Leilon: The Miller’s Stone

A Ruins of Leilon Adventure

Introduction: This is the third follow up adventure to the module Leilon: City of Adventure, which
provides an overview to the ruined town destroyed by the Spellplague over 100 years ago. In this
adventure the PCs explore a series of old mills close to the demon plagued hill in the center of the
ruins. The mills are rumored to contain ancient magic that may allow the upstart community to
survive the coming winter. To succeed, PCs need to overcome the kuo-toa sect living there along
with their new ‘god’.
This is an 8 page adventure with a mostly straightforward layout consisting of several combat
encounters mixed with investigation and NPC interaction.

A 1 night adventure for 6th-8th level characters

by Keith Stonefield

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The Miller’s Stone
Background
The Miller’s Stone is a set of millstones that magically
crush grain without the need for wind or water. The first
owner of these stones was Gunver Walker, who was a
wool maker and worked at a wool mill further up the
coast. He is said to have traded for these magical stones,
but it is unknown as to what was traded or to whom.
The grandson of Gunver, Rort Walker, was the owner
of the mill when the town fell to the effects of the
Spellplague. Little was known of him except that he was
very successful and was looking to buy out the rest of the
grain mills around town. He was also rumored to belong
to the demon cult active in town.
Adventure Setup
The PC’s are asked by Durgin the mayor of Durgin’s
Hold to investigate the mills and bring the stones back
for use at the Hold. He remembers a time before the
Spellplague when he was passing through town while
escorting several nobles from Waterdeep. They came
across the knowledge of these magical stones and he is
hoping that they were too heavy to remove during the
final days of the town. The mage Gyrand would also be
interested in having the party explore closer to Mage Hill
and discover information on any inhabitants living in the
mills and any notes or items about the possible demon
cult rumors under the hill. Durgin will be able to let the
party use a wagon and provide up to two guards to
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escort them if needed. These guards will only stay with
the wagon and assist in defending from creatures found
in the streets. Either NPC can offer up to 50gp each for
clearing out these buildings and bringing back the
millstones or for information on activities going on
around the hill and creatures living there, especially
information of fiends.
In addition to the wagon, PCs can get a basket of meats
and flatbread for lunch. It is generally accepted that
adventuring groups travel into the town in the morning
after breakfast and stay only the day and return to the
hold before sunset. It is rare that groups will stay
overnight and generally thought that those that do not
return have a good chance of not returning at all.
#1 Mill Street ___
The largest mill in town is located along the river at the
base of Mage Hill. It is surrounded by 3 other mills that
are smaller in size and all form a line along the river,
north of the bridge. The largest is the second that one
would come to when walking along the street from the
bridge.
Read the following when the PC’s are approaching the
collection of mills along the road.
The shadow of Mage Hill is felt along your left while
you turn back east along the road after crossing the
bridge coming from the Old Inn Hill area of town. The
first and the last mill buildings are mostly collapsed.
Both appear to have been hit with boulders coming
down the hill when the Mage Tower exploded 100 years
ago. The second and third buildings are in better shape
with the third having its roof partially collapsed.
As you begin to pass some of the ruined buildings, you
notice several fish-like humanoids hiding among the near
ruins. These savage looking humanoids are the
subterranean Kuo-toa you have heard about.
The Kuo-toa will ambush from the buildings and will try
to lure the PC’s inside where their sunlight sensitivity is
negated. They will try to capture the characters they can
and will fight to kill once things start to go against them.
The whips will try to stay in the rear and either use spells
to aid the frontline soldiers or use the pincer staff from
10ft away.
There is no map for this encounter. Use a simple
roadway with a 30x30 building along the right side with
most of it in rubble causing difficult terrain.
Treasure: All together this roving band carries 2d10sp
and 1d10gp.
Leilon: (SUPPL3) 2
Kuo-toa (8) Med. humanoid, NE
Slippery. Adv. on ability checks and saving throws to
escape a grapple.
Armor Class- natural/shield 13
Sunlight Sensitivity. Disadvantage on attacks and
Hit Points (4d8) 18
Perception checks while in sunlight.
Speed 30 ft., swim 30ft
Spellcasting. 2nd level caster. DC 12 / +4 hit
STR DEX CON INT WIS CHA
Cantrip (at-will) sacred flame, thaumaturgy
13 10 11 11 10 8
1st lev. (3 slots): bane, shield of faith
(+1) (+0) (+0) (+0) (+0) (-1)
Actions_______ ______________________
Skills Perception +4 Multiattack: Make both bite and pincer attack
Senses darkvision 120ft Bite: +4 to hit, (1d4+2) piercing.
Language Undercommon Pincer Staff: +4 to hit (10ft reach), (1d6+2) piercing. If
Challenge 1/4 (50 XP) target is Medium or smaller, it is grappled (escape DC
Abilities________________ ____________ 14). Until grapple ends it cannot use pincer staff on
Amphibious. Kuo-toa can breathe air and water. another target.
Otherworldly Perception. Kuo-toa can sense invisible or
ethereal creatures within 30ft. It can pinpoint such a #2 The Grist Mill- Main Floor ___
creature that is moving. The main mill building worth exploring is the second
Slippery. Adv. on ability checks and saving throws to one. Durgin would have told the group that is what he
escape a grapple. remembers. If they searched the first mill from where
Sunlight Sensitivity. Disadvantage on attacks and the ambushers were hiding they would have found the
Perception checks while in sunlight. millstones in there were broken and do not detect magic
Actions_________ ___ _________________ if checked for. Read the following once the PC’s enter to
Bite: +3 to hit, (1d4+1) mill from either the shop door or the double doors. It is
Spear: +4 to hit, (1d6+1) range 20/60 possible to also enter from below, using the stairs from
Net: +3 to hit, range 5/15, target is restrained. Target or the gear room. The party can enter from the river where
another person can use its action to break free from the the wall is broken and leads to the basement.
net (strength check DC 10). An attack on the net (AC 10)
with a slashing weapon that deals 5points of damage The main floor opens to a large main room measuring
destroys the net and frees the target.
40x40ft with access for wagons to load and unload sacks
Reactions_______ ___ ___________________
Sticky Shield: When the kuo-toa is missed with a melee of grain and flour. The front half is half of the floor,
attack, the kuo-toa can catch the weapon. The attacker measuring 20x40ft. Two smaller rooms, each 20x20ft
must succeed a Strength save (DC 11) or have its weapon are on the opposite wall with open doors, one having a
stuck. The attacker is grappled as long as he holds onto large pass-through window and looks like an office.
the weapon. A creature can use his action to make Through the open double-doors the other room you can
another check each round.
see crates and a few torn sacks leading you to believe
that room to be storage of some sort. In this storage
Kuo-toa, Whip (2) Med. humanoid, NE
room you can also see a set of stairs leading down and
Armor Class- natural 11 an elevator of some sort.
Hit Points (10d8+20) 65
Speed 30 ft., swim 30ft More of the Kuo-toa are in the main room along with
STR DEX CON INT WIS CHA
the office room. You can see some sort of priest-leader
14 10 14 12 14 11
(+2) (+0) (+2) (+1) (+2) (+1) there as well. They have modified the rooms to use for
living quarters among the old mill equipment.
Skills Perception +6, Religion +4
Senses darkvision 120ft The archpriest will try to stay in the rear room with the
Lang Undercommon large window to cast spells, and the whips will try to stay
Challenge 1 (200 XP) behind the rest of the kuo-toa. All of them will try to
Abilities_____________ _______________ keep the party away from the rear room with the stairs
Amphibious. Kuo-toa can breathe air and water. and elevator to the lower level that leads to the oozes.
Otherworldly Perception. Kuo-toa can sense invisible or
ethereal creatures within 30ft. It can pinpoint such a Treasure: The group as a whole has collected 4d10sp,
creature that is moving. 3d10gp, and a Potion of Greater Healing.

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Kuo-toa (8) Med. humanoid, NE
Slippery. Adv. on ability checks and saving throws to
escape a grapple.
Armor Class- natural/shield 13
Sunlight Sensitivity. Disadvantage on attacks and
Hit Points (4d8) 18
Perception checks while in sunlight.
Speed 30 ft., swim 30ft
Spellcasting. 2nd level caster. DC 12 / +4 hit
STR DEX CON INT WIS CHA
13 10 11 11 10 8 Cantrip (at-will) sacred flame, thaumaturgy
(+1) (+0) (+0) (+0) (+0) (-1) 1st lev. (3 slots): bane, shield of faith
Actions_______ ______________________
Skills Perception +4 Multiattack: Make both bite and pincer attack
Senses darkvision 120ft Bite: +4 to hit, (1d4+2) piercing.
Language Undercommon Pincer Staff: +4 to hit (10ft reach), (1d6+2) piercing. If
Challenge 1/4 (50 XP) target is Medium or smaller, it is grappled (escape DC
Abilities__________________ __________ 14). Until grapple ends it cannot use pincer staff on
Amphibious. Kuo-toa can breathe air and water. another target.
Otherworldly Perception. Kuo-toa can sense invisible or
ethereal creatures within 30ft. It can pinpoint such a
creature that is moving.
Kuo-toa, Archpriest Med. humanoid, NE

Slippery. Adv. on ability checks and saving throws to Armor Class- natural 13
escape a grapple. Hit Points (13d8+13) 97
Sunlight Sensitivity. Disadvantage on attacks and Speed 30 ft., swim 30ft
Perception checks while in sunlight. STR DEX CON INT WIS CHA
Actions_________ ___ _________________ 16 14 16 13 16 14
Bite: +3 to hit, (1d4+1) (+3) (+2) (+3) (+1) (+3) (+2)
Spear: +4 to hit, (1d6+1) range 20/60
Skills Perception +9, Religion +6
Net: +3 to hit, range 5/15, target is restrained. Target or Senses darkvision 120ft
another person can use its action to break free from the Language Undercommon
net (strength check DC 10). An attack on the net (AC 10) Challenge 6 (2,300 XP)
with a slashing weapon that deals 5points of damage Abilities_________________ ___________
destroys the net and frees the target. Amphibious. Kuo-toa can breathe air and water.
Reactions_______ _____________ _________ Otherworldly Perception. Kuo-toa can sense invisible or
Sticky Shield: When the kuo-toa is missed with a melee ethereal creatures within 30ft. It can pinpoint such a
attack, the kuo-toa can catch the weapon. The attacker
creature that is moving.
must succeed a Strength save (DC 11) or have its weapon Slippery. Adv. on ability checks and saving throws to
stuck. The attacker is grappled as long as he holds onto escape a grapple.
the weapon. A creature can use his action to make Sunlight Sensitivity. Disadvantage on attacks and
another check each round. Perception checks while in sunlight.
Spellcasting. 10th level caster. DC 14 / +6 hit
Kuo-toa, Whip (1) Med. humanoid, NE
Cantrip (at-will) guidance, sacred flame, thaumaturgy
Armor Class- natural 11 1st lev. (4 slots): det. magic, sanctuary, shield of faith
Hit Points (10d8+20) 65 2nd lev. (3 slots): hold person, spiritual weapon
Speed 30 ft., swim 30ft rd
3 lev. (3 slots): spirit guardian, tongues
STR DEX CON INT WIS CHA th
4 lev. (3 slots): control weather, divination
14 10 14 12 14 11 th
5 lev. (2 slots): mass cure wounds, scrying
(+2) (+0) (+2) (+1) (+2) (+1) Actions_________ ____________________
Multiattack: Make 2 melee attacks
Skills Perception +6, Religion +4
Scepter: +6 to hit, (1d6+3) plus (4d6) lightning.
Senses darkvision 120ft
Slam: +6 to hit, (1d4+2).
Language Undercommon
Challenge 1 (200 XP)
Abilities_____________ _______________
Amphibious. Kuo-toa can breathe air and water.
Otherworldly Perception. Kuo-toa can sense invisible or
ethereal creatures within 30ft. It can pinpoint such a
creature that is moving.

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#3 The Grist Mill- Basement ___ Treasure: The ooze doesn’t have any treasure, but
characters can guess that the gears and remaining
Read the following once the PC’s descend the stairs pulleys may be worth something to Durgin if they can be
from the main floor or enter from the river edge. dissembled and brought out. (25gp).

The basement area is a large room measuring 30x40

with a bump out section of the room over the river
Ooze, Ochre Jelly (3) Lg. ooze, Un
Armor Class- natural 8
roughly 20x20ft. This area if filled with a large Hit Points (6d10+12) 45
waterwheel and one of the outer walls is destroyed Speed 10 ft. climb 10ft.
leaving a hole large enough for creatures to fit through. STR DEX CON INT WIS CHA
The waterwheel is tied to several other gears and cogs 15 6 14 2 6 2
linking chains and pulleys to the elevator and up to the (+2) (-2) (+2) (•4) (-2) (•5)
main floor. Damage Resistances acid
Damage Immunities lightning, slashing
A set of manacles is tied over one of the ceiling beams Condition Immunities blinded, charmed, deafened,
to the main floor holding a partially decayed body of a exhaustion, frightened, prone
Kuo-toa, the lower half of its body having been ripped Senses BS 60’, (blind beyond) Perception -2
off. Languages nil
Challenge 2 (450 XP)
Several large holes in the floor reveal the floor to most Abilities_________________ _________
likely be unstable, including a hole where the millstones Amorphous. It can move through spaces as little as 1”
should have been, near the waterwheel shaft. wide w/o squeezing.
Spider Climb. Can climb difficult surfaces, including
This room is used by the Kuo-toa for sacrifices to the upside down w/o making ability checks.
oozes beneath the floor. A few months ago, a cell of Actions________________ ___________
kuo-toa found this area while searching the ruined town Pseudopod: +4 to hit, (2d6+2), plus (1d6) acid.
for sacrifices to the demons below Tower Hill. This cell
Reactions______________ _____________
began to worship the oozes as a form of their god and
Split. When medium or larger and hit with lightning or
moved here to protect it.
slashing damage, it splits into 2 jellies if it has at least 10
hit points. Each has half the hit points and is one size
The PC’s looking at the floor can roll an Int. check
smaller than the original.
(Investigation DC13) to reveal that the damage to the
floor appears to have been made from some sort of acid
dissolving the floor, some of it is from recent activity. #4 The Grist Mill- Caverns ___
The damage to the hanging body is also from acid This is the chamber where the magical millstones have
dissolving the lower section off and not from teeth or fallen into. The oozes found their way in years ago and
claws. rotted out some of the supports over the years.

Read the following once the PC’s enter the room to
begin to search.
As you begin to search the room you notice several of
the holes in the floor begin to spew forth a yellow-brown
ooze. You fear that it is the famed Ochre Jelly, or worse,
several of them.
The PC’s searching the room can roll a Wis. check
(Perception DC15) to reveal that the cavern under the
floor is larger than first thought. There appears to be a
series of caves that descend into the darkness. Using
detect magic will reveal that nothing in this room is
magical, but will reveal magic down in the cavern below.
Read the following once the PC’s descend below the
gear room. They may also cast light on something below
the floor of the gear room to look into the caverns
before entering.
The caverns below the gear room are almost alien in
appearance. The floor and walls are smooth but lumpy,
like molten glass. It must be the acid affecting the rock
in different ways. Round openings lead to tunnels and
other chambers that appear smaller than the large main
chamber directly below the gear room. Moisture hangs
in the air from both ooze musk and the rooms proximity
to the river.

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 The main chamber you descend into measures 60x30 in Spider Climb. Can climb difficult surfaces, including
upside down w/o making ability checks.
a roundish shape. Another round chamber roughly
Actions___________________ _________
20x20 is to your right and slightly below this chamber, it
Multiattack: Make 2 pseudopod attacks
is filled with fetid, stale water. A third chamber roughly
Pseudopod: +7 to hit, 10ft reach,(3d6+3), plus (1d6) acid.
30x20 sits slightly higher than this chamber on the
Reactions_______________ ____________
opposite wall from the river, to your left.
Split. When medium or larger and hit with lightning or
slashing damage, it splits into 2 jellies if it has at least 10
A blob similar to the ochre jelly you last fought lays
hit points. Each has half the hit points and is one size
partially submerged in the water room. This one is much
smaller than the original. If split to medium or smaller
larger than the last ones, like it is their mother. size, reduce damage to (2d6+3, plus 1d6 acid) and each
section loses multiattack.
Characters will need ropes or such to drop the 25 feet
to the uneven floor. The floor below the elevator can be #5 The Sister Mill ___
removed to allow the elevator to reach the caverns. If
The last mill in the line of mills on the street houses the
more than two characters (400lbs) try to use the
remaining Kuo-toa from this splinter cult. They can come
platform at the same time, the old ropes will fail and
to the main mill at any time and will come back and forth
drop characters to the floor. Characters failing take 3d6
at irregular intervals. Some will come if the party tries to
points of bludgeoning damage and are prone. They can
take a short rest while at this location. At some point
succeed a Dex. Saving throw (DC 15) for half damage
they will notice a wagon parked outside and come in
and are not prone.
force. You can also skip this encounter to make up time
The mother ooze will attack anyone falling into the if you are playing for a specific amount of time.
cavern or lowering themselves on the platform. It
Read the following if the party takes a short rest in the
should not be surprised and will try to stay partially
main room or once they begin loading the wagon with
submerged in the water that leads to one of the other
the millstones and other gear. PC’s can make a Wisdom
chambers. Characters that fall and land prone should be
check (Perception DC14) to hear the approach of the
surprised during the first round of combat. Characters
Kuo-toa and their pets.
using ropes attached to the ceiling joists will not be
attacked right away unless they lower down close to the
elevator side of the room. From outside building you see several more of the Kuo-
toa moving in an attempt to surround the building you
Treasure: The millstones are the only treasure found are in. You also notice several tentacles coming around
here. Several partially dissolved bodies are found here the corner of the wagon entrance to the main floor. A
as well, but do not contain and treasure. second later the head of a carrion crawler comes into
view.
Ooze, Ochre Jelly- Mother Hg. ooze, Un
Armor Class- natural 12 Treasure: Investigating the other mill reveals 2d10sp,
Hit Points (12d10+36) 110 2d10gp, and a gold candlestick (25gp) fashioned into a
Speed 10 ft. climb 5ft. scepter with a gem tied to the top (100gp).
STR DEX CON INT WIS CHA
16 9 16 2 6 2
(+3) (-1) (+3) (•4) (-2) (•5) Carrion Crawler_(2) _Lg. monstrisity, UN
Armor Class- Nat 13
Damage Resistances acid Hit Points (6d10+18) 51
Damage Immunities lightning, slashing Speed 30 ft., climb 30 ft.
Condition Immunities blinded, charmed, deafened, STR DEX CON INT WIS CHA
exhaustion, frightened, prone 14 13 16 1 12 5
Senses BS 60’, (blind beyond) Perception -2 (+2) (+1) (+3) (-5) (+1) (-3)
Languages nil
Challenge 5 (1800 XP) Senses Perception +3
Abilities____________________ ______ Languages nil
Amorphous. It can move through spaces as little as 1” Challenge 2 (450 XP)
wide w/o squeezing. Abilities______________ ____________

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Keen Smell. Adv. on Wisdom (Perception) checks that Kuo-toa, Whip (1) Med. humanoid, NE
rely on smell.
Armor Class- natural 11
Spider Climb Can climb difficult surfaces even upside Hit Points (10d8+20) 65
down w/out check Speed 30 ft., swim 30ft
Actions_____________ ______________ STR DEX CON INT WIS CHA
Multiattack: Make tentacle and bite attacks. 14 10 14 12 14 11
Tentacles: +8 to hit, 10 ft reach, (1d4+2) poison and Con (+2) (+0) (+2) (+1) (+2) (+1)
ST DC 13 or be poisoned 1 minute. Also paralyzed until
poison ends. Can make ST at the end of each turn. Skills Perception +6, Religion +4
Senses darkvision 120ft
Bite: +4 to hit, (2d4+2).
Lang Undercommon
Challenge 1 (200 XP)
Kuo-toa (8) Med. humanoid, NE Abilities_____________ _______________
Armor Class- natural/shield 13 Amphibious. Kuo-toa can breathe air and water.
Hit Points (4d8) 18 Otherworldly Perception. Kuo-toa can sense invisible or
Speed 30 ft., swim 30ft ethereal creatures within 30ft. It can pinpoint such a
STR DEX CON INT WIS CHA creature that is moving.
13 10 11 11 10 8 Slippery. Adv. on ability checks and saving throws to
(+1) (+0) (+0) (+0) (+0) (-1) escape a grapple.
Sunlight Sensitivity. Disadvantage on attacks and
Skills Perception +4 Perception checks while in sunlight.
Senses darkvision 120ft Spellcasting. 2nd level caster. DC 12 / +4 hit
Lang Undercommon
Challenge 1/4 (50 XP) Cantrip (at-will) sacred flame, thaumaturgy
Abilities____________________________ 1st lev. (3 slots): bane, shield of faith
Amphibious. Kuo-toa can breathe air and water. Actions_______ ______________________
Otherworldly Perception. Kuo-toa can sense invisible or Multiattack: Make both bite and pincer attack
ethereal creatures within 30ft. It can pinpoint such a Bite: +4 to hit, (1d4+2) piercing.
creature that is moving. Pincer Staff: +4 to hit (10ft reach), (1d6+2) piercing. If
Slippery. Adv. on ability checks and saving throws to target is Medium or smaller, it is grappled (escape DC
escape a grapple. 14). Until grapple ends it cannot use pincer staff on
Sunlight Sensitivity. Disadvantage on attacks and another target.
Perception checks while in sunlight.
Actions_________ ____________________ Whats Next? ___
Bite: +3 to hit, (1d4+1)
Bringing the millstones back to Durgin’s Hold will allow
Spear: +4 to hit, (1d6+1) range 20/60
them to be more self-sufficient through the winter and
Net: +3 to hit, range 5/15, target is restrained. Target or
the following year. The innkeepers will provide free
another person can use its action to break free from the
room and board for 2 weeks until Durgin can finish the
net (strength check DC 10). An attack on the net (AC 10)
new rooming house in the rear of the inn. He will give
with a slashing weapon that deals 5points of damage
the PCs one of the rooms to use for free through the
destroys the net and frees the target.
winter as a bonus.
Reactions_______ ______________________
The kuo-toa will begin to be bolder in the next weeks
Sticky Shield: When the kuo-toa is missed with a melee
and months now that they engaged in more powerful
attack, the kuo-toa can catch the weapon. The attacker
characters so close to their home. Durgin and Gyrand
must succeed a Strength save (DC 11) or have its weapon
will want to start sending the PCs into the Tower Hill
stuck. The attacker is grappled as long as he holds onto
area to investigate the rumors of fiends there.
the weapon. A creature can use his action to make
another check each round. Awarding Experience Points ___
Experience points should be based on each encounter
rather than a total for the whole adventure. There
should also be a story award bonus of 500xp for the
party that successfully retrieved the millstones and
brought them back to Durgin’s Hold.

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The Mill House

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