Lords of Midnight (also known as Lords of Midnight III: The Citadel) is the third game in the Lords of Midnight series, and a direct sequel to Doomdark's Revenge.

Gameplay-wise, the game is similar to the previous Lords of Midnight games. The player can either take control of a single hero, or send troops to fight the armies of the opponent, making the game similar to both role-playing and strategy games. Characters can be given tasks, which they execute without the need of the player's further input. Unlike in the preceding games, the movement of the troops occurs in real time. Graphically, the game utilizes a voxel engine for 3D environments.

The entire world wavers on the brink of collapse. The brave knights have been summoned to journey into the land of the Bloodmarch. It is there that the most powerful talisman known to man rests. He who harnesses its power rules the realm.

A crusade lead by King Luxor, your father, to uncover the talisman has met with disaster. He has been captured by Bloodmarch's evil ruler, Boroth the Wolfheart, and is being held in the despot's dark citadel. You must command the rescue of your Liege. Should you fail, King Luxor will be killed and chaos will reign supreme.

A heroic epic of monumental proportions, Lords of Midnight brings an enormous fantasy world to life.