Leviathan Falls


By James S. A. Corey

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The biggest science fiction series of the decade comes to an incredible conclusion in the ninth and final novel in James S.A. Corey’s Hugo-award winning space opera that inspired the Prime Original series. 

“An all-time genre classic.” –Publishers Weekly (starred review)

Hugo Award Winner for Best Series

The Laconian Empire has fallen, setting the thirteen hundred solar systems free from the rule of Winston Duarte. But the ancient enemy that killed the gate builders is awake, and the war against our universe has begun again.
In the dead system of Adro, Elvi Okoye leads a desperate scientific mission to understand what the gate builders were and what destroyed them, even if it means compromising herself and the half-alien children who bear the weight of her investigation. Through the wide-flung systems of humanity, Colonel Aliana Tanaka hunts for Duarte’s missing daughter. . . and the shattered emperor himself. And on the Rocinante, James Holden and his crew struggle to build a future for humanity out of the shards and ruins of all that has come before.
As nearly unimaginable forces prepare to annihilate all human life, Holden and a group of unlikely allies discover a last, desperate chance to unite all of humanity, with the promise of a vast galactic civilization free from wars, factions, lies, and secrets if they win.
But the price of victory may be worse than the cost of defeat.

"Interplanetary adventure the way it ought to be written." —George R. R. Martin

The Expanse
Leviathan Wakes
Caliban's War
Abaddon's Gate
Cibola Burn
Nemesis Games
Babylon's Ashes
Persepolis Rising
Tiamat's Wrath
​Leviathan Falls

Memory's Legion

The Expanse Short Fiction
The Butcher of Anderson Station

Gods of Risk
The Churn
The Vital Abyss
Strange Dogs
The Sins of Our Fathers



First there was a man named Winston Duarte. And then there wasn’t.

The last moment had been banal. He’d been in his private study at the heart of the State Building, sitting on his divan. His desk—Laconian rainwood, with a grain like sedimentary rock—had an inset screen showing the thousand different reports vying for his attention. The clockwork of the empire ground slowly forward, with every revolution of the wheel making the mechanism a little smoother and more precise. He’d been reviewing the security reports from Auberon, where the governor, responding to separatist violence, had begun recruiting locals into the system security forces. His own daughter, Teresa, had been on one of her illicit adventures outside the grounds. The solitary nature hikes which she believed to be outside the watchful eye of Laconian Security were developmentally important for her, and he looked on them with not only indulgence but pride.

He had only recently told her about his ambitions for her: to join him as Paolo Cortázar’s second patient, to have her awareness opened and deepened as his had been, to live perhaps not forever but at least indefinitely. A hundred years from now, they would still be guiding the human empire. A thousand. Ten thousand years.


That was the terrible pressure behind it all. The overwhelming if. If he could push back against the human habit of complacence. If he could convince the vast, incoherent scrum that was humanity that they had to take action to avoid the fate of their predecessors. Either they did whatever it took to understand and defeat the darkness on the third side of the ring gate, or they died at its hand.

The experiments in Tecoma system were like all the critical steps that had come throughout human history. Ever since the first mammal decided to rise on its hind legs to see above the grass. If it worked, it would change everything again. Everything changed everything that had come before. It was the least surprising thing in life.

He had reached for his tea in those last moments, but noticed through one of the weird new senses Dr. Cortázar had given him that the pot had already gone cold. The awareness of molecular vibration was analogous to the physical sensation of heat—it measured the same material reality—but the merely human sense was like a child playing a whistle compared with Duarte’s vast, symphonic new awareness.

The last moment came.

In the instant between deciding to call his valet for a fresh pot of tea and then reaching his hand out for the comm controls, the mind of Winston Duarte blew apart like a pile of straw in a hurricane.

There was pain—a great deal of pain—and there was fear. But there wasn’t anyone left to feel it, so it faded quickly. There was no consciousness, no pattern, no one to think the thoughts that swelled and dimmed. Something more delicate—more graceful, more sophisticated—would have died. The narrative chain that thought of itself as Winston Duarte was ripped to pieces, but the flesh that housed him wasn’t. The subtle flows of energy in his body fell into a storm of invisible turbulence, whipped past coherence. And then, without anyone being aware of it, they began to slow and still.

His thirty trillion cells still took in oxygen from the complex fluid that had been his blood. Those structures that were his neurons fell into association with each other like drinking buddies bending their elbows in unconscious synchrony. Something was that hadn’t been. Not the old thing, but a pattern that took up residence in the empty space it left behind. Not the dancer, but a dance. Not the water, but a whirlpool. Not a person. Not a mind. But something.

When awareness returned, it first appeared in colors. Blue, but without the words for blueness. Then red. Then a white that also meant something. The fragment of an idea. Snow.

Joy came to be, and it lasted longer than fear had. A deep, bubbling sense of wonder carried itself along without anything to carry it. Patterns rose and fell, came together and came apart. The few that fell apart more slowly sometimes came into relationship with each other, and sometimes that made them last even longer.

Like a baby slowly mapping touch and sight and kinesthesis into something not yet called “foot,” scraps of awareness touched the universe and something like understanding began to form. Something felt its own lumbering, brute physicality as it pushed chemicals into the vast gaps between cells. It felt the raw, open vibration that surrounded the ring gates that connected the worlds, and it thought of sores and ulcerations. It felt something. It thought something. It remembered how to remember, and then it forgot.

There had been a reason, a goal. Something had justified atrocities in order to avoid worse ones. He had betrayed his nation. He had conspired against billions. He had condemned people who were loyal to him to death. There had been a reason. He remembered it. He forgot. He rediscovered the glorious brilliance of yellow and devoted himself to the pure experience of that.

He heard voices as symphonies. He heard them as quacks. He was surprised to find that a he existed and that it was him. There was something he was supposed to do. Save humanity. Something ridiculously grand like that.

He forgot.

Come back. Daddy, come back to me.

Like when she’d been a baby and he had slept at her side, he refocused on her by habit. His daughter mewled, and he roused himself so that his wife wouldn’t have to. His hand was in hers. She’d said something. He couldn’t remember the words, so he looked backward in time to where she spoke them. Dr. Cortázar? He’s going to kill me.

That didn’t seem right. He didn’t know why. The storm in the other place was loud and soft and loud. That was connected. He was supposed to save them from the things in the storm, that were the storm. Or from their own too-human nature. But his daughter was there, and she was interesting. He could see the distress flowing through her brain, through her body. The pain in her blood scented the air around her, and he wanted. He wanted to soothe her, to comfort her. He wanted to make right everything that was wrong for her. But more interesting, for the first time, he wanted.

The strange sensation of feeling these things plucked at his attention, and his focus drifted. He held her hand and wandered. When he came back, he was still holding her hand, but she was someone else. We just need to scan you, sir. It won’t hurt.

He remembered Dr. Cortázar. He’s going to kill me. He waved Cortázar away, pushing at the empty spaces between the tiny motes that made him a physical thing until the man swirled like dust. There. That was fixed. But the effort tired him and made his body ache. He gave himself permission to drift, but even so, he noticed that the drift was less. His nervous system was shattered, but it kept growing together. His body kept insisting that even if it couldn’t go on, it could go on. He admired this stubborn refusal to die as if it were something outside of himself. The sheer mindless and physical impulse to move forward, each cell’s determination to churn along, the obdurate need to continue existing that didn’t even require a will. All of it meant something. It was important. He just had to remember how. It had to do with his daughter. It had to do with keeping her safe and well.

He remembered. He remembered being a man who loved his child, and so he remembered being a man. And that was a stronger rope than the ambition that had built an empire. He remembered that he had made himself something different than a human. Something more. And he understood how this alien strength had also weakened him. How the brutish and unapologetic clay of his body had kept him from annihilation. The sword that slew a billion angels had only inconvenienced the primates in their bubbles of metal and air. And a man named Winston Duarte, halfway between angel and ape, had been broken but not killed. The shards had found their own way.

There was someone else too. A man with dry riverbeds in his mind. Another man who had been changed. James Holden, the enemy who had shared his enemy, back before Winston Duarte had broken, and in breaking, become.

With infinite effort and care, he pulled the unbearable vastness and complexity of his awareness in and in and in, compressing himself into what he had been. The blue faded into the color he had known as a man. The sense of the storm raging just on the other side, of the violence and threat, faded. He felt the warm, iron-smelling meat of his hand, holding nothing. He opened his eyes, turned to the comm controls, and opened a connection.

“Kelly,” he said. “Could you bring me a fresh pot of tea?”

The pause was less than might have been expected, under the circumstances. “Yes, sir,” Kelly said.

“Thank you.” Duarte dropped the connection.

A medical bed had been put in his study with an aerated foam mattress to prevent bedsores, but he was seated at his desk as if he had never left it. He took stock of his body, noticing its weakness. The thinness of its muscles. He stood, clasped his hands behind him, and walked to the window to see whether he could. He could.

Outside, a light, tapping rain was falling. There were puddles on the walkways and the grass was bright and clean. He reached out for Teresa, and he found her. She wasn’t nearby, but she wasn’t in distress. It was like watching her traipse through the wilds again, only without the artificial lens of the cameras. His love and indulgence for her was vast. Oceanic. But it wasn’t pressing. The truest expression of his love was his work, and so he turned to it as if this were any other day.

Duarte pulled up an executive summary the way he had at the start of every morning. Normally it was a page long. This one was a full volume. He sorted by category, pulling out the thread that addressed the status of traffic through the ring space.

Things had, putting it mildly, gone poorly in his absence. Scientific reports of the loss of Medina Station and the Typhoon. Military analyses of the siege of Laconia, the loss of the construction platforms. Intelligence summaries of the growing opposition in the widely scattered systems of humanity, and of Admiral Trejo’s attempts to hold the dream of the empire together without him.

There had been a time not long after her mother passed when Teresa had decided to make him breakfast. She had been so young, so incapable, that she had failed. He remembered the crust of bread heaping with jam and a pat of unmelted butter perched on top of it. The combination of ambition and affection and pathos had been beautiful in its way. It was the kind of memory that survived because the love and the embarrassment fit together so perfectly. This felt the same.

His awareness of the ring space was clear now. He could hear the echoes of it in the fabric of reality like he was pressing his ear to a ship’s deck to know the status of its drive. The rage of the enemy was as apparent to him now as if he could hear its voices. The shrieks that tore something that wasn’t air in something that wasn’t time.

“Admiral Trejo,” he said, and Anton startled.

It was the fifth week of Trejo’s combination press tour and reconquest of Sol system. He sat in his cabin, spent from his long day of glad-handing and speech-making with the local leaders and officials. He was the visible face of a nearly toppled empire, making sure no one knew how close he’d come to losing it all. After the hard weeks-long burn out from Laconia, it was exhausting. He wanted nothing more than a stiff drink and eight hours in his bed. Or twenty. Instead, he was on a video call with Secretary-General Duchet and his Martian counterpart, both of them on Luna and near enough that light delay didn’t interfere. The politicians were lying through their smiles. Trejo was threatening through his.

“Of course we understand the necessity of getting the orbital shipyards up and running as quickly as possible. Rebuilding our shared defenses is critical,” Duchet said. “But given the lawlessness that has followed the recent attack on Laconia, our first concern is security for the facilities. We have to have some guarantee that your ships will be able to protect these valuable assets. We don’t want to just paint a target on ourselves for the underground to aim at.”

You just got the shit kicked out of you, had your factories blown up, lost two of your most powerful battleships, and are scrambling to hold the empire together. Do you have enough ships to force us to work for you?

“We’ve suffered setbacks, that’s true,” Trejo drawled, the way he sometimes did when he was angry. “But there’s no need for concern. We have more than enough of the Pulsar-class destroyers to provide total security for Sol system.”

I just reconquered you with two dozen of those ships, and I have a shit-ton more of them I can call in if I need to, so fucking do what I tell you to do.

“Excellent to hear that,” the Martian prime minister said. “Please let the high consul know we will spare no effort to meet his production schedule.”

Please don’t carpet-bomb our cities.

“I will let him know,” Trejo replied. “The high consul treasures your support and loyalty.”

Duarte is a drooling moron, but if you give me the ships to hold the empire together, I won’t have to glass your damn planets, and maybe we all win.

Trejo killed the connection and leaned back in his chair. The bottle of whiskey in his cabinet called to him gently. The freshly made bed was much louder. He had time for neither. The underground was still running riot in thirteen hundred systems and more. And that was just his human problem. After that, there were the gates to deal with, and whatever within them kept turning the minds off in whole systems at a time as it sniffed for ways to exterminate humanity.

No rest for the wicked. No peace for the good.

“Connect me to the Association of Worlds rep, Sol system. I don’t remember her name,” he said. No one heard him but the ship.

CONNECTING NOW flashed on his screen. Time for more smiling lies. More veiled threats. More—and he used the word as an epithet—diplomacy.

“Admiral Trejo,” said a voice from behind him. It was familiar but so unexpected that his mind scrambled to place it. He had a brief, irrational idea that his attaché had been hiding in his room this whole time and had only just now chosen to reveal himself.

“Anton,” the voice said, lower and as intimate as a friend. Trejo turned around in his chair to face the room. Winston Duarte stood near the foot of his bed, hands behind his back. He wore a loose casual shirt and black trousers. He wasn’t wearing any shoes. His hair was mussed, as if he’d only recently woken up. He looked like he was actually there.

“Security alert,” Trejo said. “This room. Full sweep.”

Duarte looked pained. “Anton,” he said again.

In milliseconds, the ship had swept every inch of his cabin looking for anyone or anything that wasn’t supposed to be there. His screen reported to him that the room was free of listening devices, dangerous chemicals, unauthorized technology. He was also the only person in it. The ship asked if he wanted armed security personnel to respond.

“Am I having a stroke?” he asked the apparition.

“No,” Duarte said. “Though you should probably be getting more sleep.” The ghost in his room shrugged its shoulders, almost apologetically. “Look. Anton. You’ve done everything that could have been asked of you to hold the empire together. I’ve seen the reports. I know how difficult this job has been.”

“You’re not here,” Trejo said, asserting the only possible reality against the lies his senses were telling him.

“What here means has become strangely flexible for me,” Duarte agreed. “As much as I appreciate your work, you can stand down now.”

“No. It’s not over. I’m still fighting to hold the empire together.”

“And I appreciate that. I do. But we’ve been running down the wrong road. I need a little quiet to think this through, but I see things better now. It’s going to be all right.”

The need to hear those words—to believe them—rushed through Trejo like a flood. The first time a lover had kissed him, it had been less overwhelming than this.

Duarte shook an amused and melancholy smile. “We built an empire that spanned the galaxy, you and I. Who’d have imagined we were thinking too small?”

The image, illusion, projection, whatever it was, vanished so suddenly it was like a skipped frame in a film.

“Fuck me,” Trejo said to no one. The security alert was still flashing on the screen over his desk. He slapped the comm link with one hand.

“Sir,” the duty officer said. “We’ve got an active alert from your quarters. Do you want—”

“You have five minutes to prep for a max burn to the ring.”


“Sound the alarm,” Trejo said. “And get everyone in their couches. We have to get back to Laconia. Now.”

Chapter One: Jim

It pinged us,” Alex said. His voice was a light almost singsong that meant he thought they were screwed.

Jim, sitting on the ops deck with a tactical map of Kronos system on the screen and his heart going double time, tried to disagree. “Just because he’s knocking doesn’t mean he knows who’s home. Let’s keep acting like what we’re acting like.”

The Rocinante was acting like a small-haul freighter, a class of ship thick on the ground in Kronos system. Naomi had tuned the Epstein to run just dirty enough to change their drive signature without generating too much extra waste heat. A set of extra plating welded to their hull at an underground shipyard in Harris system had altered their silhouette. A slow dribble of liquid hydrogen was pumping out across the top of the ship and changing their thermal profile. When Naomi had gone over the plan to layer on camouflage, it had seemed comprehensive. It was only the threat of violence that made Jim feel exposed.

The enemy frigate was called the Black Kite. Smaller than the Storm-class destroyers, it was still well armed and had the self-healing outer hull that made Laconian ships hard to kill. It was part of a hunting group scouring all the inhabited systems for Teresa Duarte, runaway daughter of High Consul Winston Duarte, heir apparent to his empire, and, for the time being, apprentice mechanic on the Rocinante.

This wasn’t the first time they’d seen it.

“Any follow-up?” Jim asked.

“Just the ladar ping,” Alex said. “Think I should warm up the peashooter, just in case?”

Yeah, let’s do that was on the edge of Jim’s mind when Naomi’s voice answered instead. “No. There’s some evidence that their next-generation sensor arrays can recognize rail-gun capacitors.”

“That feels unfair,” Jim said. “What a crew does with its rail-gun capacitor in the privacy of its own ship shouldn’t be anyone else’s business.”

He could hear the smile in Naomi’s voice. “While I agree in principle, let’s keep the guns offline until we need them.”

“Copy that,” Alex said.

“Still no follow-up?” Jim asked, even though he had access to all the same logs Alex did. Alex checked anyway.

“Comms are dark.”

Kronos wasn’t quite a dead system, but it was close. The star there was large and fast-burning. There had been a habitable planet in the goldilocks zone there at one point—at least enough that the protomolecule had been able to hijack the biomass needed to build a ring gate. But in the strange eons since the gate’s formation and humanity’s stumbling into the alien ruins, the goldilocks zone had moved. The original life-bearing planet hadn’t quite been engulfed by the star yet, but its oceans had been boiled to nothing and its atmosphere stripped away. The only native life in Kronos was on the wet moon of an outlying gas giant, and that wasn’t much more than viciously competing continent-sized sheets of slime mold.

The human inhabitants of Kronos were around ten thousand miners on seven hundred thirty-two active sites. Corporations, government-sponsored interest groups, independent rock hoppers, and unholy legal hybrids of all three were stripping palladium out of a nicely rich scattering of asteroids and sending it out to anyone still building air recyclers or working on adjustment-terraforming projects.

Which was everyone.

Kronos had been the edge of the Transport Union’s reach back in the day, then the ass end of the Laconian Empire, and now no one really knew what it was. There were hundreds of systems like it, all through the gate network: places that either weren’t self-sufficient yet or didn’t plan to be, more focused on digging out their own little economic niche than any broader coalition. The kinds of places where the underground could usually hide and repair their ships and plan for what came next. On the tactical map, asteroids marked by orbit, survey status, composition, and legal ownership swirled around the angry star as thick as pollen in springtime. The ships were clumped around the excavation and survey sites by the dozen, and as many more were on lonely transits from one little outpost to another or on errands to gather water for reaction mass and radiation shielding.

The Black Kite had come through the ring gate three days before, torpedoed the underground’s radio repeater at the surface of the gate, and then burned gently to remain in place like a bouncer at a pretentious nightclub. The ring gates didn’t orbit the stars so much as remain in fixed position as though they’d been hung on hooks in the vacuum. It wasn’t the strangest thing about them. Jim had let himself hope that blowing up the underground’s pirate transmitter would be all the Kite did. That the enemy would finish its little vandalism and fuck off to cut the metaphorical telegraph wires on some other system.

It had stayed, scanning the system. Looking for them. For Teresa. For Naomi, functional leader of the underground. And for him.

The comm display lit up the green of an incoming transmission, and Jim’s gut knotted. At their present range, the battle wouldn’t come for hours, but the rush of adrenaline was like someone had fired a gun. The fear was so present and overwhelming that he didn’t notice anything odd.

“Broadcast,” Alex said over the ship comms and from the deck above Jim. “Weird it’s not a tightbeam… I don’t think he’s talking to us.”

Jim opened the channel.

The woman’s voice had a clipped, emotionless formality that was like the accent of the Laconian military. “… as offensive action and treated as such. Message repeats. This is the Black Kite to registered freighter Perishable Harvest. By order of Laconian security forces, you will cut your drive and prepare for boarding and inspection. Refusal to comply will be viewed as an offensive action and treated as such. Message repeats…”

Jim filtered the tactical map. The Perishable Harvest was about thirty degrees spinward of the Roci, and burning toward the wide, angry sun. If they’d gotten the message, they hadn’t complied with it yet.

“Is that one of ours?” Jim asked.

“Nope,” Naomi said. “It’s listed as property of a David Calrassi out of Bara Gaon. I don’t know anything about it.”

With light delay, they should have received the Black Kite’s command ten minutes before the Rocinante did. Jim imagined some other crew in a panic because they’d received the message he’d been dreading. Whatever happened next, the Rocinante was out of the crosshairs for the moment at least. He wished he could feel the relief a little more deeply.

Jim unstrapped from the crash couch and swung around. The bearings hissed as it shifted under his weight.

“I’m heading down to the galley for a minute,” he said.

“Grab a coffee for me too,” Alex said.

“Oh no. Not coffee. I’m maybe up to some chamomile or warm milk. Something soothing and unaggressive.”

“Sounds good,” Alex said. “When you change your mind and get some coffee, grab one for me too.”

On the lift, Jim leaned against the wall and waited for his heart to stop racing. This was how heart attacks came, wasn’t it? A pulse that started fast and then never slowed until something critical popped. That was probably wrong, but it felt that way. He felt that way all the time.

It was getting better. Easier. The autodoc had been able to supervise the regrowth of his missing teeth. Apart from the indignity of needing to numb his gums like a toddler, that had gone well enough. The nightmares were old acquaintances by now. He’d started having them on Laconia while still a prisoner of High Consul Duarte. He’d expected them to fade once he was free, but they were getting worse. Being buried alive was the most recent version. More often it was someone he loved being murdered in the next room and not being able to key in the lock code fast enough to save them. Or having a parasite living under his skin and trying to find a way to cut it out. Or the guards on Laconia coming to beat him until his teeth broke again. The way that they had.

On the upside, the old dreams about forgetting to put on his clothes or not studying for a test seemed to be off the rotation. His weirdly vindictive dream life wasn’t all bad.

There were still days when he couldn’t shake the sense of threat. Sometimes a part of his mind would get trapped in the unfounded and irrational certainty that his Laconian torture team was about to find him again. Others, it was the less irrational dread of the things beyond the gates. The apocalypse that had destroyed the protomolecule’s makers and was on the path to destroying humanity.


  • “An all-time genre classic.”—Publishers Weekly (starred review)
  • "The ending is equal parts heart-wrenching and hopeful, and it’s what Abraham and Franck have been building toward for more than a decade."—Polygon
  • "Corey deftly weaves multiple points of view to create a dense and colorful tapestry of political intrigue, personal relationships, and sophisticated technology that bursts with action but also delivers an introspective view of the characters as they age and reflect on their purpose and the value of their lives."—Booklist (starred review) on Tiamat's Wrath
  • "The science fictional equivalent of A Song of Ice and Fire...only with fewer beheadings and way more spaceships."
    NPR Books on Cibola Burn
  • "Combining an exploration of real human frailties with big SF ideas and exciting thriller action, Corey cements the series as must-read space opera."
    Library Journal (starred review) on Cibola Burn
  • "It's been too long since we've had a really kickass space opera. Leviathan Wakes is interplanetary adventure the way it ought to be written, the kind of SF that made me fall in love with the genre way back when, seasoned with a dollop of horror and a dash of noir. Jimmy Corey writes with the energy of a brash newcomer and the polish of a seasoned pro. So where's the second book?"
    George R. R. Martin on Leviathan Wakes
  • "An excellent space operatic debut in the grand tradition of Peter F. Hamilton."
    Charles Stross on Leviathan Wakes
  • "Literary space opera at its absolute best."
    io9 on Abaddon's Gate
  • "Riveting interplanetary thriller."—Publishers Weekly on Leviathan Wakes

On Sale
Nov 30, 2021
Page Count
528 pages

James S. A. Corey

About the Author

James S. A. Corey is the pen name of Daniel Abraham and Ty Franck. In addition to writing the novels and short stories of The Expanse, they wrote and produced the television series of the same name. Daniel lives with his family in the American southwest. Ty will tell you where he lives when and if he wants you to come over.

Learn more about this author