How do you like my true form? Go on, admit it - you like it!
~ The Shape Shifter, undisguised for the first time.

The Shape Shifter (commonly known as Experiment #210) is the main antagonist of the Gravity Falls episode "Into the Bunker." As the name implies, it is able to take on the form of any creature or object it has seen and committed to memory, both for the sake of infiltration and for combat.

Over the course of the episode, the Shape Shifter is primarily voiced by Mark Hamill who also provided the voice of Fire Lord Ozai, Colonel Muska and two notable variations of the Joker. However, as a shapeshifter, he is also briefly voiced by Jason Ritter and Linda Cardellini (while voicing Dipper and Wendy, respectively).


Several decades before the start of the series, the Author of the journals found a mysterious egg while excavating the tunnels beneath Gravity Falls. Though he never discovered what had laid the egg or where it had originated from, he was able to keep it safe until it finally hatched. The creature that eventually emerged was capable of taking on the form of almost anything it had seen and memorized: though little more than a grub at first, the Shape Shifter developed rapidly - becoming increasingly unpredictable and hostile towards those attempting to study it.

After one particularly unpleasant escape attempt in which the Author's assistant was tied up and locked in a closet while the Shape Shifter escaped in his form, it was eventually decided that the creature was too dangerous to be allowed to roam free. So, the Author arranged a stasis tube deep within one of his underground laboratories, hoping that cryogenic suspension would be able to keep the Shape Shifter under control. Unfortunately, the entity broke out of its cage before it could be loaded into the stasis tube, forcing the Author to flee the bunker and seal it shut behind him in a desperate attempt to prevent it from reaching the surface.

Perhaps thirty years later, while investigating the long-abandoned bunker for clues to the Author's identity and whereabouts, Dipper and Wendy end up being accidentally sealed in the lab with the Shape Shifter. Taking the form of the mascot for Baron Num Nums High Flyin' Beans, it poses as the Author, correctly assuming that the intruders won't know enough to poke holes in its disguise, and claims to be on the hunt for the escaped Shape Shifter. Eventually, Dipper hands over Journal 3, much to the entity's delight; as it studies the book for new forms, Wendy discovers a bean can presumably left over from the Author's supplies and - after noticing the mascot - realizes that they've been had. Though they are able to steal back the journal after a tense stand-off, the Shape Shifter gives chase.

After luring the monster into a trap, Dipper, Mabel and Soos sabotage a pipe to blast a jet of water at the creature; however, Wendy ends up getting into a tug-of-war over the journal and is washed away by the ensuing flood. In the confusion that follows, the Shape Shifter takes Wendy's form and attacks her in one last attempt at retrieving the journal, hoping to trick Dipper into ending their stalemate by killing the real Wendy. However, Dipper is eventually able to recognize the impostor and cleaves the Shape Shifter through the chest with a hatchet; while it struggles to recover, Dipper and Wendy shove the creature into the stasis tube and Mabel activates it, trapping the Shape Shifter for good.

In the last few seconds before its completely frozen, the Shape Shifter mockingly warns Dipper to avoid prying too deeply into the Author's secrets - or else face a fate worse than he could possibly imagine. For good measure, he also provides a sneak preview of the last form Dipper will ever take, and transforms into Dipper himself, screaming in terror. It's completely unknown what happened to the Shape Shifter afterwards, but it's likely that it remained frozen for the rest of its days, though it could have escaped during Bill Cipher's hostile takeover of Gravity Falls.


The Shape Shifter's default form is pale and slimy and rather reminiscent of an arthropod: though standing upright, its body is mounted on four arachnid legs, while its left arm is swollen into a massive claw and its right arm extends into a more functional three-fingered hand. This insectoid design extends to its face, including a set of bulbous pink eyes reminiscent of a fly's compound eyes and even a set of mandibles and mouthparts - with four curved fangs bordering its mouth and six smaller teeth inside the mouth itself.

Over the course of the episode, it transforms into Dipper, Mabel, Wendy, a baked beans mascot, a Gremloblin, a gnome, the Hide Behind, and five currently unknown creatures: a three-eyed toad, an insectoid creature with a fist for a head, a caterpillar-like creature with an armadillo shell, a golem-like creature, and a mass of flames. During its brief appearance in "A Tale Of Two Stans," it also was able to imitate a coffee cup in a matter of seconds after being hatched.

However, the Shape Shifter is not limited to simply impersonating others, being also capable of warping its various shapes to monstrous extremes: while still impersonating the mascot, it rotates its head a full 180 degrees and sprouts a set of spider legs from its torso, and when unable to make up its mind between taking Dipper's form or Mabel's form, it simply takes the form of both - a double-headed arachnid monstrosity.


Cunning, deceitful, and more than a bit of a show-off, the Shape Shifter will do anything to escape from the bunker - from impersonation to outright murder. In its first encounter with Dipper and Wendy, it was quick-thinking enough to improvise a ruse to gain their trust just long enough to get its hands on the journal, and patient enough to maintain the lie until no longer necessary. However, the Shape Shifter's patience is not limitless, and decades of waiting for a chance to escape the bunker has left it with something of a short fuse: after making a strained attempt to play at diplomacy with Dipper and the others, it eventually gives up and takes on one of its largest forms, loudly demanding that the "single-formed human weaklings" reveal themselves.

Its nature as a shapeshifter is not limited to its powers, as the entity seems obsessed with acquiring new forms: its first act after hatching was to take on the shape of the coffee cup next to it, and since then, its urge to learn new shapes has only grown. When provided with the Author's journal, it immediately began leafing through it for possible forms to assume, gleefully taking on the appearance of three of the monsters recorded within in quick succession; upon encountering Mabel, it's immediately pleased at the chance to take on her form - and merge it with Dipper's. In keeping with its nature as an actor, it also takes great delight in inspiring fear and awe in observers, not only taking on a variety of terrifying forms for no other reason than to intimidate its audience, but - rather than making one final attempt at escaping the stasis tube - actually spends its last few seconds unfrozen taunting Dipper with the sight of his own screaming face.


  • The exact origins of the Shape Shifter are unknown. It was found as an egg by the journals' author.
  • The Shape Shifter takes inspiration from the eponymous monster from John Carpenter's The Thing. However, the presence of a true form, with a rather plasma-like appearance and red eyes, reflects the description in the original novel, Who Goes There?.
  • According to 3, The Shape Shifter's DNA constantly changes, probably because of the forms he takes.
  • The cryptogram on the Shapeshifter's entry in 3 reads: "AM I ME?, IS HE ME?".


           Gravity Falls Villains

Bill Cipher | Li'l Gideon | Robbie Valentino | Old Man McGucket | Preston Northwest | Blendin Blandin | Rumble McSkirmish | Jeff | Gnomes | Ma & Pa Duskerton | Time Baby | Summerween Trickster | Tyrone | Zombie Horde | Wax Figures | Mr. Poolcheck | Gremloblin | Blind Eye Society | Giffany | Shape Shifter | Lumberjack Ghost | Darlene | Lilliputtians | Clay Monsters | 8 Ball | Kryptos | Xanthar | Teeth | Keyhole | Hectorgon | Amorphous Shape | Pyronica | Paci-Fire | Lava Lamp Shaped Creature | Dippy Fresh | Horrifying Sweaty One-Armed Monstrosity