After Ar-Pharazôn of Númenor travelled to Middle-earth to challenge Sauron in II 3262, he returned to his island kingdom with the Dark Lord as a hostage. Over the years that followed, Sauron began to seduce the King and most of his Council with promises of power and of unending life, and in secret Ar-Pharazôn began to turn to the worship of Melkor. Ultimately, Sauron persuaded the King to build a Great Armament to attack Aman itself, and so wrest immortality from the Valar who ruled in the Undying Lands.

All of Sauron's claims and promises were lies, aimed at overthrowing the King and bringing the wrath of the Valar down on Númenor. Of the members of the Council of the Sceptre, only one was willing to challenge these lies, naming the Dark Lord as Sauron the Deceiver. This was Amandil of Andúnië, the father of Elendil, who set sail from Númenor to make his own journey to Aman, hoping to warn and Valar and ask their aid. In this he apparently failed (though his final fate is unknown) and Ar-Pharazôn launched his hopeless assault, causing the Downfall of Númenor. Nonetheless, Amandil's foresight and his distrust of the Deceiver allowed him to save his son Elendil and his grandsons Isildur and Anárion. All of these were aboard ship when the Númenor fell, and were swept out of the ruin of their homeland to found new kingdoms in Middle-earth.