Poisoned Pages ~Credits~

for Shadow of the Demon Lord

WRITING and Design:
Among the stranger folk to claim a piece of land in Rûl are Josh Pierce-Taylor and Katy Block
the saprophicans, a fungal people that have, from fear of
Additional Writing and Design,
discovery, embraced isolation in the darkest depths of the
development, and Art Direction:
Known World’s forests. They believe contact with other
peoples would lead to their extinction, and their brief, Robert J. Schwalb
fraught encounters with humanity have only served to editing: Tom Cadorette
deepen their commitment to infiltrating humanity.
Proofreading: Jay Spight
Now, dark times have come to Urth, as demons creep
out from reality’s cracks to run amok through the lands, LAYOUT: kara hamilton
civil war tears apart humanity’s greatest Empire, and ILLUSTRATIONs: Matteo Spirito
foulness from the Void bleeds into the remotest places,
the time for isolation has come to an end, even for the Brood of the Mother Spore is ©2020 Schwalb Entertainment, LLC.
All rights reserved.
saprophicans. Brood of the Mother Spore, Poisoned Pages, Shadow of the Demon Lord,
Brood of the Mother Spore introduces a new ancestry Schwalb Entertainment, and their associated logos
for use in Shadow of the Demon Lord, offering you an are trademarks of Schwalb Entertainment, LLC.
opportunity to take on the role of fungus folk. This Schwalb Entertainment, LLC
supplement gives you everything you need to create and
play a saprophican character. For the Game Master, a
number of sample creatures appear at the end to help
introduce these peoples into the world in an organic
PO Box #12548, Murfreesboro, TN 37129
fashion. To combat the Shadow, it takes peoples of all info@schwalbentertainment.com www.schwalbentertainment.com
kinds, and the saprophicans are just the latest to join the
struggle to save Urth.

The Saprophicans
Few people have ever met a saprophican and those
who have seldom met another. Nearly all of the fungus
folk live in small, isolated colonies in dense forests far
from settled lands. Fear of discovery, distrust of others’
motives, and superstition keep most saprophicans close
to their homes. Still, at some point in their lives, they
are compelled to venture forth and travel out from their
hidden places in order to found new colonies.
Mishap and violence most often abbreviate these
trips, which is why so few saprohicans are ever
seen. From time to time, one or two emerge from
the wild and venture into civilized lands. Despite the
fears some people in the lands of Rûl have against
strange and alien beings, the saprophicans find they
are usually able to integrate well with humanoids.
Affable, charming, and convincing are all traits
common among them, which helps to allay any fears
about their intentions. Once they find acceptance,
they can begin work on their true purpose:
establishing a new saprophican colony.
Colony Builders: As all fungus exists to spread its
spores, so too do the saprophicans. When saprophicans
reach maturity, they experience an intense desire to
leave their colony and establish new ones. They have
evolved humanoid shapes out of necessity, since these
forms are far less likely to be mistaken for something
dangerous or abhorrent. In fact, ages ago, saprophicans
appeared as animals, only twisted and bent to walk on
two legs. The early human tribes either fled in fear or
cut them down, thinking they were monsters.
Saprophicans embellish their forms with decorative
growths. Vibrant crowns of finger-like mushrooms
adorn their heads, bioluminescent frills shed soft light,
and blooms sweeten the air around them. Once they
ingratiate themselves with the settlement and squash
any misgivings, they integrate with the host settlement,
subsisting on the work of their neighbors as much as
possible. While not an inherently lazy people, they
prefer to work as little as possible themselves when
others can toil on their behalf. Eventually, they direct
their new community to help secure a suitable location
for a new colony. Some of the most successful of their
kind have convinced whole towns to take up arms
and root out bands of beastmen inhabiting what they
considered to be a choice site.
If they are able to find a suitable and safe location,
with fertile ground in which to grow new life, they
start work on creating a new colony, which comes at
the price of their own lives. Their bodies break down
to release a cloud of spores that settles into the earth,
where they then grow into the mycelia that covers each
colony. The mycelia connect with each other and draw
out nutrients from the ground to funnel into the husk
the saprophican left behind. It is from this husk that
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the center of all saprophican colonies grows, a great
monument to their god, the Mother Spore. Contained
within this pillar are enough spores to infect a dozen
new hosts from any creature unfortunate to have made
their dens near this new colony.
Hidden Homes: A dense web of mycelium
surrounds each colony. Not only do the mycelium
alert the colony of trespassers by releasing spores of
its own, but also works as trap for anything foolish
enough to come too close. The tendrils wrap around
the legs of animals, entrapping them in fungal nets.
Saprophicans then infect these unfortunate creatures,
leaving them trapped while the spores take hold.
The mycelium swaddles the beast until the newly
formed saprophican is created, and the body is fit to
carry back to the colony’s heart. The fungus folk are
intensely secretive about their true origins, rightly
believing it would turn others against them if their
reproduction cycle became common knowledge.
This secrecy extends to the point that their society
forbids the infection of an intelligent creature with
the saprophican fungus. If a child goes missing in the
woods, the whole village searches for it, while no one
will miss a deer. Any who break this law are burned
alive until there is not even a spore left of them.
However, this does not stop the saprophicans from
killing any trespassers who might escape to reveal
their dreadful secret.
Parasitic Genesis: The spores take root in the lungs
of any creature who inhales them. Over the next
few days, the spores sprout fine web-like strands of
mycelium down into the lungs and up the throat,
through the nasal cavity, and then into the brain along
the olfactory nerve. After the mycelium borrowed
into the brain, the host is inexorably drawn towards
the nearest saprophican colony, where the rest of the
transformation can take place in solitude and safety.
By this point, whoever or whatever the host’s identity
or original existence was is lost, destroyed by the
fungal takeover of all the brain’s functions.
Once at the colony, the fungus begins to alter the host
body, spreading through veins and between muscles,
while contorting the animal’s figure into a humanoid
shape. Dense fungal growths fill the gaps left by this
process, and over time it builds a full body for itself
using its host as food and fertilizer. The animal’s bones
are kept intact and used as a rudimentary skeleton, as
saprophicans are unable to produce a fungus dense
enough to replace them. Often, they will seek out new
bones to serve as a more suitable skeleton, slowly
incorporating them over a few days, and, being unable
to repair these bones themselves, replacements must
be sought out for any breaks.
Strange Diets: Despite their efforts to integrate with
the mortals of Urth by taking on superficially reassuring
forms, they have not yet been able to mask one aspect
of their biology. Saprophicans are ravenous carnivores,

unable to eat anything but raw meat. They have a
specialized fungal “stomach” that putrefies the meat
before digesting it, which causes each saprophican to
smell slightly of decay shortly after each meal.
A Forgotten God: Each colony still worships the
same god, the Mother Spore, and a shrine to this
goddess—a giant pillar of slick, black fungus—stands
at the center of every community. Saprophicans
believe it was from her they were spawned. The
Mother Spore is a grim uncaring figure of death,
decay, and rebirth. She compels her brood to spread
their spores to the furthest corners of the continent,
and with the Shadow of the Demon Lord touching
even their secluded homes, saprophicans are leaving
their colonies in greater numbers.
The few scholars who have been able to study
saprophican religion—and did not pay with their
life for it—believe it is simply a distant offshoot of
the ancient World Mother cult. Instead of fertility
and vitality, their sect venerated decay as the start of
all life and rebirth. While each colony’s beliefs vary
in the details, they all believe that the Mother Spore
is something entirely other than the World Mother.
Priests of the Mother Spore have access to the Death,
Life, and Nature traditions.
Common Names: Ayoo, Bumbo, Coof, Eyish,
Floom, Gibble, Iggwye, Lumma, Maol, Muun, Numm,
Ooo, Opple, Puen, Unnu, and Wammble.
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Creating a Saprophican
Starting Attribute Scores Strength 9, Agility 11, Intellect 10,
Will 11
Perception equals your Intellect score
Defense equals your Agility score
Health equals your Strength score
Healing Rate equals one-quarter your Health
Size 1, Speed 10, Power 0
0 Damage, 0 Insanity, 0 Corruption
Languages and Professions You speak the Common
Tongue
Immune damage from disease and poison; diseased,
poisoned
Shadowsight You see in areas obscured by shadows as if
those areas were lit.
Language of the Mother Spore As a minor activity, you can
release a spore cloud from your body that spreads out
to a range of 10 yards from a point in your space. The
spores hang in the air for 1 round. Using these spores,
you can communicate a concept or emotion that can be
summarized in a few words to other saprophicans within
the spore cloud.
Spore Trail When you move, you dust the ground behind
you. If the dust falls on earth, sand, or wooden surfaces,
it remains for 1 hour. You can sense spore trails left by all
saprophicans.
Fire Vulnerability You take double damage from fire.
Level 4 Saprophican Expert
Characteristics Health +3
You learn one spell or gain Spore Burst.
Spore Burst You can use an action to release spores into
a 3-yard-long cone originating from a point you can
reach. Each creature in the area must make a Strength
challenge roll with 1 bane. On a failure, a creature
becomes diseased for 1 round. While diseased in this
way, the creature is charmed. On a roll of 0 or less for
a creature of flesh and blood, the target falls prone,
becomes defenseless for 1 round, and then becomes
infected with apotheosis spores (see below).
Apotheosis Spores
Saprophicans reproduce by infecting living creatures
with apotheosis spores released from their bodies.
An infected creature experiences difficulty breathing,
developing a wet cough resulting from the spores
growing in its lungs and throat. In a matter of days,
the spores kill the creature, taking over its body as
described under “Parasitic Genesis.”
Transmission A creature that breathes in spores becomes
exposed. One hour later, the creature must get a success on
a Strength challenge roll with 2 banes or suffer the stage 1
effects of the apotheosis spores.
Cure Only magic of rank 3 or higher can cure this infection.
• Stage 0 The creature recovers from apotheosis spores.
• Stage 1 The creature is diseased.
• Stage 2 As stage 1, but whenever the creature uses
an action or a triggered action, the creature becomes
fatigued for 1 round.
• Stage 3 The creature’s Intellect and Will drop to 5.
It loses all professions, talents, and spells learned.
The creature becomes compelled by the spores, and
usually goes some place secret and safe to complete
the transformation. After 1d3 months, the creature
transforms into a new saprophican and retains none of
its original statistics.
Recovery Each time the diseased creature completes a
rest and is at a stage less than 3, it must make a Strength
challenge roll with 3 banes.
• 20 or more: The creature moves down one stage.
• Success: No change.
• Failure: The creature moves up one stage.
• 0 or less: The creature moves up two stages.
 Saprophican Age
3d6 Age
3 You are a child, 6 years old or younger.
4–7 You are an adolescent, 7 to 13 years old.
8–12 You are a young adult, 14 to 25 years old.
13–15 You are a middle-aged adult, 26 to 40 years old.
16–17 You are an older adult, 41 to 60 years old.
18 You are a venerable adult, 61 years old or older.
Saprophican Build
3d6 Build
3 You are short and either thin or heavy, as you choose.
4–6 You are somewhat short, but of average weight
for your height.
7–8 You are slender, though of average height.
9–12 You have a typical build, both in height and weight.
13–15 You are heavy for your height.
16–17 You are tall, but of average weight for your height.
18 You are extremely tall and either thin or heavy, as
you choose.
Saprophican Appearance
3d6 Appearance
3 You were unable to fully transform your host’s
body and now appear as a grim amalgamation
of fungal flesh, scraps of fur, and twisted,
disjointed bones. You are repulsive to others and
are met with horrified expressions and screams
everywhere you go.
4–5 You appear almost human, with a monstrous
deformity from your transformation. You might
hobble and limp with a warped leg, one arm may
be drastically shorter than the other, or you might
be missing an eye and your lips.
6–8 You appear human, but you stand almost upright,
and your face is more fungus than man. Your
approximation of the human form is unsettling to
others.
9–12 Your body and facial features are human but
have strange patterns and textures. Your host’s
skeleton, or some other feature of your true
nature easily reveals you to be something else
entirely.
13–15 You appear to be human in passing, but anyone
who interacts with you is soon disabused of that
notion.
16–17 From a distance, you appear to be an attractive
human, but up close the strange texture of your
flesh mars the facade.
18 Your body is perfectly sculpted to appear to be
an extraordinarily beautiful human. Only close
inspection, and your fungal adornments, would
suggest otherwise.
Saprophican Personality
3d6 Personality
3 You are a parasite. People are a resource to you
and you will take from them until there is nothing
left. You despise those who stand in your way.
4–5 Suspicion of other people drives your every
action. You are always looking over your shoulder.
4
3d6 Personality
6–8 You are well-meaning but lack social skills and
come off as arrogant or overbearing.
9–12 You are generally amiable, but you have trouble
overcoming your selfish nature.
13–15 You are friendly and find it easy to make friends.
16–17 You are outgoing and strive to make as many
friends as you can.
18 You have a magnetic personality and often find
people hang on your every word.
Saprophican Background
d20 Background
1 Your colony was discovered and destroyed. You
were the only survivor and still fear you’re being
hunted.
2 You see ever-shifting forms and faces in your
colony’s monument, but no one else can see them.
3 You have killed innocents to harvest their bones.
Start with 1d3 + 1 Corruption.
4 You have broken two of your bones and are now
seeking replacements.
5 One of your bones is made from silver and is worth
2d6 ss.
6 Your host body had eaten a metal cube with
strange runes on it. You have rescued the object,
and it is now in your possession.
7 You are thought to have infected an intelligent
creature, but escaped before you could be executed.
8 You traveled extensively. You speak one additional
language.
9 The Mother Spore came to you in a vision and
showed you where you should found a new colony.
You have since forgotten the directions.
10 Your colony disregards saprophican law and preys
on humans and other humanoid creatures.
11 You let a scholar study you and told them pieces of
your history. In return you received an education.
You know how to read and write the Common
Tongue.
12 You have some memories of a life you didn’t live
and are unsure where they came from. Start with
1 Insanity.
13 You have left your colony once before but were
chased off from the first settlement you found and
returned home dejected.
14 Bandits camped near your colony. You led the
effort to remove them from your lands.
15 An orc raid swept across your colony, and you
lived as a slave for months before escaping. Add
Slave to your list of professions.
16 You find yourself inexplicably imitating the habits
of your host animal when no one is looking.
17 You came into money and start the game with 2d6
cp.
18 Your colony believes the Mother Spore is a blight
on the world. You struggle to overcome the urge
to create a new colony.
19 You killed a trespasser to protect your colony.
This person had a strange set of keys and a map
you cannot read. You have not revealed them to
anyone, yet.
20 You prevented a fire from wiping out your colony
and are hailed as a hero. Your body bears a
gruesome scar from your actions.
 Fungal Adornment
d20 Adornment
1 Your skull was a stag’s and you have covered its
antlers in a web of vibrant colors.
2 A cape of lace-like fungus hangs from your back.
3 Your body has bioluminescent whorls all across it.
You can faintly illuminate these patterns green or
blue.
4 Woven stalks in hues of gold and brass encircle
your head.
5 Blooms of miniscule, beautiful mushrooms grow
all over your arms.
6 A dense mass of fungus grows from your face
imitating a lush, full beard.
7 Purple coral-like fingers sprout from your head to
form a majestic crown.
8 Your body exudes delicate perfumed scents.
9 You use small fungi to imitate earrings, rings, and
jewelry of all kinds.
10 Stripes of muted contrasting colors ripple over
your whole body.
11 A large mushroom cap sits atop your head like a
wide hat.
12 Your neck is full of mushroom gills, opening and
closing with the rhythm of your speech, revealing
vibrant shades of blues, purples, and oranges.
13 Your head is covered in thin fungal stalks, which
you have grown to mimic intricately styled hair.
14 Lichen of all shapes and colors grows over your
body.
15 The sweet smells of honey and nectar hang in the
air around you.
16 Your whole body is a tapestry of colors, fungus
of every shape and hue overlap and crowd your
flesh.
17 You have an elaborate headdress of mushrooms.
18 Small, brightly colored mushrooms sprout from
your shoulders.
19 You have two fungal adornments. Roll again and
ignore duplicates and further rolls of 19 or 20 on
this table.
20 You have three fungal adornments. Roll again and
ignore duplicates and further rolls of 19 or 20 on
this table.
Saprophicans
Saprophicans aren’t born, but instead, grow inside
still-living hosts who have become infected with
parasitic spores. The fungus takes over the mind
first before consuming and rebuilding the body.
This macabre and gruesome process takes years
to complete, and during this transformation, a
saprophican is an abomination of contorted flesh and
twisted bone.
Where these strange people came from is a mystery
to even themselves. Their colonies are scattered
and secluded, and with each new generation, their
myths and legends drift further from each other.
The saprophicans who call the shadowed forests of
Balgrendia home believe they were carried to Urth
5
on a fallen star. The colonies of Old Edene recount
tales that one of their kind had ingratiated themselves
with the God-Queen Umessa, and traveled from
Eremeä by her side as a trusted counselor. Across
the Northern Reach, it is believed the fungus folk are
some forgotten creation of the great fey, abandoned
after the faeries retreated from the mortal world.
SAPROPHICAN DIFFICULTY 1
Size 1 fungus
Perception 10 (+0); shadowsight
Defense 11; Health 9; Insanity 0; Corruption 0
Strength 9 (–1), Agility 11 (+1), Intellect 10 (+0), Will 11 (+1)
Speed 10
Immune damage from disease, poison; diseased, poisoned
Fire Vulnerability A saprophican takes double damage
from fire.
ATTACK OPTIONS
Sickle (melee) +1 (1d6)
Colony Guardian
Fearing discovery, and the subsequent ruin that would
result, many saprophicans patrol the lands around
the colony to steer trespassers away from discovery or,
failing that, destroy them. The task of protecting the
colony falls to the colony guardians, a small force of
capable scouts adept in woodcraft and arms. Colony
guardians develop specialized spores that help them
to befuddle humanoids who come too close so that
they can lead them away, as opposed to outright
killing them.
COLONY GUARDIAN DIFFICULTY 5
Size 1 fungus
Perception 11 (+1); shadowsight
Defense 13 (hard leather); Health 30; Insanity 0;
Corruption 0
Strength 10 (+0), Agility 11 (+1), Intellect 11 (+1), Will 12 (+2)
Speed 10
Immune damage from disease, poison; diseased, poisoned
Fire Vulnerability A saprophican takes double damage
from fire.
ATTACK OPTIONS
Spear (melee or short range) +1 with 1 boon (1d6)
Bow (long range) +1 with 1 boon (1d6)
SPECIAL ATTACKS
Psychoactive Spores The colony guardian uses an action,
or a triggered action on its turn, to release a cloud of
spores from a point in its space out into a 5-yard radius.
The spores partially obscure their area for 1 minute or
until dispersed by wind. Any creature within the radius or
that enters it must get a success on a Strength challenge
roll or become poisoned for 1 minute. Fungus and plants
are immune to this effect. While poisoned in this way,
the creature is charmed and regards saprophicans as
trusted allies and will do what they suggest. If a charmed
creature takes any damage, it removes the poisoned
affliction from itself. When a creature removes the
poisoned affliction, it remembers nothing that happened
to it for as long as it was poisoned. Once a colony
guardian uses psychoactive spores, it must wait 1 minute
before it can use them again.
 Voice of the Mother Spore
A Voice of the Mother Spore watches over and guides
every saprophican colony. Reputed to have a special
connection their god, this individual has absolute
authority over the colony and establishes the law
and customs the fungus folk keep. A Voice appears
somewhat larger and bulkier than their kindred, and
the fungus incorporated in their hosts appears black
and glossy.
VOICE OF THE MOTHER SPORE DIFFICULTY 25
Size 1 fungus
Perception 14 (+4); shadowsight
Defense 10; Health 50; Insanity 0; Corruption 1
Strength 10 (+0), Agility 10 (+0), Intellect 14 (+4),
Will 14 (+4)
Speed 10
Immune damage from disease, poison; diseased, poisoned
Fire Vulnerability A saprophican takes double damage
from fire.

ATTACK OPTIONS
Staff (melee) +0 with 1 boon (1d6 + 1)

SPECIAL ATTACKS
Death Spores The Voice uses an action, or a triggered
action on its turn, to release a cloud of black spores from
a point in its space out to a 3-yard radius. The spores
heavily obscure their area for 1 minute or until dispersed
by wind. Any creature, other than a fungus or plant, in
the area when the spores appear or that enter them
must make a Strength challenge roll with 2 banes. On
a failure, the creature takes 3d6 damage and becomes
poisoned for 1 minute. While poisoned in this way, the
creature takes 1d6 damage at the end of each round.
Once the Voice uses death spores, it must wait 1 minute
before it can use them again.

SPECIAL ACTIONS
Restorative Spores The Voice uses an action, or a triggered
action on its turn, to release a stream of spores at one
fungus within short range. The target heals 2d6 damage
and makes attack rolls and challenge rolls with 1 boon for
1 round. The Voice must wait 1 round before it can use
restorative spores again.
Call Fungal Slaves The Voice uses an action to call forth
1d3 + 1 fungal slaves (animate corpses) who stand up
from the ground in open spaces of the Voice’s choice
and act on the next available turn. The fungal slaves
remain until destroyed or until the Voice becomes
incapacitated. Once the Voice uses call fungal slaves, it
must complete a rest before it can use it again.

MAGIC
Power 1
Life life sense (2), fount of life (1)
Necromancy spectral grasp (2), grave grasp (1)