The Shapeshifter is the main antagonist in the 1999 animated film, Faeries. Voiced by Jeremy Irons, who also voiced Scar.
He was the Fairy Prince's evil brother. He was banished from Fairy Land centuries ago, because he tried to do away with the prince. But the witch told him a way to become ruler of Fairy Land "Two humans from other where; One webbed foot, and the other flaming hair; When they appear, the time is near", meaning to have George and Nellie to steal the royal orb and let the faeries die.