts himself in a cosmetic way as Kanda regains his conscious and see his childhood friend, Alma Karma. Cyril, sitting on a coffin with a cross on it, told the Earl that they are waiting for a guest as they used Tyki as bait. A gate from the Earl's Ark open underneath Cyril and the Earl. Allen and Tyki pushed away the Earl and Cyril out of the way as they were still battling against each other.

However, the Earl is smashed by both Allen and Tyki. After Cyril tells them to get off of the Earl, he quickly rebounds and slams Allen to the ground. As he chokes Allen, he reveals that as the creator of Akuma, they are his feet, legs, eyes and ears, and thus he knows that Allen is The 14th. He accuses Allen of "calling" to him through a level 4 Akuma, which Allen denies. However the 14th takes over Allen's body and confirms that he was letting the Earl know that he is back and plans to kill the Earl to become the Millennium Earl himself. However, Allen once again regains control of himself and head butts the Earl to the ground. He then proclaims that he is Allen, an Exorcist and will die before becoming anything else. As Allen, Tokusa and Kanda (who has captured Road) attempts to escape, Cyril stops them with Alma's body and the many pipes in the ground. The Earl then reiterates that Allen will not be returning to the Order and that this will be a party for his expulsion.

Mystery of Kanda arc
As Alma begins to wake and transform into an Akuma, the Earl tells him to "kill them" (The Order). He along with everyone else in the North American Branch is lost in the explosion resulting from Alma's awakening. He later turns up within the shadows smiling and is last seen whispering in the ear of a captured Allen to come with them (the noah) if he wants them to put an end to the "show."

The Earl offers to erase the dark matters inside Alma and the third exorcists, so they'll be saved if Allen joins him. Johnny asked the Earl why does he want Allen to join him even though 14th wants to kill him. The Earl reveals that he wants to stay by the 14th's side. Everyone, including the Noah, were very surprised at this. After Kanda stabbed Allen with his Innocence, the Earl reveals that he was planning this from the very beginning. In order for The 14th to awaken he needed Kanda to injure Allen with his Innocence. The Noah can never forget their hatred towards the Innocence so the more he wounded him with it the more that hatred gushed out. The Earl seemed overjoyed that The 14th was going to awaken. He later whisked away the remaining 3rd exorcists and stated he was going to use them as his pawns. He told Allen that he would come for him later while stating Allen could no longer go back to his home place.

Seed of Destruction arc
After the battle, he was back in his human form finally sleeping after crying for so much, Road stated it was because he was afraid of meeting the 14th. He was woken from his sleep when he sensed that the 14th was in danger, he sent Tyki, Road, and the 3rd exorcists to retrieve the 14th and Allen but they failed.

Searching For A.W. Arc
As Allen senses that Apochryphos is near and makes a run for it, The Earl appears before him in an alley, calling him "14th..." He then takes out a balloon and blows in it and attempts to crush Allen with it. He then mutter's Nea's name constantly and displays a far more deranged look as his appearance becomes much more larger and crazier. He asks if Nea recognizes him and as he continues to attack Allen, his face begins to come apart revealing his Noah form inside and looks at an unconscious Allen and almost crushes him as Johnny saves him. He sees Johnny try to take Allen away after seeing a similarity with Mana looking over Nea asking the Earl why did he do this. The Earl's human form then cries asking who Johnny is and angrily throws him to a wall. At that moment, the Earl and Allen seemingly lock minds causing Allen to see the Earl killing Mana's mother calling him "Mana D. Campbell" and he brought upon this tragedy. As Allen questions what he just saw, the Earl then remembers about Mana and shouts that Mana is the cause of everything.

Abilities and Powers
Immense Physical Power: The Earl has displayed immense physical capabilities, able to fight on par with and even overcome such powerful Exorcists as Cross Marian and Allen Walker.



Swordsmanship: Using Lero, the Earl can form a great broadsword to use for close combat, though he has shown he doesn't necessarily need Lero to summon the sword. With this sword, the Earl can easily hold off Allen with his newly formed Crowned Clown. Oddly, when Allen forms his Sword of Exorcism, his sword and the Earl's are almost mirror images of one another, though the color schemes are inverted.

Telepathy: The Earl has been shown reading the minds of others and projecting his thoughts into their heads.

Sorcery: Natural abilities as a Noah: The Earl has several abilities that are natural to him, both by his station as the Earl and by his status as a member of the Noah Family. Like all other Noah, the Earl's abilities are based on Dark Matter.
 * Dark Matter Blast: The Earl has also shown the ability to create massive explosions of Dark Matter and spheres of Dark Matter which have the same explosive power and can be used in close combat. With just a single blast of Dark Matter, he was able to level all of Edo. He has also shown the ability to erect powerful barriers of Dark Matter for defense.
 * Akuma Blood Oil Virus Immunity: As a Noah, he is immune to the Akuma Blood Virus, which is normally fatal for all living things.
 * Control over the movements of Akuma and other Noah: As the head of the Noah Family, the Earl has absolute command over all the Akuma and the other members of the Noah Family.
 * Innocence Destruction: Like all Noah, he can also destroy Innocence with his bare hands.

Akuma creation and control: Unlike other members of the Noah Family, only the Earl can create Akuma, something he does by using their surviving and grieving loved ones to summon their souls back from Heaven before binding them to Dark Matter skeletons. Being their creator, the Akuma are his hands, feet, and eyes, and as such, can observe the world through them, as seen when the Fourteenth used a Level 4 to announce his awakening to the Earl. Through this connection, the Earl is able to summon hundreds of Akuma at a moment's notice, and can also mentally compel them to do his bidding.

Trivia

 * The Earl enjoys arranging his hats, alligator (as a food), and dislikes Exorcists.
 * The Earl appeared in the oneshot Zone with the same role as in D.Grayman, but with a not so cartoonish appearance, looking more like a demon.
 * Hoshino says she based the Millennium Earl off a legendary alchemist/preacher (most likely the Count of St Germain or Nicolas Flamel) whose tale even claims he still may be alive somewhere.