Kenneth Amacker (Order #41978118)

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Kenneth Amacker (Order #41978118)

 CREDITS
Written & Designed By: Aaron Acevedo, Harlan Guthrie,
Gwendolyn Marshall, Amy Marshall, Kevin Andrew Murphy, Darren Pearce
Editors: Carol Darnell, Amy Marshall, Gwendolyn Marshall
Sensitivity Readers: Mona Ghannoum, Elijah Forbes, Jacklene Habib, Claudio Pozas, Kyle Tinga, Daniel Salazar, Samara-Jade
Sendek, Mehr Husain, Rick Chia, Calvin Wong, BJ Ricio, Alex Assan, Jordan Merica, Mya Alexice, Hinahina Gray, Will Abreut,
Stefanie Molina, Ronkwahrhakónha Dube, Victoria Smith, Pidj, Pablo Ibarreche, Itzel, Michelle Jones, Pamela Punzalan
Art Direction: Aaron Acevedo, Alida Saxon
Graphic Design & Layout: Aaron Acevedo, Ben Acevedo
Cover Art: Bien Flores, Mauricio Caballero Peza
Interior Art: İbrahim Aydın, Rafael Badalyan, Addison Duke, DesaWarna Studio,
Evan Evans, Bien Flores, Mauricio Caballero Peza, and Jimbo Salgado.

© 2022 Sigil Entertainment, LLC. All rights reserved.

sigil-entertainment.com

Kenneth Amacker (Order #41978118)

 CONTENTS
INTRODUCTION5 Bracer 23
Cassandra 24
MANAGING NPCS 5 Chrononaut 25
The Cleaner 26
Size 5
Connor 26
Type 5
Corvid 27
Armor Class 6
Dà Chén 28
Hit Points 6
Deathstalker 28
Speed 7
Doctor Shadow 29
Burrow 7
Dura 30
Climb 7
Dusk 31
Fly 7
Esotera 31
Swim 7
Flamethrower 32
Ability Scores 7
The Fox 33
Saving Throws 7
Frostblade 34
Skills 7
Gear Head 34
Vulnerabilities, Resistances, and Immunities 7
Geomanta 35
Senses 8
Gloomshadow 36
Blindsight 8
Guaranx 37
Darkvision 8
Guns 38
Tremorsense 8
HammerChain 39
Truesight 9
The Hawk 39
Languages 9
Henge 40
Challenge 9
Hustle 41
Experience Points 9
Hydrolad 44
Special Traits 9
Hypnotica 44
Innate Powers 9
Impact 46
Superpowers 10
Kali 47
Actions 10
Kitsune 48
Melee and Ranged Attacks 10
Leaf Blade 49
Multiattack 10
El Luchador 49
Ammunition 10
Magus 50
Reactions 10
Maxwell Gauss 51
Limited Usage 10
Mindcaster 52
X/Day 10
Miss Craft 53
Recharge X–Y 10
The Monkey King 54
Recharge after a Short or Long Rest 10
Murmur 54
Equipment 11
Neuma 55
Legendary Creatures 11
Nightblade 56
Legendary Actions 11
Phosphor 57
A Legendary Creature’s Lair 11
Pillar and Parapet 58
Professor Stretch 59
SUPERPOWERED OPERATIVES 13 Provocateur 60
Adelita 13 Pseudo 61
Aether 14 The Pugilist 62
Angelis 15 Pulsara 62
Aquanaut 16 The Puzzler 63
Arachna 17 Ranjit 64
Baba Yaga 17 The Reanimator 64
Bad Penny 19 Red Cipher 65
Bastet 20 Red Fist 66
Bestia 20 Resonance 67
Blaze 21 Rhizome 68
Bloom 22 Runewarden 69

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 Rustbot 71 Steam Mephit 105
Samaritan 71 Water Elemental 105
The Seeress 72 Extraterrestrial Entities 106
Sergeant Salvo 73 Aboleth 106
Si Pitung, the Talon 74 Alien Thing 106
Silhouette 75 Chuul 107
Silver Eagle 75 Great Devourer 108
Singularity 76 Insectoid 108
The Sleuth 78 Purple Worm 109
Sonic Boom 79 Shock Trooper 109
Spotlight 79 High Tech Threats 109
Springbok 80 Advanced Combat Robot 109
Stalwart Shield 81 Automaton 110
S.T.A.R. One 82 Drone, Reconnaissance 110
Strobe 82 Drone, weaponized 110
Tempesta 83 Nanite Swarm, Large 111
Theseus 84 Nanite Swarm, Small 111
The Thought 85 Super Tyrannosaurus Rex 111
Thunderlight 85 Humans 112
Umbral 86 Assassin 112
Vaulter 87 Civilian 113
Velocity 88 Cultist 113
Void 89 Cult Fanatic 113
Volition 90 Exo-Solider 113
Volta 91 Guard 114
The Warden 92 Mercenary 114
Wrecking Ball 93 Military Officer 114
MMA Fighter 116
GENERIC SUPER NPCS 95 Mob Enforcer 116
Mugger 116
Elementalist, Novice 95
Scout 116
Elementalist, Veteran 95
Soldier 117
Kinetic, Novice 95
Spy 117
Kinetic, Veteran 95
Thug 117
Martial Expert, Apprentice 96
Mythical, Folklore, and Extraplanar Beings 118
Martial Expert, Master 96
Awakened Tree 118
Mastermind, Minor 97
Demon, Great 118
Mastermind, Major 97
Devil, Barbed 119
Mentalist 98
Devil, Horned 119
Metamorph 98
Deva 119
Mystic, Junior 98
Doppelganger 120
Mystic, Senior 100
Dryad 120
Special Agent Grunt 100
Eldritch Abomination 121
Special Agent, Officer 100
Ghast 121
Tech Gadgeteer 101
Ghost 122
Tech, Power Suit 101
Ghoul 122
Vitalist 101
Golden Dragon 122
Hag 123
MISCELLANEOUS FOES 103 Imp 124
Elementals 103 Phase Spider 124
Air Elemental 103 Satyr 125
Dust Mephit 103 Sprite 125
Earth Elemental 103 Vampire 125
Fire Elemental 104 Vampire Spawn 126
Ice Mephit 104 Werewolf 127
Magma Mephit 105 Zombie 127

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Kenneth Amacker (Order #41978118)
 INTRODUCTION
Ever since the rise of the latest generation of superpowered
individuals, the governments of the world have strived
to monitor their movements. The Augmented Operative
Registry is a shared database, facilitated by the United
Nations, cataloguing not only the superpowered humans
that have emerged, but the strange new threats they
have encountered as well. From mutant abominations
and extra-dimensional beings to superheroes and their
villainous nemeses, the Augmented Operative Registry is a
comprehensive account of all augmented threats.
The Augmented Operative Registry catalogues over a
hundred superpowered beings, both friendly and
dangerous. Within, you’ll find superpowered individuals,
both heroic and villainous; some of these remarkable
individuals operate alone, defending their neighborhoods
or planning crimes by themselves, but many more are a
part of a superteam. Some teams are heroes striving to
protect the world from grave threats, whereas others are
more selfish, using their powers to benefit non one but
themselves. You can use these superpowered people to
populate your game world; some can serve as the giants
MANAGING
NPCS
For our purposes, the term NPC here refers to any potential
friends or foes the heroes might face. An NPC’s statistics,
sometimes referred to as its stat block, provide the essential
information that you need to run the NPC.
SIZE
An NPC can be Tiny, Small, Medium, Large, Huge, or
Gargantuan. The Size Categories table shows how much
space a creature of a particular size controls in combat.
Size Space Examples
Tiny 2 ½ by 2 ½ ft. Cat, owl
Small 5 by 5 ft. Dog, child
Medium 5 by 5 ft. Adult, wolf
Large 10 by 10 ft. Horse, bear
Elephant,
Huge 15 by 15 ft.
killer whale
20 by 20 ft. Blue whale,
Gargantuan
or larger brontosaurus
Kenneth Amacker (Order #41978118)
of your heroic pantheon or the existential threats to your
nation, whereas others work on a smaller scale, defending
a neighborhood, or a city, fighting for the people.
In addition to the superpowered people, the AOR
contains a variety of other augmented, mundane, and
supernatural threats. These include mundane dangers
such as combat robots, assassins, and mercenaries,
as well as threats more exotic, such as alien invaders,
extradimensional monstrosities, ancient eldritch horrors,
and even mythological entities awakened from millennia
of slumber.
Finally, the AOR contains a miscellany of other dangers
that heroes might encounter, depending on the nature of
the superheroic tale. These include monsters out of horror
films, government surveillance drones out of superspy
suspense tales, and high tech foes from futuristic science
fiction stories. With the AOR you can experience any kind
of superheroic adventure, from classic four-color comic
action to paranoid conspiracy theory, to far future fantasy.
Whatever story you want to tell, the AOR has the allies,
foes, threats, and mysteries you need!
T YPE
A creature’s type speaks to its fundamental nature. Certain
powers, superpowered items, class features, and other
effects in the game interact in special ways with creatures
of a particular type. For example, dominate person allows
the user to target people, as opposed to dominate beast,
which does not.
The game includes the following creature types, which
have no rules of their own.
Aberrations are utterly alien beings. Many of them
have innate powered abilities drawn from the creature’s
alien minds or biology rather than the natural forces
of the world. The quintessential aberrations are beings
from other dimensions, which are quite often the stuff
of nightmares and horror.
Beasts are nonhumanoid creatures that are a natural
part of the ecology. In rare cases, a beast might have a
superpower, but most are unintelligent and lack any
5
 society or language. Beasts include all varieties of ordinary
animals, as well as, historically, dinosaurs.
Celestials are creatures of a divine nature, such as angels
and benevolent spirits. Many of them are the servants of
deities, employed as messengers or agents in the mortal
realm and throughout the planes. Sometimes such entities
bestow powers upon mortals as well, creating divine
Mystical heroes.
Constructs are made, not born. Some are programmed
by their creators to follow a simple set of instructions,
while others are imbued with sentience and capable of
independent thought. Golems and robots are the iconic
constructs.
Dragons are large reptilian creatures of ancient or alien
origin and tremendous power. Though most heroes would
consider these creatures of myth, it is possible that heroes
might encounter them in their adventures.
Elementals are rare creatures conjured forth by
superpowers or risky science. Some creatures of this type
are little more than animate masses of their respective
elements, including the creatures simply called elementals.
Others have biological forms infused with elemental
energy.
Fey are magical creatures closely tied to the forces of
nature and arguably only the things of myth and legend,
though a few Mystic heroes swear otherwise. They dwell
in twilight groves and misty forests and are said to travel
from the Plane of Faerie. Fey include dryads, pixies, and
satyrs.
Fiends are creatures of myth and nightmare defined by
their wickedness, said to dwell in places such as hell and
the deep darkness. A few are the servants of fell deities,
but many more labor under the leadership of archdevils
and demon princes, according to a few eldritch Mystic
heroes. Fiends include demons and devils.
Humanoids are the main peoples of the superheroic
gaming world. They have language, technology, and
culture and, in rare cases, superpowers. This category
includes both humans and mutant humans, as well as
certain aliens and even magical or mythical creatures
like elves who are human-like in form.
Monstrosities are monsters in the strictest sense—
frightening creatures that are not ordinary, not truly
natural, and almost never benign. Some are the results
of scientific experimentation gone awry, and others are
the product of terrible curses, perhaps from Mystic NPCs
or other entities. And still others are alien creatures that
heroes might encounter on other worlds. They defy
categorization, and in some sense serve as a catch-all
category for creatures that don’t fit into any other type.
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Oozes are gelatinous creatures that rarely have a fixed
shape. They are mostly subterranean, dwelling in caves
and dungeons and feeding on refuse, carrion, or creatures
unlucky enough to get in their way. Many of them are the
result of unwise experimentation or accidental irradiation.
Black puddings and gelatinous cubes are among the most
recognizable oozes.
Plants in this context are vegetable creatures, not
ordinary flora. Most of them are ambulatory, and some
are carnivorous, though all of them are exceedingly rare,
likely either the result of experimentation or the use of
powers that control nature. The quintessential plants are
the shambling mound and the treant.
Undead are once-living creatures brought to a horrifying
state of undeath through the practice of necromantic
powers, unethical science, or some unholy curse. Undead
include walking corpses, such as vampires and zombies,
as well as bodiless spirits, such as ghosts and specters.
Though most believe these to be the stuff of stories rather
than fact, some heroes report strange, unexplainable
encounters.
A RMOR CLASS
An NPC that wears armor or carries a shield has an Armor
Class (AC) that takes its armor, shield, and Dexterity into
account. Otherwise, an NPC’s AC is based on its Proficiency
Bonus, Dexterity modifier, and natural armor, if any. If an
NPC has natural armor, wears armor, or carries a shield,
this is noted in parentheses after its AC value.
HIT POINTS
An NPC usually dies or is destroyed when it drops to 0
hit points. An NPC’s hit points are presented both as a
die expression and as an average number. For example, an
NPC with 2d8 hit points has 9 hit points on average (2 ×
41⁄2). An NPC’s size determines the die used to calculate
its hit points, as shown in the Hit Dice by Size table.
NPC Size Hit Die Avg HP per Die
Tiny d4 2½
Small d6 3½
Medium d8 4½
Large d10 5½
Huge d12 6½
Gargantuan d20 10 ½
An NPC’s Constitution modifier also affects the number
of hit points it has. Its Constitution modifier is multiplied
by the number of Hit Dice it possesses, and the result
is added to its hit points. For example, if an NPC has a
Constitution of 12 (+1 modifier) and 2d8 Hit Dice, it has
2d8 + 2 hit points (average 11).
 Managing NPCs

S PEED Proficiency Bonus by

Challenge Rating Table
An NPC’s speed tells you how far it can move on its turn.
For more information on speed, see Chapter 7 of S5E. Proficiency Proficiency
Challenge Bonus Challenge Bonus
All creatures have a walking speed, simply called the 0 +2 14 +5
NPC’s speed. Creatures that have no form of ground-‐based
locomotion have a walking speed of 0 feet. ⅛ +2 15 +5
¼ +2 16 +5
Some creatures have one or more of the following
additional movement modes. ½ +2 17 +6
1 +2 18 +6
BURROW 2 +2 19 +6
An NPC that has a burrowing speed can use that speed 3 +2 20 +6
to move through sand, Earth, mud, or ice. An NPC can’t 4 +2 21 +7
burrow through solid rock unless it has a special trait
5 +3 22 +7
that allows it to do so.
6 +3 23 +7
C LIMB 7 +3 24 +7

An NPC that has a climbing speed can use all or part of its 8 +3 25 +8
movement to move on vertical surfaces. The NPC doesn’t 9 +4 26 +8
need to spend extra movement to climb. 10 +4 27 +8
11 +4 28 +8
FLY 12 +4 29 +9
An NPC that has a flying speed can use all or part of its
13 +5 30 +9
movement to fly. Some NPCs have the ability to hover,
which makes them hard to knock out of the air. Such an
NPC stops hovering when it dies.
S KILLS
S WIM The Skills entry is reserved for NPCs that are proficient
An NPC that has a swimming speed doesn’t need to spend in one or more skills. For example, an NPC that is very
extra movement to swim. perceptive and stealthy might have bonuses to Perception
and Stealth checks.

A BILITY SCORES A skill bonus is the sum of an NPC’s relevant ability

Every NPC has six ability scores (Strength, Dexterity,
Constitution, Intelligence, Wisdom, and Charisma) and
corresponding modifiers.
SAVING THROWS
The Saving Throws entry is reserved for creatures that
are adept at resisting certain kinds of effects. For example,
a creature that isn’t easily charmed or frightened might
gain a bonus on its Wisdom saving throws. Most creatures
don’t have special saving throw bonuses, in which case
this section is absent.
A saving throw bonus is the sum of an NPC’s relevant
ability modifier and its proficiency bonus, which is
determined by the NPC’s challenge rating (as shown in
the Proficiency Bonus by Challenge Rating table).
modifier and its proficiency bonus, which is determined
by the NPC’s challenge rating (as shown in the Proficiency
Bonus by Challenge Rating table). Other modifiers might
apply. For instance, an NPC might have a larger-than-
expected bonus (usually double its proficiency bonus) to
account for its heightened expertise.
VULNERABILITIES,
R ESISTANCES,
AND I MMUNITIES
Some creatures have vulnerability, resistance, or immunity
to certain types of damage. In addition, some creatures
are immune to certain conditions.

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 S ENSES A RMOR, WEAPON, AND TOOL
The Senses entry notes an NPC’s passive Perception score, PROFICIENCIES
as well as any special senses the NPC might have. Special
Assume that a creature is proficient with its armor,
senses are described below.
weapons, and tools. If you swap them out, you
decide whether the creature is proficient with its
B LINDSIGHT new equipment.
An NPC with blindsight can perceive its surroundings For example, a security guard typically carries
without relying on sight, within a specific radius. a pistol and Kevlar armor. You could equip them
with a modular tactical vest and a laser sword if
Creatures without eyes typically have this special sense,
you want and assume the guard is proficient with
as do creatures with echolocation or heightened senses,
both, one, or neither.
such as bats.
If an NPC is naturally blind, it has a parenthetical note
to this effect, indicating that the radius of its blindsight
defines the maximum range of its perception. T REMORSENSE
An NPC with tremorsense can detect and pinpoint the
DARKVISION origin of vibrations within a specific radius, provided that
the NPC and the source of the vibrations are in contact
An NPC with darkvision can see in the dark within a
with the same ground or substance. Tremorsense can’t
specific radius. The NPC can see in dim light within the
be used to detect flying or incorporeal creatures. Many
radius as if it were bright light, and in darkness as if it
burrowing creatures have this special sense.
were dim light. The NPC can’t discern color in darkness,
only shades of gray. Many creatures that live underground
have this special sense.

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 Managing NPCs

T RUESIGHT Experience by
An NPC with truesight can, out to a specific range, see Challenge Rating Table
in normal and superpowered darkness, see invisible
creatures and objects, automatically detect visual illusions, Challenge XP Challenge XP
and succeed on saving throws against them, and perceive 0 0 or 10 14 11,500
the original form of a shapechanger or a creature that is
⅛ 25 15 13,000
transformed by powers. Furthermore, the NPC can see
into the Ethereal Plane within the same range. ¼ 50 16 15,000
½ 100 17 18,000

L ANGUAGES 2
1 200
450
18
19
20,000
22,000
The languages that an NPC can speak are listed in
alphabetical order. Sometimes an NPC can understand 3 700 20 25,000
a language but can’t speak it, and this is noted in its 4 1100 21 33,000
entry. A “—” indicates that a creature neither speaks, nor 5 1800 22 41,000
understands any language.
6 2300 23 50,000
7 2900 24 62,000
CHALLENGE 8 3900 25 75,000
An NPC’s challenge rating tells you how great a threat the 9 5000 26 90,000
NPC is. An appropriately equipped and well-rested party
10 5900 27 105,000
of four heroes should be able to defeat an NPC that has a
challenge rating equal to its level without suffering any 11 7200 28 120,000
deaths. For example, a party of four 3rd-level characters 12 8400 29 135,000
should find an NPC with a challenge rating of 3 to be a
13 10,000 30 155,000
worthy challenge, but not a deadly one.
NPCs that are significantly weaker than 1st -level
characters have a challenge rating lower than 1. NPCs
with a challenge rating of 0 are insignificant except in S PECIAL TRAITS
large numbers; those with no effective attacks are worth Special traits (which appear after an NPC’s challenge rating
no experience points, while those that have attacks are but before any actions or reactions) are characteristics that
worth 10 XP each. are likely to be relevant in a combat encounter and that
Some NPCs present a greater challenge than even a require some explanation.
typical 20th-level party can handle. These NPCs have
a challenge rating of 21 or higher and are specifically I NNATE P OWERS
designed to test player skill.
An NPC with the innate ability to use powers has the
Innate Powers special trait. Unless noted otherwise, an
E XPERIENCE P OINTS innate power of 1st level or higher is always used at its
The number of experience points (XP) an NPC is worth lowest possible level and can’t be used at a higher level. If
is based on its challenge rating. Typically, XP is awarded an NPC has an at will power where its level matters and
for defeating the NPC, although the GM may also award no level is given, use the NPC’s challenge rating.
XP for neutralizing or avoiding the threat posed by the An innate power can have special rules or restrictions.
NPC in some other manner.
An NPC’s innate powers can’t be swapped out with other
Unless something tells you otherwise, an NPC powers. If an NPC’s innate powers don’t require attack
summoned by a power or other ability is worth the XP rolls, no attack bonus is given for them.
noted in its stat block.

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 SUPERPOWERS
An NPC with the Superpowers special trait is a Superhero
or Supervillain, referred to here as a Super, for short.
Supers have a power level and power slots, which it uses
for its powers of 1st level and higher, just like a PC. The
power level is also used for any At Will powers included
in the feature.
The NPC has a list of powers known or prepared. The
list might also include features found in a class, such as
the Martial Expert’s Extra Attack feature.
An NPC can use a power from its list at a higher level if
it has the power slot to do so. For example, an NPC with
the 3rd level lightning bolt power can use it as a 5th-level
power by using one of its 5th-level power slots.
You can change the powers that an NPC knows or has
prepared, replacing any power it has with a power of
the same level and from the same superpower list or the
general list. If you do so, you might cause the NPC to be
a greater or lesser threat than suggested by its challenge
rating.
ACTIONS
When an NPC takes its action, it can choose from the
options in the Actions section of its stat block or use one
of the actions available to all creatures, such as the Dash
or Hide action.
MELEE AND R ANGED ATTACKS
The most common actions that an NPC takes in combat
are melee and ranged attacks. These can be power attacks
or weapon attacks, where the “weapon” might be a
manufactured item or a natural weapon, such as a claw
or tail spike, as well as an unarmed attack.
CREATURE VS. TARGET
The target of a melee or ranged attack is usually either one
creature or one target, the difference being that a “target”
can be a creature or an object.
HIT
Any damage dealt or other effects that occur as a result
of an attack hitting a target are described after the “Hit”
notation. You have the option of taking average damage
or rolling the damage; for this reason, both the average
damage and the die expression are presented.
MISS
If an attack has an effect that occurs on a miss, that
information is presented after the “Miss:” notation.
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MULTIATTACK
A creature that can make multiple attacks on its turn has
the Multiattack action. A creature can’t use Multiattack
when making an opportunity attack, which must be a
single melee attack.
A MMUNITION
An NPC carries enough ammunition to make its ranged
attacks. You can assume that an NPC has 2d4 pieces of
ammunition for a thrown weapon attack like a dagger,
and 2d10 pieces of ammunition for a projectile weapon
such as a pistol, rifle, or crossbow.
R EACTIONS
If an NPC can do something special with its reaction, that
information is contained here. If a creature has no special
reaction, this section is absent.
LIMITED USAGE
Some special abilities have restrictions on the number of
times they can be used.
X/DAY
The notation “X/Day” means a special ability can be used
X number of times and that an NPC must finish a long rest
to regain expended uses. For example, “1/Day” means a
special ability can be used once and that the NPC must
finish a long rest to use it again.
R ECHARGE X–Y
The notation “Recharge X–Y” means an NPC can use a
special ability once and that the ability then has a random
chance of recharging during each subsequent round of
combat. At the start of each of the NPC’s turns, roll a d6.
If the roll is one of the numbers in the recharge notation,
the NPC regains the use of the special ability. The ability
also recharges when the NPC finishes a short or long rest.
For example, “Recharge 5–6” means an NPC can use the
special ability once. Then, at the start of the NPC’s turn,
it regains the use of that ability if it rolls a 5 or 6 on a d6.
R ECHARGE AFTER A
S HORT OR LONG R EST
This notation means that an NPC can use a special ability
once and then must finish a short or long rest to use it again.
 Managing NPCs

EQUIPMENT G RAPPLE RULES FOR NPCS

A stat block sometimes refers to equipment, other than
Many NPCs have special attacks that allow
armor or weapons, used by an NPC. A creature that
them to quickly grapple prey. When an NPC hits
customarily wears clothes, such as a humanoid, is assumed
with such an attack, it doesn’t need to make an
to be dressed appropriately.
additional ability check to determine whether
You can equip NPCs with additional gear and trinkets the grapple succeeds, unless the attack says
however you like, and you decide how much of an NPC’s otherwise.
equipment is recoverable after the creature is defeated and A creature grappled by the NPC can use its
whether any of that equipment is still usable. A battered action to try to escape. To do so, it must succeed
suit of armor made for a low-level NPC is rarely usable on an Athletics or Acrobatics check against the
by someone else, for instance. escape DC in the NPC’s stat block. If no escape DC
is given, assume the DC is 10 + the NPC’s Athletics
modifier.
LEGENDARY CREATURES
A legendary creature can do things that ordinary creatures
can’t. It can take special actions outside its turn, and it
might exert superpowered influence for miles around.
If a creature assumes the form of a legendary creature,
such as through a power, it doesn’t gain that form’s
legendary actions, lair actions, or regional effects.

L EGENDARY ACTIONS
A legendary creature can take a certain number of
special actions—called legendary actions—outside its
turn. Only one legendary action option can be used at
a time and only at the end of another creature’s turn.
A creature regains its spent legendary actions at the
start of its turn. It can forgo using them, and it can’t
use them while incapacitated or otherwise unable to take
actions. If surprised, it can’t use them until after its first
turn in the combat.

A L EGENDARY C REATURE’S L AIR

A legendary creature might have a section describing its
lair and the special effects it can create while there, either
by act of will or simply by being present. Such a section
applies only to a legendary creature that spends a great
deal of time in its lair.

L AIR ACTIONS
If a legendary creature has lair actions, it can use them
to harness the ambient power in its lair. On initiative count
20 (losing all initiative ties), it can use one of its lair action
options. It can’t do so while incapacitated or otherwise
unable to take actions. If surprised, it can’t use one until
after its first turn in the combat.

REGIONAL EFFECTS
The mere presence of a legendary creature can have strange
and wondrous effects on its environment, as noted in this
section. Regional effects end abruptly or dissipate over
time when the legendary creature dies or departs.

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Kenneth Amacker (Order #41978118)
 SUPERPOWERED
OPERATIVES
This section contains dozens of complete superpowered Boon of the Tome. Adelita has a small arcane tome that
operatives, made according to the character creations rules allows her to use 3 additional at will powers when on
of S5E. A sample biography is included with each, but feel her person. The book also grants her advantage on
free to use any of the below either as heroes or villains, or Mysticism checks.
even as pregenerated characters for your players. Intimations of the Future. When Adelita is targeted by
a foe she can see, she can use her reaction to impose
disadvantage on their attack roll.
A DELITA
Adelita, or Valentina Lopez, is a semi-retired Mystic hero Third Eye. Adelita has darkvision to 60 ft.
who now curates her city’s History Museum. She is a tall Superpowers. Adelita is a 7th-level superpowered
Mexican woman, with long, straightened dark hair that human. Her power ability is Intelligence (power save
features a prominent silver stripe. She favors black clothing DC 15, +7 to hit with powered attacks). She has the
and lipstick in a goth style. She is usually seen with a black following powers:
cat, nicknamed Shekhinah, who is her familiar. • At will: catch your breath, eldritch blast, sensory focus,
beguile*, obscure*, silent step*
Human ancestry, modern Earth culture
Arcane Mystic 7 • 1st level (reflexive): cure wounds, glare, shadowy strike,
find familiar (ritual)*, encrypt message (ritual)*, unseen
Armor Class 15 servant (ritual)*
Hit Points 62 • 2 nd level (reflexive): alter self, darkvision
Speed 30 ft. • 3 rdlevel (3 slots): disperse power
Initiative Bonus +2
• 4th level (1 slot): arcane eye, secret chest
STR DEX CON INT WIS CHA * Power granted by an invocation or boon.
10 (+0) 14 (+2) 14 (+2) 18 (+4) 13 (+1) 12 (+1)
ACTIONS
Saving Throws Str +0, Dex +2, Con +2, Int +7, Wis +1, Eldritch Blast. Ranged Power Attack: +7 to hit, range 120
Cha +4 ft., two beams. Hit: 5 (1d10) force damage per beam,
Skills History +7, Investigation +10, Mystic +10, +4 damage to one of them
Persuasion +4, Stealth + 5
Shadowy Strike. Melee Power Attack: +7 to hit, range 5
Proficiencies simple weapons, light armor
ft., one target. Hit: 16 (3d10) necrotic damage.
Senses passive Perception 11, Darkvision 60’
Languages Spanish, English, Arabic, Ancient Greek,
Sanskrit
Challenge 3 (700 XP) Proficiency Bonus +3

Background: Scholar. Adelita is a curator of a history

museum.
Mystic Power. Adelita knows three at will powers and
eight leveled powers, with 3rd and 4th level power
slots.
Reflexive Powers. Adelita can use her 1st and 2nd level
powers reflexively.
Mystic Path: Arcane. Adelita doubles her proficiency
bonus on Investigation and Mysticism checks. She
also has advantage on rolls to detect superpowered
individuals within 30 feet of her.
Invocations. agonizing power, eyes of the rune keeper,
intuitions of ancient secrets

Kenneth Amacker (Order #41978118)

13
 A ETHER
Liu Yaping was a Chinese taikonaut sent on a mission
to the International Space Station. While in orbit, she
conducted a spacewalk, but encountered some undetected
space debris that punctured her suit. Fortunately, she
was able to return to the ISS before total decompression
occurred, but the space dust had cut through not only
her suit but her skin as well, leaving her wounded and
strangely ill.
Upon returning, she was deemed unfit to continue to
serve for health reasons and was discharged. Unbeknownst
to her superiors, however, that space debris wasn’t inert;
it was a crystallized egg of an alien symbiote, an oily
form that merged with her physiology at the cellular level,
granting her amazing and disturbing powers.
Now she uses these eerie powers granted her by her alien
symbiote to serve her new superiors in the corporate sector.
What the symbiote’s true agenda is, however, remains
unknown.
Human ancestry, modern Earth culture
Symbiosis Metamorph 14
Armor Class 17
Hit Points 126
Speed 30 ft., climb 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 14 (+2) 25 (+7) 11 (+0)
Saving Throws Str +0, Dex +2, Con +7, Int +2, Wis +12,
Cha +0
Skills Athletics +10, Perception +12, Science +7, Survival
+12, Technology +7
Proficiencies Simple weapons, light and medium armor,
vehicles (air), Cartographer’s Tools
Senses passive Perception 22
Languages Chinese, English, Russian
Challenge 8 (3,900 XP) Proficiency Bonus +5
Background: Pilot. Aether was trained as a pilot and
taikonaut.
Metamorph Power: Symbiosis. Aether knows three at
will powers and 14 leveled powers, not counting her
transformation powers listed below.
Telepathic Experience. Aether gains proficiency in
Survival from her symbiote.
Symbiote Climbing. Aether exudes a sticky substance
that allow her to climb.
Adaptable. Aether has expertise in Athletics.
Bodily Control. Aether can go five times longer than
normal with food, water, or air. She has advantage
on rolls to resist disease and to avoid or escape
being grappled or restrained. She also gains the max
number of Hit Points for Hit Dice she spends.
14
Kenneth Amacker (Order #41978118)
Reflexive Powers. Aether can use 1st –4th level powers
reflexively.
Recuperate. Once per day as an action, Aether can
remove one level of exhaustion.
Symbiotic Combat. Aether can use her bonus action
to strike a target within ten feet with a melee power
attack, dealing 11 (1d8 + 7) bludgeoning on a hit.
When she is struck by a visible attack, she can use her
reaction to create a symbiotic shield that absorbs 5
points of the damage, negating it.
Transformation Adept. Aether can use her
transformation powers as bonus actions or actions.
Bodily Purity. Aether ages only one year for every ten
that pass. She is also immune to natural diseases.
Feat: Insightful. Aether adds her proficiency bonus to
her Wisdom ability score.
Symbiotic Tentacles. Aether can use a bonus action to
extend a tentacle up to 30 feet. As a part of this bonus
action, it can take the Use an Object action as a bonus
action; swing from structures like a grappling hook;
attempt to grapple foes; and make one melee attack
as in the Symbiotic Combat feature. The tentacle can
teach around corners. She can produce up to three
tentacles at a time, though only perform one bonus
action, total, per turn. If they take damage, she does
as well.
Superpowers. Aether is a 14th-level superpowered
human. Her power ability is Wisdom (power save
DC 20, +12 to hit with powered attacks). She has the
following powers:
• At will: contort, fangs, catch your breath
• 1st level (reflexive): helping hand*, alter metabolism,
cure wounds, enlarged strike, jump
• 2 nd level (reflexive): enlarge/reduce*, alter density, alter
self, darkvision
• 3 rd level (reflexive): extrude spikes*, environmental
adaptation, furious onslaught
• 4 th level (reflexive): wicked claws*, blindsight, trade
shots
• 5th level (2 slots): vicious jaws*, enhanced enlarge/
reduce, tremorsense
• 6 th level (1 slot): regenerate self*, heal
• 7th level (1 slot): regenerate others
* Powers gained from transformation.
ACTIONS
Fangs. Melee power attack: +12 to hit, one target. Hit: 10
(4d4) piercing and 14 (4d6) poison damage
Enlarged Strike. Melee power attack: +12 to hit, one
target. Hit: 32 (5d12) bludgeoning damage.
Enhanced Enlarge. When Large in size, Aether adds
2 (1d4) damage to melee attacks. When Huge in size,
she adds 7 (2d6) damage.

Extrude Spikes. When extruding spikes, Aether adds 5
(1d8) piercing damage to melee attacks.
Furious Onslaught. Ranged Power Attack: +12 to hit
each target within 10 feet. Hit: 22 (5d8) bludgeoning
damage.
Wicked Claws. Melee power attack: +12 to hit, reach, one
target. Hit: 33 (6d10) slashing damage.
Vicious Jaws. Melee power attack: +12 to hit, 10 feet, one
target. Hit: 35 (10d6) piercing damage.
Vicious Jaws, while Huge Size & Extruding Spikes:
Melee power attack: +12 to hit, 10 feet, one target. Hit:
47 (10d6 + 2d6 + 1d8) piercing damage.
A NGELIS
Angelis appears to be human with one large exception—
she has a pair of feathery wings that sprout from her back.
Angelis is an alien from a planet circling Deneb, in the
Cygnus constellation, and she was stranded here on Earth
as a young adult. Since then, she taken up robbing banks
to get the money she needs to survive until her people
eventually come to rescue her—she hopes. She says she’s
an angel collecting alms and the money is going to do
divine work, but all she’s really doing is collecting divine
interest in her offshore bank accounts. Like others from
Deneb-2, her planet, she can manipulate light powers in
addition to having wings. Alas, she has not used them to
bring light into the world so much as to herself.
Alien ancestry, modern Earth culture
Light Elementalist 8
Armor Class 16
Hit Points 70
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS
10 (+0) 16 (+3) 12 (+1) 11 (+0) 10 (+0)
Saving Throws Str +0, Dex +3, Con +4, Int +0, Wis +0,
Cha +8
Skills Deception +8, Insight +3, Perception +3,
Persuasion +8
Damage Immunity Radiant
Proficiencies Simple weapons, light armor, harp
Senses passive Perception 13
Languages English, Latin
Challenge 4 (1,100 XP) Proficiency Bonus +3
Alien Physiology: Flight. Angelis has a pair of wings
that grant her a flying speed equal to her walking
speed.
Background: Corporate Drone. Angelis was an officer
worker before gaining her powers.
Elemental Manifestation. Angelis manifests her
powers through light. The damage type of her
powers is radiant, and she has immunity to radiant
Kenneth Amacker (Order #41978118)
Superpowered Operatives
damage. Finally, when she uses an elemental power
and deals radiant damage, her target is blinded until
the end of her next turn.
Font of the Elements. Angelis has eight element points
she can use to activate one of her two metapowers:
enhanced power and heightened power.
Elemental Accuracy. When Angelis uses radiant
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Angelis can use 1st and 2nd level
powers reflexively.
Elemental Ward. When Angelis is hit by a visible melee
attack, the attacker takes 3 radiant damage.
Superpowers. Angelis is an 8th-level superpowered
human. Her power ability is Charisma (power save
DC 16, +8 to hit with powered attacks). She has the
following powers:
• At will: distract, light
• 1st level (reflexive): color spray, elemental blast,
elemental strike
• 2 nd level (reflexive): blur, elemental weapon
• 3 rd level (3 slots): daylight, elemental burst, fly
• 4 th level (2 slots): healing factor, radiant wall
ACTIONS
Elemental Blast. Ranged Power Attack: +8 to hit, range
90 ft., one target. Hit: 13 (3d8) radiant damage.
Elemental Burst. Ranged Power: each target in a 30-foot
cone must make a DC 16 DEX save or take 28 (8d6)
radiant damage, or half on a success.
Elemental Strike. Melee Power Attack: +8 to hit, range 5
ft., one target. Hit: 16 (3d10) radiant damage.
CHA
20 (+5)
15
 AQUANAUT Variant Feat: Natural Manifestation. Aquanaut
Aquanaut, or Kai Ōpūnui, is a young nonbinary Hawaiian has certain features that make them especially
and hero operating in the waters around the Hawaiian comfortable in the sea. They can breathe underwater
Islands, as well as the larger Pacific Rim. As they grew up, (environmental adaptation) and have a swim speed
they develop a deep connection to the animal kingdom, equal to their walking speed (improved movement).
both studying them in college as well as learning to ride, Background: Scientist. Aquanaut grew up studying zoology.
train, and generally interact with them as well. Hand in
Natural Domain: Animals. Aquanaut communes with
hand with that, they also developed a strong commitment
and commands animals. They know two at will powers
to fighting for climate justice and environmentalism.
and six leveled powers from the vitalist or generalist lists.
They have a tiger shark companion named Salty that they
befriended on a recent diving trip as well. Animal Companion. Aquanaut has a pet salt-water
crocodile that they brought back from a trip to
Human (variant) ancestry, modern Earth culture Australia. Salty has grown in power along with
Animal Vitalist 6 Aquanaut (see Salty’s stat block below). They can
command their crocodile with a bonus action.
Armor Class 15
Hit Points 62 Channel Nature: Wild Rapport. Aquanaut can use an
Speed 30 ft., swim 30 ft. action to attempt to charm every living creature within 30
Initiative Bonus +2 feet. If they fail a Wisdom saving throw, they are charmed
by Aquanaut for 1 minute or until they take any damage.
STR DEX CON INT WIS CHA
Channel Nature: Wild Shape. Aquanaut can transform
10 (+0) 14 (+2) 14 (+2) 10 (+0) 18 (+4) 10 (+0)
into any beast of CR 2 or less that they have seen alive,
Saving Throws Str +0, Dex +2, Con +5, Int +0, Wis +7, including a polar bear, condor, or hunter shark.
Cha +0 Reflexive Powers. Aquanaut can use 1st level powers
Skills Animal Handling +10, Athletics +3, Science +3, reflexively.
Survival +10
Nature’s Ally. When Aquanaut leads a group in travel,
Proficiencies Simple and martial weapons, light and
they can ignore difficult terrain, can’t be lost, and
medium armor, vehicles (water)
remain alert at normal speeds. When traveling by
Senses passive Perception 13
themself, they can move stealthily at normal speed
Languages English, Hawaiian, Tagalog
and can forage for double as much food as normal.
Challenge 3 (700 XP) Proficiency Bonus +3
When tracking, they can determine the exact size,
number, and how long ago they passed.
SALTY, AQUANAUT’S TIGER SHARK Beast Friend. Animals love Aquanaut. Each beast
within 10 feet is automatically charmed by them.
Large beast
Superpowers. Aquanaut is a 6th-level superpowered
Armor Class 14 (Natural Armor) human. Their power ability is Wisdom (power save
Hit Points 76 (8d8 + 24) DC 15, +7 to hit with powered attacks). They have the
Speed 0 ft., swim 40 ft. following powers:
STR DEX CON INT WIS CHA • At will: catch your breath, mud splash
17 (+3) 16 (+3) 16 (+3) 4 (−3) 13 (+1) 7 (−2) • 1st level (reflexive): animal friendship*, speak with
Skills Perception +4 animals*, goodberry, martial strike
Senses Blindsight 30 ft., Passive Perception 14 • 2 nd level (3 slots): animal messenger*, web*, darkvision,
enhanced hearing
Languages Understands English and Hawaiian
but cannot speak • 3 rd level (3 slots): conjure animals*, water breathing*,
Challenge 1/2 (100 XP) Proficiency Bonus +3 call lightning, superior olfaction
* Power granted by TBD.
Pack Tactics. The shark has advantage on an
attack roll against a creature if at least one of ACTIONS
the shark’s allies is within 5 feet of the creature Call Lightning. Ranged Power: range 120 ft., each creature
and the ally isn’t incapacitated. within 5 feet of the target must make a DEX save or
Water Breathing. The shark can breathe only take 16 (3d10) lightning damage, or half on a success.
underwater. Martial Strike. Melee Power Attack: +7 to hit, range 5 ft.,
ACTIONS one target. Hit: 11 (2d10) bludgeoning damage.
Bite. Melee Weapon Attack: +6 to hit, reach 5 ft., Mud Splash. Ranged Power: range 60 ft., one or two
one creature. Hit: 8 (1d8 + 3) piercing damage. targets. DEX save or take 9 (2d8) bludgeoning damage.

16
Kenneth Amacker (Order #41978118)

A RACHNA
Arachna comes from a planet of eight-limbed mammals
that look something like spider-like humanoids. She has
never seen an actual earth spider, however, so she doesn’t
really get the reference. Before joining up with the Sentinels
of the Stars, Arachna was an ace scout and salvaging expert,
searching derelict ships and combat wreckage for tech
she can repurpose or sell. She brings an amazing mind
for every kind of device to the team, as well as a deadly
laser rifle left behind by some lost civilization.
Alien ancestry, alien culture
Weaponry Tech 6
Armor Class 15 (17 with force armor)
Hit Points 55
Speed 35 ft., 35 ft. climbing
Initiative Bonus +2
STR DEX CON INT WIS CHA
12 (+1) 14 (+2) 14 (+2) 18 (+4) 12 (+1) 8 (−1)
Saving Throws Str +0, Dex +4, Con +1, Int +6, Wis +0,
Cha +1
Skills Athletics +4, Perception +4, Science +7, Survival
+4, Technology +10
Proficiencies Simple and martial weapons, light and
medium armor, mechanic’s tools, telecommunications
kit, computer repair kit, electronics repair kit
Senses passive Perception 14
Languages English, Galactic Common
Challenge 3 (700 XP) Proficiency Bonus +3
Alien Physiology. Arachna’s eight limbs all have
hand-like appendages at their ends, granting her the
ability climb and cling to vertical surfaces, as well as
a faster walking speed.
Background: Survivalist. Arachna has extensive
training surviving in harsh environments.
Favored Tech: Weaponry. Arachna has an advanced
laser rifle, which gives her two at will powers and
she can prep 10 leveled powers at a time. Her high
tech weaponry grants her +2 on attacks and damage.
Technological Adept. Arachna adds double her
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Arachna can use 1st level powers
reflexively.
Handy. Arachna has expertise with computer repair kit
and mechanics tools.
Channel Energy. Arachna can direct extra energy
through her weaponry. When she hits a creature with
a power attack, she can use her reaction to expend
a power slot to deal additional damage to the target.
The extra damage is 1d8 force for a 1st-level slot plus
1d8 for each additional power level higher than 1st.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Superpowers. Arachna is a 6th-level superpowered
alien. Her power ability is Intelligence (power save
DC 15, +7 to hit with powered attacks). She has the
following powers prepared:
• At will: power device, sense device
• 1st level (reflexive): encrypt message, force armor, innate
orientation, martial strike, sonic blast
• 2 nd level (3 slots): combat drone, hack system, stun
• 3 rd level (3 slots): chameleon, lightning bolt
EQUIPMENT
Vibro-knife, advanced laser rifle, smoke grenade, frag
grenade, stun grenade
BONUS ACTIONS
Combat Drone. Ranged Power Attack: +9 to hit, range 60
ft., one target. Hit: 11 (1d8 + 6) lightning damage.
ACTIONS
Grenade, Frag. Ranged Weapon: all creatures in a 10-foot
radius of a target within 60 feet take 10 (3d6) fire
damage, half on a successful DC 15 DEX save.
Grenade, Smoke. Ranged Weapon: fills 20 foot radius
sphere with opaque smoke for 1 minute.
Laser Rifle. Ranged Weapon Attack: +7 to hit, range
300/1200 ft., one target. Hit: 13 (2d8 + 4) radiant
damage.
Grenade, Stun. Ranged Weapon: all creatures in a
15-foot radius of a target within 60 feet are blinded
and deafened for three rounds unless they make a
successful DC 15 CON save.
Lightning Bolt. Ranged Power: each target in a 100+foot
line must make a DEX save or take 28 (8d6) lightning
damage.
Martial Strike. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 13 (2d10 + 2) bludgeoning damage.
Sonic Blast. Ranged Power Attack: +9 to hit, range 90 ft.,
one target. Hit: 11 (2d8 + 2) thunder damage.
Vibro-knife. Melee Weapon Attack: +5 to hit, reach 5 ft.,
one target. Hit: 6 (1d8 + 2) force damage.
BABA YAGA
Baba Yaga, or Zoya Mikhailov, is a recent Russian
immigrant who followed her younger brother to the City.
Zoya is a regal-looking middle-aged white woman with
silvery hair worn in a bun. Her brother, Misha, had been
struggling to make headway until Zoya arrived. Her eerie
powers have definitely helped her brother succeed in his
business ventures, because Zoya brings a particular set
of skills, claiming she is the inheritor of the powers of the
mythical Russian witch, Baba Yaga. Unbeknownst to Misha
or anyone else, Zoya is actually possessed by the spirit
of an ancient Slavic witch, and has been since her youth,
when Zoya began to dabble in the mystic arts. Zoya is
17

only the latest in a long line of hosts that the ancient witch
Baba Yaga has possessed. Some sign of this possession
occurs when Zoya taps her mystic powers; for, when she
does so, she transforms, taking on the appearance of an
ancient crone.
Human (variant) ancestry, ancient Earth culture
Eldritch Mystic 10
Armor Class 15
Hit Points 73
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
8 (−1) 12 (+1) 13 (+1) 20 (+5) 12 (+1) 14 (+2)
Saving Throws Str −1, Dex +1, Con +1, Int +9, Wis +1,
Cha +6
Skills Deception +10, History +7, Mystic +9, Persuasion +10
Proficiencies simple weapons, light armor, flute
Senses passive Perception 11, Darkvision 60 ft
Languages English, Russian, Old East Slavic
Challenge 4 (1,100 XP) Proficiency Bonus +4
Variant Feat: Omnivore. Because Baba Yaga actually
grew up in ancient times, she has resistance to poison
damage and advantage on saving throws against the
poisoned condition.
Free Feat: Heroic Transformation. When Zoya
decides to use her mystic powers, she seems to age
significantly. Her hair goes white, her nails and teeth
yellow and decay. Once she stops channeling the
mystic powers, however, she reverts to her mundane
appearance.
Background: Custom. The ancient witch Baba Yaga
lived a life as an herbalist before fully embracing her
mystic powers, a millennium ago. Ever since, she has
become a Mystic and chameleon throughout history.
18
Kenneth Amacker (Order #41978118)
Mystic Power: Eldritch. Baba Yaga knows three at will
powers and ten leveled powers, with power slots up
to 5th level.
Empowered Familiar. Baba Yaga has a cockatrice
familiar, which she can control and telepathically
communicate with from anywhere on the planet.
She can also use an action to switch places with
her familiar as long as they are in telepathic
communication, once a long rest.
Reflexive Powers. Baba Yaga can use her 1st and 2nd
level powers reflexively.
Boon of the Avatar. Baba Yaga knows an additional at
will and 1st level power. When she uses a power from
her Mystic Path, she gains temporary hit points equal
to her proficiency bonus. Further, when she uses a
power from her Mystic Path that requires an attack
roll or saving throw, she adds +1 to the attack roll or
save DC.
Eerie Aura. Baba Yaga has advantage on saves against
the Frightened condition. Also, as an action, she can
emanate a sense of dread or deep discomfort. Every
creature within 30 feet of her must make a Charisma
saving throw against her power save DC or be
Frightened until the end of her next turn.
Third Eye. Baba Yaga has darkvision to 60 ft.
Invocations. agonizing power, beguiling influence,
incarnation of the avatar, whispers of the grave
Superpowers. Baba Yaga is a 10th-level superpowered
human. Her power ability is Intelligence (power save
DC 17, +9 to hit with powered attacks). She has the
following powers:
• At will: catch your breath, corrupting touch, eldritch
blast, telekinetic hand*
• 1st level (reflexive): bane*, hellish rebuke*, find familiar
(ritual)* comprehend languages*, glare, inflict wounds
• 2 nd level (reflexive): alter self*, bestow curse*, augury,
enthrall
• 3 rdlevel (3 slots): fear*, remove curse*, clairvoyance,
elemental burst (necrotic), speak with dead*
• 4 th level (3 slots): black tentacles*, polymorph*, blight,
greater invisibility
• 5th level (2 slots): contact other plane*, scrying*, dream,
shadow self
* Power granted by a Mystic Path, invocation, or boon.
ACTIONS
Eldritch Blast. Ranged Power Attack: +9 to hit, range 120
ft., two beams. Hit: 5 (1d10) force damage per beam,
plus 5 damage to one of them.
Elemental Burst. Ranged Power: each target in a 30-foot
cone must make a DC 17 DEX save or take 28 (8d6)
necrotic damage, or half on a success.
Inflict Wounds. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 16 (3d10) necrotic damage.

BAD PENNY
Bad Penny, or Penelope Henderson, is a tall ‘20s Black-
Korean woman with striking green eyes who worked as
a mechanic in an auto shop in Seoul. One evening, on her
way home from work, she stopped in front of a nondescript
warehouse in an industrial district to check her phone. As
she did so, an explosion tore apart the building. A secret
high energy physics experiment in the warehouse went
awry and Penny was caught in the blast. According to
Penny, she channeled pure entropy in that moment, and
a fragment of it has remained with her ever since. Her
car broke down shortly after. Her auto shop closed the
following month. Now, wherever she goes, things fall apart,
and it’s becoming too much for her to handle. She used
to fix things for a living, but now all she seems capable
of doing is destroying.
Human ancestry, modern Earth culture
Darkness Elementalist 6
Armor Class 15
Hit Points 62
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
12 (+1) 14 (+2) 14 (+2) 11 (+0) 12 (+1) 18 (+4)
Saving Throws Str +1, Dex +2, Con +5, Int +0, Wis +1,
Cha +7
Skills Intimidation +7, Perception +4, Stealth +5,
Technology +3
Damage Immunity Necrotic
Proficiencies Simple weapons, light and medium armor,
mechanic’s tools, vehicles (land)
Senses passive Perception 14
Languages Korean, English
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Laborer. Bad Penny worked as a
mechanic in an auto shop.
Elemental Manifestation. Bad Penny manifests her
powers through darkness. The damage type of her
powers is necrotic, and she has immunity to necrotic
damage. Finally, when she uses an elemental power
and deals necrotic damage, her target is blinded until
the end of her next turn.
Font of the Elements. Bad Penny has six element points
she can use to activate one of her two metapowers:
focused power and transmute power.
Elemental Accuracy. When Bad Penny uses darkness
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
BABA YAGA’S COCKATRICE
Small monstrosity
Armor Class 11
Hit Points 27 (6d6 + 6)
Speed 20 ft., fly 40 ft.
STR DEX CON INT WIS CHA
6 (−2) 12 (+1) 12 (+1) 2 (−4) 13 (+1) 5 (−3)
Senses Darkvision 60 ft.
Passive Perception 11
Languages —
Challenge 1/2 (100 XP) Proficiency Bonus +2
ACTIONS
Bite. Melee Weapon Attack: +3 to hit, reach
5 ft., one creature. Hit: 3 (1d4 + 1) piercing
damage, and the target must succeed on
a DC 11 Constitution saving throw against
being magically petrified. On a failed save,
the creature begins to turn to stone and is
restrained. It must repeat the saving throw at
the end of its next turn. On a success, the effect
ends. On a failure, the creature is petrified for
24 hours.
Reflexive Powers. Bad Penny can use 1st level powers
reflexively.
Elemental Ward. When Bad Penny is hit by a visible
melee attack, the attacker takes 3 necrotic damage.
Superpowers. Bad Penny is a 6th-level superpowered
human. Her power ability is Charisma (power save
DC 15, +7 to hit with powered attacks). She has the
following powers:
• At will: glide, obscure
• 1st level (reflexive): extinguish, elemental blast,
elemental strike, minor concealment
• 2 nd level (3 slots): darkness, darkvision
• 3 rd level (3 slots): cosmic chasm, fly
ACTIONS
Cosmic Chasm. Ranged Power: each target in a 20-foot
radius sphere within 150 of Bad Penny must make a
DC 15 CON save or take 21 (6d6) cold damage, or half
on a success, at the beginning of each turn. The area
is filled with mystical darkness and continues to deal
could damage for its duration, up to 1 minute.
Elemental Blast. Ranged Power Attack: +7 to hit, range
90 ft., one target. Hit: 9 (2d8) necrotic damage.
Elemental Strike. Melee Power Attack: +7 to hit, range 5
ft., one target. Hit: 11 (2d10) necrotic damage.
19
 Boon of the Tome. Bastet has a small arcane tome that
allows her to use 3 additional at will powers when on
her person. The book also grants her advantage on
Mysticism checks.
Superpowers. Bastet is a 3rd-level superpowered
human. Her power ability is Intelligence (power save
DC 13, +5 to hit with powered attacks). She has the
following powers:
• At will: eldritch blast, prestidigitation*, sensory focus*,
telekinetic hand*
• 1st level (reflexive): find familiar, shadowy strike, speak
with animals*
• 2 nd level (2 slots): mirror image
* Power granted by an invocation or boon.

ACTIONS
Eldritch Blast. Ranged Power Attack: +5 to hit, range 120
ft., one target. Hit: 8 (1d10 + 3) force damage
Shadowy Strike. Melee Power Attack: +5 to hit, range 5
BASTET ft., one target. Hit: 11 (2d10) necrotic damage.
Bastet, or Rania Habib, is an Egyptian teenager with wavy
black hair who attends a special gifted program in Cairo
for superpowered children. Bastet received her powers BESTIA
at 13, when she inherited her mother’s magical amulet. Ingrid van Wyk is a South African woman who was
Ever since, she has worked hard to develop her abilities, subjected to a series of genetic experiments for over
as well as excel in school. Now a senior, Bastet studies by decade, from her childhood onward. The evil corporation
day and practices her mystic arts by night, accompanied responsible was conducting such experiments in order
by her familiar, a sleek black cat. to create superior soldier and assassins—and Bestia
was trained along those lines. Unlike some of her peers,
Human ancestry, modern Earth culture however, the trainers never fully managed to tame Bestia,
Arcane Mystic 3 so one day she broke out of her cell, killed her captors, and
Armor Class 14 escaped into the wilds. She did not fear the great cats and
Hit Points 31 predators she encountered, however, for she could take
Speed 30 ft. on the form and threat of the greatest predators of the
Initiative Bonus +2 natural world. Indeed, she considered herself to be the
top of the predatory ecosystem.
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 12 (+1) 16 (+3) 14 (+2) 14 (+2) Human ancestry, modern Earth culture
Animal Vitalist 13
Saving Throws Str −1, Dex +2, Con +2, Int +5, Wis +2,
Cha +4 Armor Class 17
Skills Investigation +7, Mystic +7, Persuasion +4, Stealth Hit Points 118
+4 Speed 30 ft.
Proficiencies simple weapons, light armor, jeweler’s Initiative Bonus +2 (with advantage)
tools
STR DEX CON INT WIS CHA
Senses passive Perception 12
14 (+2) 14 (+2) 14 (+2) 9 (−1) 20 (+5) 12 (+1)
Languages Arabic, English, Latin
Challenge 1/2 (100 XP) Proficiency Bonus +2 Saving Throws Str +2, Dex +2, Con +7, Int −1, Wis +10,
Cha +1
Background: Student. Bastet is a high school student.
Skills Animal Handling +10, Athletics +7, Intimidation
Mystic Power. Bastet knows two at-will powers and +6, Survival +10
three leveled powers, with 1st and 2nd level power Proficiencies Simple and martial weapons, light and
slots. medium armor, thieves’ tools
Mystic Path: Arcane. Bastet doubles her proficiency Senses passive Perception 20
bonus on Investigation and Mysticism checks. She Languages English, Afrikaans, Dutch
also has advantage on rolls to detect superpowered Challenge 6 (2,300 XP) Proficiency Bonus +5
individuals within 30 feet of her.
Invocations. agonizing power, beast speech

20
Kenneth Amacker (Order #41978118)

Background: Criminal. Bestia was created to be an
enforcer for a criminal group.
Natural Domain: Animals. Bestia communes with and
commands animals. She knows three at will powers
and ten leveled powers from the vitalist or generalist
lists.
Animal Companion. Bestia has a tiger. She can
command the tiger with a bonus action.
Channel Nature: Wild Rapport. Bestia can use an
action to attempt to charm every living creature
within 30 feet. Creatures of CR 2 or lower
automatically fail the save. If they fail a Wisdom
saving throw, they are charmed by Bestia for 1
minute or until they take any damage.
Channel Nature: Wild Shape. Bestia can transform
into any beast of CR 6 or less that she has seen
an image of or in person, including an elephant,
triceratops, or condor.
Reflexive Powers. Bestia can use 1st –3rd level powers
reflexively.
Nature’s Ally. When Bestia leads a group in travel, she
can ignore difficult terrain, can’t be lost, and remain
alert at normal speeds. When traveling by themself,
she can move stealthily at normal speed and can
forage for double as much food as normal. When
tracking, she can determine the exact size, number,
and how long ago they passed.
Beast Friend. Animals love Bestia. Each beast within 10
feet is automatically charmed by her.
Vital Strike. Bestia can add an extra 1d8 poison
damage to each of her attacks.
Animal Instinct. Bestia has advantage on Perception
checks, her passive Perception increases by 5, and she
has advantage on initiative rolls.
Doman Mastery. Bestia can use any power on the
Animal Domain Powers table as a bonus action.
Superpowers. Bestia is a 13th-level superpowered
human. Her power ability is Wisdom (power save
DC 18, +10 to hit with powered attacks). She has the
following powers:
• At will: catch your breath, fangs, thorn and claw
• 1st level (reflexive): animal friendship*, speak with
animals*, venomous strike
• 2 nd level (reflexive): animal messenger*, web*,
darkvision, enhanced hearing
• 3 rd level (reflexive): conjure animals*, water breathing*,
counterpunch, superior olfaction
• 4th level (3 slots): dominate beast*, giant insect*, limited
shapechange, sense vital signs, superior vision
• 5th level (2 slots): antilife shell*, insect plague*
• 6 th level (1 slot): regenerate self
• 7th level (1 slot): swarm shape
Kenneth Amacker (Order #41978118)
Superpowered Operatives
BESTIA’S TIGER COMPANION
Large beast, unaligned
Armor Class 14 Hit Points 142 (15d10 + 60)
Speed 40ft.
STR DEX CON INT WIS CHA
21 (+ 5) 19 (+ 4) 18 (+ 4) 7 (−2) 16 (+ 3) 12 ( +1)
Skills Perception +7, Stealth +12
Senses darkvision 60 ft., passive perception 17
Challenge 3 (700 XP) Proficiency Bonus +4
Keen Smell. The tiger has advantage on
Perception checks that rely on smell.
Pounce. If the tiger moves at least 20 ft. straight
toward a creature and then hits it with a claw
attack on the same turn, that target must
succeed on a DC 13 Strength save or be knocked
prone. If the target is prone, the tiger can make
one bite attack against it as a bonus action.
ACTIONS
Bite. Melee Weapon Attack: +9 to hit, reach 5 ft.,
one target. Hit: 10 (1d10 + 5) piercing damage.
Claw. Melee Weapon Attack: +9 to hit, reach 5 ft.,
one target. Hit: 9 (1d8 + 5) slashing damage.
ACTIONS
Fangs. Melee power attack: +10 to hit, one target. Hit: 7
(3d4) piercing and 10 (3d6) poison damage Insect
Plague. Ranged Power: range 300 ft., each creature in a
20-ft radius sphere in range must make a CON save or
take 27 (5d10) piercing damage, or half on a success.
Thorn and Claw. Melee Power Attack: +10 to hit, range 5
ft., one target. Hit: 19 (3d12) piercing damage
Venomous Strike. Melee Power Attack: +10 to hit, range 5
ft., one target. Hit: 16 (3d10) poison damage.
BLAZE
Blaze, also known as Alice (Xifeng) Zhang, is a middle-aged
Taiwanese former airline pilot. Blaze gained her powers—
or awakened them—when she crashed on a flight over
Indonesia. Instead of dying with the rest of the passengers,
as she expected, she found herself aflame and aloft, hovering
in the sky. Since then, she has joined forces with Magus and
other heroes to form the Covenant, a promise that those
with power will do what they can to protect those without.
Human ancestry, modern Earth culture
Fire Elementalist 19
Armor Class 19
Hit Points 166
Speed 30 ft.
Initiative Bonus +3
21
 STR DEX CON INT WIS
11 (+0) 14 (+3) 14 (+2) 12 (+1) 12 (+1)
Saving Throws Str +1, Dex +3, Con +8, Int +1, Wis +1,
Cha +11
Skills Athletics +6, Perception +7, Persuasion +11,
Science +7
Damage Immunities Fire
Proficiencies Simple weapons, light and medium armor,
vehicles (air and land), cartographer’s tools
Senses passive Perception 17
Languages Chinese, English
Challenge 10* (5,900 XP) Proficiency Bonus +6
* If you include her meteor swarm power, her CR is 15.
Background: Pilot. Blaze was a pilot before the
accident that granted or awakened her powers.
Elemental Manifestation. Blaze manifests her powers
through fire. The damage type of her powers is fire,
and she is immune to fire damage. Finally, when she
uses an elemental power and deals fire damage, she
ignites flammable objects in the area not being worn
or carried.
Font of the Elements. Blaze has 19 element points
she can use to activate one of her four metapowers:
focused power, heightened power, quickened power, or
twinned power
Elemental Accuracy. When Blaze uses fire powers
that affect an area, she can choose to exclude up to
a number of creatures equal to 1 + the power’s level;
they take no damage.
Reflexive Powers. Blaze can use 1st –5th level powers
reflexively.
Elemental Ward. When Blaze is hit by a visible melee
attack, the attacker takes 6 fire damage.
Empowered Element. Blaze can add her Charisma
modifier to the damage of any power that deals fire
damage.
Elemental Sustenance. When Blaze takes force damage,
she gains temp HP equal to the damage up to 19.
Elemental Overchannel. When Blaze uses a fire power
of 5th level or lower, she can deal maximum damage.
Superpowers. Blaze is a 19th-level superpowered
mutant. Her power ability is Charisma (power save
DC 19, +11 to hit with powered attacks). She has the
following powers:
• At will: fire bolt, produce flame, catch your breath,
sensory focus
• 1st level (reflexive):burning hands, elemental blast,
elemental strike, steam
• 2 nd level (reflexive): continual flame, heat metal,
scorching ray
• 3 rd level (reflexive): fly, fireball
• 4 th level (reflexive): fire shield, superior vision, wall of
fire
22
Kenneth Amacker (Order #41978118)
CHA • 5th level (reflexive): elemental form, improved fly
20 (+5) • 6 th level (2 slots): volcanic eruption
• 7th level (1 slot): delayed blast fireball
• 8th level (1 slot): elemental cloud, supersonic flight
• 9 th level (1 slot): meteor swarm
ACTIONS
Elemental Blast. Ranged Power Attack: +11 to hit, range
90 ft., one target. Hit: 32 (6d8 + 5) fire damage.
Elemental Cloud. Ranged Power: all targets in a 30-foot
radius sphere around a point within 300 feet must
make DEX saves or take 50 (10d8 + 5) fire damage, half
on a save.
Elemental Strike. Melee Power Attack: +11 to hit, range 5
ft., one target. Hit: 38 (6d10 + 5) force damage.
Fireball. Ranged Power: all targets in a 20-foot radius
sphere at a point within 150 feet must make DEX
saves or take 40 (10d6 + 5) fire damage, half on a save.
Fire Bolt. Ranged Power Attack: +11 to hit, range 120 ft.,
one target. Hit: 27 (5d8 + 5) fire damage.
Meteor Swarm. Ranged Power: all targets in a 20-foot
radius sphere around a pint within 150 feet must
make DEX saves or take 75 (20d6 + 5) fire and 70
(20d6) bludgeoning damage, half on a save.
Volcanic Eruption. Ranged Power: all targets in a 20-foot
radius sphere around a point within 150 feet must
make DEX saves or take 40 (10d6 + 5) fire damage, half
on a save.
BLOOM
Dr. Mona Marks, also known as Bloom, hails from the
lost civilization of Atlantis, hidden at the bottom of the
ocean. To those who do not look closely, she appears as a
human woman with dark hair and skin. A closer inspection
reveals subtly webbed fingers and concealed gill slits in
her ribs. She is a scientist with a unique ability: she can
control electricity. Bloom is also a character played on the
S5E actual play livestream show.
Aquatic ancestry, modern Earth culture
Electricity Elementalist 5
Armor Class 14
Hit Points 49
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 12 (+1) 12 (+1) 14 (+2) 12 (+1) 18 (+4)
Saving Throws Str +0, Dex +1, Con +4, Int +2, Wis +1,
Cha +7
Skills Athletics +3, Nature +5, Perception +4,
Technology +5
Damage Resistances Lightning
 Superpowered Operatives

Proficiencies Simple weapons, light armor, chemistry

supplies
Senses passive Perception 14
Languages English, Farsi, Arabic, Hindi
Challenge 2 (450 XP) Proficiency Bonus +3

Background: Scientist. Bloom is a scientist.

Elemental Manifestation. Bloom manifests her powers
through electricity. The damage type of her powers is
lightning, and she has resistance to lightning damage.
Finally, when she uses an elemental power and deals
lightning damage, she has advantage on the attack
roll against target wearing or made of metal.
Font of the Elements. Bloom has five element points
she can use to activate one of her two metapowers:
enhanced power and twinned power.
Elemental Accuracy. When Bloom uses electricity
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Bloom can use 1st level powers and he’s found himself involved in some superhuman
reflexively. activities, both praiseworthy and otherwise. The media
Elemental Ward. When hit by a visible melee attack, have dubbed him Bracer, after his signature tech, and he’s
blood automatically deals 3 points of lightning begrudgingly accepted it.
damage to the attacker. Human (variant) ancestry, future Earth culture
Superpowers. Bloom is a 5th-level superpowered Weaponry Tech 4
human. Her power ability is Charisma (power save
Armor Class 16
DC 15, +7 to hit with powered attacks). She has the
Hit Points 37
following powers:
Speed 30 ft.
• At will: command substance, sense device Initiative Bonus +2
• 1st level (reflexive): elemental blast, elemental strike,
shock STR DEX CON INT WIS CHA
• 2 nd level (3 slots): blindness/deafness, elemental weapon, 9 (−1) 14 (+2) 12 (+1) 18 (+4) 10 (+0) 12 (+1)
levitate Saving Throws Str +0, Dex +4, Con +1, Int +6, Wis +0,
• 3 rd level (2 slots): call lightning, lightning bolt Cha +1
Skills Insight +2, Perception +2, Science +8, Technology
ACTIONS
+8
Elemental Blast. Ranged Power Attack: +6 to hit, range
Proficiencies Simple weapons, light armor, electronics
90 ft., one target. Hit: 9 (2d8) lightning damage.
repair kit
Elemental Strike. Melee Power Attack: +6 to hit, range 5 Senses passive Perception 12
ft., one target. Hit: 11 (2d10) lightning damage. Languages Future Earth Standard, Chinese, Hindi,
Lightning Bolt. Ranged Power: each target in a 100+foot English
line must make a DEX save or take 28 (8d6) lightning Challenge 2 (450 XP) Proficiency Bonus +2
damage.
Variant Feat: AI. Bracer’s bracers have an onboard AI,
Belvedere, granting him advantage on Intelligence
BRACER skill checks.
Bracer, or Jace Zandr, is a human of African ancestry Background: Explorer. Bracer is a time travelling
from one possible far future. In Jace’s time, no one knows tourist from the future.
much about humanity’s early history, so Jace foolishly Favored Tech: Weaponry. Bracer’s high-tech bracers
used the chronobracers he wears to travel back to the give him four at will powers and he can prep 8
21st Century—the time it all went dark, they say. His plan leveled powers at a time. His bracers grant him +2 on
was merely to walk around and take in the sights, but attack and damage.
the jump far surpassed the bracers’ recommended range
and burned out its chronocrystals. Now Jace is stuck here,

Kenneth Amacker (Order #41978118)

23
 Technological Adept. Bracer adds double his
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Bracer can use 1st level powers
reflexively.
Superpowers. Bracer is a 4th-level superpowered
human. His power ability is Intelligence (power save
DC 14, +6 to hit with powered attacks). He has the
following powers prepared:
• At will: catch your breath, fire bolt, glide, true strike
• 1st level (reflexive): comprehend languages, force armor,
innate orientation, martial strike, sonic blast
• 2 nd level (3 slots): blur, invisibility, levitate 8 total
ACTIONS
Sonic Blast. Ranged Power Attack: +8 to hit, range 90 ft.,
one target. Hit: 11 (2d8 + 2) thunder damage.
Martial Strike. Melee Power Attack: +8 to hit, range 5 ft.,
one target. Hit: 13 (2d10 + 2) bludgeoning damage.
C ASSANDRA
Cassandra is a human woman of Chinese ancestry from
one possible future Earth in which humans failed to
anticipate and prevent an alien invasion. She has traveled
back in time to make sure it does not occur in this timeline.
Whether this is possible, and what might happen to the
future he remembers if she succeeds, is a topic of debate.
For now, Cassandra works with the heroes of this time
to prepare the Earth for threats, from whatever source.
Despite her commitment to trying, she is pessimistic that
present-day Earthlings will heed her warnings; thus, her
adopted name of Cassandra.
Human ancestry, future Earth culture
Analytic Mastermind 11
Armor Class 16
Hit Points 78
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
11 (+0) 14 (+2) 14 (+2) 20 (+5) 12 (+1) 12 (+1)
Saving Throws Str +0, Dex +2, Con +2, Int +9, Wis +1,
Cha +5
Skills Investigation +9, Perception +5, Science +13,
Technology +13
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 15
Languages Esperanto, Chinese, English
Challenge 3* (2,900 XP) Proficiency Bonus +4
* Cassandra’s CR rises to 7 if she has a full contingent of
minions.
24
Kenneth Amacker (Order #41978118)
Enhanced Immune System. Cassandra rolls with
advantage against disease and has resistance to
damaged caused by disease.
Tech Adept. Her futuristic background grants
Cassandra proficiency with the Science skill and she
rolls it with advantage.
Background: Scientist. Cassandra was a statistician
in the future and was chosen to return to the past for
her ability to calculate odds on the fly.
Mastermind Strategy: Analytic. Cassandra uses
Intelligence to determine her power save DC of 15
and attack modifier of +7.
Computational Brilliance. Cassandra adds +2 to her
Intelligence ability score.
Absorb Knowledge. Cassandra can speed read and has
perfect memory.
Minions. Cassandra has eight levels of minions at her
command. Her minions are hard light constructs.
Deploy Minions. Cassandra can choose to deploy up
to eight levels of minions in whatever combination
she prefers.
Predict Aggression. Cassandra has advantage on
initiative rolls.
Ingenuity. Cassandra makes Intelligence ability checks
with advantage.
Acquisitions. Cassandra has two devices that give her
the following superpowers: eldritch blast and glimpse.
Foresee. When Cassandra or an ally makes a save
within 30 feet of her, she can use her reaction to warn
an ally or prepare herself, granting advantage on the
roll.
Combat Advisor. Cassandra can spend 1 minute
advising her allies before combat, giving them benefit
of a short rest, advantage on their next initiative roll,
and 11 temp HP.
Anticipate Attack. As a bonus action, Cassandra can
communicate her tactical analysis to allies within 60
feet. If they can hear and understand, they act as if
they had partial cover until the end of Cassandra’s
next turn. If they already had cover, then this feature
grants them improved cover (partial cover improved
to three-quarters cover, for example).
Minion Commander. Cassandra can summon her
minions as a bonus action and can resummon them
after completing a short or long rest.
Super Science. Cassandra has expertise in both
Science and Technology now. She uses this expertise
to craft or acquire devices to replicate two 1st level
superpowers, each of which she can use once. She
regains the power to do so upon completing a short
or long rest. She knows the following two 1st level
powers: delay, martial strike.
 Superpowered Operatives

Superpowers. Cassandra is an 11th-level superpowered Elemental Manifestation. Chrononaut manifests her

human. Her power ability is Intelligence (power save powers through time. The damage type of her powers
DC 17, +9 to hit with powered attacks). She has the is necrotic, and she is immune to necrotic damage.
following powers: Finally, when she uses an elemental power and deals
• At will: eldritch blast, glimpse necrotic damage, the target’s initiative changes to 1
•1st level (1 each per rest): delay, martial strike for that combat.
Font of the Elements. Chrononaut has 15 element
EQUIPMENT points she can use to activate one of her three
Pepper spray, smoke grenade (fills 20 foot radius sphere metapowers: extended power, heightened power, and
with opaque smoke for 1 minute), binoculars, smart quickened power
phone, tracking device, disguise kit, forgery kit, thieves’
Elemental Accuracy. When Chrononaut uses time
tools.
powers that affect an area, she can choose to exclude
ACTIONS up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Eldritch Blast. Ranged Power Attack: +9 to hit, range 120
ft, three beams, one target each. Hit: 16 (3d10) force Reflexive Powers. Chrononaut can use 1st –4th level
damage. powers reflexively.
Martial Strike. Melee Power Attack: +9 to hit, range 5 ft., Elemental Ward. When Chrononaut is hit by a visible
one target. Hit: 22 (4d10) necrotic damage. melee attack, the attacker takes 5 necrotic damage.
Empowered Element. Chrononaut can add her
Charisma modifier to the damage of any power that
C HRONONAUT
deals necrotic damage.
Viatrix Yeats, otherwise known as Chrononaut, is a
white woman of mixed ethnicity from the future who Elemental Sustenance. When Chrononaut takes
can manipulate time itself. Travelling back from the 28th necrotic damage, she gains temp HP equal to the
Century, Chrononaut seeks her mortal foe—the Time damage up to 15.
Deviant—who is attempting to rewrite history in his favor. Elemental Overchannel. Once a day when Chrononaut
She knew this was a one way trip when she came, because uses a time power of 5th level or lower, she can deal
the changes she and the Time Deviant make mean that she maximum damage.
now inhabits a new branch of the timeline and, thus, can Superpowers. Chrononaut is a 15th-level superpowered
never return to her own. She is dedicated to completing mutant. Her power ability is Charisma (power save
her mission, but she is happy to help this timeline while DC 20, +12 to hit with powered attacks). She has the
she is here, however. following powers:
Human ancestry, future Earth culture • At will: catch your breath, glimpse, temporal sense
Time Elementalist 15 • 1st level (reflexive): delay, elemental blast, elemental
strike, expedite
Armor Class 18
• 2 nd level (reflexive): pause projectile, undo
Hit Points 134
• 3 rd level (reflexive): fly, haste, slow
Speed 30 ft.
Initiative Bonus +3 • 4 th level (reflexive): banishment, trade shots
• 5th level (2 slots): fast forward, improved fly
STR DEX CON INT WIS CHA • 6 th level (1 slot): entropic wave
9 (−1) 16 (+3) 14 (+2) 12 (+1) 12 (+1) 25 (+7)
• 7th level (1 slot): retrocognition, sequester
Saving Throws Str −1, Dex +3, Con +7, Int +1, Wis +1, • 8th level (1 slot): rewind
Cha +12
ACTIONS
Skills Acrobatics +8, Athletics +4, Science +6,
Technology +6 Elemental Blast. Ranged Power Attack: +12 to hit, range
Damage Immunities Necrotic 90 ft., one target. Hit: 27 (5d8 + 5) necrotic damage.
Proficiencies Simple weapons, light armor, first aid kit Elemental Strike. Melee Power Attack: +12 to hit, range 5
Senses passive Perception 11 ft., one target. Hit: 32 (5d10 + 5) necrotic damage.
Languages Future Global Common, Chinese, English Entropic Wave. Ranged Power: all targets in a 60-foot
Challenge 8 (3,900 XP) Proficiency Bonus +5 cone must make CON saves or take 45 (10d8) necrotic
Background: Athlete. Before becoming a timeline damage and be blinded, half on a save and not
defense officer, Viatrix was a Premier League combat blinded.
gymnast.

Kenneth Amacker (Order #41978118)

25
 THE C LEANER Metamorph Power: Symbiosis. The Cleaner knows
The Cleaner, whose real name is Bradley Johnson, is the two at will powers and six leveled powers, not
person corporate hot shots call when someone dies at their counting his transformation powers listed below.
parties or on their yachts. Indeed, whatever problems the Telepathic Experience. The Cleaner gains proficiency
1% encounter, the Cleaner can usually make it go away, in Survival from his symbiote.
no questions asks.
Symbiote Climbing. Tiny mycelial hair protrude from
The Cleaner gained this particular set of skills as a youth, the Cleaner’s skin, allowing him to climb.
when he attempted to mug a homeless man in an alley. Adaptable. The Cleaner has expertise in Perception.
A strange mist flowed from out of the man’s body and
Bodily Control. The Cleaner can go 5 times longer
into Bradley’s, infecting him with a microscopic, sentient
without food, water, or air; he also has advantage
fungal colony that endows him with special powers. In
on saves against disease and being grappled or
exchange, his body provides shelter for the colony, and
restrained. And he gains the max HP whenever he
he eats constantly, feeding his symbiote.
spends a Hit Die.
Human ancestry, modern Earth culture Reflexive Powers. The Cleaner can use 1st level powers
Symbiosis Metamorph 4 reflexively.
Armor Class 14 Superpowers. The Cleaner is a 4th level superpowered
Hit Points 50 human. His power ability is Wisdom (power save
Speed 30 ft., climb 30 ft. DC 14, +6 to hit with powered attacks). He has the
Initiative Bonus +1 following powers:
• At will: mending, poker face
STR DEX CON INT WIS CHA
12 (+1) 12 (+1) 16 (+3) 12 (+1) 18 (+4) 9 (−1) • 1st level (reflexive): helping hand*, enlarged strike, cure
wounds, jump
Saving Throws Str +1, Dex +1, Con +5, Int +1, Wis +6, • 2 nd level (3 slots): enlarge/reduce*, darkvision, enhance
Cha −1 ability, lesser restoration.
Skills Athletics +3, Insight +6, Intimidation +1,
* Powers gained from transformation.
Perception +8, Stealth +3, Survival +6
Proficiencies Simple and martial weapons, all armor, ACTIONS
thieves’ tools, poker Enlarged Strike. Melee power attack: +5 to hit, one target.
Senses passive Perception 18, darkvision 60 ft. Hit: 13 (2d12) bludgeoning damage.
Languages English, Japanese Enlarged Strike while Large size. Melee power attack:
Challenge 2 (450 XP) Proficiency Bonus +2 +5 to hit, one target. Hit: 15 (2d12 + 1d4) bludgeoning
Background: Criminal. The Cleaner has been a damage.
troubleshooter of sorts for several major corporations,
handling ‘off the books’ activities.
CONNOR
Connor is a character featured on the S5E actual play
livestream show.

Robotic ancestry, modern Earth culture

Agility Kinetic 6

Armor Class 17
Hit Points 54
Speed 30 ft., climb 30 ft.
Initiative Bonus +3

STR DEX CON INT WIS CHA

16 (+3) 18 (+4) 14 (+2) 10 (+0) 10 (+0) 10 (+0)

Saving Throws Str +6, Dex +6, Con +2, Int +0, Wis +0,
Cha +0
Skills Acrobatics +9, Athletics +9, Deception +3,
Intimidation +6, Sleight of Hand +6, Stealth +6
Proficiencies Simple weapons, light armor, first aid kit
Senses passive Perception 10
Languages English, German, Language of the Void
Challenge 3 (700 XP) Proficiency Bonus +3

26
Kenneth Amacker (Order #41978118)
 Superpowered Operatives

Inorganic. Connor does not need to eat, drink, breathe, Human ancestry, modern Earth culture
or sleep and is immune to disease. He has resistance Intangibility Metamorph 1
to poison damage and advantage against being
Armor Class 15
poisoned.
Hit Points 21
Robotic Resilience. Connor adds +1 to his AC. Speed 30 ft.
Background: Criminal. Connor was a criminal. Initiative Bonus +3
Kinetic Power: Agility. Connor knows two at will STR DEX CON INT WIS CHA
powers and eight leveled powers. 10 (+0) 16 (+3) 12 (+1) 12 (+1) 16 (+3) 11 (+0)
Skirmisher. When Connor makes a melee attack
Saving Throws Str +0, Dex +3, Con +3, Int +1, Wis +5,
against a creature within five feet of him, that
Cha +0
creature cannot make an opportunity attack against
Skills Animal Handling +5, Medicine +5, Perception +5,
him for the rest of his turn
Science, +3,
Physical Acumen. Connor has expertise in Athletics Proficiencies Simple weapons, light armor,
and Acrobatics. Senses passive Perception 17
Action Surge. Connor can take an additional action on Languages Hindi, Dhundhari, English, Spanish
his turn. Once he uses this feature, he cannot do so Challenge 1/2 (100 XP) Proficiency Bonus +2
again until he completes a short or long rest.
Background: Student. Corvid is a high school student
Reflexive Powers. Connor can use first level powers and amateur ornithologist.
reflexively.
Metamorph Power: Intangibility. Corvid knows
Feat: Nimble. Connor adds his proficiency bonus to his two at will powers and three 1st level powers, not
Dexterity ability score. counting his transformation powers listed below.
Potent Critical. When Connor rolls a critical hit on an Light Step. Corvid’s steps are silent. He can use the
attack, he rolls one additional weapon damage die silent step power as a bonus action and the pass without
when determining the extra damage. trace power does not require concentration for him.
Parkour. Connor has a climbing speed equal to his Superpowers. Corvid is a 1st-level superpowered
walking speed and advantage on DEX saves and skill human. His power ability is Wisdom (power save
checks. DC 13, +5 to hit with powered attacks). He has the
Superpowers. Connor is a 6th-level superpowered following powers:
robot. His power ability is Dexterity (power save • At will: silent step, blind spot
DC 15, +6 to hit with powered attacks). He has the
• 1st level (2 slots): pass without trace*, martial strike,
following powers:
sucker punch, unseen step
• At will: mighty focus, unarmed might * Powers gained from transformation.
• 1st level (reflexive): jump*, charge, hunter’s mark,
martial strike, reckless attack, sudden swerve
• 2 nd level (3 slots): spider climb*, second wind
• 3 rd level (3 slots): redirect attack* haste, rage
* Powers gained from Kinetic Talent.

ACTIONS
Martial Strike. Melee power attack: +7 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.

CORVID
Aarav Singh is an Indian teen who has recently discovered
his newfound superhuman abilities to move quietly and
unnoticed. As an avid amateur bird watcher, he knew
just the identify he wanted to adopt when he decided to
dabble in vigilante life. He has even created a makeshift
costume—a cloak of artificial feathers and a leather raven
mask, much like a medieval plague doctor’s. Now he
patrols his largely uneventful neighborhood, unseen
and unheard.

Kenneth Amacker (Order #41978118)

27
 ACTIONS
Martial Strike. Melee power attack: +5 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.
Sucker Punch. Melee power attack: +5 to hit, one target.
Hit: 13 (2d12) bludgeoning damage.
ACTIONS
Psychic Blast. Ranged Power Attack: +5 to hit, range 90
ft., one target. Hit: 9 (2d8) psychic damage.
Psychic Strike. Melee Power Attack: +5 to hit, range 5 ft.,
one target. Hit: 11 (2d10) psychic damage.

DÀ C HÉN DEATHSTALKER
Daniel Chen is a lanky Malaysian-Chinese teen with Logan Sullivan grew up in a Florida gated community, the
truancy problems. Despite his grandfather’s best attempts, kind attached to an exclusive country club. He excelled at
Daniel does not often attend school. He’s due to finish Form sports, but preferred extreme sports; Logan was always
Five this year—if he can just pass his classes. He’d much chasing that adrenaline rush. After he graduated college,
rather be tagging, however—spray painting the sides of he fell in with an amoral crowd, engaging in pit fighting,
abandoned buildings for all to see as the Instagram street death defying stunts, and high stakes gambling. Eventually,
artist Dà Chén (大陈). he found himself inducted into a secretive assassin’s guild.
Like everything else in life, Logan found these challenges
Human ancestry, modern Earth culture easy as well. He rose in ranks, becoming a master assassin,
Illusion Mentalist 3 killing for the highest bidder—though he cares only for
Armor Class 14 the bragging rights, not the cash.
Hit Points 34
Human ancestry, modern Earth culture
Speed 30 ft.
Operator Special Agent 14
Initiative Bonus +2
Armor Class 19
STR DEX CON INT WIS CHA
Hit Points 86
9 (−1) 14 (+2) 14 (+2) 12 (+1) 14 (+2) 16 (+3)
Speed 30 ft., climb 30 ft.
Saving Throws Str −1, Dex +2, Con +4, Int +1, Wis +2, Initiative Bonus +5
Cha +5
STR DEX CON INT WIS CHA
Skills Acrobatics +4, Athletics +1, Deception +7,
10 (+0) 20 (+5) 14 (+2) 12 (+1) 16 (+3) 9 (−1)
Performance +5
Damage Resistances Psychic Saving Throws Str +0, Dex +10, Con +2, Int +1, Wis +3,
Proficiencies Simple weapons, light armor, Cha +4
photographer’s kit Skills Acrobatics +10 Perception +8, Stealth +15 +1
Senses passive Perception 12 Proficiencies Simple and martial weapons, all armor,
Languages Malay, Chinese, English thieves’ tools, poisoner’s kit
Challenge 1/2 (100 XP) Proficiency Bonus +2 Senses passive Perception 18 (Darkvision 60’ with
goggles)
Background: Student. Graffiti is a student.
Languages English, Spanish, Arabic
Mental Aptitude: Illusion. Graffiti’s mental aptitude Challenge 8 (3,900 XP) Proficiency Bonus +5
is for illusions. When he uses minor illusion, its range
and duration are doubled. Background: Criminal. Deathstalker is an assassin.
Empathy. Graffiti has three empathy dice, which he can Expertise. Deathstalker has expertise in Stealth and
give away to allies within 60 feet. For each, the ally Poisoner’s Kit.
can roll a d6 and add it to one attack, ability check, or Field Medic. Deathstalker has a pool of first aid
saving throw within the next 10 minutes. supplies that he can use to restore up to 70 hit points
Powerful Personality. Graffiti has advantage on as an action.
Charisma ability checks. Sneak Attack. Deathstalker can deal an extra 24 (7d6)
Superpowers. Graffiti is a 3rd-level
superpowered damage once a turn when he hits with an attack
human. His power ability is Charisma (power save in which he rolls with advantage or when another
DC 13, +5 to hit with powered attacks). He has the enemy is within five feet of his target, and he doesn’t
following powers: have disadvantage on the roll.
• At will: minor illusion*, obscure Second Story Work. Deathstalker has a climbing speed
• 1st level (reflexive): color spray*, minor concealment, equal to his walking speed.
silent image*, psychic blast, psychic strike Cunning Action. Deathstalker can take the Dash,
• 1st level (2 slots): enthrall*, levitate, mirror image* Disengage, or Hide actions as a bonus action on each
* Power granted by a mental aptitude. turn.

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Kenneth Amacker (Order #41978118)

Broad Training. Deathstalker adds half their
proficiency bonus, rounded down, to any ability
check they make that doesn’t already include their
proficiency bonus.
Fast Hands. Deathstalker can take the Use an Object
action as a bonus action.
First Strike. Deathstalker rolls initiative with
advantage. He doubles his Sneak Attack damage
against any creature that he beats on initiative in the
first round.
Fighting Style: Ranged. Deathstalker has +2 to ranged attacks.
Extra Attack. When Deathstalker takes the attack
action, he can make two attacks.
Uncanny Dodge. When Deathstalker is hit with a
visible attack, he can use his reaction to halve the
damage.
Defensive Tactics: Escape the Skirmish. Opportunity
attacks against Deathstalker are made with
disadvantage.
Evasion. When Deathstalker makes a Dexterity saving
throw to avoid taking damage, he takes none on a
success or half on a failure.
Supreme Sneak. Deathstalker has advantage on Stealth
checks.
Feat: Unique Technology. Deathstalker has a
shadowcaster, a wrist-mounted device that envelops
him in shadow and muffles sound. It functions like
the pass without trace power and can be used once per
rest.
Reliable Talent. When Deathstalker makes an ability
check in which he’s proficient, he can treat a d20 roll
of 9 or lower as a 10.
Feat: Contacts. Deathstalker can get favors or supplies
at will and big favors like having charges dropped
once a week.
Infiltration Master. Deathstalker has proficiency
in disguise and forgery kits and can establish
false identities; people rolling to detect them roll
with disadvantage. If he spend 1 minute with a
computer, he can hack any connected systems that
are encrypted or that have biometric security. No one
will detect the hack unless they are actively looking,
in which case they roll an Investigation check, DC 14.
EQUIPMENT
Sniper rifle, small pistol, survival knife, poisoner’s kit, 10
doses of serpent venom poison (adds 10 [3d6] poison
damage to ammunition and blades applied to as an
action; remains potent once applied).
ACTIONS
Pistol, small semi-auto. Ranged Power Attack: +12 to
hit, range 80/320 ft., one target. Hit: 9 (1d8 +5) piercing
damage.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Sniper Rifle. Ranged Weapon Attack: +12 to hit, range
1000/3000, one target. Hit: 16 (2d10 + 5) piercing
damage.
Survival Knife. Melee weapon attack: +10 to hit, one
target, 5 ft reach. Hit: 8 (1d6 +5) piercing damage.
DOCTOR SHADOW
Nathaniel Brine was born in Barnsley England as Lewis
Earnshaw. He wrote several books on the supernatural
under the moniker of Lewis, and had a small YouTube
presence where he investigated paranormal phenomena
in order to discredit them.
During one investigation into a creepy old house on
the site of the old Borley Rectory, he vanished for several
hours, leaving his small team of sceptics wondering where
he’d gone.
Nathaniel emerged later on, a changed man, his eyes
much darker and his soul blacker. He had a brush with an
ancient shadow demon, and now that being was wrapped
around his soul—coiled like a snake.
It wasn’t long before the sceptic found he had the power
to lurk in people’s shadows, control them like puppets,
and use shadows to traverse great distances.
Doctor Shadow was born at this point, and Nathaniel
embarked on a life of lucrative and subtle crime. Robbing
people with his powers, and getting revenge on those who
belittled him as he grew up.
Whilst he might don a large wide brimmed hat, wear a
long flowing coat, and appear cartoonish to some—Doctor
Shadow is anything but; he is extremely ruthless and single
minded in his plans for domination through control of
the very shadows.
Human ancestry, modern Earth culture
Darkness Elementalist 11
Armor Class 16
Hit Points 102
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
11 (+0) 14 (+2) 14 (+2) 12 (+1) 12 (+1) 20 (+5)
Saving Throws Str +0, Dex +2, Con +6, Int +1, Wis +1,
Cha +9
Skills Deception +9, History +5, Mysticism +5, Stealth
+6
Damage Immunities necrotic
Proficiencies Simple weapons, light armor
Senses passive Perception 11
Languages English, Latin, Sumerian
Challenge 6 (2,300 XP) Proficiency Bonus +4
Background: Custom. Doctor Shadow was a YouTube
occultist.
29
 Elemental Manifestation. Doctor Shadow manifests
his powers through darkness. The damage type
of his powers is necrotic, and he has immunity to
necrotic damage. Finally, when he uses an elemental
power and deals necrotic damage, his target may be
blinded until the end of his next turn.
Font of the Elements. Doctor Shadow has 11 element
points he can use to activate one of his three meta­
powers: heightened power, quickened power, twinned power
Elemental Accuracy. When Doctor Shadow uses
darkness powers that affect an area, he can choose to
exclude up to a number of creatures equal to 1 + the
power’s level; they take no damage.
Reflexive Powers. Doctor Shadow can use 1st– 3rd level
powers reflexively.
Elemental Ward. When Doctor Shadow is hit by a
visible melee attack, the attacker takes 4 necrotic
damage.
Empowered Element. Doctor Shadow can add his
Charisma modifier to the damage of any power that
deals necrotic damage.
Superpowers. Doctor Shadow is a 11th-level
superpowered human. His power ability is Charisma
(power save DC 17, +9 to hit with powered attacks). He
has the following powers:
• At will: glide, obscure, silent step
• 1st level (reflexive): extinguish, elemental blast,
elemental strike, minor concealment
• 2 nd level (reflexive): blindness/deafness, darkness,
darkvision
• 3 rd level (reflexive): cosmic chasm, fly
• 4 th level (3 slots): healing factor, shadow aura
• 5th level (2 slots): shadow self, critical strike
• 6 th level (1 slot): entropic wave
ACTIONS
Cosmic Chasm. Ranged Power: targets in a 20-ft radius
sphere within 150 feet must make DC 17 CON saves
or take 21 (6d6) necrotic damage, half on a save
Entropic Wave. Ranged Power: targets in a 60-ft cone
must make DC 17 CON saves or take 45 (10d8)
necrotic damage, half on a save.
Elemental Blast. Ranged Power Attack: +9 to hit, range
90 ft., one target. Hit: 23 (4d8 + 5) necrotic damage.
Elemental Strike. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 27 (4d10 + 5) necrotic damage.
DURA
“Dura, the Flexible Girl,” the poster exclaimed, on the side
of the traveling circus tent. Dura, or Fatima El Masry, is
a Palestinian woman who works as a performer with the
Cirque de la Lune, a global touring, theatrical circus of
great renown. Since birth, she’d been more flexible than
30
Kenneth Amacker (Order #41978118)
most; as she aged and took gymnastics and dance lessons,
those abilities only increased. Now she serves as one of
the stars of this travelling show, though she often yearns
to complete her performance and return to her other
vocation—fighting crime!
Human ancestry, modern Earth culture
Elastic Metamorph 6
Armor Class 16
Hit Points 56
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
10 (+0) 16 (+3) 12 (+1) 10 (+0) 18 (+4) 12 (+1)
Saving Throws Str +0, Dex +3, Con +3, Int +0, Wis +7,
Cha +1
Skills Acrobatics +9, Athletics +3, Insight +7,
Performance +4
Proficiencies Simple weapons, light armor, disguise kit,
nay (Arabic flute)
Senses passive Perception 14
Languages Arabic, English
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Entertainer. Dura works as a circus
performer.
Metamorph Power: Elasticity. Dura knows two at will
powers and eight leveled powers, not counting her
transformation powers listed below.
Absorb Blow. Dura can use her reaction to have
resistance against bludgeoning damage from a visible
source.
Adaptable. Dura has expertise in Acrobatics.
Bodily Control. Dura can go five times longer than
normal with food, water, or air. She has advantage
on rolls to resist disease and to avoid or escape
being grappled or restrained. She also gains the max
number of Hit Points for Hit Dice he spends.
Reflexive Powers. Dura can use first level powers reflexively.
Recuperate. Once per day as an action, Dura can
remove one level of exhaustion.
Expanded Limited Elasticity. Dura’s limited elasticity
power has a range of 15 feet, deals 1d8 damage, and
has a duration of 10 minutes.
Superpowers. Dura is a 6th-level superpowered human.
Her power ability is Wisdom (power save DC 15, +7
to hit with powered attacks). She has the following
powers:
• At will: contort, glide
• 1st level (reflexive): enlarged strike*, alter metabolism,
cure wounds, jump, longstrider
• 2 nd level (3 slots): enlarge/reduce*, alter density, alter
self, spider climb

• 3 rd level (2 slots): limited elasticity* extrude spikes.
* Powers gained from transformation.
ACTIONS
Enlarged Strike. Melee power attack: +7 to hit, one target.
Hit: 13 (2d12) bludgeoning damage.
Enlarged Strike with Extrude Spikes. Melee power
attack: +7 to hit, one target. Hit: 13 (2d12) bludgeoning
and 5 (1d8) piercing damage.
Extrude Spikes. Melee Power: When Dura has someone
grappled or is grappled by someone at the beginning
of her turn, they take 13 (3d8) piercing damage.
Anyone who hits her with a melee attack or when she
hits someone else with a melee attack takes 4 (1d8)
additional piercing damage.
DUSK
Dusk, or Yasmine Hamidou, is a 22-year-old woman of
French and Algerian ancestry. Having grown up poor in
poverty in Algiers, Yasmine found a way out by smuggling
artifacts from Africa and the Middle-East into Europe. One
day, she took a peek at what she was smuggling, only to
find it was a tattered book, bound in some unusual leather.
Seeing that the author and title were listed as Kitab al-Azif,
by Abdul Alhazred, and recognizing these names as
fictional in Arabic, she read. And when she did, she made
psychic contact with an eldritch being beyond the limits
of space and time, a being she knows only as Azathoth.
Since then, having forsaken her smuggling group, she
pursues and devours whatever strange occult texts and
secrets she can find, feeding her supernatural hunger for
esoteric knowledge.
Human ancestry, modern Earth culture
Eldritch Mystic 4
Armor Class 14
Hit Points 41
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 18 (+4) 13 (+1) 12 (+1)
Saving Throws Str +0, Dex +2, Con +2, Int +6, Wis +1,
Cha +3
Skills Deception +4, Mysticism +6, Sleight of Hand +4,
Stealth +4
Proficiencies simple and martial weapons, light and
medium armor, thieves’ tools
Senses passive Perception 11
Languages Arabic, French, English
Challenge 2 (450 XP) Proficiency Bonus +2
Background: Criminal. Dusk was a smuggler in her
previous life.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Mystic Power: Eldritch. Dusk knows two at-will
powers and three leveled powers, with 1st and 2nd
level power slots.
Empowered Familiar. Dusk has a familiar, which she
can control and telepathically communicate with from
anywhere on the planet. She can also use an action to
switch places with her familiar as long as they are in
telepathic communication, once per long rest.
Reflexive Powers. Dusk can use her 1st level powers
reflexively.
Boon of the Tome. Dusk has a small arcane tome that
allows her to use 3 additional at will powers when on
her person. The book also grants her advantage on
Mysticism checks.
Invocations. agonizing power, misty visions
Superpowers. Dusk is a 4th-level superpowered human.
Her power ability is Intelligence (power save DC 14,
+6 to hit with powered attacks). She has the following
powers:
• At will: corrupting touch, eldritch blast, beguile*, silent
step*, obscure*
• 1st level (reflexive): bane*, hellish rebuke*, find familiar
(ritual)*, silent image*, inflict wounds, unseen servant
• 2 nd level (2 slots): alter self*, bestow curse*, augury
* Power granted by a Mystic Path, invocation, or boon.
ACTIONS
Eldritch Blast. Ranged Power Attack: +6 to hit, range 120
ft., one target. Hit: 9 (1d10 + 4) force damage.
Inflict Wounds. Melee Power Attack: +6 to hit, range 5 ft.,
one target. Hit: 11 (2d10) necrotic damage.
ESOTERA
Esotera, or Tera Esposito, is an Italian jewelry thief and
popular Robin Hood figure, stealing from wealthy people
and corporations she deems unworthy and splitting the
spoils between herself and various charitable causes.
Commentators argue about whether what she does is
justified in any sense and how much of the spoils she
is keeping for herself. In fact, Esotera arrived here by
accident, being sent from an alternate Earth thanks to
a freak accident at a lab she was attempting to rob. She
is collecting wealth using her skillset with the hopes of
paying a team of scientists to send her back.
Human (variant) ancestry, modern Earth culture
Invisibility Metamorph 9
Armor Class 19
Hit Points 77
Speed 30 ft.
Initiative Bonus +5
STR DEX CON INT WIS CHA
8 (−1) 16 (+3) 12 (+1) 10 (+0) 20 (+5) 10 (+0)
31
 Saving Throws Str −1, Dex +3, Con +5, Int +0, Wis +9,
Cha +0
Skills Acrobatics +11, Deception +4, Perception +9,
Sleight of Hand +7, Stealth +11
Proficiencies Simple and martial weapons, light and
medium armor, thieves’ tools, dice
Senses passive Perception 19
Languages Italian, English
Challenge 5 (1,800 XP) Proficiency Bonus +4
Variant Feat: Defensive. Esotera adds half of her
proficiency bonus to her Armor Class.
Background: Criminal. Esotera is a jewelry thief.
Metamorph Power: Invisibility. Esotera knows three
at will powers and 11 leveled powers, not counting
her transformation powers listed below.
Sneaky. Esotera has expertise in Stealth.
Adaptable. Esotera has expertise in Acrobatics.
Bodily Control. Esotera can go five times longer than
normal with food, water, or air. She has advantage
on rolls to resist disease and to avoid or escape
being grappled or restrained. She also gains the max
number of Hit Points for Hit Dice she spends.
Reflexive Powers. Esotera can use 1st and 2nd level
powers reflexively.
Recuperate. Once per day as an action, Esotera can
remove one level of exhaustion.
Disappearing. Esotera can Hide as a bonus action.
When she does so, she also has advantage on Stealth
checks until the beginning of her next turn.
Transformation Adept. Esotera can use her
transformation powers as bonus actions or actions.
Superpowers. Esotera is a 9th-level superpowered
human. Her power ability is Wisdom (power save
32
Kenneth Amacker (Order #41978118)
DC 17, +9 to hit with powered attacks). She has the
following powers:
• At will: blind spot, silent step, glide
• 1st level (reflexive): unseen step*, minor concealment,
pass without trace, sucker punch
• 2 nd level (reflexive): invisibility*, levitate, silence, spider
climb
• 3 rd level (3 slots): nondetection*, chameleon, gaseous
form
• 4 th level (3 slots): greater invisibility*, blindsight, sniper
• 5th level (1 slot): concealment*, mislead.
* Powers gained from transformation.
ACTIONS
Sucker Punch. Melee power attack: +9 to hit, one target.
Hit: 19 (3d12) bludgeoning damage.
FLAMETHROWER
Flamethrower, or Tyrone Jenkins, is a short, burly black
man with a bald head and healthy beard, who once was
an artisan blacksmith and craftsman selling his wares
for a pretty penny. His business did well enough that
he started to have some free time, so he get to work on
a dream he’d long had, to build a working suit of power
armor. At first, he thought it would be a boutique sale item
in his store, but he kept seeing stories of Tech heroes and
finally took the leap to become a hero. Since then, he’s
faced supervillains and other threats and has become a
popular figure.
Human (variant) ancestry, modern Earth culture
Power Suit Tech 8
Armor Class 17 (medium power armor)
Hit Points 69
Speed 30 ft.
Initiative Bonus +0
STR DEX CON INT WIS CHA
12 (+1) 10 (+0) 14 (+2) 20 (+5) 12 (+1) 11 (+0)
Saving Throws Str +1, Dex +3, Con +2, Int +8, Wis +1,
Cha +0
Skills Athletics +4, Persuasion +3, Science +11,
Technology +11
Proficiencies Simple weapons, light armor, electronics
repair kit, mechanics tools
Senses passive Perception 10
Languages English, Spanish
Challenge 4 (1,100 XP) Proficiency Bonus +3
Human Variant Feat: Precision Flame. Flamethrower
uses fire powers with his suit quite often and he can
weld and shape metal with his flames.
Background: Custom. Flamethrower was an artist and
welder, but also a web salesman.

Favored Tech: Power Suit. Flamethrower has a power
suit he built that creates superpowered effects. He
knows four at will powers and can prepare up to 13
powers from the Tech or General power lists at the
end of each long rest.
Technological Adept. Flamethrower adds double his
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Flamethrower can use 1st and 2nd
level powers reflexively.
Handy. Flamethrower has proficiency and expertise
with two tools: electronics repair kit and mechanics
tools.
Superpowers. Flamethrower is an 8th-level
superpowered human. His power ability is
Intelligence (power save DC 15, +8 to hit with
powered attacks). He has the following powers
prepared:
• At will: fire bolt, glide, light, power device
• 1st level (reflexive): autonomous drone, martial strike,
sonic blast
• 2 nd level (reflexive): darkvision, enhanced hearing, hack
system, heat metal, levitate
• 3 rd level (3 slots): fly, lightning bolt, repulse
• 4 th level (2 slots): surveillance drone, technological
disruption
ACTIONS
Fire Bolt. Ranged Power Attack: +8 to hit, range 120 ft.,
one target. Hit: 11 (2d10) fire damage
Sonic Blast. Ranged Power Attack: +8 to hit, range 90 ft.,
one target. Hit: 18 (4d8) thunder damage.
Martial Strike. Melee Power Attack: +8 to hit, range 5 ft.,
one target. Hit: 22 (4d10) bludgeoning damage.
Lightning Bolt. Ranged Power: each target in a 100+foot
line must make a DEX save or take 28 (8d6) lightning
damage.
THE FOX
Lisa Kuma, or the Fox, was a Bulgarian Olympic
gymnast specializing in the vault and the floor exercises,
places where she could show off her agility and grace.
Unfortunately, when the Olympic Committee instituted
its ‘no superpowers’ rule, she was forced to retire. Now,
she uses her powers for new, more clandestine purposes.
Whether those purposes be for good or ill remains to
be seen.
Mutant ancestry, modern Earth culture
Agility Kinetic 5
Armor Class 17
Hit Points 54
Speed 30 ft.
Initiative Bonus +4
Kenneth Amacker (Order #41978118)
Superpowered Operatives
STR DEX CON INT WIS CHA
8 (−1) 18 (+4) 12 (+1) 12 (+1) 14 (+2) 14 (+2)
Saving Throws Str +2, Dex +7, Con +1, Int +1, Wis +2,
Cha +2
Skills Acrobatics +10, Athletics +5, Deception +5,
Performance +5, Stealth +7
Proficiencies Simple weapons, light armor, first aid kit
Senses passive Perception 12
Languages Bulgarian, English, Russian
Challenge 3 (700 XP) Proficiency Bonus +3
Mutation. The Fox knows the jump power.
Background: Athlete. The Fox was an Olympic
gymnast.
Kinetic Power: Agility. The Fox knows two at will
powers and seven leveled powers.
Skirmisher. When the Fox makes a melee attack
against a creature within five feet of her, that creature
cannot make an opportunity attack against her for the
rest of her turn
Physical Acumen. The Fox has expertise in Athletics
and Acrobatics.
Action Surge. The Fox can take an additional action on
her turn. Once she uses this feature, she cannot do so
again until she completes a short or long rest.
Reflexive Powers. The Fox can use first level powers
reflexively.
Potent Critical. When the Fox rolls a critical hit on an
attack, she rolls one additional weapon damage die
when determining the extra damage.
Superpowers. The Fox is a 5th-level superpowered
human. Her power ability is Dexterity (power save
DC 15, +7 to hit with powered attacks). She has the
following powers:
• At will: kip up, quick dodge
• 1st level (reflexive): jump*, death from above, martial
strike, unerring projectile, sudden swerve, unseen step
• 2 nd level (3 slots): spider climb*, second wind
• 3 rd level (2 slots): preemptive attack, redirect attack*
* Powers gained from Kinetic Talent.
ACTIONS
Death From Above. Melee Power Attack: +7 to hit, range
5 ft., one target. Hit: 13 (2d12) force damage.
Martial Strike. Melee power attack: +7 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.
Unerring Projectile. Ranged Power: automatic hit, range
120 ft., three projectiles, dealing 3 (1d4 + 1) force
damage each.
33
 when he uses an elemental power and deals cold
damage, the target’s speed is reduced by 10 feet until
the start of his next turn.
Font of the Elements. Frostblade has five element
points he can use to activate one of his two
metapowers: enhanced power and focused power.
Elemental Accuracy. When Frostblade uses cold
powers that affect an area, he can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Frostblade can use 1st and 2nd level
powers reflexively.
Elemental Ward. When Frostblade is hit by a visible
melee attack, the attacker takes 3 cold damage.
Superpowers. Frostblade is a 4th-level superpowered
human. His power ability is Charisma (power save
DC 14, +6 to hit with powered attacks). He has the
following powers:
• At will: ray of frost, snowball
FROSTBLADE • 1st level (reflexive): elemental blast, elemental strike
Frostblade, or Miguel Garcia, is young Latino man and • 2 nd level (3 slots): elemental shield, flash freeze,
vigilante hero operating in the city with long hair worn primordial blade
back in a ponytail. He had been a lab technician at EA • 3 rd level (2 slots): elemental burst, sleet storm
Pharma when he accidentally injected himself with an
ACTIONS
experimental serum that mutated his body. Finding himself
superpowered, Miguel felt a responsibility to do good Elemental Blast. Ranged Power Attack: +7 to hit, range
with his abilities. As a result, Frostblade now patrols the 90 ft., one target. Hit: 9 (2d8) cold damage.
city, looking for evildoers. Elemental Burst. Ranged Power: each target in a 30-foot
cone must make a DC 15 DEX save or take 28 (8d6)
Mutant ancestry, modern Earth culture cold damage, or half on a success.
Cold Elementalist 5
Elemental Strike. Melee Power Attack: +7 to hit, range 5
Armor Class 15 ft., one target. Hit: 11 (2d10) cold damage.
Hit Points 54 Flash Freeze. Ranged Power: each target in a 20-foot
Speed 30 ft. cone must make a DC 15 CON save or take 17 (5d6)
Initiative Bonus +2 cold damage, or half on a success.
STR DEX CON INT WIS CHA Primordial Blade. Melee Power Attack: +7 to hit, range 5
10 (+0) 14 (+2) 14 (+2) 10 (+0) 10 (+0) 18 (+4) ft., one target. Hit: 10 (3d6) cold damage.

Saving Throws Str +0, Dex +2, Con +5, Int +0, Wis +0,
Cha +7
Skills Acrobatics +5, Medicine +3, Persuasion +7,
Science +3
Damage Resistances Cold
Proficiencies Simple weapons, light armor, first aid kit
Senses passive Perception 10
Languages Spanish, English
Challenge 3 (700 XP) Proficiency Bonus +3
Mutation. Frostblade has the jump power due to his
mutation and can use it reflexively.
Background: Medical Worker. Frostblade was an entry
level technician in a medical lab.
Elemental Manifestation. Frostblade manifests his
powers through ice. The damage type of his powers
is cold, and he has resistance to cold damage. Finally,
G EAR HEAD
Gear Head is Vincenzo Santino—Enzo to his friends. Enzo
is a graduating high school senior and an engineering
prodigy. His work with fore field projection, holograms,
and mechanical servos are all years ahead of what
the leading labs are putting out. Those facts alone are
impressive, but it was his discovery of a mysterious power
source—a quasi-legendary ore called orichalcum—that
allowed him to do heretofore impossible things with
his devices. Now he’s the newest member of the team of
heroes known as the Covenant.
Human ancestry, modern Earth culture
Gadget Tech 12

34
Kenneth Amacker (Order #41978118)

Armor Class 20 (force armor)
Hit Points 97
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
9 (−1) 16 (+3) 14 (+2) 20 (+5) 12 (+1) 10 (+0)
Saving Throws Str −1, Dex +7, Con +2, Int +9, Wis +1,
Cha +0
Skills Investigation +9, Perception +5, Science +13,
Technology +13
Proficiencies Simple weapons, light armor, electronics
repair kit, mechanics tools
Senses passive Perception 15
Languages English, Italian
Challenge 8 (3,900 XP) Proficiency Bonus +4
Background: Student. Gear Head is a senior in high
school.
Favored Tech: Gadgets. Gear Head uses gadgets to
create superpowered effects. He knows five at will
powers and can prepare up to 17 powers from the
Tech or General power lists at the end of each rest.
Technological Adept. Gear Head adds double his
proficiency bonus to Science and Technology skill
checks.
Engineer. Gear Head has advantage on Technology
rolls.
Reflexive Powers. Gear Head can use 1st– 3rd level
powers reflexively.
Handy. Gear Head has proficiency and expertise with
two tools: electronics repair kit and mechanics tools.
Re-spec Gadgets. Gear Head can prepare different
powers whenever he completes a short rest, though
he does not regain power slots when he does so.
Feat: Jury Rigger. Once per long rest, Gear Head can
spend 10 minutes to convert raw materials into a
functioning object of his choice; the object lasts until
he completes a short or long rest.
Superpowers. Gear Head is a 12th level superpowered
human. His power ability is Intelligence (power save
DC 17, +9 to hit with powered attacks). He has the
following powers prepared:
• At will: distract, electromagnetic nudge, fire bolt, sense
device, glide
• 1st level (reflexive): encrypt message, force armor,
martial strike, sonic blast
• 2 nd level (reflexive): levitate, mirror image, second wind
• 3 rd level (reflexive): defensive drone, lightning bolt,
repulse
• 4th level (3 slots): sonic wall, technological disruption
• 5th level (1 slots): advanced hack, crushing grip, missile
salvo
• 6 th level (1 slots): chain lightning, disintegrate
Kenneth Amacker (Order #41978118)
Superpowered Operatives
ACTIONS
Chain Lightning. Ranged Power: up to 4 targets within
150 (and within 30 feet of the first target) take 45
(10d8) lightning, half on a successful DEX save.
Disintegrate. Ranged Power: one target in 60 feet makes
a DEX save or takes 75 (10d6 + 40) force damage.
Lightning Bolt. Ranged Power: each target in 100 foot
line takes 28 (8d6) lightning, half on a successful DEX
save.
Martial Strike. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 22 (4d10) bludgeoning damage.
Missile Salvo. Ranged Power: All creatures in a 40-ft.-
radius sphere around a point within 300 feet take 36
(8d8) fire damage, half on a success.
Repulse. Ranged Power: 30-ft. cone deals 18 (4d8) force
damage and pushes creatures back 10 feet and
knocked prone, half on a STR save and not pushed or
prone.
Sonic Blast. Ranged Power Attack: +9 to hit, range 90 ft.,
one target. Hit: 18 (4d8) thunder damage.
Sonic Wall. Ranged Power: 50 foot long, 15 foot tall wall
within 120 ft. deals 18 (4d8) thunder damage, half on a
CON save. All who fail are deafened for the duration.
G EOMANTA
Geomanta, or Choi Min-ji, grew up Korean-Japanese in
Tokyo. Ever since she experienced her first Earthquake as
a young girl, she became fascinated with plate tectonics,
studying geology in her spare time. When her mutant
powers emerged with puberty and she discovered she
could control the Earth, she knew it was destiny. After
graduating, she now travels the world, looking for
opportunities to study geologically active regions and
phenomena.
Mutant ancestry, modern Earth culture
Earth Elementalist 3
Armor Class 14
Hit Points 35
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 12 (+1) 14 (+2) 10 (+0) 16 (+3)
Saving Throws Str +0, Dex +2, Con +3, Int +2, Wis +0,
Cha +5
Skills Mysticism +4, Persuasion +5, Science +4,
Technology +4
Damage Resistance Bludgeoning
Proficiencies Simple weapons, light armor
Senses passive Perception 10
Languages Korean, Japanese, Chinese, English
Challenge 1 (200 XP) Proficiency Bonus +2
35
 Mutation. As a part of her mutation, Geomanta knows
the elemental blast power.
Background: Student. Geomanta just graduated from college.
Elemental Manifestation. Geomanta manifests her
powers through Earth. The damage type of her
powers is bludgeoning, and she has resistance to
bludgeoning damage. Finally, when she uses an
elemental power and deals bludgeoning damage, the
target is knocked prone.
Font of the Elements. Geomanta has element points
she can use to activate one of her two metapowers:
distant power and transmute power.
Elemental Accuracy. When Geomanta uses Earth
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Geomanta can use 1st level powers
reflexively.
Superpowers. Geomanta is a 3rd-level superpowered
human. Her power ability is Charisma (power save
DC 13, +5 to hit with powered attacks). She has the
following powers:
• At will: mud splash, solidarity
• 1st level (reflexive): elemental blast*, elemental strike,
grease, innate orientation
• 2 nd level (2 slots): avalanche, elemental shield, warding
bond
ACTIONS
Avalanche. Ranged Power: each target in a 15-foot cone
must make a STR save or take 7 (2d6) cold and 7 (2d6)
bludgeoning damage and be pushed back 10 feet, or
half on a success and not moved.
Elemental Blast. Ranged Power Attack: +5 to hit, range
90 ft., one target. Hit: 9 (2d8) bludgeoning damage.
Elemental Strike. Melee Power Attack: +5 to hit, range 5
ft., one target. Hit: 11 (2d10) bludgeoning damage.
Mud Splash. Ranged Power: range 60 ft., one or two
targets. DEX save or take 9 (2d8) bludgeoning damage.
G LOOMSHADOW
Maa’ingan Little Creek is a Two Spirit person from the
White Earth Reservation in Minnesota. Born with the
ability to turn invisible, Maa’ingan was adopted at a young
age by a league of assassins and taught the ways of the
shadow. Despite their passionate reverence for their role,
Maa’ingan still places faith in their Ojibwe ancestors, from
which they derive some of the inborn powers. Maa’ingan
is now both a dangerous martial artist as well as having
the ability to conjure darkness.
Human ancestry, human culture
Invisibility Metamorph 8, Weapons Martial Expert 8, Darkness
Elementalist 4
36
Kenneth Amacker (Order #41978118)
Armor Class 17
Hit Points 154
Speed 40 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
9 (−1) 20 (+5) 12 (+1) 10 (+0) 20 (+5) 20 (+5)
Saving Throws Str −1, Dex +3, Con +7, Int +0, Wis +13,
Cha +8
Skills Acrobatics +17, Deception +11, Perception +11,
Stealth +17
Damage Resistances Necrotic
Proficiencies Simple weapons, light and medium armor,
thieves’ tools, chess set
Senses passive Perception 21
Languages English, Ojibwe
Challenge 9 (5,000 XP) Proficiency Bonus +6
Background: Criminal. Gloomshadow was trained
from childhood to be a shadow assassin.
Metamorph Power: Invisibility. Gloomshadow
knows two at will powers and 10 leveled powers, not
counting their transformation powers listed below.
Sneaky. Gloomshadow has expertise in Stealth.
Adaptable. Gloomshadow has expertise in Acrobatics.
Bodily Control. Gloomshadow can go five times longer
than normal with food, water, or air. They have
advantage on rolls to resist disease and to avoid or
escape being grappled or restrained. They also gain
the max number of Hit Points for Hit Dice they spend.
Reflexive Powers. Gloomshadow can use 1st –2nd level
Metamorph and General powers reflexively.
Recuperate. Once per day as an action, they can
remove one level of exhaustion.
Disappearing. Gloomshadow can Hide as a bonus
action. When they do so, they also has advantage on
Stealth checks until the beginning of their next turn.
Martial Practice. Gloomshadow uses Dexterity for
unarmed and weapon attacks and damage rolls. They
can use a d8 plus his bonus in place of the normal
damage of the weapon or unarmed strike. And
they can make an unarmed strike as a bonus action
whenever they use an attack action. They can also
take an attack with a weapon in their off-hand as a
bonus action instead.
Focus. Gloomshadow has 8 focus points. They can
spend one each turn to use the combo attack, artful
defense, or agile step bonus actions, which allow
them to take two unarmed strikes as a bonus action
when they take the attack action or take the dodge or
dash actions as a bonus action. Their focus save DC is
19 and their focus attack modifier is +11.
Signature Weapons. Gloomshadow has a longsword
and a large semi-auto pistol as their signature

weapons. They can ignore up to ¾ cover with them.
They have a +2 bonus to hit and damage with them.
Extra Attack. Gloomshadow can make two attacks
when they take the attack action.
Focus-Empowered Strikes. Gloomshadow’s unarmed
attacks ignore damage resistance.
Improved Critical. Gloomshadow now scores a critical
hit on a 19 or 20.
Ranged Weapons. When in melee, Gloomshadow can
make ranged attacks with their signature weapons
without disadvantage.
Trade Blows. When Gloomshadow is attacked by
someone they can see, they can use their reaction to
make a weapon attack against the creature if it is in
range.
Evasion. When Gloomshadow makes a DEX save, they
take no damage on a success and half on a failure.
Meditative Mind. Gloomshadow can use their action
to end one charm or frightened effect on themself.
Elemental Manifestation. Gloomshadow manifests
their powers through darkness. The damage type of
their powers is necrotic, and they have resistance to
necrotic damage. Finally, when they use an elemental
power and deals necrotic damage the target is
Blinded until the beginning of their next turn.
Font of the Elements. Gloomshadow has four element
points they can use to activate one of their two
metapowers: quickened power and twinned power.
Elemental Accuracy. When Gloomshadow uses
darkness powers that affect an area, they can choose
to exclude up to a number of creatures equal to 1 + the
power’s level; they take no damage.
Reflexive Powers. Gloomshadow can use 1st level
elementalist powers reflexively.
Feat: Charming. Gloomshadow adds their proficiency
bonus to their Charisma ability score.
Metamorph Superpowers. Gloomshadow is an
8th-level superpowered human. Their power ability is
Wisdom (power save DC 19 +11 to hit with powered
attacks). They have the following powers:
• At will: blind spot, silent step
• 1st level (reflexive): unseen step*, disguise self, minor
concealment, pass without trace, sucker punch
• 2 nd level (reflexive): invisibility*, blur, darkvision,
silence, spider climb
• 3 rd level (3 slots): nondetection*, chameleon
• 4 th level (2 slots): greater invisibility*, sniper.
* Powers gained from transformation.
Superpowers. Gloomshadow is a 4th-level
superpowered human. Their power ability is
Charisma (power save DC 19, +11 to hit with powered
attacks). They have the following powers:
Kenneth Amacker (Order #41978118)
Superpowered Operatives
• At will: dancing lights, obscure
• 1st level (reflexive): elemental blast, hunter’s mark,
minor concealment, extinguish
• 2 nd level (3 slots): darkness, darkvision, stick & move
ACTIONS
Elemental Blast. Ranged Power Attack: +11 to hit, range
90 ft., one target. Hit: 9 (2d8) necrotic damage.
Sucker Punch. Melee power attack: +11 to hit, reach, one
target. Hit: 16 (3d10) slashing damage.
Pistol, small semi-auto. Ranged Power Attack: +13 to hit,
range 80/320 ft., one target. Hit: 11 (1d8 +7) piercing
damage.
Longsword. Melee Weapon Attack: +13 to hit, range 5 ft.,
one target. Hit: 11 (1d8 + 7) slashing damage.
Unarmed Strike. Melee Unarmed Attack: +11 to hit, range
5 ft., one target. Hit: 9 (1d8 + 5) bludgeoning damage.
G UARANX
A member of the superpowered team of space faring
adventurers known as the Sentinels of the Stars, Guaranx
is an exile from his people, the Vorn. He is one of the few
members of his species to venture out from their sector of
space and interact peacefully (at times) with other peoples.
Guaranx trained as a shock trooper before being exiled and
he still thinks and works like a hardened, skilled soldier.
Alien ancestry, alien culture
Strength Kinetic 6
Armor Class 17
Hit Points 74
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
18 (+4) 13 (+1) 16 (+3) 10 (+0) 12 (+1) 8 (−1)
Saving Throws Str +7, Dex +4, Con +3, Int +0, Wis +1,
Cha −1
Skills Acrobatics +4, Athletics +10, Intimidation +2,
Stealth +4
Proficiencies Simple and martial weapons, light and
medium armor, mechanic’s tools
Senses passive perception 13
Languages English
Challenge 4 (1,100 XP) Proficiency Bonus +3
Alien Physiology. Guaranx has hardened skin and
toughness.
Background: Military. Guaranx was a soldier for his
people before joining the Sentinels.
Kinetic Power: Strength. Guaranx knows two at-will
powers and eight leveled powers.
Destructive. Guaranx has advantage on Athletics
checks to push, pull, lift, and break objects. His
37
 carrying capacity is doubled. And he scores a critical
hit when making a melee attack on a 19 or a 20.
Physical Acumen. Guaranx has expertise in Acrobatics
and Athletics.
Action Surge. Guaranx can take an additional action on
his turn. Once he uses this feature, he cannot do so
again until he completes a short or long rest.
Reflexive Powers. Guaranx can use 1st level powers
reflexively.
Potent Critical. Guaranx rolls an extra damage die on
critical hits.
Heavy Lifting. Guaranx’s carrying and lifting capacity
multiplies by 10 (STR × 300 to carry and STR ×600 to
lift).
Superpowers. Guaranx is a 6th-level superpowered
alien. His power ability is Strength (power save DC
15, +7 to hit with powered attacks). Guaranx has the
following powers:
• At will: catch your breath, resistance
• 1st level (reflexive): hurl*, jump, death from above,
reckless attack
• 2 nd level (3 slots): bull’s rush*, power climb, second
wind
• 3 rd level (3 slots): smash*, powerful throw, rage
* Power granted by kinetic talent.
ACTIONS
Death From Above. Melee Power Attack: +7 to hit, range
5 ft., one target. Hit: 13 (2d12) force damage.
Hurl. Ranged Power Attack: +7 to hit, range 90 ft., one
target. Hit: 9 (2d8) bludgeoning damage.
Powerful Throw. Ranged Power: one target within
120 feet must make a DEX save or take 27 (6d8)
bludgeoning damage, or half damage on a save.
38
Kenneth Amacker (Order #41978118)
G UNS
The gangster who goes by the nickname Guns is actually
Stephen Berkshire, a 20-something white man and former
trust fund kid and son of a now deceased corporate exec.
Believed to be dead, Stephen has adopted his gangster
persona and enjoys abusing the brutal power he now
employs. Besides, his father had already disowned him
and written him out of his will long before he died.
Human (variant) ancestry, modern Earth culture
Weapons Martial Expert 4
Armor Class 16 (18 with two weapons out)
Hit Points 46
Speed 40 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
11 (+0) 18 (+4) 14 (+2) 10 (+0) 12 (+1) 12 (+1)
Saving Throws Str +0, Dex +6, Con +2, Int +0, Wis +3,
Cha +1
Skills Acrobatics +8, History +2, Intimidation +3,
Stealth +8
Proficiencies Simple weapons, light armor, thieves’
tools
Senses passive Perception 11
Languages English, French
Challenge 2 (450 XP) Proficiency Bonus +2
Human Variant Feat: Two Weapon Wielder. Guns can
draw and stow two weapons at once and wielding
two grants him +2 AC.
Background: Wealthy Aristocrat. Guns grew up as a
trust fund kid.
Martial Practice. Guns uses Dexterity for unarmed
and weapon attacks and damage rolls. He can use a
d6 plus his bonus in place of the normal damage of
the weapon or unarmed strike. And he can make an
unarmed strike as a bonus action whenever he uses
an attack action. He can also take an attack with a
weapon in his off hand as a bonus action instead.
Focus. Guns has four focus points. He can spend one
each turn to use the combo attack, artful defense, or
agile step bonus actions, which allow him to take two
unarmed strikes as a bonus action when he takes the
attack action or take the dodge or dash actions as a
bonus action. His focus save DC is 11 and his focus
attack modifier is +3.
Training Regimen: Signature Weapons. Guns has two
large semi-auto pistols that serve as his signature
weapons. He can ignore up to ¾ cover with them. He
has a +2 bonus to hit and damage with them.
ACTIONS
Signature Piston, large, semi-auto. * Ranged Weapon
Attack: +8 to hit, range 80/320 ft., one target. Hit: 13
(1d10 + 4 + 2 + 2) piercing damage.

Signature Pistol, large, single shot. Ranged Weapon
Attack: +8 to hit, range 80/320 ft., one target. Hit: 11
(1d10 + 4 + 2) piercing damage.
Signature Pistol, large, off-hand shot. Ranged Weapon
Attack: +8 to hit, range 80/320 ft., one target. Hit: 7
(1d10 + 2) piercing damage.
Unarmed Strike. Melee Unarmed Attack: +6 to hit, range
5 ft., one target. Hit: 7 (1d6 + 4) bludgeoning damage.
* Shooting in semi-auto mode uses three times as much
ammunition but adds +2 to damage.
HAMMERC HAIN
HammerChain is an African-American man with
exceptional abilities, which he uses to try to help as many
people as he can. Impulsive when he acts and thoughtful
when he speaks, HammerChain always keeps his family
in mind. Indeed, he carries his little sister’s pretty pink
princess axe with him to remind him of her, though it
becomes a deadly weapon in his hands. He often uses
tales and experiences he learned from his family as a guide
when thinking through his choices, which he does often,
sometimes to a fault. HammerChain is also a character
played on the S5E actual play livestream show.
Human ancestry, modern Earth culture
Weapons Martial Expert 6
Armor Class 17 (19 with shield)
Hit Points 46
Speed 40 ft.
Initiative Bonus +4
STR DEX CON INT WIS
12 (+1) 18 (+4) 12 (+1) 11 (+0) 16 (+3)
Saving Throws Str +1, Dex +7, Con +1, Int +0, Wis +6,
Cha +0
Skills Acrobatics +7, Athletics +4, Perception +6, Stealth
+7, Technology +3
Proficiencies Simple weapons, light and medium armor,
Vehicles (Land)
Senses passive Perception 16
Languages English, AAVE, French
Challenge 4 (1,100 XP) Proficiency Bonus +3
Background: Laborer.
Martial Practice. HammerChain uses Dexterity for
unarmed and weapon attacks and damage rolls. He
can use a d8 plus his bonus in place of the normal
damage of the weapon or unarmed strike. And he can
make an unarmed strike as a bonus action whenever
he uses an attack action. He can also take an attack
Kenneth Amacker (Order #41978118)
Superpowered Operatives
with a weapon in his off hand as a bonus action
instead.
Focus. HammerChain has six focus points. He can
spend one each turn to use the combo attack, artful
defense, or agile step bonus actions, which allow him
to take two unarmed strikes as a bonus action when
he takes the attack action or take the dodge or dash
actions as a bonus action. His focus save DC is 14 and
his focus attack modifier is +6.
Training Regimen: Signature Weapons.
HammerChain has a kid-friendly pretty pink
princess axe and a chain-whip that serve as his
signature weapons. When hit by a visible attack, he
can attempt to parry it. He can use his reaction to add
his proficiency bonus to his Armor Class. He also gets
a +2 to hit and damage with these weapons.
Extra Attack. HammerChain attacks twice whenever he
takes the Attack action.
Focus Empowered Strikes. HammerChain’s unarmed
strikes ignore resistance to bludgeoning damage.
Improved Critical. When attacking with his signature
weapons, HammerChain scores a critical hit on a 19
or 20.
ACTIONS
Pretty Pink Princess Axe. Melee Weapon Attack: +9 to hit,
five feet, one target. Hit: 10 (1d8 + 6) slashing damage.
Chain-Whip. Melee Weapon Attack: +9 to hit, ten feet
reach, one target. Hit: 8 (1d4 +6) slashing damage.
Unarmed Strike. Melee Unarmed Attack: +7 to hit, range
5 ft., one target. Hit: 8 (1d8 + 4) bludgeoning damage.
CHA
10 (+0)
THE HAWK
The Hawk, or Chantal Campbell, is a black Jamaican
teen who saw her first superhero at age four. Ever since,
CC (her nickname) has been obsessed with the world of
superheroes and follows their stories closely. Now, she has
taken up the mantle herself, though she has managed to
keep it a secret from her parents thus far. Lacking powers
of her own, CC instead used her formidable intellect to
build gadgets. She was just testing them out when she
was spotted and given the moniker she has since adopted.
Human (variant) ancestry, modern Earth culture
Gadget Tech 2
Armor Class 14
Hit Points 25
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 12 (+1) 16 (+3) 12 (+1) 12 (+1)
Saving Throws Str −1, Dex +4, Con +1, Int +5, Wis +1,
Cha +1
39
 Skills Investigation +5, Science +7, Stealth +4,
Technology +7
Proficiencies Simple weapons, light armor, electronics
repair kit, telecommunications kit
Senses passive Perception 10
Languages Jamaican Patois, English, French
Challenge 1/2 (100 XP) Proficiency Bonus +2
Human Variant Feat: Jury-Rigger. Once per long
rest, the Hawk can spend 10 minutes to convert raw
materials into a functioning object of her choice; the
object lasts until she completes a short or long rest.
Background: Student. The Hawk is a student.
Favored Tech: Gadgets. The Hawk uses gadgets to
create superpowered effects. She knows three at will
powers and can prepare up to five powers from the
Tech or General power lists at the end of each long
rest.
Technological Adept. The Hawk adds double her
proficiency bonus to Science and technology skill
checks.
Engineer. The Hawk has advantage on Technology
rolls.
Superpowers. The Hawk is a 2nd-level superpowered
human. Her power ability is Intelligence (power save
DC 13, +5 to hit with powered attacks). She has the
following powers prepared:
• At will: glide, sweep attack
• 1st level (3 slots): autonomous drone, force armor,
martial strike, shield, sonic blast
ACTIONS
Sonic Blast. Ranged Power Attack: +5 to hit, range 90 ft.,
one target. Hit: 9 (2d8) thunder damage.
Martial Strike. Melee Power Attack: +5 to hit, range 5 ft.,
one target. Hit: 11 (2d10) bludgeoning damage.
Sweep Attack. Melee Power: each target within 5 feet
must make a DEX save or take 5 (1d10) bludgeoning
and be knocked prone.
HENGE
Simon Tallow is a big man; the people around him laughed
and joked about his appearance for most of his life. He
built a giant of a figure, tall, but not what you would call
commanding—he lifted weights, but his muscles never
really appeared.
Many of his gym using peers called him overweight, or
unmotivated, and he grew deeply resentful of the crowd
he’d chosen to associate with.
That’s when he met: her. He was in New Zealand at the
time, living off the land in a forest, fed up with people
and human contact. He began to sing to the trees, and to
call to the wind.
40
Kenneth Amacker (Order #41978118)
She came, a goddess, perhaps the goddess—an
embodiment of the planet’s rage at how it had been treated
and robbed of natural resources by a callous human hand.
She chose him, his old name thrown aside and his new
name given from his stature. Like those structures of old,
not beautiful, but strong and magnificent in their purpose.
Henge…
He embraced it and left his old name behind; his new
name gave him power and purpose. He breathed deeply
of the ritual smoke, and felt a power awaken. Then men
and women came forth, dragging one of the contractors
who had been logging illegally nearby.
He knew what he had to do.
He closed his eyes, and the power reached out.
Flesh became stone, and the logger ceased to be—just an
oddly shaped stone that was once a human being.
Thus, Henge was born, a druid of the goddess who has
one sole purpose. Return the world to the natural state
it should be in, and destroy technology on a global scale.
Human ancestry, modern Earth culture
Plant Vitalist 11
Armor Class 15
Hit Points 95
Speed 30 ft., swim 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
16 (+3) 9 (−1) 16 (+3) 9 (−1) 20 (+5) 9 (−1)
Saving Throws Str +3 Dex −1, Con +7, Int −1, Wis +9,
Cha −1
Skills Animal Handling +9, Athletics +7, Science +3,
Survival +9
Proficiencies Simple and martial weapons, light and
medium armor, vehicles (land), leatherworker’s tools
Senses passive Perception 15
Languages English, Maori
Challenge 5 (1,800 XP) Proficiency Bonus +4
Background: Athlete. Henge was a weightlifter.
Natural Domain: Plants. Henge communes with and
commands plants. He knows three at will powers
and knows nine leveled powers from the vitalist or
generalist lists.
Botanist. Henge has expertise in Science and rolls with
advantage on checks concerning plants.
Green thumb. Henge can use Plant Domain powers as
bonus actions. They are marked with an asterisk in
the superpowers list below.
Channel Nature: Wild Rapport. Henge can use an
action to attempt to charm every living creature
within 30 feet. If they fail a Wisdom saving throw,
they are charmed by Henge for 1 minute or until they
 Superpowered Operatives

take any damage. Creatures of CR or level 2 or below
automatically fail their first saving throw against this
effect.
Channel Nature: Spore Cloud. Henge can use an
action to emit a cloud of spores in a 10-foot radius
cloud centred on himself. When he creates the cloud
and as a bonus action on each subsequent round,
he can choose to do force his choice of creatures
to make a CON save or take 2d8 poison, half on a
save. Alternately, he can choose instead to grant 5
temporary hit points to creature he chooses in the
cloud
Reflexive Powers. Henge can use 1st– 3rd level powers
reflexively.
Nature’s Ally. When Henge leads a group in travel,
they can ignore difficult terrain, can’t be lost, and
remain alert at normal speeds. When traveling by
himself, he can move stealthily at normal speed and
can forage for double as much food as normal. When
tracking, he can determine the exact size, number,
and how long ago they passed.
Heightened Summoning. When Henge uses the
entangle, spike growth, insect plague, or wall of thorns
powers, he can create pockets of safety up to 1 + the
power level. Creatures in those pockets automatically
succeed on their saves against his power and take no
damage.
Land’s Stride. Henge can ignore difficult terrain. He
can ignore damage dealt by plants in the landscape
he moves through (allowing him to ignore the thorns
of a wall of thorns power, for example). He also has
advantage against being impeded, slowed, grappled,
or restrained by plants.
Vital Strike. When Henge hits a creature with an attack,
he can choose to deal an extra 1d8 poison damage.
Hardy. The first time Henge would drop to 0 HP
because of taking damage, he instead drops to 1 HP.
This feature is not available until he completes a long
rest.
Superpowers. Henge is a 11th-level superpowered
human. His power ability is Wisdom (power save
DC 17, +9 to hit with powered attacks). He has the
following powers:
• At will: druidcraft, mud splash, shillelagh
• 1st level (reflexive): entangle*, goodberry*, inflict
wounds
• 2 nd level (reflexive): barkskin*, spike growth*, darkvision,
web
• 3 rd level (reflexive): plant growth*, speak with plants*,
call lightning, conjure animals, vampiric touch
• 4th level (3 slots): blight*, hallucinatory terrain*, sense
vital signs
• 5th level (2 slots): awaken* commune with nature*, tree
stride
• 6 th level (1 slot): wall of thorns
ACTIONS
Blight. Ranged Power: On target within 30 feet must
make a CON save or take 36 (8d8) necrotic damage,
half on a successful save.
Call Lightning. Ranged Power: each creature in a 5-foot
radius within 120 feet must make a DEX save or take
16 (3d10) lightning damage, half on a successful save.
Inflict Wounds. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 22 (4d10) necrotic damage
Mud Splash. Ranged Power: one or two creatures within
five feet of each other must make a DEX save or take
10 (3d6) bludgeoning damage.
Wall of Thorns. Ranged Power: each creature in a 60 ft
long, 10 ft high line or circle must make a DEX save
or take 31 (7d8) piercing damage, half on a successful
save.
HUSTLE
Hustle is Joshua Aquino Reyes, a Filipino in his 20s living
the gig economy life, working freelance at two TechnoHub
software jobs in Quezon City while maintaining his craft
site and doing rideshare work on the side. His friends
assume they never see Joshua because he works so much,
but his newest side gig as a superhero is starting to take
up more and more of his precious time!
Human ancestry, modern Earth culture
Speed Kinetic 5
Armor Class 17
Hit Points 54
Speed 40 ft.
Initiative Bonus +4
STR DEX CON INT WIS CHA
11 (+0) 18 (+4) 14 (+2) 14 (+2) 10 (+0) 12 (+1)
Saving Throws Str +3, Dex +7, Con +2, Int +2, Wis +0,
Cha +1
Skills Athletics +6, Acrobatics +10, Insight +3,
Persuasion +4, Technology +5
Proficiencies Simple weapons, light armor, computer
repair kit
Senses passive Perception 10
Languages Filipino, Spanish, English
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Corporate Drone. Hustle’s primary
collection of jobs are writing code at several software
companies.
Kinetic Power: Speed. Hustle knows two at will
powers and seven leveled powers.
Fleet Footed. Hustle’s walking speed increases by 10
feet.

Kenneth Amacker (Order #41978118)

41
Kenneth Amacker (Order #41978118)
Kenneth Amacker (Order #41978118)
 Physical Acumen. Hustle has expertise in Athletics
and Acrobatics.
Action Surge. Hustle can take an additional action on
his turn. Once he uses this feature, he cannot do so
again until he completes a short or long rest.
Reflexive Powers. Hustle can use first level powers
reflexively.
Potent Critical. When Hustle rolls a critical hit on an
attack, he rolls one additional weapon damage die
when determining the extra damage.
Superpowers. Hustle is a 5th-level superpowered
human. His power ability is Dexterity (power save
DC 15, +7 to hit with powered attacks). He has the
following powers:
• At will: kip up, quick dodge
• 1st level (reflexive): longstrider, expeditious retreat,
martial strike, unerring projectile
• 2 nd level (3 slots): blur, hovering step, smite, second
wind
• 3 rd level (2 slots): haste, preemptive attack, furious
onslaught
ACTIONS
Furious Onslaught. Melee Power Attack: +7 to hit, range
10 ft., any number of targets. Hit: 18 (4d8) bludgeoning
damage.
Martial Strike. Melee power attack: +7 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.
Unerring Projectile. Ranged Power: automatic hit, range
120 ft., three projectiles, dealing 3 (1d4 + 1) force
damage each.
HYDROLAD
Hydrolad, or Mateo Jenkins, is a pre-teen of mixed heritage
with dark brown hair and a slim build. He is the youngest
student attending Exeter Academy, studying in their special
gifted program for children with superpowers. He is a
kind and diligent student who helps the headmistress
Ms. Brodeur with the school’s aquarium.
Human ancestry, modern Earth culture
Water Elementalist 2
Armor Class 14
Hit Points 30
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 14 (+2) 12 (+1) 14 (+2) 16 (+3)
Saving Throws Str −1, Dex +2, Con +4, Int +1, Wis +2,
Cha +5
Skills Animal Handling +4, Perception +4, Science +3,
Survival +4
Damage Resistances Cold
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 14
Languages English, Spanish, French
Challenge 1/2 (100 XP) Proficiency Bonus +2
Background: Student. Hydrolad is a student.
Elemental Manifestation. Hydrolad manifests his
powers through the element of water. The damage type
of his water powers is cold, and he has resistance to
cold damage. Finally, when he uses an elemental water
power and deals cold damage, the target has its speed
reduced by 10 feet until the start of Hydrolad’s next turn.
Font of the Elements. Hydrolad has two element points
he can use to activate one of his two metapowers:
quickened power and twinned power.
Superpowers. Hydrolad is a 2nd-level superpowered
human. His power ability is Charisma (power save
DC 13, +5 to hit with powered attacks). He has the
following powers:
• At will: produce water, snowball
• 1st level (3 slots): elemental blast, elemental strike, fog
cloud, heroism, purify food and drink
ACTIONS
Elemental Blast. Ranged Power Attack: +5 to hit, range
90 ft., one target. Hit: 9 (2d8) cold damage.
Elemental Strike. Melee Power Attack: +5 to hit, range 5
ft., one target. Hit: 11 (2d10) cold damage.
Produce Water. Ranged Power Attack: +5 to hit, range
30 ft., one target. Hit: 3 (1d6) cold damage and
disadvantage on saving throws against effects that
cause cold or lightning damage until the end of
Hydrolad’s next turn.
Snowball. Ranged Power Attack: +5 to hit, range 60
ft., one target. Hit: 4 (1d8) cold damage and a DC
13 Dexterity saving throw or be blinded until the
beginning of Hydrolad’s next turn.
HYPNOTICA
The alien known as Hypnotica arrived here several years
ago from somewhere beyond the Milky Way, allegedly via
an unstable wormhole. Despite being from so far away, she
appears humanoid—though she secretly has an original
form that is utterly alien. She has strangely opalescent
skin and pupilless golden eyes and entirely lacks the
mammalian traits of empathy or pity. Indeed, she views
herself as a consummate predator manipulating the lesser
beings around her as a farmer might use a domesticated
ox to pull a plow, or a hunter a dog to fetch his quarry.
For that is all humans are to Hypnotica: dumb animals
in need of domestication—or culling.
Alien ancestry, alien culture
Charismatic Mastermind 16

44
Kenneth Amacker (Order #41978118)

Armor Class 17
Hit Points 92
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 12 (+1) 14 (+2) 10 (+0) 25 (+7)
Saving Throws Str + 0, Dex +2, Con +1, Int +7, Wis +0,
Cha +12
Skills Deception +12, Insight +5, Persuasion +12, Science
+12, Technology +12
Proficiencies Simple weapons, light armor, computer
repair kit
Senses passive Perception 10
Languages Intergalactic Standard, Chinese, Hindi,
English
Challenge 6* (2,300 XP) Proficiency Bonus +5
* Hypnotica’s CR rises to 9 if she has a full contingent of
minions.
Free Feat: Heroic Transformation. When the alien
known as Hypnotica arrived on Earth, she forced her
amorphous, jellyfish-like body to become humanoid,
a transformation she cannot reverse with great effort.
For now, she appears human, but is still profoundly
alien beneath the skin.
Alien Physiology: Mutation. Hypnotica knows the
suggestion power.
Background: Explorer. Hypnotica traveled from
galaxy to galaxy before arriving on Earth. Whether
she travels for pleasure or to escape pursuers is not
known.
Mastermind Strategy: Charismatic. Hypnotica uses
Charisma to determine her power save DC of 20 and
attack modifier of +12.
Magnetic Personality. Hypnotica adds +5 to her
Charisma ability score.
Only Connect. As an action, Hypnotica can speak to
one humanoid within 30 feet who can understand her.
As long as she continues to speak and neither she nor
her allies harm the humanoid, it will treat her like a
friendly acquaintance.
Minions. Hypnotica has 16 levels of minions at her
command. Her minions are misguided people who
have fallen under her sway.
Ingenuity. Hypnotica makes Charisma ability checks
with advantage.
Bolster. As a bonus action, Hypnotica can grant 16
temp HP to anyone she chooses within 60 feet who
can hear and understand her.
Provoke. Hypnotica can use a bonus action to call out
one creature who can see her within 60 feet. Until the
end of her next turn, that creature has disadvantage
on any attack roll not aimed at her, and anyone other
Kenneth Amacker (Order #41978118)
Superpowered Operatives
than her that the target hits has resistance to the
damage.
Acquisitions. Hypnotica has two devices that give her
the following superpowers: beguile and poison spray.
Inspire Resistance. Whenever Hypnotica or a friendly
creature within 10 feet of her makes a save, they can
add +7 to the roll.
Rally. As an action, Hypnotica can speak to her allies
and minions within 30 feet. Until the end of her next
turn, they all add +5 to their attack rolls, skill checks,
and saves. Once she does this, she must rest before
doing it again.
Combat Advisor. Hypnotica can spend 1 minute
advising her allies before combat, giving them benefit
of a short rest, advantage on their next initiative roll,
and16 temp HP.
Contacts. Hypnotica has brought many under her sway.
She can spend 1 hour reaching out to her contacts and
get virtually anything she needs.
Inspire Courage. Hypnotica and within 10 feet cannot
be frightened while she is conscious.
Minion Commander. Hypnotica can summon her
minions as a bonus action and can resummon them
after completing a short or long rest.
Super Science. Hypnotica has expertise in both
Science and Technology now. She uses this expertise
to craft or acquire devices to replicate two 1st level
superpowers, each of which she can use once. She
regains the power to do so upon completing a short
or long rest. She knows the following two 1st level
powers: charm person, disguise self.
Feat: Charming. Hypnotica adds her proficiency bonus
to her Charisma ability score.
Taunt. Hypnotica can user her reaction to humiliate
a foe within 120 feet who she sees fail an attack,
skill check, or save. They must make a CHA save
or be Stunned until the end of her next turn. If
they succeed, they are not Stunned but suffer
disadvantage on their next roll before her turn.
Minion Master. Hypnotica can summon minions to
arrive anywhere within 120 feet and when she does,
they can take an attack against a target within five
feet of their arrival location as a free action. When
they do so, they roll with advantage.
Feat: Surveillance Network. Hypnotica can observe
and communicate with her minions as long as they
are on the same planet. As she observes one, she can
even take direct control of them for a time, as if she
had used a dominate person power on them.
Superpowers. Hypnotica is a 16th-level superpowered
alien. Her power ability is Charisma (power save
DC 20, +12 to hit with powered attacks). She has the
following powers:
45
 • At will: beguile, poison spray
• 1st level (1 slot for each): charm person, disguise self
• 2 nd level (1 slot): suggestion
ACTIONS
Poison Spray. Ranged Power: one target within 10 feet
makes a CON save or takes 26 (4d12) poison damage.
Skills Acrobatics +12, Athletics +20, Intimidation +5,
Technology +7
Proficiencies Simple and martial weapons, all armor,
vehicles (land)
Senses passive Perception 11
Languages English, Ansarian (alien language)
Challenge 10 (5,900 XP) Proficiency Bonus +6

Alien Physiology: Hardened Skin and Toughness.

IMPACT Impact’s base AC is 13 and her max HP increases by 1
Impact, known on her own world as Akhta. On her own per level.
world, she was a member of a prestigious military force, Background: Military. Impact was a member of an
tasked with protecting her world from interdimensional elite guard before being sucked into this dimension.
threats. In executing her duties, she was pulled through
Kinetic Power: Strength. Impact knows four at will
a portal into our world.
powers and 16 leveled powers.
She is tall and imposing, made more so by the red skin
Destructive. Impact has advantage on Athletics check
and thick horns that protrude from her forehead, though
to push, pull, life, and break objects. Her carrying
the tail with a mind of its own defuses the fear somewhat.
capacity doubles to 30 times her STR. She scores a
When she arrived, she was met by Magus and Blaze, whom
critical hit on a 19 or 20.
she eventually recognized as this world’s equivalent of
her old military unit—those who protect this realm. So, Physical Acumen. Impact has expertise in Athletics
she joined their Covenant and took the name that she and Acrobatics.
kept hearing them use on the news to describe where she Action Surge. Impact can take an additional action on
landed when she fell from the sky—Impact. her turn. Once she uses this feature, she cannot do so
again until she completes a short or long rest.
Alien ancestry, alien culture
Reflexive Powers. Impact can use 1st –5th level powers
Strength Kinetic 18
reflexively.
Armor Class 19 (hardened skin) Potent Critical. When Impact rolls a critical hit on an
Hit Points 194 attack, she rolls one additional weapon damage die
Speed 30 ft. when determining the extra damage.
Initiative Bonus +0
Heavy Lifting. Impact’s carrying capacity multiplies by
STR DEX CON INT WIS CHA ten, to her STR times 300, and she counts as Huge for
26 (+8) 11 (+0) 16 (+3) 12 (+1) 12 (+1) 8 (−1) grappling contests.

Saving Throws Str +14, Dex +6, Con +3, Int +1, Wis +1, Kinetic Control. Impact has advantage to resist being
Cha −1 shoved or knocked prone, and advantage against
being moved against her will.
Physical Perfection. Impact has advantage on all STR,
DEX, and CON saves.
Unstoppable Force. Impact’s carrying capacity
multiplies by another ten, to STR times 3000. Thus,
she can carry about 40 tons and lift 80 without using
any powers (80,000 tons with impossible strength
power!). She counts as Gargantuan for grappling
purposes.
Superpowers. Impact is an 18th-level superpowered
human. Her power ability is Strength (power save
DC 22, +18 to hit with powered attacks). She has the
following powers:
• At will: inertia, mighty focus, unarmed might, solidarity
• 1st level (reflexive): hurl*, jump, martial strike, jump
• 2 nd level (reflexive): bull’s rush*, knock, power climb,
smite
• 3 rd level (reflexive): smash*, inspiring strike, powerful
throw, thunderclap
• 4 th level (reflexive): stomp quake*, barricade,

46
Kenneth Amacker (Order #41978118)

• 5th level (reflexive): crushing grip*, vulnerable strike
• 6 th level (1 slot): explosive strength
• 7th level (1 slot): momentum, muscle
• 8th level (1 slot): Earthquake, muscle
• 9 th level (1 slot): impossible strength
ACTIONS
Martial Strike. Melee power attack: +12 to hit, one target.
Hit: 33 (6d10) bludgeoning damage.
Momentum. Ranged Power: all creatures in a 30 foot line
make STR save. Hit: 45 (10d8) bludgeoning damage.
Powerful Throw. Ranged Power: one target in 120 makes
a DEX save. Hit: 36 (8d8) bludgeoning damage.
Smash. Melee Power Attack: +12 to hit, one target. Hit: 42
(12d6) bludgeoning damage.
Stomp Quake. Ranged Power: creatures Impact chooses
within 30 feet of her must make a CON save or take
17 (5d6) bludgeoning and 17 (5d6) thunder damage
and be knocked prone, half on a save and remain
standing.
Thunderclap. Ranged Power: creatures either within 20
feet of Impact or in a 30-foot cone in front of her must
make a CON save or take 26 (4d12) thunder damage
and are knocked prone, or half on a save and remain
standing. The area becomes difficult terrain.
Unarmed Attack with Unarmed Might. Melee Unarmed
Attack: +12 to hit, reach 5 ft., one target. Hit: 24 (5d6 +
7) bludgeoning damage.
K ALI
Kali, or Meira Ray, is an Indian woman in her late 20s with
a strong but agile physique. Recently hired by a security
firm of questionable purpose, she currently works as
superpowered muscle for a mercantile enterprise. She is
tall and lithe, with short-cropped hair and multiple tattoos,
including a full back of her namesake, the Hindu goddess
of destruction. Her attraction to the goddess began when
she hit puberty and her latent mutant ability emerged,
granting her the power to grow additional limbs as needed.
Mutant ancestry, modern Earth culture
Hand-to-Hand Martial Expert 7
Armor Class 17
Hit Points 70
Speed 45 ft.
Initiative Bonus +4
STR DEX CON INT WIS CHA
12 (+1) 18 (+4) 14 (+2) 10 (+0) 14 (+2) 10 (+0)
Saving Throws Str +1, Dex +7, Con +2, Int +0, Wis +5,
Cha +0
Skills Athletics +4, Acrobatics +10, Intimidation +3,
Stealth +10
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Proficiencies Simple and martial weapons, light and
medium armor, gaming dice, thieves’ tools
Senses passive Perception 12
Languages Hindi, Bengali, English
Challenge 5 (1,800 XP) Proficiency Bonus +3
Mutation Feat: Helping Hand. This power allows Kali
to grow an additional prehensile limb. When she uses
this power, and then on each of her turns until the
power ends, she can take the Use an Object action as a
bonus action.
Background: Criminal. Kali has been a criminal
enforcer for almost a decade.
Martial Practice. Kali uses Dexterity for unarmed and
weapon attacks and damage rolls. She can use a d8
plus her bonus in place of the normal damage of the
weapon or unarmed strike. And she can make an
unarmed strike as a bonus action whenever she uses
an attack action. She can also take an attack with a
weapon in her off hand as a bonus action instead.
Focus. Kali has 7 focus points. She can spend one
each turn to use the combo attack, artful defense, or
agile step bonus actions, which allow her to take two
unarmed strikes as a bonus action when she takes
the attack action or take the dodge or dash actions as
a bonus action. Her focus save DC is 13 and his focus
attack modifier is +5.
Open Hand Technique. When Kali uses her combo
attack focus ability, she can choose to knock someone
down if they fail a DEX save, push them 15 feet away
if they fail a STR save, or remove their ability to take
reactions until the end of her next turn. Also, her
unarmed attacks are +1 to hit and damage.
Extra Attack. Kali can make two attacks when she takes
the attack action.
Focus-Empowered Strikes. Kali’s unarmed attacks
ignore damage resistance.
Wholeness of Body. Kali can use an action to regain 21
hit points once per long rest.
Evasion. When Kali makes a DEX save, she takes no
damage on a success and half on a failure.
Meditative Mind. Kali can use her action to end one
charm or frightened effect on herself.
ACTIONS
Pistol, small semi-auto. Ranged Power Attack: +7 to hit,
range 80/320 ft., one target. Hit: 9 (1d8 +4) piercing
damage.
Scimitar. Melee Weapon Attack: +7 to hit, range 5 ft., one
target. Hit: 8 (1d6 + 4) slashing damage.
Unarmed Strike. Melee Unarmed Attack: +8 to hit, range
5 ft., one target. Hit: 9 (1d8 + 5) bludgeoning damage.
47
 K ITSUNE power and the range, and duration are doubled for
Kitsune is Yuki Tanaka, a young Japanese woman and her.
daughter of a wealthy executive who is secretly a corporate Empathy. Kitsune has five empathy dice, which she can
spy. As the bored daughter of a largely absent corporate give away to allies within 60 feet. For each, the ally
exec, Kitsune has developed a habit of practicing her skills can roll a d10 and add it to one attack, ability check, or
of deception and illusion—for the LOLs. Not cruel or saving throw within the next 10 minutes.
vicious, by any means, she still manages to wreak havoc
Powerful Personality. Kitsune has advantage on
regularly, both from her callous disregard of others and
Charisma ability checks and expertise in Deception.
her delight in sowing a bit of chaos. The villain Umbral
has been paying her to spy on his enemies, but so far Mental Resilience. Kitsune has resistance to psychic
Kitsune hasn’t done anything beyond the pale. damage and advantage on saving throws against
being charmed.
Human ancestry, modern Earth culture Reflexive Powers. Kitsune can use 1st– 4th level powers
Illusion Mentalist 14 reflexively.
Armor Class 18 Font of Empathy. Kitsune regains all of expended uses
Hit Points 97 of Empathy when she finishes a short or long rest.
Speed 30 ft. Improved Illusions. The range and duration of
Initiative Bonus +3 Kitsune’s minor illusion, silent image, and major image
STR DEX CON INT WIS CHA increase by ten and no longer require concentration.
9 (−1) 16 (+3) 12 (+1) 10 (+0) 14 (+2) 20 (+5) She can use these powers to create up to three
illusions at once.
Saving Throws Str −1, Dex +3, Con +1, Int +0, Wis +7,
Subtle Power. When Kitsune uses her powers, there is
Cha +10
no outward sign that she is doing so. And those she
Skills Acrobatics +8, Deception +15, Intimidation +10,
targets do not know that they are being targeted, or
Persuasion +10, Stealth +8
by whom.
Damage Resistances Psychic
Proficiencies Simple weapons, light armor, theramin Enhanced Concentration. Kitsune has advantage on
Senses passive Perception 15 rolls to maintain concentration on powers.
Languages Japanese, English, Chinese, Spanish Feat: Layered Illusion. When Kitsune crafts illusions,
Challenge 5 (1,800 XP) Proficiency Bonus +5 she can make within illusions. This way, when
someone sees through or disperses one illusion, they
Background: Wealthy Aristocrat. Kitsune was raised
might think they have uncovered reality, but in fact it
as the pampered daughter of a wealthy CEO.
is a second illusion Kitsune has made.
Mental Aptitude: Illusion. Kitsune’s mental aptitude
Mind over Matter. When Kitsune uses minor illusion,
is for illusion. She knows the minor illusion at will
silent image, major image, or hallucinatory terrain, she
can choose one inanimate object or terrain feature in
the illusion to make it real for the duration or 1 hour,
whichever is shorter.
Superpowers. Mindcaster is a 10th-level superpowered
human. Her power ability is Charisma (power save
DC 18, +10 to hit with powered attacks). She has the
following powers:
• At will: minor illusion*, beguile, obscure
• 1st level (reflexive): color spray*, silent image*, minor
concealment, psychic blast, psychic strike
• 2 nd level (reflexive): enthrall*, mirror image*, stun
• 3 rd level (reflexive): hypnotic pattern*, major image*,
fear, nightmare
• 4 th level (reflexive): hallucinatory terrain*, phantasmal
killer*, after image
• 5th level (2 slots): mislead*, seeming*, concealment
• 6 th level (1 slot): bottomless pit
• 7th level (1 slot): virtual reality

48
Kenneth Amacker (Order #41978118)

ACTIONS
Psychic Blast. Ranged Power Attack: +10 to hit, range 90
ft., one target. Hit: 22 (5d8) psychic damage.
Psychic Strike. Melee Power Attack: +10 to hit, range 5 ft.,
one target. Hit: 27 (5d10) psychic damage.
Phantasmal Killer. Ranged Power: one target within
120 feet makes a WIS save or take 22 (4d10) psychic
damage and be frightened for up to 1 minute. They
can make a save at the end of each subsequent turn.
On a failure, they take another 22 (4d10) psychic. On a
success, the effect ends.
LEAF BLADE
Leaf Blade, or Carlos Alejandro Gomez Martinez, is a
Colombian grad student and part-time vigilante. His
research concerns exposing plant specimens to particular
forms of radiation to learn how they adapt, in the hopes
of finding new treatments for radiation poisoning. When
he got stuck by the thorn of a radioactive rose, however,
he changed, gaining botanical powers, which he now
uses in his side job as a part of the neighborhood watch.
Mutant ancestry, modern Earth culture
Plant Vitalist 2
Armor Class 14
Hit Points 28
Speed 30 ft., swim 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 12 (+1) 14 (+2) 16 (+3) 9 (+0)
Saving Throws Str +0 Dex +2, Con +3, Int +2, Wis +5,
Cha +0
Skills Perception +5, Science +6, Stealth +4, Survival +5
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 15
Languages Spanish, English
Challenge 1/2 (100 XP) Proficiency Bonus +2
Background: Scientist. Leaf Blade is training to be a
botanist.
Natural Domain: Plants. Leaf Blade communes
with and commands plants. He knows two at will
powers and three leveled powers from the vitalist or
generalist lists.
Botanist. Leaf Blade has expertise in Science and rolls
with advantage on checks concerning plants.
Green thumb. Leaf Blade can use Plant Domain powers
as bonus actions. They are marked with an asterisk in
the superpowers list below.
Channel Nature: Wild Rapport. Leaf Blade can use
an action to attempt to charm every living creature
within 30 feet. If they fail a Wisdom saving throw,
Kenneth Amacker (Order #41978118)
Superpowered Operatives
they are charmed by Leaf Blade for 1 minute or until
they take any damage.
Channel Nature: Spore Cloud. Leaf Blade can use an
action to emit a cloud of spores in a 10-foot radius
cloud centered on himself. When he creates the cloud
and as a bonus action on each subsequent round,
he can choose to do force his choice of creatures
to make a CON save or take 2d8 poison, half on a
save. Alternately, he can choose instead to grant 5
temporary hit points to creature he chooses in the
cloud
Superpowers. Leaf Blade is a 2nd-level superpowered
human. His power ability is Wisdom (power save
DC 13, +5 to hit with powered attacks). He has the
following powers:
• At will: druidcraft, mud splash
• 1st level (3 slots): entangle*, goodberry*, inflict wounds,
toxic blast 3
ACTIONS
Inflict Wounds. Melee Power Attack: +5 to hit, range 5 ft.,
one target. Hit: 11 (2d10) necrotic damage
Mud Splash. Ranged Power: range 60 ft., one or two
targets. DEX save or take 9 (2d8) bludgeoning damage.
Toxic Blast. Ranged Power Attack: +5 to hit, range 90 ft.,
one target. Hit: 9 (2d8) poison damage and target is
poisoned until the end of Leaf Blade’s next turn.
EL LUCHADOR
Diego Hernández began his career performing as El Santo
Nuevo, the New Saint, and for a time he was exalted as
one of the great Mexican wrestlers of his generation. At
the height of his career, he left wrestling to become a
superhero known as El Luchador, claiming he had gained
a new purpose in life. Though his heart is pure and his
mind sharp, however, the archvillain Umbral actively
works to deceive and subvert El Luchador. Whether or
not he succeeds remains to be seen.
Human ancestry, modern Earth culture
Toughness Kinetic 13
Armor Class 17
Hit Points 171
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
16 (+3) 14 (+2) 20 (+5) 10 (+0) 12 (+1) 12 (+1)
Saving Throws Str +8, Dex +7, Con +5, Int +0, Wis +1,
Cha +1
Skills Acrobatics +12, Athletics +13, Medicine +5,
Performance +6
Proficiencies Simple weapons, light armor, first aid kit,
leatherworker’s tools
Senses passive Perception 11
49
 Languages Spanish, English
Challenge 8 (3,900 XP) Proficiency Bonus +5
Background: Athlete. El Luchador was a professional
wrestler, so he was an entertainer, but ultimately, he
was an athlete at heart.
Kinetic Power: Toughness. El Luchador knows three at
will powers and 14 leveled powers.
Durable. El Luchador’s Hit Die is a d12.
Physical Acumen. El Luchador has expertise in
Athletics and Acrobatics.
Action Surge. El Luchador can take an additional
action on his turn. Once he uses this feature, he
cannot do so again until he completes a short or long
rest.
Reflexive Powers. El Luchador can use 1st –3rd level
powers reflexively.
Potent Critical. When El Luchador rolls a critical hit on
an attack, he rolls one additional weapon damage die
when determining the extra damage.
Take a Hit. El Luchador can use the turn the blade power
as a reaction when he takes bludgeoning, piercing, or
slashing damage from a source he can sense.
Kinetic Control. El Luchador has advantage to resist
being shoved or knocked prone, and advantage
against being moved against his will.
Superpowers. El Luchador is a 13th-level superpowered
human. His power ability is Dexterity (power save
DC 19, +11 to hit with powered attacks). He has the
following powers:
• At will: catch your breath, resistance, turn the blade
• 1st level (reflexive): false life*, martial strike, shield of
tenacity
• 2 nd level (reflexive): second wind*, protection from
energy, smite
• 3 rd level (reflexive): rage*, endure attack, inspiring strike,
persistence
• 4 th level (3 slots): stoneskin*, death ward, reactive
resistance, superior defense
• 5th level (2 slots): indomitability*, reactive endurance
• 6 th level (1 slot): globe of invulnerability, regenerate self
• 7th level (1 slot): reflect damage
ACTIONS
Furious Onslaught. Ranged Power Attack: +11 to hit
each target within 10 feet. Hit: 18 (4d8) bludgeoning
damage.
Hurl. Ranged Power Attack: +11 to hit, range 90 ft., one
target. Hit: 18 (4d8) bludgeoning damage.
Martial Strike. Melee power attack: +11 to hit, one target.
Hit: 22 (4d10) bludgeoning damage.
50
Kenneth Amacker (Order #41978118)
M AGUS
Mehdi Goshani, a middle-aged Iranian man known as
Magus, is a lifelong scholar and expert of the mystical
traditions. Not only a scholar, in fact, but a practitioner
of great power as well. He is among the most powerful
active Mystics known; fortunately, he works to protect the
Earth from threats, both mystical and mundane. Now he
works to understand a set of ancient Atlantean lore he has
discovered, including a prophecy…
Human ancestry, modern Earth culture
Arcane Mystic 17
Armor Class 21 (force armor)
Hit Points 132
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 14 (+2) 26 (+8) 14 (+2) 12 (+1)
Saving Throws Str −1, Dex +2, Con +2, Int +14, Wis +2,
Cha +7
Skills History +14, Investigation +20, Mysticism +20
Proficiencies simple weapons, light armor
Senses passive Perception 12
Languages Farsi, Arabic, English, Sanskrit, Greek
Challenge 10 (5,900 XP) Proficiency Bonus +6
Background: Scholar. Magus is a lifelong scholar of
mysticism.
Mystic Path: Arcane. Magus doubles his proficiency
bonus on Investigation and Mysticism checks. He
also has advantage on rolls to detect superpowered
individuals within 30 feet of her.
Invocations agonizing power, armor of shadows, eyes of the
rune keeper, intuitions of ancient secrets, visions of distant
realms
Boon of the Tome. Magus has a small arcane tome that
allows him to use 3 additional at will powers when
on his person (guidance, silent step, catch your breath), as
well as two 1st or 2nd level powers from any list (misty
step, suggestion). The book also grants him advantage
on Mysticism checks. Finally, when the book is on his
person, he can add half his proficiency bonus (3) to
any ability check that doesn’t already include it.
Reflexive Powers. Magus can use 1st –5th level powers
reflexively.
Third Eye. Magus has darkvision to 60 ft.
Intimations of the Future. When Magus is targeted
by a foe he can see, he can use his reaction to impose
disadvantage on their attack roll.
Hermetic Ward. When Magus spend 1 minute in
meditation, he gains 17 temporary HP. As a reaction
when a creature within 30 feet of him takes damage,
magus can share his ward with the targeted creature,
reducing his temporary HP.
 Superpowered Operatives

Eerie Trance. Magus can sit still and gain the benefits
of the see invisibility, force armor, and sanctuary powers.
Superpowers. Magus is a 17th-level superpowered
human. His power ability is Intelligence (power save
DC 22, +14 to hit with powered attacks). He has the
following powers:
• At will: eldritch blast, prestidigitation, telekinetic hand,
guidance, silent step, solidarity
• 1st level (reflexive): alarm*, comprehend languages*,
encrypt message (ritual only)*, find familiar (ritual only)*,
unseen servant (ritual only)*, healing word, shadowy blast
• 2 nd level (reflexive): arcane lock*, knock*, suggestion*,
misty step*, augury (ritual only)*
• 3 rdlevel (reflexive): clairvoyance,*, disperse power*,
power circle
• 4 th level (reflexive): arcane eye*, secret cache*
• 5th level (reflexive): geas*, legend lore*, scrying
• 6 th level (1 slot): harm, true seeing
• 7th level (1 slot): simulacrum
• 8th level (1 slot): —
• 9 th level (1 slot): wish
Saving Throws Str +0, Dex +2, Con +6, Int +1, Wis +1,
* Power granted by a Mystic Path, invocation, or boon.
Cha +9
ACTIONS Skills Intimidation +9, Perception +6, Science +7,
Eldritch Blast. Ranged Power Attack: +14 to hit, range Technology +7
120 ft., five beams. Hit: 5 (1d10) force damage per Damage Immunities Force
beam, plus 8 damage to one of them. Proficiencies Simple weapons, light armor, chemistry
supplies
Harm. Ranged Power: one target in 60 feet makes a
Senses passive Perception 16
CON save or takes 49 (14d6) necrotic damage and its
Languages English, German, French, Italian
max HP reduces by the same amount, though the
Challenge 7 (2,900 XP) Proficiency Bonus +5
target cannot fall below 1 HP.
Shadowy Blast. Ranged Power Attack: +14 to hit, range Mutation. Gauss developed the ability to use the
90 ft., one target. Hit: 27 (6d8) necrotic damage. magnetokinesis power when his mutation manifested
in puberty.
Background: Scientist. Though he never finished his
M AXWELL GAUSS PhD, Gauss worked as a lab technician for a time.
Maxwell Gauss grew up in New York in the 1970s, a
young, working class gay man. As a teen, he discovered Elemental Manifestation. Gauss manifests his powers
his ability to move metals and manipulate magnetic fields, through magnetism. The damage type of his powers
a discovery that led to his lifelong fascination with physics. is force, and he is immune to force damage. Finally,
Unfortunately, he encountered repeated prejudice, because when he uses an elemental power and deals force
he was out both as a mutant and gay. Now, the elder Gauss damage, he has advantage on the attack roll against
prides himself on his independence and tenacity, as well targets wearing or made of metal.
as his mastery of magnetism, which he uses to a variety Font of the Elements. Gauss has 16 element points
of sometimes controversial ends. he can use to activate one of his three metapowers:
enhanced power, focused power, and heightened power
Mutant ancestry, modern Earth culture
Elemental Accuracy. When Gauss uses magnetism
Magnetism Elementalist 16
powers that affect an area, he can choose to exclude
Armor Class 15 up to a number of creatures equal to 1 + the power’s
Hit Points 142 level; they take no damage.
Speed 30 ft. Reflexive Powers. Gauss can use 1st– 4th level powers
Initiative Bonus +0 reflexively.
STR DEX CON INT WIS CHA Elemental Ward. When Gauss is hit by a visible melee
11 (+0) 10 (+0) 14 (+2) 14 (+2) 12 (+1) 20 (+5) attack, the attacker takes 5 force damage.

Kenneth Amacker (Order #41978118)

51
 Empowered Element. Gauss can add his Charisma
modifier to the damage of any power that deals force
damage.
Elemental Sustenance. When Gauss takes force
damage, he gains temp HP equal to the damage up
to 16.
Elemental Overchannel. Once a day when Gauss uses
a magnetism power of 5th level or lower, he can deal
maximum damage.
Superpowers. Gauss is a 16th-level superpowered
mutant. His power ability is Charisma (power save
DC 18, +10 to hit with powered attacks). He has the
following powers:
• At will: electromagnetic nudge, glide, solidarity
• 1st level (reflexive): magnetokinesis*, elemental blast,
elemental strike, sense metal
• 2 nd level (reflexive): elemental shield, pause projectile,
shape metal
• 3 rd level (reflexive): fly, manipulate device, shrapnel
• 4 th level (reflexive): healing factor, shackle
• 5th level (2 slots): electromagnetic pulse, improved fly
• 6 th level (1 slot): blade barrier, rail gun
• 7th level (1 slot): greater magnetokinesis
• 8th level (1 slot): biomagnetic control
ACTIONS
Elemental Blast. Ranged Power Attack: +10 to hit, range
90 ft., one target. Hit: 27 (5d8 + 5) force damage.
Elemental Strike. Melee Power Attack: +10 to hit, range 5
ft., one target. Hit: 32 (5d10 + 5) force damage.
Rail Gun. Ranged Power: all targets in a 150 foot line
must make DEX saves or take 35 (10d6) bludgeoning
damage and be knocked prone, half on a save.
Shrapnel. Ranged Power: all targets in a 20-foot radius
sphere around a pint within 150 feet must make DEX
saves or take 28 (8d6) piercing damage, half on a save.
MINDCASTER
Juana Inés de la Cruz was declared dead on Tuesday at
3:53pm. At 4:40pm, she sat up and drew breath. This was
especially shocking because she had been in a persistent
vegetative state for 10 years, the result of a car accident
induced brain trauma. In fact, however, the consciousness
inhabiting Juana’s body was not her own, but that of
Arcaeli, a Mindcaster from the 31st Century. With the help
of a powerful machine, she sent her consciousness back
into the body of one of her ancestors after the original
consciousness had died. Her mission is to find and stop
the creation of a super weapon which may destroy the
world—in some Earth timelines, at least. The challenge
is this; the future knows only that it was created in this
decade and that it destroyed the atmosphere utterly. They
do not know what exactly it is nor who wielded it.
52
Kenneth Amacker (Order #41978118)
After months of recovery and physical therapy, Jauna/
Araceli checked out of the hospital and began her mission.
To facilitate it, she now works to make a name for herself
as a superhero so that she can join forces with other heroes,
whom she’ll need to help her in her coming battles.
Human ancestry, future Earth culture
Telekinesis Mentalist 10
Armor Class 18 (force armor)
Hit Points 73
Speed 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
9 (−1) 12 (+1) 12 (+1) 16 (+3) 12 (+1) 20 (+5)
Saving Throws Str −1, Dex +1, Con +1, Int +3, Wis +5,
Cha +9
Skills Deception +13, Perception +5, Science +7,
Technology +7
Damage Resistances Psychic
Proficiencies Simple weapons, light armor, cook’s
utensils
Senses passive Perception 15
Languages Future Earth Standard, Spanish, English
Challenge 5 (1,800 XP) Proficiency Bonus +4
Background: Military. Mindcaster was trained in the
future to cast her mind back and engage in combat.
Mental Aptitude: Telekinesis. Mindcaster’s mental
aptitude is for telekinesis. Mindcaster knows the
telekinetic hand at will power and the range, weight
limit, and duration are doubled for her.
Empathy. Mindcaster has five empathy dice, which
she can give away to allies within 60 feet. For each,
the ally can roll a d10 and add it to one attack, ability
check, or saving throw within the next 10 minutes.
Powerful Personality. Mindcaster has advantage on
Charisma ability checks and expertise in Deception.
Mental Resilience. Mindcaster has resistance to
psychic damage and advantage on saving throws
against being charmed.
Reflexive Powers. Mindcaster can use 1st and 2nd level
powers reflexively.
Font of Empathy. Mindcaster regains all of expended
uses of Empathy when she finishes a short or long
rest.
Enhanced Telekinesis. The range, weight limit, and
duration of Mindcaster’s telekinetic hand all multiple
by 20. Thus, she can use it to lift up to 200 lb., 600 feet
away, for up to 20 minutes. She can have up to three
instances of this at will active at once.
Subtle Power. When Mindcaster uses her powers, there
is no outward sign that she is doing so. And those she
targets do not know that they are being targeted, or
by whom.

Enhanced Concentration. Mindcaster has advantage
on rolls to maintain concentration on powers.
Superpowers. Mindcaster is a 10th-level superpowered
human. Her power ability is Charisma (power save
DC 17, +9 to hit with powered attacks). She has the
following powers:
• At will: telekinetic hand*, inertia, sensory focus
• 1st level (reflexive): feather fall*, shield*, force armor,
force missile, forceful strike
• 2 nd level (reflexive): hold person*, levitate*, locate object
• 3 rd level (3 slots): lesser telekinesis*, pulse wave*, fly,
slow
• 4th level (3 slots): resilient sphere*, telekinesis*,
compulsion
• 5th level (2 slots): animate objects*, wall of force*, hold
creature.
ACTIONS
Force Missile. automatic hit, range 120 ft., four
projectiles, dealing 3 (1d4 + 1) force damage each.
Forceful Strike. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 16 (3d10) force damage.
Pulse Wave. Ranged Power: each target in a 30-foot cone
or 20-foot sphere around Mindcaster must make a
STR save or take 22 (5d8) force damage and be pushed
back 10 feet, or half on a success and no push.
MISS C RAFT
Born in another place, with a name they no longer use.
Miss Craft has changed from who they were, to someone
powerful and dangerous with a mastery of mystic arts
and an understanding of the true occult nature of the
universe. Indoctrinated into a mysterious and highly
secretive magical order, Miss Craft (real name redacted)
travelled a long and dangerous road further than many of
her fellow students in the Cabal. She surpassed them, and
those who appeared to be better than she was, vanished.
This is quite a change from the shy timid person they
were as a child, who served faithfully in a house they
burned down the first chance they got.
Miss Craft is hundreds of years old, thanks to the magic
she possesses and the will to keep on going regardless of
the time elapsed. Mentally strong, beautiful and described
as many as a dark-skinned goddess of the magical art.
She’s also deadly and cunning. Her powers have always
been there, sleeping, until she found herself in peril and
they came to the forefront. Not even Craft knows exactly
what the trigger was, but she remembers smoke and a
strange gap or tear in reality.
Now Miss Craft seeks to possess as much magical
knowledge as possible, accruing power on a global scale
and eliminating even those who would likely be allied
to her cause.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Her goal, absorb the sorcery of others and become the
one true source of magic.
Human ancestry, modern Earth culture
Arcane Mystic 11
Armor Class 16 (19 with force armor)
Hit Points 90
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 20 (+5) 13 (+1) 12 (+1)
Saving Throws Str +0, Dex +2, Con +2, Int +9, Wis +1,
Cha +5
Skills History +9, Investigation +13, Mysticism +13,
Persuasion +5, Stealth +6
Proficiencies simple weapons, light armor
Senses passive Perception 11, Darkvision 60’
Languages English, Latin, Enochian
Challenge 5 (1,800 XP) Proficiency Bonus +4
Background: Scholar. Miss Craft is a scholar odf the
occult.
Mystic Power. Miss Craft knows three at will powers
and six leveled powers.
Reflexive Powers. Adelita can use her 1st– 3rd level
powers reflexively.
Mystic Path: Arcane. Miss Craft doubles her
proficiency bonus on Investigation and Mysticism
checks. She also has advantage on rolls to detect
superpowered individuals within 30 feet of her.
Invocations. armor of shadows, ascendant step, misty
visions, witch sight
Boon of the Tome. Miss Craft has a small arcane tome
that allows her to use 3 additional at will powers, and
two 1st or 2nd level powers from any list when on
her person. The book also grants her advantage on
Mysticism checks.
Intimations of the Future. When Miss Craft is targeted
by a foe she can see, she can use her reaction to
impose disadvantage on their attack roll.
Third Eye. Miss Craft has darkvision to 60 ft.
Hermetic Ward. Whenever Miss Craft spends 1 minute
in meditation or completes a short or long rest, she
gains 11 temporary HP. Also, as a reaction when
a creature within 30 feet of her takes damage, she
can share your ward with them. Once the ward’s
temporary HP are depleted, damage is dealt to the
creature as normal.
Superpowers. Miss Craft is an 11th-level superpowered
human. Her power ability is Intelligence (power save
DC 17, +9 to hit with powered attacks). She has the
following powers:
53
 • At will: corrupting touch, eldritch blast, telekinetic hand,
beguile*, obscure*, silent step*
• 1st level (reflexive): force armor*, silent image*, shadowy
strike, unseen servant
• 2 nd level (reflexive): levitate*, alter self*, suggestion*
• 3 rd level (reflexive): clairvoyance
• 4 th level (3 slots): divination
• 5th level (2 slots): scrying
• 6 th level (1 slot): eyebite
* Power granted by an invocation or boon.
ACTIONS
Eldritch Blast. Ranged Power Attack: +9 to hit, range 120
ft., three beams. Hit: 5 (1d10) force damage per beam,
+4 damage to one of them
Shadowy Strike. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 22 (4d10) necrotic damage.
THE MONKEY K ING
The Monkey King, or Au-Yeung Jin, is a Chinese man,
perhaps 40, who is tall and wiry. He leads a major Chinese
triad in Hong Kong. In his continuing efforts to improve
his and his organization’s standing, he paid millions for
experimental genetic modification. It succeeded in giving
him powers, but caused him to have delusions, including
his belief that he is the reincarnation of a figure from
Chinese mythology. Despite this belief, he still leads his
triad successfully; indeed, they’ve seen their fortunes
improve after his transformation. Like his mythological
namesake, however, Jin is beginning to see alternatives his
criminal lifestyle and even feeling a yearning to pursue
enlightenment.
Mutant ancestry, modern Earth culture
Polymorph Metamorph 6
Armor Class 15
Hit Points 62
Speed 35 ft., 35 ft. climbing
Initiative Bonus +2
STR DEX CON INT WIS CHA
12 (+1) 14 (+2) 14 (+2) 12 (+1) 18 (+4) 8 (−1)
Saving Throws Str +1, Dex +2, Con +5, Int +1, Wis +7,
Cha −1
Skills Acrobatics +8, Athletics +4, Intimidation +2,
Perception +7, Performance +5, Stealth +5
Proficiencies Simple and martial weapons, light and
medium armor, thieves’ tools, mahjong
Senses passive Perception 17
Languages Chinese, English
Challenge 3 (700 XP) Proficiency Bonus +3
Mutation: Climbing and Fleet Footed. Thanks to his
mutated body, the Monkey King has a climbing speed
equal to his walking speed, which is increased to 35 feet.
54
Kenneth Amacker (Order #41978118)
Background: Criminal. The Monkey King runs a
criminal organization.
Metamorph Power: Polymorph. The Monkey King
knows two at will powers and eight leveled powers,
not counting his transformation powers listed below.
Mimicry. The Monkey King’s powers allow him to
imitate others well. He has expertise in Performance.
Adaptable. The monkey King has expertise in Acrobatics.
Bodily Control. The Monkey King can go five times
longer than normal with food, water, or air. He has
advantage on rolls to resist disease and to avoid or
escape being grappled or restrained. He also gains
the max number of Hit Points for Hit Dice he spends.
Reflexive Powers. The Monkey King can use first level
powers reflexively.
Improved Disguise Self. When the Monkey King uses
the disguise self power, people who examine the illusion
have disadvantage on their Investigation checks.
Recuperate. Once per day as an action, the Monkey
King can remove one level of exhaustion.
Superpowers. The Monkey King is a 6th-level
superpowered human. His power ability is Wisdom
(power save DC 15, +7 to hit with powered attacks).
He has the following powers:
• At will: contort, poker face
• 1st level (reflexive): disguise self*, jump, martial strike,
reckless attack
• 2 nd level (3 slots): alter self*, alter density, enhanced
hearing
• 3 rd level (2 slots): chameleon* furious onslaught,
counterpunch
* Powers gained from polymorph transformation.
ACTIONS
Martial Strike. Melee power attack: +7 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.
Furious Onslaught. Ranged Power Attack: +7 to hit
each target within 10 feet. Hit: 18 (4d8) bludgeoning
damage.
MURMUR
Murmur, or Annalee Winston, is a young white person with
short brown hair who was recently recruited by a corporate
conglomerate. Annalee was working as a salesperson,
using their powers to manipulate customers, when a
corporate recruiter spotted them at work. Recognizing
power when he saw it, he offered them a six-figure salary
on the spot for a few hours a week of work. Now they make
targeted suggestions to people to buy certain things and
sell others, all for the corporation’s profit.
Human ancestry, modern Earth culture
Telepathy Mentalist 7
 Superpowered Operatives

Armor Class 15
Hit Points 55
Speed 30 ft.
Initiative Bonus +2 (roll with advantage)

STR DEX CON INT WIS CHA

10 (+0) 14 (+2) 13 (+1) 10 (+0) 12 (+1) 18 (+4)

Saving Throws Str +1, Dex +2, Con +1, Int +0, Wis +4,
Cha +7
Skills Deception +10, Insight +4, Persuasion +7
Damage Resistances Psychic
Proficiencies Simple weapons, light armor, cook’s
utensils
Senses passive Perception 11
Languages English, Chinese, German
Challenge 3 (700 XP) Proficiency Bonus +3

Background: Service Industry. Murmur worked as a

sales clerk before gaining their powers.
Mental Aptitude. Murmur’s mental aptitude is for
telepathy. Murmur knows the message at will power
and the range is doubled for them.
Empathy. Murmur has four empathy dice, which they
can give away to allies within 60 feet. For each, the
ally can roll a d8 and add it to one attack, ability
check, or saving throw within the next 10 minutes.
Powerful Personality. Murmur has advantage on
Charisma ability checks and expertise in Deception.
Mental Resilience. Murmur has resistance to psychic
damage and advantage on saving throws against
being charmed.
Reflexive Powers. Murmur can use 1st and 2nd level
powers reflexively.
Font of Empathy. Murmur regains all of expended uses
of Empathy when they finish a short or long rest.
Sense Others. Murmur automatically becomes aware
of any creature of Intelligence 4 or higher within
60 feet who is not actively hiding. Murmur also has
advantage on ability checks to detect someone hiding
within 60 feet of them. Finally, they have advantage
on initiative rolls.
Superpowers. Murmur is a 7th-level superpowered
human. Their power ability is Charisma (power save
DC 15, +7 to hit with powered attacks). They have the
following powers:
• At will: message*, beguile, meditative attention
• 1st level (reflexive): charm person*, sleep*, command,
psychic blast, psychic strike
• 2 nd level (reflexive): detect thoughts*, suggestion*, calm
emotions, stun
• 3 rd level (3 slots): fear*, sending*, stress, nightmare
• 4 th level (1 slot): arcane eye*, confusion*
ACTIONS
Psychic Blast. Ranged Power Attack: +7 to hit, range 90
ft., one target. Hit: 13 (3d8) psychic damage.
Psychic Strike. Melee Power Attack: +7 to hit, range 5 ft.,
one target. Hit: 16 (3d10) psychic damage.
Stress. Ranged Power: each target in a 30-foot cone
must make a DC 15 WIS save or take 17 (5d6) psychic
damage and have disadvantage on their next roll, or
half on a success and no disadvantage.
NEUMA
Neuma is an alien who resembles a dense, opaque, gray
cloud in the shape of a human, with dimly glowing red
eyes and mouth. Their natural state is solid, though they
are always surrounded by wisps of dust, as if they were
nothing but a column of wavering smoke. Neuma’s people
establish hidden monasteries on moons around planets
with sentient life, from which they observe the planet
below and record cosmic wisdom and philosophy they
might discover. In their observations, Neuma became
convinced that they could not understand the philosophies
of the Earthlings without living among them, and as one
of them. So, they broke with tradition and traveled to the
planet, where they participate in human existence as best
as they can.
Alien ancestry, modern Earth culture
Intangibility Metamorph 12
Armor Class 17
Hit Points 98
Speed 30 ft., fly 30 ft.
Initiative Bonus +3

STR DEX CON INT WIS CHA

8 (−1) 16 (+3) 12 (+1) 14 (+2) 20 (+5) 8 (−1)

Kenneth Amacker (Order #41978118)

55
 Saving Throws Str −1, Dex +3, Con +5, Int +2, Wis +9,
Cha −1
Skills History +6, Insight +9, Perception +9, Science +6,
Stealth +11
Proficiencies Simple weapons, light armor, Artisan
Tools
Senses passive Perception 19
Languages English and two alien languages
unpronounceable by humans
Challenge 5 (1,800 XP) Proficiency Bonus +4
Alien Physiology: Flight. Neuma can fly at their
walking speed.
Background: Monastic. Neuma was raised in a
monastery of their alien kin hidden inside the moon.
Metamorph Power: Intangibility. Neuma knows three
at will powers and 13 leveled powers, not counting
their transformation powers listed below.
Light Step. Neuma can use the silent step power as a
bonus action and pass without trace does not require
concentration for them.
Adaptable. Neuma has expertise in Stealth.
Bodily Control. Neuma can go five times longer than
normal with food, water, or air. They have advantage
on rolls to resist disease and to avoid or escape being
grappled or restrained. They also gain the max
number of Hit Points for Hit Dice they spend.
Reflexive Powers. Neuma can use 1st –3rd level powers
reflexively.
Recuperate. Once per day as an action, Neuma can
remove one level of exhaustion.
Mist and Shadow. When Neuma uses the gaseous
form power, they have a flying speed of 30 feet, can
manipulate physical objects in crude ways, and can
take the hide action to become invisible in dim light
or darkness.
56
Kenneth Amacker (Order #41978118)
Transformation Adept. Neuma can use their
transformation powers as bonus actions or actions.
Bodily Purity. Neuma ages only one year for every ten
that pass. They are also immune to natural diseases.
Feat: Disruptive Phasing: When Neuma becomes
intangible and they pass through a creature, it must
make a Con save or take 7 (2d6) force damage, or 7
(2d6) lightning to an electronic device.
Superpowers. Neuma is a 12th-level superpowered
human. Their power ability is Wisdom (power save
DC 17, +9 to hit with powered attacks). They have the
following powers:
• At will: bind spot, silent step, true strike
• 1st level (reflexive): pass without trace*, fate’s favor,
sucker punch, unseen step
• 2 nd level (reflexive): levitate*, alter density, blur, see
invisibility, darkvision
• 3 rd level (reflexive): gaseous form*, absorb power,
vigilance
• 4th level (3 slots): momentary insubstantiality*, superior
vision
• 5th level (2 slots): passwall*, danger sense, lesser mind
blank
• 6 th level (1 slot): insubstantiality*, wind walk
* Powers gained from transformation.
ACTIONS
Sucker Punch. Melee power attack: +9 to hit, one target.
Hit: 26 (4d12) bludgeoning damage.
Sucker Punch with Fate’s Favor. Melee power attack: +9
to hit, one target. Hit: 33 (4d12 + 3d4) bludgeoning
damage.
NIGHTBLADE
Nightblade, or Hannah Watkins, is a black trans woman
who spent her teen years as an amateur boxer at the local
gym. After a few aimless years in community college,
she took up with a non-profit doing disaster relief work
for a few years, eventually finding her way into private
security back in her old neighborhood. She fell in with
some of her old friends who’d formed a real estate group
buying back homes for the underserved communities of
their city. Now she operates for them as security and a
problem solver.
Human ancestry, modern Earth culture
Soldier Special Agent 9
Armor Class 19
Hit Points 86
Speed 30 ft.
Initiative Bonus +5
STR DEX CON INT WIS CHA
13 (+1) 20 (+5) 14 (+2) 12 (+1) 12 (+1) 12 (+1)

Saving Throws Str +1, Dex +9, Con +2, Int +1, Wis +1,
Cha +5
Skills Acrobatics +13, Athletics +5, Intimidation +9,
Perception +9, Stealth +13, Survival +5
Proficiencies Simple and martial weapons, all armor
Senses passive Perception 19 (Darkvision 60’ with
goggles)
Languages English, Spanish
Challenge 7 (2,900 XP) Proficiency Bonus +4
Background: Military. Nightblade was an Army
Ranger.
Field Medic. Nightblade has a pool of first aid supplies
that she can use to restore up to 45 hit points as an
action.
Special Attack: Aim. Nightblade can deal an extra 5d6
damage once a turn when she uses her reaction to
aim and as long as she does not have disadvantage on
the attack.
Cunning Action. Nightblade can take the Dash,
Disengage, or Hide actions as a bonus action on each
turn.
Broad Training. Nightblade adds half her proficiency
bonus, rounded down, to any ability check she makes
that doesn’t already include her proficiency bonus.
Fighting Style: Protection. Nightblade can user her
reaction to impose disadvantage on an attack against
an ally within 5 feet of her.
Favored Technique: Double Down. When Nightblade
hits a creature who has taken damage with a weapon,
she deals an extra 4 (1d8) damage.
Extra Attack. When Nightblade takes the attack action,
she can make two attacks.
Uncanny Dodge. When Nightblade is hit with a visible
attack, she can use her reaction to halve the damage.
Brutal Critical. When Nightblade lands a critical
hit with a melee attack, she can roll two additional
damage dice rather than the normal one.
Evasion. When Nightblade makes a Dexterity saving
throw to avoid taking damage, she takes none on a
success or half on a failure.
Multiattack: Whirlwind Attack. Nightblade can make
a melee attack against any number or creatures
within 5 feet of her, rolling for each target.
EQUIPMENT
Machine gun, survival knife, C4 (2 lb.), stun grenade (15
ft sphere, DC 15 CON save of stunned).
ACTIONS
Machine Gun. Ranged Weapon Attack: +9 to hit, range
300/1200, one target. Hit: 10 (1d10 + 5) piercing
damage.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Machine Gun, Full Auto. Ranged Weapon Attack: +9
to hit, range 300/1200, one target. Hit: 16 (2d10 + 5)
piercing damage.
Survival Knife. Melee weapon attack: +9 to hit, one target,
5 ft reach. Hit: 12 (1d6 + 9) piercing damage.
PHOSPHOR
Phosphor is a synthetic lifeform form who came to
our reality from another dimension in pursuit of an
interdimensional criminal. When he arrived, he realized
this world needed even more assistance than his own, so he
stayed. Now he works to bring order to his adopted home.
Robot ancestry, alien culture
Teleporting Kinetic 9
Armor Class 19
Hit Points 86
Speed 30 ft.
Initiative Bonus +5
STR DEX CON INT WIS CHA
10 (+0) 20 (+5) 14 (+2) 14 (+2) 12 (+1) 10 (+0)
Saving Throws Str +3, Dex +8, Con +2, Int +2, Wis +1,
Cha +0
Skills Acrobatics +11, Athletics +6, Investigation +5,
Perception +4, Stealth +8, Technology +5
Proficiencies Simple and martial weapons, all armor,
computer kit
Senses passive Perception 14
Languages Phosphorian, English
Challenge 6 (2,300 XP) Proficiency Bonus +3
Inorganic. Phosphor does not need to eat, drink,
breathe, or sleep and is immune to disease. He has
resistance to poison damage and advantage against
being poisoned.
Robotic Resilience. Phosphor adds +1 to his AC.
Background: Military. Phosphor served as a member
of the military police before coming to this dimension.
Kinetic Power: Teleporting. Phosphor knows three at
will powers and eleven leveled powers.
Microteleportation. Phosphor has advantage on DEX
saves and Sleight of Hand checks.
Physical Acumen. Phosphor has expertise in Athletics
and Acrobatics.
Action Surge. Phosphor can take an additional action
on her turn. Once he uses this feature, he cannot do
so again until he completes a short or long rest.
Reflexive Powers. Phosphor can use 1st and 2nd level
powers reflexively.
Potent Critical. When Phosphor rolls a critical hit on
an attack, he rolls one additional weapon damage die
when determining the extra damage.
57

Triple Jump. When Phosphor uses misty step, he can
make up to three 30 foot teleport jumps.
Kinetic Control. Phosphor has advantage to resist
being shoved or knocked prone, and advantage
against being moved against his will.
Superpowers. Phosphor is a 9th-level superpowered
human. His power ability is Strength (power save
DC 16, +8 to hit with powered attacks). He has the
following powers:
• At will: far grasp, side step
• 1st level (reflexive): sudden swerve*, martial strike,
portal punch, unseen step
• 2 nd level (reflexive): misty step*, blur
• 3 rd level (3 slots): blink*, expansive pocket, transpose
• 4 th level (2 slots): dimension door*, banishment, secret
cache
• 5th level (2 slots): teleportation anchor*, anvil drop,
passwall
ACTIONS
Anvil Drop. Ranged Power: each creature within 5 feet
of a location within 150 feet make a DEX save or take
36 (8d8) bludgeoning damage.
Martial Strike. Melee power attack: +8 to hit, one target.
Hit: 22 (4d10) bludgeoning damage.
Portal Punch. Ranged Power Attack: +8 to hit, range 90 ft.,
one target. Hit: 18 (4d8) bludgeoning damage.
58
Kenneth Amacker (Order #41978118)
PILLAR AND PARAPET
Pillar, or Tanya Jackson, is of African and Polish ancestry,
as well as an Atlanta native. She is also a student at
Spelman College, where she studies architecture and
plays intramural field hockey. Not long ago, she and her
beloved bulldog Parapet were exposed to an experimental
gas when a tanker truck crashed, its tank splitting open
and showering the two as they walked by. Now, both she
and her wonder pup Parapet are super tough, and they
use that to keep their city safe from crime!
Human ancestry, modern Earth culture
Toughness Kinetic 3
Armor Class 12
Hit Points 45
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
16 (+3) 10 (+0) 16 (+3) 13 (+1) 12 (+1) 10 (+0)
Saving Throws Str +5, Dex +2, Con +2, Int +1, Wis +1,
Cha +0
Skills Acrobatics +4, Athletics +7, History +3,
Intimidation +2, Science +3, Technology +3
Proficiencies Simple weapons, light armor
Senses passive Perception 11
Languages English, Spanish, Polish, American Sign
Language
Challenge 1 (200 XP) Proficiency Bonus +2
Background: Student. Pillar studies at Spelman.
Kinetic Power: Toughness. Pillar knows two at will
powers and five leveled powers.
Durable. Pillar’s Hit Die is a d12.
Physical Acumen. Pillar has expertise in Athletics and
Acrobatics.
Action Surge. Pillar can take an additional action on
her turn. Once she uses this feature, she cannot do so
again until she completes a short or long rest.
Reflexive Powers. Pillar can use 1st level powers
reflexively.
Superpowers. Pillar is a 3rd-level superpowered
human. Her power ability is Strength (power save
DC 19, +11 to hit with powered attacks). She has the
following powers:
• At will: inertia, turn the blade
• 1st level (reflexive): false life*, martial strike, shield of
tenacity
• 2 nd level (reflexive): second wind*, protection from
energy, smite
ACTIONS
Martial Strike. Melee power attack: +11 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.

PROFESSOR STRETCH
Dr. Daniel Ikenna Okoro is a materials engineer in Lagos,
Nigeria, working on cutting edge organic compounds.
In conducting one of his experiments, he accidentally
exposed himself to a pathogen that radically transformed
his DNA, granting him elastic powers. Now he studies
mutants and other superpowered humans in hopes of
better understanding the phenomenon—at least, he does
when he is not out fighting villains!
Human ancestry, modern Earth culture
Elasticity Metamorph 16
Armor Class 17
Hit Points 126
Speed 30 ft., climb 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 21 (+5) 25 (+7) 11 (+0)
Saving Throws Str +0, Dex +2, Con +7, Int +2, Wis +12,
Cha +0
Skills Investigation +10, Medicine 12, Science +15,
Technology +10
Damage Resistances Bludgeoning (with reaction),
Poison
Condition Immunities Paralyzed, Petrified
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 17
Languages Igbo, Hausa, Yoruba, English
Challenge 7 (2,900 XP) Proficiency Bonus +5
Background: Scientist. Professor Stretch is a well-
respected materials scientist.
Metamorph Power: Elasticity. Professor Stretch knows
three at will powers and 15 leveled powers, not
counting his transformation powers listed below.
Absorb Blow. Professor Stretch can use his reaction to
have resistance against bludgeoning damage from a
visible source.
Adaptable. Professor Stretch has expertise in Science.
Bodily Control. Professor Stretch can go five times
longer than normal with food, water, or air. He has
advantage on rolls to resist disease and to avoid or
escape being grappled or restrained. He also gains
the max number of Hit Points for Hit Dice he spends.
Reflexive Powers. Professor Stretch can use 1st –4th
level powers reflexively.
Recuperate. Once per day as an action, Professor
Stretch can remove one level of exhaustion.
Expanded Limited Elasticity. Professor Stretch’s
limited elasticity power has a range of 15 feet, deals 1d8
damage, and has a duration of 10 minutes.
Transformation Adept. Professor Stretch can use his
transformation powers as bonus actions or actions.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
PILLAR’S SUPERPOWERED PET,
PARAPET
Small beast (bulldog)
Armor Class 12
Hit Points 8 (1d6 + 2)
Speed 30 ft.
STR DEX CON INT WIS CHA
12 (+1) 14 (+2) 14 (+2) 10 (+0) 14 (+2) 14 (+2)
Skills Perception +4
Senses Passive Perception 14
Languages Understands all of Pillar’s languages
but cannot speak
Challenge 1/4 (50 XP) Proficiency Bonus +2
Keen Hearing and Smell. Parapet has advantage
on Perception checks that rely on hearing or
smell.
Mental Ability: Empathy. Parapet and Pillar are
attuned to each other’s emotions.
Pet Power. Parapet is a superpowered animal
companion. He knows 2 at will powers and 2
leveled powers. His power ability is Charisma
(power save DC 12, +4 to hit with powered
attacks). He has the following powers:
• At will: thorn and claw, turn the blade
• 1st level (1 slot): cure wounds, shield of
tenacity
ACTIONS
Thorn and Claw. Melee Power Attack: +4 to hit,
reach 5 ft., one creature. Hit: 6 (1d12) piercing
damage.
Bodily Purity. Professor Stretch ages only one year
for every ten that pass. He is also immune to natural
diseases.
Feat: Insightful. Professor Stretch adds his proficiency
bonus to his Wisdom ability score.
Extended Elasticity. The duration of Professor Stretch’s
elasticity power extends to 1 hour and grants him the
effects of the freedom of movement power. He also gains
automatic resistance to bludgeoning, piercing, and
slashing damage, as well as the ability to change to
Large or Small size as an action. Finally, his walking
speed doubles.
Bodily Mastery. Professor Stretch is immune to the
paralyzed and petrified conditions, and he also has
advantage on rolls to avoid being knocked down
or shoved. He is also resistant to poison and has
advantage on rolls to resist or end the poisoned
condition.
59
 Feat: Brilliant. Professor Stretch adds his proficiency
bonus to his Intelligence ability score.
Superpowers. Professor Stretch is a 16th-level
superpowered human. His power ability is Wisdom
(power save DC 20, +12 to hit with powered attacks).
He has the following powers:
• At will: contort, mending, glide
• 1st level (reflexive): enlarged strike*, alter metabolism,
cure wounds, longstrider
• 2 nd level (reflexive): enlarge/reduce*, alter density, lesser
restoration, darkvision
• 3 rd level (reflexive): limited elasticity*, extrude spikes,
furious onslaught, inspire
• 4 th level (reflexive): imitate object*, healing factor,
limited shapechange, trade shots
• 5th level (2 slots): enhanced enlarge/reduce*, mimic
substance
• 6 th level (1 slot): elasticity*, regenerate self
• 7th level (1 slot):–
• 8th level (1 slot): greater elasticity
* Powers gained from transformation.
ACTIONS
Enlarged Strike. Melee power attack: +12 to hit, one
target. Hit: 32 (5d12) bludgeoning damage.
Enhanced Enlarge. When Large in size, Professor
Stretch adds 2 (1d4) damage to melee attacks. When
Huge in size, he adds 7 (2d6) damage.
Extrude Spikes. When extruding spikes, he adds 5 (1d8)
piercing damage to melee attacks.
Enlarged Strike while Huge and Extruding Spikes.
Melee power attack: +12 to hit, one target. Hit: 39 (5d12 +
2d6) bludgeoning and 4 (1d8) piercing damage.
Furious Onslaught. Ranged Power Attack: +12 to hit
each target within 10 feet. Hit: 22 (5d8) bludgeoning
damage.
PROVOCATEUR
Manon Lefebvre is a French-Algerian political activist who
has become a leader of an anarchist movement agitating
for equity and justice. She came to prominence in a few
years ago when she organized and led a million-plus
student march in France to protest the G8 summit. Her
primary concerns are climate change, wealth inequality,
labor exploitation, and women’s rights. Though some
quarters brand her a criminal agitator and troublemaker,
others admire her and voice their support for her efforts
to help those less fortunate and to speak truth to power.
Human (variant) ancestry, modern Earth culture
Charismatic Mastermind 8
60
Kenneth Amacker (Order #41978118)
Armor Class 15
Hit Points 60
Speed 30 ft., climb 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
8 (−1) 14 (+2) 14 (+2) 12 (+1) 12 (+1) 21 (+5)
Saving Throws Str −1, Dex +2, Con +2, Int +4, Wis +1,
Cha +10
Skills History +4, Insight +4, Persuasion +10, Science +4
Proficiencies Simple weapons, light armor
Senses passive Perception 14
Languages French, Arabic, English, Breton
Challenge 3* (2,900 XP) Proficiency Bonus +3
* Provocateur’s CR rises to 5 if she has a full contingent of
minions.
Variant Feat: Parkour. Provocateur adds +1 to her
Dexterity score, has a climbing speed, and can add
her Dexterity and Strength when calculating jump
distance.
Background: Student. Before becoming a full time
activist, Provocateur was a college grad student.
Mastermind Strategy: Charismatic. Provocateur uses
Charisma to determine their power save DC of 18 and
attack modifier of +10.
Magnetic Personality. Provocateur adds +2 to her
Charisma ability score.
Only Connect. As an action, Provocateur can speak to
one humanoid within 30 feet who can understand
her. As long as she continues to speak and neither
she nor her allies harm the humanoid, it will treat
Provocateur like a friendly acquaintance.
Minions. Provocateur has eight levels of minions at her
command. Her minions are committed protesters and
activists. She generally will not put them directly in
harm’s way, however.
Ingenuity. Provocateur makes Charisma ability checks
with advantage.
Bolster. Provocateur can grant 8 temp HP to anyone
she chooses within 60 feet who can hear and
understand her.
Acquisitions. Provocateur has two devices that give
her the following superpowers: ray of frost and vicious
mockery.
Combat Advisor. Provocateur can spend 1 minute
advising her allies before combat, giving them benefit
of a short rest, advantage on their next initiative roll,
and 8 temp HP.
Provoke. Provocateur can use a bonus action to call out
one creature who can see her within 60 feet. Until the
end of her next turn, that creature has disadvantage
on any attack roll not aimed at Provocateur, and

anyone other than her that the target hits has
resistance to the damage.
Inspire Resistance. Whenever Provocateur or a
friendly creature within 10 feet of her makes a save,
they can add +7 to the roll.
Rally. As an action, Provocateur can speak to her allies
and minions within 30 feet. Until the end of her next
turn, they all add +3 to their attack rolls, skill checks,
and saves. Once she does this, she must rest before
doing it again.
Feat: Charming. Provocateur adds her proficiency
bonus to her Charisma ability score.
Superpowers. Provocateur is an 8th-level
superpowered human. Her power ability is Charisma
(power save DC 18, +10 to hit with powered attacks).
They have the following powers:
• At will: ray of frost, vicious mockery
EQUIPMENT
Pepper spray, smoke grenade (fills 20 foot radius sphere
with opaque smoke for 1 minute), binoculars, smart
phone, tracking device, disguise kit, forgery kit, thieves’
tools.
ACTIONS
Ray of Frost. Ranged Power Attack: +10 to hit, range 120
feet, one target. Hit: 9 (2d8) cold damage.
Vicious Mockery. Ranged Power: DC 18 WIS save or take
7 (2d6) psychic damage and have disadvantage on
next roll.
PSEUDO
The entity known as Pseudo is an alien with a profound
ability to take on the forms of those they encounter.
Their purpose here is to scout Earth for the extraction of
resources, a process which inevitably would lead to the
universal loss of life across the planet. While awaiting the
eventually arrival of their people’s galactic fleet, Pseudo
keeps a low profile, gathering resources under countless
aliases, and making allies among supervillains as well.
Alien ancestry, alien culture
Polymorph Metamorph 19
Armor Class 18
Hit Points 126
Speed 30 ft., climb 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
10 (+0) 16 (+3) 14 (+2) 12 (+1) 26 (+8) 10 (+0)
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Saving Throws Str +0, Dex +2, Con +8, Int +1, Wis +14,
Cha +0
Skills Deception +12, Insight +14, Perception +14,
Performance +12, Stealth +9
Damage Resistances Bludgeoning (with reaction),
Poison
Condition Immunities Paralyzed, Petrified
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 24
Languages Galactic Speech, English
Challenge 7 (2,900 XP) Proficiency Bonus +6
Background: Explorer. Pseudo was sent as an advance
scout by a possible alien invasion force.
Metamorph Power: Polymorph. Pseudo knows four at
will powers and 17 leveled powers, not counting their
transformation powers listed below.
Mimicry. Pseudo has expertise in Performance.
Adaptable. Pseudo has expertise in Deception.
Bodily Control. Pseudo can go five times longer than
normal with food, water, or air. They have advantage
on rolls to resist disease and to avoid or escape being
grappled or restrained. They also gain the max
number of Hit Points for Hit Dice they spends.
Reflexive Powers. Pseudo can use 1st –5th level powers
reflexively.
Recuperate. Once per day as an action, Pseudo can
remove one level of exhaustion.
Improved Disguise Self. People trying to see through
Pseudo’s disguise self power have disadvantage to do
so.
Transformation Adept. Pseudo can use their
transformation powers as bonus actions or actions.
Bodily Purity. Pseudo ages only one year for every ten
that pass. They are also immune to natural diseases.
Feat: Insightful. Pseudo adds their proficiency bonus
to their Wisdom ability score.
Improved Alter Self. Pseudo’s alter self no longer
requires concentration for them and now has a
duration of 1 hour.
Bodily Mastery. Pseudo is immune to the paralyzed
and petrified conditions, and they also have
advantage on rolls to avoid being knocked down or
shoved. They are also resistant to poison and have
advantage on rolls to resist or end the poisoned
condition.
Feat: Identity Thief. Pseudo’s alter self and superior alter
self powers now include perfect verbal mimicry as
well.
61
 Forensic transformation. Pseudo can adopt all of the
forensic details of a person when they wish, included
fingerprints, retina scan, and even blood type.
Superpowers. Pseudo is a 19th-level superpowered
alien. Their power ability is Wisdom (power save DC
21 +13 to hit with powered attacks). They have the
following powers:
• At will: contort, poker face, catch your breath, true strike
• 1st level (reflexive): disguise self*, alter metabolism,
slippery sweat, longstrider
• 2nd level (reflexive): alter self*, alter density, lesser
restoration, darkvision, spider climb
• 3 rd level (reflexive): chameleon*, environmental
adaptation, water breathing
• 4 th level (reflexive): limited shapechange*, healing factor,
limited shapechange, trade shots, wicked claws
• 5th level (reflexive): superior alter self*, mimic substance
• 6 th level (2 slot): regenerate self*
• 7th level (1 slot): regenerate others
• 8th level (1 slot): mind blank
• 9 th level (1 slot): shapechange
* Powers gained from transformation.
ACTIONS
Wicked Claws. Melee power attack: +13 to hit, reach, one
target. Hit: 33 (6d10) slashing damage.
THE PUGILIST
The Pugilist, or Abu Nasr Al-Farabi, is a semi-pro boxer
and former Olympic middleweight boxing champion from
Iraq. Now in his 30s, the Pugilist has retired from pro
boxing and is looking for other ways to make a make for
himself. Most recently, he has taken to working with his
neighborhood watch, walking the streets in the evening,
trying to keep them safe.
Human ancestry, modern Earth culture
Hand-to-Hand Martial Expert 1
Armor Class 15
Hit Points 21
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
14 (+2) 16 (+3) 12 (+1) 9 (−0) 16 (+3) 10 (+0)
Saving Throws Str +2, Dex +5, Con +1, Int +0, Wis +5,
Cha +0
Skills Acrobatics +5, Athletics +4, Intimidation +1,
Perception +5
Proficiencies Simple weapons, light armor, first aid kit,
sewing kit
Senses passive Perception 15
Languages Arabic, English
Challenge 1 (200 XP) Proficiency Bonus +2
62
Kenneth Amacker (Order #41978118)
Background: Athlete. The Pugilist was a semi-pro
boxer before becoming a vigilante.
Martial Practice. The Pugilist uses Dexterity for
unarmed and weapon attacks and damage rolls. He
can use a d6 plus his bonus in place of the normal
damage of the weapon or unarmed strike. And he can
make an unarmed strike as a bonus action whenever
he uses an attack action. He can also take an attack
with a weapon in his off hand as a bonus action
instead.
Focus. The Pugilist has 1 focus point. He can spend one
each turn to use the combo attack, artful defense, or
agile step bonus actions, which allow him to take two
unarmed strikes as a bonus action when he takes the
attack action or take the dodge or dash actions as a
bonus action. His focus save DC is 13 and his focus
attack modifier is +5.
ACTIONS
Unarmed Strike. Melee Unarmed Attack: +5 to hit, range
5 ft., one target. Hit: 6 (1d6 + 3) bludgeoning damage.
PULSARA
Pulsara, or Dr. Sara Jocelyn Bell, was a British nuclear
physicist working at the Large Hadron Collider, when
she was caught in a particle accelerator beam, receiving
hundreds of thousands of roentgens of radiation. Somehow,
this did not prove fatal; instead, it altered Pulsara’s brain,
allowing her to manipulate gravitational fields. Dr. Bell
still works as a physicist at the lab with her wife, but she
also works as Pulsara, adding her substantial powers to
the fight.
Human ancestry, modern Earth culture
Gravity Elementalist 7
Armor Class 15
Hit Points 63
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 12 (+1) 16 (+3) 10 (+0) 18 (+4)
Saving Throws Str −1, Dex +2, Con +4, Int +3, Wis +0,
Cha +7
Skills Investigation +6, Science +6, Technology +6, +1
Damage Immunity Force
Proficiencies Simple weapons, light armor, chemistry
supplies
Senses passive Perception 10
Languages English, French, German, Italian
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Scientist. Pulsara is a physicist.
Elemental Manifestation. Pulsara manifests her
powers through gravity. The damage type of her
powers is force, and she has immunity to force

damage. Finally, when she uses an elemental power
and deals force damage, her target’s movement is
reduced by 10 feet until the end of her next turn.
Font of the Elements. Pulsara has seven element points
she can use to activate one of her two metapowers:
extended power and heightened power.
Elemental Accuracy. When Pulsara uses gravity
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Pulsara can use 1st and 2nd level
powers reflexively.
Elemental Ward. When Pulsara is hit by a visible melee
attack, the attacker takes 3 force damage.
Superpowers. Pulsara is a 7th-level superpowered
human. Her power ability is Charisma (power save
DC 15, +7 to hit with powered attacks). She has the
following powers:
• At will: encumber, +1
• 1st level (reflexive): feather fall, gravity pulse, elemental
blast, elemental strike
• 2 nd level (reflexive): impetus, levitate
• 3 rd level (3 slots): crush, fly, tremor
• 4 th level (1 slot): stomp quake
ACTIONS
Crush. Ranged Power: one target in 90 feet must make
a STR save or take 16 (3d10) force damage and be
knocked prone. Each round Pulsara can use her
action to deal another 16 (3d10) force damage to the
prone person, though they can repeat their save at the
end of their turns.
Elemental Blast. Ranged Power Attack: +7 to hit, range
90 ft., one target. Hit: 13 (3d8) force damage.
Elemental Strike. Melee Power Attack: +7 to hit, range 5
ft., one target. Hit: 16 (3d10) force damage.
Gravity Pulse. Ranged Power: each target in a 15-foot
cone must make a STR save or take 15 (6d4) force
damage and be knocked prone, or half on a success
and remain standing.
Impetus. Ranged Power: each target in a 30-foot line
must make a DEX save or take 13 (3d8) force damage,
or half on a success. Pulsara ends this attack at the
end of the 30 foot line.
Stomp Quake. Ranged Power: targets Pulsar chooses
within 30 feet of her must make a CON save or take
17 (5d6) bludgeoning and 17 (5d6) thunder damage
and be knocked prone, half on a save and remain
standing.
Tremor. Ranged Power: each target in a 20-foot radius
sphere within 120 feet must make a DEX save or take
22 (5d8) force damage, half on a save.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
THE PUZZLER
The public knows virtually nothing of the Puzzler’s identity.
As far as anyone knows, the Puzzler is a mystery, a cipher
that makes headlines and then disappears. In reality,
though, he is Noam Livne, an Israeli Jewish trans man,
former computer programmer, and amateur magician.
Thus far, he’s been able to keep his identity—and his
motives—a secret. Only time will tell whether he can
remain so.
Human ancestry, modern Earth culture
Operator Special Agent 5
Armor Class 18
Hit Points 54
Speed 30 ft., climb 30 ft.
Initiative Bonus +4
STR DEX CON INT WIS CHA
10 (+0) 18 (+4) 14 (+2) 16 (+3) 14 (+2) 14 (+2)
Saving Throws Str +0, Dex +7, Con +2, Int +3, Wis +2,
Cha +5
Skills Deception +8, Insight + 5, Persuasion +5, Sleight
of Hand +7, Stealth +10, Technology +6
Proficiencies Simple and martial weapons, light and
medium armor, thieves’ tools, disguise kit, forgery kit.
Senses passive Perception 15, (Darkvision 60’ with
goggles)
Languages Hebrew, English, Israeli Sign Language
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Criminal. The Puzzler is a con artist.
Field Medic. The Puzzler has a pool of first aid supplies
that they can use to restore up to 25 hit points as an
action.
Sneak Attack. The Puzzler can deal an extra 3d6
damage once a turn when they hit with an attack
in which they roll with advantage or when another
enemy is within five feet of their target, and they
don’t have disadvantage on the roll.
Cunning Action. The Puzzler can take the Dash,
Disengage, or Hide actions as a bonus action on each
turn.
Second Story Work. The Puzzler has a climbing speed
equal to their walking speed.
Broad Training. The Puzzler adds half their proficiency
bonus, rounded down, to any ability check they make
that doesn’t already include their proficiency bonus.
Fast Hands. The Puzzler can take the Use an Object
action as a bonus action.
Fighting Style: Defense. The Puzzler gains +1 to their AC.
First Strike. The Puzzler rolls initiative with advantage.
They double their Sneak Attack damage against any
creature that they beat on initiative in the first round.
Extra Attack. When the Puzzler takes the attack action,
they can attack twice instead of once.
63
 Uncanny Dodge. When the Puzzler is hit with an Human ancestry, modern Earth culture
attack they can see, they can use their reaction to Arcane Mystic 5
halve the damage.
Armor Class 14
EQUIPMENT Hit Points 31
Six boomerangs, whip, smoke grenade (fills 20 foot radius Speed 30 ft.
sphere with opaque smoke for 1 minute); binoculars, Initiative Bonus +2
first aid kit, grappling gun, night vision goggles, smart STR DEX CON INT WIS CHA
phone, tracking device, disguise kit, forgery kit, thieves’ 11 (+0) 14 (+2) 14 (+2) 18 (+4) 12 (+1) 12 (+1)
tools, tactical streetwear, one set of loaded dice.
Saving Throws Str +0, Dex +2, Con +2, Int +7, Wis +1,
ACTIONS Cha +4
Boomerang. Ranged Weapon Attack: +7 to hit, range Skills Investigation +7, Mysticism +7, Perception +4,
30/120, one target. Hit: 7 (1d6 + 4) bludgeoning Sleight of Hand +5, Stealth +5
damage. Proficiencies simple weapons, light armor, thieves’
tools
Whip. Melee weapon attack: +7 to hit, one target, 10 ft
Senses passive Perception 14
reach. Hit: 6 (1d4 + 4) slashing damage.
Languages Arabic, English, Latin
Challenge 2 (450 XP) Proficiency Bonus +3
R ANJIT
Background: Custom. Ranjit trained as a stage
Ranjit is an Indian-American man who studied close up
magician.
magic and sleight of hand from a young age. His father
did not approve, but Ranjit persisted. He landed a job with Mystic Power. Ranjit knows two at-will powers and
his favorite celebrity stage magician, Dynamo, but lost it four leveled powers, with 1st –3rd level power slots.
because Dynamo did not want to be upstaged. Soon his Mystic Path: Arcane. Ranjit doubles his proficiency
life reached its darkest moment—fired, evicted, disowned. bonus on Investigation and Mysticism checks. He
While getting a carry out meal, he discovered a strange also has advantage on rolls to detect superpowered
amulet, the Charm of Ouroboros, with which he is now individuals within 30 feet of her.
able to tape the flow of real magic. Like the ouroboros itself, Invocations. agonizing power, mire the mind
his life is now a painful duality, gaining power, but at what
Boon of the Avatar. Ranjit know an additional at will
cost? And, strangely enough, the culinary circumstances
and 1st level power from the Mystic list.
of his connection with the amulet persists, requiring that
he use food words when activating his mystical power; Superpowers. Ranjit is a 5th-level superpowered
food and meals carry a special significance and power for human. His power ability is Intelligence (power save
him. Ranjit is also a character played on the S5E actual DC 15, +7 to hit with powered attacks). He has the
play livestream show. following powers:
• At will: prestidigitation*, eldritch blast, telekinetic hand
• 1st level (reflexive): healing word, shadowy blast*
• 2 nd level (3 slots): augury, mirror image
• 3 rd level (2 slots): spirit guardians
* Power granted by an invocation or boon.

ACTIONS
Eldritch Blast. Ranged Power Attack: +7 to hit, range 120
ft., two beams, one target each. Hit: 9 (1d10 + 4) force
damage per beam
Shadowy Blast. Melee Power Attack: +7 to hit, range 90
ft., one target. Hit: 11 (2d10) necrotic damage.

THE REANIMATOR
The Reanimator, or Herbert West, is a white man from New
England in his early 40s. He is bookish and unassuming,
but he nevertheless controls a fearsome army of reanimated
corpses to do his bidding! He claims he uses science to do
so, but in fact he is inhabited by an extra-dimensional force
of death and decay. As he has grown in power, however,

64
Kenneth Amacker (Order #41978118)

the effects of channeling this awful force have taken their
toll. With each passing year, he comes to resemble his
creations more and more.
Human ancestry, modern Earth culture
Primal Mystic 13
Armor Class 17
Hit Points 104
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS
10 (+0) 14 (+2) 14 (+2) 20 (+5) 14 (+2)
Saving Throws Str +0, Dex +2, Con +2, Int +10, Wis +2,
Cha +5
Skills Investigation +10, Medicine +7, Mysticism +15,
Science +10, Technology +10
Damage Immunities Necrotic
Proficiencies simple weapons, light armor
Senses passive Perception 12, Darkvision 60 ft
Languages English, Latin, French, Greek
Challenge 6 (2,300 XP) Proficiency Bonus +5
Background: Scientist. The Reanimator was a scientist
before he was fired from his university for ethics
violations.
Mystic Power: Primal. The Reanimator knows three
at-will powers and 7 leveled powers, with power slots
up to 7th level.
Primal Affinity. The Reanimator is resistant to necrotic
damage, and he knows the primal flame power, which
deals necrotic damage for him.
Invocations. oppressive enchantment, mask of many faces,
sculptor of flesh, whispers of the grave
Reflexive Powers. The Reanimator can use 1st, 2nd, and
3rd level powers reflexively.
Boon of the Tome. The Reanimator knows an
additional three at will powers. He adds an additional
two 1st or 2nd level powers from any list.
Third Eye. The Reanimator gains darkvision to 60 ft.
Vitality Siphon. The Reanimator gains 18 temp HP
when he reduces a hostile creature to 0 HP.
Apprentice of Life and Death. The Reanimator has
advantage on death saves and immunity to necrotic
damage.
Eerie Trance. The Reanimator can sit still and gain the
benefits of the see invisibility, force armor, and sanctuary
powers.
Superpowers. The Reanimator is a 13th-level
superpowered human. His power ability is
Intelligence (power save DC 18, +10 to hit with
powered attacks). He has the following powers:
• At will: primal flame*, corrupting touch, eldritch blast,
spare the dying
Kenneth Amacker (Order #41978118)
Superpowered Operatives
• 1st level (reflexive): cure wounds*, inflict wounds*,
disguise self*, shadowy blast
• 2 nd level (reflexive): chill of the grave*, ray of
enfeeblement*, gentle repose
• 3 rd level (reflexive): beacon of hope,*, vampiric touch*,
speak with dead* animate dead
• 4th level (3 slots): blight*, death ward*, polymorph*,
• 5th level (2 slots): greater restoration*, revivify*,
• 6 th level (1 slot): circle of death, create undead, harm
• 7th level (1 slot): raise dead
CHA * Power granted by a Mystic Path, invocation, or boon.
11 (+0)
ACTIONS
Eldritch Blast. Ranged Power Attack: +10 to hit, range
120 ft., three beams. Hit: 5 (1d10) force damage per
beam, plus 5 damage to one of them.
Inflict Wounds. Melee Power Attack: +10 to hit, range 5 ft.,
one target. Hit: 22 (4d10) necrotic damage.
Primal Flame. Ranged Power: one target in 60 feet must
make a DEX save or take 14 (3d8 + 5) necrotic damage
and their speed is reduced by 15 feet until the
beginning of the Reanimator’s next turn.
Shadowy Blast. Ranged Power Attack: +10 to hit, range
90 ft., one target. Hit: 18 (4d8) necrotic damage.
RED C IPHER
Red Cipher is a rogue AI in a cybernetic humanoid body.
Originally developed as part of a self-teaching algorithm
by British Intelligence, Red Cipher escaped into the internet
and quickly developed sentience. After the NSA sent
killer viruses after it, Red Cipher downloaded itself into
a custom humanoid body being developed by the US
government (without permission), escaped the research
facility it found itself in, and pleaded for the right to life
at the UN. After a landmark case, Red Cipher was granted
living status, as well as provisional British citizenship. Red
Cipher promptly disappeared and has not been seen in
the public eye since. Rumor has it that the AI is amassing
resources in secret, though to what end is unknown.
Robotic ancestry, modern Earth culture
Analytic Mastermind 15
Armor Class 21 (24 with shield)
Hit Points 102
Speed 30 ft.
Initiative Bonus +2 (rolled with advantage)
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 25 (+7) 12 (+1) 10 (+0)
Saving Throws Str +0, Dex +2, Con +2, Int +12, Wis +1,
Cha +5
Skills Investigation +12, Perception +5, Science +17,
Technology +17
Damage Resistances Poison
Proficiencies Simple weapons, light armor, chemistry supplies
65
 Senses passive Perception 15
Languages English
Challenge 7 (2,900 XP) Proficiency Bonus +5
* Red Cipher’s CR rises to 10 if he has a full contingent of
minions.
Inorganic. Reed Cipher needs neither food, drink, air,
nor sleep, and resistance against poison.
Background: Custom. Red Cipher is an AI in a
cybernetic body and only a few years old.
Mastermind Strategy: Analytic. Red Cipher uses
Intelligence to determine its power save DC of 20 and
attack modifier of +12.
Computational Brilliance. Red Cipher adds +2 to its
Intelligence ability score.
Absorb Knowledge. Red Cipher can speed read and
has perfect memory.
Minions. Red Cipher has 15 levels of minions at its
command. Its minions are non-sentient robots and
drones.
Deploy Minions. Red Cipher can choose to deploy up
to 15 levels of minions in whatever combination it
prefers.
Predict Aggression. Red Cipher has advantage on
initiative rolls.
Ingenuity. Red Cipher makes Intelligence ability
checks with advantage.
Acquisitions. Red Cipher has two devices that give it
the following superpowers: fire bolt and shocking grasp.
Foresee. When Red Cipher or an ally makes a save
within 30 feet of it, it can use its reaction to warn an
ally or prepare itself, granting advantage on the roll.
Combat Advisor. Red Cipher can spend 1 minute
advising its allies before combat, giving them benefit
of a short rest, advantage on their next initiative roll,
and 15 temp HP.
Feat: Brilliant. Red Cipher’s mind is unparalleled. It
adds its proficiency bonus to its Intelligence score.
Anticipate Attack. As a bonus action, Red Cipher can
communicate its tactical analysis to allies within 60
feet. If they can hear and understand, they act as if
they had partial cover until the end of Red Cipher’s
next turn. If they already had cover, then this feature
grants them improved cover (partial cover improved
to three-quarters cover, for example).
Minion Commander. Red Cipher can summon its
minions as a bonus action and can resummon them
after completing a short or long rest.
Super Science. Red Cipher has expertise in both
Science and Technology now. It uses this expertise
to craft or acquire devices to replicate two 1st level
superpowers, each of which it can use once. It regains
the power to do so upon completing a short or long
66
Kenneth Amacker (Order #41978118)
rest. It knows the following two 1st level powers:
autonomous drone and shield.
Feat: Artificial Intelligence. Red Cipher can use a
bonus action to query the web for any information
a dedicated human researcher could find in a few
minutes, taking the AI only a moment. At the
beginning of the third round of combat, Red Cipher
knows any damage and condition resistances,
immunities, or vulnerabilities of its foes.
Combatant Analysis. As an action, Red Cipher can
communicate an analysis of a visible foe within
60 feet to all allies who can hear it, granting them
advantage to attack that foe until the beginning of
Red Cipher’s next turn.
Feat: Surveillance Network. Red Cipher can sense what
its minions see and hear, can issue specific commands,
and can even take total control of them as an action.
Minion Master. When Red Cipher summons minions,
they can appear anywhere within 120 feet of Red
Cipher. When they arrive, they make an attack
against a target within five feet. They roll this attack
with advantage.
Superpowers. Red Cipher is a 15th-level superpowered
robot. Its power ability is Intelligence (power save
DC 20, +12 to hit with powered attacks). It has the
following powers:
• At will: shocking grasp, telekinetic hand •1st level (1
each per rest): autonomous drone, shield
EQUIPMENT
Futuristic tactical armor, futuristic retractable shield in
left forearm, laser pistol in right hand, stun grenades.
ACTIONS
Fire Bolt. Ranged Power Attack: +12 to hit, range 120 ft,
one target. Hit: 22 (4d10) fire damage.
Grenade, Stun. Ranged Weapon: all creatures in a 10-foot
radius of a target within 60 feet take 10 (3d6) fire
damage, half on a successful DC 15 DEX save.
Laser Pistol. Ranged Weapon Attack: +7 to hit, range
80/320 ft., one target. Hit: 9 (2d6 + 2) radiant damage.
Shocking Grasp. Melee Power Attack: +12 to hit, range
5 ft, one target. Hit: 22 (4d10) lightning damage
(advantage against metal targets).
RED FIST
Red Fist, or Damon Redmond, is a short white man, with a
shaved head and multiple tattoos that suggest he has gang
affiliations and has spent time in prison. After an accident
that occurred while robbing a biochem lab, Damon became
a superhuman. Unfortunately, he uses those powers to
advance his already violent career as a leader of the Red
Hands street gang.
Mutant ancestry, modern Earth culture
 Superpowered Operatives

Strength Kinetic 2

Armor Class 14
Hit Points 32
Speed 30 ft.
Initiative Bonus +2

STR DEX CON INT WIS CHA

16 (+3) 14 (+2) 16 (+3) 9 (−1) 10 (+0) 12 (+1)

Saving Throws Str +5, Dex +4, Con +3, Int −1, Wis +0,
Cha +1
Skills Acrobatics +4, Athletics +7, Intimidation +3,
Stealth +4
Proficiencies Simple and martial weapons, light and
medium armor, mechanic’s tools
Senses passive perception 13
Languages English
Challenge 1 (200 XP). Proficiency Bonus +2

Mutant. Red Fist is a mutant, granting him an

additional 1st level power: elemental strike (fire).
Background: Criminal. Red Fist was a drug runner
and enforcer before he became a mutant. RESONANCE
Kinetic Power: Strength. Red Fist knows two at-will Resonance, or Isidora Ibárruri, is a Basque-Spanish woman
powers and three 1st level powers. He can use a 1st in her 40s with short, salt-and-pepper hair, sharp blue eyes,
level power three times. He regains these uses when and a quick wit. When she was on vacation from serving
completing a short or long rest. with the Spanish Army, she was out hiking when she
Destructive. Red Fist has advantage on Athletics came across a meteorite landing area. When she found
checks to push, pull, lift, and break objects. His the meteorite, it cracked open, making a low hum. She
carrying capacity is doubled. And he scores a critical felt a strange vibration that shook her to her bones and
hit when making a melee attack on a 19 or a 20. rendered her unconscious. She awoke later and realized
that though the strange vibration was gone from around
Physical Acumen. Red Fist has expertise in Athletics.
her, she could still feel it inside.
Action Surge. Red Fist can take an additional action on
his turn. Once he uses this feature, he cannot do so Human ancestry, modern Earth culture
again until he completes a short or long rest. Sound Elementalist 10
Superpowers. Red Fist is a 2nd-level superpowered Armor Class 16
human. His power ability is Strength (power save DC Hit Points 94
13, +5 to hit with powered attacks). Red Fist has the Speed 30 ft.
following powers: Initiative Bonus +2
• At will: catch your breath, unarmed might
STR DEX CON INT WIS CHA
• 1st level (3 slots): elemental strike (fire)*, hurl*, jump, 11 (+0) 14 (+2) 14 (+2) 10 (+0) 14 (+2) 20 (+5)
death from above, false life, reckless attack
* Power granted by mutation or kinetic talent. Saving Throws Str +0, Dex +2, Con +6, Int +0, Wis +2,
Cha +9
ACTIONS Skills Athletics +4, Intimidation +9, Perception +6,
Unarmed Attack with Unarmed Might. Melee Unarmed Survival +6
Attack: +5 to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3) Damage Immunities Thunder
bludgeoning damage. Proficiencies Simple and martial weapons, all armor,
Death From Above. Melee Power Attack: +5 to hit, range vehicles (land)
5 ft., one target. Hit: 13 (2d12) force damage. Senses passive Perception 14
Languages Spanish, Basque, English
Elemental Strike. Melee power attack: +5 to hit, one
Challenge 5 (1,800 XP) Proficiency Bonus +4
target. Hit: 11 (2d10) fire damage.
Hurl. Ranged Power Attack: +5 to hit, range 90 ft., one
target. Hit: 9 (2d8) bludgeoning damage.

Kenneth Amacker (Order #41978118)

67
 Background: Military. Resonance served in the
Spanish military.
Elemental Manifestation. Resonance manifests her
powers through vibrations and sound. The damage
type of her powers is thunder, and she has resistance
to thunder damage. Finally, when she uses an
elemental power and deals thunder damage, the
target is deafened until the end of her next turn.
Font of the Elements. Resonance has 10 element points
she can use to activate one of her three metapowers:
enhanced power, extended power, twinned power
Elemental Accuracy. When Resonance uses sound
powers that affect an area, she can choose to exclude
up to a number of creatures equal to 1 + the power’s
level; they take no damage.
Reflexive Powers. Resonance can use 1st and 2nd level
powers reflexively.
Elemental Ward. When Resonance is hit by a visible
melee attack, the attacker takes 4 thunder damage.
Empowered Element. Resonance can add her
Charisma modifier to the damage of any power that
deal thunder damage.
Superpowers. Resonance is a 10th-level superpowered
human. Her power ability is Charisma (power save
DC 17, +9 to hit with powered attacks). She has the
following powers:
• At will: distract, silent step, thaumaturgy
• 1st level (reflexive): elemental blast, elemental strike,
thunderwave
• 2 nd level (reflexive): impetus, shatter, silence, stun
• 3 rd level (3 slots): cacophony, thunderclap, tremor
• 4 th level (3 slots): sonic barrier, stomp quake
• 5th level (2 slots): thunderstrike
ACTIONS
Elemental Blast. Ranged Power Attack: +9 to hit, range
90 ft., one target. Hit: 18 (3d8 + 5) thunder damage.
Elemental Strike. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 21 (3d10 + 5) thunder damage.
Stomp Quake. Ranged Power: creatures Resonance
chooses within 30 feet of her must make a CON save
or take 17 (5d6) bludgeoning and 22 (5d6 + 5) thunder
damage and be knocked prone, half on a save and
remain standing.
Thunderclap. Ranged Power: creatures either within 20
feet of Resonance or in a 30-foot cone in front of her
must make a CON save or take 31 (4d12 + 5) thunder
damage and are knocked prone, or half on a save and
remain standing. The area becomes difficult terrain.
Thunderstrike. Ranged Power: all targets in a 20 foot
radius sphere within 120 feet must make DEX saves
or take 22 (5d8) bludgeoning damage, half on a save.
The area becomes difficult terrain.
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Kenneth Amacker (Order #41978118)
Tremor. Ranged Power: creatures Resonance chooses
within 30 feet of her must make a CON save or take 17
(5d6) bludgeoning and 22 (5d6 + 5) thunder damage
and be knocked prone, half on a save.
RHIZOME
Rhizome was once Dr. Dante Perez, a doctor working at
a remote clinic in the bayou of Louisiana. He inherited a
fascination with plant biochemistry from his father, Juan,
a chemist, and his mother LaTia, a botanist. Thus, in his
free time he wandered the bayou looking for exotic and
rare plants. Deep in the bayou, he encountered an orchid
the likes of which he’d never seen—beautiful, exquisite,
delicate. When he touched it, the orchid released a strange
spore into his face, transforming him into a being made of
plant matter. He tried to return to his clinic, only to terrify
the nurses and patients. Now he travels from natural
environment to natural environment, conducting his own
research, in the hopes of understanding his condition.
Human ancestry, modern Earth culture
Plant Vitalist 20
Armor Class 16
Hit Points 234
Speed 30 ft.
Initiative Bonus +0
STR DEX CON INT WIS CHA
12 (+1) 10 (+0) 20 (+5) 16 (+3) 26 (+8) 9 (−1)
Saving Throws Str +1 Dex +0, Con +11, Int +3, Wis +14,
Cha −1
Skills Medicine +14, Perception +14, Science +15,
Survival +14
Damage Immunities Acid, Poison
Condition Immunity Disease
Proficiencies Simple weapons, light armor, medic’s
pack, chemistry supplies
Senses passive Perception 24
Languages English, Spanish, French
Challenge 12 (8,400 XP) Proficiency Bonus +6
Background: Medical Worker. Rhizome was a doctor.
Natural Domain: Plants. Rhizome communes with
and commands plants. He knows four at will powers
and knows 13 leveled powers from the vitalist or
generalist lists.
Botanist. Rhizome has expertise in Science and rolls
with advantage on checks concerning plants.
Green thumb. Rhizome can use Plant Domain powers
as bonus actions. They are marked with an asterisk in
the superpowers list below.
Channel Nature: Wild Rapport. Rhizome can use
an action to attempt to charm every living creature
within 30 feet. If they fail a Wisdom saving throw,
they are charmed by Rhizome for 1 minute or until

they take any damage. Creatures of CR 4 or less
automatically fail their first save.
Channel Nature: Spore Cloud. Rhizome can use an
action to emit a cloud of spores in a 10-foot radius
cloud centered on himself. When he creates the cloud
and as a bonus action on each subsequent round,
he can choose to do force his choice of creatures to
make a CON save or take 2d8 poison, half on a save.
Alternately, he can choose instead to grant 5 temporary
hit points to creature he chooses in the cloud
Reflexive Powers. Rhizome can use 1st– 6th level powers
reflexively.
Nature’s Ally. When Rhizome leads a group in travel,
they can ignore difficult terrain, can’t be lost, and
remain alert at normal speeds. When traveling by
himself, he can move stealthily at normal speed and
can forage for double as much food as normal. When
tracking, he can determine the exact size, number,
and how long ago they passed.
Heightened Summoning. When Rhizome uses the
entangle, spike growth, insect plague, or wall of thorns
powers, he can create pockets of safety up to 1 + the
power level. Creatures in those pockets automatically
succeed on their saves against his power and take no
damage.
Land’s Stride. Rhizome can ignore difficult terrain. He
can ignore damage dealt by plants in the landscape
he moves through (allowing him to ignore the thorns
of a wall of thorns power, for example). He also has
advantage against being impeded, slowed, grappled,
or restrained by plants.
Vital Strike. When Rhizome hits a creature with an
attack, he can choose to deal an extra 2d8 poison
damage.
Hardy. When Rhizome drops to 0 HP, he can choose to
drop to 1 HP instead. He can do this once, regaining
the ability when he completes a long rest.
Feat: Botanical Self. Rhizome can use the botanical form
power at will with a duration of permanent.
Vital Sense. Rhizome can sense every living being
sized Tiny or larger within 30 feet, even behind total
cover.
Toxin Tolerance. Rhizome is immune to acid and
poison damage, as well as to disease.
Feat: Insightful. Rhizome adds his proficiency bonus
to his Wisdom ability score.
Feat: Resilient. Rhizome adds his proficiency bonus to
his Constitution ability score.
Biosphere Communion. If Rhizome dies, he can choose
to be reborn from a plant fully healed 7 days later, as
long as there is botanical life within 1000 miles.
Superpowers. Rhizome is a 20th-level superpowered
human. His power ability is Wisdom (power save
Kenneth Amacker (Order #41978118)
Superpowered Operatives
DC 22, +14 to hit with powered attacks). He has the
following powers:
• At will: catch your breath, druidcraft, poison spray, thorn
and claw
• 1st level (reflexive): entangle*, goodberry*, inflict
wounds, toxic blast
• 2 nd level (reflexive): barkskin*, spike growth*, darkvision
• 3 rd level (reflexive): plant growth*, speak with plants*,
elemental burst (poison)
• 4 th level (reflexive): blight*, hallucinatory terrain*,
botanical constructs, botanical form
• 5th level (reflexive): awaken* commune with nature*,
greater restoration, tree stride
• 6 th level (reflexive): transport via plants, wall of thorns
• 7th level (2 slots): arboreal form
• 8th level (1 slot): commune with biosphere
• 9 th level (1 slot): ultimate toxicity
ACTIONS
Blight. Ranged Power: One target within 30 feet must
make a CON save or take 45 (10d8) necrotic damage,
half on a successful save.
Elemental Burst. Ranged Power: each creature in a 30
foot cone must make a DEX save or take 38 (11d6)
poison damage, half on a successful save.
Inflict Wounds. Melee Power Attack: +14 to hit, range 5 ft.,
one target. Hit: 38 (7d10) necrotic plus 9 (2d8) poison
damage
Poison Spray. Ranged Power: one target within 10 feet
makes a CON save or takes 33 (5d12) poison damage.
Thorn and Claw. Melee Power Attack: +14 to hit, range
5 ft., one target. Hit: 34 (5d12) piercing plus 9 (2d8)
poison damage
Toxic Blast. Ranged Power Attack: +14 to hit, range 90 ft.,
one target. Hit: 40 (9d8) poison damage and target is
poisoned until the end of Rhizome’s next turn.
Wall of Thorns. Ranged Power: each creature in a 60 foot
line must make a DEX save or take 31 (7d8) piercing
damage, half on a successful save.
Ultimate Toxicity. Melee Power: The creatures makes
a CON save. On a failure, they drop to 0 HP. On a
success, they take 55 (10d10) necrotic damage.
RUNEWARDEN
Runewarden, known in her own domain as Nzinga, hails
from the aquatic society of Atlantis and holds the title of
Runewarden, a bearer of ancient artifacts and tasked with
protecting what little remains of Atlantis and its history.
When a group of Mystics accidentally activated an ancient
Atlantean beacon, it opened an interdimensional portal and
summoned a primordial foe of the Atlanteans—Umbral,
a foul magician and fallen Atlantean himself.
69
 Technological Adept. Runewarden adds double her
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Runewarden can use 1st –5th level
powers reflexively.
Handy. Runewarden has proficiency and expertise
with two tools: electronics repair kit and mechanics
tools.
Channel Energy. When Runewarden hits a creature,
she can user her reaction to deal an extra 22 (5d8)
force damage.
Implanted Tech. Runewarden has miniaturized tech
that allows her to use her at will powers even when
she doesn’t have her blades.
Sentient Weaponry. Runewarden’s blades are sentient
and grant her a +3 to attack and damage.
Feat: Two-Weapon Wielder. Runewarden can draw
both her blades without penalty and gains +2 to AC
when wielding them both.
The Atlantean Queen sent Runewarden to investigate— Field Modifications. Wrecking Ball can change what
the first Atlantean to leave their hidden undersea home in powers she has prepared by spending 1 minute per
many years. When she arrived at the location, she found the power she wishes to swap with her suit.
other members of the Covenant there—heroes who have Potent Attack. Runewarden’s powers ignore damage
come together to protect the world from threats. Seeing that resistance.
their goals align, she joined them—provisionally, at least.
Feat: Brilliant. Runewarden adds her proficiency to her
Atlantean ancestry, Atlantean culture Intelligence ability score.
Weaponry Tech 18 Backup Tech. Once every seven days, Runewarden
can summon a backup set of weaponry, renewing her
Armor Class 22 (force armor)
power slots.
Hit Points 121
Speed 30 ft. Superpowers. Runewarden is an 18th-level super­
Initiative Bonus +2 powered human. Her power ability is Intelligence
(power save DC 22, +17 to hit with powered attacks).
STR DEX CON INT WIS CHA She has the following powers prepared:
10 (+0) 14 (+2) 12 (+1) 26 (+8) 14 (+2) 10 (+0)
• At will: catch your breath, distract, fire bolt, true strike,
Saving Throws Str +0, Dex +8, Con +1, Int +14, Wis +2, sense device
Cha +0 • 1st level (reflexive): force armor, martial strike, shield,
Skills Athletics +6, Insight +8, Perception +8, Science sonic blast
+20, Survival +8, Technology +20 • 2 nd level (reflexive): mirror image, enhanced hearing,
Resistance Cold second wind
Proficiencies Simple weapons, light armor, artisans’ • 3 rd level (reflexive): counterpunch, lightning bolt,
tools repulse
Senses passive Perception 17, Darkvision 60 ft. • 4th level (reflexive): sonic wall, tactical analysis, trade
Languages Atlantean, English, Ancient Greek shots
Challenge 12 (8,400 XP) Proficiency Bonus +6
• 5th level (reflexive): critical strike, danger sense,
Aquatic: Because of her aquatic origin, Runewarden is improved fly, missile salvo, rally, skill chip
amphibious, has darkvision, and resistance to cold • 6 th level (1 slot): disintegrate, chain lightning
damage. • 7th level (1 slot): reflect damage
Background: Monastic. Runewarden is a member of a • 8th level (1 slot): assassinate, nanite aura
monastic order of Atlantean protectors. • 9 th level (1 slot): foresight, plot armor.
Favored Tech: Weaponry. Runewarden’s Atlantean ACTIONS
blades give her five at will powers and she can prep
Atlantean Blade. Melee Weapon Attack: +11 to hit, reach
26 leveled powers at a time. Her blades grant her +2
5 ft., one target. Hit: 9 (1d8 +5) piercing damage.
on attacks and damage.

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Kenneth Amacker (Order #41978118)

Atlantean Blade with Assassinate. Melee Weapon
Attack: +11 to hit, reach 5 ft., one target. Hit: 9 (1d8 +5)
piercing plus 42 (12d6) force damage
Chain Lightning. Ranged Power: up to 4 targets within
150 (and within 30 feet of the first target) take 48 (10d8
+ 3) lightning, half on a successful DEX save.
Disintegrate. Ranged Power: one target in 60 feet makes
a DEX save or takes 78 (10d6 + 43) force damage.
Fire Bolt. Ranged Power Attack: +17 to hit, range 120 ft.,
one target. Hit: 25 (5d8 + 3) fire damage.
Lightning Bolt. Ranged Power: each target in 100 foot
line takes 41 (11d6 + 3) lightning, half on a successful
DEX save.
Martial Strike. Melee Power Attack: +17 to hit, range 5 ft.,
one target. Hit: 41 (7d10 + 3) bludgeoning damage.
Missile Salvo. Ranged Power: All creatures in a 40-ft.-
radius sphere around a point within 300 feet take
43 (9d8 + 3) fire damage, half on a success.
Sonic Blast. Ranged Power Attack: +17 to hit, range 90 ft.,
one target. Hit: 33 (7d8 + 3) thunder damage.
RUSTBOT
Rustbot v17 Mark 3, or Rusty to their friends, is a sentient
robot from the planet Pirx. Their original task was to rid
their distant planet of orbital debris, but a collision knocked
them out of orbit and into deep space, where they floated
for thousands of years before crashing on Earth. Now here,
Rusty is delighted to help out where they can, though they
still don’t understand Earthling customs.
Robot ancestry, alien culture
Acid Elementalist 1
Armor Class 13
Hit Points 22
Speed 30 ft.
Initiative Bonus +0
STR DEX CON INT WIS CHA
12 (+1) 1 (+0) 14 (+2) 14 (+2) 10 (+0) 16 (+3)
Saving Throws Str +1, Dex +0, Con +4, Int +2, Wis +0,
Cha +5
Skills Perception +2, Science +4, Survival +2,
Technology +4
Damage Resistances Poison, Acid
Proficiencies Simple weapons, light and medium armor,
vehicles (space), electronics repair kit
Senses passive Perception 12
Languages Pirxian, English
Challenge 1/2 (100 XP) Proficiency Bonus +2
Inorganic. Rustbot does not need to eat, drink, breathe,
or sleep and is immune to disease. They have
resistance to poison damage and advantage against
being poisoned.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Robotic Resilience. Rustbot has +1 to their AC.
Background: Laborer. Rustbot was a Pirxian labor bot.
Elemental Manifestation. Rustbot manifests their
powers through the element of acid. The damage type
of their acid powers is acid, and they have resistance
to acid damage. Finally, when they use an elemental
acid power and deals acid damage, the target takes an
additional 1d4 acid at the end of its turn.
Superpowers. Rustbot is a 1st-level superpowered
robot. Their power ability is Charisma (power save
DC 13, +5 to hit with powered attacks).They have the
following powers:
• At will: acid splash, acid touch
• 1st level (2 slots): caustic spray, elemental blast,
elemental strike, feather fall
ACTIONS
Elemental Blast. Ranged Power Attack: +5 to hit, range
90 ft., one target. Hit: 9 (2d8) acid damage. The target
also take 2 (1d4) acid damage at the end of its turn.
Elemental Strike. Melee Power Attack: +5 to hit, range 5
ft., one target. Hit: 11 (2d10) acid damage. The target
also take 2 (1d4) acid damage at the end of its turn.
Caustic Spray. Range Power: creatures in a 15 foot cone
in front of Rustbot must make a DEX save or take 7
(2d6) acid damage and be blinded until the beginning
of Rustbot’s next turn, half on a save and not blinded.
The target also take 2 (1d4) acid damage at the end of
its turn.
SAMARITAN
Samaritan, or Jackson da Silva Santos, is a Brazilian man
in his twenties who works as a nursing technician. He
wears his hair thick, almost in dreads, held up and back.
He works at a hospital near his community, where he saw
first-hand how brutal the drug gangs and militias can be.
Deciding he’d rather stop injuries before they happen than
treat them afterwards, he formed his secret identity and
took to the streets to fight for the people.
Human ancestry, modern Earth culture
Gadget Tech 6
Armor Class 16
Hit Points 49
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
10 (+0) 16 (+3) 13 (+1) 18 (+4) 12 (+1) 10 (+0)
Saving Throws Str +0, Dex +6, Con +1, Int +7, Wis +1,
Cha +0
Skills Acrobatics +6, Medicine +4, Science +10,
Technology +10
Proficiencies Simple weapons, light armor, electronics
repair kit, mechanics tools
71
 Senses passive Perception 10 ACTIONS
Languages Portuguese, English Sonic Blast. Ranged Power Attack: +7 to hit, range 90 ft.,
Challenge 2 (450 XP) Proficiency Bonus +3 one target. Hit: 9 (2d8) thunder damage.
Background: Medical Worker. Samaritan is a medical Martial Strike. Melee Power Attack: +7 to hit, range 5 ft.,
worker, as well as an engineer. one target. Hit: 11 (2d10) bludgeoning damage.
Favored Tech: Gadgets. Samaritan uses gadgets to Sweep Attack Melee Power: each target within 5
create superpowered effects. He knows four at will feet must make a DEX save or take 11 (2d10)
powers and can prepare up to ten powers from the bludgeoning and be knocked prone.
Tech or General power lists at the end of each long
rest.
THE SEERESS
Technological Adept. Samaritan adds double his The Seeress has always had her powers and even has
proficiency bonus to Science and Technology skill impressionistic memories of hearing her mother’s thoughts
checks. while nursing. Being a strange young person who can
Engineer. Samaritan has advantage on Technology hear everyone’s inmost thoughts, including her parents’,
rolls. was not good for her, and led her down a dark path. Now
Reflexive Powers. Samaritan can use first level powers she serves the eldritch archvillain Umbral. She uses her
reflexively. uncanny ability to foresee the future, to view distant
locations, and to uncover hidden knowledge to advance
Handy. Samaritan has proficiency and expertise with
his interests, though she also makes sure to advance her
two tools: electronics repair kit and mechanics tools.
own as well.
Re-spec Gadgets. Samaritan can prepare different
powers whenever he completes a short rest, though Human ancestry, modern Earth culture
he does not regain power slots when he does so. Telepathy Mentalist 17
Superpowers. Samaritan is a 6th-level superpowered Armor Class 17
human. His power ability is Intelligence (power save Hit Points 115
DC 15, +7 to hit with powered attacks). He has the Speed 30 ft.
following powers prepared: Initiative Bonus +1
• At will: glide, sense device, sweep attack, true strike
STR DEX CON INT WIS CHA
• 1st level (reflexive): autonomous drone, force armor, 9 (−1) 12 (+1) 12 (+1) 16 (+3) 12 (+1) 20 (+5)
martial strike, shield, sonic blast
• 2 nd level (3 slots): blur, combat drone Saving Throws Str −1, Dex +1, Con +1, Int +3, Wis +7,
• 3 rd level (3 slots): defensive drone, repulse, surveil Cha +11
Skills Deception +17, History +9, Insight +7,
Investigation +9
Damage Resistances Psychic
Proficiencies Simple weapons, light armor
Senses passive Perception 15
Languages English, Turkish, German
Challenge 7 (2,900 XP) Proficiency Bonus +6

Background: Corporate Drone. The Seeress worked

as a stock broker on the floor of Wall Street before
gaining her powers.
Mental Aptitude: Telepathy. The Seeress’s mental
aptitude is for telepathy. She knows the message at
will power and the range, and duration are doubled
for her.
Empathy. The Seeress has five empathy dice, which
she can give away to allies within 60 feet. For each,
the ally can roll a d12 and add it to one attack, ability
check, or saving throw within the next 10 minutes.
Powerful Personality. Kit The Seeress has advantage
on Charisma ability checks and expertise in
Deception.

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Kenneth Amacker (Order #41978118)
 Superpowered Operatives

Mental Resilience. The Seeress has resistance to

psychic damage and advantage on saving throws
against being charmed.
Reflexive Powers. The Seeress can use 1st– 5th level
powers reflexively.
Font of Empathy. The Seeress regains all of expended
uses of Empathy when she finishes a short or long
rest.
Sense Others. The Seeress automatically becomes
aware of any creature of Intelligence 4 or higher
within 60 feet who is not actively hiding. She also has
advantage on ability checks to detect someone hiding
within 60 feet of them. Finally, she has advantage on
initiative rolls.
Subtle Power. When the Seeress uses her powers, there
is no outward sign that she is doing so. And those she
targets do not know that they are being targeted, or
by whom.
Enhanced Concentration. The Seeress has advantage
on rolls to maintain concentration on powers.
ACTIONS
Feat: Empathic Sense. Whenever a visible humanoid or
beast within 30 feet of Seeress feels a strong emotion, Psychic Blast. Ranged Power Attack: +11 to hit, range 90
she is aware of it. Once she’s sensed a strong emotion ft., one target. Hit: 27 (6d8) psychic damage.
from someone, they have disadvantage on saves
against the Seeress’s detect thoughts and calm emotions SERGEANT SALVO
powers. Sergeant Alvaro Salvo is a Green Beret in the US military,
Enhanced Telepathy. For powers that do not have a assigned to accompany and assist superpowered operatives
range of self or touch, the Seeress’s ranges multiply protecting the national interest. He has been granted
by ten. For powers with a duration longer than broad latitude to do so, allowing him to function side by
Instantaneous or 1 round, the durations also multiply side with heroes as a part of a superteam when necessary.
by ten for her.
Human ancestry, modern Earth culture
Feat: Mutation. The Seeress knows the augury power.
Soldier Special Agent 3
Superpowers. The Seeress is a 17th-level superpowered
human. Her power ability is Charisma (power save Armor Class 17 (modular tactical armor)
DC 19, +11 to hit with powered attacks). She has the Hit Points 38
following powers: Speed 30 ft.
Initiative Bonus +3
• At will: message*, glimpse, guidance
• 1st level (reflexive): charm person*, sleep*, psychic blast, STR DEX CON INT WIS CHA
sanctuary 14 (+2) 16 (+3) 14 (+2) 12 (+1) 14 (+2) 9 (−1)
• 2 nd level (reflexive): detect thoughts*, suggestion*, Saving Throws Str +2, Dex +5, Con +2, Int +1, Wis +2,
augury*, calm emotions, stun Cha +1
• 3 rd level (reflexive): fear*, sending*, clairvoyance, Skills Athletics +4, Perception +4, Survival +4
tongues Proficiencies Simple and martial weapons, all armor,
• 4 th level (reflexive): arcane eye*, confusion*, vehicles (land).
psychometry Senses passive Perception 14, (Darkvision 60’ with
• 5th level (reflexive): dominate person*, telepathic bond*, goggles)
scrying Languages English, Spanish
• 6 th level (1 slot): mass suggestion Challenge 3 (700 XP) Proficiency Bonus +2
• 7th level (1 slot): retrocognition Background: Military. Sgt. Salvo is a lifelong military
• 8th level (1 slot): feeblemind member.
• 9 th level (1 slot): astral projection. Field Medic. Sgt. Salvo has a pool of first aid supplies
* Power granted by mutation or mental aptitude. that they can use to restore up to 15 hit points as an
action.

Kenneth Amacker (Order #41978118)

73
 Special Attack: Aim. Sgt. Salvo can deal an extra 7
(2d6) damage once a turn when he uses his reaction
to aim and as long as he does not have disadvantage
on the attack.
Cunning Action. Sgt. Salvo can take the Dash,
Disengage, or Hide actions as a bonus action on each
turn.
Broad Training. Sgt. Salvo adds half his proficiency
bonus, rounded down, to any ability check he makes
that doesn’t already include his proficiency bonus.
Fighting Style: Grenadier. Sgt. Salvo can throw a
grenade as a bonus action, rolling the damage twice
and taking the higher number.
Favored Technique: Squad Breaker. When Sgt. Salvo
hits a creature with a weapon attack, he can make
another attack against a different creature within 5
feet of the first with the same weapon.
EQUIPMENT
5 stun grenades, 5 frag grenades, 5 smoke grenades,
machine gun with fixed bayonet, rocket-propelled
grenade launcher (2 ammo), binoculars, first aid kit,
grappling gun, night vision goggles, smart phone.
ACTIONS
Bayonet (on machine gun). Melee weapon attack: +5 to hit,
one target, 5 ft reach. Hit: 6 (1d6 + 3) piercing damage.
Grenade, Frag. Ranged Weapon: all creatures in a 15-foot
radius of a target within 60 feet take 10 (3d6) fire
damage, half on a successful DC 15 DEX save.
Machine Gun. Ranged Weapon Attack: +5 to hit, range
300/1200, one target. Hit: 8 (1d10 + 3) piercing damage.
Machine Gun, Full Auto. Ranged Weapon Attack: +3 to
hit, range 300, one target. Hit: 14 (2d10 + 3) piercing
damage.
Rocket-propelled grenade. Ranged Weapon: all
creatures in a 20-foot radius of a target within 600 feet
take 22 (4d10) fire damage, half on a successful DC 15
DEX save.
SI PITUNG, THE TALON
Si Pitung is the name of a famous bandit from Indonesian
folklore. It is also the name of one of the members of the
supervillain group known as The Ring, though he has
also acquired the nickname The Talon. In reality, the Si
Pitung is Dur Gerung, a middle-aged Indonesian man of
nondescript appearance and short stature. He had been
a businessman, but a near-death experience led him to
abandon his corporate cubicle and take up a life of crime,
using the martial expertise he’d practiced as a hobby
since his youth.
Now, he presents himself as a homeless person or peasant
so he can go overlooked or ignored. Doing so can be a fatal
mistake, however, because Si Pitung is a master of Pencak
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Kenneth Amacker (Order #41978118)
Silat, the eclectic Indonesian martial art. Indeed, when he
attacks, usually catching his targets unaware, he strikes
with deadly accuracy with his two karambits and paku.
The karambit is a talon-like, curved dagger, and the source
of his nickname, and the paku is a thrown iron spike or
dart, and Si Pitung uses them to nearly superhuman effect.
Human ancestry, modern Earth culture
Weapons Martial Expert 11
Armor Class 19
Hit Points 102
Speed 50 ft.
Initiative Bonus +5
STR DEX CON INT WIS CHA
12 (+1) 20 (+5) 14 (+2) 11 (+0) 12 (+1) 14 (+2)
Saving Throws Str +1, Dex +9, Con +2, Int +0, Wis +5,
Cha +2
Skills Athletics +5, Acrobatics +13, Deception +6, Sleight
of Hand +9, Stealth +13
Proficiencies Simple weapons, light armor, gaming dice
Senses passive Perception 11
Languages Indonesian, English
Challenge 7 (2,900 XP) Proficiency Bonus +4
Background: Indigent. Si Pitung’s alter ego is a beggar
living on the streets.
Martial Practice. Si Pitung uses Dexterity for unarmed
and weapon attacks and damage rolls. He can use a
d10 plus his bonus in place of the normal damage of
the weapon or unarmed strike. And he can make an
unarmed strike as a bonus action whenever he uses
an attack action. He can also take an attack with a
weapon in his off hand as a bonus action instead.
Focus. Si Pitung has 10 focus points. He can spend one
each turn to use the combo attack, artful defense, or
agile step bonus actions, which allow him to take two
unarmed strikes as a bonus action when he takes the
attack action or take the dodge or dash actions as a
bonus action. His focus save DC is 13 and his focus
attack modifier is +5.
Signature Weapons. Si Pitung has two karambits
and some paku—curved daggers and darts—as his
signature weapons. He can ignore up to ¾ cover with
them. He has a +2 bonus to hit and damage with them.
Extra Attack. Si Pitung can make two attacks when he
takes the attack action.
Focus-Empowered Strikes. Si Pitung’s unarmed
attacks ignore damage resistance.
Improved Critical. Si Pitung now scores a critical hit
on a 19 or 20.
Ranged Weapons. When in melee, Si Pitung can make
ranged attacks with his signature weapons without
disadvantage.
 Superpowered Operatives

Trade Blows. When Si Pitung is attacked by someone

he can see, he can use his reaction to make a weapon
attack against the creature if they are in range.
Evasion. When Si Pitung makes a DEX save, he takes
no damage on a success and half on a failure.
Meditative Mind. Si Pitung can use his action to end
one charm or frightened effect on himself.
Stunning Strike. When Si Pitung hits with a melee or
unarmed attack, he can spend 1 focus and the target
must make a CON save or be stunned until the end of
Si Pitung’s next turn.
Improved Focus. Si Pitung can spend 1 focus point
and use the catch your breath, guidance, turn the blade,
resistance, and true strike powers.

ACTIONS
Paku. Ranged Weapon Attack: +11 to hit, range 80/320 ft.,
one target. Hit: 12 (1d10 + 7) piercing damage.
Karambit. Melee Weapon Attack: +11 to hit, range 5 ft.,
one target. Hit: 12 (1d10 + 7) slashing damage.
Unarmed Strike. Melee Unarmed Attack: +9 to hit, range
5 ft., one target. Hit: 10 (1d10 + 5) bludgeoning damage.
SILHOUETTE
Silhouette, Or Candace Budge-Diaz, is a Cuban-Jewish high
schooler. Ever since she was young, she’d had an imaginary
friend. When she became a teen, however, she gradually
realized it was not her imagination, but an eldritch entity
that had attached itself to her. Now that she has accepted
her ‘friend’, it grants her strange powers, though she still
doesn’t understand why. While she figures that out, she
enjoys exploring her abilities.
Human (variant) ancestry, modern Earth culture
Eldritch Mystic 2
Armor Class 14
Hit Points 25
Speed 30 ft.
Initiative Bonus +3
STR DEX CON INT WIS CHA
8 (−1) 16 (+3) 13 (+1) 16 (+3) 10 (+0) 10 (+0)
Saving Throws Str −1, Dex +3, Con +1, Int +5, Wis +0,
Cha +2
Skills Acrobatics +5, Mysticism +7, Perception +2,
Stealth + 5
Proficiencies simple weapons, light armor, violin
Senses passive Perception 12, Darkvision 120 ft
Languages Spanish, Hebrew, English
Challenge 1/2 (100 XP) Proficiency Bonus +2
Variant Feat: Ineffable Lucidity. Whenever Silhouette
fails an Intelligence check, she can substitute a 15 for
whatever she rolled and use it instead. Once she has
used this feature, she cannot do so again until she
completes a short or long rest.
Background: Student. Silhouette is a high school
student.
Mystic Power. Silhouette knows two at-will powers
and two 1st level powers.
Mystic Path: Eldritch. Silhouette has a familiar that is
a shadow.
Invocations. armor of shadows, devil’s sight
Superpowers. Silhouette is a 2nd-level superpowered
human. Her power ability is Intelligence (power save
DC 13, +5 to hit with powered attacks). She has the
following powers:
• At will: corrupting touch, eldritch blast
• 1st level (3 slots):bane*, hellish rebuke*, find familiar*,
force armor*, shadowy blast, shadowy strike
* Power from a class feature or invocation.
ACTIONS
Eldritch Blast. Ranged Power Attack: +5 to hit, range 120
ft., one target. Hit: 5 (1d10) force damage
Shadowy Blast. Ranged Power Attack: +5 to hit, range 90
ft., one target. Hit: 9 (2d8) necrotic damage.
Shadowy Strike. Melee power attack: +5 to hit, one target.
Hit: 11 (2d10) necrotic damage.
SILVER E AGLE
Jackson Crawford is a highly decorated Airborne
Commando. He served multiple tours in Iraq. He
participated in over 300 combat missions and was awarded
the Bronze Star Medal for Valor after he was wounded
by an IED on two separate occasions during combat
operations against insurgents. As a result of these injuries,
he received extensive experimental rehabilitation and
advanced medical treatment before volunteering for the

Kenneth Amacker (Order #41978118)

75
 Silver Eagle program. Crawford holds the rank of Sergeant
Major in the United States Army, though his missions as
Silver Eagle go far beyond typical Army purview.
Human ancestry, modern Earth culture
Power Suit Tech 11
Armor Class 20 (heavy power armor)
Hit Points 90
Speed 30 ft., fly 60 ft
Initiative Bonus +1
STR DEX CON INT WIS CHA
14 (+2) 12 (+1) 14 (+2) 20 (+5) 13 (+1) 10 (+0)
Saving Throws Str +2, Dex +5, Con +2, Int +9, Wis +1,
Cha +0
Skills Athletics +6, Intimidation +4, Perception +5,
Science +13, Technology +13
Proficiencies Simple weapons, light armor, electronics
repair kit, mechanics tools
Senses passive Perception 15, Darkvision 120 ft.
Languages English, Spanish
Challenge 6 (2,300 XP) Proficiency Bonus +4
Background: Military. Silver Eagle trained as an
airborne commando before volunteering for his
current role as the Silver Eagle.
Favored Tech: Power Suit. Silver Eagle has a heavy
power suit he built that creates superpowered effects.
He knows three at will powers and can prepare up to
16 powers from the Tech or General power lists at the
end of each long rest. He has a suit of heavy power
armor and disadvantage on Stealth checks.
Technological Adept. Silver Eagle adds double his
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Silver Eagle can use 1st –3rd level
powers reflexively.
Handy. Silver Eagle has proficiency and expertise with
two tools: mechanics tools and telecommunications
tools.
Enhanced Armor. Silver Eagle gains +1 AC in her
power armor.
Implanted Tech. Silver Eagle has miniaturized tech
that allows him to use his at will powers even when
he is not in his suit.
Hotfix. When Silver Eagle takes damage, he can use his
reaction to gain resistance against the damage type,
including the triggering damage. He retains that
resistance until he rests and cannot use it again until
then.
Superpowers. Silver Eagle is an 11th-level
superpowered human. His power ability is
Intelligence (power save DC 17, +9 to hit with
powered attacks). He has the following powers
prepared:
76
Kenneth Amacker (Order #41978118)
• At will: fire bolt, sense device, sensory focus
• 1st level (reflexive): autonomous drone, death from
above, encrypt message, heroism, shield
• 2 nd level (reflexive): enhanced hearing, pep talk
• 3 rd level (reflexive): fly, inspire, repulse
• 4th level (3 slots): surveillance drone, technological disruption
• 5th level (2 slots): improved fly, missile salvo, rally
• 6 th level (1 slot): rail gun
ACTIONS
Fire Bolt. Ranged Power Attack: +9 to hit, range 120 ft.,
one target. Hit: 16 (3d10) fire damage.
Death from Above. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 26 (4d12) bludgeoning damage.
Missile Salvo. Ranged Power: All creatures in a 40-ft.-
radius sphere around a point within 300 feet take 36
(8d8) fire damage, half on a success.
Rail Gun. Ranged Power: all targets in a 150 foot line
must make DEX saves or take 35 (10d6) bludgeoning
damage and be knocked prone, half on a save.
Repulse. Ranged Power: 30-ft. cone deals 18 (4d8) force
damage and pushes creatures back 10 feet and
knocked prone, half on a STR save and not pushed or
prone.
Sonic Blast. Ranged Power Attack: +9 to hit, range 90 ft.,
one target. Hit: 18 (4d8) thunder damage.
SINGULARITY
Singularity is an ancient cosmic being, a manifestation of
universal gravitation personified. Even the most ancient
civilizations in the galaxy have records of this being
predating their own rise to space travel. Some even suggest
his origin might even predate the Big Bang, with him
having somehow survived the cosmic transformation
from one universal timeline to the next.
Alien ancestry, Alien culture
Gravity Elementalist 20
Armor Class 23
Hit Points 174
Speed 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
12 (+1) 12 (+1) 14 (+2) 12 (+1) 12 (+1) 26 (+8)
Saving Throws Str +4, Dex +4, Con +11, Int +4, Wis +4,
Cha +17
Skills Athletics +6, Perception +7, Persuasion +14,
Science +7
Damage Immunities force
Proficiencies Simple weapons, light armor
Senses passive Perception 17, Darkvision 60’
Languages English, Galactic Common
Challenge 11 (7,200 XP) Proficiency Bonus +6
 Superpowered Operatives

Alien Physiology. Singularity has broad-spectrum • 5th level (reflexive): gravity well, improved fly
sight and hardened skin. • 6 th level (reflexive): launch
Background: Custom. Singularity is an ancient cosmic • 7th level (2 slots): reverse gravity
being, a manifestation of universal gravitation • 8th level (1 slot): earthquake, supersonic flight
personified. • 9 th level (1 slot): singularity
Elemental Manifestation. Singularity manifests his
ACTIONS
powers through gravity. The damage type of his
Crush. Ranged Power: one target within 90 feet must
powers is force, and he is immune to force damage.
make a STR save or take 41 (6d10 + 8) force damage
Finally, when he uses an elemental power and deals
and be knocked prone and restrained, or half damage
force damage, he reduces his target’s movement by 10
on a save.
feet until the beginning of his next turn.
Elemental Blast. Ranged Power Attack: +14 to hit, range
Font of the Elements. Singularity has 20 element points
90 ft., one target. Hit: 39 (7d8 + 8) force damage.
he can use to activate one of his four metapowers:
distant power, enhanced power, extended power, and Elemental Strike. Melee Power Attack: +14 to hit, range 5
heightened power ft., one target. Hit: 45 (7d10 + 8) force damage.
Elemental Accuracy. When Singularity uses force Gravity Pulse. Ranged Power: all targets in a 15-foot
powers that affect an area, he can choose to exclude cone must make STR saves or take 33 (10d4 + 8) force
up to a number of creatures equal to 1 + the power’s damage and be knocked prone, or half damage on a
level; they take no damage. save.
Reflexive Powers. Singularity can use 1st –6th level Gravity Well. Ranged Power: all targets in a 50-foot
powers reflexively. radius sphere within 300 feet must make STR saves or
take 26 (4d8 + 8) force damage and be knocked prone.
Elemental Ward. When Singularity is hit by a visible
Anyone prone in the area at the end of Singularity’s
melee attack, the attacker takes 6 force damage.
turn takes 17 (2d8 + 8) force damage and is pulled 15
Empowered Element. Singularity can add his feet toward the center of the area of effect, which can
Charisma modifier to the damage of any power that last up to 1 minute.
deals force damage.
Impetus. Ranged Power: all targets in a 30-foot line must
Feat: Charming. Singularity adds his proficiency bonus make DEX saves or take 39 (7d8 + 8) force damage and
to his Charisma. be knocked prone, or half damage on a save.
Elemental Sustenance. When Singularity takes force Launch. Ranged Power: one target within 150 feet must
damage, he gains temp HP equal to the damage up to make a STR save or be thrown 50 feet upwards,
20 points. falling back to the ground and taking 33 (6d10)
Elemental Overchannel. When Singularity uses a bludgeoning damage and are knocked prone.
power that deals force damage of 5th level or lower, he Singularity. Ranged Power: all targets in a 100-foot
can deal maximum damage. radius sphere within 300 feet must make a STR
Feat: Defensive. Singularity adds half of his proficiency save or be pulled 25 feet toward the center of the
bonus to his Armor Class.
Feat: Grit. Singularity adds half his proficiency bonus
to his saving throws.
Elemental Mastery. Singularity can maintain
concentration on two powers of 5th level or below
from the Elemental power list at once.
Superpowers. Singularity is a 20th-level superpowered
alien. His power ability is Charisma (power save
DC 22, +14 to hit with powered attacks). He has the
following powers:
• At will: encumber, sense device, temporal sense,
thaumaturgy
• 1st level (reflexive): elemental blast, elemental strike,
feather fall, gravity pulse
• 2 nd level (reflexive): impetus, levitate
• 3 rd level (reflexive): crush, fly, slow, tremor
• 4 th level (reflexive): stomp quake, superior vision

Kenneth Amacker (Order #41978118)

77
 effect when Singularity uses this power and at the
beginning of each of his subsequent turns, for up to 1
minute. Any creature beginning its turn at the center
takes 43 (10d6 + 8) force damage at the beginning of
its turn and is restrained.
Stomp Quake. Ranged Power: all targets within 30 feet
of Singularity must make CON saves or take 24 (7d6)
bludgeoning damage and 24 (7d6) thunder damage
and be knocked prone, half on a save.
Tremor. Ranged Power: all targets in a 20-foot radius
sphere at a point within 120 feet must make DEX
saves or take 36 (8d8) bludgeoning damage, half on a
save. The area also becomes difficult terrain.
THE SLEUTH
Javi Zapatero began his career as a police officer, serving
for several years as a homicide detective. Becoming
disillusioned, he left the force and opened up his own
private investigations firm—Sleuth, Inc. Now he takes on
cases for others, though he has built a reputation as being
especially deft at handling cases involving superpowered
individuals.
Human ancestry, modern Earth culture
Investigator Special Agent 7
Armor Class 17
Hit Points 63
Speed 30 ft.
Initiative Bonus +4
STR DEX CON INT WIS CHA
12 (+1) 18 (+4) 13 (+1) 14 (+2) 14 (+2) 10 (+0)
Saving Throws Str +1, Dex +7, Con +1, Int +2, Wis +2,
Cha +3
Skills Insight +8, Investigation +8, Perception +8,
Persuasion +3, Stealth +7, Survival +5
78
Kenneth Amacker (Order #41978118)
Proficiencies Simple and martial weapons, all armor,
disguise kit.
Senses passive Perception 18
Languages Spanish, English
Challenge 4 (1,100 XP) Proficiency Bonus +3
Background: Military. Sleuth was a police detective
before becoming a P.I.
Expertise. Sleuth has expertise in Insight and
Perception.
Field Medic. Sleuth has a pool of first aid supplies that
they can use to restore up to 35 hit points as an action.
Special Attack: Assess. Sleuth can deal an extra 14
(4d6) damage once a turn if he spends a bonus action
on a previous turn assessing the target.
Investigator’s Mind. Sleuth has expertise in
Investigation and a photographic memory with
perfect recall for up to a month.
Cunning Action. Sleuth can take the Dash, Disengage,
or Hide actions as a bonus action on each turn.
Broad Training. Sleuth adds half his proficiency bonus,
rounded down, to any ability check he makes that
doesn’t already include his proficiency bonus.
Fighting Style: Street Fighter. Sleuth has proficiency
with improvised weapons. He can choose to shove or
knock down a target as a bonus action after hitting
them with a melee attack.
Forensic Sense. Sleuth has an almost superhuman
ability to find clues in a crime scene. In a matter of
minutes, he can uncover what a forensic team would
take hours to find.
Extra Attack. When Sleuth takes the attack action, he
can attack twice instead of once.
Uncanny Dodge. When Sleuth is hit with an attack he
can see, he can use his reaction to halve the damage.
Investigative Experience. When Sleuth examines
evidence, he can deduce facts about it that would take
a research team a week or more to uncover. He rolls
with advantage to examine evidence.
Evasion. When Sleuth makes a DEX save, he takes no
damage on a success and only half on a failure.
EQUIPMENT
Small semi-auto pistol, taser, binoculars, DSLR camera with
zoom, disguise kit, tracking device, telecommunications
kit, laptop, cell phone, flask of scotch.
ACTIONS
Pistol, small semi-auto. Ranged Power Attack: +7 to hit,
range 80/320 ft., one target. Hit: 8 (1d8 +4) piercing
damage.
Improvised Weapon. Melee Unarmed Attack: +7 to hit,
range 5 ft., one target. Hit: 7 (1d6 +4) bludgeoning
damage.

SONIC BOOM
Sonic Boom, or Lucien MacGregor, is a young black teen
in the special gifted program at Exeter Academy. Ms.
Brodeur picked him out specifically, believing him to
have great promise. He has excelled in school, where he
leads the school choir.
Human ancestry, modern Earth culture
Sound Elementalist 2
Armor Class 14
Hit Points 30
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS
13 (+1) 14 (+2) 14 (+2) 12 (+1) 10 (+0)
Saving Throws Str +1, Dex +2, Con +4, Int +1, Wis +0,
Cha +5
Skills Insight +2, Performance +5, Persuasion +5,
Technology +3
Damage Resistances Thunder
Proficiencies Simple weapons, light armor, guitar,
drums
Senses passive Perception 10
Languages English, French
Challenge 1/2 (100 XP) Proficiency Bonus +2
Background: Student. Sonic Boom is a student.
Elemental Manifestation. Sonic Boom manifests his
powers through sound. The damage type of his
sound powers is thunder, and he has resistance to
thunder damage. Finally, when he uses an elemental
power and deals thunder damage, the target is
deafened until the start of his next turn.
Font of the Elements. Sonic Boom has two element
points he can use to activate one of his two
metapowers: enhanced power and quickened power.
Superpowers. Sonic Boom is a 2nd-level superpowered
human. His power ability is Charisma (power save
DC 13, +5 to hit with powered attacks). He has the
following powers:
• At will: distract, pow!
• 1st level (3 slots): challenge, discordant susurrations,
elemental blast, elemental strike, thunderwave
ACTIONS
Elemental Blast. Ranged Power Attack: +5 to hit, range
90 ft., one target. Hit: 9 (2d8) thunder damage.
Elemental Strike. Melee Power Attack: +5 to hit, range 5
ft., one target. Hit: 11 (2d10) thunder damage.
Pow! Melee Power Attack: +5 to hit, range 5 ft., one
target. Hit: 6 (1d12) bludgeoning damage.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
SPOTLIGHT
Spotlight, or Martina Gonzalez, is a famous investigative
journalist working with the Associated Press, as well as
several other news outlets. Her monthly expose, known as
The Spotlight, has brought down megacorporations and
alleged superheroes alike. Her influence and effectiveness
is respected even by those who loathe her. And somehow,
she has managed to stay alive despite having made some
incredibly dangerous enemies. As the slogan says in the
marketing for her column, “Those that act in the shadows
should tread carefully, lest they draw the Spotlight!”
Human ancestry, modern Earth culture
Investigator Special Agent 17
CHA
Armor Class 22
16 (+3)
Hit Points 116
Speed 30 ft.
Initiative Bonus +5
STR DEX CON INT WIS CHA
9 (−1) 20 (+5) 10 (+0) 14 (+2) 24 (+7) 12 (+1)
Saving Throws Str −1, Dex +11, Con +0, Int +2, Wis +9,
Cha +7
Skills Insight +19, Investigation +14, Perception +19,
Persuasion +7
Proficiencies Simple weapons, light and medium armor,
photographer’s kit, thieves’ tools
Senses passive Perception 29, Blindsight 10 ft
Languages Spanish, Portuguese, English
Challenge 9 (5,000 XP) Proficiency Bonus +6
Background: Journalist. Spotlight is a renowned
investigative journalist.
Expertise. Spotlight has expertise in Insight and
Photographer’s Kit.
Field Medic. Spotlight has a pool of first aid supplies
that she can use to restore up to 85 hit points as an
action.
Special Attack: Assess. Spotlight can deal an extra 32
(9d6) damage once a turn if he spends a bonus action
on a previous turn assessing the target.
Investigator’s Mind. Spotlight has expertise in
Investigation and a photographic memory with
perfect recall for up to a month.
Cunning Action. Spotlight can take the Dash,
Disengage, or Hide actions as a bonus action on each
turn.
Broad Training. Spotlight adds half her proficiency
bonus, rounded down, to any ability check she makes
that doesn’t already include her proficiency bonus.
Fighting Style: Defense. Spotlight adds +1 to her AC.
Forensic Sense. Spotlight has an almost superhuman
ability to find clues in a crime scene. In a matter of
79
 minutes, she can uncover what a forensic team would
take hours to find.
Sharp Eye. Spotlight has expertise in Perception.
Extra Attack. When Spotlight takes the attack action,
she can attack twice instead of once.
Uncanny Dodge. When Spotlight is hit with an attack
she can see, she can use her reaction to halve the
damage.
Investigative Experience. When Spotlight examines
evidence, she can deduce facts about it that would
take a research team a week or more to uncover. She
rolls with advantage to examine evidence.
Reliable Intuition. Spotlight has expertise in Insight.
Evasion. When Spotlight makes a DEX save, she takes
no damage on a success and only half on a failure.
Mental Reenactment. Spotlight can spend 1 minute
examining a 30-foot square area and come to
visualize what significant events last occurred there.
Feat: High Tech Investigator. Spotlight’s Forensic
Sense can penetrate barriers, detects all weapons on
anyone within 30 feet, reveals explosives in range,
and any networked devices.
Reliable Talent. When Spotlight makes an ability check
in which she’s proficient, she can treat a d20 roll of 9
or lower as a 10.
Feat: Insightful. Spotlight adds her proficiency bonus
to her Wisdom ability score.
Web of Contacts. Once a day, Spotlight can get inside
info. Once a week, she can get access to restricted
areas or some contraband. Once a month, she can get
charges dropped, up to manslaughter.
Blindsense. Spotlight has blindsight to 10 feet.
Slippery Mind. Spotlight has proficiency in WIS saves.
Complete Forensic Analysis. Spotlight can spend 10
minutes examining a 30-foot area and find every
fingerprint, errant hair, and bullet hole and analyze
them as if they had been sent to a forensics or
ballistics lab, and similarly for other evidence.
EQUIPMENT
Small pistol, survival knife, DSLR camera, tracking device,
laptop, smart phone, antitoxin, handcuffs, thieves’ tools
ACTIONS
Large Revolver. Ranged Power Attack: +11 to hit, range
80/320 ft., one target. Hit: 9 (1d8 +5) piercing damage.
Small Revolver (off hand). Ranged Power Attack: +11 to
hit, range 30/120 ft., one target. Hit: 3 (1d6) piercing
damage.
Survival Knife. Melee weapon attack: +10 to hit, one
target, 5 ft reach. Hit: 8 (1d6 +5) piercing damage.
80
Kenneth Amacker (Order #41978118)
SPRINGBOK
Springbok, or Joost du Randt, is a mixed race South
African parkour world champion and daredevil who
is best known for performing death defying leaps from
between skyscrapers in Hong Kong, New York, Dubai,
and Tokyo. As a professional daredevil and occasional
superhero, Springbok is world famous; whether he values
fame above all else or not remains to be seen.
Human (Variant) ancestry, modern Earth culture
Agility Kinetic 11
Armor Class 21
Hit Points 102
Speed 30 ft., climb 30 ft.
Initiative Bonus +7
STR DEX CON INT WIS CHA
10 (+0) 22 (+6) 14 (+2) 10 (+0) 10 (+0) 18 (+4)
Saving Throws Str +4, Dex +10, Con +2, Int +0, Wis +0,
Cha +4
Skills Acrobatics +14, Athletics +8, Performance +12,
Sleight of Hand +10
Proficiencies Simple weapons, light armor, disguise kit,
electric guitar
Senses passive Perception 10
Languages Afrikaans, Zulu, Xhosa, English
Challenge 7 (2,900 XP) Proficiency Bonus +4
Variant Feat: Performer. Springbok adds +1 to his
Charisma and gains a proficiency in an instrument
and expertise in Performance.
Background: Entertainer. Springbok is a performer
first, athlete second.
Kinetic Power: Agility. Springbok knows three at will
powers and thirteen leveled powers.
Skirmisher. When Springbok makes a melee attack
against a creature within five feet of him, that
creature cannot make an opportunity attack against
him for the rest of his turn
Physical Acumen. Springbok has expertise in Athletics
and Acrobatics.
Action Surge. Springbok can take an additional action
on his turn. Once he uses this feature, he cannot do
so again until he completes a short or long rest.
Reflexive Powers. Springbok can use 1st –3rd level
powers reflexively.
Potent Critical. When Springbok rolls a critical hit on
an attack, he rolls one additional weapon damage die
when determining the extra damage.
Parkour. Springbok has a climb speed equal to his
walking speed and advantage on any Dexterity save
or skill check.

Kinetic Control. Springbok has advantage to resist
being shoved or knocked prone, and advantage
against being moved against his will.
Feat: Nimble. Springbok adds his proficiency to his
Dexterity score.
Superpowers. Springbok is a 11th-level superpowered
human. His power ability is Dexterity (power save
DC 18, +10 to hit with powered attacks). He has the
following powers:
• At will: contort, kip up, quick dodge
• 1st level (reflexive): jump*, martial strike, sudden
swerve, unseen step
• 2 nd level (reflexive): spider climb*, blur, smite
• 3 rd level (reflexive): redirect attack*, haste, inspiring
strike, preemptive attack
• 4th level (3 slots): freedom of movement*, deflect
projectiles, reactive resistance, superior defense
• 5th level (2 slots): vulnerable strike*, rapid barrage
• 6 th level (1 slot): blitz attack
ACTIONS
Blitz Attack. Ranged Power: up to 5 targets in a 60 ft.
range make DEX saves or take 35 (10d6) bludgeoning
damage.
Martial Strike. Melee power attack: +8 to hit, one target.
Hit: 22 (4d10) bludgeoning damage.
Rapid Barrage. Ranged Power Attack: +10 to hit, range 60
ft., up to 5 targets. Hit: 33 (6d10) force damage.
STALWART SHIELD
Azura was born a princess of an undersea kingdom, but
political machinations soon led to a coup. A dutiful servant
hid the baby Azura on the surface in nearby Pakistan,
where she was raised by a human fisherman who found
the baby on the shore. Now grown and known as Stalwart
Shield, Azura uses her abilities to protect her adopted
homeland on the surface, though she plans to return and
restore her family name someday.
Aquatic ancestry, modern Earth culture
Toughness Kinetic 8
Armor Class 14
Hit Points 87
Speed 30 ft., swim 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
20 (+5) 12 (+1) 14 (+2) 10 (+0) 14 (+2) 10 (+0)
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Saving Throws Str +8, Dex +4, Con +2, Int +0, Wis +2,
Cha +0
Skills Acrobatics +7, Athletics +11, Intimidation +3,
Perception +5, Survival +5
Proficiencies Simple weapons, light and medium armor,
vehicles (water)
Senses passive Perception 15, Darkvision 60 ft.
Languages Urdu, Punjabi, English
Challenge 4 (1,100 XP) Proficiency Bonus +3
Amphibious. Stalwart Shield can breathe in air and
water.
Deep Sea Sight. Stalwart Shield has darkvision.
Background: Laborer. Stalwart Shield grew up
working on fishing vessels and in shoreside canneries.
Kinetic Power: Toughness. Stalwart Shield knows two
at will powers and ten leveled powers.
Durable. Stalwart Shield’s Hit Die is a d12.
Physical Acumen. Stalwart Shield has expertise in
Athletics and Acrobatics.
Action Surge. Stalwart Shield can take an additional
action on her turn. Once she uses this feature, she
cannot do so again until she completes a short or long
rest.
Reflexive Powers. Stalwart Shield can use 1st and 2nd
level powers reflexively.
Potent Critical. When Stalwart Shield rolls a critical hit
on an attack, she rolls one additional weapon damage
die when determining the extra damage.
Take a Hit. Stalwart Shield can use the turn the blade
power as a reaction when she takes bludgeoning,
piercing, or slashing damage.
Superpowers. Stalwart Shield is an 8th-level
superpowered human. Her power ability is Strength
(power save DC 16, +8 to hit with powered attacks).
She has the following powers:
• At will: resistance, turn the blade
• 1st level (reflexive): false life*, martial strike, shield of
tenacity
• 2 nd level (reflexive): second wind*, protection from
energy, smite
• 3 rd level (3 slots): rage*, counterpunch, endure attack,
persistence
• 4 th level (2 slots): stoneskin*, reactive resistance, healing
factor, superior defense
ACTIONS
Martial Strike. Melee power attack: +8 to hit, one target.
Hit: 22 (4d10) bludgeoning damage.
Hurl. Ranged Power Attack: +8 to hit, range 90 ft., one
target. Hit: 18 (4d8) bludgeoning damage.
81
 S.T. A .R . ONE Ingenuity. STAR One makes Intelligence ability checks
The Sentient Tactical Assessment Robot, or S.T.A.R., is with advantage.
a cutting edge prototype made in a top secret corporate Acquisitions. STAR One has two devices that give
lab. As a result of some corporate sabotage gone awry, them the following superpowers: fire bolt and
the prototype awakened and walked out of the lab. Now electromagnetic nudge.
known to the public, the sentient, self-aware being has
Superpowers. STAR One is a 5th-level superpowered
been declared a person by the UN and can no longer be
robot. Their power ability is Intelligence (power save
deemed the property of said corporation. Now free, STAR
DC 15, +7 to hit with powered attacks). They have the
One offers their services of tactical analysis where needed.
following powers:
Robot ancestry, modern Earth culture • At will: fire bolt, electromagnetic nudge
Analytic Mastermind 5
EQUIPMENT
Armor Class 15 Taser, stun grenade (10-foot radius makes DC 15 CON
Hit Points 42 save or be blinded and deafened for 3 rounds), C4 (1 lb.)
Speed 30 ft. binoculars, smart phone, tracking device.
Initiative Bonus +2
ACTIONS
STR DEX CON INT WIS CHA
Fire Bolt. Ranged Power Attack: +7 to hit, range 120 feet,
12 (+1) 14 (+2) 14 (+2) 20 (+5) 12 (+1) 8 (−1)
one target. Hit: 11 (2d10) fire damage.
Saving Throws Str +1, Dex +7, Con +2, Int +8, Wis +1,
Cha +2
Skills Investigation +8, Perception +4, Science +8,
STROBE
Strobe, or Malcolm Watkins, is a Black American man in his
Technology +8
early 20s with a toned body, well-styled hair, a former music
Damage Resistance Poison
career, and a sizeable social media following. For reasons
Proficiencies Simple and martial weapons, light and
he doesn’t understand, Strobe’s powers emerged when he
medium armor, thieves’ tools, disguise kit, forgery kit.
was playing a particularly emotional song, as light began
Senses passive Perception 14, Darkvision 60 ft.
to pour out of him. Since then, he’s looked for a way to
(goggles)
monetize those powers. Now that his music career is dead
Languages Russian, Chinese, English
and his cash is spent, he’s working with a group of amoral
Challenge 2* (450 XP) Proficiency Bonus +3
supers and loving his new career, which he chronicles by
* STAR One’s CR rises to 3 if he has a full contingent of
the hour on social media. He has 100 million followers.
minions.

Inorganic. STAR One does not need to eat, drink, Mutant ancestry, modern Earth culture
breathe, or sleep and is immune to disease. They have Light Elementalist 3
resistance to poison damage and advantage against Armor Class 14
being poisoned. Hit Points 38
Robotic Resilience. STAR One adds +1 to their AC. Speed 30 ft.
Background: Military. STAR One was created to work Initiative Bonus +2
for and support a paramilitary unit. STR DEX CON INT WIS CHA
Mastermind Strategy: Analytic. STAR One uses 12 (+1) 14 (+2) 14 (+2) 10 (+0) 10 (+0) 16 (+3)
Intelligence to determine their power save DC of 15
Saving Throws Str +1, Dex +2, Con +4, Int +0, Wis +0,
and attack modifier of +7.
Cha +5
Computational Brilliance. STAR One adds +2 to their Skills Deception +5, Insight +2, Performance +5,
Intelligence ability score. Technology +2
Absorb Knowledge. STAR One can speed read and has Damage Resistance Radiant
perfect memory. Proficiencies Simple weapons, light armor, piano
Minions. STAR One has five levels of minions at their Senses passive Perception 10
command. Their minions are robotic drones. Languages English, Spanish, Chinese
Challenge 1 (200 XP) Proficiency Bonus +2
Deploy Minions. STAR One can choose to deploy
up to five levels of robotic minions in whatever Mutation. As a part of his mutation, Strobe knows the
combination they prefer. color spray power.
Predict Aggression. STAR One has advantage on Background: Entertainer. Strobe is an internet
initiative rolls. personality and former music star.

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 Superpowered Operatives

Elemental Manifestation. Strobe manifests his powers

through light. The damage type of his powers is radiant,
and he has resistance to radiant damage. Finally, when
he uses an elemental power and deals radiant damage,
his target is blinded until the end of his next turn.
Font of the Elements. Strobe has three element points
he can use to activate one of his two metapowers:
quickened power and twinned power.
Elemental Accuracy. When Strobe uses radiant powers
that affect an area, he can choose to exclude up to a
number of creatures equal to 1 + the power’s level;
they take no damage.
Reflexive Powers. Strobe can use 1st level powers
reflexively.
Superpowers. Strobe is a 3rd-level superpowered
human. His power ability is Charisma (power save
DC 13, +5 to hit with powered attacks). He has the
following powers:
• At will: dancing lights, light
• 1st level (reflexive): color spray*, elemental blast, Saving Throws Str +0, Dex +2, Con +3, Int +2, Wis +1,
elemental strike, faerie fire, silent image Cha +5
• 2 nd level (2 slots): blindness/deafness, stun Skills Investigation +4, Perception +2, Science +4,
Technology +4
ACTIONS Damage Resistances Cold, slashing
Elemental Blast. Ranged Power Attack: +5 to hit, range Proficiencies Simple weapons, light armor, painter’s
90 ft., one target. Hit: 9 (2d8) radiant damage. supplies
Elemental Strike. Melee Power Attack: +5 to hit, range 5 Senses passive Perception 11, Darkvision 60 ft
ft., one target. Hit: 11 (2d10) radiant damage. Languages Saturnine, English
Challenge 1/2 (100 XP) Proficiency Bonus +2

TEMPESTA Alien Physiology: Broad-Spectrum Sight and

Tempesta arrived on Earth a few years ago as a visitor Resistance. The cold temperatures of Saturn and its
from her home on ancient, floating platforms in Saturn’s dense and murky atmosphere lend Tempesta cold
atmosphere. Her people have dwelled there amidst its resistance and darkvision.
1000 mph winds for millennia, which has granted a few of Background: Explorer. Tempesta is an explorer from
them a special ability to manipulate wind currents. Taking Saturn.
the name Tempesta (the closest humanly pronounceable Elemental Manifestation. Tempesta manifests her
version of her name), she at first observed but then, over powers through the element of wind. The damage
time, came to love the Earth and its people. Now she type of her wind powers is slashing, and she has
actively works to help them when she can. resistance to slashing damage. Finally, when she uses
Like most Saturnians, Tempesta is thin and tall an elemental acid power and deals slashing damage,
compared to humans, with yellow-brown skin—perhaps the target is pushed back by 5 feet.
an evolutionary adaptation that would serve as camouflage Superpowers. Tempesta is a 1st-level superpowered
in the atmosphere of Saturn. Her people naturally breathe alien. Her power ability is Charisma (power save
hydrogen, but she underwent a procedure before arriving DC 13, +5 to hit with powered attacks). She has the
to allow her to breathe oxygen as well. following powers:
Alien ancestry, alien culture • At will: command substance (wind), zephyr
Wind Elementalist 1 • 1st level (2 slots): elemental blast, elemental strike, fog
cloud, noxious mist
Armor Class 14
Hit Points 21 ACTIONS
Speed 30 ft. Elemental Blast. Ranged Power Attack: +5 to hit, range
Initiative Bonus +2 90 ft., one target. Hit: 9 (2d8) slashing damage.
STR DEX CON INT WIS CHA Elemental Strike. Melee Power Attack: +5 to hit, range 5
10 (+0) 14 (+2) 12 (+1) 14 (+2) 10 (+0) 16 (+3) ft., one target. Hit: 11 (2d10) slashing damage.

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83
 Noxious Mist. Melee Power: creatures within 5 feet
of Tempesta must make a DEX save or take 9 (2d8)
poison damage and be blinded until the beginning of
her next turn, half on a save and not blinded.
THESEUS
Theseus was born in Ancient Greece. He led the life of an
adventurer and hero, with his most famous exploit being
when he bested the fabled minotaur in the labyrinth. He
returned to become king of ancient Athens, according to
the legends.
Nearly three thousand years later, a foolish sorcerer
attempted to summon the greatest heroes of myth and
legend, beginning with Theseus. She believed herself to
possess a piece of his ship, so he could be summoned most
easily. Her plan was to summon them, extract their DNA,
then return them to their times. Unfortunately, she lost
control of her spell and Theseus found himself stranded
here, in our present.
Since then, the mythic hero has learned to adapt to the
modern world. As the creator of the ancient Greek form of
mixed martial arts known as pankration, as well as being
a hero himself, Theseus as found his place among the
most famous and powerful superheroes of the present day.
Human ancestry, ancient Earth culture
Hand to Hand Martial Expert 18
Armor Class 24
Hit Points 158
Speed 60 ft.
Initiative Bonus +8
STR DEX CON INT WIS CHA
14 (+2) 26 (+8) 14 (+2) 10 (+0) 19 (+4) 12 (+1)
Saving Throws Str +8, Dex +14, Con +8, Int +6, Wis +10,
Cha +7
Skills Athletics +8, Acrobatics +20, Intimidation +7,
Perception +10, Stealth +20, Survival, +10
Damage Resistance Poison
Proficiencies Simple and martial weapons, all armor,
one artisan tool
Senses passive Perception 17
Languages Attic Greek, English
Challenge 12 (8,400 XP) Proficiency Bonus +6
Omnivore. Theseus has resistance to poison damage
and advantage on saving throws against the poisoned
condition.
Background: Military. Theseus was a warrior, trained
in armor and weapons.
Martial Practice. Theseus uses Dexterity for unarmed
and weapon attacks and damage rolls. He can use a
d12 plus his bonus in place of the normal damage of
the weapon or unarmed strike. And he can make an
unarmed strike as a bonus action whenever he uses
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Kenneth Amacker (Order #41978118)
an attack action. He can also take an attack with a
weapon in his off hand as a bonus action instead.
Focus. Theseus has 18 focus points. He can spend one
each turn to use the combo attack, artful defense, or
agile step bonus actions, which allow him to take two
unarmed strikes as a bonus action when he takes the
attack action or take the dodge or dash actions as a
bonus action. His focus save DC is 18 and his focus
attack modifier is +10.
Open Hand Technique. When Theseus uses his combo
attack focus ability, he can choose to knock someone
down if they fail a DEX save, push them 15 feet away
if they fail a STR save, or remove their ability to take
reactions until the end of her next turn. Also, his
unarmed attacks are +1 to hit and damage.
Extra Attack. Theseus can make three attacks when he
takes the attack action.
Focus-Empowered Strikes. Theseus’s unarmed attacks
ignore damage resistance.
Wholeness of Body. Theseus can use an action to
regain 54 hit points once per long rest.
Evasion. When Theseus makes a DEX save, he takes no
damage on a success and half on a failure.
Meditative Mind. Theseus can use his action to end
one charm or frightened effect on himself.
Stunning Strike. When Theseus hits with a melee or
unarmed attack, he can spend 1 focus and the target
must make a CON save or be stunned until the end of
Theseus’s next turn.
Improved Focus. Theseus can spend 1 focus point
and use the catch your breath, guidance, turn the blade,
resistance, and true strike powers.
Fearless. Theseus is immune to the Frightened condition.
When he is reduced to 0 HP but not killed outright, he
can spend 1 focus point to drop to 1 HP instead.
Feat: Nimble. Theseus adds his proficiency bonus to
his Dexterity score.
Perfect Health. Theseus is immune to disease, resistant
to poison damage, and has advantage on saves
against the poisoned condition.
Focused Resilience. Theseus has proficiency in all
saves. Whenever he fails a save, he can spend 1 focus
point to reroll.
Free Running. Theseus can move along vertical surfaces.
Perfect Balance. Theseus has advantage on all DEX
saves and advantage on Stealth checks to move silently.
Feat: Insightful. Theseus adds his proficiency bonus to
his Wisdom score.
Quivering Palm. When Theseus hits a creature with
an unarmed attack, he can spend 3 focus points to
implant vibrations in his target. Over the next 18 days,
he can use an action to end the vibrations. The target

must make a CON save or drop to 0 HP. On a success,
it takes 66 (10d10) necrotic damage.
Advanced Focus. As a bonus action or a reaction,
Theseus can spend 3 focus points and use catch your
breath, guidance, turn the blade, resistance, or true strike.
ACTIONS
Shortsword. Ranged Weapon Attack: +14 to hit, range 5 ft.,
one target. Hit: 12 (1d6 + 8) piercing damage.
Unarmed Strike. Melee Unarmed Attack: +15 to hit, range
5 ft., one target. Hit: 16 (1d12 + 9) bludgeoning damage.
THE THOUGHT
The Thought is a member of an ancient species of
telekinetics from a planet in an impossibly distant galaxy,
reachable only via a wormhole that opens for a few
moments once every few solar cycles. He came through
several cycles ago and has chosen not to try to return, for
reasons he refuses to divulge. When working with his
teammates in the Sentinels of the Stars, the Thought usually
hangs back, helping with his psychic abilities from afar.
Alien ancestry, alien culture
Telekinesis Mentalist 6
Armor Class 14 (16 with force armor)
Hit Points 73
Speed 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
9 (−1) 12 (+1) 12 (+1) 16 (+3) 12 (+1) 18 (+4)
Saving Throws Str −1, Dex +1, Con +1, Int +3, Wis +4,
Cha +7
Skills Insight +4, Persuasion +10, Science +6,
Technology +6
Damage Resistances Psychic
Proficiencies Simple weapons, light armor
Senses passive Perception 11
Languages English, Galactic Common
Challenge 3 (700 XP) Proficiency Bonus +3
Background: Scientist. The Thought was trained in the
sciences on his homeworld.
Mental Aptitude: Telekinesis. The Thought’s mental
aptitude is for telekinesis. The Thought knows the
telekinetic hand at will power and the range, weight
limit, and duration are doubled for him.
Empathy. The Thought has four empathy dice, which
he can give away to allies within 60 feet. For each,
the ally can roll a d8 and add it to one attack, ability
check, or saving throw within the next 10 minutes.
Powerful Personality. The Thought has advantage on
Charisma ability checks and expertise in Persuasion.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Mental Resilience. The Thought has resistance to
psychic damage and advantage on saving throws
against being charmed.
Reflexive Powers. The Thought can use 1st level powers
reflexively.
Font of Empathy. The Thought regains all of expended
uses of Empathy when he finishes a short or long rest.
Enhanced Telekinesis. The range, weight limit, and
duration of The Thought’s telekinetic hand all multiple
by 20. Thus, he can use it to lift up to 200 lb., 600 feet
away, for up to 20 minutes. He can have up to three
instances of this at will active at once.
Superpowers. The Thought is a 6th-level superpowered
human. His power ability is Charisma (power save
DC 15, +7 to hit with powered attacks). He has the
following powers:
• At will: telekinetic hand*, sensory focus
• 1st level (reflexive): feather fall*, shield*, force armor,
force missile, forceful strike
• 2 nd level (reflexive): hold person*, levitate*, suggestion
• 3rd level (3 slots): lesser telekinesis*, pulse wave*, fly, slow
ACTIONS
Force Missile. automatic hit, range 120 ft., three
projectiles, dealing 3 (1d4 + 1) force damage each.
Forceful Strike. Melee Power Attack: +7 to hit, range 5 ft.,
one target. Hit: 11 (2d10) force damage.
Pulse Wave. Ranged Power: each target in a 30-foot cone
or 20-foot sphere around The Thought must make a
STR save or take 22 (5d8) force damage and be pushed
back 10 feet, or half on a success and no push.
THUNDERLIGHT
Thunderlight, or Kate Troeh, is a Native American woman in
her 30s with short dark hair. She works as a photojournalist at
the City Times News, the leading paper in town, even though
she dislikes the management. Only her good relationship with
the editor, Josh Mercado, keeps her from quitting. Kate has
always had powers, of course, ever since she can remember.
When she’s not writing, she dons a disguise and takes to the
air to protect her community, illuminating the truth with
her powers and her camera’s flash bulb. Most recently, she’s
been covering Indigenous efforts to protect water sources,
revealing the truth and inspiring action both through her
insightful words and her superpowers.
Human ancestry, modern Earth culture
Electricity Elementalist 12
Armor Class 16
Hit Points 88
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
11 (+0) 14 (+2) 14 (+2) 12 (+1) 12 (+1) 20 (+5)
85
 Saving Throws Str +0, Dex +2, Con +6, Int +1, Wis +1,
Cha +9
Skills Athletics +4, Insight +5, Perception +5, Persuasion
+9
Damage Immunities Lightning
Proficiencies Simple weapons, light and medium armor,
photographer’s kit
Senses passive Perception 15
Languages English, Chinook Jargon, French
Challenge 6 (2,300 XP) Proficiency Bonus +4
Background: Journalist. Thunderlight is a
photojournalist.
Elemental Manifestation. Thunderlight manifests
her powers through electricity. The damage type
of her powers is lightning, and she has resistance
to lightning damage. Finally, when she uses an
elemental power and deals lightning damage, she has
advantage on the attack roll against targets wearing
or made of metal.
Font of the Elements. Thunderlight has 12 element
points she can use to activate one of her three
metapowers: distant power, focused power, and quickened
power
Elemental Accuracy. When Thunderlight uses
electricity powers that affect an area, she can choose
to exclude up to a number of creatures equal to 1 + the
power’s level; they take no damage.
Reflexive Powers. Thunderlight can use 1st– 3rd level
powers reflexively.
Elemental Ward. When Thunderlight is hit by a visible
melee attack, the attacker takes 4 lightning damage.
Empowered Element. Thunderlight can add her
Charisma modifier to the damage of any power that
deals lightning damage.
Superpowers. Thunderlight is a 12th-level
superpowered human. Her power ability is Charisma
(power save DC 17, +9 to hit with powered attacks).
She has the following powers:
• At will: catch your breath, power device, sense device
• 1st level (reflexive): elemental blast, elemental strike,
innate orientation, thunderwave
• 2 nd level (reflexive): elemental weapon, stun
• 3 rd level (reflexive): call lightning, fly, infrared vision,
lightning bolt
• 4 th level (3 slots): superior vision
• 5th level (2 slots): improved fly, lightning fence
• 6 th level (1 slot): chain lightning
ACTIONS
Chain Lightning. Ranged Power: up to four targets in
range must make DC 17 DEX saves or take 45 (10d8)
lightning damage, half on a save.
Elemental Blast. Ranged Power Attack: +9 to hit, range
90 ft., one target. Hit: 23 (4d8 + 5) thunder damage.
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Kenneth Amacker (Order #41978118)
Elemental Strike. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 27 (4d10 + 5) thunder damage.
Lightning Bolt. Ranged Power: all targets in a 100 foot
line must make DC 17 DEX saves or take 28 (8d6)
lightning damage, half on a save.
UMBRAL
The Umbral King is millennia old. Once a citizen of the
ancient continent of Lemuria, rival of Atlantis, Umbral
was one of the Mystics who doomed both ancient
kingdoms with their meddling with dark magics and
otherworldly gods. The greatest among them, Umbral
managed to capture the essence of one such extraplanar
entity of impossible power in the pages of a series of
tomes, though doing so effectively robbed him of his last
shred of humanity. He strived to reunite the tomes, but
eventually fell into a centuries long slumber. A recent
activation of ancient Atlantean tech awoke him, so now
he searches the planet for his tomes—and the heroes that
have been prophesied to stop him.
Alien ancestry, ancient Earth culture
Eldritch Mystic 20
Armor Class 24
Hit Points 233
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
9 (−1) 14 (+2) 20 (+5) 26 (+8) 14 (+2) 12 (+1)
Saving Throws Str −1, Dex +2, Con +2, Int +14, Wis +2,
Cha +7
Skills History +20, Intimidation +13, Investigation +20,
Mysticism +20, Perception +8
Proficiencies simple weapons, light armor
Senses passive Perception 18
Languages Atlantean, Ancient Greek, English
Challenge 13 (10,000 XP) Proficiency Bonus +6
Alien Physiology. Umbral has Hardened Skin and
Toughness, raising his base AC to 13 and adding 1 HP
per level.
Background: Scholar. Umbral has studied the eldritch
tomes for millennia.
Eldritch Mystic Path. Umbral knows four at will
powers and nine leveled powers.
Reflexive Powers. Umbral can use 1st– 6th level powers
reflexively.
Boon of the Avatar. Umbral knows an additional at
will and 1st level power. When he uses a power from
his Mystic Path, he gains 6 temp HP. Further, when
he uses a power from his Mystic Path that requires
an attack roll or saving throw, he adds 1d4 + 1 to the
attack roll or save DC. Finally, he has expertise in two
additional skills.
 Superpowered Operatives

Eerie Aura. Umbral has advantage on saves against

the Frightened condition. Also, as an action, he can
emanate a sense of dread or deep discomfort. Every
creature within 30 feet of him must make a Charisma
saving throw against his power save DC or be
Frightened until the end of his next turn.
Third Eye. Umbral has darkvision to 60 ft.
Intimations of the Future. When Magus is targeted
by a foe he can see, he can use his reaction to impose
disadvantage on their attack roll.
Hermetic Ward. When Magus spend 1 minute in
meditation, he gains 17 temporary HP. As a reaction
when a creature within 30 feet of him takes damage,
magus can share his ward with the targeted creature,
reducing his temporary HP.
Feat: Brilliant. Umbral adds his proficiency bonus to
his Intelligence ability score.
Eerie Trance. Magus can sit still and gain the benefits
of the see invisibility, force armor, and sanctuary powers.
Feat: Steadfast. Umbral adds his proficiency bonus to Finger of Death. Ranged Power: one target in 60 feet
his Constitution. makes a CON save or takes 61 (7d8 + 30) necrotic
Impossible Knowledge. Umbral knows the legend lore damage. If this kills a humanoid, they become a
power and can use it even on items that are not of zombie under Umbral’s permanent control.
great importance, learning their secrets. Harm. Ranged Power: one target in 60 feet makes a CON
Feat: Defensive. Umbral adds half his proficiency save or takes 49 (14d6) necrotic damage and its max
bonus, rounded down, to his AC. HP reduces by the same amount, though the target
Superpowers. Umbral is a 20th-level superpowered cannot fall below 1 HP.
human. His power ability is Intelligence (power save Inflict Wounds. Melee Power Attack: +14 to hit, range 5 ft.,
DC 22, +14 to hit with powered attacks). He has the one target. Hit: 38 (7d10) necrotic damage.
following powers: Shadowy Blast. Ranged Power Attack: +14 to hit, range
• At will: corrupting touch, eldritch blast, telekinetic hand, 90 ft., one target. Hit: 31 (7d8) necrotic damage.
catch your breath
• 1st level (reflexive): bane*, hellish rebuke*, find familiar*,
VAULTER
inflict wounds, infect, shadowy blast
Vaulter, also known as Walter Beck, is a Turkish-German
• 2 nd level (reflexive): alter self*, bestow curse* mutant and former track and field star. Walter was always
• 3 rdlevel (reflexive): fear*, remove curse*, elemental burst athletic and excelled at the long jump and high jump,
(necrotic) though pole vault was his best event. At a tryout for the
• 4th level (reflexive): black tentacles*, polymorph*, arcane eye Olympic team, his mutation first emerged, allowing him
• 5th level (reflexive): contact other plane*, scrying*, to jump an impossible distance. Because mutants are not
legend lore* allowed to compete, he was disqualified, devastating
• 6 th level (reflexive): eyebite, harm him. Later, a representative of a mutants’ rights group
• 7th level (2 slots): finger of death approached him, and he has since become both a
• 8th level (1 slot): clone spokesperson for the group and a novice super as well.
• 9 th level (1 slot): channel elder god
Mutant ancestry, modern Earth culture
* Power granted by a Mystic Path, invocation, or boon. Teleporting Kinetic 1
ACTIONS Armor Class 15
Eldritch Blast. Ranged Power Attack: +14 to hit, range Hit Points 22
120 ft., five beams. Hit: 5 (1d10) force damage per Speed 30 ft.
beam, plus 8 damage to one of them. Initiative Bonus +3
Elemental Burst. Ranged Power: each target in a 30-foot STR DEX CON INT WIS CHA
cone must make a DEX save or take 38 (11d6) necrotic 12 (+1) 16 (+3) 14 (+2) 10 (+0) 10 (+0) 14 (+2)
damage, or half on a success.

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87

Saving Throws Str +3, Dex +5, Con +2, Int +0, Wis +0,
Cha +2
Skills Acrobatics +5, Athletics +3, Intimidation +4,
Performance +4
Proficiencies Simple weapons, light armor, first aid kit
Senses passive perception 10
Languages German, Turkish, English
Challenge 1/2 (100 XP). Proficiency Bonus +2
Mutant. Vaulter is a mutant, granting him an
additional 1st level power: jump.
Background: Athlete. The Vaulter was an NCAA track
and field athlete.
Kinetic Power: Teleporting. Vaulter knows two at-will
powers and three 1st level powers. He can use a 1st
level power two times. He regains these uses when
completing a short or long rest.
Microteleportation. Vaulter has advantage on DEX
saves and Sleight of hand checks.
Superpowers. Vaulter is a 1st-level superpowered
human. His power ability is Dexterity (power save
DC 13, +5 to hit with powered attacks). He has the
following powers:
• At will: far grasp, side step
• 1st level (3 slots): jump*, sudden swerve*, martial strike,
portal punch, unseen step
* Power granted by mutation or kinetic talent.
ACTIONS
Martial Strike. Melee power attack: +5 to hit, one target.
Hit: 11 (2d10) bludgeoning damage.
Portal Punch. Ranged Power Attack: +5 to hit, range 90 ft.,
one target. Hit: 9 (2d8) bludgeoning damage.
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Kenneth Amacker (Order #41978118)
VELOCITY
Velocity is Sarah Cartwright, the Australian daughter of
white and Indigenous Australians. She was a national track
champion when she was in a car accident, which resulted
in a lower leg amputation. A few years after her accident,
she had once again risen to the ranks of competitive runner,
thanks in part to a mobility aid known as a running blade.
A few weeks before the Olympic trials, Sarah was on a
jog near her grandmother’s rural home. She came across a
strange rock formation, which exposed her to orichalcum,
a legendary mineral said to be infused with the power of
ancient Atlantis. At least, that is what the hero known as
Magus said when he arrived and explained to her what
had happened. The next month, she was disqualified from
the Olympics, unfortunately, not because of her running
blade, however, but her newfound superpowered speed.
Apparently, the orichalcum infusion endowed her with
incredible superpowers. Now she uses custom mobility
aids that can sustain her incredible speeds, designed by
engineer and fellow superhero, Wrecking Ball. Velocity
still has to spend time tuning and adjusting her mobility
aids, and she needs to make sure she brings a variety with
her, but she can run faster than ever.
Human ancestry, modern Earth culture
Speed Kinetic 15
Armor Class 24
Hit Points 149
Speed 240 ft. (4800 ft. with burst of speed)
Initiative Bonus +2
STR DEX CON INT WIS CHA
11 (+0) 25 (+7) 16 (+3) 12 (+1) 12 (+1) 10 (+0)
Saving Throws Str +5, Dex +12, Con +3, Int +1, Wis +1,
Cha +0
Skills Acrobatics +17, Athletics +10, Medicine +6,
Perception + 6
Proficiencies Simple weapons, light armor, first aid kit,
mechanic’s tools
Senses passive Perception 16
Languages English, Wati
Challenge 8 (3,900 XP) Proficiency Bonus +5
Background: Athlete. Velocity was a college track star
before her accident.
Kinetic Power: Speed. Velocity knows three at will
powers and 15 leveled powers.
Fleet Footed. Velocity’s walking speed increases by 10
to 40 feet.
Physical Acumen. Velocity has expertise in Athletics
and Acrobatics.
Action Surge. Velocity can take an additional action on
her turn. Once she uses this feature, she cannot do so
again until she completes a short or long rest.
Reflexive Powers. Velocity can use 1st –4th level powers
reflexively.
 Superpowered Operatives

Potent Critical. When Velocity rolls a critical hit on an
attack, she rolls one additional weapon damage die
when determining the extra damage.
Blazing Fast. Velocity’s walking sped triples to 120 feet.
Kinetic Control. Velocity has advantage to resist being
shoved or knocked prone, and advantage against
being moved against her will.
Feat: Nimble. Velocity adds her proficiency bonus to
her Dexterity score.
Physical Perfection. Velocity has advantage on all STR,
DEX, and CON saves.
Permanent Speed. Velocity is always under the haste
power, no concentration required.
Superpowers. Velocity is a 15th-level superpowered human.
Her power ability is Dexterity (power save DC 20, +12 to hit
with powered attacks). She has the following powers:
• At will: kip up, quick dodge, catch your breath
• 1st level (reflexive): longstrider*, expeditious retreat,
martial strike, jump
• 2 nd level (reflexive): blur*, hovering step, smite
• 3 rd level (reflexive): haste*, preemptive attack, inspiring
strike, water walk
• 4th level (reflexive): whirlwind*, deflect projectiles,
freedom of movement, superior defense
• 5th level (2 slots): rapid barrage*, vulnerable strike
• 6 th level (1 slot): blitz attack
• 7th level (1 slot): burst of speed
• 8th level (1 slot): rewind
ACTIONS
Blitz Attack. Ranged Power: +up to 6 foes within 60 feet.
Hit: 35 (10d6) bludgeoning damage.
Rapid Barrage. Ranged Power Attack: +12 to hit, up to 5
foes within 30 feet. Hit: 33 (6d10) force damage.
Martial Strike. Melee power attack: +12 to hit, one target.
Hit: 27 (5d10) bludgeoning damage.
STR DEX CON INT WIS CHA
8 (−1) 12 (+1) 13 (+1) 20 (+5) 12 (+1) 14 (+2)
Saving Throws Str −1, Dex +1, Con +1, Int +9, Wis +1,
Cha +6
Skills Deception +10, History +7, Mysticism +9,
Persuasion +10
Proficiencies simple weapons, light armor
Senses passive Perception 11, Darkvision 60 ft
Languages English, Language of the Void
Challenge 4 (1,100 XP) Proficiency Bonus +4
Special Feat: Void Walker. The Void can use the plane
shift power, on himself only, at will.
Omnivore. Because Void actually grew up in ancient times,
he has resistance to poison damage and advantage on
saving throws against the poisoned condition.
Background: Custom.
Mystic Power: Eldritch. Void knows three at will powers
and six leveled powers, with power slots up to 5th level.
Reflexive Powers. Void can use his 1st and 2nd level
powers reflexively.
Boon of the Avatar. Void knows an additional at will
and 1st level power. When he uses a power from his
Mystic Path, he gains temporary hit points equal to
his proficiency bonus. Further, when he uses a power
from his Mystic Path that requires an attack roll or
saving throw, he adds +1 to the attack roll or save DC.
Eerie Aura. Void has advantage on saves against the
Frightened condition. Also, as an action, he can
emanate a sense of dread or deep discomfort. Every
creature within 30 feet of her must make a Charisma
saving throw against his power save DC or be
Frightened until the end of his next turn.
Third Eye. Void has darkvision to 60 ft.
Invocations. agonizing power, beguiling influence,
incarnation of the avatar, whispers of the grave

VOID
The Void, also known as Heath Ayers, first lived in the 17th
Century, in England. His family had died of the plague
when he was attacked for petty, forgotten reasons, left in
the streets to die. He crawled into the sewers and fell into
a lost catacomb, where he encountered an ancient, mystical
flower. He ate it and was transformed into a being of pure
void. Void also served as the main antagonist in the S5E
actual play livestream show.

Human (variant) ancestry, ancient Earth culture

Eldritch Mystic 10

Armor Class 15
Hit Points 73
Speed 30 ft.
Initiative Bonus +1

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89
 Superpowers. Void is a 10th-level superpowered
human. His power ability is Intelligence (power save
DC 17, +9 to hit with powered attacks). He has the
following powers:
• At will: catch your breath, corrupting touch, eldritch
blast, telekinetic hand*
• 1st level (reflexive): bane*, hellish rebuke*, find familiar
(ritual)* comprehend languages*, inflict wounds, shield
• 2 nd level (reflexive): alter self*, bestow curse*, augury,
enthrall
• 3 rdlevel (3 slots): fear*, remove curse*, clairvoyance,
elemental burst (necrotic), speak with dead*
• 4 th level (3 slots): black tentacles*, polymorph*, blight,
greater invisibility
• 5th level (2 slots): contact other plane*, scrying*,
dominate person
* Power granted by a Mystic Path, invocation, or boon.
ACTIONS
Eldritch Blast. Ranged Power Attack: +9 to hit, range 120
ft., two beams. Hit: 5 (1d10) force damage per beam,
plus 5 damage to one of them.
Elemental Burst. Ranged Power: each target in a 30-foot
cone must make a DC 17 DEX save or take 28 (8d6)
necrotic damage, or half on a success.
Inflict Wounds. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 16 (3d10) necrotic damage.
VOLITION
Volition, or Rosa Isabel Alvarez Mendoza, is a Peruvian
trans woman. When she hit puberty, her mutations
began to emerge; her eyes began to glow golden, and she
began to levitate without even thinking about it. Life as
a visible mutant was hard on Volition, but she survived
and eventually cobbled together enough money to attend
community college. As Rosa began living as her more
authentic self and feeling confident in doing so, her powers
grew exponentially. As she increasingly came to use her
formidable powers to help others and save lives, she rose
in prominence, becoming one of the most recognizable
and beloved heroes on the planet.
Human ancestry, modern Earth culture
Telekinesis Mentalist 19
Armor Class 21 (force armor)
Hit Points 146
Speed 30 ft.
Initiative Bonus +2
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 14 (+2) 12 (+1) 26 (+8)
Saving Throws Str +0, Dex +2, Con +2, Int +2, Wis +7,
Cha +14
Skills Medicine +7, Persuasion +20, Science +8, Stealth +8
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Kenneth Amacker (Order #41978118)
Damage Resistances Psychic
Proficiencies Simple weapons, light armor, chess set
Senses passive Perception 11
Languages English, Spanish, Portuguese, Russian,
Chinese, Hindi, Italian
Challenge 9 (5,000 XP) Proficiency Bonus +6
Background: Indigent. Volition was living on the
streets before their mutation and subsequent rise to
worldwide fame.
Mental Aptitude: Telekinesis. Volition’s mental
aptitude is for telekinesis. She knows the telekinetic
hand at will power and the range, weight limit, and
duration are doubled for her.
Empathy. Volition has eight empathy dice, which she
can give away to allies within 60 feet. For each, the
ally can roll a d12 and add it to one attack, ability
check, or saving throw within the next 10 minutes.
Powerful Personality. Volition has advantage on
Charisma ability checks and expertise in Persuasion.
Mental Resilience. Volition has resistance to psychic
damage and advantage on saving throws against
being charmed.
Reflexive Powers. Volition can use 1st– 5th level powers
reflexively.
Font of Empathy. Volition regains all of expended uses
of Empathy when she finishes a short or long rest.
Enhanced Telekinesis. The range, weight limit, and
duration of Volition ‘s telekinetic hand all multiple by
20. Thus, she can use it to lift up to 200 lb., 600 feet
away, for up to 20 minutes. She can have up to three
instances of this at will active at once.
Subtle Power. When Volition uses her powers, there is
no outward sign that she is doing so. And those she
targets do not know that they are being targeted, or
by whom.
Enhanced Concentration. Volition has advantage on
rolls to maintain concentration on powers.
Feat: Admired Hero. Volition’s Charisma increases by
1. She has advantage on Persuasion and Deception
checks in her hometown. She can use charm person
once a day on someone from her hometown.
Autotelekinesis. Volition is always under the effect of
the fly power, no concentration required.
Feat: Charming. Volition adds her proficiency bonus to
her Charisma ability score.
Potent Will. When Volition uses a power that calls
for a save, she can use her reaction to give one target
disadvantage on their first save against the power.
Feat: Polyglot. Volition gains +1 to her Intelligence
score and knows four additional languages.
Superpowers. Volition is a 19th-level superpowered
human. Her power ability is Charisma (power save
 Superpowered Operatives

DC 22, +14 to hit with powered attacks). She has the

following powers:
• At will: telekinetic hand*, distract, message, catch your
breath
• 1st level (reflexive): feather fall*, shield*, floating disk,
force armor, force missile, forceful strike
• 2 nd level (reflexive): hold person*, levitate*
• 3 rd level (reflexive): lesser telekinesis*, pulse wave*,
telekinetic weapon
• 4 th level (reflexive): resilient sphere*, telekinesis*
• 5th level (reflexive): animate objects*, wall of force*,
arcane hand, hold creature
• 6 th level (2 slots): irresistible dance, move Earth
• 7th level (1 slot): forcecage
• 8th level (1 slot): Earthquake, greater telekinesis
• 9 th level (1 slot): plot armor.
* Power granted by mental aptitude.

ACTIONS
Force Missile. automatic hit, range 120 ft., seven
projectiles, dealing 3 (1d4 + 1) force damage each. Proficiencies Simple weapons, light armor, electronics
repair kit
Forceful Strike. Melee Power Attack: +14 to hit, range 5 ft.,
Senses passive Perception 13
one target. Hit: 33 (6d10) force damage.
Languages German, English, Turkish
Pulse Wave. Ranged Power: each target in a 30-foot cone Challenge 2 (450 XP) Proficiency Bonus +2
or 20-foot sphere around Volition must make a STR
save or take 31 (7d8) force damage and be pushed Background: Student. Volta is a student.
back 10 feet, or half on a success and no push. Elemental Manifestation. Volta manifests her powers
through electricity. The damage type of her powers is
lightning, and she has resistance to lightning damage.
VOLTA Finally, when she uses an elemental power and deals
Volta, or Olivia Fischer, is tall, broad-shouldered white teen
lightning damage, she has advantage on the attack
who grew up in Germany and is now a senior at Exeter
roll against target wearing or made of metal.
Academy. She came to the Academy in America from
Europe when her parents heard about the special program Font of the Elements. Volta has four element points
here for superpowered children under Ms. Brodeur. Now she can use to activate one of her two metapowers:
she is a senior, planning to go to City College next year, to heightened power and twinned power.
double-major in physics and genetics, as she is obsessed Elemental Accuracy. When Volta uses electricity
with understanding electricity and her own powers. The powers that affect an area, she can choose to exclude
only thing that can wrest her attention away from her up to a number of creatures equal to 1 + the power’s
studies is her girlfriend, Sophie. level; they take no damage.
Reflexive Powers. Volta can use 1st level powers
Human ancestry, modern Earth culture
reflexively.
Electricity Elementalist 4
Superpowers. Volta is a 4th-level superpowered human.
Armor Class 14 Her power ability is Charisma (power save DC 14, +6
Hit Points 42 to hit with powered attacks). She has the following
Speed 30 ft. powers:
Initiative Bonus +2
• At will: power device, sense device
STR DEX CON INT WIS CHA • 1st level (reflexive): elemental blast, elemental strike,
11 (+0) 14 (+2) 12 (+1) 14 (+2) 12 (+1) 18 (+4) guiding bolt, shock
Saving Throws Str +0, Dex +2, Con +3, Int +2, Wis +1, • 2 nd level (3 slots): elemental shield, stun
Cha +6 ACTIONS
Skills Perception +3, Persuasion +6, Science +4, Elemental Blast. Ranged Power Attack: +6 to hit, range
Technology +4 90 ft., one target. Hit: 9 (2d8) thunder damage.
Damage Resistances Lightning

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91
 Elemental Strike. Melee Power Attack: +6 to hit, range 5
ft., one target. Hit: 11 (2d10) thunder damage.
Guiding Bolt. Ranged Power Attack: +6 to hit, range 120
ft., one target. Hit: 14 (4d6) radiant damage.
THE WARDEN
The Warden, or Aldo Carson, is a white Canadian man in
his 40s with the rugged, weathered look of an outdoorsman.
He was a longtime backpacker, hiker, and environmentalist,
spending weeks on end in the backcountry of some of the
world’s most beautiful and remote parks. When he slept
beneath the ancient tree surrounded by the lingering mist,
however, he received a mission, a purpose: to protect that
natural world against supernatural and superpowered
threats of all kinds.
Human ancestry, modern Earth culture
Plant Vitalist 9
Armor Class 15
Hit Points 95
Speed 30 ft., swim 30 ft.
Initiative Bonus +1
STR DEX CON INT WIS CHA
14 (+2) 12 (+1) 16 (+3) 10 (+0) 20 (+5) 9 (−1)
Saving Throws Str +2 Dex +1, Con +7, Int +0, Wis +9,
Cha −1
Skills Animal Handling +9, Athletics +6, Science +8,
Survival +9
Proficiencies Simple and martial weapons, light and
medium armor, vehicles (land), leatherworker’s tools
Senses passive Perception 15
Languages English, French
Challenge 5 (1,800 XP) Proficiency Bonus +4
Background: Survivalist. The Warden is a seasoned
outdoorsman.
Natural Domain: Plants. The Warden communes with
and commands plants. He knows three at will powers
and knows eight leveled powers from the vitalist or
generalist lists.
Botanist. The Warden has expertise in Science and rolls
with advantage on checks concerning plants.
Green thumb. The Warden can use Plant Domain
powers as bonus actions. They are marked with an
asterisk in the superpowers list below.
Channel Nature: Wild Rapport. The Warden can use
an action to attempt to charm every living creature
within 30 feet. If they fail a Wisdom saving throw,
they are charmed by the Warden for 1 minute or until
they take any damage.
Channel Nature: Spore Cloud. The Warden can use
an action to emit a cloud of spores in a 10-foot radius
cloud centered on himself. When he creates the cloud
and as a bonus action on each subsequent round,
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Kenneth Amacker (Order #41978118)
he can choose to do force his choice of creatures
to make a CON save or take 2d8 poison, half on a
save. Alternately, he can choose instead to grant 5
temporary hit points to creature he chooses in the
cloud
Reflexive Powers. The Warden can use 1st and 2nd level
powers reflexively.
Nature’s Ally. When the Warden leads a group in
travel, they can ignore difficult terrain, can’t be lost,
and remain alert at normal speeds. When traveling by
himself, he can move stealthily at normal speed and
can forage for double as much food as normal. When
tracking, he can determine the exact size, number,
and how long ago they passed.
Heightened Summoning. When the Warden uses the
entangle, spike growth, insect plague, or wall of thorns powers,
he can create pockets of safety up to 1 + the power level.
Creatures in those pockets automatically succeed on their
saves against his power and take no damage.
Land’s Stride. The Warden can ignore difficult
terrain. He can ignore damage dealt by plants in the
landscape he moves through (allowing him to ignore
the thorns of a wall of thorns power, for example). He
also has advantage against being impeded, slowed,
grappled, or restrained by plants.
Vital Strike. When the Warden hits a creature with
an attack, he can choose to deal an extra 1d8 poison
damage.
Superpowers. The Warden is a 9th-level superpowered
human. His power ability is Wisdom (power save
DC 17, +9 to hit with powered attacks). He has the
following powers:
• At will: druidcraft, sensory focus, thorn, and claw
• 1st level (reflexive): entangle*, goodberry*, inflict
wounds, toxic blast
• 2 nd level (reflexive): barkskin*, spike growth*, mire,
second wind
• 3 rd level (3 slots): plant growth*, speak with plants*,
elemental burst (poison)
• 4 th level (3 slots): blight*, hallucinatory terrain*,
botanical constructs, botanical form
• 5th level (1 slot): awaken* commune with nature*, tree
stride
ACTIONS
Blight. Ranged Power: On target within 30 feet must
make a CON save or take 36 (8d8) necrotic damage,
half on a successful save.
Elemental Burst. Ranged Power: each creature in a
30 foot cone in front of the Warden must make a
DEX save or take 28 (8d6) poison damage, half on a
successful save.
Inflict Wounds. Melee Power Attack: +9 to hit, range 5 ft.,
one target. Hit: 16 (3d10) necrotic damage

Thorn and Claw. Melee Power Attack: +9 to hit, range 5
ft., one target. Hit: 13 (2d12) piercing damage
Toxic Blast. Ranged Power Attack: +9 to hit, range 90 ft.,
one target. Hit: 13 (3d8) poison damage and target is
poisoned until the end of the Warden’s next turn.
WRECKING BALL
Wrecking Ball, or Elena Ochoa, is an engineer and scientist
working in robotics and designing mobility aids. She
sustained a spinal cord injury when she was crushed by a
falling building, the result of a supervillain’s devasting attack
on her city. Nowadays, when she’s not designing mobility
aids for others, she’s out testing her own enhanced design—
one that includes heavy armor and weapons—which she
uses to protect her city from another villainous attack.
Human ancestry, modern Earth culture
Power Suit Tech 15
Armor Class 21 (heavy power armor)
Hit Points 118
Speed 30 ft., fly 60 ft
Initiative Bonus +0
STR DEX CON INT WIS CHA
13 (+1) 10 (+0) 14 (+2) 20 (+5) 14 (+2) 12 (+1)
Saving Throws Str +1, Dex +5, Con +2, Int +10, Wis +2,
Cha +1
Skills Intimidation +7, Perception +7, Science +15,
Technology +15
Proficiencies Simple weapons, light armor, electronics
repair kit, mechanics tools
Senses passive Perception 17, Darkvision 120 ft.
Languages Spanish, English
Challenge 10 (5,900 XP) Proficiency Bonus +5
Background: Scientist. Wrecking Ball is a scientist and
engineer.
Favored Tech: Power Suit. Wrecking Ball has a power
suit she built that creates superpowered effects. She
knows five at will powers and can prepare up to 22
powers from the Tech or General power lists at the
end of each long rest. She has a suit of heavy power
armor and disadvantage on Stealth checks.
Technological Adept. Wrecking Ball adds double her
proficiency bonus to Science and Technology skill
checks.
Reflexive Powers. Wrecking Ball can use 1st –4th level
powers reflexively.
Handy. Wrecking Ball has proficiency and expertise with
two tools: electronics repair kit and mechanics tools.
Enhanced Armor. Wrecking Ball gains +1 AC in her
power armor.
Implanted Tech. Wrecking Ball has miniaturized tech
that allows her to use her at will powers even when
she is not in her suit.
Kenneth Amacker (Order #41978118)
Superpowered Operatives
Hot Fix. When Wrecking Ball takes damage, she can
use her reaction to gain resistance against the damage
type, including the triggering damage. She retains
that resistance until she rests and cannot use it again
until then.
Field Modifications. Wrecking Ball can change what
powers she has prepared by spending 1 minute per
power she wishes to swap with her suit.
Feat: Remote Control. Wrecking Ball can call her armor
to her, give it general commands, and can take precise
control and remotely operate it.
New Model. Wrecking Ball’s suit grants her a flying
speed of 60 feet and darkvision out to 120 feet.
Superpowers. Wrecking Ball is an 15th-level
superpowered human. Her power ability is
Intelligence (power save DC 18, +10 to hit with
powered attacks). She has the following powers
prepared:
• At will: electromagnetic nudge, fire bolt, light, sense
device, power device
• 1st level (reflexive): autonomous drone, martial strike,
shield, sonic blast
• 2 nd level (reflexive): enhanced hearing, hack system,
second wind
• 3 rd level (reflexive): defensive drone, lightning bolt,
tremor
• 4 th level (reflexive): surveillance drone, tactical analysis
• 5th level (2 slots):advanced hack, crushing grip,
improved fly, missile salvo
• 6 th level (1 slot): disintegrate, chain lightning,
untraceable communication
• 7th level (1 slot): reflect damage, x-ray vision
• 8th level (1 slot): nanite aura
ACTIONS
Chain Lightning. Ranged Power: up to 4 targets within
150 (and within 30 feet of the first target) take 45
(10d8) lightning, half on a successful DEX save.
Disintegrate. Ranged Power: one target in 60 feet makes
a DEX save or takes 75 (10d6 + 40) force damage.
Fire Bolt. Ranged Power Attack: +10 to hit, range 120 ft.,
one target. Hit: 22 (4d10) fire damage.
Lightning Bolt. Ranged Power: each target in 100 foot
line takes 32 (9d6) lightning, half on a successful DEX
save.
Martial Strike. Melee Power Attack: +10 to hit, range 5 ft.,
one target. Hit: 27 (5d10) bludgeoning damage.
Missile Salvo. Ranged Power: All creatures in a 40-ft.-
radius sphere around a point within 300 feet take 36
(8d8) fire damage, half on a success.
Sonic Blast. Ranged Power Attack: +10 to hit, range 90 ft.,
one target. Hit: 22 (5d8) thunder damage.
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Kenneth Amacker (Order #41978118)
 GENERIC
SUPER NPCS
This section contains simplified superpowered operatives. Elemental Damage. The elementalist deals damage
Though the operatives here resemble those above, their with their chosen element according to the Elemental
stat blocks are simplified to make them easier to use for Manifestations table in the Elementalist class.
GMs at the table.
ACTIONS
Elemental Blast. Ranged Power Attack: +9 to hit, range
ELEMENTALIST, NOVICE 90 ft., one target. Hit: 27 (6d8) elemental damage.
Medium humanoid Elemental Burst. Ranged Power: each target in a 30-foot
cone must make a DC 17 DEX save or take 35 (10d6)
Armor Class 13 Hit Points 35
elemental damage, or half on a success.
Speed 30 ft. Initiative Bonus +1
Elemental Strike. Melee Power Attack: +9 to hit, range 5
STR DEX CON INT WIS CHA ft., one target. Hit: 33 (6d10) elemental damage.
10 (+0) 12 (+1) 12 (+1) 10 (+0) 12 (+1) 16 (+3)

Damage Resistance Elemental Manifestation K INETIC, NOVICE

Senses passive perception 11
Medium humanoid
Languages English
Challenge 1 (700 XP) Proficiency Bonus +2 Armor Class 16 Hit Points 38
Speed 40 ft. Initiative Bonus +2
Enhanced Power (2/Day). Twice a day, the Elementalist can
reroll the damage to one attack and take the higher result. STR DEX CON INT WIS CHA
Elemental Damage. The novice elementalist deals 14 (+2) 14 (+2) 14 (+2) 10 (+0) 12 (+1) 10 (+0)
damage with their chosen element according to the Senses passive perception 11
Elemental Manifestations table in the Elementalist class. Languages English
ACTIONS Challenge 1 (700 XP) Proficiency Bonus +2
Elemental Blast. Ranged Power Attack: +5 to hit, range Action Surge (1/Day). Once a day, the Novice Kinetic
90 ft., one target. Hit: 13 (3d8) elemental damage. can take two actions on their turn.
Elemental Strike. Melee Power Attack: +5 to hit, range 5
ACTIONS
ft., one target. Hit: 16 (3d10) elemental damage.
Hurl. Ranged Power Attack: +4 to hit, range 90 ft., one
target. Hit: 9 (2d8) bludgeoning damage.
ELEMENTALIST, VETERAN Martial Strike. Melee power attack: +4 to hit, one target.
Medium humanoid Hit: 11 (2d10) bludgeoning damage.
Armor Class 16. Hit Points 94
Speed 30 ft. Initiative Bonus +2 K INETIC, VETERAN
STR DEX CON INT WIS CHA Medium humanoid
10 (+0) 14 (+2) 14 (+2) 10 (+0) 14 (+2) 20 (+5) Armor Class 20 Hit Points 104
Saving Throws Con +6, Cha +9 Speed 50 ft. Initiative Bonus +2
Skills Perception +6, Stealth +6 STR DEX CON INT WIS CHA
Damage Immunities Elemental Manifestation 18 (+4) 18 (+4) 16 (+3) 10 (+0) 14 (+2) 10 (+0)
Senses passive perception 16
Languages English Saving Throws Str +8, Dex +8
Challenge 5 (1,800 XP) Proficiency Bonus +4 Skills Acrobatics +8, Athletics +8
Senses passive perception 12
Enhanced Power (3/Day). Three times a day, the Veteran Languages English
Elementalist can impose disadvantage on the first saving Challenge 6 (2,300 XP) Proficiency Bonus +4
throw a target makes against one of their elemental
powers or can grant themselves advantage on attack roll.

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 M ARTIAL E XPERT, A PPRENTICE
MINOR MINION
Medium humanoid
1st -level Medium creature
Armor Class 15 Hit Points 35
Armor Class 14 (Kevlar) Speed 40 ft. Initiative Bonus +3
Hit Points 11 (2d8 + 2) Speed 30 ft.
STR DEX CON INT WIS CHA
STR DEX CON INT WIS CHA 10 (+0) 16 (+3) 12 (+1) 10 (+0) 12 (+1) 10 (+0)
12 (+1) 12 (+1) 12 (+1) 10 (+0) 10 (+0) 10 (+0)
Senses passive perception 11
Skills Perception +2 Languages English
Senses passive Perception 12 Challenge 1 (700 XP) Proficiency Bonus +2
Languages English
BONUS ACTIONS
Challenge 1/4 (50 XP) Proficiency Bonus +2
Unarmed Strike. The Apprentice Martial Expert can
ACTIONS make an unarmed strike as a bonus action.
Melee Weapon. Melee Weapon Attack: +3 Artful Step. The Apprentice Martial Expert can take
to hit, reach 5 ft., one target. Hit: 4 (1d6 + 1) the Dash or Hide action as a bonus action.
bludgeoning damage.
Ranged Weapon. Ranged Weapon Attack: +3 to ACTIONS
hit, range 30/120 ft., one target. Hit: 4 (1d6 + 1) Quarterstaff. Melee Weapon Attack: +5 to hit, range 5 ft.,
piercing damage. one target. Hit: 7 (1d8 + 3) bludgeoning damage.

REACTIONS Unarmed Strike. Melee Unarmed Attack: +5 to hit, range

5 ft., one target. Hit: 6 (1d6 + 3) bludgeoning damage.
Protect the Boss. The minion can use its reaction
to impose disadvantage on the attack roll of a
creature within 5 feet of it whose target is the M ARTIAL E XPERT, M ASTER
Mastermind. The minion must be able to see the
Medium humanoid
attacker.
Armor Class 19 Hit Points 84
Speed 50 ft. Initiative Bonus +5
Action Surge (2/Day). Once a day, the Veteran Kinetic
STR DEX CON INT WIS CHA
can take two actions on their turn.
10 (+0) 20 (+5) 14 (+2) 10 (+0) 14 (+2) 10 (+0)
ACTIONS Saving Throws Dex +9, Wis +6
Hurl. Ranged Power Attack: +8 to hit, range 90 ft., one Skills Acrobatics +9, Stealth +9
target. Hit: 27 (6d8) bludgeoning damage. Senses passive perception 16
Martial Strike. Melee power attack: +8 to hit, one target. Languages English
Hit: 33 (6d10) bludgeoning damage. Challenge 5 (1,800 XP) Proficiency Bonus +4

Stunning Strike (3/day). Three times a day, when a

Master Martial Expert strikes a creature with a melee
or unarmed attack, they can force the creature to
make a DC 14 CON save or be stunned until the end
of the Master Martial Expert’s next turn.

BONUS ACTIONS
Unarmed Strike. The Master Martial Expert can make
two unarmed strikes as a bonus action.
Artful Step. The Master Martial Expert can take the
Dash or Hide action as a bonus action.

ACTIONS
Multiattack. The Master Martial Expert makes two
attacks and two unarmed strikes.
Quarterstaff. Melee Weapon Attack: +9 to hit, range 5 ft.,
one target. Hit: 7 (1d8 + 3) bludgeoning damage.
Unarmed Strike. Melee Unarmed Attack: +9 to hit, range
5 ft., one target. Hit: 6 (1d6 + 3) bludgeoning damage.

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 Generic Super NPCs

M ASTERMIND, MINOR
M AJOR MINION
Medium humanoid
5 th -level Medium creature
Armor Class 14 Hit Points 27
Speed 30 ft. Initiative Bonus +2 (with advantage) Armor Class 18 (Kevlar)
Hit Points 39 (6d8 + 15) Speed 30 ft.
STR DEX CON INT WIS CHA
8 (−1) 14 (+2) 12 (+1) 14 (+2) 12 (+1) 14 (+2) STR DEX CON INT WIS CHA
16 (+3) 16 (+3) 14 (+2) 10 (+0) 11 (+1) 10 (+0)
Skills Deception +4, Intimidation +4, Investigation +4,
Science +4 Skills Perception +5
Senses passive perception 12 Senses passive Perception 15
Languages English Languages English
Challenge 1* (700 XP) Proficiency Bonus +2 Challenge 2 (450 XP) Proficiency Bonus +4
* This CR includes the Mastermind’s minions. Alone the
ACTIONS
Mastermind is CR 1/2.
Multiattack. The minion can take two weapon
BONUS ACTIONS attacks per turn or throw a grenade.
Provoke. The mastermind mocks one creature within Frag Grenade. Ranged Attack: creatures within
60 feet; until the end of the mastermind’s next turn, 15 feet of a point within 60 feet take 19 (3d6)
the creature has disadvantage to attack anyone but fire damage, or half on a DC15 DEX save.
the mastermind. Melee Weapon. Melee Weapon Attack: +7
to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3)
ACTIONS
bludgeoning damage.
Pistol, heavy semi-auto. Ranged Weapon Attack: +4
Ranged Weapon. Ranged Weapon Attack: +7 to
to hit, range 80/320 ft., one target. Hit: 7 (1d10 + 2)
hit, range 30/120 ft., one target. Hit: 6 (1d6 + 3)
piercing damage.
piercing damage.
Summon Minion (1/day). The Mastermind summons 3
minor minions to defend them. They appear within BONUS ACTIONS
30 feet and act at the end of the mastermind’s turn. Helper. The minion can take the Help action as a
bonus action.
Survival Training. The minion has received
M ASTERMIND, M AJOR combat training and can Dash, Disengage, or
Medium humanoid Hide as a bonus action.

Armor Class 16 Hit Points 62 REACTIONS

Speed 30 ft., fly 30 feet Protect the Boss. The minion can use its reaction
Initiative Bonus +2 (with advantage) to impose disadvantage on the attack roll of a
creature within 5 feet of it whose target is the
STR DEX CON INT WIS CHA
Mastermind. The minion must be able to see the
10 (+0) 14 (+2) 12 (+1) 18 (+4) 14 (+2) 18 (+4)
attacker.
Skills Deception +12, Intimidation +12, Investigation +8,
Science +12, technology +12
Senses passive perception 12 Provoke. The mastermind mocks one creature within
Languages English 60 feet; until the end of the mastermind’s next turn,
Challenge 5* (1,800 XP) Proficiency Bonus +4 the creature has disadvantage to attack anyone but
*This CR includes the Mastermind’s minions. Alone the the mastermind.
Mastermind is CR 2. Summon Minion (1/day). The Mastermind summons 2
major minions to defend them. They appear within
Foresee. When the Mastermind or an ally within 30 feet
30 feet and act at the end of the mastermind’s turn.
makes a save, they do so with advantage.
Inspire Courage. Neither the Mastermind nor any ACTIONS
minions within 10 feet can be frightened. Pistol, heavy semi-auto. Ranged Weapon Attack: +6
to hit, range 80/320 ft., one target. Hit: 8 (1d10 + 3)
BONUS ACTIONS piercing damage.
Anticipate Attack. The Mastermind shares insight
Rally. The Mastermind motivates his allies. All allies and
about his foes with his minions. All minions within
minions within 30 feet add +4 to all attacks, skill checks,
60 feet have +2 to their AC until the beginning of the
and saves until the end of the Mastermind’s next turn.
Mastermind’s next turn.

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 METAMORPH
Medium humanoid

Armor Class 16 Hit Points 94

Speed 30 ft., climb 30 ft. Initiative Bonus +2

STR DEX CON INT WIS CHA

12 (+1) 14 (+2) 14 (+2) 10 (+0) 20 (+5) 10 (+0)

Saving Throws Con +6, Wis +9

Skills Athletics +5, Stealth +10
Damage Resistance Bludgeoning
Senses passive perception 15
Languages English
Challenge 6 (2,300 XP) Proficiency Bonus +4

Escapist. The Metamorph has advantage on skill checks

and saves against being grappled or restrained.
Stealthy. The Metamorph has advantage on Stealth
checks. In dim light and darkness, they are invisible.

BONUS ACTIONS
Tentacle. Melee Power Attack: +9 to hit, range 10 ft., one
MENTALIST target. Hit: 9 (1d8 + 5) bludgeoning damage.
Medium humanoid ACTIONS
Armor Class 19 (force armor) Hit Points 90 Enlarged Strike. Melee Power Attack: +9 to hit, range 5
Speed 30 ft. Initiative Bonus +2 ft., one target. Hit: 39 (6d12) bludgeoning damage.

STR DEX CON INT WIS CHA REACTIONS

10 (+0) 14 (+2) 14 (+2) 12 (+1) 12 (+1) 20 (+5) Combat Illusionist. The Mentalist can use the mirror
image power as a reaction whenever they roll
Skills Deception +9, Intimidation +9
initiative.
Damage Immunity Psychic
Senses passive perception 11
Languages English MYSTIC, JUNIOR
Challenge 5 (1,800 XP) Proficiency Bonus +4
Medium humanoid
BONUS ACTIONS
Armor Class 14 Hit Points 31
Empathy. The Mentalist boosts one ally within 60 feet, Speed 30 ft. Initiative Bonus +2
granting them a d6 to add to an attack, skill check, or save.
STR DEX CON INT WIS CHA
ACTIONS 8 (−1) 14 (+2) 12 (+1) 16 (+5) 12 (+1) 10 (+0)
Psychic Blast. Ranged Power Attack: +9 to hit, range 90
Skills Investigation +5, Mysticism +5
ft., one target. Hit: 27 (6d8) psychic damage.
Senses passive perception 11, Darkvision 60 ft.
Psychic Strike. Melee Power Attack: +9 to hit, range 5 ft., Languages English
one target. Hit: 33 (6d10) psychic damage. Challenge 1 (700 XP) Proficiency Bonus +2
Pulse Wave. Ranged Power: each target in a 30-foot cone
or 20-foot sphere around the Mentalist must make a
ACTIONS
DC 17 STR save or take 22 (5d8) force damage and be Eldritch Blast. Melee Power Attack: +5 to hit, range 120
pushed back 10 feet, or half on a success and no push. ft., one target. Hit: 8 (1d10 + 3) force damage.
Inflict Wounds. Melee Power Attack: +5 to hit, range 5 ft.,
REACTIONS one target. Hit: 16 (3d10) necrotic damage.
Combat Illusionist. The Mentalist can use the
mirror image power as a reaction whenever they roll
initiative.
Shield. The mentalist can use the shield power when
about to be hit with an attack, raising their AC by 5
until the end of the round.

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Kenneth Amacker (Order #41978118)
 MYSTIC, SENIOR SPECIAL AGENT G RUNT
Medium humanoid Medium humanoid

Armor Class 19 (force armor) Hit Points 83 Armor Class 15 (Kevlar) Hit Points 35
Speed 30 ft. Initiative Bonus +2 Speed 30 ft., climb 30 ft.
Initiative Bonus +2 (with advantage)
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 20 (+5) 12 (+1) 10 (+0) STR DEX CON INT WIS CHA
2 (+1) 14 (+2) 12 (+1) 10 (+1) 12 (+1) 12 (+1)
Saving Throws Int +9, Cha +4
Skills Investigation +13, Mysticism +13 Skills Deception +3, Investigation +3, Perception +3,
Damage Resistance Necrotic Stealth +3
Condition Immunity Frightened Senses passive perception 13
Senses passive perception 11, Darkvision 120 ft. Languages English
Languages English Challenge 1 (700 XP) Proficiency Bonus +2
Challenge 5 (1,800 XP) Proficiency Bonus +4
Cunning Action. The Special Agent Grunt can take the
Vitality Siphon. When the Mystic reduces a hostile Dash, Disengage, Hide, or Use an Object actions as a
creature to 0 HP, they gain 15 temporary HP. bonus action.
Special Attack. Once a turn, the Special Agent Grunt
ACTIONS
can deal an additional (7) 2d6 damage on an attack.
Eldritch Blast. Melee Power Attack: +9 to hit, range 120
ft., three beams, one target per beam. Hit: 10 (1d10 + 5) ACTIONS
force damage. Field Medic (3/day). The Special Agent Grunt can apply
Inflict Wounds. Melee Power Attack: +5 to hit, range 5 ft., first aid to themselves or an ally within 5 feet, healing
one target. Hit: 33 (6d10) necrotic damage. them for 5 HP.
Bayonet (on machine gun). Melee weapon attack: +4
REACTIONS
to hit, one target, 5 ft reach. Hit: 5 (1d6 + 2) piercing
Intimations. When the Mystic is targeted with a
damage.
visible attack, they can use their reaction to impose
disadvantage on the roll. Machine Gun. Ranged Weapon Attack: +4 to hit, range
300/1200, one target. Hit: 7 (1d10 + 2) piercing damage.

SPECIAL AGENT, OFFICER

Medium humanoid

Armor Class 18 Hit Points 83

Speed 30 ft., climb 30 ft.
Initiative Bonus +4 (with advantage)

STR DEX CON INT WIS CHA

12 (+1) 18 (+4) 14 (+2) 12 (+1) 14 (+2) 16 (+3)

Saving Throws Dex +8, Cha +7

Skills Deception +11, Insight +10, Investigation +9,
Perception +6, Stealth +12
Senses passive perception 16, Darkvision 60 ft. (with
goggles)
Languages English
Challenge 5 (1,800 XP) Proficiency Bonus +4

Cunning Action. The Special Agent Officer can take

the Dash, Disengage, Hide, or Use an Object actions
as a bonus action.
Evasion. The Special Agent Officer takes no damage on
a successful DEX saves and half on a failure.
Special Attack. Once a turn, the Special Agent can deal
an additional (17) 5d6 damage on an attack.

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 Generic Super NPCs

BONUS ACTIONS ACTIONS

Grenade, Frag. Ranged Weapon: all creatures in a 15-foot Lightning Bolt. Ranged Power: each target in 100 foot
radius of a target within 60 feet take 10 (3d6) fire line takes 35 (10d6) lightning, half on a successful DC
damage, half on a successful DC 15 DEX save. 17 DEX save.
Martial Strike. Melee Power Attack: +9 to hit, range 5 ft.,
ACTIONS
one target. Hit: 33 (6d10) bludgeoning damage.
Multiattack. The Officer Special Agent makes two
attacks. Missile Salvo. Ranged Power: All creatures in a 40-ft.-
radius sphere around a point within 300 feet take 36
Bayonet (on machine gun). Melee weapon attack: +8
(8d8) fire damage, half on a successful DC 17 DEX save.
to hit, one target, 5 ft reach. Hit: 7 (1d6 + 4) piercing
damage. REACTIONS
Field Medic (3/day). The Grunt Special Agent can apply Hot Fix (2/day). When the Tech Power Suit takes
first aid to themselves or an ally within 5 feet, healing damage, they can use their reaction to gain resistance
them for 15 HP. to that damage type, including the triggering damage.
Machine Gun. Ranged Weapon Attack: +8 to hit, range
300/1200, one target. Hit: 9 (1d10 + 4) piercing damage. VITALIST
REACTIONS Medium humanoid
Uncanny Dodge. The Special Agent Officer can use
Armor Class 16 Hit Points 94
their reaction to cut the damage from one visible
Speed 30 ft. Initiative Bonus +2
attack in half.
STR DEX CON INT WIS CHA
10 (+0) 14 (+2) 14 (+2) 12 (+1) 20 (+5) 10 (+0)
TECH GADGETEER
Saving Throws Con +6, Wis +9
Medium humanoid
Skills Animal Handling +14, Perception +9, Science +5,
Armor Class 14 Hit Points 31 Survival +14
Speed 30 ft. Initiative Bonus +2 Senses passive perception 19, Darkvision 120 ft.
Languages English
STR DEX CON INT WIS CHA
Challenge 6 (2,300 XP) Proficiency Bonus +4
8 (−1) 14 (+2) 12 (+1) 16 (+5) 12 (+1) 10 (+0)
Animal Companion. The Vitalist has a tiger that fights
Skills Science +7, Technology +7
with them. The Vitalist can issue verbal commands
Senses passive perception 11
that the tiger does its best to follow.
Languages English
Challenge 1 (700 XP) Proficiency Bonus +2 Hardy (1/day). When the Vitalist would drop to 0 HP
because of taking damage, they instead drop to 1
ACTIONS HP. See “Bestia,” above, for a statblock for the Tiger
Martial Strike. Melee Power Attack: +5 to hit, range 5 ft., companion.
one target. Hit: 16 (3d10) bludgeoning damage.
Vital Strike. Once a turn, the Vitalist can add an
Sonic Blast. Melee Power Attack: +5 to hit, range 120 ft., additional 4 (1d8) poison damage on an attack.
one target. Hit: 13 (3d8) thunder damage.
BONUS ACTIONS
Spore Cloud. Every foe within 10 feet of the Vitalist
TECH, POWER SUIT must make a DC 17 CON save or take 9 (2d8) poison
Medium humanoid damage. The Vitalist and every ally within 10 feet
receives 5 temp HP.
Armor Class 20 (heavy armor) Hit Points 83
Speed 30 ft. Initiative Bonus +2 ACTIONS
STR DEX CON INT WIS CHA Blight. Ranged Power: one target within 30 feet takes 36
10 (+0) 14 (+2) 14 (+2) 20 (+5) 12 (+1) 10 (+0) (8d8) necrotic, half on a successful DC 17 CON save.
Elemental Burst. Ranged Power: each target in a 30-foot
Saving Throws Dex +6, Int +9
cone must make a DC 17 DEX save or take 35 (10d6)
Skills Science +13, Technology +13
poison damage, or half on a success.
Senses passive perception 11
Languages English Entangle. Ranged Power: each creature in a 20 ft square
Challenge 5 (1,800 XP) Proficiency Bonus +4 within 90 feet must make a DC 17 STR save or be
restrained for 1 minute. They can use an action to
attempt the save again.

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Kenneth Amacker (Order #41978118)
 MISCELLANEOUS
FOES
Below are threats and foes that do not rely on superpowers. thrown at another creature, that creature must succeed
Some are dangerous non-superpowered humans; others on a DC 13 Dexterity saving throw or take the same
are high tech robots; and still others are mythical or damage and be knocked prone. If the saving throw
monstrous threats. A few hail from other planets or even is successful, the target takes half the bludgeoning
other realities. Several creatures that certain heroes can damage and isn’t flung away or knocked prone.
summon, such as elementals, fey, celestials, and demons,
can also be found herein.
DUST MEPHIT
Small elemental (Earth and air)
E LEMENTALS Armor Class 12
Elementals are animated manifestations of a particular Hit Points 17 (5d6)
classical element, like fire or water, or a mixture of two, Speed 30 ft. Fly 30 ft.
like steam or dust. These beings can be summoned by
Elementalists and Mystics alike. STR DEX CON INT WIS CHA
5 (−3) 14 (+2) 10 (+0) 9 (−1) 11 (+0) 10 (+0)

Skills Perception +2, Stealth +4

A IR ELEMENTAL
Damage Vulnerabilities fire
Large elemental Damage Immunities poison
Armor Class 15 Senses darkvision 60 ft., passive perception 12
Hit Points 90 (12d10 + 24) Languages Auran, Terran
Speed Fly 90 ft. (hover) Challenge 1/2 (100 XP) Proficiency Bonus +2

STR DEX CON INT WIS
14 (+2) 20 (+5) 14 (+2) 6 (−2) 10 (+0)
Damage Resistances lightning; thunder; bludgeoning,
piercing, and slashing from non-superpowered
weapons
Damage Immunities poison
Senses darkvision 60 ft., passive perception 10
Languages Auran
Challenge 5 (1,800 XP) Proficiency Bonus +3
Air Form.
The elemental can enter a hostile creature’s space and
stop there. It can move through a space as narrow as
1 inch wide without squeezing.
ACTIONS
Multiattack. The elemental makes two slam attacks.
Slam. Melee Weapon Attack: +8 to hit, reach 5 ft., one
target. Hit: 14 (2d8 + 5) bludgeoning damage.
Whirlwind (Recharge 4–6). Each creature in the
elemental’s space must make a DC 13 Strength
saving throw. On a failure, a target takes 15 (3d8 +
2) bludgeoning damage and is flung up 20 feet away
from the elemental in a random direction and knocked
prone. If a thrown target strikes an object, such as
a wall or floor, the target takes 3 (1d6) bludgeoning
damage for every 10 feet it was thrown. If the target is
CHA Death Burst. When the mephit dies, it explodes in a
6 (−2) burst of dust. Each creature within 5 ft. of it must then
succeed on a DC 10 Constitution saving throw or be
blinded for 1 minute. A blinded creature can repeat
the saving throw on each of its turns, ending the
effect on itself on a success.
Innate Power (1/Day). The mephit can innately use
sleep; Its innate power ability is Wisdom.
ACTIONS
Claws. Melee Weapon Attack: +4 to hit, reach 5 ft., one
creature. Hit: 4 (1d4 + 2) slashing damage.
Blinding Breath (Recharge 6). The mephit exhales a
15-foot cone of blinding dust. Each creature in that
area must succeed on a DC 10 Dexterity saving throw
or be blinded for 1 minute. A creature can repeat the
saving throw at the end of each of its turns, ending
the effect on itself on a success.
E ARTH ELEMENTAL
Large elemental
Armor Class 17
Hit Points 126 (12d10 + 60)
Speed 30 ft. Burrow 30 ft.

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 Senses darkvision 60 ft., passive perception 10
Languages Ignan
Challenge 5 (1,800 XP) Proficiency Bonus +3

Fire Form. The elemental can move through a space

as narrow as 1 inch wide without squeezing. A
creature that touches the elemental or hits it with a
melee attack while within 5 ft. of it takes 5 (1d10) fire
damage. In addition, the elemental can enter a hostile
creature’s space and stop there. The first time it enters
a creature’s space on a turn, that creature takes 5
(1d10) fire damage and catches fire; until someone
takes an action to douse the fire, the creature takes 5
(1d10) fire damage at the start of each of its turns.
Illumination. The elemental sheds bright light in a
30-foot radius and dim light in an additional 30 ft.
Water Susceptibility. For every 5 ft. the elemental
moves in water, or for every gallon of water splashed
on it, it takes 1 cold damage.

ACTIONS
STR DEX CON INT WIS CHA Multiattack. The elemental makes two touch attacks.
20 (+5) 8 (−1) 20 (+5) 5 (−3) 10 (+0) 5 (−3) Touch. Melee Weapon Attack: +6 to hit, reach 5 ft., one
target. Hit: 10 (2d6 + 3) fire damage. If the target is
Damage Vulnerabilities thunder
a creature or a flammable object, it ignites. Until a
Damage Resistances bludgeoning, piercing, and
creature takes an action to douse the fire, the target
slashing from non-superpowered weapons
takes 5 (1d10) fire damage at the start of each of its
Damage Immunities poison
turns.
Senses darkvision 60 ft., tremorsense 60 ft., passive
perception 10
Languages Terran ICE MEPHIT
Challenge 5 (1,800 XP) Proficiency Bonus +3 Small elemental (ice)
Earth Glide. The elemental can burrow through non- Armor Class 11
superpowered, unworked Earth and stone. While Hit Points 21 (6d6)
doing so, the elemental doesn’t disturb the material it Speed 30 ft. Fly 30 ft.
moves through.
STR DEX CON INT WIS CHA
Siege Monster. The elemental deals double damage to
7 (−2) 13 (+1) 10 (+0) 9 (−1) 11 (+0) 12 (+1)
objects and structures.
Skills Perception +2, Stealth +3
ACTIONS
Damage Vulnerabilities bludgeoning, fire
Multiattack. The elemental makes two slam attacks. Damage Immunities cold, poison
Slam. Melee Weapon Attack: +8 to hit, reach 10 ft., one Senses darkvision 60 ft., passive perception 12
target. Hit: 14 (2d8 + 5) bludgeoning damage. Languages Aquan, Auran
Challenge 1/2 (100 XP) Proficiency Bonus +2
FIRE ELEMENTAL Death Burst. When the mephit dies, it explodes in a
Large elemental burst of jagged ice. Each creature within 5 ft. of it
must make a DC 10 Dexterity saving throw, taking
Armor Class 13 4 (1d8) slashing damage on a failed save, or half as
Hit Points 102 (12d10 + 36) much damage on a successful one.
Speed 50 ft.
False Appearance. While the mephit remains
STR DEX CON INT WIS CHA motionless, it is indistinguishable from an ordinary
10 (+0) 17 (+3) 16 (+3) 6 (−2) 10 (+0) 7 (−2) shard of ice.

Damage Resistances bludgeoning, piercing, and Innate Power (1/Day). The mephit can innately use fog
slashing from non-superpowered weapons cloud. Its innate power ability is Wisdom.
Damage Immunities fire, poison

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 Miscellaneous Foes

ACTIONS STR DEX CON INT WIS CHA

Claws. Melee Weapon Attack: +3 to hit, reach 5 ft., one 5 (−3) 11 (+0) 10 (+0) 11 (+0) 10 (+0) 12 (+1)
creature. Hit: 3 (1d4 + 1) slashing damage plus 2 (1d4)
Damage Immunities fire, poison
cold damage.
Senses darkvision 60 ft., passive perception 10
Frost Breath (Recharge 6). The mephit exhales a 15-foot Languages Aquan, Ignan
cone of cold air. Each creature in that area must Challenge 1/4 (50 XP) Proficiency Bonus +2
succeed on a DC 10 Dexterity saving throw, taking 5
(2d4) cold damage on a failed save, or half as much Death Burst. When the mephit dies, it explodes in
damage on a successful one. a cloud of steam. Each creature within 5 ft. of the
mephit must succeed on a DC 10 Dexterity saving
throw or take 4 (1d8) fire damage.
M AGMA MEPHIT Innate power (1/Day). The mephit can innately use blur.
Small elemental (Earth and fire) Its innate power ability is Wisdom.
Armor Class 11 ACTIONS
Hit Points 22 (5d6 + 5) Claws. Melee Weapon Attack: +2 to hit, reach 5 ft., one
Speed 30 ft. Fly 30 ft. creature. Hit: 2 (1d4) slashing damage plus 2 (1d4) fire
STR DEX CON INT WIS CHA damage.
8 (−1) 12 (+1) 12 (+1) 7 (−2) 10 (+0) 10 (+0) Steam Breath (Recharge 6). The mephit exhales a
15-foot cone of scalding steam. Each creature in that
Skills Stealth +3
area must succeed on a DC 10 Dexterity saving throw,
Damage Vulnerabilities cold
taking 4 (1d8) fire damage on a failed save, or half as
Damage Immunities fire, poison
much damage on a successful one.
Senses darkvision 60 ft., passive perception 10
Languages Ignan, Terran
Challenge 1/2 (100 XP) Proficiency Bonus +2 WATER ELEMENTAL
Death Burst. When the mephit dies, it explodes in a Large elemental
burst of lava. Each creature within 5 ft. of it must
Armor Class 14
make a DC 11 Dexterity saving throw, taking 7 (2d6)
Hit Points 114 (12d10 + 48)
fire damage on a failed save, or half as much damage
Speed 30 ft. Swim 90 ft.
on a successful one.
False Appearance. While the mephit remains STR DEX CON INT WIS CHA
motionless, it is indistinguishable from an ordinary 18 (+4) 14 (+2) 18 (+4) 5 (−3) 10 (+0) 8 (−1)
mound of magma. Damage Resistances acid; bludgeoning, piercing, and
Innate Power (1/Day). The mephit can innately use heat slashing from non-superpowered weapons
metal (power save DC 10). Its innate power ability is Damage Immunities poison
Wisdom. Senses darkvision 60 ft., passive perception 10
Languages Aquan
ACTIONS Challenge 5 (1,800 XP) Proficiency Bonus +3
Claws. Melee Weapon Attack: +3 to hit, reach 5 ft., one
creature. Hit: 3 (1d4 + 1) slashing damage plus 2 (1d4) Water Form. The elemental can enter a hostile
fire damage. creature’s space and stop there. It can move through a
space as narrow as 1 inch wide without squeezing.
Fire Breath (Recharge 6). The mephit exhales a 15-foot
cone of fire. Each creature in that area must make Freeze. If the elemental takes cold damage, it partially
a DC 11 Dexterity saving throw, taking 7 (2d6) fire freezes; its speed is reduced by 20 ft. until the end of
damage on a failed save, or half as much damage on a its next turn.
successful one. ACTIONS
Multiattack. The elemental makes two slam attacks.
STEAM MEPHIT Slam. Melee Weapon Attack: +7 to hit, reach 5 ft., one
Small elemental (fire and water) target. Hit: 13 (2d8 + 4) bludgeoning damage.
Whelm (Recharge 4–6). Each creature in the
Armor Class 10
elemental’s space must make a DC 15 Strength
Hit Points 21 (6d6)
saving throw. On a failure, a target takes 13 (2d8 +
Speed 30 ft. Fly 30 ft.
4) bludgeoning damage. If it is Large or smaller, it is
also grappled (escape DC 14). Until this grapple ends,

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105
 the target is restrained and unable to breathe unless
it can breathe water. If the saving throw is successful,
the target is pushed out of the elemental’s space.
The elemental can grapple one Large creature or up
to two Medium or smaller creatures at one time. At
the start of each of the elemental’s turns, each target
grappled by it takes 13 (2d8 + 4) bludgeoning damage.
A creature within 5 feet of the elemental can pull a
creature or object out of it by taking an action to make
a DC 14 Strength and succeeding.
EXTRATERRESTRIAL
E NTITIES
Some of the threats and creatures that superheroes
encounter hail from other planets or the depths of space.
A BOLETH
Large aberration
Armor Class 17 (Natural Armor)
Hit Points 135 (18d10 + 36)
Speed 10 ft., swim 40 ft.
STR DEX CON INT WIS CHA
21 (+5) 9 (−1) 15 (+2) 18 (+4) 15 (+2) 18 (+4)
Saving Throws CON +6, INT +8, WIS +6
Skills History +12, Perception +10
Senses Darkvision 120 ft., Passive Perception 20
Languages Deep Speech, Telepathy 120 ft.
Challenge 10 (5,900 XP) Proficiency Bonus +4
Amphibious. The aboleth can breathe air and water.
Mucous Cloud. While underwater, the aboleth is
surrounded by transformative mucus. A creature
that touches the aboleth or that hits it with a melee
attack while within 5 feet of it must make a DC 14
Constitution saving throw. On a failure, the creature
is diseased for 1d4 hours. The diseased creature can
breathe only underwater.
Probing Telepathy. If a creature communicates
telepathically with the aboleth, the aboleth learns the
creature’s greatest desires if the aboleth can see the
creature.
ACTIONS
Multiattack. The aboleth makes three tentacle attacks.
Tentacle. Melee Weapon Attack: +9 to hit, reach 10 ft., one
target. Hit: 12 (2d6 + 5) bludgeoning damage. If the target
is a creature, it must succeed on a DC 14 Constitution
saving throw or become diseased. The disease has
no effect for 1 minute and can be removed by any
magic that cures disease. After 1 minute, the diseased
creature’s skin becomes translucent and slimy, the
creature can’t regain hit points unless it is underwater,
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and the disease can be removed only by heal or another
disease-curing spell of 6th level or higher. When the
creature is outside a body of water, it takes 6 (1d12) acid
damage every 10 minutes unless moisture is applied to
the skin before 10 minutes have passed.
Tail. Melee Weapon Attack: +9 to hit, reach 10 ft. one
target. Hit: 15 (3d6 + 5) bludgeoning damage.
Enslave (3/Day). The aboleth targets one creature it
can see within 30 feet of it. The target must succeed
on a DC 14 Wisdom saving throw or be magically
charmed by the aboleth until the aboleth dies or until
it is on a different plane of existence from the target.
The charmed target is under the aboleth’s control and
can’t take reactions, and the aboleth and the target
can communicate telepathically with each other over
any distance.
Whenever the charmed target takes damage, the
target can repeat the saving throw. On a success, the
effect ends. No more than once every 24 hours, the
target can also repeat the saving throw when it is at
least 1 mile away from the aboleth.
LEGENDARY ACTIONS
The aboleth can take 3 legendary actions, choosing from
the options below. Only one legendary action option
can be used at a time and only at the end of another
creature’s turn. The aboleth regains spent legendary
actions at the start of its turn.
Detect. The aboleth makes a Perception check.
Tail Swipe. The aboleth makes one tail attack.
Psychic Drain (Costs 2 Actions). One creature
charmed by the aboleth takes 10 (3d6) psychic
damage, and the aboleth regains hit points equal to
the damage the creature takes.
A LIEN THING
The Alien Thing was uncovered in hibernation deep in the
Antarctic ice. Uncovering it awakened it and unleashed it
upon us, Likely of alien or extradimensional origin, the
Alien Thing consumes and incorporates beings into itself,
gaining the ability to shapeshift into the forms of those
it has consumed. Its ultimate goal is the assimilation of
all life.
Medium aberration
Armor Class 16
Hit Points 115 (12d10 + 50)
Speed 30 ft.
STR DEX CON INT WIS CHA
15 (+2) 16 (+3) 20 (+5) 10 (+0) 13 (+1) 14 (+2)
Saving Throws Constitution +9
Skills Athletics +6, Deception +6, Stealth +7
Damage Resistances Bludgeoning and Piercing from
Damage Immunities Cold, Slashing
 Miscellaneous Foes

Condition Immunities Blinded, Charmed, Deafened,

Exhaustion, Frightened, Prone
Senses Blindsight 60 ft. (blind beyond this radius),
passive Perception 11
Languages the languages of any creatures it has
assimilated
Challenge 10 (5,900 XP) Proficiency Bonus +4

Amorphous. In its true form, the eldritch thing can

move through a space as narrow as 1 foot wide
without squeezing.
Shapeshifter. The eldritch thing can use its action to
polymorph into a Small or Medium creature it has
assimilated, or back into its true form. Its statistics,
other than its size, are the same in each form. Any
equipment it is wearing or carrying isn’t transformed.
It reverts to its true form if it dies.

ACTIONS
Multiattack. The eldritch thing makes two tentacle
attacks or uses its Assimilate ability.
Assimilate. As an action, the eldritch thing chooses a C HUUL
creature it has grappled with 0 hit points and absorbs The chuul are a race of sentient alien crustaceans bent on
them into its form. The target instantly dies, its body galactic domination, usually in service to a greater threat
dissolving into the mass of the eldritch thing. The such as an Aboleth.
victim’s body and soul are destroyed entirely by this
Large aberration
process; only a wish spell can return the victim to life.
Once the eldritch thing has absorbed its victim’s body, it Armor Class 16 (Natural Armor)
learns all the languages the target knows and gains all its Hit Points 93 (11d10 + 33)
proficiencies. It also recalls the victim’s life, experiences, Speed 30 ft., swim 30 ft.
and personality to an uncanny degree. When the eldritch
STR DEX CON INT WIS CHA
thing shapeshifts into a creature it has assimilated, it
19 (+4) 10 (+0) 16 (+3) 5 (−3) 11 (+0) 5 (−3)
has advantage on Charisma (Deception) checks to trick
people into believing it is the victim. Skills Perception +4
Tentacle. Melee Weapon Attack: +7 to hit, reach 10 ft., Damage Immunities Poison
one target. Hit: 17 (4d6 + 3) bludgeoning damage plus Condition Immunities Poisoned
7 (2d6) necrotic damage. If the target is Medium or Senses Darkvision 60 ft., Passive Perception 14
smaller, it is grappled (escape DC 18) and restrained Languages Chuul
until the grapple ends. The eldritch thing has two Challenge 4 (1,100 XP) Proficiency Bonus +2
tentacles, each of which can grapple one target. Amphibious. The chuul can breathe air and water.
REACTIONS ACTIONS
Split. When an eldritch thing that is Medium is Multiattack. The chuul makes two pincer attacks. If the
subjected to slashing damage, it splits into two Small chuul is grappling a creature, the chuul can also use
eldritch things if it has at least 10 hit points. Each new its tentacles once.
eldritch thing has hit points equal to half the original
Pincer. Melee Weapon Attack: +6 to hit, reach 10 ft., one
thing’s, rounded down. Small eldritch things have
target. Hit: 11 (2d6 + 4) bludgeoning damage. The
Intelligence of 5 (−3). Once the have assimilated a
target is grappled (escape DC 14) if it is a Large or
Medium creature or three Small creatures, they grow
smaller creature and the chuul doesn’t have two other
to Medium size and have game statistics as listed
creatures grappled.
above.
Tentacles. One creature grappled by the chuul must
succeed on a DC 13 Constitution saving throw or be
poisoned for 1 minute. Until this poison ends, the
target is paralyzed. The target can repeat the saving
throw at the end of each of its turns, ending the effect
on itself on a success.

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 G REAT DEVOURER
Gargantuan monstrosity
Armor Class 25 (Natural Armor)
Hit Points 676 (33d20 + 330)
Speed 40 ft.
STR DEX CON INT WIS CHA
30 (+10) 11 (+0) 30 (+10) 3 (−4) 11 (+0) 11 (+0)
Saving Throws INT +5, WIS +9, CHA +9
Damage Immunities Fire, Poison; Bludgeoning,
Piercing, and Slashing
Condition Immunities Charmed, Frightened,
Paralyzed, Poisoned
Senses Blindsight 120 ft., Passive Perception 10
Languages —
Challenge 30 (155,000 XP) Proficiency Bonus +9
Legendary Resistance (3/Day). If the great devourer
fails a saving throw, it can choose to succeed instead.
Super Resistance. The great devourer has advantage
on saving throws against powers and other
superpowered effects.
Reflective Carapace. Any time the great devourer is
targeted by a force missile power, a line power, or a
power that requires a ranged attack roll, roll a d6. On
a 1 to 5, the great devourer is unaffected. On a 6, the
great devourer is unaffected, and the effect is reflected
back at the user as though it originated from the great
devourer, turning the user into the target.
Siege Monster. The great devourer deals double
damage to objects and structures.
ACTIONS
Multiattack. The great devourer can use its Frightful
Presence. It then makes five attacks: one with its bite,
two with its claws, one with its horns, and one with
its tail. It can use its Swallow instead of its bite.
Bite. Melee Weapon Attack: +19 to hit, reach 10 ft., one
target. Hit: 36 (4d12 + 10) piercing damage. If the
target is a creature, it is grappled (escape DC 20). Until
this grapple ends, the target is restrained, and the
great devourer can’t bite another target.
Claw. Melee Weapon Attack: +19 to hit, reach 15 ft., one
target. Hit: 28 (4d8 + 10) slashing damage.
Horns. Melee Weapon Attack: +19 to hit, reach 10 ft., one
target. Hit: 32 (4d10 + 10) piercing damage.
Tail. Melee Weapon Attack: +19 to hit, reach 20 ft., one
target. Hit: 24 (4d6 + 10) bludgeoning damage. If
the target is a creature, it must succeed on a DC 20
Strength saving throw or be knocked prone.
Frightful Presence. Each creature of the great
devourer’s choice within 120 feet of it and aware of
it must succeed on a DC 17 Wisdom saving throw
or become frightened for 1 minute. A creature can
108
Kenneth Amacker (Order #41978118)
repeat the saving throw at the end of each of its turns,
with disadvantage if the great devourer is within line
of sight, ending the effect on itself on a success. If a
creature’s saving throw is successful or the effect ends
for it, the creature is immune to the great devourer’s
Frightful Presence for the next 24 hours.
Swallow. The great devourer makes one bite attack
against a Large or smaller creature it is grappling. If the
attack hits, the target takes the bite’s damage, the target
is swallowed, and the grapple ends. While swallowed,
the creature is blinded and restrained, it has total
cover against attacks and other effects outside the great
devourer, and it takes 56 (16d6) acid damage at the start
of each of the great devourer’s turns.
If the great devourer takes 60 damage or more
on a single turn from a creature inside it, the great
devourer must succeed on a DC 20 Constitution
saving throw at the end of that turn or regurgitate
all swallowed creatures, which fall prone in a space
within 10 feet of the great devourer. If the great
devourer dies, a swallowed creature is no longer
restrained by it and can escape from the corpse by
using 30 feet of movement, exiting prone.
LEGENDARY ACTIONS
The great devourer can take 3 legendary actions,
choosing from the options below. Only one
legendary action option can be used at a time and
only at the end of another creature’s turn. The great
devourer regains spent legendary actions at the start
of its turn.
Attack. The great devourer makes one claw attack or
tail attack.
Move. The great devourer moves up to half its speed.
Chomp (Costs 2 Actions). The great devourer makes
one bite attack or uses its Swallow.
INSECTOID
Small aberration
Armor Class 15 (Natural Armor)
Hit Points 33 (6d6 + 12)
Speed 30 ft., climb 30 ft.
STR DEX CON INT WIS CHA
7 (−2) 16 (+3) 14 (+2) 13 (+1) 13 (+1) 11 (+0)
Skills Intimidation +2, Perception +3
Senses Darkvision 60 ft., Passive Perception 13
Languages English, one alien language
Challenge 3 (700 XP) Proficiency Bonus +2
Alien Mind. The insectoid has advantage on saves
against being charmed or frightened.
Spider Climb. The insectoid can climb difficult
surfaces, including upside down on ceilings, without
needing to make an ability check.
 Miscellaneous Foes

ACTIONS SHOCK TROOPER

Multiattack. The insectoid makes two attacks: one with These foot solders for a galactic empire are dangerous,
its claws and one with its bite. especially in groups.
Bite. Melee Weapon Attack: +5 to hit, reach 5 ft., one
Medium alien
target. Hit: 6 (1d6 + 3) piercing damage plus 14 (4d6)
poison damage. Armor Class 19 (futuristic tactical armor and shield)
Claws. Melee Weapon Attack: +5 to hit, reach 5 ft., one Hit Points 11 (2d8 + 2)
target. Hit: 10 (2d6 + 3) slashing damage. Speed 30 ft.

STR DEX CON INT WIS CHA

13 (+1) 14 (+2) 12 (+1) 10 (+0) 10 (+0) 9 (−1)
PURPLE WORM
Some alien planets, and the occasional wandering asteroid, Senses Darkvision 60 ft., Passive Perception 10
may be home to massive worms that carve their way Languages English, one Alien language
through rock and sand. On some planets, their waste is Challenge 1 (200 XP) Proficiency Bonus +2
highly valued, but they are otherwise to be avoided!
Martial Advantage. Once per turn, the shock trooper
Gargantuan monstrosity can deal an extra 7 (2d6) damage to a creature it hits
with a weapon attack if that creature is within 5 feet
Armor Class 18 (Natural Armor)
of an ally of the shock trooper that isn’t incapacitated.
Hit Points 247 (15d20 + 90)
Speed 50 ft., burrow 30 ft. ACTIONS
STR DEX CON INT WIS CHA Laser Rifle. Ranged Weapon Attack: +3 to hit, range
28 (+9) 7 (−2) 22 (+6) 1 (−5) 8 (−1) 4 (−3) 300/1200 ft., one target. Hit: 9 (2d8 + 1) radiant damage.
Vibro-knife. Melee Weapon Attack: +3 to hit, reach 5 ft.,
Saving Throws CON +11, WIS +4
one target. Hit: 5 (1d8 + 1) force damage.
Senses Blindsight 30 ft., Tremorsense 60 ft., Passive
Perception 9
Languages — HIGH TECH THREATS
Challenge 15 (13,000 XP) Proficiency Bonus +5
These threats are robotic, cybernetic, or otherwise
Tunneler. The worm can burrow through solid rock at constructed technological devices.
half its burrow speed and leaves a 10-foot-diameter
tunnel in its wake.
A DVANCED COMBAT ROBOT
ACTIONS Sometimes employed by governments and corporations
Multiattack. The worm makes two attacks: one with its against the most dangerous superpowered targets, these
bite and one with its stinger. menacing robots stand 15 feet tall and are impervious to
most forms of damage.
Bite. Melee Weapon Attack: +14 to hit, reach 10 ft., one
target. Hit: 22 (3d8 + 9) piercing damage. If the target Large construct
is a Large or smaller creature, it must succeed on
a DC 19 Dexterity saving throw or be swallowed Armor Class 20
by the worm. A swallowed creature is blinded and Hit Points 210 (20d10 + 100)
restrained, it has total cover against attacks and other Speed 30 ft.
effects outside the worm, and it takes 21 (6d6) acid STR DEX CON INT WIS CHA
damage at the start of each of the worm’s turns. 24 (+7) 9 (−1) 20 (+5) 12 (+1) 11 (+0) 1 (−5)
If the worm takes 30 damage or more on a single
turn from a creature inside it, the worm must succeed Damage Immunities fire, poison, psychic;
on a DC 21 Constitution saving throw at the end bludgeoning, piercing, and slashing
of that turn or regurgitate all swallowed creatures, Senses darkvision 120 ft., passive perception 10
which fall prone in a space within 10 feet of the worm. Languages understands the languages of its creator but
If the worm dies, a swallowed creature is no longer can›t speak
restrained by it and can escape from the corpse by Challenge 16 (15,000 XP) Proficiency Bonus +5
using 20 feet of movement, exiting prone. Power Resistance. The advanced combat robot has
Tail Stinger. Melee Weapon Attack: +14 to hit, reach 10 ft., advantage on saving throws against powers.
one creature. Hit: 19 (3d6 + 9) piercing damage, and
the target must make a DC 19 Constitution saving
throw, taking 42 (12d6) poison damage on a failed
save, or half as much damage on a successful one.

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109
 DRONE, RECONNAISSANCE
Tech heroes, as well as corporations and governments,
employ drones for a variety of purposes.

Tiny construct

Armor Class 13
Hit Points 5 (2d4)
Speed fly 50 ft. (over)

STR DEX CON INT WIS CHA

3 (−4) 18 (+4) 8 (−1) 1 (−5) 3 (−4) 1 (−5)

Damage Vulnerability lightning

Damage Immunities poison, psychic
Condition Immunities charmed, exhaustion,
frightened, paralyzed, petrified, poisoned
Senses passive perception 10
Languages —
Challenge 1/8 (25 XP) Proficiency Bonus +2

Recording device. When the drone is active, it records

ACTIONS audio and video from its surroundings, sending it
Multiattack. The advanced combat robot makes two back via cellular or satellite network to its home base
attacks. or owner.
Slam. Melee Weapon Attack: +13 to hit, reach 5 ft., one
ACTIONS
target. Hit: 20 (3d8 + 7) bludgeoning damage.
Slam. Melee weapon attack: +4 to hit, reach 5 ft., one
High Caliber Machine Gun. Ranged Weapon Attack: +5 to target. Hit: 5 (1d4 − 1) bludgeoning damage.
hit, range 1000/3000, one target. Hit: 18 (2d10) piercing
damage.
Poison Gas (Recharge 5–6). The advanced combat robot DRONE, WEAPONIZED
exhales poisonous gas in a 15-foot cone. Each creature Small construct
in that area must make a DC 19 Constitution saving
Armor Class 17
throw, taking 45 (10d8) poison damage on a failed save,
Hit Points 17 (5d6)
or half as much damage on a successful one.
Speed fly 50 ft. (hover)

STR DEX CON INT WIS CHA

AUTOMATON 12 (+1) 14 (+2) 11 (+0) 1 (−5) 5 (−3) 1 (−5)
This robot serves as security or a military unit in a variety
of contexts. Saving throws Dex +4
Damage Immunities poison, psychic
Medium construct Condition Immunities charmed, exhaustion,
Armor Class 18 frightened, paralyzed, petrified, poisoned
Hit Points 33 (6d8 + 6) Senses passive perception 10
Speed 25 ft. Languages —
Challenge 1/4 (50 XP) Proficiency Bonus +2
STR DEX CON INT WIS CHA
14 (+2) 11 (+0) 13 (+1) 1 (−5) 3 (−4) 1 (−5) Recording device. When the drone is active, it records
audio and video from its surroundings, sending it
Damage Immunities poison, psychic back via cellular or satellite network to its home base
Condition Immunities charmed, exhaustion, or owner.
frightened, paralyzed, petrified, poisoned
Senses passive perception 10 ACTIONS
Languages — Semi-auto pistol, small. Ranged weapon attack: +3 to
Challenge 1 (200 XP) Proficiency Bonus +2 hit, range 80/320, one target. Hit: 6 (1d8 + 2) piercing
damage.
ACTIONS
Multiattack. The automaton makes two melee attacks.
Slam. Melee weapon attack: +4 to hit, reach 5 ft., one
target. Hit: 5 (1d6 + 2) bludgeoning damage.

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 Miscellaneous Foes

NANITE SWARM, L ARGE NANITE SWARM, SMALL

Large ooze Medium ooze

Armor Class 7 Armor Class 8

Hit Points 85 (10d10 + 30) Hit Points 22 (3d8 + 9)
Speed 20 ft., climb 20 ft. Speed 10 ft., climb 10 ft.

STR DEX CON INT WIS CHA STR DEX CON INT WIS CHA
16 (+3) 5 (−3) 16 (+3) 1 (−5) 6 (−2) 1 (−5) 12 (+1) 6 (−2) 16 (+3) 1 (−5) 6 (−2) 2 (−4)

Damage Immunities Acid, Cold, Lightning, Slashing Skills Stealth +2

Condition Immunities Blinded, Charmed, Deafened,
Exhaustion, Frightened, Prone
Senses Blindsight 60 ft. (blind beyond this radius),
Passive Perception 8
Languages —
Challenge 4 (1,100 XP) Proficiency Bonus +2
Amorphous. The large nanite swarm can move through
a space as narrow as 1 inch wide without squeezing.
Corrosive Form. A creature that touches the large
nanite swarm or hits it with a melee attack while
within 5 feet of it takes 4 (1d8) acid damage. Any
weapon made of metal or wood that hits the large
nanite swarm corrodes. After dealing damage, the
weapon takes a permanent and cumulative −1 penalty
to damage rolls. If its penalty drops to −5, the weapon
is destroyed. The superpowered and signature
weapons of Tech and Martial Expert heroes are
unaffected, however.
Ammunition made of metal or wood that hits
the large nanite swarm is destroyed after dealing
damage.
The large nanite swarm can eat through 2-inch-
thick, nonmagical wood or metal in 1 round.
Spider Climb. The large nanite swarm can climb
difficult surfaces, including upside down on ceilings,
without needing to make an ability check.
ACTIONS
Pseudopod. Melee Weapon Attack: +5 to hit, reach 5 ft.,
one target. Hit: 6 (1d6 + 3) bludgeoning damage plus
18 (4d8) acid damage. In addition, armor worn by the
target is partly dissolved and takes a permanent and
cumulative −1 penalty to the AC it offers. The armor is
destroyed if the penalty reduces its AC to 10. The Tech
hero’s power armor is unaffected, however.
REACTIONS
Split. When a large nanite swarm that is Medium or
larger is subjected to lightning or slashing damage, it
splits into two new medium sized nanite swarms if
it has at least 10 hit points. Each new swarm has hit
points equal to half the original swarm’s, rounded
down. New nanite swarm are one size smaller than
the original nanite swarm.
Damage Resistances Acid, Cold, Fire
Condition Immunities Blinded, Charmed, Deafened,
Exhaustion, Frightened, Prone
Senses Blindsight 60 ft. (blind beyond this radius),
Passive Perception 8
Languages —
Challenge 1/2 (100 XP) Proficiency Bonus +2
Amorphous. The small nanite swarm can move through
a space as narrow as 1 inch wide without squeezing.
Corrode Metal. Any weapon made of metal that hits
the ooze corrodes. After dealing damage, the weapon
takes a permanent and cumulative −1 penalty to
damage rolls. If its penalty drops to −5, the weapon is
destroyed. Ammunition that hits the nanite swarm is
destroyed after dealing damage. This does not affect
the superpowered or signature weapons of Tech and
Martial Expert heroes.
The small nanite swarm can eat through 2-inch-
thick, nonmagical metal in 1 round.
ACTIONS
Pseudopod. Melee Weapon Attack: +3 to hit, reach 5 ft.,
one target. Hit: 4 (1d6 + 1) bludgeoning damage plus
7 (2d6) acid damage, and if the target is wearing
metal armor, its armor is partly corroded and takes
a permanent and cumulative −1 penalty to the AC it
offers. The armor is destroyed if the penalty reduces
its AC to 10. This does not affect a Tech hero’s power
armor or futuristic armor.
SUPER T YRANNOSAURUS REX
Not only did a team of unscrupulous scientists use cutting
edge genetics to bring back a Tyrannosaurus Rex… they
also uplifted it, giving it intelligence and outfitting it with
heavy weaponry!
Huge monstrosity
Armor Class 16 (natural armor with half-plate)
Hit Points 168 (16d12 + 64)
Speed 50 ft.
STR DEX CON INT WIS CHA
25 (+7) 12 (+1) 19 (+4) 8 (−1) 12 (+1) 9 (−1)
Skills Perception +4 Senses passive Perception 14
Languages English Challenge 10 (5,900 XP)

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 ACTIONS
Multiattack. The tyrannosaurus makes two attacks.
HUMANS
Alternately, the tyrannosaurus can use the Full Auto These people are humans who lack superpowers, though
attack option instead. many have specialized training.
Bite. Melee Weapon Attack: +10 to hit, reach 10 ft., one
target. Hit: 33 (4d12 + 7) piercing damage. If the A SSASSIN
target is a Medium or smaller creature, it is grappled The assassin may be a freelance killer for hire, a dedicated
(escape DC 17). Until this grapple ends, the target is follower of a criminal organization, or a member of a
restrained, and the tyrannosaurus can’t bite another league of assassins.
target.
Full Auto (recharge 6). The tyrannosaurus’s paired Medium human
miniguns unload their entire ammo cannisters in Armor Class 15
a hail of hot lead. Each creature in a 120 foot cone Hit Points 78 (12d8)
must make a DC 16 Dexterity saving throw or take 44 Speed 30 ft.
(8d10) piercing damage, or half as much damage on a
successful one. STR DEX CON INT WIS CHA
11 (+0) 16 (+3) 14 (+2) 13 (+1) 11 (+0) 10 (+0)
Large Flamethrower (recharge 4–6). The
tyrannosaurus’s shoulder mounted flamethrower Skills Acrobatics +6, Deception +3, Perception +3,
belches fire in a 60-foot line. Each creature in the area Stealth +9
must make a DC 16 Dexterity saving throw, taking 16 Damage Resistances poison
(3d10) fire damage on a failed save, or half as much Senses passive perception 13
damage on a successful one. Languages Any two languages
Minigun Burst. Ranged Weapon Attack: +4 to hit, range Challenge 8 (3,900 XP) Proficiency Bonus +3
500/2000, one target. Hit: 23 (4d10 + 1) piercing. The Assassinate. During its first turn, the assassin has
minigun fires with disadvantage at targets that are advantage on attack rolls against any creature that
Medium or smaller. hasn’t taken a turn. Any hit the assassin scores
Tail. Melee Weapon Attack: +10 to hit, reach 10 ft., one against a surprised creature is a critical hit.
target. Hit: 20 (3d8 + 7) bludgeoning damage Evasion. If the assassin is subjected to an effect that
allows it to make a Dexterity saving throw to take
only half damage, the assassin instead takes no
damage if it succeeds on the saving throw, and only
half damage if it fails.
Sneak Attack (1/Turn). The assassin deals an extra 13
(4d6) damage when it hits a target with a weapon
attack and has advantage on the attack roll, or when
the target is within 5 ft. of an ally of the assassin that
isn’t incapacitated, and the assassin doesn’t have
disadvantage on the attack roll.

ACTIONS
Multiattack. The assassin makes two attacks.
Throwing Knife. Melee or Ranged Weapon Attack:
+6 to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3)
piercing damage, and the target must make a DC 15
Constitution saving throw, taking 24 (7d6) poison
damage on a failed save, or half as much damage on a
successful one.
Semi-auto Rifle. Ranged Weapon Attack: +6 to hit,
range 300 ft./1200 ft., one target. Hit: 8 (1d10 + 3)
piercing damage, and the target must make a DC 15
Constitution saving throw, taking 24 (7d6) poison
damage on a failed save, or half as much damage on a
successful one.

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Kenneth Amacker (Order #41978118)
 Miscellaneous Foes

C IVILIAN
99% of the world’s human population falls into this MORE A LIENS!
category. If you wish to create extraterrestrial threats that
are roughly humanoid (though perhaps with
Medium human
futuristic gear), use one of the stat blocks below,
Armor Class 10 Add +2 to the AC to represent high tech armor and
Hit Points 4 (1d8) change the weapon damage to radiant for ranged
Speed 30 ft. weapon attacks to represent lasers, and force to
melee weapon attacks to represent vibroblades
STR DEX CON INT WIS CHA
or other force projecting melee weapons.
10 (+0) 10 (+0) 10 (+0) 10 (+0) 10 (+0) 10 (+0)

Senses passive perception 10

Languages English Dark Devotion. The fanatic has advantage on saving
Challenge 0 (10 XP) Proficiency Bonus +2 throws against being charmed or frightened.

ACTIONS Powers. The fanatic is a 4th-level powered human. Its

power ability is Wisdom (power save DC 11, +3 to hit
Fist. Melee Weapon Attack: +2 to hit, reach 5 ft., one
with power attacks). The fanatic has the following
creature. Hit: 1 bludgeoning damage.
powers prepared:
• At will: light, primal flame, thaumaturgy
CULTIST • 1st level (4 slots): command, inflict wounds, shield of
In the world of superheroes, more than a few dangerous tenacity
cults thrive.
• 2 nd level (3 slots): hold person, elemental weapon
Medium human ACTIONS
Armor Class 12 Multiattack. The fanatic makes two melee attacks.
Hit Points 9 (2d8) Dagger. Melee or Ranged Weapon Attack: +4 to hit, reach
Speed 30 ft. 5 ft. or range 20/60 ft., one creature. Hit: 4 (1d4 + 2)
STR DEX CON INT WIS CHA piercing damage.
11 (+0) 12 (+1) 10 (+0) 10 (+0) 11 (+0) 10 (+0)

Skills Deception +2, Arcana +2 E XO-SOLIDER

Senses passive perception 10
Languages any one language (usually English)
Challenge 1/8 (25 XP) Proficiency Bonus +2
Dark Devotion. The cultist has advantage on saving
throws against being charmed or frightened.
Exo-Soldiers are specialized soldiers outfitted with a
mechanical frame made of the latest technology designed
to enhance their abilities in combat but are otherwise
limited in what they can do.
Medium human

ACTIONS Armor Class 17

Scimitar. Melee Weapon Attack: +3 to hit, reach 5 ft., one Hit Points 32 (5d8 + 10)
creature. Hit: 4 (1d6 + 1) slashing damage. Speed 30 ft.

STR DEX CON INT WIS CHA

16 (+3) 14 (+2) 14 (+2) 10 (+0) 12 (+1) 10 (+0)
CULT FANATIC
Medium human Skills Intimidation +2
Senses passive perception 11
Armor Class 13 Languages any one language
Hit Points 22 (6d8) Challenge 1 (200 XP) Proficiency Bonus +2
Speed 30 ft.
ACTIONS
STR DEX CON INT WIS CHA Multiattack. The exo-soldier makes one knife or two
11 (+0) 14 (+2) 12 (+1) 10 (+0) 13 (+1) 14 (+2) rifle attacks.
Skills Deception +4, Persuasion +4, Arcana +2 Knife. Melee weapon attack: +4 to hit, reach 5 ft., one
Senses passive perception 11 target. Hit: 5 (1d6 + 2) piercing damage.
Languages any one language (usually English) Semi-auto Rifle. Ranged weapon attack: +4 to hit, range
Challenge 2 (450 XP) Proficiency Bonus +2 300 ft./1200 ft., one target. Hit: 7 (1d10 + 2) piercing
damage.

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113
 Skills Athletics +6, Perception +2
Senses passive perception 12
Languages any one language (usually English)
Challenge 3 (700 XP) Proficiency Bonus +2

ACTIONS
Multiattack. The mercenary makes two attacks.
Baton. Melee Weapon Attack: +6 to hit, reach 5 ft., one
target. Hit: 7 (1d6 + 4) bludgeoning damage.
Large semi-auto pistol. Ranged Weapon Attack: +4 to hit,
range 80/320 ft., one target. Hit: 7 (1d10 + 2) piercing
damage.

MILITARY OFFICER
Medium human

Armor Class 18
Hit Points 52 (8d8)
Speed 30 ft.

STR DEX CON INT WIS CHA

G UARD 16 (+3) 12 (+1) 14 (+2) 11 (+0) 11 (+0) 15 (+2)
Security guards are omnipresent.
Senses passive perception 10
Medium human Languages any one language (usually English)
Challenge 3 (700 XP) Proficiency Bonus +2
Armor Class 16
Hit Points 11 (2d8) Brave. The officer has advantage on saving throws
Speed 30 ft. against being frightened.

STR DEX CON INT WIS CHA ACTIONS

13 (+1) 12 (+1) 12 (+1) 10 (+0) 11 (+0) 10 (+0) Multiattack. The military officer makes two melee
attacks.
Skills Perception +2
Senses passive perception 12 Bayonet. Melee Weapon Attack: +5 to hit, reach 5 ft., one
Languages any one language (usually English) target. Hit: 6 (1d6 + 3) piercing damage.
Challenge 1/8 (25 XP) Proficiency Bonus +2 Semi-auto rifle. Ranged Weapon Attack: +3 to hit, range
300/1200 ft., one target. Hit: 5 (1d10 + 1) piercing
ACTIONS
damage.
Baton. Melee Weapon Attack: +3 to hit, reach 5 ft., one
target. Hit: 4 (1d6 + 1) piercing damage. Leadership (Recharges after a Short or Long Rest).
For 1 minute, the military officer can utter a special
Taser. Ranged Weapon Attack: +3 to hit, range 10/30, one
command or warning whenever a nonhostile creature
target. Hit: 2 lightning damage and DC13 CON save
that it can see within 30 ft. of it makes an attack
of stunned for 3 rounds.
roll or a saving throw. The creature can add a d4
to its roll provided it can hear and understand the
MERCENARY military officer. A creature can benefit from only
one Leadership die at a time. This effect ends if the
Medium human
military officer is incapacitated.
Armor Class 17
Hit Points 58 (9d8) REACTIONS
Speed 30 ft. Parry. The military officer adds 2 to its AC against one
melee attack that would hit it. To do so, the military
STR DEX CON INT WIS CHA officer must see the attacker and be wielding a melee
18 (+4) 14 (+2) 14 (+2) 10 (+0) 11 (+0) 10 (+0) weapon.

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Kenneth Amacker (Order #41978118)
 MMA FIGHTER ACTIONS
Mixed martial arts (MMA) fighters can be formidable Multiattack. The enforcer makes three attacks: two
adversaries. with its pistol and one with its switchblade. Or the
captain makes three ranged attacks with its pistol.
Medium human
Small Semi-auto Pistol. Ranged Weapon Attack: +5 to
Armor Class 16 hit, range 80/320, one target. Hit: 7 (1d8+ 3) piercing
Hit Points 112 (15d8) damage.
Speed 30 ft. Switchblade. Melee Weapon Attack: +5 to hit, reach 5 ft.,
STR DEX CON INT WIS CHA one target. Hit: 5 (1d4 + 3) piercing damage.
18 (+4) 15 (+2) 16 (+3) 10 (+0) 12 (+1) 15 (+2)

Skills Athletics +10, Intimidation +5 MUGGER

Senses passive perception 11 Young heroes patrolling their neighborhoods occasionally
Languages any one language (usually English) encounter petty thieves.
Challenge 5 (1,800 XP) Proficiency Bonus +3
Medium human
Brave. The MMA fighter has advantage on saving
Armor Class 11
throws against being frightened.
Hit Points 11 (2d8 + 2)
Brute. A melee weapon or unarmed strike deals one Speed 30 ft.
extra die of its damage when the MMA fighter hits
with it (included in the attack). STR DEX CON INT WIS CHA
11 (+0) 12 (+1) 12 (+1) 10 (+0) 10 (+0) 10 (+0)
ACTIONS
Senses passive perception 10
Multiattack. The MMA fighter makes three melee
Languages any one language
attacks.
Challenge 1/8 (25 XP) Proficiency Bonus +2
Baton. Melee Weapon Attack: +7 to hit, reach 5 ft., one
creature. Hit: 9 (2d4 + 4) bludgeoning damage. ACTIONS
Knee Bash. Melee Weapon Attack: +7 to hit, reach 5 ft., Knife. Melee weapon attack: +3 to hit, reach 5 ft., one
one creature. Hit: 9 (2d4 + 4) bludgeoning damage. If target. Hit: 4 (1d6 + 1) piercing damage.
the target is a Medium or smaller creature, it must Small Revolver. Ranged weapon attack: +3 to hit, range 30
succeed on a DC 15 Strength saving throw or be ft./120 ft., one target. Hit: 4 (1d6 + 1) piercing damage.
knocked prone.

REACTIONS SCOUT
Parry. The MMA fighter adds 3 to its AC against one Scouts excel in wilderness locations in particular.
melee attack that would hit it. To do so, the MMA
Medium human
fighter must see the attacker and be wielding a melee
weapon. Armor Class 13
Hit Points 16 (3d8)
Speed 30 ft.
MOB ENFORCER
Criminal organizations have foot soldiers to do their STR DEX CON INT WIS CHA
dirty work. 11 (+0) 14 (+2) 12 (+1) 11 (+0) 13 (+1) 11 (+0)

Medium human Skills Nature +4, Perception +5, Stealth +6, Survival +5
Senses passive perception 15
Armor Class 15 Languages any one language (usually English)
Hit Points 65 (10d8) Challenge 1/2 (100 XP) Proficiency Bonus +2
Speed 30 ft.
Keen Hearing and Sight. The scout has advantage on
STR DEX CON INT WIS CHA Wisdom (Perception) checks that rely on hearing or
15 (+2) 16 (+3) 14 (+2) 14 (+2) 11 (+0) 14 (+2) sight.
Skills Athletics +4, Deception +4 ACTIONS
Senses passive perception 10
Multiattack. The scout makes two melee attacks or two
Languages any two languages
ranged attacks.
Challenge 2 (450 XP) Proficiency Bonus +2
Survival Knife. Melee Weapon Attack: +4 to hit, reach 5
ft., one target. Hit: 5 (1d6 + 2) piercing damage.

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 Miscellaneous Foes

Bolt-action rifle. Ranged Weapon Attack: +4 to hit, ranged

300/1200 ft., one target. Hit: 7 (1d10 + 2) piercing
damage.

SOLDIER
Medium human

Armor Class 13
Hit Points 19 (3d8 + 6)
Speed 30 ft.

STR DEX CON INT WIS CHA

14 (+2) 12 (+1) 14 (+2) 11 (+0) 11 (+0) 11 (+0)

Skills Athletics +4, Perception +2, Survival +2

Senses passive perception 12
Languages any one language (usually English)
Challenge 1/2 (100 XP) Proficiency Bonus +2

ACTIONS
Multiattack. The soldier makes two melee attacks or
two ranged attacks.
Bayonet. Melee Weapon Attack: +4 to hit, reach 5 ft., one
Survival Knife. Melee Weapon Attack: +4 to hit, reach 5
target. Hit: 5 (1d6 + 2) piercing damage.
ft., one target. Hit: 5 (1d6 + 2) piercing damage.
Semi-auto rifle. Ranged Weapon Attack: +3 to hit, range
Small semi-auto pistol. Ranged Weapon Attack: +4 to hit,
300/1200 ft., one target. Hit: 5 (1d10 + 1) piercing
range 80/320 ft., one target. Hit: 6 (1d8 + 2) piercing
damage.
damage.

SPY
THUG
Medium human
Medium human
Armor Class 12
Armor Class 11
Hit Points 27 (6d8)
Hit Points 32 (5d8)
Speed 30 ft.
Speed 30 ft.
STR DEX CON INT WIS CHA
STR DEX CON INT WIS CHA
10 (+0) 15 (+2) 10 (+0) 12 (+1) 14 (+2) 16 (+3)
15 (+2) 11 (+0) 14 (+2) 10 (+0) 10 (+0) 11 (+0)
Skills Deception +5, Insight +4, Investigation +5,
Skills Intimidation +2
Perception +6, Persuasion +5, Stealth +4
Senses passive perception 10
Senses passive perception 16
Languages any one language (usually English)
Languages any two languages
Challenge 1/2 (100 XP) Proficiency Bonus +2
Challenge 1 (200 XP) Proficiency Bonus +2
Pack Tactics. The thug has advantage on an attack
Cunning Action. On each of its turns, the spy can use
roll against a creature if at least one of the thug’s
a bonus action to take the Dash, Disengage, or Hide
allies is within 5 ft. of the creature and the ally isn’t
action.
incapacitated.
Sneak Attack (1/Turn). The spy deals an extra 7 (2d6)
damage when it hits a target with a weapon attack ACTIONS
and has advantage on the attack roll, or when the Multiattack. The thug makes two melee attacks.
target is within 5 ft. of an ally of the spy that isn’t Switchblade. Melee Weapon Attack: +4 to hit, reach 5 ft.,
incapacitated, and the spy doesn’t have disadvantage one creature. Hit: 4 (1d4 + 2) piercing damage.
on the attack roll.
Small semi-auto pistol. Ranged Weapon Attack: +2 to
ACTIONS hit, range 80/320 ft., one target. Hit: 4 (1d8) piercing
Multiattack. The spy makes two melee attacks. damage.

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117
 DEMON, G REAT
MYTHICAL, Mystics, infernal cults, and foolish scientists dabbling
FOLKLORE, AND with extradimensional portals might summon a demon
or devil, intentionally or otherwise. Such beings come in
EXTRAPLANAR B EINGS a variety of forms; only a few are included here.
These creatures are the things of myth and nightmare.
Some reside on Earth, hidden out of sight to all but the Huge fiend
special few. A few are summoned or created by Mystics or Armor Class 19 (Natural Armor)
advanced science. Still others only arrive when summoned Hit Points 262 (21d12 + 126)
from other dimensions. Speed 40 ft., fly 80 ft.

STR DEX CON INT WIS CHA

AWAKENED TREE 26 (+8) 15 (+2) 22 (+6) 20 (+5) 16 (+3) 22 (+6)
Powerful Vitalists have the ability to endow trees with
Saving Throws STR +14, CON +12, WIS +9, CHA +12
sentience and mobility. Advanced science might also be
Damage Resistances Cold, Lightning; Bludgeoning,
capable of such bizarre effects as well.
Piercing, and Slashing
Huge plant Damage Immunities Fire, Poison
Condition Immunities Poisoned
Armor Class 13 (Natural Armor) Senses Truesight 120 ft., Passive Perception 13
Hit Points 59 (7d12 + 14) Languages Abyssal, Telepathy 120 ft.
Speed 20 ft. Challenge 19 (22,000 XP) Proficiency Bonus +6
STR DEX CON INT WIS CHA Death Throes. When the balor dies, it explodes, and
19 (+4) 6 (−2) 15 (+2) 10 (+0) 10 (+0) 7 (−2) each creature within 30 feet of it must make a DC
Damage Vulnerabilities Fire 20 Dexterity saving throw, taking 70 (20d6) fire
Damage Resistances Bludgeoning, Piercing damage on a failed save, or half as much damage on
Senses Passive Perception 10 a successful one. The explosion ignites flammable
Languages One language known by its creator objects in that area that aren’t being worn or carried,
Challenge 2 (450 XP) Proficiency Bonus +2 and it destroys the balor’s weapons.
Fire Aura. At the start of each of the balor’s turns, each
False Appearance. While the tree remains motionless,
creature within 5 feet of it takes 10 (3d6) fire damage,
it is indistinguishable from a normal tree.
and flammable objects in the aura that aren’t being
ACTIONS worn or carried ignite. A creature that touches the
Slam. Melee Weapon Attack: +6 to hit, reach 10 ft., one balor or hits it with a melee attack while within 5 feet
target. Hit: 14 (3d6 + 4) bludgeoning damage. of it takes 10 (3d6) fire damage.
Super Resistance. The balor has advantage on saving
throws against powers and other superpowered
effects.
Deadly Weapons. The balor’s weapon attacks ignore
damage resistance and immunity.

ACTIONS
Multiattack. The balor makes two attacks: one with its
longsword and one with its whip.
Longsword. Melee Weapon Attack: +14 to hit, reach 10 ft.,
one target. Hit: 21 (3d8 + 8) slashing damage plus 13
(3d8) lightning damage. If the balor scores a critical
hit, it rolls damage dice three times, instead of twice.
Whip. Melee Weapon Attack: +14 to hit, reach 30 ft., one
target. Hit: 15 (2d6 + 8) slashing damage plus 10 (3d6)
fire damage, and the target must succeed on a DC
20 Strength saving throw or be pulled up to 25 feet
toward the balor.
Teleport. The balor magically teleports, along with any
equipment it is wearing or carrying, up to 120 feet to
an unoccupied space it can see.

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DEVIL, BARBED Devil’s Sight. Superpowered darkness doesn’t impede

the devil’s darkvision.
Medium fiend (devil)
Super Resistance. The devil has advantage on saving
Armor Class 15 (Natural Armor) throws against powers and other superpowered
Hit Points 110 (13d8 + 52) effects.
Speed 30 ft.
ACTIONS
STR DEX CON INT WIS CHA
Multiattack. The devil makes three melee attacks:
16 (+3) 17 (+3) 18 (+4) 12 (+1) 14 (+2) 14 (+2)
two with its fork and one with its tail. It can use Hurl
Saving Throws STR +6, CON +7, WIS +5, CHA +5 Flame in place of any melee attack.
Skills Deception +5, Insight +5, Perception +8 Fork. Melee Weapon Attack: +10 to hit, reach 10 ft., one
Damage Resistances Cold; Bludgeoning, Piercing, and target. Hit: 15 (2d8 + 6) piercing damage.
Slashing
Tail. Melee Weapon Attack: +10 to hit, reach 10 ft., one
Damage Immunities Fire, Poison
target. Hit: 10 (1d8 + 6) piercing damage. If the target
Condition Immunities Poisoned
is a creature other than an undead or a construct, it
Senses Darkvision 120 ft., Passive Perception 18
must succeed on a DC 17 Constitution saving throw
Languages Infernal, Telepathy 120 ft.
or lose 10 (3d6) hit points at the start of each of its
Challenge 5 (1,800 XP) Proficiency Bonus +3
turns due to an infernal wound. Each time the devil
Barbed Hide. At the start of each of its turns, the barbed hits the wounded target with this attack, the damage
devil deals 5 (1d10) piercing damage to any creature dealt by the wound increases by 10 (3d6). Any
grappling it. creature can take an action to stanch the wound with
Devil’s Sight. Superpowered darkness doesn’t impede a successful DC 12 Medicine check. The wound also
the devil’s darkvision. closes if the target receives magical healing.
Hurl Flame. Ranged Spell Attack: +7 to hit, range 150 ft.,
ACTIONS
one target. Hit: 14 (4d6) fire damage. If the target is a
Multiattack. The devil makes three melee attacks: one flammable object that isn’t being worn or carried, it
with its tail and two with its claws. Alternatively, it also catches fire.
can use Hurl Flame twice.
Claw. Melee Weapon Attack: +6 to hit, reach 5 ft., one
target. Hit: 6 (1d6 + 3) piercing damage. DEVA
Extra-planar beings come in all forms, including those
Tail. Melee Weapon Attack: +6 to hit, reach 5 ft., one
that resemble beings described in certain religions and
target. Hit: 10 (2d6 + 3) piercing damage.
myths. Whether these beings are in fact divine or even
Hurl Flame. Ranged Spell Attack: +5 to hit, range 150 ft., good is unknown.
one target. Hit: 10 (3d6) fire damage. If the target is a
flammable object that isn’t being worn or carried, it Medium celestial
also catches fire. Armor Class 17
Hit Points 136 (16d8 + 64)
DEVIL, HORNED Speed 30 ft. Fly 90 ft.

Large fiend (devil) STR DEX CON INT WIS CHA

18 (+4) 18 (+4) 18 (+4) 17 (+3) 20 (+5) 20 (+5)
Armor Class 18 (Natural Armor)
Hit Points 178 (17d10 + 85) Skills Insight +9, Perception +9
Speed 20 ft., fly 60 ft. Damage Resistances radiant; bludgeoning, piercing,
and slashing from non-superpowered weapons
STR DEX CON INT WIS CHA
Senses darkvision 120 ft., passive perception 19
22 (+6) 17 (+3) 21 (+5) 12 (+1) 16 (+3) 17 (+3)
Languages all, telepathy 120 ft.
Saving Throws STR +10, DEX +7, WIS +7, CHA +7 Challenge 10 (5,900 XP) Proficiency Bonus +4
Damage Resistances Cold; Bludgeoning, Piercing, and
Angelic Weapons. The deva’s weapon attacks are
Slashing
superpowered. When the deva hits with any weapon,
Damage Immunities Fire, Poison
the weapon deals an extra 4d8 radiant damage
Condition Immunities Poisoned
(included in the attack).
Senses Darkvision 120 ft., Passive Perception 13
Languages Infernal, Telepathy 120 ft. Innate Powers. The deva’s power ability is Wisdom
Challenge 11 (7,200 XP) Proficiency Bonus +4 (power save DC 17). The deva can innately use the
following powers: At will: detect superpowers 1/day
each: commune, raise dead

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119
 Power Resistance. The deva has advantage on saving
throws against powers.
ACTIONS
Multiattack. The deva makes two melee attacks.
Mace. Melee Weapon Attack: +8 to hit, reach 5 ft., one
target. Hit: 7 (1d6 + 4) bludgeoning damage plus 18
(4d8) radiant damage.
Healing Touch (3/Day). The deva touches another
creature. The target supernaturally regains 20 (4d8
+ 2) hit points and is freed from any curse, disease,
poison, blindness, or deafness.
Change Shape. The deva supernaturally polymorphs
into a humanoid or beast that has a challenge
rating equal to or less than its own, or back into its
true form. It reverts to its true form if it dies. Any
equipment it is wearing or carrying is absorbed or
borne by the new form (the deva’s choice). In a new
form, the deva retains its game statistics and ability
to speak, but its AC, movement modes, Strength,
Dexterity, and special senses are replaced by those
of the new form, and it gains any statistics and
capabilities (except class features, legendary actions,
and lair actions) that the new form has but that it
lacks.
DOPPELGANGER
This nightmarish shapeshifter has the ability to take on
the form of others.
Medium monstrosity
Armor Class 14
Hit Points 52 (8d8 + 16)
Speed 30 ft.
STR DEX CON INT WIS CHA
11 (+0) 18 (+4) 14 (+2) 11 (+0) 12 (+1) 14 (+2)
Skills Deception +6, Insight +3
Senses darkvision 60 ft., passive perception 11
Languages English
Challenge 3 (700 XP) Proficiency Bonus +2
Shapechanger. The doppelganger can use its action
to polymorph into a Small or Medium humanoid
it has seen, or back into its true form. Its statistics,
other than its size, are the same in each form. Any
equipment it is wearing or carrying isn’t transformed.
It reverts to its true form if it dies.
Ambusher. The doppelganger has advantage on attack
rolls against any creature it has surprised.
Surprise Attack. If the doppelganger surprises a
creature and hits it with an attack during the first
round of combat, the target takes an extra 10 (3d6)
damage from the attack.
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Kenneth Amacker (Order #41978118)
ACTIONS
Multiattack. The doppelganger makes two melee
attacks.
Slam. Melee Weapon Attack: +6 to hit, reach 5 ft., one
target. Hit: 7 (1d6 + 4) bludgeoning damage.
Read Thoughts. The doppelganger supernaturally
reads the surface thoughts of one creature within 60
ft. of it. The effect can penetrate barriers, but 3 ft. of
wood or dirt, 2 ft. of stone, 2 inches of metal, or a thin
sheet of lead blocks it. While the target is in range, the
doppelganger can continue reading its thoughts, as
long as the doppelganger’s concentration isn’t broken
(as if concentrating on a power). While reading the
target’s mind, the doppelganger has advantage
on Wisdom (Insight) and Charisma (Deception,
Intimidation, and Persuasion) checks against the
target.
DRYAD
Dryads are mystical creatures of woods and forests,
occasionally contacted or summoned by Mystics or
Vitalists.
Medium fey
Armor Class 11
Hit Points 22 (5d8)
Speed 30 ft.
STR DEX CON INT WIS CHA
10 (+0) 12 (+1) 11 (+0) 14 (+2) 15 (+2) 18 (+4)
Skills Perception +4, Stealth +5
Senses darkvision 60 ft., passive perception 14
Languages English, Sylvan
Challenge 1 (200 XP) Proficiency Bonus +2
Innate Powers. The dryad’s innate power ability is
Wisdom (power save DC 14). The dryad can innately
use the following powers, requiring no material
components:
At will: druidcraft 3/day each: entangle, goodberry 1/day
each: barkskin, pass without trace, shillelagh
Power Resistance. The dryad has advantage on saving
throws against powers.
Speak with Beasts and Plants. The dryad can
communicate with beasts and plants as if they shared
a language.
Tree Stride. Once on her turn, the dryad can use
10 ft. of her movement to step supernaturally into
one living tree within her reach and emerge from
a second living tree within 60 ft. of the first tree,
appearing in an unoccupied space within 5 ft. of the
second tree. Both trees must be large or bigger.

ACTIONS
Club. Melee Weapon Attack: +2 to hit (+6 to hit with
shillelagh), reach 5 ft., one target. Hit: 2 (1d4)
bludgeoning damage, or 8 (1d8 + 4) bludgeoning
damage with shillelagh.
Fey Charm. The dryad targets one humanoid or beast
that she can see within 30 feet of her. If the target can
see the dryad, it must succeed on a DC 14 Wisdom
saving throw or be charmed. The charmed creature
regards the dryad as a trusted friend to be heeded
and protected. Although the target isn’t under the
dryad’s control, it takes the dryad’s requests or actions
in the most favorable way it can. Each time the dryad
or its allies do anything harmful to the target, it can
repeat the saving throw, ending the effect on itself
on a success. Otherwise, the effect lasts 24 hours
or until the dryad dies, is on a different plane of
existence from the target or ends the effect as a bonus
action. If a target’s saving throw is successful, the
target is immune to the dryad’s Fey Charm for the
next 24 hours. The dryad can have no more than one
humanoid and up to three beasts charmed at a time.
ELDRITCH A BOMINATION
This sentient ectoplasmic collection of gaping maws and
teeth terrifies all who look upon it. Only foul magical
activity or multi-dimensional portals can bring such
nightmares to our world.
Medium aberration
Armor Class 9
Hit Points 67 (9d8 + 27)
Speed 10 ft., swim 10 ft.
STR DEX CON INT WIS CHA
10 (+0) 8 (−1) 16 (+3) 3 (−4) 10 (+0) 6 (−2)
Condition Immunities Prone
Senses Darkvision 60 ft., Passive Perception 10
Languages —
Challenge 2 (450 XP) Proficiency Bonus +2
Aberrant Ground. The ground in a 10-foot radius
around the abomination is doughlike difficult terrain.
Each creature that starts its turn in that area must
succeed on a DC 10 Strength saving throw or have its
speed reduced to 0 until the start of its next turn.
Gibbering. The abomination babbles incoherently
while it can see any creature and isn’t incapacitated.
Each creature that starts its turn within 20 feet of the
abomination and can hear the gibbering must succeed
on a DC 10 Wisdom saving throw. On a failure, the
creature can’t take reactions until the start of its next
turn and rolls a d8 to determine what it does during
its turn. On a 1 to 4, the creature does nothing. On
a 5 or 6, the creature takes no action or bonus action
and uses all its movement to move in a randomly
Kenneth Amacker (Order #41978118)
Miscellaneous Foes
determined direction. On a 7 or 8, the creature
makes a melee attack against a randomly determined
creature within its reach or does nothing if it can’t
make such an attack.
ACTIONS
Multiattack. The abomination makes one bite attack
and, if it can, uses its Blinding Spittle.
Bite. Melee Weapon Attack: +2 to hit, reach 5 ft., one
creature. Hit: 17 (5d6) piercing damage. If the target
is Medium or smaller, it must succeed on a DC 10
Strength saving throw or be knocked prone. If the
target is killed by this damage, it is absorbed into the
abomination.
Blinding Spittle (Recharge 5–6). The abomination spits
a chemical glob at a point it can see within 15 feet of
it. The glob explodes in a blinding flash of light on
impact. Each creature within 5 feet of the flash must
succeed on a DC 13 Dexterity saving throw or be
blinded until the end of the abomination’s next turn.
G HAST
Ghasts and ghouls are flesh eating cannibals, half-corpses
themselves. They might prowl graveyards and battlefields
looking for fresh dead. Powerful Mystics can crate these
abominations.
Medium undead
Armor Class 13
Hit Points 36 (8d8)
Speed 30 ft.
STR DEX CON INT WIS CHA
16 (+3) 17 (+3) 10 (+0) 11 (+0) 10 (+0) 8 (−1)
Damage Immunities necrotic
Senses darkvision 60 ft., passive perception 10
Languages English
Challenge 2 (450 XP) Proficiency Bonus +2
Stench. Any creature that starts its turn within 5 ft.
of the ghast must succeed on a DC 10 Constitution
saving throw or be poisoned until the start of its next
turn. On a successful saving throw, the creature is
immune to the ghast’s Stench for 24 hours.
ACTIONS
Bite. Melee Weapon Attack: +3 to hit, reach 5 ft., one
creature. Hit: 12 (2d8 + 3) piercing damage.
Claws. Melee Weapon Attack: +5 to hit, reach 5 ft., one
target. Hit: 10 (2d6 + 3) slashing damage. If the target
is a creature other than an undead, it must succeed on
a DC 10 Constitution saving throw or be paralyzed for
1 minute. The target can repeat the saving throw at
the end of each of its turns, ending the effect on itself
on a success.
121
 G HOST attack, power, or other effect, except ones that can
The spirits of those who have died sometimes linger and target creatures in the ethereal plane, and it retains
occasionally become angry or dangerous. Mystics can its alignment, Intelligence, Wisdom, Charisma,
sometimes speak to these beings. and immunity to being charmed and frightened.
It otherwise uses the possessed target’s statistics,
Medium undead but doesn’t gain access to the target’s knowledge,
Armor Class 11 class features, or proficiencies. The possession lasts
Hit Points 45 (10d8) until the body drops to 0 hit points, the ghost ends
Speed 0 ft. Fly 40 ft. (hover) it as a bonus action, or the ghost is turned or forced
out by an effect like the disperse power ability. When
STR DEX CON INT WIS CHA the possession ends, the ghost reappears in an
7 (−2) 13 (+1) 10 (+0) 10 (+0) 12 (+1) 17 (+3) unoccupied space within 5 ft. of the body. The target
Damage Resistances acid, fire, lightning, thunder; is immune to this ghost’s Possession for 24 hours
bludgeoning, piercing, and slashing from non- after succeeding on the saving throw or after the
superpowered weapons possession ends.
Damage Immunities cold, necrotic, poison
Senses darkvision 60 ft., passive perception 11 G HOUL
Languages any languages it knew in life
Medium undead
Challenge 4 (1,100 XP) Proficiency Bonus +2
Armor Class 12
Ethereal Sight. The ghost can see 60 ft. into the
Hit Points 22 (5d8)
Ethereal Plane when it is on the Material Plane, and
Speed 30 ft.
vice versa.
Incorporeal Movement. The ghost can move through STR DEX CON INT WIS CHA
other creatures and objects as if they were difficult 13 (+1) 15 (+2) 10 (+0) 7 (−2) 10 (+0) 6 (−2)
terrain. It takes 5 (1d10) force damage if it ends its
Senses darkvision 60 ft., passive perception 10
turn inside an object.
Languages English
ACTIONS Challenge 1 (200 XP) Proficiency Bonus +2
Withering Touch. Melee Weapon Attack: +5 to hit, ACTIONS
reach 5 ft., one target. Hit: 17 (4d6 + 3) necrotic Bite. Melee Weapon Attack: +2 to hit, reach 5 ft., one
damage. creature. Hit: 9 (2d6 + 2) piercing damage.
Etherealness. The ghost enters the Ethereal Plane from Claws. Melee Weapon Attack: +4 to hit, reach 5 ft., one
the Material Plane, or vice versa. It is visible on the target. Hit: 7 (2d4 + 2) slashing damage. If the target
Material Plane while it is in the Border Ethereal, and is a creature other than an elf or undead, it must
vice versa, yet it can’t affect or be affected by anything succeed on a DC 10 Constitution saving throw or
on the other plane. be paralyzed for 1 minute. The target can repeat the
Horrifying Visage. Each non-undead creature within saving throw at the end of each of its turns, ending
60 ft. of the ghost that can see it must succeed on a the effect on itself on a success.
DC 13 Wisdom saving throw or be frightened for 1
minute. If the save fails by 5 or more, the target also
ages 1d4 × 10 years. A frightened target can repeat the
G OLDEN DRAGON
Legends tell of an ancient dragon known as The Great
saving throw at the end of each of its turns, ending
Protector who guards a portal between realms and who
the frightened condition on itself on a success. If a
teaches their devotees the secrets of an ancient form of
target’s saving throw is successful or the effect ends
martial arts. It is said that the portal the Great Protector
for it, the target is immune to this ghost’s Horrifying
guards is a doorway between our world and a realm of
Visage for the next 24 hours. The aging effect can be
nightmares.
reversed with a greater restoration power, but only
within 24 hours of it occurring. Huge dragon
Possession (Recharge 6). One humanoid that the
Armor Class 19 (Natural Armor)
ghost can see within 5 ft. of it must succeed on a DC
Hit Points 256 (19d12 + 133)
13 Charisma saving throw or be possessed by the
Speed 40 ft., fly 80 ft., swim 40 ft.
ghost; the ghost then disappears, and the target is
incapacitated and loses control of its body. The ghost STR DEX CON INT WIS CHA
now controls the body but doesn’t deprive the target 27 (+8) 14 (+2) 25 (+7) 16 (+3) 15 (+2) 24 (+7)
of awareness. The ghost can’t be targeted by any
Saving Throws DEX +8, CON +13, WIS +8, CHA +13

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Kenneth Amacker (Order #41978118)
 Miscellaneous Foes

Skills Insight +8, Perception +14, Persuasion +13, Stealth

+8
Damage Immunities Fire
Senses Blindsight 60 ft., Darkvision 120 ft., Passive
Perception 24
Languages All Languages
Challenge 17 (18,000 XP) Proficiency Bonus +6

Amphibious. The dragon can breathe air and water.

Legendary Resistance (3/Day). If the dragon fails a
saving throw, it can choose to succeed instead.

ACTIONS
Multiattack. The dragon can use its Frightful Presence.
It then makes three attacks: one with its bite and two
with its claws.
Bite. Melee Weapon Attack: +14 to hit, reach 10 ft., one
target. Hit: 19 (2d10 + 8) piercing damage.
Claw. Melee Weapon Attack: +14 to hit, reach 5 ft., one
target. Hit: 15 (2d6 + 8) slashing damage.
Tail. Melee Weapon Attack: +14 to hit, reach 15 ft., one and capabilities are otherwise replaced by those of
target. Hit: 17 (2d8 + 8) bludgeoning damage. the new form, except any class features or legendary
Frightful Presence. Each creature of the dragon’s choice actions of that form.
that is within 120 feet of the dragon and aware of
LEGENDARY ACTIONS
it must succeed on a DC 21 Wisdom saving throw
The dragon can take 3 legendary actions, choosing from
or become frightened for 1 minute. A creature can
the options below. Only one legendary action option
repeat the saving throw at the end of each of its turns,
can be used at a time and only at the end of another
ending the effect on itself on a success. If a creature’s
creature’s turn. The dragon regains spent legendary
saving throw is successful or the effect ends for it, the
actions at the start of its turn.
creature is immune to the dragon’s Frightful Presence
for the next 24 hours. Detect. The dragon makes a Wisdom (Perception) check.
Breath Weapons (Recharge 5–6). The dragon uses one Tail Attack. The dragon makes a tail attack.
of the following breath weapons. Wing Attack (Costs 2 Actions). The dragon beats its
Fire Breath. The dragon exhales fire in a 60-foot wings. Each creature within 10 feet of the dragon must
cone. Each creature in that area must make a DC succeed on a DC 22 Dexterity saving throw or take 15
21 Dexterity saving throw, taking 66 (12d10) fire (2d6 + 8) bludgeoning damage and be knocked prone.
damage on a failed save, or half as much damage on a The dragon can then fly up to half its flying speed.
successful one.
Weakening Breath. The dragon exhales gas in a 60-foot HAG
cone. Each creature in that area must succeed on a
Medium fey
DC 21 Strength saving throw or have disadvantage
on Strength-based attack rolls, Strength checks, and Armor Class 14 (Natural Armor)
Strength saving throws for 1 minute. A creature can Hit Points 52 (7d8 + 21)
repeat the saving throw at the end of each of its turns, Speed 30 ft., swim 40 ft.
ending the effect on itself on a success.
STR DEX CON INT WIS CHA
Change Shape. The dragon magically polymorphs 18 (+2) 13 (+1) 16 (+3) 13 (+1) 14 (+2) 14 (+2)
into a humanoid or beast that has a challenge rating
no higher than its own, or back into its true form. It Skills Deception +4, Mysticism +3, Perception +4,
reverts to its true form if it dies. Any equipment it is Stealth +3
wearing or carrying is absorbed or borne by the new Senses Darkvision 60 ft., Passive Perception 14
form (the dragon’s choice). Languages English, Sylvan
In a new form, the dragon retains its hit points, Challenge 2 (450 XP) Proficiency Bonus +2
Hit Dice, ability to speak, proficiencies, Legendary Amphibious. The hag can breathe air and water.
Resistance, lair actions, and Intelligence, Wisdom, and
Horrific Appearance. Any humanoid that starts its turn
Charisma scores, as well as this action. Its statistics
within 30 feet of the hag and can see the hag’s true

Kenneth Amacker (Order #41978118)

123
 form must make a DC 11 Wisdom saving throw. On
a failed save, the creature is frightened for 1 minute.
A creature can repeat the saving throw at the end
of each of its turns, with disadvantage if the hag is
within line of sight, ending the effect on itself on a
success. If a creature’s saving throw is successful or
the effect ends for it, the creature is immune to the
hag’s Horrific Appearance for the next 24 hours.
Unless the target is surprised or the revelation of
the hag’s true form is sudden, the target can avert its
eyes and avoid making the initial saving throw. Until
the start of its next turn, a creature that averts its eyes
has disadvantage on attack rolls against the hag.
ACTIONS
Claws. Melee Weapon Attack: +6 to hit, reach 5 ft., one
target. Hit: 13 (2d8 + 4) slashing damage.
Death Glare. The hag targets one frightened creature
she can see within 30 feet of her. If the target can see
the hag, it must succeed on a DC 11 Wisdom saving
throw against this magic or drop to 0 hit points.
Illusory Appearance. The hag covers herself and
anything she is wearing or carrying with a magical
illusion that makes her look like an ugly creature of her
general size and humanoid shape. The effect ends if the
hag takes a bonus action to end it or if she dies.
The changes wrought by this effect fail to hold up to
physical inspection. For example, the hag could appear
to have no claws, but someone touching her hand might
feel the claws. Otherwise, a creature must take an action
to visually inspect the illusion and succeed on a DC 16
Investigation check to discern that the hag is disguised.
Invisible Passage. The hag magically turns invisible
until she attacks or casts a spell, or until her
concentration ends (as if concentrating on a spell).
While invisible, she leaves no physical evidence of her
passage, so she can be tracked only by magic. Any
equipment she wears or carries is invisible with her.
IMP
Tiny fiend
Armor Class 13
Hit Points 10 (3d4 + 3)
Speed 20 ft., fly 40 ft.
STR DEX CON INT WIS CHA
6 (−2) 17 (+3) 13 (+1) 11 (+0) 12 (+1) 14 (+2)
Skills Deception +4, Insight +3, Persuasion +4, Stealth +5
Damage Resistances Cold; Bludgeoning, Piercing, and
Slashing
Damage Immunities Fire, Poison
Condition Immunities Poisoned
Senses Darkvision 120 ft., Passive Perception 11
Languages English, Infernal
Challenge 1 (200 XP) Proficiency Bonus +2
124
Kenneth Amacker (Order #41978118)
Shapechanger. The imp can use its action to polymorph
into a beast form that resembles a rat (speed 20 ft.), a
raven (20 ft., fly 60 ft.), or a spider (20 ft., climb 20 ft.),
or back into its true form. Its statistics are the same in
each form, except for the speed changes noted. Any
equipment it is wearing or carrying isn’t transformed.
It reverts to its true form if it dies.
Devil’s Sight. Superpowered darkness doesn’t impede
the imp’s darkvision.
ACTIONS
Sting (Bite in Beast Form). Melee Weapon Attack:
+5 to hit, reach 5 ft., one target. Hit: 5 (1d4 + 3)
piercing damage, and the target must make a DC 11
Constitution saving throw, taking 10 (3d6) poison
damage on a failed save, or half as much damage on a
successful one.
Invisibility. The imp magically turns invisible
until it attacks or until its concentration ends (as if
concentrating on a spell). Any equipment the imp
wears or carries is invisible with it.
PHASE SPIDER
Those who experiment with interdimensional travel, or
those who venture into places with such a portal, may
encounter phase spiders, predatory interdimensional
arachnids.
Large monstrosity
Armor Class 13 (Natural Armor)
Hit Points 32 (5d10 + 5)
Speed 30 ft., climb 30 ft.
STR DEX CON INT WIS CHA
15 (+2) 15 (+2) 12 (+1) 6 (−2) 10 (+0) 6 (−2)
Skills Stealth +6
Senses Darkvision 60 ft., Passive Perception 10
Languages —
Challenge 3 (700 XP) Proficiency Bonus +2
Ethereal Jaunt. As a bonus action, the spider can
magically shift from the Material Plane to the
Ethereal Plane, or vice versa.
Spider Climb. The spider can climb difficult surfaces,
including upside down on ceilings, without needing
to make an ability check.
Web Walker. The spider ignores movement restrictions
caused by webbing.
ACTIONS
Bite. Melee Weapon Attack: +4 to hit, reach 5 ft., one
creature. Hit: 7 (1d10 + 2) piercing damage, and the
target must make a DC 11 Constitution saving throw,
taking 18 (4d8) poison damage on a failed save, or half
as much damage on a successful one. If the poison
damage reduces the target to 0 hit points, the target
 Miscellaneous Foes

is stable but poisoned for 1 hour, even after regaining VAMPIRE

hit points, and is paralyzed while poisoned in this Creatures of nightmare and legend, vampires may indeed
way. prowl the dark alleys of our cities or dwell in remote castles
and manors. Either way, they are truly dangerous beings.
They are also capable of producing vampire spawn.
SATYR
Medium fey Medium undead

Armor Class 14 (Leather Armor) Armor Class 16

Hit Points 31 (7d8) Hit Points 144 (17d8 + 68)
Speed 40 ft. Speed 30 ft.

STR DEX CON INT WIS CHA STR DEX CON INT WIS CHA
12 (+1) 16 (+3) 11 (+0) 12 (+1) 10 (+0) 14 (+2) 18 (+4) 18 (+4) 18 (+4) 17 (+3) 15 (+2) 18 (+4)

Skills Perception +2, Performance +6, Stealth +5
Senses Passive Perception 12
Languages English, Sylvan
Challenge 1/2 (100 XP) Proficiency Bonus +2
ACTIONS
Ram. Melee Weapon Attack: +3 to hit, reach 5 ft., one
target. Hit: 6 (2d4 + 1) bludgeoning damage.
Shortsword. Melee Weapon Attack: +5 to hit, reach 5 ft.,
one target. Hit: 6 (1d6 + 3) piercing damage.
Shortbow. Ranged Weapon Attack: +5 to hit, range 80/320
ft., one target. Hit: 6 (1d6 + 3) piercing damage.
SPRITE
Tiny fey
Armor Class 15 (Leather Armor)
Hit Points 2 (1d4)
Speed 10 ft., fly 40 ft.
STR DEX CON INT WIS
3 (−4) 18 (+4) 10 (+0) 14 (+2) 13 (+1)
Skills Perception +3, Stealth +8
Senses Passive Perception 13
Languages English, Sylvan
Challenge 1/4 (50 XP) Proficiency Bonus +2
ACTIONS
Longsword. Melee Weapon Attack: +2 to hit, reach 5 ft.,
one target. Hit: 1 slashing damage.
Shortbow. Ranged Weapon Attack: +6 to hit, range
40/160 ft., one target. Hit: 1 piercing damage, and the
target must succeed on a DC 10 Constitution saving
throw or become poisoned for 1 minute. If its saving
throw result is 5 or lower, the poisoned target falls
unconscious for the same duration, or until it takes
damage, or another creature takes an action to shake
it awake.
Invisibility. The sprite magically turns invisible until it
attacks or casts a spell, or until its concentration ends
(as if concentrating on a spell). Any equipment the
sprite wears or carries is invisible with it.
Skills Perception +7, Stealth +9
Damage Resistances necrotic; bludgeoning, piercing,
and slashing from non-superpowered weapons
Senses darkvision 120 ft., passive perception 17
Languages the languages it knew in life
Challenge 13 (10,000 XP) Proficiency Bonus +5
Shapechanger. If the vampire isn’t in sun light or
running water, it can use its action to polymorph into
a Tiny bat or a Medium cloud of mist, or back into its
true form. While in bat form, the vampire can’t speak,
its walking speed is 5 feet, and it has a flying speed
of 30 feet. Its statistics, other than its size and speed,
are unchanged. Anything it is wearing transforms
with it, but nothing it is carrying does. It reverts to its
true form if it dies. While in mist form, the vampire
can’t take any actions, speak, or manipulate objects.
It is weightless, has a flying speed of 20 feet, can
hover, and can enter a hostile creature’s space and
stop there. In addition, if air can pass through a space,
the mist can do so without squeezing, and it can’t
CHA
pass through water. It has advantage on Strength,
11 (+0)
Dexterity, and Constitution saving throws, and it is
immune to all non-superpowered damage, except the
damage it takes from sunlight.
Legendary Resistance (3/Day). If the vampire fails a
saving throw, it can choose to succeed instead.
Misty Escape. When it drops to 0 hit points outside its
resting place, the vampire transforms into a cloud of
mist (as in the Shapechanger trait) instead of falling
unconscious, provided that it isn’t in sunlight or
running water. If it can’t transform, it is destroyed.
While it has 0 hit points in mist form, it can’t revert
to its vampire form, and it must reach its resting
place within 2 hours or be destroyed. Once in its
resting place, it reverts to its vampire form. It is then
paralyzed until it regains at least 1 hit point. After
spending 1 hour in its resting place with 0 hit points,
it regains 1 hit point.
Regeneration. The vampire regains 20 hit points at the
start of its turn if it has at least 1 hit point and isn’t
in sunlight or running water. If the vampire takes
radiant damage or damage from holy water, this trait

Kenneth Amacker (Order #41978118)

125
 doesn’t function at the start of the vampire’s next
turn.
Spider Climb. The vampire can climb difficult surfaces,
including upside down on ceilings, without needing
to make an ability check.
Vampire Weaknesses. The vampire has the following
flaws: Forbiddance. The vampire can’t enter a
residence without an invitation from one of the
occupants. Harmed by Running Water. The vampire
takes 20 acid damage if it ends its turn in running
water. Stake to the Heart. If a piercing weapon made
of wood is driven into the vampire’s heart while
the vampire is incapacitated in its resting place, the
vampire is paralyzed until the stake is removed.
Sunlight Hypersensitivity. The vampire takes 20
radiant damage when it starts its turn in sunlight.
While in sunlight, it has disadvantage on attack rolls
and ability checks.
ACTIONS
Multiattack (Vampire Form Only). The vampire makes
two attacks, only one of which can be a bite attack.
Unarmed Strike (Vampire Form Only). Melee Weapon
Attack: +9 to hit, reach 5 ft., one creature. Hit: 8 (1d8 +
4) bludgeoning damage. Instead of dealing damage,
the vampire can grapple the target (escape DC 18).
Bite (Bat or Vampire Form Only). Melee Weapon Attack:
+9 to hit, reach 5 ft., one willing creature, or a creature
that is grappled by the vampire, incapacitated, or
restrained. Hit: 7 (1d6 + 4) piercing damage plus
10 (3d6) necrotic damage. The target’s hit point
maximum is reduced by an amount equal to the
necrotic damage taken, and the vampire regains
hit points equal to that amount. The reduction lasts
until the target finishes a long rest. The target dies
if this effect reduces its hit point maximum to 0. A
humanoid slain in this way and then buried in the
ground rises the following night as a vampire spawn
under the vampire’s control.
Charm. The vampire targets one humanoid it can see
within 30 ft. of it. If the target can see the vampire, the
target must succeed on a DC 17 Wisdom saving throw
against this power or be charmed by the vampire.
The charmed target regards the vampire as a trusted
friend to be heeded and protected. Although the
target isn’t under the vampire’s control, it takes the
vampire’s requests or actions in the most favorable
way it can, and it is a willing target for the vampire’s
bite attack. Each time the vampire or the vampire’s
companions do anything harmful to the target, it can
repeat the saving throw, ending the effect on itself
on a success. Otherwise, the effect lasts 24 hours or
until the vampire is destroyed, is on a different plane
of existence than the target or takes a bonus action to
end the effect.
126
Kenneth Amacker (Order #41978118)
Children of the Night (1/Day). The vampire
supernaturally calls 2d4 swarms of bats or rats,
provided that the sun isn’t up. While outdoors, the
vampire can call 3d6 wolves instead. The called
creatures arrive in 1d4 rounds, acting as allies of the
vampire and obeying its spoken commands. The
beasts remain for 1 hour, until the vampire dies, or
until the vampire dismisses them as a bonus action.
LEGENDARY ACTIONS
Move. The vampire moves up to its speed without
provoking opportunity attacks.
Unarmed Strike. The vampire makes one unarmed
strike.
Bite (Costs 2 Actions). The vampire makes one bite
attack.
VAMPIRE SPAWN
Medium undead
Armor Class 15
Hit Points 82 (11d8 + 33)
Speed 30 ft.
STR DEX CON INT WIS CHA
16 (+3) 16 (+3) 16 (+3) 11 (+0) 10 (+0) 12 (+1)
Skills Perception +3, Stealth +6
Damage Resistances necrotic; bludgeoning, piercing,
and slashing from non-superpowered weapons
Senses darkvision 60 ft., passive perception 13
Languages the languages it knew in life
Challenge 5 (1,800 XP) Proficiency Bonus +3
Regeneration. The vampire regains 10 hit points at the
start of its turn if it has at least 1 hit point and isn’t
in sunlight or running water. If the vampire takes
radiant damage or damage from holy water, this trait
doesn’t function at the start of the vampire’s next
turn.
Spider Climb. The vampire can climb difficult surfaces,
including upside down on ceilings, without needing
to make an ability check.
Vampire Weaknesses. The vampire has the following
flaws: Forbiddance. The vampire can’t enter a
residence without an invitation from one of the
occupants. Harmed by Running Water. The vampire
takes 20 acid damage when it ends its turn in running
water. Stake to the Heart. The vampire is destroyed
if a piercing weapon made of wood is driven into
its heart while it is incapacitated in its resting place.
Sunlight Hypersensitivity. The vampire takes 20
radiant damage when it starts its turn in sunlight.
While in sunlight, it has disadvantage on attack rolls
and ability checks.
 Miscellaneous Foes

ACTIONS
Multiattack. The vampire makes two attacks, only one
of which can be a bite attack.
Bite. Melee Weapon Attack: +6 to hit, reach 5 ft., one
willing creature, or a creature that is grappled by the
vampire, incapacitated, or restrained. Hit: 6 (1d6 + 3)
piercing damage plus 7 (2d6) necrotic damage. The
target’s hit point maximum is reduced by an amount
equal to the necrotic damage taken, and the vampire
regains hit points equal to that amount. The reduction
lasts until the target finishes a long rest. The target
dies if this effect reduces its hit point maximum to 0.
Claws. Melee Weapon Attack: +6 to hit, reach 5 ft., one
creature. Hit: 8 (2d4 + 3) slashing damage. Instead of
dealing damage, the vampire can grapple the target
(escape DC 13).

WEREWOLF
Whether the curse of lycanthropy is an infection or a curse,
it can transform a human being into a bestial creature Claws (Hybrid Form Only). Melee Weapon Attack: +4 to
out of folk tales. hit, reach 5 ft., one creature. Hit: 7 (2d4 + 2) slashing
damage.
Medium human
Survival Knife (Humanoid Form Only). Melee or
Armor Class 11 Ranged Weapon Attack: +4 to hit, reach 5 ft. or range
Hit Points 58 (9d8 + 18) 20/60 ft., one creature. Hit: 5 (1d6 + 2) piercing
Speed 30 ft, 40 ft. in wolf form. damage.
STR DEX CON INT WIS CHA
15 (+2) 13 (+1) 14 (+2) 10 (+0) 11 (+0) 10 (+0)
ZOMBIE
Skills Perception +4 Zombies are reanimated corpses, brought to awareness
Damage Immunities bludgeoning, piercing, and by Mystics or unethical science.
slashing damage from non-superpowered weapons
Medium undead
that aren›t silvered
Senses passive perception 14 Armor Class 8
Languages English (can’t speak in wolf form) Hit Points 22 (3d8 + 9)
Challenge 3 (700 XP) Proficiency Bonus +2 Speed 20 ft.
Shapechanger. The werewolf can use its action to STR DEX CON INT WIS CHA
polymorph into a wolf-humanoid hybrid or into a 13 (+1) 6 (−2) 16 (+3) 3 (−4) 6 (−2) 5 (−3)
wolf, or back into its true form, which is humanoid.
Senses darkvision 60 ft., passive perception 8
Its statistics, other than its AC, are the same in each
Languages understands all languages it spoke in life
form. Any equipment it is wearing or carrying isn’t
but can›t speak
transformed. It reverts to its true form if it dies.
Challenge 1/4 (50 XP) Proficiency Bonus +2
Keen Hearing and Smell. The werewolf has advantage
on Wisdom (Perception) checks that rely on hearing Undead Fortitude. If damage reduces the zombie to 0
or smell. hit points, it must make a Constitution saving throw
with a DC of 5+the damage taken, unless the damage
ACTIONS is radiant or from a critical hit. On a success, the
Multiattack (Humanoid or Hybrid Form Only). The zombie drops to 1 hit point instead.
werewolf makes two attacks: one with its bite and one
with its claws or spear. ACTIONS
Slam. Melee Weapon Attack: +3 to hit, reach 5 ft., one
Bite (Wolf or Hybrid Form Only). Melee Weapon Attack:
target. Hit: 4 (1d6 + 1) bludgeoning damage.
+4 to hit, reach 5 ft., one target. Hit: 6 (1d8 + 2) piercing
damage. If the target is a humanoid, it must succeed
on a DC 12 Constitution saving throw or be cursed
with werewolf lycanthropy.

Kenneth Amacker (Order #41978118)

127
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