Notes - Beneath The Twisted Tower

BENEATH THE TWISTED TOWER
B EGINNINGS
Possible Hooks:
• A ranger or druid may be in Shadowdale to visit the Druid’s Grove and see the stone menhirs. While there,
he may encounter a nymph named Elaya, who is shy and somewhat elusive concerning her presence in
the area. She may repeat a rumor that the Lord of Shadowdale is looking for adventurous men to venture
into the caverns below Shadowdale.
• Someone may be in Shadowdale looking for work as a caravan guard, as sits on the major trade route be-
tween the Moonsea region and the Western Heartlands.
• A PC may live in Shadowdale already, and could even be a guard or tradesman who has witnessed so
many unusual events recently that he is not content to stay in Shadowdale forever.
Ensure that Thurbal takes the names of each of the PCs, so that he can refer back to them later when speaking to
Mourngrym.
3A – A L EDGED B RIDGE
ENCOUNTER: GAMBADO
CR2
Medium Aberration
Hit Dice: 4d8+8 (26 hp)
Initiative: +1 (Dex)
Speed: 40 ft.
AC: 14 (+1 Dex, +3 natural), touch 11, flat-footed 13
Attacks: Bite +1 melee, 2 claws -4 melee [Bite +5 melee, 2 claws +0 melee]
Damage: Bite 2d4-2, claw 1d4-3 [Bite 2d4+2, claw 1d4+1]
Space/Reach: 5 ft./5 ft.
Saves: Fort +3, Ref +2, Will +5
Abilities: Str 6, Dex 12, Con 14, Int 6, Wis 12, Cha 8 [Str 14]
Skills: Hide +7, Jump +5, Spot +6 [Jump +9]
Treasure: 24 copper, 3 silver, 1 gold, a spool of copper wire (5sp value)
Alignment: Always chaotic neutral
This creature’s appearance differs from that provided in the adventure slightly, as it has been suffering from red
ache for several days (since being bitten by a swarm of infected rats). It moves a bit more sluggishly than it other-
wise would, and its muscles are veined a deep, unnatural red.
After the encounter, make Fortitude saving throws for anyone injured by the Gambado (only one save, but apply a
circumstance penalty if the character was hit multiple times)
Disease (Ex): Red ache – injury – DC15 – Incubation 1d3 days – 1d6 Str
3B – L OCK S TEP
A steel-banded, oaken door is inset into the wall at the back of the far ledge. As you approach, two runes
begin to glow with a fierce blue light.
The first, on the door itself, is written in Thorass and reads “magic here” (DC 20 decipher script check if the charac-
ter does not know that dead language). The second, meaning “turn back”, is written on the floor in Espruar (DC 25
decipher script check).
As you draw nearer, the light becomes more intense, and then disappears in a bright flash that leaves an
after image of the runes dancing in your vision.
The players must use the key provided by Thurbal to unlock and remove the oaken bar (DC 30 open lock check),
and read the provided pass-phrase given to them or use dispel magic to bypass the magical lock. To force the door,
players must make a strength check. The DC of this check depends on the state of the door:
Barred: 25
Magically locked: 28
Barred and magically locked: 30
Once unlocked, the door can be pulled open using the attached iron ring on the left side.
As soon as you begin opening it, the door is flung wide by a great gust of wind, which subsides after a mo-
ment. The chamber beyond the door is less than ten feet square, and besides cobwebs, contains only an -
other door on the far side. This one looks much the same as the first, but with no bar set across it.
Any torches carried have been blown out by the wind, and lanterns have a 50% chance of being similarly extin-
guished.
CR2 Have everyone make a listen check. Anyone getting 15 or higher hears wind whistling through the cracks of the
door. Anyone searching the room (any square, DC 20) will discover the trap, though it will take a statement of in-
tent and an additional DC 16 intelligence check to determine the nature of the triggering mechanism. The trap
deals 2d6 damage if the players don’t figure out how to open the door and stop it (some defect in the mechanism
prevents the block from descending completely).
When the party manages to get the door open:
The deep creaks of the unoiled hinges reverberate through the tunnels. A large rough cavern can be seen
through the open door. Several large boulders lie among loose rocks and gravel, with a well-worn path
leading to an irregular opening off to the left.
3C – W ELL T RAINED S ERVANTS
Replace the description given in the module with the following when the players enter the cavern:
A blur of movement from behind the largest boulder to the north of the path draws your attention and
your eyes attempt to focus on the furry, dark forms moving rapidly towards you. As your eyes adjust to the
light and the movement, you realize that two large, mangy, humanoids are charging at you, crude clubs
clenched two-handed and raised for the attack. The beasts seem to be suffering from some malady, as
their fur is missing in patches, and the skin showing beneath is red and bloated.
ENCOUNTER: QUAGGOTHS
Medium Monstrous Humanoid (raging)
CR2 Hit Dice: 3d8+6 (19 hp)
CR2 Initiative: +4 (Improved Initiative)
Speed: 30 ft., climb 30 ft.
AC: 14 (+4 natural), touch 10, flat-footed 14 (AC 10, touch 6, flat-footed 10)
Base Attack/Grapple: +3/+3
Attacks: 2 claws +3 melee, bite -4 melee; or club +3 melee (club +5 melee)
Damage: Claw 1d4, bite 1d4-2; or club 1d6 (club 1d6+3)
Special Attacks: Rage
Special Qualities: Scent, fear immunity, darkvision 60’
Abilities: Str 10, Dex 11, Con 15, Int 7, Wis 12, Cha 10
Skills: Climb +12, Hide +4*, Listen +5, Spot +3, Survival +3
Feats: Improved Initiative
Alignment: Always chaotic neutral
Rage (Ex): A quaggoth that takes damage in combat has a 50% chance to fly into a beserk rage the following round,
attacking madly until it or its opponent are dead. It gains +4 Strength and -4 AC.
The Quaggoths have unluckily encountered the same infected rat swarm as beset the gambado, in 3A, and are also
suffering from red ache.
3D – W ELCOME T O M Y P ARLOR
From out of a camouflaged hole in the southeast wall scurries a nightmarish spider. Nearly as large as a
horse, its bulbous body is covered with striated, grayish brown fur, and its dagger-like mandibles spread
apart as it leaps to attack.
ENCOUNTER: LARGE MONSTROUS SPIDER

Large Vermin
Initiative: +3
AC: 14 (-1 size, +3 Dex, +2 natural), touch 12, flat-footed 11
Attack: Bite +4 melee
Damage: Bite 1d8+3 plus poison
Special Attacks: Poison, web
Special Qualities: Darkvision 60’, tremorsense 60’, vermin traits
Abilities: Str 15, Dex 17, Con 12, Int –, Wis 10, Cha 2
Skills: Climb +11, Hide +3*, Jump +2, Spot +4*
Feats: —
Poison: DC 13 Fort save, 1d6 St initial and secondary damage

Web: 8/day; ranged touch attack; range 10’ (50’ max); entangled creatures can make an Escape Artist check (DC
13) or Strength check (DC 17) to free themselves; entangled creatures suffer -2 to attack roles, -4 to Dexterity, can
move only at half speed, and can’t charge or run
4 – F EAT , F IGHT , F AUX , F UN
The tunnel is wide enough for two to walk abreast, but sharp stones and loose gravel make the footing
treacherous if you step off of the narrow, packed path that runs through the middle. The walls suggest the
rounding effect of water flow at some point in the distant past, though numerous cave-ins and shifts in the
rock have disturbed the once-smooth contours.
The tunnel continues on for over a thousand feet, heading generally to the north as it curves back and forth.
4A – F EAT OF C LAY
The footing seems even more uncertain and the floor slopes slightly uphill as you go around the last curve
of the tunnel and into a somewhat larger cavern. The only apparent exits are three holes in the ceiling,
about fifteen feet up. A rope, anchored in the center of the three holes, hangs down to floor level.
There is a secret door just to the right of the tunnel exit. The DC for the Search check is 20 (make rolls for any elves
in the party automatically). The passage beyond corkscrews sharply, quickly joining the tunnel that is otherwise ac -
cessible only via the holes in the ceiling.
The holes all lead to vertical shafts, and each is slightly less than thirty feet high (making a total fall from the top
about forty five feet). The DC to climb the rope is 15. To transition from the rope to one of the vertical shafts, a
character has to make a DC 20 climb check. Once high enough to be able to “chimney” up, the DC drops to 10.
None of the vertical shafts is straight enough to see to the top, regardless of the light sources or visual abilities pos -
sessed by the characters. If the players ask what they see prior to choosing a shaft and climbing it:
The tunnels all seem more or less the same. They’re somewhat obscured by cobwebs, and are not com-
pletely straight, so it’s hard to gauge how far up they go.
If someone attempts to listen (and succeeds in a DC 18 Listen check), they can determine that the north and east
tunnels carry the sound of a slight subterranean draft. There is a faint creaking noise coming from the northern
tunnel as well. Anyone casting detect magic will sense a faint aura coming from the top of the southern vertical
shaft.
NORTHERN SHAFT
CR2
Halfway up the northern tunnel, when an ascending player should just start to be able to see where it connects
with a horizontal passage, there is a pressure plate which, when triggered, causes a stone block to fall from above
(Search DC 20, Disable Device DC 20). The stone can’t fail to hit in the narrow confines of the tunnel, but it is
slowed slightly as it careens from wall to wall. The following description should give any triggering character
enough time to jump down and roll away to safety:
A bit of the stone wall shifts under your weight, and you hear a distinct click from above, followed by the
sound of something large bouncing from wall to wall as it falls down the shaft.
If the player doesn’t jump, he is struck for 2d6 damage and must make a DC 20 Climb check to avoid falling for ad-
ditional 2D6 damage. If he does jump, he can make a DC 15 Jump or Tumble check to take only 1d6 nonlethal dam -
age.
In either case, if no warning is given, a person standing below the holes may be struck by the falling block (+12
melee attack, 2d6 damage).
Once the block is out of the way, a persistent character will find access to the next horizontal tunnel at the top of
the shaft.
SOUTHERN SHAFT
CR2
Beginning about ten feet up the southern tunnel, occasional sharpened stones, razors, and pieces of glass are set
into the clay and rock wall to cut and slice the feet or back of any character who slides himself over them in his
climbing effort.
Each round the character remains above this point, they must succeed in a DC 15 Reflex save to avoid taking 1d4
points of slashing damage. Characters taking precautions to protect themselves (wearing thick leather gloves, for
instance) receive a +2 circumstance bonus to these saves.
A character reaching the top of the shaft will find that what might appear from a distance to be a horizontal tunnel
is really just a five-foot deep cubby cut into the stone. The desiccated remains of an adventurer who could not
bring himself to risk further laceration on the climb back down are all that occupy the cubby. Those possessions
that haven’t rotted away in the years since the man’s last climb include a dagger, short sword, lantern, belt pouch,
22 gp, 5 sp, and a potion of invisibility.
EASTERN SHAFT
CR1
The eastern shaft is the only one of the three that is not trapped. A character succeeding in all of his climb checks
will be able to proceed once he reaches the top. Evidence of the block trap in the northern shaft can be seen from
this tunnel as well (whether or not it’s been triggered yet). Players also find the spiraling tunnel that leads down to
the secret door, below.
4B – A F IGHT ! A F IGHT !
You enter into a network of confusing tunnels that seem to be running parallel to each other, generally
perpendicular to the direction of your approach. The passages intersect with each other at irregular inter -
vals, and some occasionally drop off or narrow so sharply as to become impassable. Scurrying sounds can
be heard in the distance, though it is nearly impossible to tell the direction [DC 30 Listen check].
Instead of giving turn by turn accounts of these passages, ask the players for their strategy in exploring these tun-
nels. Whether they follow a left or right wall or just strike out in a particular compass direction, use the descrip -
tions and encounters below as appropriate:
NORTHWEST – A SWARM OF RATS

A large hole stretches across the middle of one of the longer passages, but despite the treacherous foot-
ing, there is just enough room on either side of it to squeeze by. In passing, you note a low, mournful
sound as wind passes through deeper channels. Hearing this, you have just enough time to notice that the
ever present scurrying sound has stopped, before it resumes, as a flood of rats rushes up from below.
Tiny Animal (Swarm)

CR2 Hit Dice: 4d8 (13 hp)
Initiative: +2
AC: 14 (+2 size, +2 Dex), touch 14, flat-footed 12
Base Attack/Grapple: +3/—
Attack: Swarm
Damage: Swarm (1d6 plus disease)
Special Attacks: Disease, distraction
Special Qualities: Half damage from slashing and piercing, low-light vision, scent, swarm traits
Skills: Balance +10, Climb +10, Hide +14, Listen +6, Spot +7, Swim +10
Feats: Alertness, Weapon Finesse
Damage is dealt to any creation that shares a space with the swarm at the end of its turn.
Distraction (Ex): Character beginning turn in the swarm’s space must make a DC 12 Fort save or be nauseated for 1
round (unable to attack, cast spells, concentrate on spells, or do anything else requiring attention, but can take a
move action).
NORTH
Despite the difficult ground, it isn’t long before you’ve gone as far north as these passages extend. The
tunnels in this section are dotted with natural alcoves that must have formed as minerals eroded at differ-
ent rates over the course of many years.
If anyone decides to search the alcoves, have them make a Search check (DC 15). If no one searches, allow a DC 15
Spot check as they turn to leave this section of the tunnels. Success with either check reveals the following:
A glint in one of the alcoves catches your eye. You find a pile of triangular silver coins (much like Sembian
“hawks”, though in a language you don’t recognize). Among them is a topaz brooch and a plain gold ring.
There are 46 silver pieces, the brooch is worth 20 gp, and the ring is revealed as magic if detect magic is cast. When
identified, the ring shows as a Ring of Animal Friendship (though it is in actuality a Ring of Delusion). The coins are
Damaran (which uses the Delthek alphabet), and are probably a century or more old.
EAST
After several hundred feet of slow travel in these cramped, confused tunnels, you hear the sound of harsh
voices. After a couple of seconds, you determine that they’re coming from a parallel tunnel and heading in
the same direction. Given the frequent intersections, you could run into them at any moment (though the
only light you see so far is your own).
If anyone speaks Orcish, they’ll hear the following:

“Don’t worry, we’ll find the dwarven scum and then it’s mealtime for everyone. He can’t get away from
Ulump.”
Ulump, an orc, leads a group of four boogins. The players have the opportunity to ambush the monsters, if they ’re
smart enough to put out their lights until the trap is sprung. Ulump will try to retreat to his lair if the fight appears
to go poorly, unless he’s raging.
There are five humanoids in the group. The leader, a gray skinned, pig-faced creature (the elves and
dwarves in your party recognize him as an orc), wears studded leather armor and carries a huge curved
falchion at his side. The others actually resemble a cross between the orc and the shaggy creatures you
encountered earlier, which you probably don’t want to think about too closely. They wear no armor, and
are armed with clubs.
Ulump (Orc, 2nd-Level Barbarian)

CR2 Medium Humanoid (Orc) (raging)
Hit Dice: 2d12+2 (20 hp) (24hp )
Initiative: +0
Speed: 40 ft.
AC: 13 (+3 studded leather armor), touch 10, flat-footed 13 (11, touch 9)
Attack: Falchion +5 melee (Falchion +7 melee)
Damage: Falchion 2d4+4/18-20 (Falchion 2d4+7/18-20)
Special Qualities: Darkvision 60’, light sensitivity
Saves: Fort +4, Ref +0, Will -2
Abilities: Str 17, Dex 11, Con 12, Int 8, Wis 7, Cha 6 (Str 21)
Skills: Intimidate +3, Jump +8, Listen +1, Spot +1, Survival +3
Feats: Alertness
Light Sensitivity (Ex): Boogins suffer a -1 penalty to attack rolls in bright sunlight or within the radius o f a daylight
spell.
Uncanny Dodge (Ex): Retains Dex bonus to AC when flat-footed and not immobilized.
Boogins 11 11 11 11
CR2 Medium Monstrous Humanoid (Orc) (raging)
CR2 Initiative: +4 (Improved Initiative)
CR2 Speed: 30 ft., climb 30 ft.
AC: 13 (+3 natural), touch 10, flat-footed 13 (9, touch 6)
Attack: Club +5 melee (Club +7 melee)
Damage: Club 1d6+4 (Club 1d6+7)
Special Qualities: Scent, fear immunity, light sensitivity
Skills: Climb +11, Hide +2, Listen +5, Search +4, Spot +2, Survival +4
Feats: Improved Initiative
Rage (Ex): A boogin that takes damage in combat has a 15% chance to fly into a beserk rage the following round,
attacking madly until it or its opponent are dead. It gains +4 Strength and -4 AC.
Light Sensitivity (Ex): Boogins suffer a -1 penalty to attack rolls in bright sunlight or within the radius of a daylight
spell.
SOUTHEAST
The tunnels to the southeast are somewhat more damp, and feature various rock and crystalline forma-
tions. Stalactites and stalagmites cover the open spaces. Aside from a poorly concealed pit trap, which you
can easily avoid, there doesn’t seem to be much in the southeast section of these caves.
4C – F RIEND OR F AUX ?
As soon as the group moves on from the encounter with the boogins, they will encounter Somon Stonebreaker.
Read the description in the module (stats are below if it matters).
His bluff check for the lies he tells is 15. If the PCs don’t believe him, the only way he’ll tell the truth of his plight is
if they successfully encourage him to do so (Intimidate or Diplomacy, DC 17; Intimidate doesn ’t change attitude,
but treat as friendly while present, and for 1d6*10 minutes after).
Somon Stonebreaker, 1st-Level Warrior
CR1 Medium Humanoid (Dwarf)
Initiative: +1
Speed: 20 ft.
AC: 11 (+1 Dex), touch 11, flat-footed 10
Attack: Rock +4 melee or +2 ranged
Damage: Rock 1d3+3
Special Attacks: Dwarf traits
Special Qualities: Darkvision 60’, dwaft traits
Skills: Appraise +2, Craft (blacksmithing) +2, Craft (stonemasonry) +2, Listen +4, Spot +4
Feats: —
Whether the PCs believe Somon or not, they should eventually find the fissure to the northeast. The crack, which is
narrow at the top and gradually widens to about two feet in width at the bottom, is a few feet above ground level,
on a narrow ledge. A steady breeze emanates from the fissure. It goes only about twenty feet before opening up
into the pool cavern.
4D – A RE W E H AVING F UN Y ET ?
Use the following description of the pool cavern in lieu of that found in the module:
The fissure opens out into a huge cavern, about 180 feet long and 70 feet wide, and shaped roughly like a
huge kidney bean. The walls and ceiling of the cavern, ranging up to 35 feet high, bear the evident smoky
markings of torches. The cavern is wet, and crystalline structures cover the walls, ceiling, and floor with a
splendor of water-smoothed ribbons, curtains, and other formations. A rune or marking of some sort once
appeared on the wall near the fissure, but it seems to have been deliberately obliterated with some sort of
paint or smoky grime many years ago.
Three features of the large room draw your attention. First, near the middle of the inside arc of the kidney
bean shape is a large slab of rough-hewn granite, almost level and almost rectangular in shape. Dark
stains in cut grooves tell of liquid once running freely across the surface. Second, on the outside of the arc,
about two-thirds of the way into the cavern is a small hole through which the wind seems to be blowing at
a tremendous velocity. Third, in the far distance, at the opposite end of the cavern, is a large, calm pool of
water.
The alter has a secret compartment (Search DC 25), which can be opened easily, but has a poison needle trap:
Search DC 22, Disable Device DC 17, Atk +17 melee, damage 1 + drow knockout poison (DC 13, unconsciousness 1
minute/unconsciousness 2d4 hours). The compartment, which is lined with lead, contains a wicked looking long
sword, which radiates strong evocation magic if detect magic is cast (+2 drowcraft elfbane longsword; sword must
succeed in DC 8 Fort save every day on the surface or disintegrate, unless shielded by lead). Any surface elf who
touches the blade becomes nauseated for the duration of the contact. Description:
The sword is slightly fluted toward the end, with two long fullers on either side. The hilt is blackened steel
with a fine silver filigree, and the quillions are shaped to look like twisted web.
ENCOUNTER: WATER ELEMENTAL GUARDIAN
An elemental is bound to the pool, and must attack any creature who gets within five feet of it. The elemental will
wait to see if the intruder is going to enter the pool (where it has an advantage), but if a creature approaches the
pool and then begins to move away, the elemental is forced to attack on solid ground.
Description if the encounter takes place in the water:
The still subterranean water rushes into life as soon as soon as you enter the pool. The froth and flow of
the splashing water seems undirected at first, but quickly resolves into a vaguely humanoid form, some
eight feet tall. With barely a twitch of its powerful limbs, the creature swims at you menacingly.
Description if the encounter takes place on solid ground:
A vortex of water rolls up out of the pool and flows across the ground, though it never seems to crash or
lose its shape. The wasves cascade and storm around a central, humanoid shaped whirlpool, with watery
appendages raise menacingly to strike.
Water Elemental, Medium

CR3
Medium Elemental (Water, Extraplanar) (on land)
Initiative: +1
Speed: 20 ft., swim 90 ft.
Attack: Slam +7 melee (1d8+5) Slam +2 melee (1d8)
Special Attacks: Water mastery, drench, vortex
Special Qualities: Darkvision 60’, elemental traits
Skills: Listen +3, Spot +4
Feats: Cleave, Power Attack
Drench (Ex): The elemental’s touch puts out Large or smaller non-magical fires automatically, and can display mag-
ical fire as dispel magic (CL 4).
Vortex (Su): The elemental may attempt its vortex attack if attacking in the water. See page 101 of the Monster
Manual for more details.
Elemental Traits: Immune to poison, sleep effects, paralysis, stunning, critical hits, flanking; Elementals do not eat,
sleep, or breathe.
I NTERMISSION – LEVEL UP
If the PCs have come this far, they are sure to have succeeded in enough encounters to reach 2 nd level. The esti-
mated breakdown is as follows:
2 CR1, 13 CR 2, 1 CR3 = 9300 / 5 = 1860 XP each or / 6 = 1550 each

5 – W ET OR D RY
5A – T HE W ET -H EAD IS D EAD
CR1- This whole dead end thing is pretty mean. If the players start to make the attempt and are smart enough to head
3 back after reaching half their limit for holding their breath, then treat this as a CR3 encounter (awarding them for
knowing when to quit). If they go past their safety point but turn back at the dwarven skeleton, treat it as CR2. If
they go all the way to the end, then they’ll get experience for a CR1 encounter our of sheer stubbornness.
Characters can hold their breath safely while doing nothing for twice their Constitution in rounds. Each round a
character takes action (such as moving along the rope), this duration is decreased by one round. A character suc -
ceeding in a DC 15 swim check prior to going underwater can extend this duration by four rounds.
Each round beyond the point at which a character runs out of breath requires a Constitution check (DC 10 initially,
+1 DC each successive check). At the first failed check, the character goes unconscious (0 hp). The following round,
he drops to -1, and after that he dies.
There are four story points along the path of the submerged rope. Allow the players action every two rounds (12
seconds) before reading the next description. Consider describing these increments in terms of distance (30 feet).
The average character (Constitution 12) will need to start making Constitution checks halfway back on the return
trip. Four successful checks will mean success. Hopefully, for any who fail, someone with a stronger constitution
will be able to pull them to safety.
5B – T HE B LOW -D RIED L OOK
[Come back to this section to add more flavor text once the rest of the adventure is done]
6 – B LIND F IGHTING
6A – “F LEAED ” OF F OOT AND 6B – B ADGERING THE PC S
Replace both of these entire sections of the module with the following:
The oppressive crawl through the narrow, rocky, darkness continues on, it seems endlessly. Your muscles
ache and your shoulders scream desperately from the unceasing effort in cramped quarters. From time to
time you see small, shadowy shapes in the distance. They always manage to stay just at the edge of your
sight, skittering away as you draw closer, but you see enough in these brief glimpses to recognize the
forms as rats. As much as you may fear another swarm in these confines, you come to realize that the re-
ality is worse, when you see flashing eyes in the darkness ahead. Though the creature emerging from the
darkness look like a rat, it is bigger and more viscous looking than most dogs. It has course, spiky fur,
malevolent eyes, and a long, naked tail.
ENCOUNTER: DIRE RAT
Small Animal
Initiative: +3
Attack: Bite +6 melee (1d6+2 plus disease)
Special Attacks: Disease
Special Qualities: Low-light vision, scent
Skills: Climb +13, Hide +7, Listen +4, Move Silently +4, Spot +4, Swim +14
Feats: Alertness, Weapon Finesse, Tunnel Fighting
Disease (Ex): Filth fever – bite, Fortitude DC 13, incubation period 1d3 days, damage 1d3 Dex and 1d3 Con. The
save DC is Constitution-based.
Keep in mind that rules for fighting in close quarters apply for this encounter (half speed movement, -4 attack and -
4 AC).
6C – W HIRLING D WARVISH
The DC for the Listen check to hear the snatches of conversation in Dwarvish is 20.
6D – A S TAB I N THE D ARK
Unfortunately, the tunnel exiting the windy pocket cavern is much the same as the one that led into it. This
passage actually climbs a bit, however, and turns rather sharply, so that you can imaging yourself spiral -
ing upwards as you crawl, though it may not have been even a full circle by the time the way straightens
out. It isn’t long after this, perhaps 75 feet from your last place of rest, when it suddenly becomes very
dark. The lights seem as if they have extinguished, and even those with darkvision can’t see their sur-
roundings.
This is a permanent darkness spell, which conceals a pit trap to the right side as the tunnel widens slightly. Five
CR2
feet into the darkness, players will notice that the stones on the ground are smaller and more loose. Continuing an-
other five feet will necessitate a DC 20 Reflex save to avoid falling down a steep, gravel covered slope and into a
spiked pit trap (anyone probing carefully ahead receives +4 to the save, and knowledge of the trap provides an -
other +4; Search DC 18 for the first character). The trap is 20’ (2d6 falling damage), and a falling character strikes
1d4 spikes (+10 melee attack, 1d4+2 damage each).
7 – S PELLING R ELIEF
[Elminster cameo—use if possible to work it in at an appropriate moment, especially if the group seems in need of
a non-combat encounter to lift their spirits a bit]
8 – R IGHTS OF P ASSAGE
The secret door that leads to the end-game section of the adventure is very well concealed. A DC 30 Search check
will reveal the passage, and of course elves can make this check without trying.
ENCOUNTER: DROW PATROL

At an appropriate time, three drow will ambush the party. Two are fighter/rogues, and one, the patrol leader, is a
cleric of Vhaeraun. Having seen the party’s lights, the patrol will find a roomy place to attack, where the cleric can
levitate above and the two fighter/rogues can rush in from the sides. The cleric will fire a poisoned bolt and cast
any ranged spells before descending to give aid to his compatriots (he will also be the first to flee if things go
poorly).
Anyone making a DC 20 spot check will see the assailants, and will not be surprised during the encounter.
Brorn Olonrae and Chakos Olonrae

Drow Fighter, 1st-Level/Rogue, 1st-Level
Medium Humanoid (Elf)
CR3 Hit Dice: 1d10 + 2 plus 1d6 + 2 17 hp 18 hp
CR3 Initiative: +5
Speed: 30 ft.
AC: 16 (+3 Dex, +3 studded leather), touch 13, flat-footed 13
Attack: 2 short sword +2 melee (1d6+2/1d6+1, 19-20/x2 plus poison) +1d6 with sneak attack, +3 vs. flat-footed
Special Attacks: Sneak attack
Special Qualities: Darkvision 120’, light blindness, poison,
spell-like abilities, spell resistance, hit and run tactics, poison use
Saves: Fort +3, Ref +5, Will +1 +2 Will saves against spells and spell-like abilities
Skills: Climb +6, Intimidate +4, Listen +2, Move Silently +7, Hide +8
Feats: Two-Weapon Fighting, Instinctive Darkness
Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours; Each has coated their primary melee weapon with the poison
Equipment: Hand crossbow and 20 bolts*, black studded leather armor*, two masterwork short swords*, pouch
with a handful of silver pearls (Brorn has 7, Chakos has 5; each is worth 100gp); total coin between them: 12 gp, 5
sp, 10 cp
Spell-like abilities: Dancing lights, darkness (as an immediate action), faerie fire, 1/day, CL 2
Spell resistance: 13
The two dark elf warriors could be brothers, so indistinguishable are they. With charcoal black skin and
blackened leather armor, only the blades of their short swords and the whites of their eyes show in the
gloom as they leap forward to attack.
Quendar Olonrae
Drow Cleric of Vhaeraun, 3rd-Level
Initiative: +3
Speed: 30 ft.
Attack: hand crossbow +7 ranged (1d4, 19-20/x2 plus poison) or rapier +5 melee (1d6+1, 18-20/x2)
Special Attacks: —
Special Qualities: Darkvision 120’, light blindness, poison, spell-like abilities, spell resistance
Skills: Concentration +7, Spellcraft +6, Hide +9
Feats: Highborn Drow, Persuasive (+2 Bluff/Intimidate)
Quendar gets a +1 bonus to his ranged attacks from his vantage point.
Domains: Trickery, Travel
Spells: 4/3+1/2+1; cure minor wounds x3, detect magic, cause fear, command, faith healing (11 hp), hold person
death knell, disguise self, invisibility
Spell-like abilities: Dancing lights, darkness, faerie fire, detect good, detect magic, levitate 1/day, CL 3
Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours
Equipment: Hand crossbow and 20 bolts*, black studded leather armor*, masterwork rapier*, spell component
pouch, and a pouch with five potion bottles (cure moderate wounds x3, invisibility, and undetectable alignment), 9
pp, 4 gp, and 1 sp
Floating near the ceiling like a spectre, the third dark elf is dressed similarly to the others. Where they are
hooded, his white, shoulder length hair hangs down toward you as he brings his weapon, a compact hand-
crossbow, to bear. His other hand grips a length of fine black cloth.
It is a DC 20 Knowledge (Religion) check to identify Quendar as a priest of Vhaeraun.
ENCOUNTER: SOFT SPOKEN

The players can encounter Tirrendale Talltales on the way back from having explored one of the main tunnels (ide -
ally, when they’re ready to find the secret door). He is unconscious, and stabilized at -2 hit points.
Heading back toward the main chamber, you notice a small bedraggled form stretched out behind a boul-
der off to one side. It’s another dwarf, this one painfully thin and battered looking. Broken chains,
wrapped in dirty cloth, hang from leg irons and his throat bears an ugly red scar (the wound looks to have
healed only recently).
ENCOUNTER: THE CUBE AND MISSILE CRISIS

It takes a DC 15 Spot check to notice the gelatinous cube. If no one succeeds in time to warn the first adventurer,
he will walk into the cube and be automatically engulfed.
A thick wall of quivering, transparent protoplasm blocks the tunnel ahead of you. You have time only to
notice a few coins, small vials, and the skeleton of a dwarf (still wearing leg irons) within the gelatinous
substance before you realize that it’s shambling toward you about half as fast as a man might walk.
Gelatinous Cube
Huge Ooze
CR3 Hit Dice: 4d10 + 32 (54 hp)
Initiative: -5
Speed: 15 ft.
AC: 3 (-2 size, -5 Dex), touch 3, flat-footed 3
Attack: Slam +1 melee (1d6 plus 1d6 acid)
Special Attacks: Acid, engulf, paralysis
Special Qualities: Blindsight 60’, immunity to electricity, ooze traits, transparent
Saves: Fort +9, Ref -4, Will -4
Abilities: Str 10, Dex 1, Con 26, Int —, Wis 1, Cha 1
Skills: —
Feats: —
Engulf (Ex): Can engulf in place of Slam attack by moving into opponent’s square (provokes attacks of opportunity,
but those taking them don’t get a DC 13 reflex save). Characters succeeding on a save can move to an adjacent
square. Engulfed characters take acid damage and face paralysis each round (and are considered grappled).
Paralysis (Ex): Creatures hit by any of the cube’s attacks must succeed in a DC 20 Fortitude save or be paralyzed for
3d6 rounds.
Ooze Traits: Immunity to poison, sleep effects, paralysis, polymorph, stunning, critical hits, flanking, mind-affecting
effects, gaze attacks, visual effects, visual illusions, and any other attack that relies on sight.
ENCOUNTER: GAMBOLING DEATH

If the players find themselves along the path of the gibberling procession at midnight, they will encounter the
hoard of noisy, foul creatures. Read the first part of the descriptive text even if not on the direct path, as the sound
of the gambol can be heard throughout the tunnels.
What at first sounds like a pack of wild dogs in the far distance, gets continually louder over time, until it
becomes a cacophony of mad shrieking, muttering, and growling. Whatever creatures make up the mob,
there must be dozens of them, and they are drawing steadily nearer.
The bestial shapes, humanoids roughly three or four feet in height, round the corner, scurrying over each
other like ants as they rush madly forward. The creatures are furry and hunchbacked, with pink or gray
skin, black, oily manes, fanged muzzles, and high, pointed ears.
Gibberlings
Small Humanoid (Gibberling)
Hit Dice: 1d8 (4 hp)
CR Initiative: +0
1/3 Speed: 30 ft.
x30 AC: 12 (+1 size, +1 natural armor), touch 11, flat-footed 12
Base Attack/Grapple: +0/-4
Attack: Shortsword +1 melee (1d4)
Special Attacks: Gibber, teamwork
Special Qualities: Bunching, darkvision 60’, immunities, light vulnerability, fire vulnerability
Saves: Fort +0, Ref +2, Will -2
Skills: Spot +1
Feats: Weapon Focus (bite)
Gibber (Ex): Creatures 2HD and greater suffer -2 to Concentration checks within 200 feet
Teamwork (Ex): For every two gibberlings that are grappling a foe, all gibberlings get a +2 competence bonus
against that foe
Bunching (Ex): Up to three gibberlings can occupy the same 5-foot-by-5-foot square
Immunities (Ex): Mind-affecting effects, including charms, compulsions, phantasms, and morale effects
Light Vulnerability (Ex): Daylight or the daylight spell affect gibberlings as slow (no save)
Fire Vulnerability (Ex): A gibberling attacked with fire must make a DC 12 Will save or hang back and refuse to ad-
vance in the next round.
8A1 – H OT S PRINGS E TERNAL
Contact with water in the hot pools deals 1d4 heat damage, or 10d4 if totally immersed.
8A2 – I N THE M UD
Anyone venturing into the room must make a DC 16 Reflex save or fall partially into the mud, as the hardened mud
“floor” breaks beneath them. Anyone failing takes 2d6 damage upon initial exposure, 1d6 the following round,
then 1d4, and finally 1d3 in subsequent rounds unless the mud is washed or scraped off.
8B1 – M ONGRELMAN L AIR
The mongrelmen will hide from the characters if their lair is intruded upon (DC 21 Spot check to notice them), but
once alerted to the party’s presence, they will seek to follow the PCs and catch them camping, then roar like huge
beasts from a safe distance. Anyone succeeding on a DC 16 Will save will suspect that the roars are a ruse, but in
any case PCs who don’t seek to quiet the disturbance will not be able to sleep; they will be fatigued, and spellcast -
ers will be unable to memorize spells in the morning. The mongrelmen will do this as long as they ’re able to get
away with it, hoping that a drow patrol will be alerted and come to deal with the intruders.
ENCOUNTER: MONGRELMEN
Medium Humanoid (Mongrelfolk)
CR Initiative: +0
1/3 Speed: 20 ft.
x4 AC: 13 (+3 hide armor), touch 10, flat-footed 13
Attack: Club +0 melee (1d6) or sling +0 ranged (1d4)
Special Qualities: Emulate race, sound imitation
Skills: Hide +9, Sleight of Hand +9
Feats: Endurance
These deformed-looking humanoids have a variety of incongruous, asymmetrical physical features that
seem to indicate a wildly mixed heritage. They wear crude hide armor and carry simple clubs.
8B3 – W HAT A D IVE
8C1 – A F INE L INE
If the mongrelmen are able to determine that the PCs have crossed the crevice, they will partially sever the ropes,
CR 3 hoping that some unlucky intruder will fall. Allow a DC 20 Spot check to notice the cuts in the ropes, a Reflex save
DC 18 to jump clear of the snapping ropes, and if all else fails, a DC 18 Strength check to remain holding onto the
end of the rope that was not cut. A character falling into the crevice will get wedged between the sharply narrow -
ing walls before reaching the absolute bottom of the crevice, but will still take 8d6 damage in the fall.
Crossing the rope bridge normally simply requires a DC 12 Balance check. Failure by 5 or more indicates falling, less
just means the character can’t move that round. Success allows a character to move at half normal speed.
8C2 – I LLUSIONS OF G RANDEUR
Since the illusion on its own would be stupid, instead use it as bait to trigger a burning hands trap (5d4 damage,
CR 3 Reflex DC 11 for half damage; Search DC 26, Disable Device DC 26). There is one real magic item in the chamber,
which can be seen as soon as the illusion has been interacted with. It is a wand of eagle’s splendor with 24 charges.
Description
This birch-wood wand has been carved into the shape of a large, slightly curved feather. An elven rune is
etched into one side [it means “majesty”, and is the command word for the wand].
8C3 – D ARK C IRCLES U NDER Y OUR E YES
Anyone trailing their hand carefully along one wall will eventually come out the way they came in. Otherwise, the
DC for the Intelligence check to determine that a character is going in circles is 16 (and decreases by two each time
around). The Search DC for the secret door is 30.
8D1 – S PIRAL B OUND
8D2 – D RIDER L AIR
The drider recently ran afoul of Over-Mage Kurastan (getting somewhat singed in the encounter), and isn ’t in the
CR0, mood for a fight. He will remain silent in his lair unless noticed (DC 24 Listen check or DC 28 Spot check), and if it
CR2, looks as if the PCs may force an encounter (by climbing up to his level), he will either use spells to try to scare them
or away, or come right out and warn them off verbally. If pressed, he will fight (currently at 40 hp). If that happens,
CR7 see page 89 of the Monster Manual.
If the players notice the drider and are smart enough to avoid pressing him into a fight, award them experience for
a CR 2 encounter.
8D3 – G RAVE M ISTAKE
Each grave is rigged with a poison dart trap that is triggered if the body is sufficiently disturbed (+8 ranged, 1d4
CR1
plus drow poison, DC 13 Fort, 1 minute / 2d4 hours). No magical items were left behind during burial, but valuable
personal effects include various pins and house insignias, brooches, and so on. If diligently looted, this jewelry will
total some 850 gp in value, and in the course of digging up corpses, the players will uncover the carrion crawler
tunnel (or the carrion crawler will come to attack them during the course of digging, if they ’re in the cavern long
enough).
Description:
The stink of rotten meat surrounds this multi-legged creature. It has a segmented, 10-foot-long body and
eight writhing tentacles protrude from its head, growing directly from below its clacking mandibles and
tooth-filled maw.
ENCOUNTER: CARRION CRAWLER

Large Aberration
CR4 Initiative: +2
AC: 17 (-1 size, +2 Dex, +6 natural), touch 11, flat-footed 15
Attack: Tentacle +3 melee (paralysis)
Special Attacks: Paralysis
Special Qualities: Darkvision 60’, scent
Skills: Climb +12, Listen +6, Spot +6
Feats: Alertness, Combat Reflexes, Track
Paralysis (Ex): DC 13 Fortitude save or be paralyzed for 2d4 rounds
8D4 – D ECLINING R ETURNS
A DC 14 Balance check will allow characters to avoid slipping down the steep slope and taking 1d4 damage. Climb -
CR1
ing the surface again is just DC 5.
8D5 – T HE D EAD P OOL
It is unlikely that anyone will notice the secret door above the pool, (even elves would be out of reach to notice it
automatically with a DC 20 Search check). Even if they discover it, it would be somewhat difficult to access, being
15 feet above the surface of the water.
8E1 – R AZOR T HIN

CR2 The blades are not difficult to notice (DC 15 Spot check), but are tricky to avoid, given the narrowness of the pas -
sage within which they are embedded. A DC 20 Reflex save allows someone to avoid damage, and someone who
knows about the blades gets a +2 circumstance bonus.
8E2 – S KYLIGHT
8E3 – W EB R OOM OF THE G IANT S PIDERS
You turn a sharp corner in the passageway and pull up short, nearly toppling off of a sudden drop. The
tunnel ends in a giant cavern, the extents of which lie beyond your sight in every direction. The space has a
feeling of immensity, filled only by thick strands of spider webs, as far as you are able to see. If you watch
carefully, you can occasionally see one strand or another move slightly, as something off in the darkness
moves silently.
The spiders will only attack if the PCs venture out onto the web, or start to burn it. If the latter is the case, the web
will burn very quickly where it is exposed to fire, but the fire will not spread on its own.
ENCOUNTER: LARGE MONSTROUS SPIDERS

Large Vermin
CR2 Initiative: +3
CR2 Speed: 30 ft., climb 20 ft.
CR2 AC: 14 (-1 size, +3 Dex, +2 natural), touch 12, flat-footed 11
Attack: Bite +4 melee
Damage: Bite 1d8+3 plus poison
Special Attacks: Poison, web
Special Qualities: Darkvision 60’, tremorsense 60’, vermin traits
Abilities: Str 15, Dex 17, Con 12, Int –, Wis 10, Cha 2
Skills: Climb +11, Hide +3*, Jump +2, Spot +4*
Feats: —
Poison: DC 13 Fort save, 1d6 St initial and secondary damage

Web: 8/day; ranged touch attack; range 10’ (50’ max); entangled creatures can make an Escape Artist check (DC
13) or Strength check (DC 17) to free themselves; entangled creatures suffer -2 to attack roles, -4 to Dexterity, can
move only at half speed, and can’t charge or run
8F1 – D ROPPING I N
Treat this as a Stone Blocks from Ceiling trap with a different triggering mechanism, and which affects everyone in
the tunnel (Atk +10 melee, 4d6 damage).
8F2 – A MBUSH OF THE M ONGRELMEN
The mongrelmen haven’t had as much time in advance to hide, so the DC to spot them is 19.
CR2 Initiative: +0
x6 Speed: 20 ft.
AC: 13 (+3 hide armor), touch 10, flat-footed 13
Attack: Club +0 melee (1d6) or darts +0 ranged (1d4 plus poison)
Feats: Endurance
Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours; Each has one dart treated with the poison.
8F3 – P OND S KUM
If players succeed in a DC 17 Listen check, they will hear a quiet, rhythmic “bumping” sound to the right of the en-
trance to this cavern.
Replace the skum and aboleth (which is far too dangerous an encounter for a low level group) with a group of kuo-
toa. The kuo-toa and the drow have an uneasy alliance—each force is small and disconnected from larger settle-
ments, and while both factions would like to lay claim to this ancient section of Underdark caverns, the kuo-toa
recognize the drow as a superior force and don’t want to risk their animosity.
The kuo-toa are content to leave PCs alone if they find a way through the cavern without entering the water, but
they will attack any swimmers (looking for treasure and magic that could give them an edge over the drow).
Description:
A little shorter than humans, these humanoids have rounded bodies covered with fine scales, and slender
arms and legs, ending in broad hands an distended feet (which look much like flippers). Their heads are
fish-like, with silver-black eyes and wide mouths full of sharp teeth.
Four of the creatures are armed with shortspears, and a fifth, who wears an elaborate beaded head net,
carries a large wooden shield.
ENCOUNTER: KUO-TOA
Kuo-toa warriors
Medium Monstrous Humanoids (Aquatic)
CR2 Initiative: +0
x4 Speed: 20 ft., swim 50 ft.
AC: 16 (+6 natural armor), touch 10, flat-footed 16
Attack: Shortspear +3 melee (1d6+1), or Shortspear +3 melee (1d6+1) and bite +3 melee (1d4+1)
Special Qualities: Amphibious, immunity to poison and paralysis, keen sight, light blindness, resistance to electric-
ity 10, slippery
Skills: Craft or Knowledge (any one) +4, Escape Artist +8, Listen +7, Move Silently +3, Search +8, Spot +11, Swim +9
Feats: Alertness, Great Fortitude
Keen Sight (Ex): Can see invisible or ethereal creatures
Slippery (Ex): Unaffected by webs, and can wriggle free from most confinement
Light Blindness (Ex): Blinded by sunlight or daylight for one round, dazzled thereafter
Kuo-toa whip, 2nd-Level cleric of Blibdoolpoolp

Medium Monstrous Humanoid (Aquatic)
CR4 Initiative: +0
Speed: 20 ft., swim 50 ft.
AC: 18 (+6 natural armor, +2 heavy wooden shield), touch 10, flat-footed 18
Attack: Shortspear +4 melee (1d6+1), or Shortspear +4 melee (1d6+1) and bite +4 melee (1d4+1)
Special Qualities: Adhesive, amphibious, immunity to poison and paralysis, keen sight, light blindness, resistance
to electricity 10, slippery
Skills: Craft or Knowledge (any one) +4, Escape Artist +8, Listen +7, Move Silently +3, Search +8, Spot +11, Swim +9
Feats: Alertness, Great Fortitude
Adhesive (Ex): Anyone who makes an unsuccessful melee attack against the whip must make a DC 14 Reflex save
or lose his weapon (unarmed attacks are automatically grappled). A DC 20 Strength check is necessary to free one-
self from the sticky slime.
Smite (Ex): 1/day, +4 Atk and +1 damage
Spells: 4/3+1; cure minor wounds x 2, detect magic x2, sanctuary, protection from good, doom, and faith healing
(10 hp)
See page 149 of the Rules Compendium for information about underwater combat.
If the PCs thoroughly investigate the cavern underwater after having defeated the kuo-toa, they will find a treasure
cache containing 400 gp and 4 gems (50 gp amber, 2 8 gp moss agates, 60 gp irregular pearl). The beaded head net
worn by the kuo-toa whip is worth 50 gp, but only to a collector of such things.
8F4 - D OWNING D WARVEN S PIRITS
There is no spider web illusion, and instead of a wall of force, there is simply a chain net that stretches over the en -
CR2
tire tunnel, down to a couple feet below the water level. The kuo-toa lower the chain net by way of an underwater
winch when the signal is given (dancing lights cast above and below the water level near the opening of the river).
If the PCs persist in exploring the river (and successfully bypass the chain net), they will eventually encounter a
drow slaving party. Use details from one of the encounters in the next main section.
8F5 – B REATHING R OOM
8F6 – T HE R AIN OF P AIN I S M AINLY ON THE P LANE
The Search DC is 20 for each of the two secret alcove doors. The Search and Disable Device DCs for the trap above
CR2 are also 20. The acid trap functions as described, except the damage is 1d6 per round, and it will continue to drip
down for only five rounds.
8F7 – E ND G AME
I NTERMISSION – LEVEL UP
The next section of the adventure is much more difficult, as the players are going to encounter some higher level
drow adversaries. This may be a good opportunity to take the party to 3 rd level. Adjust as necessary, but, making
some assumptions, example XP might look like this:
4 CR1/3, 3 CR1, 20 CR2, 6 CR3, 4 CR4 = 22350 / 5 = 4470 XP each or / 6 = 3725 each
8F8 – D RAWBRIDGE /D RAW F IRE
Mongrelman Fighters, 2nd-Level
CR3 Initiative: +2
x4 Speed: 20 ft.
AC: 16 (+3 Dex, +3 studded leathers armor), touch 13, flat-footed 13
Attack: Longsword +4 melee (1d8) or hand crossbow +6 ranged (1d4 plus poison)
Feats: Far Shot, Exotic Weapon Proficiency (hand crossbow), Hand Crossbow Focus (reload as free action)
Each of the Mongrelmen has two poison darts (DC 13 Fort, 1 minute / 2d4 hours). When firing their hand cross-
bows clear across the chasm, apply a -2 range penalty to the attack rolls.
9 – P LOT D EVICE
9A – C AVERN OF THE D ROW
Replace the description given in the module with the following:
As you clear the guard rooms adjacent to the drawbridge, you enter a huge cavern, expanded from its nat -
ural size by skilled craftsman (dwarven work, from the look of it). The walls of the cavern carry elven runes,
seen in the dim and uncertain light of a smoldering fire.
Three drow warriors, each armed with a hand crossbow and rapier, face you from the middle of the room,
spreading out in preparation for combat. Near the back, standing on a raised stone dais, a bald drow
wearing an intricately embroidered gray robe calls out loudly and at length in a harsh, gutteral language.
The runes spell out two common drow phrases and idioms:
• Inorum lo’athi, uvrastes; “In darkness, there is opportunity.”
• Nilodi orhastho shiorell e farul; Literally, “Weakness is the spawn of contentment and affection.”
Durdyn can speak Elvish, of course, among other languages, but he is speaking Undercommon when he says,
“You’ve done well to come this far, but we are not slaves. Surrender now and you will be treated fairly.”
Sorn Hune, Honemmeth Gallaer, and Jevan Zolond
Drow Fighter, 1st-Level/Rogue, 1st-Level
CR3 Hit Dice: 1d10 + 2 plus 1d6 + 2 16 hp 16 hp 16 hp
CR3 Initiative: +5
CR3 Speed: 30 ft.
Attack: Rapier +2 melee (1d6+2, 18-20/x2) and hand crossbow +4 ranged (1d4 plus poison)
+1d6 with sneak attack, +3/+5 vs. flat-footed (total)
Special Attacks: Sneak attack +1d6
Special Qualities: Darkvision 120’, light blindness, poison,
spell-like abilities, spell resistance, hit and run tactics, poison use
Skills: Climb +6, Intimidate +4, Listen +2, Move Silently +7, Hide +8
Feats: Versatile Combatant, Hand Crossbow Focus
Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours; Each has coated three darts with the poison
Equipment: Hand crossbow and 20 bolts*, black studded leather armor*, masterwork rapier*, total coin between
them: 30 gp, 9 sp, 19 cp
Spell-like abilities: Dancing lights, darkness, faerie fire, 1/day, CL 2
Tebryn Philiom
Drow Cleric of Vhaeraun, 3rd-Level
Initiative: +3
Speed: 30 ft.
Attack: hand crossbow +7 ranged (1d4, 19-20/x2 plus poison) or rapier +5 melee (1d6+1, 18-20/x2)
Skills: Concentration +7, Spellcraft +6, Hide +9
Feats: Instinctive Darkness, At Home In the Deep
Tebryn will begin the encounter invisible, only revealing himself to attack the PCs (ideally from an advantageous lo -
cation). He will cast darkness when he attacks, to sow confusion and provide himself further advantage. It is a DC
20 Knowledge (Religion) check to identify Tebryn as a priest of Vhaeraun.
Darkness Feats: Tebryn can cast darkness as an immediate action, and can see normally through its area of effect
Domains: Trickery, Travel
Spells: 4/3+1/2+1; cure minor wounds x3, detect magic, cause fear, doom, faith healing (11 hp), curse of ill for-
tune[MAG], desecrate, longstrider, invisibility (cast)
Spell-like abilities: Dancing lights, darkness x2, faerie fire, detect good, detect magic, levitate 1/day, CL 3
Equipment: Hand crossbow and 20 bolts*, black studded leather armor*, masterwork rapier*, Brooch of Shielding
(94 damage remaining), pouch with three vials of unholy water and 8 gp and 3 sp, and a pouch with 5 pounds of
silver dust (25 gp worth), spell component pouch
Durdyn Naerth
Drow Wizard, 3rd-Level
Initiative: +2
Speed: 30 ft.
AC: 13 (+2 Dex, +1 bracers of armor +1), touch 12, flat-footed 11
Attack: hand crossbow +7 ranged (1d4, 19-20/x2 plus poison) or dagger +5 melee (1d4+1, 19-20/x2)
Skills: Concentration +7, Spellcraft +9, Decipher Script +9, Knowledge (Arcana) +9, Knowledge (History) +9
Feats: Scribe Scroll, Spell Focus, Greater Spell Focus
Durdyn fancies himself a battle-mage in the making. He will lead any encounter with his strongest combat spells
before closing in to use shorter ranged attacks. The DC to save against his evocation spells (bolded, below) is 15 +
spell level.
Spells: 4/3/2; detect magic, read magic, mage hand, launch bolt[mag], shocking grasp, burning hands, shield, blind-
ness/deafness, Aganazzar’s scorcher[FOR]
Spell-like abilities: Dancing lights, darkness, faerie fire
Equipment: Hand crossbow and 20 bolts*, masterwork dagger*, bracers of armor +1, pouch with 50 gp and a red
dragon’s scale, spellbook, spell component pouch
Spellbook: forcewave[MAG], alarm, hold portal, comprehend languages, charm person, shocking grasp, burning
hands, jump, shield, fog cloud, see invisibility, flaming sphere, Aganazzar’s scorcher[FOR], blindness/deafness
9B – S LAVE , TO W ORK
Replace the description of this section from the module with the following:
This rectangular chamber, nearly as large as the last, appears to be slave quarters. Nearly 40 dwarven
slaves are chained to the wall near two red-hot forges and a stack steel ingots. Malnourished and bearing
signs of beatings and torture, most barely seem to have the strength to stand, yet more than a few are
tiredly working to smith shortswords at the command of a drow warrior.
As many dwarves as there are, they fill up only half of the available manacles and leg irons that line the
wall.
The women and children are separated off somewhat to the left, beneath a heavy rope mesh holding what
looks to be several tons of boulders and heavy ingots. Another drow fighter sits at ease nearby, idly run-
ning a dagger along a thick support rope and grinning at the cringes and cries of woe that arise with each
frayed strand.
Dro Lueltar and Hadrogh Abaeir
Drow Fighter, 3rd-Level
CR4 Hit Dice: 3d10 + 3 19 hp 25 hp
CR4 Initiative: +3
Speed: 30 ft.
AC: 17 (+3 Dex, +4 chain shirt), touch 13, flat-footed 14
Attack: Shortsword +7 or two shortswords +5/+5 (1d6+2, 19-20/x2)
Special Qualities: Darkvision 120’, light blindness, spell-like abilities, spell resistance
Skills: Climb +5, Jump +5, Swim +5
Feats: Weapon Finesse, Weapon Focus (Shortsword), Two-Weapon Fighting, Improved Disarm
Equipment: mithral chain shirt*, two masterwork shortswords*, dagger, total coin between them: 4 gp, 14 sp, 10
cp
Spell-like abilities: Dancing lights, darkness, faerie fire, 1/day, CL 2
Hadrogh, the drow nearest the support cable, will stand up when he notices the PCs. If they are able to surprise
the drow and close quickly, they can force him into combat. Otherwise he will shout “Stop!” in Undercommon and
then accented Elvish, indicating with the knife that he will cut the rope. It’s a bit of a bluff—anyone with ranks in
Use Rope can tell that it would take several rounds for him to cut through.
Dro will catch on quickly to the use of hostages, rushing to place his blade at the neck of one of the dwarven
smiths. However, if the PCs manage to get Hadrogh away from the rope, they will quickly rebel, grabbing short
swords, hammers, and anything else within reach to beat Dro mercilessly (he’s the only one they can reach).
Some of the dwarves will insist on helping the PCs track down the last of the drow in the fortress. Use the following
for the dwarves who are strong enough to fight (there are eight, in all):
Sample names: Fargrim Stonesplitter, Gardain Mulaad, Harbek Goronest, Kildrak Ogradrin, Orsik Ironbeard
Dwarves, 1st-Level Warriors
Medium Humanoid (Dwarf)
Initiative: +1
Speed: 20 ft.
AC: 11 (+1 Dex), touch 11, flat-footed 10
Attack: Variable +4 melee or +2 ranged
Damage: Variable
Special Attacks: Dwarf traits
Special Qualities: Darkvision 60’, dwaft traits
Skills: Appraise +2, Craft (blacksmithing) +2, Craft (stonemasonry) +2, Listen +4, Spot +4
9C – F ALL I N
The next room appears to be a sort of barracks. Rectangular and roughly a quarter the size of the previous
two chambers, it contains twenty simple cots, some spare weaponry (mostly average quality daggers and
short swords), and a variety of personal effects. Of the latter, there are a few items of interest or value:
two finely carved bone hair combs [20 gp each]; a game board, set up for play, which somewhat resem-
bles chess (but is larger and has a wider variety of pieces) [called Shelza Ir, this would be worth 100 gp on
the surface]; and a cunningly carved obsidian statue, which depicts a dying spider on its back, its legs
curled upward and a sword through its middle, pinning it to the ground.
As you investigate the room, one of the dwarves moves towards the door at the far side. He is lost to your
sight as soon as he crosses the threshold, but you hear a grunt of alarm and the crashing sounds of a body
hitting stone several times, each more faint than the last.
Anyone who asks what he sees before stating that he goes through the door gets a Will save (DC 17) to recognize it
CR4 and the wall as illusion. If a player states that he examines the door or the floor of the threshold itself closely (or
searches for traps), he will automatically discover the ruse as soon as he makes physical contact.
If someone runs through the door recklessly, following the dwarf, he will fall. A successful DC 16 Reflex save will al -
low him to land on a narrow ledge that juts out partway down the chasm, but even this is a 50-foot drop (5d6 fall -
ing damage). If someone falls and fails the Reflex save, he will fall all the way to the bottom of the narrow crevice
(12d6 damage).
Anyone disbelieving the illusion can see the crevice, and the narrow span that leads from the barracks to the final
sections of the fortress.
9D – C AST I N S TONE
Read the following description for this room:
Across the chasm from the barracks lies a strange, octagonal chamber with large, square, curtained al -
coves at either end to your left and right. A circle of magical runes and inscriptions surrounds a large, low
table, on which rests a hideous creature, writhing in tremendous pain.
The humanoid looks somewhat like a deformed and grotesque dwarf, and as it cries, sounding somewhat
like a cross between man and rabid, gibbering beast, its bones shift and pop before your eyes. You finally
realize the origin of the pack of beasts that you encountered previously. The former dwarven slaves seem
overcome by grief and shock at the sight.
The alcove to the left is the over-mage’s living space, the entrance to which is protected by a poisoned dart trap
CR7
(Atk +18 ranged, 1d4+1 plus poison; 1d8 darts per target in 10 ft.-by-10 ft. area; DC 13 Fort save, 1 Con/1d2 Con;
Search DC 25, Disable Device DC 25). Inside is a bed with lush coverings, a furry floor covering from a beast you
can’t identify, and a writing desk that holds a variety of interesting items: a cutlery set that radiates magic (each
utensil will vibrate slightly when in contact with poisoned food or drink; value: 1500 gp), a leather-bound book
containing a strange sort of glossy paper (Kurastan’s journal), finely wrought writing implements, and a lock of
stark-white hair.
KURASTAN’S JOURNAL
The journal is written in a mix of Undercommon and Elvish, and details how Kurastan, along with a few
underlings, defected from Menzoberranzan (through a portal), and, once familiarized with the region,
how he made up his mind to establish a foothold under the Old Skull. Knowing it as a place of old magic,
he thought to gain great magical insights and build a stronghold that would enable him to return to his
homeland on equal footing with the matriarchs of the Spider Queen.
Much of the journal likely seems psychopathic and paranoid to non-drow: speculation concerning dozens
of plots against the mage and his authority (real or imagined), fantasies of violent murder, and ego-centric
self-congratulation are par for the course.
In one interesting passage, the author relates how he took control of another band of drow, Vhaeraun-
worshipping priests and stealthy warriors from Cormanthyr, who shared his hatred for Lolth and the fe-
male leaders of drow society.
Another section speaks of a bargain that the mage made with a creature called an aboleth, trading his
most potent magical items for knowledge of a process that would turn dwarves into mindless gibberlings.
With this dark lore in hand, Kurastan set his band to abducting dwarves from a number of different settle-
ments throughout the Moonsea region. Releasing waves upon waves of the violent creatures would serve
to destabilize the region above this section of the Underdark, making it easier to raid small settlements
and amass wealth and items of power.
For the northwest alcove, read the following:
The northwest alcove looks the same as the other, but when you draw the curtain back, a set of burning
runes appear, suspended in mid-air. Appearing first in elvish, the letters reshape themselves into common,
the dwarvish. They read, “Know you this, that all shall burn should you enter this place of the over-mage.”
Once the runes disappear, you see that the room beyond is a sort of magician ’s workshop, containing
chemicals and components, potions, various mysterious objects, and the partial remains of several exotic
beasts.
Anyone who enters the workshop triggers an acid fog effect, which persists for 11 rounds and deals 2d6 damage
CR3
per round to anyone caught within the effect. If a quick PC hastens to grab something from the room and get out,
he will end up with a thin glass wand, which bears concentric ridges along its circumference at irregular intervals
down its length (wand of bridge of sound with 15 charges remaining; value 3375 gp). Everything else will quickly
become ruined by the acid fog, and even the wand will be destroyed within a round or two if no one acts fast
enough.
While the players are finishing up exploring this chamber:
You hear the sound of a man’s melodic voice raised in spellcasting from the next room.
9E – O VER -M AGE /O VER T HRONE
You enter into the middle of what can only be the throne room of the dark elf fortress. The hall is 50 feet
long, 30 feet wide, and the ceilings are 20 feet high. To the left are two long onyx tables with low benches,
beyond which lies a stone door, the only other apparent exit from the room. Opposite you, the wall is
adorned with a series of carved stone panels. To the right sits a large stone throne, adorned with quartz
and several black pearls. Some trophies hang on the wall above the throne: two large, finely made shields,
a dwarven banner, and the skull of a stone giant.
The over-mage is hiding behind the illusory version of the trophy wall. He is content to remain hidden until the PCs
leave (and will use his metamagic rod to cast shield and fox’s cunning without being detected), but there are sev-
eral ways that he could be discovered. A DC 25 Listen check is enough to hear his subtle shifting (somatic gestures),
a DC 22 Spot check will allow players to see a bit of cloth protruding from the stone of the wall (enough to allow a
DC 17 Will save to disbelieve the illusion), and of course anyone who tries to interact with the trophies themselves
will immediately recognize the ruse.
If discovered, the over-mage will immediately shift into combat mode. He knows that if the group has come this far
and has defeated all of the other drow, that he doesn’t stand much chance in a toe-to-toe fight, so he will attempt
to disable the group and flee. If that isn’t possible, he’ll go down fighting.
Kurastan Olonrae
Drow Wizard, 7th-Level
CR8 Hit Dice: 7d4+3 (33 hp, 70 hp stone skin)
Initiative: +4
Speed: 30 ft.
AC: 19 (+4 Dex, +4 shield, +1 armor, +1 deflection), touch 14, flat-footed 15
Attack: dagger +2 melee (1d4-1, 19-20/x2), Invisible Needle +7 ranged (3d4)
Skills: Concentration +11 (+15 casting on the defensive), Spellcraft +16, Decipher Script +16, Knowledge (Arcana)
+16, Knowledge (History) +16, Knowledge (Local – The Deep Wastes) +11
Feats: Scribe Scroll, Highborn Drow, Combat Casting, Invisible Needle
Spell Save DC: 16 + Spell Level
Spells: 4/5/4/3/2:
Active: shield, fox’s cunning, illusory wall, stoneskin
Memorized: detect magic x3, read magic, magic missile x2, identify, grease, Tasha’s hideous laughter,
mirror image, blindness/deafness, Bigby's disrupting hand, dispel magic, hold person
Spell-like abilities: Dancing lights, darkness, faerie fire, detect good, detect magic, levitate 1/day; CL 7
Equipment: masterwork dagger* spellbook, spell component pouch, ring of protection +1, lesser silent metamagic
rod, bracers of armor +1, and a pouch with 20 pp, 5gp.
Spellbook:
1. animate rope, charm person, expeditious retreat, grease, magic missile, shield, identify
2. blindness/deafness, flaming sphere, Tasha’s hideous laughter, mirror image, fox’s cunning, mirror im-
age
3. dispel magic, Bigby's disrupting hand, hold person
4. stoneskin, illusory wall
Kurastan’s active spells will block magic missiles and grant him damage reduction 10/adamantine. He will avoid
casting Bigby's Disrupting Hand so that he can use Invisible Needle (ranged attack) instead. He will fight against a
wall to avoid being completely surrounded. Round by round tactics:
1. Cast flaming sphere

2. Direct flaming sphere, cast mirror image
3. Direct flaming sphere, cast hold person
4. Direct flaming sphere, cast blindness/deafness
5. Direct flaming sphere, cast Tasha’s hideous laughter
6. Direct flaming sphere, cast magic missile (4d4+4)
7. Direct flaming sphere, cast magic missile (4d4+4)
8. Direct flaming sphere, cast grease
If combat goes beyond 8 rounds and half or more of the PCs are still standing, Kurastan will be nearly out of offen -
sive spells and will start to try to flee. He’ll make move actions and use Invisible Needle as long as he is threatened,
but will focus entirely on flight as soon as he has a completely clear path.
9F – S POILING THE D IVIDE
H OMEWARD B OUND
E PILOGUE
While the refugees and any seriously injured PCs are being attended to, Thurbal will ask to be debriefed. He will
ask how much of the caverns the group was able to map, and will request a list of recovered treasure. He won ’t
give much of an outward sign of what he thinks, and in the course of the debriefing, he interrupts to whisper in -
structions to a guard, who hurries away. Thurbal asks pointed questions concerning different traps and encounters,
and near the end of the debriefing, the guard returns and whispers something back. Thurbal indicates that Mourn -
grym would like to see the group right away, if they are able to go a short while longer without rest.
You are escorted by Thurbal and a small honor guard to the Lord’s Court, on the main level of the Tower of
Ashaba. While you might expect Lord Mourngrym to greet you from his seat on the dais, he is actually
standing to the side of the room, speaking to the most beautiful woman you’ve ever seen. She has long,
coppery hair, perfect skin, large eyes, and long, pointed ears. She is dressed in an elegant day gown, and
wears a king’s ransom in jewelry. Obviously some sort of noble lady, the woman is attended by a fey hand-
maiden.
If anyone visited the Druid’s Grove, he will recognize the nymph, Elaya, from an encounter there at the beginning
of the adventure.
Though Thurbal stops you a respectful distance, you can hear the tail end of Mourngrym’s conversation:
“Of course you are welcome for as long as you would like to stay, Lady Brynn. I only meant that if you
would tell me what it is you seek in Shadowdale, I might better be able to serve you.”
The look on Lady Brynn’s face tells you that she has been waiting for the conversation to take this turn. “I
accept your offer of service, Lord Mourngrym. The Seelie court will look favorably upon your assistance.
Please, do not let me keep you from your other guests.” This last she says while gesturing in your direc-
tion.
Mourngrym turns, seeming relieved at the interruption. “Ah yes, our intrepid adventurers! Shadowdale
owes you a debt of gratitude, indeed.”
Thurbal steps forward introduces each of the PCs to the Lord of Shadowdale by name. Play this out, so they have
the opportunity to engage with him in conversation.
“Well, if only a fraction of what my guardsmen relate is true, you’ve more than earned your pay. In fact,
Thurbal, see to it that they receive three times the agreed upon result, less taxes of course.” Thurbal bows
slightly in reply.
Mourngrym seems on the verge of dismissing you, when suddenly your attention shifts to Lady Brynn,
though you can’t quite say why. Mourngrym seems somewhat off-balance, apparently having not realized
she was still present. “Ah yes, how rude of me. Allow me to present Lady Brynn of the Seelie Court Fey.
Lady Brynn, these are the men responsible for ridding our tunnels of the drow menace, though I must say
that brief description does their actions no justice.”
Lady Brynn steps forward, but addresses Mourngrym instead of you. “Lord Mourngrym, I’ve decided how
you may be of assistance. You know a man named Pierce, currently residing in Daggerdale, do you not?”
Mourngrym answers, clearly not liking the direction this is going. “Yes, but I fail to see—”
“It is simple. As further reward to these brave heroes, I ask that you provide them an introduction to Cap -
tain Pierce, should they be interested in joining the Band of the Rose.”
Mourngrym looks baffled for a second, then smiles broadly and bows. “Lady, it would be my pleasure.”
Turning to you, he continues. “It’s actually a fine idea, should you be interested. Captain Pierce is a good
man, and likely needs all the help he can get in ridding Daggerdale of the last of the Zhentarim scum. Ran -
dal Morn has reclaimed his throne, but that doesn’t mean the Zhents have given up their scheming. What
do you say?”
FINISH – LEVEL UP
22950 / 6 = 3825 each

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BENEATH THE TWISTED TOWER

Barred and magically locked: 30

When the party manages to get the door open:

3C – W ELL T RAINED S ERVANTS

ENCOUNTER: LARGE MONSTROUS SPIDER

Poison: DC 13 Fort save, 1d6 St initial and secondary damage

4 – F EAT , F IGHT , F AUX , F UN

NORTHWEST – A SWARM OF RATS

Tiny Animal (Swarm)

If anyone speaks Orcish, they’ll hear the following:

Ulump (Orc, 2nd-Level Barbarian)

Description if the encounter takes place in the water:

Description if the encounter takes place on solid ground:

Water Elemental, Medium

2 CR1, 13 CR 2, 1 CR3 = 9300 / 5 = 1860 XP each or / 6 = 1550 each

5B – T HE B LOW -D RIED L OOK

6A – “F LEAED ” OF F OOT AND 6B – B ADGERING THE PC S

6D – A S TAB I N THE D ARK

ENCOUNTER: DROW PATROL

Brorn Olonrae and Chakos Olonrae

Domains: Trickery, Travel

Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours

It is a DC 20 Knowledge (Religion) check to identify Quendar as a priest of Vhaeraun.

ENCOUNTER: SOFT SPOKEN

ENCOUNTER: THE CUBE AND MISSILE CRISIS

ENCOUNTER: GAMBOLING DEATH

8A1 – H OT S PRINGS E TERNAL

8B1 – M ONGRELMAN L AIR

8B3 – W HAT A D IVE

8C1 – A F INE L INE

8C2 – I LLUSIONS OF G RANDEUR

8D1 – S PIRAL B OUND

8D2 – D RIDER L AIR

8D3 – G RAVE M ISTAKE

ENCOUNTER: CARRION CRAWLER

8D4 – D ECLINING R ETURNS

8D5 – T HE D EAD P OOL

8E1 – R AZOR T HIN

8E3 – W EB R OOM OF THE G IANT S PIDERS

ENCOUNTER: LARGE MONSTROUS SPIDERS

Poison: DC 13 Fort save, 1d6 St initial and secondary damage

8F2 – A MBUSH OF THE M ONGRELMEN

8F3 – P OND S KUM

Keen Sight (Ex): Can see invisible or ethereal creatures

Kuo-toa whip, 2nd-Level cleric of Blibdoolpoolp

Smite (Ex): 1/day, +4 Atk and +1 damage

8F4 - D OWNING D WARVEN S PIRITS

8F5 – B REATHING R OOM

8F6 – T HE R AIN OF P AIN I S M AINLY ON THE P LANE

9A – C AVERN OF THE D ROW

Replace the description given in the module with the following:

• Inorum lo’athi, uvrastes; “In darkness, there is opportunity.”

Spell-like abilities: Dancing lights, darkness, faerie fire, 1/day, CL 2

Domains: Trickery, Travel

Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours

Spell-like abilities: Dancing lights, darkness, faerie fire

Poison (Ex): DC 13 Fort, 1 minute / 2d4 hours