A Journey Through The Planes
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Author: Dominic A. Covey
Homepage: http://
System: D&D Planescape
Type: Scenario
Category: Fantasy
Requirements: A small group of low-level characters

This adventure is a rather unique one, and can be played by any small party of adventurers, particularly of low levels (the adventure has built-in XP rewards at various stages allowing for quick advancement). First and foremost, this scenario was developed in the same light as the PLANESCAPE computer game, but if you liked that epic, you’ll love this too. In it at least one character (the “starring role”) plays a clay automaton in the form of a babau, who begins the adventure without memories and must learn, through his travels across the twisted planes, his true identity and purpose in the Multiverse. With continually-developing powers and a mysterious curse that possesses him with each new danger and adventure, the babau and his motley group of other-planar friends (including an arcanaloth, a metal robot, and an incubus) must discover the secrets behind the babau’s creators and put them to rest once and for all!

DM’s Note: You will find various references to certain planes throughout this adventure that correspond to the old titles as presented in the First Edition AD&D MANUAL OF THE PLANES, except in the case of Baator (I deliberately attempted to stay away from using the term “Hell” wherever I could) of course. Those of us who have played this game forever will be able to convert the names of places to the PLANESCAPE setting easily, without too much modification. Planar descriptions are generally as per the First Edition, but may also be altered if you prefer the newer, more dynamic PLANESCAPE setting.

In addition. throughout this adventure the narration jumps from the first to second person. Those sections read in the first person refer simply to the babau’s point of view (it is assumed he is the one new to the waking world, and thus these sections are meant to illuminate him alone). These can easily be adapted for larger groups of players, of course.

THULDANIN ... THE JUNKYARD OF WARS FORGOTTEN:
Silence. Then sound. For what seems like the mere fluttering of an eyelid, time and space change in one brief instance to a flood of light and color and sounds.

Numb, yet desperate, your eyes fight open against some terrible force, but there is no pain. Only numbness.

As your eyelids finally lift like the rebirth of some dead being, you are at once startled and calmed by the sight before you – a sea of eternal red light, swimming about you from every direction, coloring all that you see in a deep, hellish hue.

From where you stand, tired and weak, your eyes behold a fantastic universe beyond, a world whose limits are in fact within your presence. Lifting your eyes you see ... a great vault, a massive, many-miles-long chamber stretching out into the slightly-luminous reddish sky.

Yet all around, at your side, in the distance, above and below, beneath your feet and far overhead, you see miles and miles of a great sea of junk. Garbage. Bits of broken metallic refuse; stone balls and strange devices. Huge wheels of a greyish steel or cogs of some broken yet magnificently monstrous machine laying stewn about every mile or so, jutting from the dunes of jagged, rusted, and chrome waste. Yes, a virtual sea of trash extends as far as the eye can see.

Bewildered eyes follow this great ocean of discard, following masses of trash to the red sky above. Strange floating things can be seen high overhead; some seem moored by great lengths of chain or simple rope, like distant balloons or bubbles of strange material drifting in the orange wind. Some of these appear to have lost their morrings, and drift mindlessly and listfully about the sky, every now and then being buffeted against the mountainous sides of the great cavern’s walls where they either become one with the flowing continents of trash or explode in distant but bright and fiery explosions.

As you gaze upwards, your eyes behold something strange and dizzying – far above, miles to be certain, is a parallel view of this very trashy place! Far above can be seen valleys of garbage, mountains of trash – indeed, even continents of refuse as if far above on some distant mirrored sky. For a moment you stare in wonder, then soon realize that even to the sides, left and right, are similar views.

You realize at once that this is no mirror effect, but rather you stand in a great hollow cube of a world, it’s other lands of garbage and waste visible from your point as if gazing from the height of some great mountain. Great dark pits – some as wide as a city, some as small as tiny islands - mark the surface of these distant places on the other interior sides of the cube.

A great river, as dark as midnight and unnervingly lightless despite the glowing red of the plane, meanders through all of this, defying gravity itself. At one point it is seen flowing along the left side of the great cube; in the next, it meets the edge of the far distant wall and suddenly flows across it. The physics of a giant and foreboding barrier such as this is dizzying and disorienting. Your mind swims as it takes it all in.

Beneath your feet the endless and unrelenting trash sifts. You see before you a carpet that stretches literally forever ... a mass of broken bits of metal, rusted and twisted weapons; bits of sword blades and arrowheads, calcified battering rams and stony towers jutting from the dunes of rust everywhere within sight. Above, just a few thousand feet distant, hovering at a strange 90 degree angle along the right wall of the plane, can be seen what appears to be a metal-clad warship, embedded in the mountain of metallic silt, it’s rigging bare and it’s hull scarred by strange weapons.

In fact, everywhere your weak eyes look, you behold weapons and devices of war. Beneath you lies a road of broken weapons and stony armor; the heaps of trash are littered with broken catapult, tarnished cannonades of brass and bronze, and decayed siege towers falling with each moment into further disrepair. Wheeled pieces of fantastic artillery, seemingly decades in advancement, stand rejected in heaps or buried under piles of this great morass; airships of unknown and certainly magical design float about – abandoned and crewless – in the reddish gloom above.

Above it all, above the wondrous yet horribly depressing scene of waste and abandonment, hangs a thundering roar that pervades every passing moment. The sound of the roaring river, as it meanders through the plane, seems to occupy all but the loudest shout you can muster from your aching, cracked, and brittle lips.

Lost in a sea of confusion and numbness, you wander about, slipping once then stumbling again on the strange sifting soil beneath your feet. As you descend from the hilltop where you awakened – standing – you suddenly slip in a slide of stony weapons and rusted blades with a gasp. In a few moments you find yourself stumbling towards the depression below, a small and gloomy valley.

For a second you wobble, then brace yourself, and open your eyes again to right yourself on your weak and wobbly feet. Then, something surprising strikes you, and you feel yourself entranced by what you see.

Your hand, which reaches to the prickly ground to prop yourself up, is a bony limb, anemically thin and covered in a parchment-like layer of taught, withered skin. It bubbles momentarily with some inner life – which oddly feels no more uncomfortable than a flexing muscle – and a sickly red slime pulps out, oozing between the cracks of your dessicated flesh and oiling you with a sickly and gruesome sheen.

Your nails are long and black, like ebony talons, the thick and unsightly remnants of some other being’s flesh still caked beneath them. You recoil, not so much out of disgust but rather from surprise. You wonder ... because up to this moment you didn’t even realize there was other life out there...

Standing, you bring your shrivelled hand up to your chest, finding it as grossly shrunken like some withered skeleton as the rest of your form. You feel no pain, no hunger, only a fading numbness throughout every limb and pervading your mind. It hangs heavy like a thick mist over every conscious action. Indeed, it is a fight just to stay standing because of the strange fog surrounding your mind like a wall.

Your hand wanders further up, until at last you feel ... bone. Jagged, bony teeth. No nose ... just a hole covered slightly by a dessicated slit of wet paper-like flesh. Your fingers – and their thick claws – dance over a twisted and bumpy face of bone, possessing only a thin membrane of wet musculature drawn tight over every bone like a leper’s shawl. You ave no face ... just a skull. You draw your hand back and see on the tips of your fingers the same reddish ooze ... your face must be slick and oily as well.

Yet through this you feel no real surprise, no horrendous loss, but rather a sense of discovery. You know not what you were before; were you always this way? If so, is it bad? Or is it the norm?

Are there others out there like you?

You have nothing to take with you, nothing remains in your possession except a few straps of glistening black leather covering your form like some gladiator’s harness. An impractical suit, you think momentarily, covered in wicked hooks and barbs over nearly every surface. Hmm. The buckles and rings of bronze are old and chipped, slightly tarnished from however long you have stood here, unconscious as you were. You wonder if this strange attire means anything ...

Walking unarmed and unarmored, you cautiously and carefully head out into the wasteland of discarded war machines and devices of death.

It is at this point that you may allow the player to take stock of his character.

The character has some of the abilities of a babau simply due to his bodily form; for instance, the character naturally retains the claw attacks and horn of the babau (inflicting 1d4+1/1d4+1/2d4 +7 for damage bonus), and finds after a time (perhaps after only a few encounters) that he controls the generation of an acidic reddish mucus that protects his body from slashing and piercing weapons (one half damage from such attacks) and corrodes the metal weapons of attackers (save vs. acid or become useless) and burns flesh that comes into contact with it (1d6 damage). The flow of this slime is difficult for the character to control and utilize as he sees fit; it will certainly begin to exude when and if he comes under the effect of the Soulcurse in battle or is otherwise threatened or nervous. After a time, of course (at 3rd level or greater), the DM may rule that the character has mastered how and when to cause this slime to excrete. He also has 50% magic resistance due to his tanar’ri body and completely magical origins.

The babau character does not start with a magic weapon, unlike others of his kind, and can be harmed by non-magical weapons – a definite drawback. However, he does retain his enfeebling gaze (see babau tanar’ri for more details on this attack form), though like his slime capabilities generally will only be able to employ this when he is forced by the Soulcurse (in other words, whenever he must roll for Soulcurse) or when extremely angered or challenged in battle.

The character will find, with time, that his chances to hide from others, sneak about in darkness, etc. are far superior to others he may eventually travel with. His “kind’s” innate thieving abilities – stealth and assassination – come naturally as if almost instinctive. The character has no idea how these powers are known to him; but he will soon learn they are indeed his to command. These abilities and their chances are Pick Pockets 30%, Open Locks 30%, Find/Remove Traps 25%, Hide in Shadows 80%, Move Silently 95%, Detect Noise 35%, Climb Walls 90%, Read Languages 30%, and Backstab at x4.

Also, the Soulcursed will slowly gain the spell-like abilities of the babau, coming back to him at specific experience level intervals (reflecting a re-accumulation of abilities and memories). At first level he is limited to fear; at third he gets heat metal, at fifth levitate, seventh dispel magic, ninth fly, and eleventh the ability to polymorph self. The character will never be able to gate (or at least until he accumulated allies in the Abyss once more on whom he can call).

Finally, the Soulcursed is largely affected by the powerful psychic phenomenon that has, of course, possessed his body and wiped his mind clean. As a shell for shared powers, the Soulcursed is often prone to being possessed in battle or taken over in difficult and stressful situations. At all times, even, he has a keen awareness and powerful immaterial abilities that he will learn to use. These are the remnant energies and consciousness of good and evil souls lingering in and around the Soulcursed.

As a result, the Soulcursed is considered a psionicist (starting at first level, of course), capable of rising in levels and mastery of this unseen art with the same experience needed as a regular member of that class. In addition, he must also share earned experience with the warrior class, of which he is also a member. At some point in the adventure he is also given the chance to advance as a wizard (invoker).

Inventory Control – NO MONTY HAUL! Inform the player(s) at the beginning of play that each character may carry NO MORE THAN TEN ITEMS throughout the adventure, whether these are weapons, armor, or other magic items, regardless of body size. While to some this may seem simply unrealistic, it is a deliberate means of controlling the stockpiling and hoarding of magic items by certain player characters over others. It will also force the PCs to divide treasure as they acquire it, quickening the advancement of levels throughout the game.

Taking Other Characters Along For The Ride: If you are playing this with more than one player, or if you simply need more color and personality along the way, feel free to allow other characters to join the Soulcursed on the adventure.

Armory of Broken Weapons (Where The PC Starts):
Surrounding you, at the low valley to which you have descended, is a virtual desert of rust and blackish stone. Your narrow leathery feet begin to ache as each moment passes, as small hooks, broken blades, and chipped bits of metal bite into your exposed skin. Feeling is slowly beginning to return to your body; you shudder at the strangely-alien feeling of it all.

As far as you can see, the desert of ruined weapons and deteriorated armor extends off in nearly every direction. You do see, in the distance, towering mountains rising above the trash dunes of the desert; perhaps there is something up there, or perhaps it would simply be wisest to reach the summit to get a better view of this strange world upon which you find yourself.

The roar of the great distant River, and the dry coarse wind whipping through the Valleys of Ruin, spurs you on. This land, you begin to realize fully, is utterly desolate.

Trebuchet Ruin:
It seems as if days have passed since you set out in this Valley of Ruin, only to be swallowed whole by the mass of junk and refuse stretching in every direction.

But stepping lightly and cautiously over the next dune, your eyes – slowly becoming sharper in this gloomy reddish hell and much more keen to the jagged edges of local terrain and seas of refuse – see below, in the slight depression beyond, a strange wreck of some sort, some form of decayed and forgotten structure.

The structure appears to be a wooden contraption of colossal size (almost fifty feet long and nearly forty feet high), composed of a great wooden arm with counterweight. He bottom of the construction is apparently lost to the desert, for rubbish and black metallic sand has claimed it beneath the shifting valley bed. The roaring wind causes the upper parts of the wooden construction to creak, almost like a haunting cry from the structure, calling out into the oblivion that is this forgotten place.

The “structure” is in fact a gigantic trebuchet, a wild contraption designed in ancient times for the siege of a Prime Material fortress atop a great mountain citadel. Such facts will certainly be utterly unknown to the PC as he paces about the construction admiring (or investigating) it, but it was lost to a powerful spell used to counter it’s deadly and precise rain of death on the defending castle. A portal ripped in the Prime Material, forcing the great war machine through and to this desolate place.

As the PC investigates the ruin, he notices (rather oddly) that the thing is made of dry parched wood (certainly so because of the dryness of this part of the plane), but towards the earth it becomes cold and stone-like; even the wooden planks used to build it turn to stone some ten to twelve feet from the earth. It is as if the plane itself were slowly claiming the war machine (and indeed, everything else left here for time to consume) as part of it’s very structure.

The trebuchet is entirely unmovable and useless. It’s winches, pulleys, and ropes have long turned to dust or transformed into immovable stone.

Spindle Tower:
The desert has turned to dry and hard-packed black glittering sand for the past dozen miles or so. Your clawed feet ache for the heat radiating from the steel ground; yes, you have investigated the strange black substance beneath your feet and found that the very earth of this world seems to be as hard as the finest-crafted iron. Unforgiving on unprotected feet for the odd jagged pebble and sharp particles of metal sand, you have suffered for hours to get to this distant point.

As you walk along, you fight to see in a low sickly fog that has hung heavy over the landscape for the past few leagues or so. The wind is dead here; the cloud of mist moves only slowly along the black ground. Yet, from the quiet, you hear the distant hoot – a very strange and alien hoot – of some being.

Walking cautiously forward, across the metal plain, you soon see something odd emerge from the fog. At first it is just a tall thin shape, then soon it becomes clear that here, on this dismal plain, stands a spindly tower made of blacish stone with a peaked, almost spiked roof atop it.

Again the sound echoes, ostensibly from within the tower itself.

If the player character decides to continue and explore the tower, read the following:

The tower itself proves to be a hollow and ruined shell, despite it’s outwardly strong and unshakable appearance. The door to the place has been lost in an avalanche of fallen stone from the floors above, though a long rocky stair does wind from the plain below to a point where the tower can be entered.

Within, the great bottom level of the circular tower is found to be dark and smelling intensely of ... something gruesome and charnel (the PC will certainly never have had the experience – or memory – of death). Littered about the broken and smashed chamber are dozens upon dozens of skeletons, lying in a great chaotic manner wherever the eyes fall. Skeletons clad in long-rotted robes and attire; some clad in glistening but tarnished silver armor or platemail of a wicked black with horny protrusions and even wierder symbols. All lie together in a great pile, as if all had come here for the sole purpose of dying.

Above, the ceiling is gone (having fallen in long ago), revealing yet another level of the tower which, too, has also vanished from the wear of time. But above this, at the summit of the great vaulted interior, pulses a great sphere of light (almost twelve feet in diameter) – a shifting and pulsing sphere of a strangely indistinct and colorless shade. Yet despite the lack of color to describe it, an eerie yet harmonious hum rises from it, echoing within the empty ruins and filling it with it’s tremendous volume.

Drifting about the interior of the ruined spindle tower is an alarming sight – a strange camel-like beast with a trunked facial appendage looping and drooping down from it’s gross head to sniff and sift about through the rubble and rock of the tower floor. This creature is further remarkable for it glows a pale electric-blue, it’s very skin slightly translucent showing liquid and shimmering organs and musculature beneath. Yet, oddly, it seems to ignore you entirely after only a short glance in your direction as you enter.

Glancing about the ruin, you see piles of bones, and the largish bone of some horse-like creatuer poking from one of these. Suddenly, something in you seems to motivate you towards the bone – past the strange camel-like beast – for your hand aches to grip a weapon, any weapon. Then, just as suddenly, the urge subsides as if indeed another force – entirely within you – has fought to push that thought from your mind.

The creature is a disenchanter (AC 5, MV 12, HD 5, hp 40, THAC0 15, #ATT 1, Dmg special, SA special, SD magic weapon to hit, MR nil, AL N, XP 405), a creature that subsists on magical energy drawn from magic weapon in much the same way a rust monster feeds on the metallic content of metal items. The creature is, of course, aware of the PC, but because he lacks any items of magic it will not approach, preferring to stay back among the ruins peeking and poking about for perhaps a forgotten bit of enchantment.

If the character avoids the disenchanter and cautiously seeks out a weapon, he will find that all the weapons and armor of the ruin have been ruined by years of neglect and rust in this place. Not a single metal weapon lies unbroken, not a single wooden weapon remain free of ruinous rot. The character can, however, take a bone as a weapon (treat these as clubs; if sharpened at a later date with a stone or flint, this could be improved to do the damage of an axe); one of the bones in the collection is in fact a disenchanter club.

The pulsing sphere seen high in the tower (some eighty feet above the accessible ground floor) is entirely out of reach, but oddly tempts with a strange pull. Yet, for some reason, the PC senses nothing dangerous about it, and it exudes nothing but a tinkering and melodic sound. Without investigation, the PC will be unable to further understand the sphere – and investigation is entirely impossible for the interior of the tower has fallen apart preventing ascension to that level.

GM’s Note: Unbeknownst to the PC, the tower was once used to contain a permanent portal to Nirvana constructed by unknown parties in ages past. Since it’s abandonment (likewise for unknown reason), the tower’s interior fell in leaving a dangerous situation – those few that foolishly came through the portal from the other side (Nirvana) would fall eighty feet to their deaths at the rocky bottom of the tower. After a time a small pack of disenchanters found the tower and feasted on the magical treasures deposited there among the bodies of those who had fallen through the portal over the years. They had come to dwell here, waiting for the next person to come through and perish. Unfortunately no one as come through the portal in some time, and the disenchanters have begun to starve; only one remains. As the PC lacks any magical possessions, the disenchanter will entirely ignore him.

Broken Field:
Loose rocks, grainy pebbles, and broken boulders comprise the entirety of the rugged slopes you have come to ascend for the past day or so. You have noticed, with some emotionless interest, that time is almost immaterial here, unimportant. No sun or moon travels through the sky, and light and dark is regulated by some unseen force that simply illuminates all – at all times – with a dull and gloomy red haze over the entirety of the plane.

In any event, you have finally come to the summit of the nearest high-point in the wasteland of garbage, only to see that in each direction the thick soupy fog of the reddish sky grows stronger here – you cannot see as far and wide as you had hoped. Looking vertically up, however, you see the clouds thin somewhat permitting sight of the distant opposing (parallel) side of the cube-plane – where a great black river, certainly miles-wide, meanders like a bent and twisted black arm through river valleys of refuse and islands of swampy garbage. It seems so distant, so far.

Returning your eyes to your own situation, you suddenly see the mists part just for a moment, revealing in the distance the shattered and broken remains of yet another tower, aways downhill. Without a moment’s hesitation you find your feet moving you in that direction.

In the back of your mind you suddenly perceive voices – immaterial and distant, but definitely audible – whispering in some soft and subdued tone. Looking about for the source, you see only the rocky slopes, buffetted by a slow-moving wind. Could the fog be hinding pursuers? Could there be someone out there? Friend or foe?

Or were the voices all in your head?

Ruined Tower:
Up ahead stands the remnants of some small fortress, a tower of stone with queer architecture of flowering arches and battlements. Outside, in the rubble-strewn courtyard, can be seen old pools and fountains, long dried-up here in the dry hellish air of this dumping ground.

A pair of mighty steel doors stand against intrusion, nestled under a great archway at the tower’s base.

The doors to the tower are locked and barred from the interior, requiring an open doors check (don’t worry about checking; even if the Soulcursed fails, he can try again, and again, and again, because he has all of eternity to spend here if he has to). However, the door is further guarded by a peculiar trap – once the doors open they reveal a short corridor running perpendicular to the entrance, and upon the wall (facing the open door) are written some seemingly-legible runes – actually explosive runes placed there by a temporary owner of the tower (having used the ruin as a base here on Thuldanin for his wizardly researches) to dissuade intruders.

When the PC enters the tower, he has a 5% chance of sensing the magic of the runes and diverting his gaze; otherwise he activates the runes causing them to detonate, inflicting an immediate 6d4+4 points of damage (no save). Because this is an explosion, the babau PC suffers only half damage (magical fire), however, reducing the trap’s expected effectiveness. Once the trap is avoided (or set off), the interior of the tower can be explored.

Largely consumed by fallen rubble from a long-collapsed roof, the interior chambes are filled with thick dust that picks up and swirls in the air with any disturbing intruder’s footfalls. Only one large central chamber remains in the old fortress, to where the PC eventually finds himself stumbling upon.

The great vaulted chamber was apparently a lab of some kind, and before that most likely a mustering barrack or armory – though it has long been stripped of valuables by eons spent on this deserted plane. Whatever person or creature constructed the magic trap guarding this place is obviously long-gone or dead – all that remains are his (it’s?) laboratory, a chaotic and ruined mess of stone and dust.

A casual search uncovers a small tome, leather-bound in some black hide, on a large central table along with numerous glass beakers and tubes. The book is protected by a small lock.

Upon taking the book, the babau PC suddenly finds himself – without so much as thinking – picking the lock as if second nature. As if something within had the talent and ability to unlock such protections. Before the PC can even stop to wonder, however, the lock springs open and the book – a diary – can be read.

The Diary Reads:

Exp. DA 3 - I have taken over this ruined tower as my temporary base of operations on this dreadful plane. I have come to Thuldanin, second layer of Acheron, in search of the fabled relics and artifacts of war fashioned by civilizations and races past and present, and even from the future yet to be seen. A dumping ground, planar lore states, where all manner of broken, discarded, and burnt-out magic and technology are drawn by the Powers to rest eternal. If one were ever to read this journal (should I for some reason forget to take it with me – that blasted human, Aloaster, dares call me absent-minded!), know that to dwell here long is unwise – the spirits of evil men who died at war dwell on this plane and the plane above. It is only a matter of time before you encounter them, if you have not already.

It is here that I seek the secrets of the iron cobra, an ancient metal construct resembling a great cobra but fashioned with such skill and precision as to move exactly like it’s living counterpart, and powered with certain spells that I, of course, have become privvy to in my long studies on the legendary creation.

A humunculous for me it shall be, and I have looked long and hard for the remains of one on this plane. What better plane to search, I ask – a construct of both magic and metal, sorcery and science. Certainly to be found on the littered plains of Thuldanin.

Exp. DA 7 - Note to self – the slaad and their salvage barge may make an interesting visit; perhaps I shall find what I seek in the hull of their flying ship – though I have learned from other sources to show a strong front for they are also dealers in slaves. In any case, I’m sure the price will be steep - but anything for such secrets!

Exp. DA 9 - At long last I have acquired what I seek. So far I am pleased for my researches have gone undetected by the infernal beings of this plane - although Avalas runs rampant with mindless armies of spirits killed in war, Thuldanin seems so different; quiet, forgotten almost. Regardless, I have the wreckage of one iron cobra with which to work, and I have already begun to cast the enchantments necessary to reanimate it. I lack one piece, however, which I will certainly find in due time. And then I shall be free of this dreadful hadean plane once and for all!

Ah, to be home with friends and companions; to sing songs of our elvish heritage and tell stories of magic and lore. I must confess I miss my home, fashioned in the glory of most wondrous Rillifane Rallathil – a mirror of the primeaval forests of our Prime Material world – where elves once played without concern for evil or good, law or chaos ...

Reader, if you find this journal, know that I share your desire to leave this place as soon as possible and return to a more comfortable time and place. Good luck to you.

 His Most Excellent Wizard and Sage, The Worshipful and Austere Twid – The Unforgettable

The rest of the room is apparently filled with bits of trash, rubble, and a few odd scientific items (glass beakers, test tubes, copper wires and other non-magical alchemic apparatus). Everything is dust-covered, chipped, or in some way cracked/broken. There are also a number of metal trinkets and fixtures, among which is a metal heart amulet.

When and if the amulet is placed in the iron cobra, it will suddenly become animate (AC 0, MV 12, HD 1, hp 8, THAC0 18, #ATT 1, Dmg 1-3, SA poison for additional 1-8, 49% hide in shadows, surprise, SD immune to mind-affecting magic, non-magic weapons do half damage, saves as 12th level mage, MR nil, AL N, XP 96) and attack the nearest living creature. The iron cobra is obviously (well, obvious to anyone who knows anything about them – sadly the PC does not) malfunctioning, and will continue to attack until deactivated or killed. Sadly, any means of deactivating the iron construct were lost when the researching wizard left this plane so many years ago.

If the iron cobra is destroyed (or simply not activated), any further searching will reveal only one other thing of note – an old dusty scrollcase among the litter of the chamber. The scrollcase contains two pieces of ancient crisp vellum, comprising a mage scroll of magic missile, mirror image, blink, and charm monster. The second scroll contains Gunther’s kaleidoscopic strike, scatterbrain, and Twid’s turnaround.

GM’s Note: At this point, the PC should be unable to use the scrolls (he is not a mage), but they will be worth a substantial experience point bonus that will certainly help in the coming episodes. Also, the diary contains a number of interesting entries hinting as to the nature of the plane the PC is on.

SPECIAL XP REWARD – For discovering his thief abilities, the PC not only learns to use them from this point on but also receives a bonus of 1,000 experience points (remember to update levels as the game progresses).

Bombard:
The rugged rocks give way around the next dune of trash and standing there is a gigantic device of war, the kind of which you have never before seen. Sitting on two gigantic spoked wheels of bronze, stands a massive barrel of ringed bronzework staring at a slight angle towards the sky. The roar of the distant river is somehow lost here; only the sound of the odd pebble shifting echoes in the small vale.

The “device of war” is, in fact, a great bombard devised by the tinkering of a great dwarvish civilization now long gone on the Prime Material. With such devices, capable of throwing several-ton projectiles miles across the surface of their world, the dwarvish kings threatened to conquer the world. For whatever reason, however, their terrible reign ended and any remnant of their former glory was banished to this lost plane.

The bombard, like most anything found on Thuldanin, is useless, having succumbed to tarnish and rust over the centuries since it came here. It’s wheels and foundation are now stone, preventing it from being moved. It stands solely as a mute curiosity in an already curious plane.

Statuary:
The wind picks up some in this valley, which extends from the heights from which you came to lower lands in the distance – and from here you see that the desert stretches far and wide, pitted with mountains of trash and outcast garbage everywhere. Yet, in the distance, you see the meandering shores of the great River which you have only seen on other sides of the cube. It seems like a good target for your journey – which has so far served no purpose other than exploration.

Up ahead, your eyes spy a strange sight – hardly surprising after the strange things you have already encountered in your brief time here, but notable nonetheless. Standing perhaps three or four meters above the ground are a series of gigantic bronze statues, almost black in the dismal red haze of the plane, standing in a neat and soldierly row as if awaiting the orders of some forgotten general. Each is armed with a mighty metal sword; all but the first seem to have rusted and crumbled away over time, leaving them but legs and lower torso – headless and without body. The first, however, despite being covered in patches of tarnish and cracked, seems to fare better against this place’s gloomy atmosphere.

The statues stand among broken columns and ancient pillars, apparently part of some temple complex of some sort lost to the black sands of this desert. It is as if a great temple somewhere, at some point in time, was torn from it’s place of origin and transported here to be forgotten for eternity.

The statues are (or were, rather) special magic automatons created by an ancient and long-destroyed race of sorceror-kings to fight their wars. Gigantic constructs of bronze, they inspired terror in the hearts of the enemies of the sorceror-kings and drove to extinction all who stood against them. The bronze golems, of which there is only one remaining (AC 0, MV 9, HD 14, hp 60 each, THAC0 8, #ATT 1, Dmg 2-16, SA nil, SD +2 or better weapon to hit, MR 100%, AL N, XP 8,000), are immune to all forms of spell attack and can only be really harmed by magic weapons. Although the golem is immune to attacks by weapons under +2 enchantment, any to-hit roll of 18 or greater (natural), even by non-magical weapons, causes a fracture in it’s surface, reducing it’s armor class by 1 step for each hit. Once it’s armor class reaches 3 it can be hit by +1 weapons; at 5 or above it can be struck normally by non-magical weapons for full effect. If it’s armor class is ever reduced to 10 (or it’s hit points reduced to zero), the golem crumbles apart and is finally considered destroyed.

The bronze golem will only become active if the PC approaches within 100’ of it’s position as guardian of the ancient temple of the sorceror-kings. The PC could certainly avoid activating the golem by bypassing the temple (an easy enough task, as the temple does not block the valley towards the river, but rather lies nestled alongside it). Once activated, however, the bronze golem will attack until destroyed.

Shipwreck:
The scene you suddenly stumble upon instantly makes you duck for cover.

In the valley below the next dune you see a remarkable sight – the crashed ruin of some kind of sailing vessel, though it’s shape and features seem somehow alien – even though you are quite certain you’ve never seen any kind of sailing vessel at all before.

Meandering near the blasted ruin of the ship (which seems decidedly out of place on a dry desert plain) you see a group of creatures advancing towards a single metal figure, just under seven feet high, who has placed himself rather foolishly between the advancing beasts and the wreck. The figure moves erratically and jerkily on the blasted black earth, swatting at the air with his arms – but these are no ordinary arms; each hand has been replaced by a gleaming sword blade!

Two massive birds, each fifteen feet high, dance about the rusted metal man pecking with their gigantic beaks and slashing with two of their four metallic-looking leg claws. The creatures look like great ratty avians, with huge baloon-like bodies (grossly misshapen in circumference) covered in ugly grey, sooty black, and sulphuous yellow feathers.

Behind these gigantic avians stand some half-dozen towering men in wicked and ornate sooty black plate armor, each possessing four great arms wielding pole arms and shields, each bristling like porcupines from their spiky plate and taloned weapons. They jeer and provoke the great birds on, as they advance towards the metal man who struggles to defend the ruined wreckage from their awful assault.

The two gigantic bird-like creatures are achaierai (AC 8 body, -1 legs, MV 18, HD special, hp 40 body, 15 legs each, THAC0 12 beak, 15 claws, #ATT 3, Dmg 1-8/1-8/1-10, SA nil, SD toxic smoke for 2-12 and insanity, MR 35%, AL CE, XP 2,700 each), horrible beings native to Acheron. How these beings managed to find their way to the lower plane of lost Thuldanin can only be speculated at, but they are voracious and have mistaken the construct for fresh prey and are fighting to kill and devour him. When the PC approaches (unless he is moving silently or in the shadows – do not suggest this, but let the PC suggest attempting to utilize his “unknown powers”), they will spy him and attack him as well.

Note that the character and the construct (as stated in the rules) are only able to strike the achaierai in their iron-hard legs (AC –1), as the body stands too far above them to strike. Remember that even if one leg is removed the achaierai can maintain it’s height and movement rate; with two gone it is at half movement. Only if it loses three or more legs will it release it’s 10’ radius cloud of toxic gas and seek to escape.

The six “giant men” are in fact reaves (AC 3, MV 9, HD 2+4, hp 20 each, THAC0 19, #ATT 2, Dmg 2d4/2d4, SA +2 damage due to strength bonus, SD fading, MR nil, AL LE, XP 175 each), each armed with a pair of bardiches (these are non-magical, but may be gleaned by the PC at the end of the battle if the reaves are slain). Reaves are creatures “native” to the upper layer of Acheron (Avalas), where war rages constantly across the metallic plains. When the cubes of the plane come together, entire armies of these beings (and other lawful evil spirits) cross from one cube to the next to perpetuate the meaningless and infinite struggle.

The reaves (like whatever few beings that manage to find their way to Lost Thuldanin) are here in search of war machines, gizmos, or anything else they can find that might give them an edge against their adversaries on the surface. Having found Acheron (and being rather delighted; they’ve braved these savage wastes for a few weeks now), they plan on taking him with them – whatever the cost. One of the reaves (their “leader”) has two flasks of a strange blue syrup (potions of extra-healing).

Playing The Conflict:
The construct is Acheron (see NEW SOULCURSE MAGIC ITEMS), a magically-enchanted metal construct not unlike a golem (and thus not too unlike the PC himself, though at this point he doesn’t realize it of course), who has decided to anchor himself to the wreckage of this place and defend it as per his last order – the creatures, of course, are seeking to steal him away as a prize of war.

Acheron will fight off the achaierai and the reaves to the best of his ability (this should not be too hard, but it may cause the construct to suffer a lot of irreversible damage; remember, he cannot be healed); hopefully the PC will decide to aid the construct against the attacking creatures.

Unless the PC makes himself known, the creatures will attack Acheron until either he is killed or they are slain. If the PC so much as calls out, however, the reaves assume the PC is trying to steal their find and will rally one of the achaierai and at least two of their number to attack him as well!

ALIGNMENT OPTION - If the player goes to help Acheron against overwhelming numbers, mark one pip for GOOD under his Progressive Alignment Chart at once. Rushing to the aid of an inferior side against such odds is certainly an act of goodness and faith. If the PC decides not to get involved but rather wait out the battle to see who wins, mark two pips for NEUTRAL instead.

Speaking To “Acheron”:
Once the battle is over, the PC is left with the aging metal construct. The golem-like being simply stands where it finished the battle, raising it’s arm in readiness like some undying sentinel.

“What is this place – this wreck you guard?” your voice echoes across the windy wreck-site.

For a moment the metal man is quiet. Then, at long last, it speaks in a creaking, metallic voice.

“Identified as model AZ-3 merchantman, class B spelljamming drive, modified for extraplanar travel – I believe. Apparently it’s flight efficiency has been reduced to zero due to some past event of extreme ... significance ... however, it is my orders to guard this ruin from ... intruders. You now have fifteen seconds to step back and away from the wreck.”

“Your orders?”

“Affirmative. My pending orders are to defend this junk-ship from intruders.”

“On whose orders?”

“My owners,” it simply replies. “Unfortunately,” it continues, “they perished in the wreck of the vessel.”

“So ...” you suddenly realize the poor thing is most likely more robot than man. “So here you stand, defending against any and all attackers?”

“Affirmative.”

Your gaze falls over the wreckage, a blasted remnant certainly lacking anything worth salvaging or scrounging. The construct has nothing left to guard.

“I believe that whoever commanded you to stay here is long gone ...” you mutter, “... you’ve been left here to be forgotten, my metal friend.”

The construct simply stands there, staring at you.

“What were those things,” you ask, “those creatures that were attacking?”

The mechanical man turns stiffly to look over the fallen bodies.

“The avians are identified as achaierai, lifeforms native to this plane. Most likely driven ahead of the humanoid intruders to act as an offensive screen.

“The humanoids are identified as reaves, natives to Acheron as well. Though if my programming serves me correct, they are seldom encountered here on Thuldanin. They must be a scrounging force sent here to search for weapons to use in their eternal wars on the surface – known as Avalas.”

“You say Avalas is the surface – and this is Thuldanin. And both are on ... a place called Acheron?”

“Affirmative.”

“How do I get to the surface then?”

“Query? Why would you want to?”

You are stunned for a moment.

“I wish to leave this place and find out ... who I am and how I came to be here.”

The metal construct stares with lifeless black eyes at you.

“Thuldanin is a dumping place for wreckage and things Best Forgotten. There is no easy egress. If you are here, you belong here. It is that simple.”

“But ... you do not seem to belong here, just as I do not. You work fine – how come you are here?”

The construct seems unable to answer. The sound of rotating gyros dims for a moment.

“I ... lack the programming to answer that query. That is interesting ...”

For a moment you wonder what the construct’s next reaction will be.

“I am Acheron, Model B3 war construct. I am operating at 83% efficiency ... strange to think I have been discarded here. I still possess nominal operational capabilities...

“The only exit known to this unit are the multitudes of black holes seen dotting the plain.”

You gaze out across the blasted wasteland and the opposing sides of the hollow cube-plane, recognizing the distant potholes and cavern entrances.

“If my programming is correct, I believe one or more of these may lead to the surface of the cube and to Avalas, the upper layer of Acheron. From there we will face the undying legions of Those Who Have Lost Purpose ... creatures of Evil who have lost sight of their objectives and made the waging of War their only end. If we persist ... we may find a portal off Acheron.”

“A grim prospect ...” you mutter, your sarcasm seemingly lost on the construct.

“I compute our chances at 1 in 10,832.66 – assuming we possess that intangible variable known as ‘luck’.”

You stare at the rusted construct.

“Shall we proceed then?” it sputters, already starting off towards a great pit in the distance.

Acheron. Unbelievably, “Acheron” is a living sentient being, crafted by the hands of Panakot, a powerful but vastly misunderstood (and much ridiculed) arcanaloth (see later for details). Acheron was devised by this inventive being at the request of greater powers dwelling on Acheron, the plane of eternal war, as the perfect undying warrior. Acheron is a metal construct, a clockwork machine. He appears to be a seven foot metal man, his arms ending in wicked sword blades, his body made of interlocking metal plates. Acheron attacks twice per round with his dual weapons (each attacking as a +3 weapon; a total of four attacks per round), and has an AC of -8, with exactly 100 hit points (he starts the adventure with but 75 hit points remaining). The construct moves at a rate of 9” per round, and can only be harmed by magical weapons. Acheron is affected by magic differently than other beings. Heat- and fire-based attacks do no damage, but lower the construct’s AC by –2 (as the metal softens). Electric attacks cause no damage but have a 2% chance (per dice of damage) of causing the creature to short-out (disabling it until repaired either by it’s creator or a wish spell). All other magical attack forms have no effect.

Acheron acts of his own volition and limited intelligence, though he will generally follow the orders of his recognized “master”. In addition, once per round Acheron may attempt to utilize a special weapon installed inside it’s metal body (these emerge from the numerous plated niches, holes, and secret panels all over the construct’s form). Sadly, Acehron’s creator forgot to program the construct with the knowledge of these weapons, so each is called out utterly randomly. Roll on the table below each time the construct attempt to use one of it’s special war weapons.

Roll Weapon
1-2 A portal opens and a nozzle emerges, emitting a jet of flame. Anyone directly in front of the construct (up to 50’ distant) is hit by the jet for 6d6 points of damage.
3-4 A small door slides open and spurts a stream of chemical acid, burning all beings within 20’ (in a 120’ arc) for 4d4 points of acid damage.
5 The sword on one arm retracts, replaced by a whirling disk of enchanted barbs. This buzzing saw acts as a sword of sharpness +2, but with a base damage of 3-18; if it hits, it may sever a limb or extremity. It retracts after one round of use.
6 The sword on one arm retracts, replaced by a protruding “barrel”; this barrel fires a series of enchanted projectiles in a rapid stream. Each projectile does 1d4+2 (and is considered to be a +3 weapon); 1d20 are fired at once, affecting all beings in front of the construct. Each creature within the frontal arc of the construct is hit by 1d6 projectiles (starting from the closest to the construct).

Acheron’s main drawback is that he cannot be repaired – he canot heal any damage incurred to him. If he ever reaches zero hit points he is destroyed. This serves to balance his incredible offensive abilities.

The Great Pit:
For hours you follow the wordless metal construct apparently named after this desolate plane of War, Acheron, until at long last you crest a rugged and black hill of ruins. From this height, you can see for miles in the distance, across blasted and desolate plains of metallic sand.

Just below the crest, however, you see a huge open gulf, a massive and jagged-edged pit of impending darkness and perceptible ... dread. The sound of roaring wind – either being expelled from the hole into Thuldanin or drawn in like a hungry sucking to places unknown – reverberates from the great maw of the portal and echoes across Thuldanin’s plains.

Hundreds, if not thousands of bones and desolate remains lie ringing the great pit, as if virtual legions came here in search of escape only to perish at the hands of unseen beings. Mixed among the broken and disintegrating weaponry and armor glitter strange pinpoints of light – tiny bits of shattered black glass glinting in the plane’s evil orange light.

Surveying the scene below, Acheron finally speaks in his canned metallic tone.

“The Creators ... of this Plane ... knew the Pits would serve as convenient escape routes for any who should come to be trapped here,” says Acheron, “so each is guarded by drelb, creatures summoned from the Negative Material Plane to serve as guardians. Query. I lack any further information on this form known as ‘drelb’ – are you aware of this creature and any exploitable weaknesses?”

You have never heard of such a creature, and simply shake your head at the construct.

“Processing ... I recompute our chances to 1 in 101,642.78 ...”

The construct abruptly starts marching down the slope towards the Great Pit.

As Acheron approaches the pit, sending a slide of rocks and broken bits of metal down the slope, there is a strange shimmering glow from the pit. At once a vague cloud of scintillating crimson mist arises from the darkness within, taking form as three separate figures hovering over the vast of it. Each vaguely resembles a ghost, composed of glinting red mist with two brilliant pin-points of hellish light for eyes. They raise claws of pure energy and begin to advance steadily across the plain towards you and the construct.

As you (the babau) starts to run down the hill to join him, your heart swelling with urgency, you suddenly hear a distant howl and shriek, which quickly ovecomes your ears in a deafening rage – as if something or someone had suddenly taken over control of your mind to scream an alarm against impending danger.

At once the ground beneath you erupts in a shower of rusty bits and stony rocks, the cloud fo debris quickly falling back in on itself but now in the form of two or three gigantic earthen arms – each grasping and groping at your feet and legs as if trying desperately to draw you down beneath the earth!

SOULCURSE – The sight of a possible escape from this plane has caused the myriad souls trapped within the Soulcursed to cry out in joy – awakening the resting spirits of the plane to try and keep this “abomination” within Thuldanin to remain forgotten. The very earth rebels against the PC, forming grasping hands to claim the character and attempt to destroy him. This acts as an instantaneous casting of Maximillian’s Earthy Grip against the Soulcursed, who (though he cannot actually be killed or “reclaimed” at this stage of the adventure) will be surprised and harried by the grasping hands; the spell acts as if cast by an opponent equal to the character’s level.

The Great Pit is guarded by no less than three drelb (AC 2, MV 6, HD 5+3, hp 30 each, THAC0 13, #ATT 1, Dmg 3d12, SA nether chill causes loss of actions for one round following a hit – no save, SD enchanted weapon to hit, enchanted silver does double damage, reflects psionic attacks back at attacker, cannot be turned, MR nil, AL NE, XP 980 each), a.k.a. “haunting custodians”, creatures drawn from the Negative Material Plane to guard secret places or important points of egress from a plane or portal. In this case, drelbs were summoned and bound to the various pits leading to the exterior of Thuldanin’s cubes (and thus any means of escape). When the PCs find their way here (inevitably), three of the shimmering crimson apparitions will arise from the surrounding rocks and jagged trash piles to prevent egress down (or up, as it were) through the pit.

Once the drelb are destroyed, a search of the environs around the Great Pit can be mounted. The strange pieces of black glass are found to be numerous tiny teardrop-shaped gemstones, but close examination shows that they are not black, but rather a deep red (only seeming black in the deep light of the plane). There are some eight of these in all (these are Acheron tears, shed by those who came here seeking to escape Thuldanin only to be slain by the guardian drelb) scattered among the broken rocks and bony remains surrounding the mighty black gulf leading to depths unknown. Also found here is a cleric scroll of negative plane protection, prayer, and remove paralysis.

SPECIAL XP REWARD – Once the PCs manage to clear the Pit’s rim of the guardian drelb, the way out of Thuldanin is suddenly clear. This accomplishment awards the PCs with a bonus 5,000 experience points each (remember to update levels as the game progresses).

OUT OF THE FRYING PAN AND INTO THE FIRE ... Encounter With The Slaad:
You and the silent construct find yourselves whipped from your feet by a sudden gust of roaring wind emanating from the pitch-black abyss of the Great Pit. Instantly you find yourselves falling, falling, down a great darkened tunnel (some 500’ wide at points) lit only by the ever-dimming orange light of Thuldanin as it disappears behind you.

It is then you realize that you know absolutely nothing of where this great tunnel will take you, and by all appearances, you may not even make the journey in one piece. Jagged rocks and huge stony precipices jut from the great cavern walls of the giant tunnel, threatening your very life for the whimsy of the wind could certainly splatter you against them at a moment’s notice.

As you soar along, struggling to right yourself or at least control yourself so as not to tumble so out of control (and save at least some modicum of dignity), you continue every so often to peer back to judge the distance you have travelled from the lip of the Great Pit. By now it is in the distance, only a dim glowing red spot shedding some dying illumination down the Pit.

Then, suddenly, you notice something pull out stealthily from the rocks and jagged outcroppings of the tunnel side – at first you think it might be some black whale, or perhaps even a dragon lurking in darkness awaiting passing prey – until at last it moves fully between you and the distant light of Thuldanin.

At that moment you recognize the silhouette – a flying ship, sails extended to the full to catch some magical wind – turning slowly in your direction as if in mad pursuit.

Suddenly there is a flash of light – a series of glows erupt on the ship’s deck and to your horror, you realize it is much closer than you thought – perhaps only a few hundred feet. And on the deck stand and crouch and leap all manner of bizarre frog-like beings, of all colors – red, green, and grey – who instantly erupt in delighted malicious cackles and giggles that echo through the vast tunnel in each direction!

The PCs are now suddenly being pursued by a slaad slave-ship, an interplanar voyager that scours the “space-lanes” for hapless and interesting prey to abduct. Having waited in ambush in the darkness of the tunnel for several days, the were just about to set sail for Pandemonium with a small cargo of slaves when the PCs flew past (having been sucked into the Great Pit). With renewed excitement they seek to catch up to the PCs and subdue them, making them slaves for their future profit.

Playing The Confrontation:
It will take the slaad slave-ship three rounds to catch up to the PCs. The ship moves at a speedy rate of 300’ per round; the PCs float along only at 250’ per round. As the distance is merely 150’, the ship will soon (and, as it turns out, inevitably) be upon them.

For each round that passes, the slaad will discharge a single magic missile (for 1d4+1) against either Acheron or the PC – whichever struggles more. If the PC attempts anything tricky (for instance, attempting to “fly” in and out of the rocky protrusions on the tunnel’s side, hoping to cause the ship to crash as it follows), the angered slaad will discharge three on the following round at the PC who thinks he’s smart. They will likewise discharge three missiles if the PCs attack back with offensive spells or ranged attacks.

After three rounds, it is obvious there is no escape as the chain-covered and weirdly-alien slave-ship comes upon the floating PCs.

On the deck stand ready some eighteen red slaad (AC 4, MV 6, HD 7+3, hp 38 each, THAC0 13, #ATT 3, Dmg 1d4/1d4/2d8, SA stun, egg-pellet, SD special, MR 30%, AL CN, XP 7,500 each), and behind these stand a rank of some six green slaad (AC 0, MV 9, HD 9+5, hp 68 each, THAC0 11, #ATT 3, Dmg 1d6+2/1d6+2/2d8, SA special, SD +1 or better weapon to hit, MR 50%, AL CN, XP 27,500 each). Finally, behind these, leaning against a warped wooden cane as if calmly observing the action is a single grey slaad (AC -2, MV 12, HD 10+6, hp 94, THAC0 11, #ATT 3, Dmg 2d4+2/2d4+2/2d4+2, SA special, SD +1 or better weapon to hit, MR 60%, AL CN, XP 45,000), master of the slave ship.

On the fourth round the PCs come so close to the slaad ship (if you wish to use maps for this short engagement, use the Boatfly-type spelljamming vessel plans; the slave pit on the slaad ship replaces area 15 on the map) that they are taken into it’s gravity field and fall helplessly to the deck (no damage). However, they are immediately assaulted by the storm of red slaad who attack first with their stunning croak and then with heavy and brutal bolas which are meant to knock the PCs out (even if they surrender the slaad attack to knock them out) – these attack only once per round but inflict their regular claw damage in subdual effect (that is, inflicting double damage on a successful hit but such hit point loss is merely “phantom”; if a victim is brought to 0 or lower he is considered knocked out). Only if the battle goes roughly will the green slaad intervene; the gray slaad remains out of the battle (and he shouldn’t be needed even if the PCs last a few rounds - which at this point they probably won’t).

SOULCURSE - As the battle seems helpless, the Soulcursed babau is automatically affected by the Soulcurse at the beginning of battle. The shadowy apparitions of the many souls entombed within the babau desperately form into temporary ghost-like shapes to surround the character, in an attempt to shield him from harm. The shadows swat away enemy attacks as they come close to the character, improving his AC by +2 for the duration of the combat. If the character has already reached 9th level, this ability is stronger, and once per round one of the shadows may absorb a single directed spell against the character (magic missile, lightning bolt, etc) for no damage.

After a few rounds it becomes clear that Acheron the construct will not be knocked out, so a number of green slaad advance and use multiple telekinesis attempts to hold his limbs down while any remaining reds (or greens if need be) swarm over the metal giant and secure him with barbed ropes and wires.

The DM should stress that there is no escape from this situation, and resistance is futile. Then again, players who decide to have their characters fight it out may earn some SERIOUS experience points before they go down (note that if the PCs somehow manage to slaughter the slaad on deck, more reds and greens will surge from the below decks and from hiding places in the rigging to refresh their fallen).

ALIGNMENT OPTION - If the player of the babau choose to “take as many down as he can before falling”, note two pips for CHAOS and one for EVIL under his Progressive Alignment Chart. Such a deliberately violent and bloodthirsty activity is just what chaos is about. Don’t worry – the slaad’ll love him for it.

Taken Alive!
The babau PC (and any other flesh-slaves) awaken later at the bottom of a great oily metal pit, fit more for smelly animals and bilge than sentient life. The ground is covered in loose bits of straw, accumulated grime, and human (and non-human) fecal matter. The smell is awful; the temperature is unbearably hot (due to the proximity to the vessel’s engines).

The great pit they are in is roughly tub-shaped, and above them (nearly fifteen feet or so) runs a metal catwalk along which patrol green slaad, staring down every so often with reflective violet eyes (almost as if gloating, but never speaking) at the decrepit collection of slaves held within.

The PCs have awakened in a slave pit. Acheron is nowhere to be seen (he is being held as cargo, separate from the slaves; he can be found in area 8 on the Boatfly map, bound against a wheeled dolly for easy transport by the slaad slavers).

For the length of the voyage (to where, the PCs can only guess, as they have no means of seeing what is going on outside, and no means of communication with their slaad guards on the catwalk above – any attempt to talk is stopped short by throwing a rotten head of cabbage at the offender). At some point, however, the ship noticably creaks and groans, it’s interior metalwork seemingly straining at some outside event. The slaad within sight seem to be excited, though they do not leave their charges unguarded. For about six minutes (six rounds) the number of guards is reduced to four green slaad; then the normal amount of eight returns a few moments later (the vessel has gone through a portal to Caina, on Baator, and will soon be landing to do commerce with some favored clients).

During the voyage the PCs may attempt to make quiet and secretive conversation with their fellow slaves, but they soon find that futile as well. Among the dying and languishing slaves are numerous unintelligible (or at least unwilling to talk, not eager to raise the ire of the slaad slavers) creatures from across the planes, a single mad human (advanced in years, his mind has been shattered by the cruel tricks and utterly chaotic behavior of the slaad, and simply stares blankly into space, even if slapped or assaulted), and an obese and simple-minded dretch slumped in one corner of the chamber. This dretch is Brex (see boxed section).

Brex. Brex is a dretch tanar’ri (AC 4, MV 9, HD 2, hp 16, THAC0 19, #ATT 3, Dmg 1d4/1d4/1d4+1, SA scare, stinking cloud, and telekinesis, SD nil, MR 10%, AL CE, XP 8,000), a simple and brutal creation of greater powers meant solely for the battle hordes that die with each passing moment by the hundreds of thousands in the Blood War. How Brex came to be here, a slave of the slaad, is a total mystery, though if approached his sad little translucent eyes roll about momentarily as he sums up his new friend ... then speaks in a deep and simple sad voice (with a very limited vocabulary).

“Me name Brex. Brex so sad. Brex not like dis. Brex go home. Brex have War to fight. Brex not like dis. Brex not like dis place at all. Bad frogs. Bad.”

A cursory examination of the poor dretch shows that an iron screw has been shoved into the back of his skull and into his brain, eliminating his ability to mentally communicate through telepathy (though Brex has learned over the decades to speak “man-talk” from other slaves) and gate in his old chums from the War. For this Brex is very sad, for if he misses anything it is his simple dretch buddies.

At night, when no one is looking, Brex sometimes lets a single teardrop fall from one beady little eye in remembrance of the “good times” – the Blood War.

Brex is a warrior at heart (as are all his kind, if only as fodder for the Blood War). It is a simple enough task to convince Brex to help the PCs in an escape attempt (though it is likely he will die trying, because despite his obese girth and mindless rage, his kind are actually pretty weak).

Also in the slave pit is an enclosed cage within which can be seen a pair of dancing bluish lights (at night, when the ship is dark, they provide the only illumination in the slave pit). If one listens long enough (1d4 rounds), one can hear, from within the cage, a pair of diminutive and frightened voices managing to muster a beautiful and child-like song.

Peeking through the bars of the cage the PCs can see two foot-long insects, each glowing a soft faerie blue in the muted darkness of the slave ship’s hold. Immediately, however, one can see that these are not ordinary giant moths, however, for each possesses a tiny had vaguely resembling a cute human head – though each seems to tremble in fear of their captivity. Despite the uncertain outcome of these poor creatures’ future, they still manage to hold each other close and begin to hum a new song of hope.

The display of hope from these two creatures is touching, even to someone as emotionless and lost as the babau Soulcursed. You find yourself overcome by a number of ... feelings ... as if someone or something inside your mind shared that sense of loss, captivity, and hopelessness beyond just being in the hold of some slave ship – as if some spirit or spirits within were awakened momentarily by the sweet song of the insect creatures to share a moment of kinship with them ... before vanishing entirely in the chaotic storm of lost memories raging within your hollow carapace.

Never before have you felt so torn and confused as now. Staring at the little insects in their cage (huddling close out of fear of your horrid features), singing with hope against all odds ... you cannot begin to fully sort out what meaning this event might have. You feel perversely motivated now, to find out who exactly you are and what has happened to you.

ALIGNMENT OPTION - If the player of the babau frees the sunflies and sets them free – assuming the slaad are distacted elsewhere - this constitues a wonderful act of goodness on his part. Mark two pips for GOOD under his Progressive Alignment Chart at once. The sunflies, suddenly free, soar up a few feet above the PC’s head and sing excitedly with huge smiles on their tiny faces before vanishing up into the darkness of the roof and being drawn by some grateful Power to their home plane ...

CAINA ... And The Market of Souls:
You awaken with a start by a bitterly fierce cold that assaults your skin as oyu and the other slaves are pushed from your squallid captivity into a forced train through the darkness of the ship’s interior. Everywhere within the ship you hear a distant howling, as if a ramp or portal into the ship were open and the wind outside – wherever you are – was filling the interior with bitter cold and roaring noise.

One by one you and the other slaves are marched out into the brilliant light of a frozen sky – you are immediately attacked by the cold, almost overpowering (an immediate 1d12 points of cold damage to unprotected individuals – the feeble aging human drops dead suddenly on the ramp, but is kicked aside by the green slaad escorts and devoured by eager red slaad nearby - as the other slaves are marched unceremoniously past).

As you come into the light, you get your first opportunity to get a look at the world around you.

This place is vastly different than the orangish wasteland you came from, for everywhere you look it is white – snow and ice covers everything from the ship to the distant horizon languishing under an eerily-starless purple-grey sky. Motes of white snow drift endlessly from above, originating from the purple infinity of the limitless and featureless sky. The roaring wind, unimpeded by clouds, whips about like the bashing hand of some spectral opponent to tear at your unprotected and flayed flesh as it is channeled through the surrounding crags and jagged snow-covered mountains.

You have apparently made landfall in some rough glacial valley, landing on a slow-moving glacier that throbs and vibrates noticably underfoot. The mountains all around, in every direction, glimmer coldly with snow and channels of glacial ice, creating a sea of sparkles wherever you stare.

You and the other slaves are being force-marched by the surly slaad down from their plane-travelling ship to a great encampment in the glacial valley below, constructed of icy igloos, hastily-erected tents and hovels, and other weird and ramshackle buildings. Weird lights can be seen moving about the settlement’s streets from this distance, and a small train of buffalo-like beasts of burden are seen carrying massive cargos out of the settlement and into the wastes beyond, to vanish in the growing snowstorm.

The character(s) has been taken to Caina by the slaad slavers, to a market where Tso traders are known to visit. The slaad have had, on occasion, excellent relations with the Tso (who, though extremely lawful in nature – and thus annoying to the slaad – always pay top-jink for slaves from across the planes), and are looking forward to getting the PC(s) off their hands and leave this desolate and cold plane.

Two huge (12’ tall) insectoid creatures in spiny greyish chitin with long spiralling tails and armed with savage pikes stand by the makeshift gates to the small settlement, forming a barrier to the approaching slaad. Only for a moment your slave train comes to a halt until the grey slaad - the one you saw standing calmly on deck as you and Acheron were abducted – comes forward and begins croaking deeply to the formiddable guardians. The huge insects turn their heads slightly to the side to look over the slaves, hesitating momentarily. They finally motion with their barbed claws and menacing pikes for the slaad to continue on.

These creatures are gelugon baatezu, though the PC will of course be unable to tell that. If the dretch, Brex, as been befriended, at this point his face seems to sadden even further as if he has suddenly lost all hope of escape at the sight of the towering insect inhabitants of the slave city (he, however, will simply mutter “gelugon ... gelugon ... gelugon ...” and shake his head from side to side as if quite dispirited).

If the babau’s player indicates he tries to understand the words being passed between slaad and gelugon, tell him that he himself is surprised to find that after listening for just a second or so, he is able to understand completely the conversation, putting aside the croaks and hissing insect speech and instinctively focusing on reading their thoughts. The babau then suddenly realizes he is capable of telepathy ...

“...a dozen head, come for market. Agreeable?” croaks the grey slaad.

“Hmmm. Misssserable bunch, that. Hmmm. Oh, very well. Go on ... Hail Mephistopheles ...”

As you pass along, the creatures turn and watch each slave. Their multi-faceted eyes seem to glitter like thousands of crystals in their spiny setting, utterly alien, but you swear you feel they are staring at you even longer than the others. Within moments, however, you are past the gates and now in the slave city.

SPECIAL XP REWARD – For discovering his ability to use telepathy for communication, the PC not only learns to utilize this means of communication but also receives a bonus of 1,000 experience points (remember to update levels as the game progresses).

The Slave Market:
The group is marched along through the streets of this infernally-frigid settlement, past small dwellings and large storehouses gleaming with ice and straining under the weight of the constant snowfall. Slaves and loaded bison move through the gloomy storm in long lines, led by merchants and proprietors of all bizarre races in and out of side streets and along the main avenue.

After what seems like an eternity of biting cold (another 1d4 points of damage are incurred to any character present who is not magically immune), you find yourselves, one and all, pushed into the dark and smelly – but infinitely warmer – interior of one of the larger buildings built half above the snowline, half buried. The light and heat of torches fills the place with a cozy warmth, an immediate relief from the bitter storm outside. Although it is gloomy and dark, you see the movement of weird creatures in and out of the shadows and the tight interior echoes with a strange series of hisses from multiple beings.

The hissing arises from a group of hideous creatures sharing the traits of both spider and eel. They stand just under six feet high, but they appear centaur-like with the rear body of a mottled spider supported on their thin and bony limbs; the torso and upper body snakes upwards into the form of an eel, complete with scaly skin, ending in an ugly head set with piercing and rotating flat eyes. Hands move quickly and expressively as they argue first amongst themselves, then turn to the slaves being offered. Each and every one is an unsigthly grey-brown in color, and smell pungently of sloughed skin and sweet sweat.

In addition to these creatures are a handful of fur-clad ogres and bugbears, and at least one mindflayer in a sickly-looking leather harness revealing it’s sickly purplish skin to the dimmed torchlight. It appears to be whispering to the eel/spiders as if serving as some kind of financial advisor to the group.

The eel/spider creatures are Tso, a race of slavers and shrewd traders who travel the planes in ships (similar to the vessel of the slaad encountered on Thuldanin), related racially to the neogi of the Neogi Empire (see Spelljammer).

The slaves are kept in the largish camber, overseen by a number (four to six, depending on the party's size) of green slaad and some dozen human and humanoid (bugbears and ogres mainly) guards of Tso employ who form a rough circle around them, with a group of croaking and excited red slaad behind watching eargerly. The slaves are corraled together by the green slaad into a pack, with the weakest and more sickly-looking slaves herded towards the middle (so they are harder to see; the Tso won’t be interested in the batch if they sick ones among the group). The babau and dretch are moved forward towards the edge of the group to put a more powerful face to the lot of ‘em.

The Tso continue to bicker amongst themselves (if the babau uses his telepathic abilities, he hears the Tso arguing over how much they can afford to pay for such a measly bunch, with the mindflayer cautioning them against trusting the slaad and the quality of their merchandise in previous trades), and make some conversation with the grey slaad and a few of his green minions (arguing price for the group). The argument seems to be heating up, when the grey slaad moves slowly over to the group and extends a viciously-clawed talon towards the babau.

The Tso look at the babau, their ugly and penetrating eyes looking from head to toe. For a moment there is quiet, until suddenly the Tso again begin whispering amongst themselves. The mindflayer, suddenly pushed out of the circle of conversation, stares with emotionless white eyes at the PC (this same mindflayer, Yuroth, will be encountered later in the adventure).

The grey slaad simply folds his hands over the end of his cane, leaning against it – but on his face can be seen a long growing grin. It’s a deal.

The Tso move about quickly in excitement and finally return with a coffer filled to the brim with glittering golden coins. The green slaad immediately sift through it counting, and the slaad – one and all – leave the tent in a chirping, croaking, and roaring clamour. Almost as soon as the green slaad guards begin to leave, the Tso ogres take their place and brutally thrust wicked hooked poles at the slaves to move them into a darkened side-room. The sound of the hissing eels (Tso), the rustling robes of the mindflayer, and the hopping of the slaad echoes from beyond, as they leave the whole tent entirely. Only a handful of ogres and bugbears remain to guard the lot of slaves.

Escape!
Now, if any time, is their best chance for escape. And without so much as a plan being formulated, one of the slaves decides to make a break for it.

Brex (who has so far been absolutely silent during the slave exchange) suddenly turns from the pack of sickly slaves and makes for the tent flap, breaking his irons and tearing the tent open with his extended taloned claws.

The ogres and bugbears are taken totally by surprise as the dretch rushes foward and attacks berserkly against all present. There are four ogres (AC 5, MV 9, HD 4+1, hp 33, 31, 30, and 25, THAC0 17, #ATT 1, Dmg 1d10, SA nil, SD nil, MR nil, AL CE, XP 175 each) and two bugbears (AC 5, MV 9, HD 3+1, hp 25 and 22, THAC0 17, #ATT 1, Dmg 2d4, SA nil, SD nil, MR nil, AL CE, XP 120 each) in the tent; the ogres are armed with vicious hooked bills, the bugbears with battleaxes. The slaver guards lose initiative automatically on the first round due to surprise; Brex will make the most of this by attacking furiously.

No amount of calling to Brex will cause him to cease his attack (his simple brain is convinced he and the others are to be devoured by the gelugon), and he will fight – surely – to the death. On the second round of combat the sound of battle has raised the alarm in the frosty settlement; within moments it is certain more servants of the Tso and perhaps even the gelugon masters of this trade town will be coming.

Now’s the chance to make a break for it!

Although it is Brex’s intention to cut straight through the ogres and bugbears (and flee), if the PCs decide to join Brex and charge out of the tent and beat a retreat across the icy mountains of Caina, they will soon (very soon, perhaps only a few dozen minutes or so) find they have made an awful mistake. In addition to being pursued by slaad and Tso slavers in the environs around the city, the gelugon baatezu will take great pleasure in tracking them across the ice for as many days as needed. Even if they manage to survive the tremendous cold (-60 degrees; inflicts 1d12 points of damage every half hour of exposure to all but magically-protected individuals; those who manage to bundle up against the cold still suffer 1d12 but every hour instead), they will have only a 2% chance per day travelled of coming across living beings. In all cases these will be rabid and inhospitable creatures, all incredibly-powerful (a must for survival on Caina) – examples include white dragons, remorhaz, etc.

Any sentient creature will likely be an evil-aligned creature such as a gelugon baatezu or similar cold-dwelling fiend, who will most likely take the sight of the babau PC rather poorly (“A tanar’ri? This close to Nessus? Can’t let that happen!”) and attack on sight him and anyone in his company as spies.

So, then, what are they to do?

SOULCURSE – In addition, if the PCs decide to fight it out of the encampment, the PC babau automatically suffers the effects of the Soulcurse because of the overwhelming odds against them. The effect should be determined randomly.

The best option is to let Brex draw the attention of the settlement’s hoary insectoid guards (and the Tso) and flee down the icy alleys. It may buy them enough time to come up with a plan or some means of escape. A single babau (and any other PCs) may manage an escape; to stick around and fight it out would be suicide. They need only deal with the ogres and bugbears (with bare hands, sadly) before

As the PCs beat a hasty retreat through the alleys, they barely dodge pairs of gelugon rushing to the scene of the crazed dretch (the babau finds himself easily slipping in and out of shadows to avoid detection – his innate thieving skills amaze even himself). Within only a few short seconds of the alarm being raised, however, they hear Brex’s horrible and sad scream as he is torn to bloody shreds by gelugon pikes somewhere in the vicinity of where they hide.

The Tso Side Tent:
Through the streets you (and any others with you) come sneaking along the periphery of the shadows, your babau form easily lost in the darkness provided by the icicle-covered overhangs and rooftops. You realize that soon a search will be mounted for you when a head-count is made of the slaves. Desperate for a place to hide, you slip into a nearby alley.

Nestled among the backstreets of the hoary slaver settlement, you come across a small tent among others, but so far you see no one along this dark and shadowy path. Snow falls heavily here, preventing sight for more than a few dozen paces. Apparently deserted, you begin to approach the tent.

Suddenly the tent opens and out comes a single Tso, draped in furry hides like some wintry mandarin of some elevated station. Alongside him are a pair of armed ogres in heavy fur cloaks. The Tso motions to them and mutters a command, and the pair stand at attention on either side of the tent’s entrance.

The lead Tso is the chief money-man of the operation, Cho’Dilleth, a trusted member of the Tso enclave here, a master of numismatics and finances. The tent, rather remarkably, is the slavers’ treasury, and the ogres are new guards being posted to defend the rather isolated tent from intrusion. There is one Tso (AC 1, MV 9/3, HD 7, hp 42, THAC0 13, #ATT 3, Dmg 1d4/1d4/1d8, SA poison for 1d10 damage and paralysis for 1d4 turns, spells, SD nil, MR nil, AL LE, XP 3,000) and two ogres (AC 5, MV 9, HD 4+1, hp 29 each, THAC0 17, #ATT 1, Dmg 1d10, SA nil, SD nil, MR nil, AL CE, XP 175 each) at the scene. The Tso’s spells are as follows (cast as a 5th level mage):

Spell Book: (spells memorized are in bold type)
1st Level: Alarm, Charm Person (x2), Comprehend Languages, Friends, Identify, Read Magic, Ventriloquism
2nd Level: Blindness, Blur, Fools’ Gold, Hypnotic Pattern, Knock, Scare
3rd Level: Feign Death, Hold Person, Non-Detection, Protection From Normal Missiles, Slow, Suggestion, Wizard Sight

If engaged, the Tso orders the ogres ahead into melee with the escaped slaves while he casts charm person on as many PCs as he can to get them fighting amongst themselves. Thereafter he will defend himself with blur before entering melee. The ogres are armed with spears and axes; the Tso is unarmed except for a quarterstaff (walking stick) and his spellbook. He has a string of pierced coins on his person (a cash string) worth 500 gp.

If instead the PC(s) waits for two rounds, the Tso walks off to join the other Tso in the city leaving just the two dumb ogres to deal with. Note that any combat here will not attract the alarm because of the tent’s isolation in the back alleys.

Inside The Tent: The tent seems the best place to hide for now. Inside can be seen some low wooden tables, stacked high with rows of money-laden coffers and odd items of dubious value; it is relatively dark inside, however, and no one seems to be present.

In a stroke of amazing luck, also in the tent the PC(s) sees Acheron, tied with metal cord to a wheeled dolley as if a piece of treasure. He will greet the hiding PC in an amusing fashion (imagine C-3PO in captivity saying hello to an old friend) and ask to rejoin the group. He has suffered only slightly from his mistreatment by the slaad – deduct 2d4 hit points from his running total.

If the PCs ask (or otherwise investigate on their own), Acheron surmises that this place is where the Tso keep their funds and special trade goods before moving them to market. Acheron, of course, was likely to be traded for scrap or as a magical curio – the babau (and any other PCs) as slaves. He is pleased to see that the PC(s) are in good health and ready to make good their escape.

The treasures found in the Tso tent include a stash of glittering coins and jewels (trade currency; all kept in iron coffers with bronze handles and open lids), including 1,000 cp, 6,000 sp, 8,000 gp, four gems (one 1,000 gp gem, two 500 gp gems, and one 100 gp gem), and two pieces of jewelry (one worth 8,000 gp, the other 5,000 gp).

Also stored here for future sale by the Tso are a few magical items, which the PCs are free to take in the resulting chaos. The first is a bony yet wicked-looking sword (the Cornugon Blade; this item has major repercussions in later parts of the adventure and the PCs should be subtly or overtly forced to take it – this should be easy enough, since at this point the PCs need as many magic weapons as they can get), and besides this there is a small black charm (a per heart periapt), a stoppered flask of a viscous blue salve (potion of extra-healing), a staff of black metal wrought with golden bands (a quarterstaff +4), and a mage scroll of augmentation I, lightning shield, orbs of tarterus, and spirit armor. Sitting on the table, as if just another trinket, is a strange-looking necklace of gold links from which dangles a gem-like plaque of color. This is the necklace of curtains.

Any other items acquired by the Soulcursed up to this point are also found here, as the slaad have sold them all to the Tso as part of the trade.

Using The Necklace of Curtains:
Something about the necklace strikes the PC as odd, even among the other magic items in the Tso treasury. While the other characters excitedly examine the goods, the babau PC is motivated towards the necklace. Taking it into his hands, within him the Soulcurse is activated – the long-lost personality of a curious sage (drained by the Soul Gem after a decades-long search for it’s secrets) arises within him.

Suddenly you feel as though something ... something other than yourself were sharing your very eyes. For a moment you feel as if you were being watched, until suddenly you realize that whatever it is inside you, whoever, is examining the necklace as well – not you. As if some curious fragment of your soul (or someone else’s soul?) has arisen dominant in your mind to examine the problem. You watch as your hands move without your direction, unable to stop this curious being within you from taking over.

In moments your ebony claws find their way to the plaque strung out from the chain, a deep magenta in color. For a brief second your hand hesitates, until at last you are strangely motivated to grasp it tightly in your palm and close your fingers about it.

Instantly there is a bright and burning magenta flare of light, filling your eyes and casting beams across the entire tent, and in a moment you and Acheron (and any other PCs present) are enveloped.

SPECIAL XP REWARD – Escaping the Tso/slaad/gelugon encampment is a major accomplishment in the course of Soulcurse and merits a substantial XP award. At this point award all PCs with 5,000 bonus experience points for escaping the frigid wastes of Caina. Note that by now (especially if the treasure of the Tso slavers was looted) the PCs should have substantial XP from treasure, and all experience levels should at this point be updated. They will need the added hit points and new abilities soon enough ...

ALIGNMENT OPTION – When the PCs flee, note exactly what they do. If they leave the other slaves to their fate, mark one pip for EVIL; likewise, if they willingly let Brex die as a distraction for their escape, mark one pip for EVIL on the Progressive Alignment Chart. If they attempt to get the slaves to flee with them (it won’t work, as they are all incapable of understanding the PCs beyond a few words) with the necklace of curtains, mark one pip for GOOD.

THE VORR CAVES:
Once the PCs use the necklace of curtains out of desperation, they are magically transported to the last location visited by the necklace’s former owner (unknown to them, the necklace was owned by a powerful and evil arch-mage, Elix the Dread, and the last place he visited – and where he died – was his secret extra-planar retreat known as the Vorr Caves).

The burning and blinding magenta light suddenly and abruptly diminishes, and with a heaving breath that is answered by distant echoes you find yourself steeped in utter darkness.

For a moment you wonder if you have died, if the construct was incorrect in it’s theory and you have been once more lost to the fickle nature of the Planes. But then you hear Acheron’s high-pitched hum and realize he is nearby. You are alive!

Suddenly there is a spark, as your companion creates a light extending from his palm (his hand, remarkably, appears to have retracted into his wrist permitting this torch) which flickers in the cold darkness. Cold, very cold. You cannot hep but feel your skin tighten and writhe like some worm were shifting beneath it uncomfortably. Oh so very cold and bitter here. Yet it is far better than the heated place from which you fled, chased by the slaad and their Tso allies!

The glowing pink plaque fades momentarily, it’s color suddenly replaced by a deep burning ruby hue. Hmmm.

Within moments your eyes seem to adjust to the dim light provided by your quiet companion, and you find – to your amazement – that you stand together on a marble floor in some deep underrgound recess, a vast cavern of unknown dimension deep beneath some earthy place. You hesitate for a moment, unsure of what lies beyond the wall of darkness; but soon realize you must strike out and discover what is ahead.

The great cavern extends outwards to the north, descending great marble steps that disappear into darkness. Absolute quiet, unnerving and depthless, greets the stunned ears of those who enter into the vast underground vault, decorated in it’s unique and shockingly grisly manner. The marble steps, and great conical floor of the massive underground cavern defy measure, certainly large enough for the comfort of giants – perhaps even titans.

Yet they are carpeted in a strange rug, a sea of molten, twisted, burned, slashed, chopped, cracked, and rotted bodies. Dozens. Scores. Hundreds.

Thousands.

All about – everywhere - lies a carpet of dead creatures, fat and blubbery, their flesh as rubbery and fluid as part-solidified gelatin (nupperibo, if one of the PCs is in the know; some 7,000 in the mass altogether) - ringing even greater figures and filling nearly every last space with their shattered bones, slow-rotting bodies, and black charnel remains. One would expect to hear the buzz of flies and the chitter of spawning grubs and maggots from this vile carpet of corruption, but only silence and a terrible stench rises from the heart of the blood field. A terrible, sickening, awful stench.

Larger beings lay amidst these ranks, as is unmistakable. Huge rotted corpses of vulture-like beings, their feathers matted and plucked, vast gouges still oozing a thick pustulent black ichor lie strewn about the mass of blubbery dwarves, as if they were elite leaders in the massed pack against the distant enemy (vrock; about fifty altogether). Some other forms can also be seen – the lumpy and slick oily forms of great frog-like beasts (hezrou; and these ones seem to be affected by the odd white or green mold on their rotting husks; about twelve altogether), a handful of gargoyle-like demons (nabassu; about fifty carcasses), and even a few human or humanoid soldiers in wicked but badly-broken and torn armor of greenish steel, their bodies having long deteriorated to bone and mold (evil humans and humanoids; the odd cambion or alu-fiend).

This vast sea of ripped and torn and rotted corpses, one piled on the other in a mass of tearful destruction, stretches on through the cavern from the place you first appeared. Then, at once, strange other figures begin to be seen among the dark and corrupted forms – the slain bodies of more beautiful beings, dressed in once-lucid cloaks of shimmering silks or gossamer, their angelic white forms only now beginning to sink with internal rot. Still preserved through some magic are their handsome and wondrous faces, locked with a striking expression of fear, hatred, and surprise – their bodies broken by massive blasts of magic, weapons of war, or simply the tearing claws of the mass of demonic figures that clashed with them at this point (some aasimon, and countless spirits of fallen good warriors – einherar - filling out the rest).

As one continues, the mass of dead becomes whiter, more pure with the numbers of beautiful beings. The littered remains of soldiers is silvery armor lie strewn about as if tossed like dolls by some wind or maelstrom of magic. Certainly mortals employed by this side – all horribly dead and badly corrupted unlike the other beings among them that almost seem to glow with beauty despite being dead.

Suddenly, tallish and handsome figures are seen lying atop the heaps here, as if they stood poised during their assault against the rivalling forces despite the hail of death surrounding them. At first can be seen three or four angelic beings – lucid white skin still glowing of their own strange luminesence, only slightly shrunken and withered despite the assuredly vast period of time since this great battle (four movanic deva). These beings stand as a shield, it seems, to a trio of even greater and more beautiful beings – three huge and powerful beings of fiery golden skin, fair hair, and wondrous wings that lie closed about them like weeping death shrouds of brass-colored feathers. The faces of these beings, even from the base of this great pile of dead, can be seen to bear an unnervingly calm and quite expression, as if they know peace now, finally, in death (three great astral deva).

In the distance, echoing throughout the great vault from caverns far beyond, can be heard the roar of howling winds, creating a backdrop of thunderous proportions. But, from the tremendous volume of the distant storm rises a shrieking and haunting howl, followed by another, then another. From the limitless darkness come – pouncing hungrily and feverishly from body to body littering the earth – a pack of hyena-like canines with eyes gleaming like hot coals in this dark sepulcher.

Before they can get their bearings, the desperate PCs are set upon by the great chamber’s only inhabitants, a pack of five vorrs (AC 6, MV 15, HD 3+4, hp 10 each, THAC0 17, #ATT 3, Dmg 1d3/1d3/2d4, SA knockdown, hide in shadows 90%, SD shadow form, MR nil, AL CE, XP 420 each) – wolfen creatures that make Pandemonium their home. These beasts are fat, well-fed on the bloated corpses slowly rotting here – but are more than happy to indulge in a little live prey. They will attack until all their number are slain; or, if they manage to fell at least one PC, drag his corpse off to the hollows far in the distance where they consume their prey in an orgy of grisly horror.

Once The Vorrs Are Slain:
Once the hyena-like vorr are slain, the PCs can get their bearings. Where the PCs appeared seems to be at the summit of great steps leading up the Vorr Caves to this point; surrounding them are countless bodies of tanar’ri and other such beings, radiating outwards as if they stood defending whatever stood at the spot at which they appeared. Around them great columns carved with wicked figures in slick black stone stand, many cracked, others simply toppled by some cataclysmic force many, many years ago.

Most striking of all, however, is the ring of ash and scorches that radiate from the very point the appear, striking outward like the remnants of fiery lances that reach as far as 200 yards or so into the battlefield wasteland – certainly far enough to breach the ranks of the fallen beings of goodness, the tongues finally thinning and subsiding just beyond the “three golden men”. It is as if some fantastically devastating explosion occurred at that very spot claiming the lives of hundreds of these warring beings.

At the spot, a few items seem to be jumbled about, a little scorced but otherwise none the worse for wear. This cannot be said for the beings that were probably standing nearby the impact area, for these were turned to dust or simply incinerated into ash at the moment of detonation. Something about these items – which lie erratically about, as if scattered some by the explosion – seems to suggest they are magical, or at least important in some respect. They merit further investigation.

The items were, of course, former magical possessions of Elix (for more on his involvement in the whole affair, see elsewhere for details), blown from his body when he cracked his staff of the magi in a massive retributive strike. It was this act that caused the death of the legions surrounding and leading to his Vorr Caves retreat – and ended his life. Sadly, the staff of the magi is but a pair of broken rods, totally unenchanted (but each conceivably usable as a club, if need be). A few of the other items, however, apparently survived the blast.

The remaining items include Elix’s monadic armor – a suit of chocolate-colored leathers covered in rough stitches and nonsensical etchings; any good-aligned being will feel repulsed at the idea of wearing this armor for some inexplicable reason (though the Soulcursed certainly will have no objection to donning it) - a blindheim staff, a small shrivlled and dessicated head pierced with a bronze ring (as if to be worn as an earring or necklace charm – in fact a bodak’s head charm), and a small lacquered box (now badly charred) containing a brittle bit of vellum (still legible as a scroll of fireball and thunder staff) and a highly-polished black oval stone (a scarab of uncertainty). Also lying nearby is a single ioun stone (scarlet and blue). Finally, in small pouches concealed about the ruins of the deceased sorceror (himself now but ash) are a total of 9,000 pp and three gems (one worth 5,000 gp, one worth 1,000 gp, and one worth 50 gp).

A search of the ruins and remains of this great battle reveal no other magic weapons or items, as all were either destroyed during the battle or drained by the cataclysmic blast and ensuing magical vortex created by the retributive strike. If the PCs insist on searching, however, they will eventually uncover some thirty-two broadswords, thirteen longswords, twenty-eight spears, six battleaxes, and nine glaives – all non-magical but still usable.

Enter The Arcanaloth:
As the characters search the point where they appeared, they hear a strange hum echoing somewhere in the distance. In moments they are greeted by a strange personality.

As you take stock of what you find amid the grisly and inexplicable ruins, from the darkness comes a high-pitched whining drone. Readying yourself for action, you are surprised to see a disc of coruscating lights, some seven feet in diameter, levitating off the mass graveyard of rotted forms in your direction.

Even more curiously, perhaps, atop the disc sits (in cross-legged fashion) a creature in long robes with jingling tassles – but this is no ordinary man, but a wolf-headed figure with whitish fur and black-tipped ears. A tiny set of spectacles hang towards the end of it’s muzzle; it looks supremely surprised to see you and the metal construct standing there at the top of the dais.

The figure is called Panakot, a senile old sage and arcanaloth hailing from the City of Lanterns on the Astral Plane. Panakot is an avid plane traveller, often vanishing for weeks at a time to look for rare and unique trinkets and curios across the planes. He has stumbled upon the Vorr Caves on one such excursion into the planes, and has spent the past few days marvelling over the death that occured here. He is currently floating along on a Tenser’s floating disc.

“Greetings!” the figure seems to explode with excitement at the sight of new faces in the dark of the vast underground vault. “Ahh ... a tanar’ri assassin and ... say, do I know you?”

The wolfish face wrinkles slightly and fixes his spectacles as his gaze falls on Acheron.

“Say ... is that Model B3, Acheron? Good gracious, it is you! My boy!”

Acheron stands erect as if at attention.

“How long it has been, construct? I thought you were destroyed in the Blood War – you do seem to have suffered the worse for time, my old creation. Ah, we shall soon have that fixed. Let me see your circuits...”

You suddenly realize that this wolfish being is, in fact, Acheron’s creator. The sagacious being floats over to look more closely at your companion, humming as he does.

“Yes, a bit of a bashed armor plate here, a frazzled wiring conduit there. Hmmm. Your circuitry looks to have held out some, my beloved creation. So good it is to see you!”

“Good to be back, master Panakot,” Acheron announces in his steely voice.

Panakot – the wolf-man’s name, you assume – turns towards you.

“You know each other?” the babau mutters in surprise.

“Yes!” says Panakot, “I created Acheron – many decades ago. I was hired to fashion a construct for the Blood Wars – I heard he had fallen in battle. Good to see you in working order, old boy!”

“You called me ‘tanar’ri killer’,” you say, “what did you mean?”

The creature’s eyes open wide and his ears perk up with curiosity.

“Uh ... err ... um ... you are a tanar’ri. Babau specimen, no?”

You look down at your body, shrugging.

Panakot stares quizzically at you for a long drawn-out moment.

“Are you saying, dear boy, that you don’t even know?”

You stare at him and find yourself nodding.

“Curious ... curious indeed! I do not know what to say. I am ultraloth, you are tanar’ri. You seem to be a tanar’ri, that is. Yes. My race, the ultraloth, originate from a distant place called Gehenna – surely you know this, Confused-One?”

“I ... I ... know nothing.”

Panakot shifts his head to the side, and he seems genuinely sad for the babau.

“Hmmm. I called you ‘killer’ because your breed – your body form, that is – are called the ebony death, the one-horned horrors – assassins of the tanar’ri armies.

“Tanar’ri, my lost friend, are creatures native to the Abyss, a place of dismal evil where hope was long lost and carried away like floatsam on a crazed sea. Death reigns supreme there, tanar’ri – if you do not know yourself – for whatever reason – I suggest you not return there to find out.

“Perhaps ...” the ultraloth mutters, stroking his wispy chin, “... perhaps I shall take you back with me to my shoppe, and I can look more thoroughly into your case, Lost One. That is, if we can get back in to my city – it is under siege, you see, and we’ll have to be quick to slip through the blockade. In any case, what say you?”

“A few questions first – what is this place?”

“Ah, good question! This is Agathion – or I should say, a sanctuary located somewhere deep within it. Agathion is the lowest layer of Pandemonium, you see, and few if any beings ever find their way this deep. Curious, though ... this place and it’s grisly contents baffles even myself. I have spotted scores of tanar’ri among the dead, and also the fallen servants of the Seven Heavens. Curious indeed. I surmise a battle was fought here long ago, and the magics of this forgotten place have preserved the remains; I can only guess as to who or why such a battle was instigated in such a forgotten place. It must have been incredible.

“I see you have found some salvage from the ruin ... as it should be, for I have taken some choice things as well for my shoppe, and can carry no more. Perhaps you shall let me at least examine your things when we return to the Astral, no? Perhaps we could learn something of the nature of the factions here?

“Are you ready to go?”

Panakot. The creature that calls itself Panakot is a graceful and elegant figure of strange features, a humanoid creature draped in curious robes (complete with tassles and oriental decorations), from which comes a rather striking head – instead of a human or humanoid face, Panakot has the sharp canine face of a wolf, with broad open ears tipped with black. The rest of his fur is whitish-grey, almost silver, as if he were a very old member of his species. Atop this he wears a peaked little wizard’s hat, perched at a slight angle, from which dangles a tassle of golden strands like some arabic fez.

In fact, Panakot is an arcanaloth yugoloth (AC -8, MV 9/18, HD 12+24, hp 36, THAC0 9, #ATT 3, Dmg 1d4/1d4/2d6, SA poison claws, SD +3 or better weapons to hit, immune to mind-affecting magic, only permanently killed if slain on Gehenna, MR 60%, AL CN, XP 49,500), though beyond his physical appearance one would never suspect it. An ages-old sage of some great wisdom, he nonetheless suffers the worse for periods of senility and moments of silliness. Panakot generally requires the use of a cane to walk (thus his decreased walking movement rate) due to his “old creaking bones”.

Panakot is, first and foremost, a sage and scholar, even above and beyond being a yugoloth hailing from the steam-shrouded slopes of Black Gehenna. For centuries Panakot has sought out rare and esoteric bits of knowledge, magic, secrets, and mere trivia across the planes. He is a permanent resident of the City of Lanterns (see later for details on this fantastic floating city in the Astral Plane), where he has a shop trading in magic items and other rare curious. He is also somewhat of an inventor (though his creations are usually far from perfect, and quite often dangerous to the silly old yugoloth), and he has an insatiable curiosity when it comes to new and unique things from across the planes (it is no wonder, then, that he takes such a shining to the babau PC early on in their relationship).

Panakot strikes all who meet him as both senile and very sociable. He is a great lover of conversation, on any subject, though he seems to rattle on quite a bit and often it is hard to get your point across while he’s on a monologue. Despite this he is generally well-meaning, albeit a little chaotic in mannerism and attention span (hence his alignment, chaotic neutral).

The aracanaloth generally only attires himself in long comfortable robes and cap, wearing a pair of curious spectacles on his nose (Panakot’s spectacles) and concealing a vrock feather charm among his things. He is often seen with two or more scrolls under his arm as he moves about to and fro (one of which will certainly be a scroll of protection – protection from magic or protection from magical edged weapons are the most common kind he carries), with a cane in hand. He has other magic items, but these are found at his shop on the Astral Plane. His spell abilities include:

Spell Book: (spells typically memorized are in bold type)
1st Level: Affect Normal Fires, Alarm, Audible Glammer, Burning Hands, Charm Person, Friends, Hypnotism, Identify, Light, Shield, Sleep, Spook, Tenser’s Floating Disc, Unseen Servant, Wizard Mark, Write
2nd Level: Blur, Continual Light, Deeppockets, Detect Invisibility, ESP, Fool’s Gold, Invisibility, Knock, Know Alignment, Levitate, Locate Object, Magic Mouth, Mirror Image, Protection From Paralysis, Tasha’s Uncontrollable Hideous Laughter, Web, Wizard Lock
3rd Level: Blink, Clairaudience, Clairvoyance, Dispel Magic, Explosive Runes, Feign Death, Gust of Wind, Hold Person, Illusionary Script, Melf’s Minute Meteors, Non-Detection, Slow, Suggestion, Tongues, Vampiric Touch, Water Breathing, Wraithform
4th Level: Charm Monster, Confusion, Detect Scrying, Leomund’s Secure Shelter, Minor Creation, Minor Globe of Invulnerability, Wizard Eye
5th Level: Airy Water, Contact Other Plane, Feeblemind, Hold Monster, Passwall
6th Level: Contingency, Geas, Legend Lore, True Seeing

However, because Panakot is slightly senile there is a chance each time he attempts to cast a spell that it goes somehow awry. Each time he attempts to use either an innate spell ability or a spell from his memorized list, roll on the following table:

Roll: Effect:
1-2 “Indeed!” No adverse effect; spell goes off as planned.
3-4 “What were those magic words?” Slight forgetfulness; spell requires double casting time to get off (or two rounds for innate abilities)
5-6 “Opps! Goodness!” Bit of a mix-up; Panakot casts a different spell than the one intended; roll randomly and refer to the spell-list above to determine what spell is cast instead.
7 “What’d you say, boy? Hearing isn’t as good as it used to be, you know!” Panakot’s shoddy hearing suddenly fails him. He is unable to act for one round, being utterly confused by any gestures or yelling on the PC’s part.
8 “Eh? At whom? I can’t see – hold on while I clean my spectacles...” Panakot loses the round as he takes off his spectacles and begins to clean them with his robe. During this time he is considered totally blind and cannot act in any fashion.

This is both for flavor and a tool the DM can use to fudge thngs wher he’d rather see the weaker babau PC save the day than some all-powerful NPC like Panakot. Note that Panakot is protected by a contingency spell that will activate the casting of a geas on any who manages to kill him, forcing that person to “visit him in Gehenna” where he is being reformed – certainly a lethal experience to say the least...

Other abilities, innate to his race, are also generally available to the old arcanaloth, including advanced illusion (once per day), continual darkness, control temperature (10’ radius), fear (once per day), fly, heat metal, invisibility, magic missile, shape change (any humanoid form), telekinesis, and warp wood. Panakot will ever use his innate ability to gate other yugoloths because this creatures are usually a lot less “sociable” than he and will likely attack on sight those of non-yugoloth heritage.

OFF TO THE CITY OF LANTERNS:
Without further ado the arcanaloth waves his arms about in a slow and methodic ritual. Seconds later there is a rush of wind and noise, as if a whirlpool of cosmic air was being opened all around you. All falls dark for a moment, leaving only the glimmer of the arcanaloth’s eyes in the utter darkness, until suddenly you feel light, airy, and weightless.

You suddenly find yourselves flying through a great sea of grey, colored with distant clouds of gloom and motes of shifting grey and black. Through some eternal sky you soar, seemingly bodiless, towards a distant city many miles distant.

From a distance it appears as a great black rock, suspended in eternal night by the gloom of the Astral Plane, like some drifting asteroid in a dark grey space to which there is no end or salvation. From this height, as your astral bodies soar downwards, you see dotting the asteroid’s rocky surface tiny little green lights shining like beacons in the dismal light – as you come closer, you spy chaotically-ordered streets, houses and palaces, spindly towers and strange-looking temples from up high. Tiny figures can be seen packing the streets or sneaking about alleys; ships – sailing on nothing but the stuff of the astral plane and pushed by astral winds - appear to be crowded in a dock district at one end of the asteroid-city.

Above this can be seen other districts and wards, though your quickening descent prevents you from getting much of a look. Your arcanadaemon guide apparently lacks the patience or interest to point out the places of interest – he flies ahead with or without you. As you draw nearer, however, you see tiny circles of light floating in rings and semi-circles less than half a mile from the city, surrounding it like some giant blockade. Tiny figures can be seen crowded on these floating discs, along with strange and arcane war machines that toss flaming catapult projectiles up and over the walls of the asteroid city and into it’s streets.

Apparently Panakot was right – his city is under siege – and by the looks of it the city is in desperate straights to fight off the attackers, whoever they might be, whose armies seem to grow by the minute as more and more arrive from the gloom of the plane.

Coming within a few hundred yards of the city, even in astral form, you realize your slowly-materializing forms have been spotted by the besiegers and flaming arrows and the odd ballista bolt fly skywards after you. Yet quickly and easily you fly by, unharried by these attacks.

As you find yourself drawn among the rooftops and into a dark alley, you see above the roofs (just before vanishing into the shadows) – along the skyline – what appears to be a great fortress or citadel overlooking the entire citadel; you wonder who (or what) lives there and claims rulership over this exotic and unique asteroid-city.

About The City:
The City of Lanterns is so-named after the thousands of green lanterns hung throughout it’s dark and twisted streets to light the avenues and alleys. Even from afar (even miles distant) these tell-tale lanterns can be seen, acting as beacons to lost ships and astral navigators who are drawn to the City much like an oasis in an unforgiving and alien plane such as this.

The City’s antiquity is unknown, it’s original founders long forgotten. Only three things have really remained the same throughout it’s centuries of known history; one, that green lanterns have forever lit the way to the City and through it; two, that the asteroid is a free harbor to any who desires it as refuge; and three that the great citadel atop the High Quarter is never to be violated, and whatever spirit, being, or Power that dwells there is to be left to his/her/its own for eternity.

In the past few centuries the City of Lanterns has become a haven for all manner of planar travellers; it said that anyone and anything can be found, bought, or stolen in the City of Lanterns. The streets are filled with Tso slavers and slaadi tradesmen and their exotic, crazy wares from the ends of the Multiverse; the mysterious and enigmatic Arcane are known to hold bazaars and markets here for rare and expensive things. Tanar’ri walk freely along the same streets as baatezu, many of whom are exiles or perhaps even spies or agents of their respective masters seeking some powerful item, esoteric spell, or information in the City. The most powerful adventurers, capable of planar travel, stop here to rest and recuperate before vanishing into the Astral Plane once more and untold perils. The city is broken down into seven quarters:

Dock Quarter: The lowest part of the City is the Dock Quarter, overseen by tall towers glittering with green lanterns to light the way for plane-travelling ships and visitors. The Dock Quarter is not unlike the Public Quarter (see below), being a mix of city dock facilities and private homes, seedy businesses, and warehouses galore. Harlots and the more desperate entrepreneurs ring the streets here, hoping to make money (any money) off new-arrivals to the city before they see the real good-stuff being offered higher up in the Merchant Quarter. Thieves are also prevalent here, and large gangs have been known to attempt to waylay lone arrivals and leave them dead in the streets.

Merchant Quarter: The Merchant Quarter is certainly the heart of the City, and it is here the famed markets are situated. In all, some two dozen different mercantile organizations are permanently nestled here, selling all manner of wares ranging from rare gems and minerals to slaves and wierd relics scoured from the lowest and most distant planes. The Tso have a large presence here, selling slaves as domestic servants or as warriors to cruel-minded adventuring parties seeking forced henchmen; the Tso are overshadowed only by the mystic Arcane who also hold court here peddling all manner of strange and valuable goods from near and far, on this plane and across the worlds.

Temple Quarter: This heathen and decadent place, ostensibly set aside for the worship of all gods (good and evil), has long been notorious as a place where thieves and assassins walk the streets in the relative darkness of the grey astral sky. Beneath the shadow of towering temples and decaying pagodas are smaller slave markets (those incapable of coming out and competing with the Tso of the Merchant Quarter), while even some temple grounds have been abandoned only to be taken over and turned into giant decaying brothels. The main faiths worshipped here are Talos, Sharess, Umberlee, Deneir, Shandaukul, Torm, and Helm. The last three are decaying and collapsing bastions of these faiths (supported by only a handful of eccentric clergymen sustained solely by underworld activities or donations by generous adventurers who travel the planes).

Public Quarter: The Public Quarter is by far the largest part of the city, a chaotic mess of meandering avenues, tight dark alleyways, and broad open boulevards filled with crowds of people. It is here that the streets are crowded with tall multi-storied buildings that sometimes even grow up and over the streets themselves – testament to the crowded nature of the City. The Public Quarter is filled with private homes, inns, taverns, houses of ill repute, and pretty much any kind of business, home, retreat, or other building one can imagine. The streets are nearly always crowded with all manner of patrons, visitors, and locals ... as well as the City’s notorious thieves and assassins.

Martial Quarter: The so-called Martial Quarter was founded long ago in an area of spectacular defensive capabilties, a quarter of the City surrounded by tall walls and domed towers. In time the people of the city came to abandon this section of town due to it’s eerie proximity to the citadel (which arose much suspicion and fear), but over time those of some power in the city came to utilize it as a storage-space, so to speak, for weapons of war, arms, and armaments for the City’s defense should it ever come under siege. Located in towers, old barracks, and other buildings in this quarter is a virtual armada of weapons and armor, all under lock and key awaiting the day the city is attacked. Sadly, however, in past times the sole key to the gate leading to this quarter was lost, and thus the city stands unable to defend itself.

High Quarter: High atop the most elevated portion of the astral rock that is the City of Lanterns stands an ancient and foreboding fortress of black stone, a citadel of many spindly towers and cracked aged domes peeking from beyond their mighty walls. It is said by the longest-lived inhabitants of the City that the ruler of the City – if any – dwells there. No one who has dared try to penetrate the great citadel’s mighty walls has ever gone beyond the gatehouse before being struck down dead or disintegrated by powerful magical traps; since the time those foolish attempts failed, it has been speculated that some great being dwells there – either some long-dead lich seeking anonymity and peaceful rest, or some even suggest a Power, a god. Whether this a god known to exists elsewhere, or whether it is the tomb of a god long-forgotten, is also open to speculation. In either case, the citadel is off-limits!

Underworld: In recent times there have been rumors and speculation that there exists an underworld beneath the City, perhaps a long-lost and forgotten series of caverns deep underground in the asteroid. These rumors arose in recent years after a well-known (and humorously-beloved) drunk emerged from the sewers of the city half-crazed with stories of finding strange glowing amorphous beings in a cavern deep in the city’s old sewer system (like much of the city, no one living here now knows the full extent of the sewers and their myriad tunnels) that attempted to lure him into deeper, darker caverns he had never before discovered on his many excursions into the sewers.

DM’s Note: The above run-down was provided to allow the DM some preparation and information on the City of Lanterns should the PCs somehow wander off the adventure’s path and end up exploring. Keep in mind the descriptions above, adlib, and adapt; the City should certainly be portrayed as a unique, desperate, and decidedly flavorful haven of thieves, thugs, powerful adventurers, and extraplanar beings galore.

PANAKOT’S SHOPPE:
You suddenly appear in the dismal basement or cellar floor of one of the strange city’s many shoppes and buildings, a place of cracked earthen walls and old supports, a subterranean laboratory complete with all manner of instruments of science and magic littered about on tables and stands, while books on arcane subjects line the shelves along every wall.

In the center of the room you, Acheron, and your new friend the arcanaloth stand, at the center of a great ring inscribed on the stone floor in an eerily-flourescent chalky residue that slowly subsides in luminosity.

“Welcome to The City of Lanterns,” Panakot says hastily, moving from the central ring over to a table, striking a light and bringing to bear a large bronze lantern to light the meeting. “This is my shoppe – or my basement, I should say – where I do much of my research, experimenting, studies, etcetera. That was among my first attempts to reach Agathion by temporary portal – I’m afraid I haven’t quite mastered that spell and it should be some time before I have the energy to try again. Care for some stinkweed tea?”

Acheron moves over to a darkened corner and stands solemnly, as if retracing steps to a fondly-remembered resting place in the laboratory – perhaps even the place of his original creation?

Panakot pours some tea - for two – and then turns with an excited glimmer in his eye.

“Before I let you free to explore the city, tell me of you, my babau friend ...”

Tell Me Of Your Nature:
“I ... I ... sometimes feel I do not know myself, that perhaps there is no memory of me at all. As if I were once someone else, and have lost that bit of memory. Perhaps I am something new?”

“Hmmm. Sounds like amnesia ...”

“No ... it is beyond that. At times I feel thoughts – impulses – run through me as if someone or something – or a vast number of things – were constantly struggling for control inside me. I do not feel alone; sometimes I hear voices I cannot understand, or have flashes of thought that I do not remember.”

“And in battle,” adds the robotic voice of Acheron, “I have seen my friend overcome with rage and power not of his control. I believe what he says.”

“Possessed?” mutters a surprised Panakot.

You stare at your black clawed limbs, your bony, dessicated arms.

“You say I am of a race of infernal killers ... yet I do not feel any hatred, nor any real desire to kill. I only wish ... I only wish to understand this curse on my Soul.”

Panakot stares at you, his eyes full of expression and sorrow for your situation.

“Well,” he finally purs, “at least we have found a name for you – we shall call you Soulcursed. Until we find out who – or what – you truly are, anyway.”

A fitting name, you think.

A Few More Tests:
Panakot still insures the PC that if he wishes to know more of himself, he must undergo a few “tests”. The little old arcanaloth stays up the whole of the night with the babau, poking and prodding him with various instruments and tools, examining his body and taking strange samples (one of which involves scoring the flesh and taking some ichor; the babau PC loses one hit point permanently from this). At the end of the night, Panakot suddenly looks up from one of his microscope contraptions in surprise.

“Impossible!” he exclaims, “Incredible! It cannot be!”

Acheron turns at the sudden outburst from his master.

“I have poked and prodded all night long, and examined many samples of your flesh and blood, Soulcursed. Finally, at last, I have found something.

“I have examined your flesh and blood under this scope and I have seen something very, very odd – I am, I must admit, at odds to fully explain it. You – my soulless friend – are not really a babau!”

He waits for dramatic effect, but seeing your lack of humor, gets to the point.

“You see, you are only part babau. Or slowly becoming full babau, I should really say. Ahem. Well. You see, on the exterior you are all charnel flesh, the stuff of tanar’ri blood, but towards your insides you are actually something else. By the minute you are slowly changing – every part of you is becoming ‘alive’, as it were.

“What is changing, however, is what is truly remarkable. Do you know what I found? Your flesh, your substance – is clay. Yes, CLAY. Truly fantastic. You are a construct, just like our friend Acheron here, but of clay, not metal. Yet something ... something tremendously magical, I’d wager ... is slowly causing you to become flesh and blood. In a matter of weeks or even days your transformation will be complete.

“I believe you have not always been this way, that before you awoke on Thuldanin’s wasteland you were most likely a full clay automata in the form of a babau. I cannot reason for the body shape, but perhaps your creator wished you to appear as the most evil of the tanar’ri races – the ebony death. Hmmm. That seems quite likely, yes. But your transformation into flesh ... and this strange Soulcurse you mentioned ... that is something I cannot as yet explain, my friend. Perhaps they are related.

“The clay, I have discovered, is of a kind found in only one spot in all the Planes, clay drawn from the shores of the River Styx as it meanders across the war-torn wastes of Avalas, the upper layer of Acheron.”

“Avalas ...” you mutter, “that place where the spirits of warriors battle eternal without cause or meaning ...”

“Yes,” says Panakot, “so I would wager that has some significance in your creation – you were made as a machine of war, to fight someone – or something’s - battles. And your creation from the banks of the River Styx, stealer of memories ... I believe that perhaps it was in your nature to not remember, but to follow impulse and orders ... something, however, has reversed that. Because obviously now you remember what has occured up to this point. It is all very confusing ... yet fascinating.

“We must endeavor to find out all these things – you are certainly one of the Multiverse’s greatests curiosities, my friend!

“Well,” he says, finally resting in an ornate chair across from you and his creation, “you have been gracious enough to satisfy my curiosity – now, what can I do for you?”

SPECIAL XP REWARD – Realizing this much about the character’s weird construction nets the PC(s) each 5,000 experience points as a bonus. Slowly the babau is learning of his true identity and nature ...

Asking Panakot About Previous Treasures:
Panakot is a convenient source of information on magic items, primarily because of his ability to identify or cast legend lore on those of particular interest. This boxed section simulates what he might say about certain items; note that the dialogue about the Cornugon Blade is essential to setting up the mystery of the weapon, and should at least be read once to the group early in the adventure.

Acheron Tears: The Arcanaloth lets the small teardrop-shaped gemstones fall into his outstretched palm, cupping his paw around them and feeling them against his whitish fur. He lets of a gentle, thoughtful whine for a moment, before letting one eyebrow perch up and moving his gaze back to yours.

These simple things are called Acheron tears, minor artifacts found throughout Acheron. They’re said to be the solidified blood of the millions who have fallen fighting the eternal wars there. Good for strength and power in battle, my Soulless friend. Swallow them and you will feel stronger for a few minutes.”

Monadic Armor: The Aracanolth raises an eyebrow with surprise and curiosity as he lays his gaze upon the dark and worn armor worn by the Soulcursed.

“Did not fashion this yourself, did you ... (not waiting for an answer) ... no this is was fashioned by hands more powerful than any I’ve seen. The hide, do you know what it is, Cursed-One? The flayed flesh of a monadic deva, an angel, a being of pure goodness and courage. Someone – or something – has managed to capture and slay a deva ... by the Orbs of Tarterus!”

The Arcanaloth reaches out with an extended claw as if to touch the surface of the leathery flesh suit, drawing it’s finger a few inches over the various stitches and wierd designs, only to slowly draw back at the last moment, as if afraid to get burned or harmed by contact with the stuff.

“Who or what could have achieved this feat (whispering sharply as if excited somehow) is beyond my capability to divine, but I wager the owner of that necklace you came here to me with was one and the same. Certainly whoever this was must have been among the Wheel’s greatest wizards ... curious and beautiful indeed. Beautiful ...”

Necklace of Curtains: “Yes, I have pondered this item’s nature, and I find it one of the most curious in your possession. You say you got it from Tso traders in a ‘frozen realm’, no? Hmmm. It is certainly older than that, certainly, yes. You see this plaque? Use of the plaque opens a one-way portal to a distant plane; the color of which seekms to give some hint of the destination. Currently, you see, it is ruby red – that is the plane of Baator, where Caina – a plane of frigid wastes - is located. That must be the frosty realm you spoke of. I’d hesitate before using that item ever again.

“It seems that the necklace ‘records’ the last plane from which you ventured by erasing the previous color (i.e. destination) of the plaque – let me ask, was this red plaque formerly magenta? Yes, I thought so. Magenta is the color of Pandemonium’s curtains and color pools. Curious item, this. A variant of the cubic gate, I surmise, but specially programmed so that the the user has an easy means of returning from whence he came in a hurry. Hmmm.”

Cornugon Blade: “Hmmm (murmurs the sagacious creature, taking the blade in it’s paw and adjusting it’s spectacles so as to see it more clearly), a weapon made from the sharpened tail of a cornugon ... a powerful baatezu beast that reigns supreme on the molten planes of Baator...”

The Arcanaloth runs his aged and aching paw over the bony blade for a moment and there is a subtle glimmer of magic. His closed eyes suddenly flare wide, bright and green, as if he has been startled. He turns his canine face towards you and frowns slightly.

“This blade is a powerful one, Soulcursed. From where did you snatch it? It does not belong to you, nor my construct Archon, here. No, this is an arcane blade, it has seen many battles. Been through all the planes, from Avernus to Pazunia and back again, it has. I see through it desperate conflicts on the battle plains of Acheron, and it has been the sower of fate’s murky seed on the poisoned plane of Oinos as well. Yes, this blade has been the source of much death and evil throughout time ... yet I sense it is not yet ready to give itself to a new owner - no. The sword calls with it’s heart to a long-lost owner ... I ... sense ... I see a great Power, a serpentine thing, that once called this arm it’s sole trusted companion. This Power seeks out ‘your’ blade even as we speak.

“In time the blade shall come to know it’s mistress’ hand once again, Soulcursed. Be wary of it. Cast it aside if you are wise – this bit or cornugon bone, no matter it’s power, will bring you only harm in the future.”

Becoming A Mage:
Realizing that Panakot is a sorcerer of some skill (if he can remember the magic words, that is), the Soulcursed may wish to become his apprentice in magic. If he suggests this to Panakot once they reach his shoppe in the Public Quarter, the arcanaloth seems intrigued, if a bit skeptical. He tells the PC to take some tests, retrieving some mustsy old papers and books from the clutter of his attic. When the PC is finished, Panakot studies the results and scribbled answers for a few hours. He finally returns and has this to say:

“Hmmm. After much study of your answers and methodology, I find that I cannot fully teach you the Art I have come to master, Soulcursed. Within you swims an impatient and violent force, waiting on edge to burst forth like ... like nothing I have ever before encountered. I cannot teach you the simplitudes and subtleties of magic – though you seem to grasp the control and invocation of magic quite easily. You are a destructive thing, babau, a pawn of terrible violence.

“I can teach you, yes, but only to a limited degree. From what I have seen of your skills I see some potential, some possibility that you will make a good student, but we will have to restrict our studies to the school of invocation – anything else seems wasted on you, Soulcursed. If you still wish me to tutor you in the magical science, I shall.”

At this point, the player of the babau may become multi-classed by taking on the additional class of invoker (specialist mage). Because of his strange and fiendish body, the character cannot readily grasp the subtle concepts of certain magics, though he finds himself easily learning and memorizing spells of destruction and overt violence. If the player chooses to become an invoker at this point, he and Panakot must spend each hour of the next night poring over books and practicing the recital of magic; at the end of this the PC must make an Intelligence check to succeed in the basics. From here on the PC must split experience points between psionicist/warrior/invoker.

Panakot will create a spellbook for the PC from materials in his shop, and will offer the PC babau a pick of four first level spells from his own book (this is very generous – obviously the old arcanaloth is pleased as punch to have an apprentice once more after all these years, even if he is a scatterbrained babau...). As long as Panakot remains with the PCs, he will also allow the babau student to take one spell from his spellbook each time he acquires a new spell level. If the PC wants more than this, he has to pay the regular rate (300 gp per spell level) or trade with magic items gleaned on the adventure.

HITTING THE MARKET:
After a long night Panakot finally yawns a wolfish yowl and informs you that you have brought him to the limit of his answers – but he is intrigued beyond words at your condition and current state of being. With a somewhat fatherly smile he excitedly vows to join you in your quest to find out about yourself – and will allow you to use Acheron as if he were your own personal servant if you so wish. Acheron seems rather pleased at this ... for a robot.

Panakot tells the PC that the first place they should look for answers is a man he has heard of, Ollotys, a story-teller and bard of some acclaim in the Planes who is often seen at the City Market in the Merchant District. If anyone has heard of a clay golem fashioned to be a babau, or anything of the sort which might pertain to your case, it will be that knowledgable plane traveller.

So without further ado, it’s off to see the City!

GM’s Note: The next section is presented rather in a fractured style to allow you to mix and shuffle the order of appearance of each encounter or scene. Meeting Ollotys who in turn takes them to the Bag of Bits and down the path of destiny ...) is the idea of the journey through the city, but you as DM should feel free to embellish this one part of the adventure with small encounters, elaborate sites, or even short side-adventures if you like.

Only a few encounters are described here; with a little adaptation and invention you should fill in gaps during this chapter to make the visit to the City of Lanterns more colorful and exciting.

Magic For Sale - Bazaar of The Arcane:
This is a bazaar set up by Arcane, giant blue-skinned traders of the planes who sell magic items, information, and other things of a rare and priceless nature.

This market square – of which the dottering Panakot has apparently mistaken for Ollotys the bard’s haven - is packed with all manner of visitors and locals, from grimy street urchins and wierdly-mixed-race prostitutes, to dark and scarred adventurers and extra-planar beings striding tall among the mass. The smell of roasting flesh drifts by from one square-side establishment; fresh fruit seems to spill from vendor’s stalls here and there. A merchant at one bazaar sells luminous silk cloaks and garments of expert make; another offers gems and jewelwork made by the hands of svirfnebli on the Prime. Yet another is the shoppe of a rogue modron, selling intricate clocks and timepieces for the pocket. Many more such exotic establishments of commerce line and litter the streets and alleys of the square.

As you come into the central market square of the district, you notice a large area has been set aside for the bazaar of a group of tall, broad, extra-planar beings. Never before have you seen such creatures, appearing like giant humanoids dressed in concealing robes of bejewelled fur and silk. Each has a skin of the deepest azure hue, with a tiny cap or fez atop their elongated heads. They move about the area talking in a soft, long-drawn tone, while moving their arms back and forth, revealing with each movement some new treasure for sale.

The beings are Arcane, and they are offering a number of interesting items (and spells) for sale at the moment. A list (with prices and quantities available) is shown below.

Item: Origin: Equivalent: Qty: Price:
Leather armor Prime Material Leather Armor (NSA) 5 5 gp
Studded leather armor Prime Material Studded Leather (NSA) 5 20 gp
Banded mail Prime Material Banded Mail (NSA) 1 200 gp
Bronze plate mail Prime Material Bronze Platemail (NSA) 1 400 gp
Shield Prime Material Shield (NSA) 5 7 gp
Footman’s flail Prime Material Footman’s Flail (NSA) 3 15 gp
Footman’s mace Prime Material Footman’s Mace (NSA) 4 8 gp
Flask of cloudy blue fluid Astral Plane Potion of Extra-Healing 10 800 gp
Flask of pustulent white liquid Astral Plane Potion of Healing 20 400 gp
Flask of pure black syrup Hades Potion of Invisibility 4 500 gp
Flask of amber-colored mucus Elysium Potion of Flying 1 750 gp
Flask of clear green sap Elysium Potion of Speed 2 450 gp
Dried beetle scarab Tarterus Ring of Free Action 1 5,000 gp
Ring of human bone Hades Ring of Human Influence 1 10,000 gp
Ring of clear glass Elysium Ring of Mind Shielding 1 5,000 gp
Ring set with a rainbow opal Elem. Fire Wand of Fireballs 1 16,000 gp
Rod of polished copper Elem. Air Wand of Lightning 1 30,000 gp
Copper puzzle-box Elem. Fire Azer Box 1 27,500 gp
Smooth statuette of polished jet Happy Hunting FoWP (Onyx Dog) 1 2,000 gp
Suit of wraithworm scales Tarterus Scalemail +2 1 6,750 gp
Copper falchion sword Outlands Falchion Sword +1 2 2,000 gp
Mace of Baator steel Baator Footman’s Mace +2 1 4,500 gp
Obsidian longbow Gehenna Longbow +1 1 3,500 gp
Obsidian-tipped arrows Gehenna Arrows +1 72 120 gp per 24
Agate-tipped arrows Elem. Earth Arrows +2 48 300 gp per 16
Branch shorn from Yggdrasil Gladsheim Javelin +3 3 7,500 gp

Item: Qty: Price:
Scroll of Magic Missile 4 300 gp
Scroll of Blur 1 600 gp
Scroll of Mirror Image 1 600 gp
Scroll of Stinking Cloud 4 600 gp
Scroll of Lightning Bolt 3 900 gp
Scroll of Phantom Steed 1 900 gp
Scroll of Wraithform 1 900 gp
Scroll of Ice Storm 4 1,200 gp
Scroll of Otiluke’s Resilient Sphere 2 1,200 gp
Scroll of Wall of Fire 2 1,200 gp
Scroll of Wall of Ice 4 1,200 gp
Scroll of Demi-Shadow Monsters 2 1,500 gp
Scroll of Shadow Door 1 1,500 gp
Scroll of Chain Lightning 1 1,800 gp
Scroll of Death Fog 1 1,800 gp
Scroll of True Seeing 1 1,800 gp
Scroll of Forcecage 1 2,100 gp
Scroll of Energy Drain 2 2,700 gp

The Arcane are also willing to buy/trade for useful magical items and spells from the PCs at the market, and should be considered to have 50,000 gp to offer towards purchasing used items. They will not buy any item that has less than 10 charges. They will also transfer gems into hard currency, or vice versa.

ALIGNMENT OPTION – Knowing that his character has innate thieving abilities, the babau’s player may wish to attempt to steal off the Arcane or any of the traders in the Merchant Quarter. If he does, let him; unless he fails there will be no trouble with the local authorities. Note, however, that each time the character(s) steals an item, mark one pip for CHAOS on the Progressive Alignment Chart. Knowingly stealing is certainly an unlawful activity.

The Storytelling Incubus:
Finally you seem to have come to the central and most populated marketplace in the City of Lanterns, a place where hundreds of figures both large and small meet and pass conducting daily businesses in and out of sight.

Panakot looks around the shaded courtyard marketplace, until at last his eyes fall upon a figure standing at one end of a nearby pillared hall, half in the shadows, but seemingly illuminated by his own glorious glow. A man, standing as tall as a proud human king, his marble-white flesh like a thin skin over powerful muscles and the most handsome frame; his face striking and god-like, seductive in it’s smile and commanding with it’s large milky-blue eyes of brilliant color. An angel, you think, perhaps of the kind you saw fallen in that forgotten vault deep beneath Pandemonium.

“Ahh,” says a delighted Panakot, “that must be Ollotys, the bard I told you of. Perhaps he can tell us a little something of the Blood Wars, no?”

Panakot goes over and whispers something to the deva-like bard, who is surprised to see an arcanaloth in such a gathering of street harlots and charlatans – and whose eyes wander over to you (the babau PC) for a moment and suddenly seem unable to dislodge themselves. The bard nods slightly to the arcanaloth. He drinks from a goblet offered by a laughing wench at his side before turning away and into the shadows.

Panakot looks over his shoulder and motions for you to follow.

You next find yourself standing in the shadows where the deva and the arcanaloth stand, cloaked in the embrace of a protective darkness somewhere in the roofed marketplace. The sound of monstrous conversation and the din of some merchant’s mocking laughter is somewhat muted here.

The bard, Ollotys, again stares at the babau, but says nothing until at last Panakot speaks.

“This, my Soulcursed friend, is Ollotys, a bard of the Planes. He has seen many things here and elsewhere, and I believe he specializes in tales of the Blood War. Is this not so?”

“Indeed,” says the angelic bard, nodding to you in salutation. “I have some time to spare ... of what do you wish to know, my friends?”

“What we would know, Ollotys,” says Panakot, pushing into his hand a small sack of coin, “is of the creation of articles of war ... do you know, from your studies and experiences of the War, of any strange and powerful creations – constructs or devices – made by either party for whatever reason ... and of it’s final disposition?”

The bard rubs his strong chin for a moment as if thinking. His eyes continue to stare at the babau, ignoring even the offering of coin. At long last his eyes fall to the sack, but he merely raises his hand in objection.

For a moment you think perhaps he is refusing to say, but suddenly the bard speaks.

“As the tales go ...” the man says with a beautiful smile, “... the fiend, Tartach, Legate of Baalzebul, to stem the flowing tide of Chaos and Evil into the gateway of Baator, Avernus (where it is said he found himself after failing his master once too often), had constructed a series of special war machines and devious devices for turning the tables on the tanar’ri invaders. This was during one of many years of desperation in the Blood War, our eternal struggle that inflames not only the Lower Planes, but whose searing tongues affect planes far and wide.

“One of these creations, it is said, was a construct of clay so perfect in shape and form as to resemble exactly the babau, the ebony death, a feared race of tanar’ri assassins whose mere appearance struck terror into the hearts of tanar’ri and baatezu alike...”

Again, the gaze of the bard does not break from the Soulcursed.

“The reasoning for this shape was simple – if the baatezu could show they had a tanar’ri among them (and a babau no less), it might shake the faith of the tanar’ri in their leadership and cause them to flee.

“Through means unknown to all but the greatest scholars, the construct was created and immediately sent into battle with his living baatezu brothers. Without fear and without mind the construct waged terrible war, bringing down countless men with a spear fashioned by the very hands of Tartach himself – a great pike formed of the tears of the multitudes slain by the babau’s clay limbs.

“Unmatched in battle, and possessing strange powers that even the baatezu duke, Tartach, was surprised to see emerge from his hands, the construct managed to push back the tanar’ri and to the very magic gate through which their armies had first poured.

“Turning into a rout, the tanar’ri began to flee Avernus’ steppes back to their dreaded Abyss, place of woe. In their haste they abandoned a great artifact that had been the core of their might ... the legendary Soul Gem...”

“The Soul Gem ...” whispers an entranced Panakot, though he doesn’t explain.

“Yes, the Soul Gem, a jewel of such potent ability as to drain the souls of all those who beheld it or were struck by the prismatic light reflected off it’s perfectly-cut shape. It is said that the tanar’ri, having heard of the baatezu attempt to create the ultimate weapon (or vice versa), somehow managed to find this artifact and steal it from the Prime to be used as their wild card.

“Now abandoned, the Gem called out for a new owner. Alone in a valley of fallen tanar’ri and baatezu, the construct advanced curiously to the Gem. It called to him. A fellow creation of death, a soulless thing ...

“... and the babau touched it.

“It is said that at that time the entire plane of Avernus shook with a terrible thunder, and that storms of fire raced across the blood-red skies. The Soul Gem shattered, into a million pieces, one for each soul it had drained over the millenia, as the babau’s soulless clay form came into contact with it. No one knows why – perhaps it was his state of artificial nature, or perhaps his own lack of a soul – but for whatever reason the Gem was broken asunder and the spirits within released.

“In a flash it is said the great clay construct was likewise destroyed, just like the Gem. Both great creations for the Blood War ended up being the bane of each other. So the story goes ...”

For a moment, the bard’s eyes stare solemnly at the babau without so much as a word. Then he speaks again, this time in a much-lowered voice.

“I have sought long and hard to find this babau construct, for within him must certainly be the greatest tales of war and loss. I would travel with you, Panakot, and your curious friend here ... for some reason I have the strangest feeling I will find what I am looking for in your company ...”

Panakot coughs nervously. “We would do well with someone as planewise as Ollotys the Bard. We thank you, friend.”

Ollotys nods, and fans himself casually with his golden-haired fly whisk.

“You spoke of a fiend, Tartach,” the babau says, “where would we find this being?”

Ollotys strokes his chin in thought again.

“Tartach was expelled from Baator for reasons I am unsure ... I would wager he fled to a place of similar climate but where fiends can hide from searching enemies ... I suggest we make haste to Tarterus if we are to seek out your ... err ... the construct’s creator, the duke of Baator, Tartach. It’s first layer is often the haven of exiles of the Lower Planes. We may find Tartach there.”

SPECIAL XP REWARD – Learning of the babau PC’s origins as a construct of war, and his true former masters, is a potent revelation in Soulcurse. The character immediately earns a 10,000 experience point bonus as a result of learning of his origins.

But How Do We Get There? “Hmmm, yes,” says the arcanaloth, rubbing his furry chin, “but how do we get there. I lack a spell that can trasnport us there – I had other means of reaching Agathion but Tarterus? Hmmm. That will take some doing.”

“You know,” Ollotys says, “I have heard stories in the City of Lanterns that somewhere in the city stands a great tavern built over a deep chamber where once stood gates to other planes. I seem to forget the name ... was it Bag of Bile? The Bag of Bits? Yes, that’s it – the Bag of Bits. I forget where this tavern is, but it’s quite renowed for it’s rough and varied clientele. Shall we go and find it?”

“Ollotys, you’re a genius! Yes, I seem to remember old tales ... it is run by a strange fellow, I think his name is ... Gutterrat? Guttercutter? Guttersnipe? I forget ... I think it was Guttersnipe, yes. Strange fellow indeed, if the rumors are true. A den of thieves, they say the place is, built over a honeycomb of secret sewer tunnels and passages none but assassins and fences have explored in all the City’s history. But yes, if I remember the wild tales correctly, there are gates somwhere below that place!

“Ah, but where is that tavern? We shall just have to hit the streets and find it!”

Ollotys. Ollotys is in fact a 1st/1st level incubus fighter/bard - S 18/80, I 15, W 16, D 18, C 18, Ch 18; 18 hit points, AC 0, N, SA life level drain, SD +2 or better to hit, MR 30%, CW 50%, DN 20%, PP 30%, RL 5%, spells, XP 0. He is only hit by weapons of +2 enchantment or better, and is immune to all fire-based attacks (magic or otherwise). He can embrace a mortal to drain one level of life (Wisdom check at –4 to even notice this drain due to the ecstasy that follows), and has the following other abilities at his disposal – telepathy, become ethereal, charm person, clairaudience, ESP, plane shift, shapechange (to humanoid form only), and suggestion. He lacks the ability to gate. Dressed in simple leather armor (unenchanted), he appears unarmed except for a simple golden whisk he carries at all times like some pampered noble – a Henali’s whisk. Only when things begin to get really difficult (with more powerful opponents along the adventure) will he draw a concealed shortsword (non-magical) or his drow-fashioned hand crossbow (also non-magical).

Ollotys’ appearance is misleading, for his brilliant milky white skin and perfect human male features make him appear more like a godly deva than a lesser tanar’ri. It is this beauty, of couse, that is the incubus’ most natural of weapons.

A Little Bit Of Trouble - Tso Slavers:
At some point during their exploration of the City of Lanterns, the PCs suddenly come unexpectedly across some old “friends” of theirs...

As you come around the next corner, you almost leap out of your skin before suddenly flinging yourself right back around and under cover.

Up ahead, the street opens into an open-air market, but where you see a mass of Tso – those eel/spider crossbreeds and slavers you encountered on Caina. A few of the beasts seem strangely familiar, and among them you see bugbears and ogres armed to the teeth. A mass of slaves stands motionless on a great podium in the center of the square, while crowds of all manner of creatures fill the square shouting and crying out prices and offers.

As you wait, looking for a means of escape from your former owners (you are runaways, after all), you turn to suddenly see a bronze-skinned and voluptuous woman approach from the shadows. She wears form-fitting clothes of prismatic colors over her ample charms, with glitter flashing across her supple facial features and highlighting her brilliant grey eyes. A wicked smile creeps across your face, as she suddenly realizes your plight.

“I am Yuroth,” she says in a seductive voice, “let me be your guide through the City of Lanterns ...”

Yuroth the guide is in fact an illithid (AC 5, MV 12, HD 8+4, hp 52, THAC0 11, #ATT 4, Dmg 2, SA psionic powers, SD infravision, MR 90%, AL LE, XP 7,000), and also a 5th level magic-user. Besides flowing robes of amber silk, an ultraloth cloak, and two flasks containing a pearly-white fluid concealed in it’s robes (two doses of Keoghtum’s ointment), the illithid also possesses a spellbook and 600 gp. The spells contained within are as follows:

Spell List:
1st Level: Charm Person, Identify, Magic Missile, Murdock’s Feathery Flyer, Sleep, Spider Climb
2nd Level: Mirror Image, Pyrotechnics, Web
3rd Level: Blink

Yuroth actually serves the Tso, and remembers the PC from a previous visit to the slave markets of Caina where it was advisor to the Tso there during the PC’s successful escape attempt. The illithid considers the PC still a possession of their group, and having spotted them near the slave market has decided to follow the party around in changed form (see the ultraloth cloak), assuming something pleasant and non-threatening. As soon as it can get the babau PC alone (or at least get within a safe distance), Yuroth will reveal it’s hideous and monstrous form and attempt to eat his brain. It will only do this after it is able to cast blink and mirror image to protect itself.

Unfortunately for Yuroth, though, attempting to do so to the Soulcursed is an invitation to insanity. If Yuroth manages to latch onto the babau and successfully drains his brain, something frighteningly odd occurs:

As the mirror-eyed illithid clasps with it’s serrated tentacles onto the babau’s skull, it’s eyes seem to dilate as if in paralyzing pleasure and ecstasy. The babau is pinned, stunned – incapable of escape. In a second his mind will be drawn by this voracious predatory killer.

Then, suddenly, the illithid breaks the contact, letting black ichor drool from it’s beak and tentacles; the babau falls in a slump to the ground. Gnarled purple fingers grasp at the air at invisible attackers – the illithid flails wildly about, eyes wracked with some intangible terror.

You stand back, in awe, wondering what has happened.

The illithid screams in horror – something has driven it utterly insane! Recoiling from the scene, it draws back into the shadows, squealing and writhing in mental anguish, attempting to flee into the crowded streets.

Contact with the brain of the Soulcursed has caused an overload of sensations, memories, and uncontrolled thoughts by the thousands in the unwitting mindflayer. Unable to cope with the sudden flood of neural activity coming from the Soulcursed babau, it has been driven permanently insane. The babau, though stunned for 1d4 rounds, is otherwise unharmed by the attempt.

If not killed outright, Yuroth will attempt to flee, but will inevitably find it’s way back to the group some 1d10 turns later and attempt the assassination again. Note, however, that this time the illithid is insane (as a symbol of insanity), and will not use any but the most overt and blatant attempts to get the babau killed.

SPECIAL XP REWARD – Slaying Yuroth eliminates the last person aware of the PC’s former status as slaves. Doing so frees them from being recognized on the streets of the City (and in the planes), thus earning them an experience point bonus of 5,000 XPs each.

THE BAG OF BITS:
Wandering the streets, you suddenly stop in your place as you are overcome by a strange feeling. Something inside you seems to prick the back of your neck – but the sensation is truly odd, for you do not feel the struggling or restless spirits within you. No, the feeling is something else entirely.

You find your head turning to the side to behold a towering inn and tavern standing here at one of the city’s many public squares; all manner of beings laugh and shout across the rocky street, while peddlers in grubby attire sell fruits and weird trinkets from places near and far. Above the din, however, your eyes come to fall on the inn - it’s sheer size suggests perhaps a hundred or so patrons and guests stay at any given time; a huge stable next door appears to do much business catering to the horses of merchants and adventuring types staying at the giant hostelry. You hear loud and boisterous laughter echoing from within, and the discordant sound of multiple musicians sounding from the tavern room beyond.

For some reason you find yourself wandering over to the great wayhouse and finding your way in, forgetting your companions who suddenly turn and chase after you.

“Yes, this is it!” calls Panakot. “How did you know, Soulcursed?” You seem lost to the arcanaloth, following your own strange senses.

At once you feel totally out of place among the human, humanoid, and other-planar patrons of the bar, but soon find that they make little or no note of your bony and skeletal frame as you enter – the darkness, and the smoky air of the place does much to hide not only your own terrifying figure, but others as well. One moment you pass a table of armed and armored adventurers from the Prime laughing loudly and enjoying a private cask of mead; the next you pass a quiet group of fiendish things sitting together in a crowded and darknened corner, a frog-like tanar’ri and some hideous illithid or wierd tentacled thing. They calmly look your sooty-black body over before turning back to their muted conversation.

The tavern room is huge, beyond description and identifiable proportions – perhaps deliberately so, for all manner of shady and monstrous creatures make their way in and out of the shadows, conducting private and underworld business wherever you look. Humans and beasts alike – you wonder how on earth such a place ever came to be.

The only strong illumination in the place comes from the torches burning by the main bar, on the far side of the room. Here all manner of figures – tall ogres and diminutive gnomes – come up to get tankards of overflowing ale before vanishing into the crowd. Huge casks and barrels of spirits crowd the area behind; in front of this, standing just behind the bar, is a figure that somehow, in some way, seems to be the source of your fascination with this bizarre and chaotic place.

Standing behind the bar is a tall figure, more than seven feet in height, filling tankards and sliding jugs of beer down the slick bar towards distant patrons of all races. Yet the bartender is no human, nor even an ogre – but a living piece of haunting and eerie artwork, fashioned by unknown (but certainly magical) hands. His exquisite flesh is not flesh, but rather a construction of pinkish clay in the shape of bare human musculature - at the same time revolting and yet fascinatingly beautiful, almost real enough to suggest he were a living man whose flesh had been meticulously torn from him bit by bit. A golem, you think, an artificial man, and owner of this crazed place of wonders and concealing shadows....

About The Bag of Bits:
The “Bag of Bits” is one of the larger taverns in the City of Lanterns, a towering structure in the seedy Merchant Quarter just a few leagues from the Docks. This large tavern is a chaotic place, where all manner of groups (civic figures, travellers, merchants, and adventurers) meet or gather for whatever reasons, both public and private. The tavern room is huge, filled with large and varied groups in and out of the shadows or warming themselves by the numerous gigantic hearths on either end of the place. Two or three floors rise above this, filled with private rooms for patrons who wish to stay the night.

The bottom level also has a side shop, from which the tavern actually gets it’s name – the “Bag of Bits” (referring to the magical oddities sold there) – reached through dark rear passages and beaded curtains. This is a small magic shop where a few magical items are openly for sale, and where Guttersnipe (the proprietor) is usually to be found during the day – if not behind the main bar. It is rumored that the inn is also a front for Gutersnipe’s alleged band of thieves, and that beneath the inn lies a secret complex where the thieves meet from all over the city.

Magic Items For Sale:
Guttersnipe possesses some substantial money, with more invested in his combined inn, magic shop, and secret thieves’ guild. His magic store offers the following items:

Item: Origin: Equivalent: Qty: Price:
Flask of cloudy blue fluid Outlands Potion of Extra Healing 4 800 gp
Flask of pustulent white liquid Outlands Potion of Healing 9 400 gp
Plain silver ring Prime Material Ring of Protection +1 3 10,000 gp
Ornate ivory box Baator Iron Flask (Lemure) 1 5,000 gp
Bejewelled brass bottle Tarterus Iron Flask (Faratsu) 1 5,000 gp
Green-steel dagger Baator Dagger +1 2 500 gp
Thorny petrified branch Niflheim Morning Star +2 1 7,000 gp
Wicked copper battleaxe Abyss Battleaxe +3 1 9,000 gp

Obviously the selection here is not the greatest in the City (or even in the district, for that matter), but a few of the items are of queer interest. Guttersnipe will never reveal where or how he came into possession of his stock, period. All prices are non-negotiable as well – and NO returns! He does not sell spells (he won’t even reveal he knows magic at all). He will purchase items off the PC if they are reasonably valuable (nearly anything encountered already in this adventure); he has some 22,000 gp on which to spend.

A Note On The Rumors: The guild complex is in fact there, though how to reach it safely is a mystery. In fact, the inn’s wine cellars hide a passage leading to the complex, which is filled with scores of rooms and natural caverns where the thieves congregate for their shadowy purposes. Here are located a few rooms for members of the guild should they need to rest or lay low for a while, a great vaulted guild hall (where the guild meets, of course), a subterranean training hall, and vast storage caves. Unknown to even many of the thieves are countless secret passages and warrens leading in and out of the darkness, allowing escape from nearly every chamber to some sanctuary deeper in the complex (should the place be raided by unexpected parties of guards, adventurers, or even nastier powers). There is even a huge underground dock that opens on the broad sewers, and in fact a thriving undergound smuggling and fencing trade is conducted here like a secret marketplace – where as much as two or dozen thieves and black merchants gather at secret times to trade over stolen goods, priceless burglarized relics, or even kidnapped prisoners (characters who have ties to the seedier thieves’ guilds may hear word of this market’s existence and visit it at some point during an adventure, either in hopes of finding a stolen item or person, or seeking information from the various factions that gather on this neutral ground to trade). It also serves as a convenient and almost undetectable means for escape from the city, for this main artery connects with countless other flooded underground sewer waterways which are navigated by the expert thieves of the City, some of which empty out onto the river north of the city.

There are numerous cave-like warehouses for the storage of stolen goods in the dock area, as well as secret caverns where more sensitive and valuable cargoes are kept (their location is known only to the thieves that operate Guttersnipe’s guild). Guttersnipe is also known to offer a special service to those “in the know”, as his subterranean guild has a secret “cell block” where outcasts, the wanted, and those on the run can rent a room and remain effectively out of existence for any period of time. “Guests” of the guild are free to come and go by the sewer river (so long as their movements do not threaten to expose the guild’s location to public scrutiny); the fee is ten gold pieces a day for use of the hideout in this manner. Those that choose to remain undergound for any long period of time (and not wishing to leave the complex) may have food and other luxuries brought to them in their “cell” if they pay for the service.

Using The Gates Below The Tavern:
Panakot approaches the tall and imposing clay figure. For a moment the clay man does not notice his appearance among the crowds at the bar, but after a few moments the ogres and adventurers at the bar break ranks having satisfied themselves with overflowing jugs of beer.

At long last the clay giant turns to look at the arcanaloth.

“You are Guttersnipe, proprietor of the Bag of Bits?” Panakot says.

Guttersnipe, the clay golem, merely stares.

“Ahem. Yes. Well, my friends and I ...”

Suddenly Panakot is cut short by the appearance of a striking young tiefling woman who emerges from the crowd to stand with arms crossed over her bulging chest by the golem’s side.

“And who are you?” she sneers rudely.

“My name is Panakot, and these are my friends ...”

She casts an almost angry look in your direction.

“Well isn’t that just peachy?” she mocks.

“My lady,” Paakot politely rebuffs, “our business is with Guttersnipe –“

“Any business of his is business of mine too!” she snaps.

For a moment you seem to recognize a slight grin on the golem’s face. Is he just playing dumb?

“Calm down, Dharma,” he finally says in a deep and bass voice, putting his huge heavy clay hand gently on her pale-skinned shoulder. “How can I help you, arcanaloth?”

Panakot looks rather surprised by the sudden speech of the golem, but quickly cuts to the business at hand should the tiefling become impatient once more.

“Yes ... as I was saying, my friends and I have heard that below this establishment stand gates to other planes – and we have need to use them, and with haste. If it is a matter of compensation, I am more than willing –“

Guttersnipe looks deeply into the eyes of the wolfish Panakot, losing his inhuman smile. His eyes shift to the side, instinctively looking to see if anyone is listening.

“There are no portals beneath my tavern, or any tavern I’ve ever heard of, arcanaloth.”

Panakot winks to you before turning back to Guttersnipe and pulling from his long tassled robes a sack of clinking platinum pieces.

“Ah ... but someone told me the Bag of Bits was the place to look .. for such a portal. Could I really be that mistaken?”

The brazen tiefling girl at his side sprouts a scornful look on her face, and almost seems ready to cut the arcanaloth with some hidden dagger for his insistence on the subect, but is suddenly stopped by the towering golem’s slow speech.

Guttersnipe runs his large clumsy fingers through the coins, but something in his glazed glass eyes seem to suggest ... that they mean nothing to him. Yet slowly he raises his head up and nods.

“Come with me.”

You follow in fascination as the golem takes you into the darkened back rooms, and down a narrow stair into a musty and black cellar reeking of the dizzyin odor of wines and rare ales. The twists and turns and wierd passages are misleading, confusing, but soon you find yourselves walking along narrow and angled corridors, along secret passages certainly located far below the tavern and it’s unaware patrons.

At last the wordless Guttersnipe leads you into a chamber lit only by the wierd and yet awesome glow of three distinct and separate gates – one a deep and gleaming jet so deep as to defy perception, the next a sparkling and mirror-like opal almost blinding to behold, and the middle one a rich and ugly olive that seems to shift and squirm like the surface of a flowing bog. Each stands nearly twelve feet tall, like flat doors of pure radiant color, set against the cold and lichen-covered stone walls of this long-forgotten or hidden cellar room.

The colors dance in the clay man’s eyes, yet as he addresses Panakot you feel strangely as though his eyes were settling on you (the babau).

“Three gates ... here long before my time as owner of the Bag. The first leads straight to the chaos-plane of Limbo; the second to a vast storage cavern on Amoria, Elysium; and the middle one ... to Othrys, first layer of Tarterus. Through these gates we receive regular shipments of ale, supplies, and black market goods widely sought throughout the City - despite their blockade of the city, the Gith are powerless to stop such underground commerce.”

This the golem says with a strange and unusual chime to his voice that could only be described as “amusment”.

“The one you seek – would be the Third.”

“How did you know?” asks an astonished Panakot.

You are sure the clay man stares upon the babau, but any thoughts brooding or conspiring within him are perfectly concealed.

“I had a feeling. Walk carefully – Othrys is a dangerous place.”

With the clay man retreats into the shadows, vanishing instantly as if he possessed the skills of a master thief – beyond even the abilities possessed by the babau.

Although somewhat shaken by Guttersnipe’s eerie words and revelations, Panakot gathers his will and – with you and Ollotys behind him – walks through the central gate.

Guttersnipe. The owner of the establishment is the rather remarkable (if not revolting) “Guttersnipe”, a 16th/8th/9th level clay golem thief/mage/fighter - S 18/30(19), I 10(9), W 10(9), D 24, C 20, Ch 12(11); 121(131) hit points, AC -2, NG, OL 127%, HS 127%, MS 127%, F/RT 113%, PP 127%, BSTB x5, spells. Much to the amazement and wonder of new patrons, Guttersnipe is a living piece of hauntingly eerie artwork, fashioned by unknown (but certainly magical) hands; his exquisite construction of a pinkish and blood red clay (clay from Avalas, in Acheron, drawn from the shores of the River Styx) in the shape of bare human musculature is at the same time revolting and beautiful. A lost human soul trapped in the body of a clay automaton, Guttersnipe has learned to survive in the City of Lanterns through thievery and stealth. He is a surprise to sages and scholarly types who on first sight might expect him to lack intelligence and agility, for he is both nimble as well as cunning, fully capable of human thought (and vice).

Unknown to most, Guttersnipe is not a creation of the local mage’s guild (though some members of such associations have shown interest in his construction), and his existence originates from another plane – Avalas, first layer of Acheron. Guttersnipe is, in fact, the “brother” of the babau “Soulcursed” – only he, however, has any knowledge of this fact and will keep it as secret as possible before being forced by cruel fate to tell the truth of their related origins. Created long ago by a conspiring Rilmani in secret (to counter-balance the creation of the babau ostensibly for a certain Baatezu Duke’s plans in Baator), Guttersnipe and a third brother (who has since died; see beginning for more details) were meant to one day arise and slay the babau and then each other to maintain balance. Guttersnipe, learning of this plan through the teachings of the Rilmani (who at one time favored him over the other two creations, for he was the embodiment of neutral principles), fled the Rilmani’s domain on the Electromagnetic Plane. Through his wanderings (chased by agents of neutrality as he went), he eventually ended up here, in the City of Lanterns.

Guttersnipe does not suffer from the Soulcurse of the babau, but he knows there was something unnatural about their creation and feels (like the babau) that he fits in nowhere in the Multiverse. He is cautious about becoming close to his “brother” – he is not at first aware of his brother’s fall from Evil and his loss of memory, and just assumes he is another agent of Darkness.

Through his dealings across the Planes, Guttersnipe has acquired a number of useful items, including an obsidian circlet (this absorbs light around the wearer, granting a +10% bonus to hide in shadows), a ring of protection +2, a ring of the border ethereal (makes him appear quasi-ethereal, lowering AC by 1), a ring of resistence (33% magic resistance, immunity to poison, and +2 to saves vs. magic), a negativity disk (allows the user to command creatures of shadow, as well as providing a +2 AC bonus vs. such creatures), and a spider bracer (this is a spider-shaped mithril amulet that imparts +10 permanent hit points while worn and absorbs ¼ of all damage incurred on the wearer, but lowering Int and Wis by –1 while so employed). His main weapon, however, is a burnished bronze pata of vampiric regeneration +2 (base damage is 3-12; also lowers his AC by 2 and increases his hide in shadows by +35%, as well as transferring hp lost from an opponent to him), though he also keeps a club of confusion (fights as an unenchanted weapon but each hit causes confusion if a save is failed) as well. His clay arms have been masterfully cut into by some artist’s chisel, forming deep magical grooves and “designs” in his unfeeling skin; these act as a tattoo of the weeping stones (+1 to AC; 10% resistance to magical and non-magical cold; -1 Cha), a tattoo of might (+1 Str), a tattoo of multiples (casts mirror image once per day, creating 1-4 images), and a tattoo of warding (+1 AC). He also wears a plain iron arm band (actually an aid charm; this can cast aid three times before losing it’s powers), and 34 blood charms (these are crystallized droplets of blood that, when ingested, heal 18 hit points at a time) dangling from some shrivelled string of sinew like a bizarre necklace. Finally, one of his artificial eyes is in fact a monochromatic glass eye (this aids in detecting subtle variations in shapes and angles; grants +1 AC vs. missile weapons but –1 AV vs. crushing; as well as a +10% bonus to find/remove traps), the other a glimmering white crystal sphere (actually the husk of a dead radiance quasi-elemental, which grants him the ability to cast chromatic orb at his mage-level of use three times per day). His wild-card, spell-use, is limited to these spells:

Spell List:
1st Level: Armor, Chromatic Orb, Identify, Magic Missile (x3), Shocking Grasp
2nd Level: Blindness (x2), Blur, Flaming Sphere, Knock
3rd Level: Flame Arrow, Invisibility 10’ Radius, Lightning Bolt, Minute Meteors, Vampiric Touch
4th Level: Ice Storm, Otiluke’s Resilient Sphere, Remove Curse
5th Level: Cone of Cold

Guttersnipe is guarded about his nature and his past, and speaks to no one (no one) about it. He firmly believes knowledge is a weapon, and thus guards it fiercely against intrusion by ostensibly “curious” minds – the very minds that would likely extinguish him if they realized the gritty reality behind his profession (and, of course, the odd agent of neutrality who might be tracking him down to exterminate him for going “rogue”). Despite this he is good at heart, seeking to help those in serious need when and if possible, with or without reward. This soft side of him is known to only a handful of folk (such as his girl, Dharma).

Dharma. Dharma is Guttersnipe’s personal lemans, a 9th/11th level tiefling fighter/thief - S 14(15), I 12, W 10, D 18, C 16, Ch 13; 73 hit points, AC 0, CN, darkness 15’ radius (once per day), half damage from cold, +2 to saves vs. fire, electricity, and poison, OL 78%, HS 99%, MS 99%, F/RT 60%, PP 99%, RL 0%, BSTB x4. Clad in form-fitting and glistening black abishai hide, low-cut in the front to reveal distracting cleavage, with a slithering fleshy tail sprouting from behind her nearly bare buttocks, the striking and enchanting young tiefling girl is actually a masterful thief and assassin. Her slender arms are decorated by brass bracers and rings, her reddish hair offset by disdainful grey eyes set in her cold pale face. A wicked tattoo of a lolling green tongue runs the length of her luminous smooth back almost to the base of her rump. Dharma wears leather armor and a pair of rings – a ring of resistance (33% magic resistance, immunity to poison, and +2 to saves vs. magic) and a ring of protection +2 - wielding a basilard +2 defender and a small hand crossbow which she uses to fire either 20 bolts +1, 10 bolts of stunning (+1 bolts which require a save vs. spell or be stunned for 1-4 rounds), or 10 bolts of impact (+2 to-hit, inflicting 4-16 points of damage per strike), which she keeps in a small abishai-skin quiver slung from her back. She also wears a rough iron bracelet formed in the shape of a thorny band that when worn grants +1 Strength and an immunity to fear. In addition to these items her queer and spiked earrings are also magical; the first, looking like the genitals of some infernal creature, grants +1 to her saving throws and a flat 5% magic resistance. The second, looking like a string of fangs on a large iron hoop, actually is a charm increasing her chance of opening locks by +5%.

THE MIRES OF OTHRYS – Introduction to Tarterus:
Everywhere the eye looks, a heavy oppressive mist hangs over the landscape, a landscape of blood-red mosses, black mud, and seeping marshes as far as the eye can see. Every now and then a strange reddish glow can be seen illuminating the heavy ground fog, denoting patches of steaming quicksand and lava as it emerges through the thin swapy crust of the plane.

“This is Othrys ...” speaks Ollotys the bard, his voice echoing across the limitless mire, “... vestibule and first layer of Tarterus. It is home to all manner of exiles and lost Powers of the Planes ... we must watch ourselves here at every turn.”

As if to punctuate this, from the glowing fog emerge various shadowy things, at first barely visible in the mist but then taking a more solid form; stumbling, shambling things, coming from each direction so as to split your force.

“Gehreleth!” shouts Panakot, readying himself for a spell.

The welcoming party consists of three faratsu gehreleth (AC -1, MV 15/30, HD 11, hp 88, 77, and 77, THAC0 9, #ATT 3, Dmg 1d6+1/1d6+1/3d4, SA battle frenzy, adhesive, SD +1 or better weapon to hit, MR 50%, AL CE, XP 28,000 each).

During the battle Panakot will hang back with Ollotys; Panakot attempting to conjure up some spells (remember to consult the table for Panakot’s spell-casting attempts) and Ollotys playing a tune to raise the spirits of the PCs. If engaged in melee, Ollotys will use his Henali’s whisk to attempt to charm one of the faratsu, using it as a screen to help fight the other gehreleth until the battle is over.

If the battle takes more that five rounds, the player characters are in for a little bit of a nasty surprise – as they combat the gehreleth in the marshy bog, suddenly from the much and mire rise zombies in all manner of horrid decay, wearing rusted armor and tarnished gear – the animated remains of past adventurers and foolish travellers who sought answers from this Plane of Exiles (but have not yet accumulated enough evil magic to come back as gehreleth). There will be twelve zombies (AC 8, MV 6, HD 2, hp 16 each, THAC0 19, #ATT 1, Dmg 1d8, SA nil, SD nil, MR nil, AL NE, XP 65 each) altogether, and these will continue to harry the PCs during the battle with the gehreleth and pursue them even into the mists beyond until all are slain. Although the zombies are unarmed except for rust broken weapons, one of the zombies wears a gold ring in it’s ear that is actually a ring of protection +4 (saves only).

OFF TO BLACKGATE:
Up ahead the poisoned fog hanging heavy over the swampy plane seems to thin but for a brief moment, revealing ahead of you a great citadel of mossy and cracked stone, standing defiant against the slow decay of this world’s gloomy magic. A massive circular wall encompasses the entire complex (almost ten miles in diameter), and along this outer wall are numerous spindly towers set at regular intervals to watch the wet approaches to the fortress. Lichen and fungi hang heavy over every stone and cracked block.

In the distance, at the center of this massive ring, can be seen a single mile-high tower of blotchy granite, cracked and weathered by the thick clouds choking it’s upper heights. Arrowslits and diminutive balconies can be seen even from this great distance, but the true top of the tower is lost in the thick mist above.

To further confound entrance to this great and forbidding citadel, a massive chasm, completely circular but apparently natural (it is too rugged and deep to be made by artificial means) surrounds the entire ten-mile diameter of this strange fortress.

As you approach, nearly knee-deep in the thick bubbling slime of the plane’s marsh, you hear the tell-tale moans and cackles of gehreleth – those beings that greeted you upon first appearing on Tarterus. The sound is loud, yet at the same time distant. You hear more than one such noise, echoing through the heavy fog, in one direction and then in another.

Again a tepid breeze cuts a swath in the mist, and for a moment you see the fortress again. Yet this time you are able to tear your eyes away from the mighty citadel and see the swampy plains stretching from the chasm to your very position, a few miles away. Dotted around the plain, between where you stand and the castle, are numerous figures moving pointlessly and mindlessly through the swamp – gehreleth by the dozens. Each is but an individual, though every now and then you see a small group gather to fight brutally and viciously over the picked-clean remains of some past adventurer or hapless travellers who came here with similar intentions.

You realize you must make it to the citadel as quick as possible, for certainly that place stands as the only refuge on this savage and nightmarish plane.

Ollotys hastens to point out this last fact, and Panakot agrees with a determined nod. Panakot notes by the construction of the citadel that it very well may be the hideout of the exile Tartach, for it defies penetration by mindless things such as gehreleth; but Ollotys also points out rather grimly that certainly the very same fortress must be ready to defend against the party as well.

The eerie hoots and cries of the gehreleth seem to become louder, closer. There is no time to argue – some way of reaching the citadel must be found!

Encounters Along The Way:
Unless the PCs possess some means of flying across the dreadful marshes of Othrys to the citadel of Blackgate, they will undoubtedly encounter a number of dangers along the way. This section presents a number of these dangers in encounter format; the DM may throw these in the path of the PCs at his discretion, judging on how easily they dealt with other dangers up to this point, etc.

Marauding Faratsu:
You attempt to make your way across the marshes as gingerly as possible, hoping the oppressive mist will serve to mask your approach to the chasm surrounding the spiny citadel and help avoid otherwise undesirable encounters with the local inhabitants of the plane.

Ollotys mutters a gentle-voiced curse just as you hold your breath crossing a patch of slime, as a few loud grunts echo through the pale glowing mist. In seconds, as you ready yourselves, the shapes of several tarry beings – the same kind that greeted you upon arriving in this dreadful place. They seem motivated by hunger and madness as they shamble across the marshes towards you.

This is another encounter with the endless hordes of gehreleth marauding across Othrys – a group of faratsu (AC -1, MV 15/30, HD 11, hp 55 each, THAC0 9, #ATT 3, Dmg 1d6+1/1d6+1/3d4, SA battle frenzy, adhesive, SD +1 or better weapon to hit, MR 50%, AL CE, XP 28,000 each). There will, at the beginning of battle, be exactly one gehreleth for every member of the party (including NPCs) forming a rough circle around the group preventing escape.

If the battle lasts for more than six rounds, the faratsu enter a battle frenzy (see PLANESCAPE MONSTROUS COMPENDIUM for details), their fierce shrieks echoing across the mud plains to attract even more of their number. 1d4 rounds later (after entering frenzy), 1d4 additional faratsu will appear on the scene to do battle and share in the kill. These additional faratsu, however, are likely to be weaker specimens (33 hp each), seeking to scavenge from the party once they have been weakened by more powerful faratsu.

Faratsu Trap:
As you walk cautiously through the darkness and din of ever-present fog, you hear chittering in the distance, and the slushy sound of a tepid river or waterway nearby. The ground here is increasingly mucky and unstable beneath your feet, and you dread the thought of being attacked where you stand.

As if to answer your fears, two thin and tarry gehreleth come charging from the fog behind you, waving sharp clubs of bone and throwing rocks in your direction. Luckily there are only two of the fiends – you could conceivably run in the opposite direction and outdistance their awkward gait.

And that is exactly what the faratsu hope the party does, because just a few meters into the fog the ground gives way to water, inhabited by a gigantic form of mottled worm, fed on the bloated corpses of faratsu and ill-fated plane-wanderers who are swallowed by the swamp’s merciless mire.

The two faratsu (AC -1, MV 15/30, HD 11, hp 33 each, THAC0 9, #ATT 3, Dmg 1d6+1/1d6+1/3d4, SA battle frenzy, adhesive, SD +1 or better weapon to hit, MR 50%, AL CE, XP 28,000 each) will do their best to herd the PCs into the shallows of the river, where the mottled worm (AC 6, MV 9, HD 15, hp 120, THAC0 5, #ATT 1/1, Dmg 2-24/2-20, SA swallowed hole on a to hit roll of 4 better than needed, SD nil, MR nil, AL N, XP 13,000) waits under a thin skin of mud and slime, rising at the approach of any who come within it’s bite range.

Once the worm rises from the muck it will attack only those within range (the PCs) – the faratsu will savagely attack anyone emerging from the river in an attempt to flee. The faratsu will flee automatically if the PCs manage to slay the mottled worm, calling out for reinforcements but never reappearing from the fog.

SOULCURSE - As the situation of the battle takes the characters totally by surprise, the Soulcursed babau is automatically affected by the Soulcurse at the beginning of combat. The stress of battle releases a flood of sorcerous memories from a trapped incarnation within him. The babau may release a random spell at any target(s) on the first round following this roll. The spell cast is in addition to other actions. See RANDOM SPELL TABLE to determine what spell can be cast.

Poison Geyser:
This area of swamp echoes with the sound of bubbling and babbling muck, and large gross bubbles can be seen growing on the surface of the thick slime and mud stretching into the fog. Every once in a while there is the sound of a bursted bubble, or a series of deflating bubbles resembling the sound of uncontrolled flatulence. Even more disgusting is the noxious odor hanging over this part of the swamp, which nearly makes all but the hardest of warriors swoon with disgust.

This area is uninhabited (a good sign that maybe it’s not a good idea to dwell too long here), primarily because of the rotted vegetable matter here forms poisonous gas pockets beneath the mud; every few minutes or so the gas finds it way to the surface, bubbles, and suddenly explodes in a greenish cloud of stinking, toxic fumes.

As the group passes through the region, there is a 1 in 4 chance that they happen to be in the vicinity when a poison gas cloud erupts from the swamp. The cloud affects all within a 30’ diameter cloud (emanating on the first member of the party, who is assumed to have set it off), requiring all to make an immediate save vs. poison. Those who fail suffer an immediate 1d4 points of damage from the choking poison, and any character who fails his save by 6 or more is actually killed from choking to death (for example, a character needing a save of 12 and rolls an 18 would be killed) on the hideous fumes. The fumes otherwise have no effect, and a cloud will only be generated once from such an encounter.

Scavengers of The Marsh:
Up ahead the swamp echoes with many grotesque and distorted voices, echoing like bloated frogs across the eerie mists. Taking cover, you peer over a lichen-encrusted boulder half submerged in the slimy mud to see a small hillock, of some unknown matter, just in the range of sight. A number of tall and anemically-thin creatures (faratsu, by the looks of it) lurk and cringe around it’s base, shunning the curses and threats of a great winged creature nestled at the hillock’s top – a fat and blubbery thing oozing with amber-colored slime like the stuff pulled from an ear on the end of Juiblex’s tentacle. Truly disgusting. The creature seems to be attempting to figure out a strange item nestled in it’s gooey palm, a weird black sphere...

The faratsu, of which there are five (AC -1, MV 15/30, HD 11, hp 44, 42, 40, 40, and 38, THAC0 9, #ATT 3, Dmg 1d6+1/1d6+1/3d4, SA battle frenzy, adhesive, SD +1 or better weapon to hit, MR 50%, AL CE, XP 28,000 each), are servants of a particularly-greedy kelubar gehreleth (AC -2, MV 12/24, HD 13, hp 91, THAC0 7, #ATT 3, Dmg 2d4/2d4/2d4, SA stench, acidic slime, SD +2 or better weapon to hit, MR 50%, AL CE, XP 33,500), the slimy creature seen sitting at the top of the hillock.

The kelubar, leading a band of motley faratsu, has just recently discovered this hillock, where apparently a group of exiled adventurers (or perhaps lost plane-travellers) came and made a last stand against the hordes of faratsu at some point in the past. The kelubar will jealously guard his find against all intrusion, sending the faratsu out to attack the PCs if they come within sight while firing off a ray of enfeeblement once per round at the most powerful-looking warriors. Only once three of the faratsu are slain will the kelubar rise off it’s blubbery butt and join the attack.

Littered atop the muddy hillock are a collection of bones and skulls, and rusted bits of equipment and moldy, rotted gear. Among the items found on the long-deceased bodies are a scroll of protection from poison, a mage scroll of rain of ashes, Rary’s mneomic enhancer, stoneskin, and chaos, a wand of magic missiles (37 charges remaining), a cloak of symbiotic protection (see The Magister), and a badly-corroded shield +2. Also found on the mound is a sack of 500 pp and a four small gems (each worth 50 gp). The kelubar was pondering the means of activating the final item, a black bubble (see NEW MAGIC ITEMS), just as the PCs came upon the scene. It has as of yet to be used.

TARTACH’S REFUGE – Finally, Blackgate:
At some point, when the DM feels they have suffered enough in the gehreleth marshes of Othrys, the PCs finally arrive at the mighty chasm surrounding the citadel of Blackgate.

Through the swamps of Othrys you have made your way, finally coming to the great black gulf that forms the circular chasm surrounding the citadel. The fog here turns light and thin, revealing the depthless pit that is the great canyon; from below can be heard a strange hollow sound, like a slow wind trapped in crags, fissures, and deep crevasses far out of sight.

Everywhere you look the chasm spreads out (nearly two thousand feet across at some points), but nearby you see – with incredible joy – a long moldy rope bridge spanning the gulf. The low musty wind of the swamp causes the bridge to sway only slightly, but bits of rotted rope and spores of mold can be seen drifting off with each gust to vanish into the darkness below.

Suddenly, as you begin your ascent to the near end of the rope bridge, there is a roar and series of high-pitched giggles and cackles from the mist. As you turn, coming towards the very same end you see a pack of black-skinned faratsu, arms outstretched for killing ... but in the midst of them trudges along a massive entity, a great gehreleth of a kind you have never seen, dragging it’s shaggy sloughed flesh along with each mighty step in it’s labored gait. Huge and withered leathery wings flap behind it almost as if attempting to help move it along. The thing stops for a moment, just long to extend a chipped claw in the direction of your party as it directs the faratsu onwards.

In one of it’s saggy-fleshed arms the massive geherleth raises a strange bony mace, it’s head glistening sickly in the dim light of the plane – some form of purplish brain is impaled on the end, forming a slick and grotesque mace of sorts.

“Shator!” Panakot shouts, releasing a string of fiery meteors in their direction. The Shator takes the brunt of the missiles, but answers with a croacking laugh louder than any toad you have ever heard. Panakot’s eyes widen with horror and in moments he is at the head of the party’s dash towards the rope bridge!

The party has three rounds to reach the rope bridge, lying some 120’ away (even at the reduced movement of half due to the swamp, the PCs should easily get their first). Crossing, however, is another matter entirely.

If the PCs don’t make it in time, or if they choose to stay and fight the gehreleth, note that there are six faratsu (AC -1, MV 15/30, HD 11, hp 87, 80, 72, 72, 60, and 60, THAC0 9, #ATT 3, Dmg 1d6+1/1d6+1/3d4, SA battle frenzy, adhesive, SD +1 or better weapon to hit, MR 50%, AL CE, XP 28,000 each) and a single shator gehreleth (AC -3, MV 9/18, HD 15, hp 95, THAC0 5, #ATT 1, Dmg 1d8+7, SA special, SD +3 or better weapon to hit, -1 damage from edged weapons, MR 50%, AL CE, XP 40,000), armed with a slaad hammer. The shator will berserkly join it’s weaker cousins in melee against the PCs, swinging the hammer about wildly as it does. It will only resort to such tactics as stinking cloud or cloudkill should it’s forces perish or become scattered.

As before, it is not really the gehreleth’s intention to fight it out with the PCs, but rather corral them across the rope bridge where hopefully they will activate the magic trap there (see below) and end up killing themselves – while the shator watches, gleaning any intelligence about the citadel’s defenses it can.

Enter A New “Friend” ...
As the characters storm towards the bridge dangling across the great muddy crevasse, they are surprised by the sudden appearance of a heretofore-unknown ally ...

As you rush towards the bridge, hoping to beat the small army of Gehreleth to the only egress from this haunted plain, there is a sudden crackle of energy that deafens even the attack of Panakot moments before.

As you turn, still running, you notice from another direction emerge a figure in practical form-fitting black leathers, an old and withered man sweeping through the mist and out of the fog some two or three above the earth – levitating at such speed as to even take the gehreleth off guard.

Again the leather-clad wizard points his walking cane towards the shaggy creatures, and a bolt of greenish lightning courses through the air to frighten them. With calm and casual composure the wizard flies past them, between you and them, and suddenly motions – wordlessly – for you to hurry and cross the bridge while he distracts their attention.

As you rush across, the wizard follows, flying upright across the gulf without so much as the blink of an eye. Who he is, and why he has aided you from out of nowhere, you cannot as yet answer.

Crossing The Bridge:
Crossing the bridge can be as deadly as you, the DM, want it to be. First and foremost the bridge is ancient and treacherous, requiring three cumulative Dexterity checks to cross (failure indicates the character falls through the ropes; a nearby character may make a Strength check to hold the character from falling; if Acheron is the one falling, a Strength check at –4 must be made due to his great weight).

In addition, the mold on the bridge may (or may not, if you’re feeling generous) be of a toxic kind, releasing clouds of spore as the characters cross. A good example might be a patch of yellow mold growing on the bridge or green slime clinging to the ropes at some point.

The Other Side:
Once you cross the treacherous expanse of rope, over the seeming neverending chasm, you come upon a barren swampy field of death, leading from the end of the bridge to the towering stone barbican of the massive and eerie citadel.

The floating wizard finally comes to a rest nearby, and Ollotys and Acheron immediately take defensive stances against this unknown figure. The wizard, looking them over with a passionless glance of pure white eyes, finally lets his eyes rest on Panakot, if only for a brief fragment of a second. Then, finally, his eerie and lifeless glance falls to the babau.

“Who are –“ mutters Panakot, attempting to summon some air of dignified courtesy in the dank swamp air.

“I am Nelg,” the man says in a deep and refined tone hardly belonging to one of his advanced age,his name puncutated with a curl of the lip as if he sneered at having to admit it, “a wanderer of planes such as yourselves. A strange bunch ... arcanaloth, babau, incubus, and metal man ... we have all the forms of Evil represented, do we not?”

You wonder for a moment what your answer might invoke from the mysterious old man. Suddenly Panakot speaks.

“We serve none but ourselves, a fellowship bound together in the search of knowledge –“

The word, ‘knowledge’, seems to invoke a reaction from the wizard, who instantly raises an eyebrow in interest.

“- the cause and creation of our friend here.” Panakot motions slightly to the babau.

Nelg stares at the babau with his unblinking white eyes.

“Knowledge is a noble cause, in any form, for any end,” he says cryptically. “I too, seek knowledge, yugoloth wizard. And I seem a bit more prepared for this place than you ... pray tell, you fellowship of seekers, what draws you to Blackgate, this dank place dedicated to a humbled Fiend of Baator?”

Ollotys keeps himself between you and the tall and elegant wizard, instinctively defensive. The wizard seems to notice out of the corner of his eye, and looks aside to wonder why.

Panakot quickly speaks up. “We do seek Tartach, if that is to whom you are referring, friend Nelg. With him we believe our answers will be found.”

Nelg does not take his eyes off the babau and Ollotys for a long moment. Ultimately, however, he turns back to Panakot without so much as a frown or smile – his face is a mask of total control.

“The lair of Tartach, it is said, is guarded by one single trap, a trap of great power. Look around you.”

Indeed, everywhere you look you suddenly spy fallen faratsu corpses, their tarry and fatty flesh covered in the odd patch of mold or fungus; most, if not all, have succumbed to a gross decay that reveals their inner organs and bones to the fly-infested misty atmosphere. The smell is overpowering.

It is not immediately obvious what killed the gehreleth, for no other enemy’s bodies are present among the field of dead. An eerie silence hangs over the entire scene. It is as if the faratsu fell upon themselves in mass orgy of insane destruction, and this was the sole cause of their dessimation.

“You may need aid in your quest. Might you consider me a fellow seeker of knowledge, and allow me to join you? My spells are meager ones, a few in number ... but they may come in handy within this tower and anywhere else your journey takes us.”

The offer is tempting. Figuring the more the merrier, you accept his request.

Nelg. “Nelg”, the “incantifer wanderer “, is in truth Rodnelg, one of the worst foes and backstabbers the Soulcursed will ever meet. Masquerading as a wild incantifer wandering the Planes for any trail leading to powerful magics for him to acquire, Nelg is in fact a powerful and despotic arch-mage in disguise. Nelg is, in fact, the former owner of the Soul Gem, which was stolen from him by Elix the Dread on an alternate Prime Material Plane (Rodnelg is the opposite of the arch-mage Glendor, who will be encountered later on the adventure – an owner of a similar Soul Gem on the Prime which he struggled long and hard to acquire and keep from the hands of evil Powers). Nelg, aware that the Soul Gem was shattered on the plane of Baator by a construct in the form of a babau (he knows little else, however), has tracked the PC through powerful divinations and spells to this place, where he seeks to join the group. Nelg is an insidious supra-genius, a being of sheer evil. On the plane from which he harkens he and his consorts (numerous tanar’ri) have managed to capture the essence of all magic and used it many centuries ago to extinguish all remnants of goodness there.

Nelg generally appears to be a thin and weathered older man, with skin seemingly grey from some extra-planar exposure to odd energies. His eyes are tiny and white, lacking any pupil, but his voice masterfully recreates a somewhat vibrant and purposeful hunger – as if the motivation for magical power kept him young and alive (a perfect image of the aspiring incantifer). Clad in simple form-hugging black leather armor, he carries with him a staff of carved bone (a staff of power), and twin ivory rods (a wand of fire and a wand of lightning bolts, respectively – each fully charged). A string of pulsing stones orbit his aged and wizened head (these constitute a pale green ioun stone and a dusty rose ioun stone) casting a weird glow over his depressed and weathered features. Nelg denies any other possessions, but secreted on his person are in fact a few other powerful goodies – his leather attire in fact acts as a robe of useful items, while around his waist he wears a purple carnelian girdle. Around one finger he wears an unadorned golden ring (a ring of protection +3), and on another gnarled digit he is burdened by an even larger ring of thick brass (a ring of wizardry; doubles 1st through 3rd level spells). Around his wrists he wears two large brass bracelets, in fact a pair of bracers of defense AC2. He also keeps a greater crystal ball among his possessions as well.

In truth Nelg is an 18th (19th with ioun stone) level mage - S 8, I 19(20), W 22, D 14, C 16, Ch 14; 87(88) hit points, AC -6, CG, spells, XP 25,000, but he will feign a lack of mastery and pose as a sorceror of no skill greater than “the Eighth Circle” (8th level), thus limiting his spell-use to magics of that level (unless he can somehoe get away with casting more powerful spells without being witnessed). He will seldom, if ever, cast spells to directly aid the party, however, though he will cast spells if and when he himself is threatened.

At this point in the adventure (when he joins up with the group), Nelg seeks to keep his true identity unknown to the PCs, instead opting to study the babau construct for a time before deciding to act. Nelg has lost a most potent artifact to the foul Elix the Dread (whom he sometimes slips up and calls “Elix the Betrayer”), but his patience is limitless. Eons of rulership over an entire Prime plane have brought him a cunning and sagacious willpower unmatched by mortals – and even some immortals.

Spell Book: (spells memorized are in bold type, spells cast each day are in italics)
1st Level: Affect Normal Fires, Burning Hands (x4), Feather Fall, Find Familiar, Friends, Identify, Jump, Light, Magic Missile (x4), Mending, Message, Push, Read Magic, Shocking Grasp, Sleep (x2), Spider Climb, Tenser’s Floating Disk, Unseen Servant, Write
2nd Level: Continual Light, Detect Good, Detect Invisibility, ESP, Flaming Sphere, Invisibility, Knock, Locate Object, Magic Mouth, Melf’s Acid Arrow, Mirror Image, Ray of Enfeeblement, Scare, Stinking Cloud, Strength, Web, Wizard Lock, Vocalize
3rd Level: Blink, Clairaudience, Clairvoyance, Detect Illusion, Dispel Magic, Explosive Runes, Fireball, Flame Arrow, Fly, Hold Person, Leomund’s Tiny Hut, Lightning Bolt, Material, Melf’s Minute Meteor, Phantasmal Force, Protection from Normal Missiles, Slow, Tongues, Water Breathing
4th Level: Charm Monster, Confusion, Dispel Illusion, Enchanted Weapon, Ice Storm, Leomund’s Secure Shelter, Minor Globe of Invulnerability, Plant Growth, Polymorph Other, Polymorph Self, Rary’s Mnemonic Enhancer (x3), Shout, Transfer Magical Force, Ultravision, Wall of Fire, Wall of Ice, Wizard Eye
5th Level: Animate Dead, Bigby’s Interposing Hand, Cone of Cold, Conjure Elemental (x2), Dismissal, Fabricate, Leomund’s Secret Chest, Mordenkainen’s Faithful Hound, Passwall, Telekinesis, Wall of Force, Wall of Iron, Wall of Stone
6th Level: Bigby’s Forceful Hand, Contingency, Disintegrate, Enchant An Item, Geas, Nelg’s Apathetic Lethargy, Glendor’s Impatient Artisanry, Globe of Invulnerability, Guards and Wards, Legend Lore, Reincarnation
7th Level: Bigby’s Grasping Hand, Delayed Blast Fireball, Drawmij’s Instant Summons, Limited Wish, Power Word Stun, Teleport Without Error
8th Level: Bigby’s Clenched Fist, Nelg’s Smashing Foot, Maze, Otto’s Irresistible Dance, Permanency, Power Word Blind, Symbol (x2)
9th Level: Astral Spell, Bigby’s Crushing Hand, Gate, Meteor Swarm, Power Word Kill, Prismatic Sphere, Time Stop, Wish

Nelg is protected by a permanent casting of protection from normal missiles, and is further guarded by a contingency (any attack against Nelg is immediately answered by a Nelg’s Smashing Foot spell).

Of course, any blood who manages to get a hold of Nelg’s spellbook will notice it seems a little too big for a mage of his supposed mastery ...

The Trap:
Blackgate’s massive gatehouse is protected by a special and insidious magic trap – a symbol of fiendish potency that triggers a mass charm on any approaching force (including the party) that attempts to cross the chasm into the interior wards of the citadel.

All members of the party (or any group) are forced to save vs. spells (as a charm) at –2 or be controlled by the symbol, which will pit any controlled creatures against their allies until either their allies are slain, or they themselves are slain in return (or a dispel magic, or remove curse is immediately applied to the affected being). This savage fury negates the restriction on charms that prevent persons from commiting obviously violent acts against fellows.

Note that Acheron, Nelg, and the babau PC will never be affected by this ability, though Panakot, Ollotys, and any other NPCs (or PCs) picked up along the way may.

Once any conflict amongst themselves is resolved, the party is free to enter through the open gates of Blackgate and into the retreat of the exile, Tartach.

Having dealt with the citadel’s insidious magic defense, the way is clear, and through the fog you see the massive gate in fact stands open to your approach. Across the narrow rope bridge you hear the shouts and burbles of the angry gehreleth, apparently aggravated by your success in passing the fortresses’ defenses.

SPECIAL XP REWARD – For making it this far and finally finding the lair of Tartach, the PCs each receive a bonus of 5,000 experience points.

Through Unlit Halls of Lonely Silence...
It takes several hours to pass beyond the great cracked gatehouse and to the spindle tower beyond. For all the time that passes, your eyes never seem to tear away from the colossal height of the central pillar-like tower, the very top of which is lost to the thunderous fog of Othrys. No bat nor winged demon is seen swirling in the thick mists above, and only silence meets the ear now that the gehreleth are long lost to the other side of the citadel’s chasm.

The inner courtyard, if one could give it such a limiting definition, stretches on and on out of sight, with walls of black mottled stone disappearing by the moment behind you as you press on across the blighted heath that is the citadel’s interior.

At last your seemingly lost journey ends, at the foot of the great black tower. The wind hear seems to moan a haunting bellow, echoing across the lifeless moor. Up and up the tower’s height is dizzying and almost terrifying, but before you stands a massive gate (some twenty feet high), overlooked by once-horrific figurines of sleek gargoyles and savage monstrous hounds rendered in glistening black stone – all but cracked and worn dorn by the acidic rains of the plane to lifeless stumps.

You find yourselves drawn harmlessly into the maw of this gate, and with a muttering lost to the dead silence Panakot creates a source of magical light to guide you. His whispers seem to be answered by bemused echoes, each a bit deeper and more sinister than the last until they too abruptly cease in the darkness.

With an uneasiness spurred on by a need for knowledge, you enter the depthless darkness only to find beyond a cold and icy tomb-like central shaft, rising up from the stone-clutted and cracked black floor to heights unimaginable above. A great stone stair leads up along the interior of the castle, large enough for angry giants to pass some four or five abreast. Huge strands of cobwebs, cast eerily like rolls of silk drawn before an emperor for his delight, shroud each step as they lead incessantly into the darkness above.

There is but one option – ascend.

It seems like hours – no, days – you must cut and slash and choke and cough through the dust, crumbled fallen rock, and cobwebs of the great stair. As more time is spent ascending, the more forboding the rtip down becomes – no rail protects from being buffeted by the odd winds that are generated as the height increases, and now and then a tiny grub or black-shelled beetle is seen to slip in it’s precarious dance on the edge to fall into the darkness below. Not a sound emanates from below; not a sound echoes from above.

Finally, as if it had just jumped out at you, your last swing at the cobwebs clears an abrupt ending to the dust and debris, and standing before you like a sleeping dragon’s maw stands a gigantic black iron doorway, carved and decorated with lude naked figures sharing the traits of men and demons. The feeling of this final end to your climb is dizzying, for realize at once the height you must have attained – miles above the rotted plain of Othrys, lost somewhere in it’s dismal clouds.

The sight is not a welcome one, for Panakot and the others know now – for sure – that certainly this “Tartach” is no being of fallen evil turned good, but a thing of the infernum of Baator. Panakot looks sadly, briefly, at the PC, but rallies himself to the babau’s side in the realization that perhaps the construct is not a mirror of his creator, but instead his own being. Likewise Ollotys takes a breath and stands behind the PC. Nelg seems utterly unmoved.

As you approach to examine the great portal, you are unnerved and at the same time startled as it begins to open before you even touch it’s bleak metal surface. Slowly but surely it creaks open, rumbling like thunder through the great central shaft of the tower. Dust and cobwebs drift by as the charnel wind from within escapes, but there is a glimmer of warmth in this captive air that stokes the fire of hope within you.
As you enter, weapons ready and minds open to any possibility, you come into a great and vaulted chamber that echoes with every footstep you make, coughing up dust into tiny puffs of mist as you go. Tall pillars of black iron stand to hold a roof that cannot be seen, while the barren metal floor gradually turns to steps leading to a great emperical dias and throne at the chamber’s far distant end. It is here, pacing about the ornate black throne, that you see a striking and breathtaking figure.

The figure is that of a giant man (10’ tall), who walks with a ginger elegance across the cold iron floor of this mock throne room. Where one might expect heralds and palatial guards along the shadowy balconies and arms of the chamber, stand only mute iron statues of baatezu and wicked humans. This is truly the residence of some powerful exile of the Lower Planes.

The figure appears to be gigantically-muscled, with a fiery orange skin covered in a robe of royal purple silk, sweeping about like the garb of some oriental mandarin. His face is broad and powerful, marked by a this beard and mustache and twin horns atop his head. His hands and feet peek out from the robes, looking like the black-padded claws of some gigantic lion.

Finally the giant baator duke turns, barely looking at you, and mutters few but powerful words.

“Welcome, pawns ... welcome to Blackgate, my leprous home, my prison, my cell. I am the Exile-Duke, the Lost Follower, the Fool ... Tartach.”

Are You My Creator?
“Do you mean were they my hands that crafted you from the clays of Avalas? The answer would be NO. But it was my idea to have you made, though certainly I had no idea the deception behind it all ...”

“What do you mean?” the babau says.

“Hmmph. I was once the personal and trusted assistant of Baalzebul, sent as legate to keep an eye on Lord Baal’s viceroy to the realms of Malbolge, in Baator. Sadly, through my own failures and through the machinations of that deceiver Moloch, I lost this already insulting position and was eventually sent as emissary to the armies in Avernus, the gateway to Baator.

“You must understand that this was long ago, mortal, and that time has a way of burying old wounds and secrets. But I see in your eyes a burning need to know ...

“Hateful of Moloch for humiliating me in front of my Lord Baal, I conspired to vindicate myself in Lord Baal’s eyes by concocting a scheme that would insure our edge in the eternal Blood War. As you may or may not know, this great conflict has embroiled both the planes of Baator and the Abyss for countless eons, and the battlefield has been both places, here and there, there and here. For us it is a matter of principle, this war – the need of Law over the pointlessness of Chaos. We, the baatezu, desire order to our Way ... the tanar’ri, they see only war for war’s sake.

“But that is not our concern, is it? No, what concerns you, construct, are your origins. Yes. I shall tell you, construct, of how your idea came from the germ in my mind to the twisted thing you are today.

“As I said, I thought to curry favor in the eyes of Lord Baal against the derisiveness of Moloch by concocting a plan to create a weight that would shift the balance of the wars on Avernus.

“I shall skip the intricacies of how I came into contact with Him, but it was with Fate’s cruel humor that I did unwittingly come into contact with a great and powerful wizard, whose name was as simple yet assuredly as cursed as the name ‘Rixis’. At first I thought him simply a madman, but a madman of such power and potential that he alone could be the salvation I sought. Deluded and drunk on the idea of regaining my place in Lord Baal’s favor – and of humiliating in revenge that fiend Moloch – I cast aside my better judgement and entered into a pact with this Rixis.

“For what seemed like centuries this Rixis kept me in darkness of the project, until at last he revealed unto me ... you. Your shape, a babau, a tanar’ri, was at first insulting to me until I realized it’s fearful significance to our tanar’ri enemy. Killer. Assassin. The ebony death, I believe the babau are called by their own kind. Yes, you were to be a construct of terror and bloodshed.

“But I had been decieved. What you do not know – what no one knows – is that Rixis was no mad sorceror; mad he was, but no self-serving and imbecilic wizard. No, he was a mad Rilmani, a creature of Pure Neutrality that sought balance through any means – trickery, murder, whatever the need. Such a fool was I, for I should have known that with the creation of Evil, the Rilmani would most certainly create Good to balance it.”

The babau seems stunned into silence. Panakot, too, seems surprised.

“Yes, construct, there was another just like you, created in secret by the foul Rilmani to counter your own existence, to some day destroy you should you become too powerful. Hatched from an egg of clay, it quickly assumed the shape of pure light, some form of aasimon I believe.

“In any event, with me you returned to Avernus to fight in the wars. The tanar’ri were then fielding some great artifact they had swiped from the Prime Material Plane – some potent jewel known as the Soul Gem which it is said drew violently from it’s beholders their very souls and captured them for all eternity. With this foul artifact it seemed they would finally breach our defenses on the vestibule and make the first of any true headways in this great and eternal War.”

For a moment there seems to be a stirring of the interest of the wizard, Nelg, but as you turn to glance he seems outwardly unmoved as ever. Odd ...

“Ah, but you were there, my little construct. You served your part well, and I stood to regain my favor with all the Lords of Baator until ...”

“Until?” Ollotys asks quietly.

“Until at the last, as you drove back the tanar’ri force at the head of vast baatezu armies, you came across a small valley where this Soul Gem had been abandoned by the fleeing fools. Yet something in you, something I cannot explain, drew you to touch it.”

Tartach shakes his fiendish head side to side in regret.

“The Gem shattered at your touch, and your memory was wiped clean at once. You fell – dead and broken we believed – never to arise. I was crushed – destroyed. Made a fool by my own project. Laughed at by my peers and scorned as an eternal failure.”

Nelg simply casts a look to the babau, which hangs on him for another long moment before looking back to the towering Tartach.

“When you were destroyed, I was destroyed as well. That foul fiend Moloch used the misfortune to wipe away the effort I had slaved over and turn me into a mockery. Lord Baal, with one simple motion of his hand, had me exiled for eternity from Baator ... and it was to this place I came.

“I do not know how you came to possess this mind, but I’d wager it was from contact with the Soul Gem. Perhaps it gave you a soul –“

“Or many ...” the babau murmurs.

“All the better to haunt you,” Tartach says with a bitter sneer.

“But my time is over. As a final damning statement, the Rilmani revealed to me that he had created two others – a construct of good, and a construct of neutrality – and if the Soul Gem hadn’t destroyed you and made a fool of me, then one of these would have been sent to destroy you instead. Either way, Fate had reduced me to nothingness. My attempt to rise in the politics of Baator were thwarted, ultimately, by the wicked conspiracy of a mad Rilmani ...”

Despite the revealing words of the Baatezu Lord, you are overcome by a feeling of disappointment at instead of finding your “creator”, finding his pawn, a creature ruined by his machinations. It is a dull and awful realization that your maker, a ‘mad Rilmani’, has caused such suffering.

The Soul Gem:
“Yes, the Soul Gem is that artifact hinted at only in legends, a mystic and powerful thing of unknown creation that had the ability to drain souls from the living – good or evil, it mattered not to the soulless gem – merely by being gazed upon. Scholars of legend have many takes on this thing’s potent curse; is it a magic interwoven in the glammer of the gem, an effect created by light dazzled off it – or is it the mirror-like facets of it’s pure stone shape and texture? Was it created by the hands of demons as a means of mindless doom, or was it an ordered thing, a creation of Law, fashioned for strict and punishing judgement? None can really say, mortals, and assuredly none will ever know.

“It is known that the Soul Gem was lost to the winds of time, and justly so, for without it’s deadly presence the world has known such possibilities, and balance greatly restored. For such a powerful weapon, one can only assume it’s owner’s side could claim victory over all other factions – Law or Chaos, Good or Evil. In any case, it is rumored that the Soul Gem was finally found – and won – by a reclusive and infinitely-wise mortal wizard from no less a humble and innocent place that the Prime. It was this wizard, whose name now escapes me, who opted against using the Gem for whatever means and instead hid it from the world for countless years.

“Enter a foul and dispicable sorceror, a youth of callous ambition, who sought to disrupt the Multiverse and make a name from the deaths of men and the blasted oblivion that would become of countless planes in his rocketing ascent. This man was Elix, oft-known as Elix the Dread, and from whence he came and to where he would inevitably end no one then knew. Many scoffed him at first for he, like the keeper of the Soul Gem, was of Prime stuff – a mere mortal claiming power and potential -”

Suddenly the tirade is broken by the deep resonating voice of Nelg.

“This Elix, I have heard something of him in my travels ... what was his fate?”

Yet the Fiend, possessed with the telling of his tale, ignores the mage and contunues.

“- Not long, however, did it take for Elix to prove himself, and with great wizardry he earned many allies among our enemies, the tanar’ri. Desperate for friends in our endless Blood War, they seduced him with succubi and foul-natured mortal things – women of his kind and of other races – and jewels, gems, and magical things to catch the eye and distract the wary. Aye, they came to have Elix in their pocket.

“But Elix outshone even the most hopeful expectations of the tanar’ri by acquiring something thought lost to time and memory – the Soul Gem. I cannot say how he managed this, or if he battled it’s keeper on the Prime or not – but the Gem came into his possession and with it he vowed to his tanar’ri friends that the Blood War would soon be theirs – a victory that I assure you would have toppled the cosmos!

“But things were not to be. A great weapon the Gem was, but as I told you it was nothing when touched by a hollow vessel of no life, no soul, as yourself. It was shattered at a touch – and Elix the Dread, in shame and horror, was beaten back and to a distant place where he would know final defeat ...”

With this the great orange-skinned devil simply smiles a sadistic smile of triumph and revenge.

Elix The Dread:
“Elix was a great – or should I say, once-great? – sorcerer from the Prime who thought himself so powerful. It was he that acquired the Soul Gem for the tanar’ri in the Blood War, but the fool overstepped his bounds with me – and my brothers – and this last act of treachery for the cause of the tanar’ri became the death of him.

“The Vorr Caves, beneath Pandemonium, was his retreat, and he fled there with an army of tanar’ri (our undying enemy in this war, you see) to whom he had delivered the Soul Gem. From there he planned to activate a gate he had constructed to escape our wrath and the wrath of other nameless enemies (such is the plight of great sorcerors, though), but was caught there by,” - and this he says with a delighted and malicious chuckle – “the Powers of Good.

“I suppose they had heard of his acquisition of the Soul Gem through some means (I am unsure just how, sadly), but they seemed intent enough to acquire it for themselves – or at least deprive the sorcerer of it. Ah, the side of Good ... always a few steps behind.”

Tartach chuckles deeply to himself in amusement.

“In any case, there they waged war, in the Vorr Caves. Elix tried to open his gate but found –“ (another chuckle again, this time with a pleased and somewhat giggly grin as well) “- it would not open – it had collapsed by some means on the other side.

“Ha. Yes, one of our baatezu had found out about Elix’s attempted flight and we managed to close the gate discreetly before Elix found out ... his own way. I believe he opted to take his own life – and in such a destructive manner, tsk-tsk – rather than die at the hands of wretched (*spit*) aasimon. If there was anything ever admirable about the self-possessed mortal was his choice of exits – and his hatred for the Light. Anyway, such was the death of Elix the Dread. Hmm. I see you are wearing his old armor ... (*motions to the monadic armor worn by the Soulcursed*) ... how in Avernus did you come into possession of it? No matter ... care to barter for it, Child?

“Ahh, but sadly (returning to the subject), it was all for not for your friend here came and shattered the Soul Gem by his simple touch – simple, unknowing, innocent touch – and ruined my life on Baator. We lost that which we had planned for for years and Elix – well, poor Elix wasn’t there to mope, now was he? But do not fear. We hold no hatred of you, construct. I see in your eyes not the chaos of lies and bloodrage, but an almost laughable innocence and naivety. No. I bear no hatred of you. You certainly have your own troubles, now don’t you, Soulcursed? Sad, though (he says with a sigh), looking back I think your form could have been fashioned to a more pleasing style ... a bag of bones and stretched sinew. Tsk-tsk. Not artistic at all. That Rilmani ... I’m sure he could have come up with something better. Ah well.

“But I am curious as to your capabilities. Seek you a new employer, oh Soulless One? I see about you the hovering spirits of the Long-Lost, captives of that Soul Gem ... still in you? Hmm. There must be some power in that... Look to Baator and it’s unending wars – you will find much money there, I am sure.”

SOULCURSE – Suddenly, all non-magical sources of light (the flames of PC torches, the braziers in the chamber, etc.) dim and abruptly extinguish, and from the darkness rises the audible howl of innocents slain by the babau during his past on Baator. Evil fire glints in Tartach’s eyes, and a smile creeps across his face – the babau seems lost in horrendous memories of bloodshed, until at last the ghostly wails subside.

The babau speaks. “More of a curse, really. Strange things happen ... not always good. What just happened ... was mild compared to some manifestations of this ‘curse’. My friends have faced great danger on account of my mere presence in battle.”

“Ahh (*gesturing passively with one hand*), sadly you are a broken machine of war. Perhaps it is best that you retire to Acheron then, construct. Rule over a domain of similar beings, no? Such a good idea. Find anything useful, be sure to send it my way, yes?”

How Did You Come To Be Exiled?
“Through the machinations of Moloch, that scheming conniver! It is true I served my lord Baalzebul well, let it not be said I was a laggard or conspirer against the Lord of Flies! Never! No, I was one of the loyal ones, perhaps Lord Baal’s only true loyal follower! Ah, the irony! Sad, sad irony. But the time to lament has come and gone, and left only with cold lonely exile am I, poor Tartach.”

The baatezu lord sneers evilly with spite and smouldering anger despite all this time.

“It was Moloch’s doing – set us up, as he always has done. A jealous one, that Moloch – it is a shame Lord Baal could never see that in his wretched heart. I was Baalzebul’s legate to that betrayer, viceroy for Lord Baal on Malbolge. Ahh, such a trusted position, though I oft imagined I was capable of much greater things ... do you know what occupied my time, mortal? Ha. Of course you do not. Endless days of dreary isolation, pampered and catered to and deceived by Moloch whilst all the time he wove a web of conspiracy around me, his knack for such tings being matched only by Lord Mephistopheles himself!

“It was with true surprise and bitterness that I discovered what was being done, but it was too late. Ahh, if we had only listened to Bileth, that iron-clad fool. Long had he claimed Moloch was trying to usurp him, but none listened. I should have seen it. Bileth was right. All along he knew.

“It was with shadowy fingers that Moloch acted, I tell you, and none of it true. Before I could act he had me accused of insanity for my failed scheme, my project that was betrayed by that foul Rilmani web-weaver ... how could I have known I would be deceived so impossibly?! And there Moloch stood, gaping with his fanged maw like the smile of a gloating child ... that rotten fiend and his conspiracy! I shall bring to him vengeance I VOW IT!!!”

With a rumble as loud as thunder, Tartach lashes out against the iron-clad wall of his exiled throne room, battering with clenched fists until he finally pulls himself away.

For a moment you see fatigue in his glittering black eyes, a laxness of purpose. His voice chimes in again, this time subdued, quiet, and tired.

“But I grow weary here, tired. Lost am I, and never to return. Lord Baal has turned his back to me ... and with that simple act my life is done. I am ruined, my place never to be regained. Curse Moloch ...”

Tartach draws himself from the wall, and with a sweep of his deep purple robe regains his composure, though for a moment you are sure you recognize feebleness in his wobbling gait.

“Yes, Moloch was believed, and my failures more than spoke for my state of mind ... declared unfit I was, and exiled. My title, Duke of Hell, a hollow thing.”

“I shall not be Duke for long, mortal. This great fortress of stone has begun to decay over time, and it cannot hold out the future. Another fiend from the Pits will, in time, find it’s way here to slay me, and with the taking of my heart, assume my title as well. Moloch will certainly have some part in that fiend’s rise to eligibility, I am certain. All in his wicked plan ...”

Suddenly the fallen Duke raises his head proudly into the light, but there is a deep cast to his eyes, a glimmering light, as if his mind had wandered across some secret that he alone shared. For a moment he stands there, his eyes bearing down on the group.

“I have answered your questions, Soulcursed – and because of you I have lost all. I do not hold that against you ... Fate has been cruel to me but perhaps ... perhaps it will show favor to you.

“I have a proposition for you, for any who will take it among you. I am an old and feeble thing that has been betrayed once too often. Yet I still claim the title of Duke, and none may take it by Bloodlaw unless they can defeat me in fair and rightful combat.

“I do not wish to fall to one who curries favor with that foul fiend Moloch. To suffer death at the hands of one of his minions ... would be the bitterest of Fate’s cruel tricks I have so far tasted. No, it will not be that way, my old adversary ...

“Come, all of you ... gather your weapons and face me. Fear not, for I am weak. For you, there is everything to gain – a Dukedom in Baator, the glory of slaying Tartach, Duke of Hell ... the honor of putting to rest a tortured soul whose only remaining wish is to die by the hands of an enemy of Moloch. Come forward, ready yourself. Take me, kill me. Do me this honor, mortals. I beg you.”

With that Tartach summons up the last of his dwindling yet formidable strength and attacks the PCs!

Tartach (AC -2, MV 12, HD 13, hp 114, THAC0 7, #ATT 1, Dmg 1d8+7, SA special, SD special, MR 70%, AL LE, XP 55,000) has the following innate abilities, usable once per round – pyrotechnics, produce flame, fireball (for 3d6 damage), dispel magic, detect invisibility, know alignment, hold monster, wall of fire, teleport, and wish. Once per day he can also generate a symbol of stunning, or feeblemind another creature. He causes fear by eye contact (-3 to save) on anyone within 40’. Although once capable of summoning malebranche, he no long possesses allies in Baator and thus has lost this ability. He regenerates 2 hit points per round.

Tartach will do battle with his great Sword of Tartach, but every other round he will fire off a fireball into the party to at least give some semblance of resistance (after all, it as to be a “fair fight”). He will reserve his other spells unless he feels the PCs are killing him only for their right to his position should he die; if he feels they are killing him for profit alone, he will do his best to make the fight as nasty as he can before going out in a blaze of glory!

Tartach falls to one knee as ichor spouts from his mouth, and the sudden look of shock on his face is soon overwhelmed by a peaceful closing of his eyes. As he drops with a loud thunder to the ground, his hand moves and twitches as he enxtends a finger towards a fountain almost overlooked in the darkness.

“Before I die ... I wish to say ... thanks ... for being that means of striking vengeance to accursed Moloch ... look upon me, mortals, and learn from my mistakes and failures ... before I die ... now as I lay ... tell me ... of your heart’s desire ... a wish for each I will grant. Hurry, as life leaves me now ...”

GM’s Note: At this instant each character is granted a wish by the dying tanar’ri Duke, who will grant any such request made within the next four seconds (of REAL time, not game time; count on your fingers while the players shout out their wishes; those that take too long in thinking lose their wishes as Tartach dies).

Eternal Rest:
Once Tartach’s last breath leaves him, a round metal amulet falls from his robes and hits the floor with an echoing clatter that sounds like a deep bass gong in the empty and cavernous throne room. Ollotys stares at it with wide eyes, but doesn’t move to touch it. Panakot alone has the nerve to reach out and touch the thing.

“Tartach’s amulet ...” he whispers in his soft canine tone, “... he would want us to destroy this, else he reform in Baator as some larvae on Moloch’s table. Yet I cannot bring myself to do it ...”

He offers it to Ollotys, who for a moment seems almost drawn to it. A smile creeps across his lips, but he finally closes his eyes and shakes his head.

“I have many reasons to take such a thing and break it ... for whoever does will have Tartach’s title by Bloodlaw and will ascend to such heights as to look at all of us as peons ... but it is not for me. My time in the infernal planes is over. I shall not return there again.”

Ollotys motions for Panakot to hand it to (pick any PC that realy seems excited about the idea of becoming a Duke of Baator).

“We will have to go back to Baator another time to claim your prize,” Ollotys says, “as we have more important things at hand.”

The PC that gets the amulet notices, on a successful Int check, Nelg staring at the amulet almost greedily, but he makes no motion to acquire it.

Drinking of the fountain restores all lost hit points and cures disease and reverses the effects of poison immediately. It will not, however, raise dead or otherwise bring the dead back to life. The water of Tartach’s fountain cannot be recovered, and soon (2d4 rounds) after his death it becomes soiled and muddy, as the magic that sustained it’s powers is no longer present on Tarterus.

A search of Tartach’s chamber uncovers a small trove of cash and jewels secreted here, perhaps in the hopes of some future return to Malbolge. The cache consists of 13,000 sp, 25,000 gp, 5,000 pp, four gems (each worth 1,500 gp), and six pieces of jewelry (one worth 1,800 gp, two worth 1,200 gp, two worth 1,000 gp, and three worth 800 gp). A few magic items are also present, incapable (for one reason or another) of being used by the fiendish Duke – a scroll of ensnarement, geas, and binding, a scroll of protection from fiends, a libram of ineffable damnation, and a polished purple talisman - an amulet of terror (see The Complete Book of Necromancers).

SPECIAL XP REWARD – In addition to the experience point reward for slaying Tartach in physical combat, permanently destroying him through the destruction of his amulet nets the PC an additional 21,000 experience points (permanent death). In addition, if the PC eventually does go and claim the title of Duke in Tartach’s place (as he wished), that PC in specific gains another 10,000 bonus experience points. Finally, for learning all that Tartach has to say nets the babau PC an additional 50,000 XPs!

ALIGNMENT OPTION – Killing Tartach for the reasons of revenge against Moloch earns the PC an immediate two pips for GOOD; mark these immediately on the Progressive Alignment Chart. Facing such a superior foe, even if he wishes for death, for such noble reasons is an act of selfless good. If the PC refuses, and simply flees after gleaning what information he wants, mark two points for NEUTRAL – not caring about this feud with Moloch one way or another is a sign of neutrality and wise discretion. Finally, if the PCs gang up or viciously slay Tartach for the sheer benefit of gaining his title (without any real sympathy for his position), mark one pip for EVIL. Although they have done him a service, their selfish intentions are decidedly wrong.

BACK TO THE BAG:
You and your compatriots emerge from the depths of the Bag of Bits back on the Astral Plane after Panakot uses his considerable divining abilities to locate the invisible portal back to the City of Lanterns.

As you emerge into the dim light of the tavern room’ s crowded and bawy interior, a voice suddenly calls out from nearby, lurking in the shadows with a few cloaked figures seemingly dwarfed by his great clay body. It is Guttersnipe, the tavern’s owner – and he’s looking at you.

“Well, did you find what you were looking for?” he says cooly, his fragmented and aged glassy eyes staring deep and unnervingly straight into yours.

“Yes,” the babau replies, “and I found out much about my origins.”

“So you are satisfied, then? Your search for answers is over?”

The question somehow seems less like a query than a suggestion to quit.

“It seems ... I have no choice.”

“So you look no further? That is good. Join your friends in a round of drinks – Pelion wine, the driest crispest drink in the Planes – on me.”

“No ...” says the babau, even as Ollotys goes to accept the offer with a wide smile, his voice cutting like jagged ice through the air of celebration. “... I think the quest has just begun. Tartach was not my creator ... just the planner of my creation. The act ... the ‘magic’ ... came from another.”

The tiefling girl comes up beside the clay bartender and sneers at the babau.

“What do you know?” she spits. “Whatever you found on that plane is likely all lies. Leave it be – forget it and go about your life then.”

Guttersnipe slowly raises his hand to her arm, pulling her clenched fist back and away. For a moment the wild fiend-girl looks angered, but her eyes wobble and then dart to his own artificial face. Her lips part as if to form the word ‘no...’, and she shakes her head slightly, almost begging him.

The clay man stares into her eyes, towering above her like a giant but seemingly captivated by the sight of growing tears. Then, in one gentle movement, his head sweeps from her back to you.

“Do what you have to, friend. If it gets you killed ... so be it. Let me tell you, though ... the truth is sometimes left buried. Beware ... babau. Beware of what you find.”

You all seem surprised by the strange outbursts of both tavernkeeper and his tiefling woman, but neither explains. Dharma breaks company and drifts back to serve drinks behind the bar, but not before casting a threatening and angry glare at the babau and Panakot.

Guttersnipe folds his sinewy clay arms over his chest and stares after her. For a moment it seems he will say no more, until at long last he speaks in a lowered voice.

“Come with me...”

The Truth It Is...
“I did not want this to happen,” Guttersnipe says, some time later after you and your companions have been seated around a wide wooden table in some dark and quiet part of the bar. The sound of jingling beads and the thick scent of alien pipeweed is hypnotizing.

“I am amazed it was not clear ... ah, how the Fates play games with us, my brother.”

The babau’s eyes widen with sudden surprise.

“Yes, we are brothers. Of a sort. Made by the same cruel hands, pawns in a cosmic balancing act that betrayed so many ... including ourselves.”

Seeing the look of confusion on your face, Guttersnipe simply smiles. It seems odd; his clay face does not seem to have been made for the expression of emotion, and for a moment it is more a grotesque movement of clay ligaments and muscle than a true grin.

“I’m sure you know of our Father, Rixis. A Rilmani. A powerful and arcance being. Hmph. A madman. A maniac. A source of shame for us, my brother. A renegade of such power that his own personal quest for balance was exceeded only by his drive to remain hidden from the Powers of the Concordant Opposition – to whom he once owed allegiance. You see, our Father was considered mad even by the ruthless organizers of Balance of that plane, and so he was forced to flee across the planes in search of a refuge where he could continue his insane dedication to balancing the planes through his own ruthless machinations and plots.”

“Tartach said there was another brother, a third –“ the babau spouts.

“Yes,” Guttersnipe admits, clasping his hands in a ball, “he was created in the shape of a clay egg, but from this hatched a being of pure goodness and light. Over time it would take form, but I remember it for it’s ethereal gleam, a shiny mist of light ...

“He and I knew each other only briefly before he was sent away, like you. Something wrong in his construction, something I don’t really remember – but he was friend to me long enough so that I could pass on to him all that I had learned of our Father and his plans. He fled, fled to the Seven Heavens to where he belonged. I thought him abandoning me, Us, and I was lost.

“It was only later, years later, as my body finally formed into what you see now – a little less scraped (*chuckle*) and scarred – that Rixis told me that our Good brother was dead; angered over his actions, our Father nearly gloated over the news. He had gathered an army of devas and friends he had made on his quest to the Seven Heavens, and armed with great magic he sought to find and capture that Soul Gem – snatched by Elix the Dread – which was fated to be your destructor. He brought his army to a place known to be a hideout and refuge of Elix – a vault beneath Agathion on Pandemonium.

“Alas, he was too late. Unaware that the Gem had already foundered on Avernus, our brother fought to save you, but in the end he and so many good and selfless creatures were destroyed by Elix in a final act of spite. All for nothing. The deed had already been done. Our Father’s great and insidious plan to make all things equal came to be.

“But not totally, not in MY heart. Hearing of your death and the death of our Good brother, I abandoned Rixis’ ways of balance and order and fled his world. I found my own way ...”

Guttersnipe’s look quickly becomes cold and indifferent.

“... and I have come to embrace Goodness.”

He seems to stare at the PC, as if half-expecting some hidden safeguard to activate at such a phrase, sending the babau reeling into him with hatred. Out of the corner of their eyes, the PCs notice figures moving in a circle about them in the dark – a group of Guttersnipe’s thieves (including Dharma, armed with magic basilard) ready to pounce on his behalf.

When there is no move towards violence, Guttersnipe waves the lurking thieves off and again speaks.

“But I am no longer a part of this. This is no longer MY past. It is a story better left forgotten; I shall never speak of it again. I cannot help you; I will never return to that place. Hate me if you will; call me coward if it suits your temperament. Look on me as a toad, a rat ... all these things, it does not matter any more. My part in this plan of Order is over.”

Guttersnipe’s clay face – which you half-expect to show no emotion – seems so alive and real, filled with disgust and anguish, hatred and pity.

He looks over towards Dharma, the tiefling, as she and the shadowy thieves walk off into darkness. She stops for a moment to cast a feebly-veiled caring glance over her shoulder that meets his own watery eyes.

“I have no past. But I WILL make a future ...”

For a moment there is only silence, until Ollotys speaks.

“Your tale is the most tragic I have heard,” says the bard, “it is such a shame I shall never be able to tell it. Your wishes are safe with me, friend Guttersnipe. But if there is one thing we must demand of you, it is one bit of information only you know ...”

Guttersnipe stares ahead at an ethereal point on the table, gritting his teeth. He already knows the question.

“You will find Rixis on a distant plane drifting in the Ethereal, a demiplane constructed of drifting matter and slowly dying. It is only a matter of centuries ... even decades.”

“This place?” hastens Panakot.

“This place,” answers Guttersnipe, “is the demiplane of electromagnetism. Here Rixis resides in a mad fortress suspended in the sky, veiled by lightning storms and freak anomalies of gravity and energy. It is a forbidding place, a place not meant for life – of any kind. In his madness he is constructing something there ... something I dare not speak of but I assure you has the power to create the ultimate state of Balance. Go there, if you must find our Father. But be prepared ... he is utterly mad and the passing of years has only certainly made him worse.”

“But this plane, this Electromagnetic plane,” says Panakot, “I have never heard of such a plane, or any place like it. How is it reached?”

“A portal exists on the Elemental Plane of Air, a bubble of pure Radiance wherein an ancient people constructed a gate to the Electromagnetic Plane – for reasons lost to time. You will find it, wherever it is; destiny has already guided you so very, very far, to discover so many secrets I have struggled to keep hidden. It will not cease it’s aid now.

“But how do we get to the Plane of Air?” asks Acheron.

“A portal drifting in the Astral exists some dozen miles distant to the east of the City of Lanterns – floating in the Astral space like a lost island. It was once used for trade with beings on the other side. It is the only way to the Plane of Air that I know.

“Go now, brother.”

As you get up to leave, he reaches out and grasps the babau’s hand.

“There is something our Good brother wanted you to have, should he die. He had it delivered to me by agents of his before his death, in hopes that you would turn, as I did, to Goodness. Don’t recoil from it when you learn what it really is – remember always that it was given freely as a gift to our fallen brother. It was meant to protect him in this life ... it failed. The creator of the item wishes it to pass to one of us in bringing vengeance against Rixis and his schemes.”

With that Guttersnipe hands the babau PC a wondrous shield of polished platinum, the platinum shield. He relinquishres it only after a languishing moment of hesitation, running his dark brown fingers over it’s surface as if admiring the treasure one last time. Then, with a deep breath, he gives it over fully. Statistics for this powerful piece of armor are to be found under NEW MAGIC ITEMS.

“Take one long last look at me. You will never come here again. Is that understood?”

SPECIAL XP REWARD – The revealing and crucial conversation with Guttersnipe finally allows the PC to understand the truth behind his creation, and the nature of his insane Father, the fate of his two brothers, and an idea of what he must do - and rewards him with a 50,000 experience point bonus.

Arranging Transport - The Ether Lantern:
For the next few hours the PCs are free to wander the city and make any exchanges they wish at either the Bazaar of the Arcane or at the Bag of Bits (or anywhere else the DM may have created for their visitation), while Panakot hurriedly arranges for transport out of the City.

Panakot has gone ahead and arranged for a ship, and assembled a crew at the Bag of Bits. As the PC(s) enters, he sees the familar beauty of Ollotys in fine humor, Panakot, Acheron (if he is still alive after all the accumulated damage done in the scenario), and one last addition – a beautiful young woman with curly locks of black, alabaster skin as polished as marble, and a slight and mystifying smile. The girl dresses in dark clothes and hides of some unknown beast, apparently serving to conceal a suit of gleaming mithril links (elfin chain) beneath. She carriers herself with the confident stance of a warrior tested in battle, but has looks of unnatural youth and beauty suggesting otherwise. She seems to be carrying all she needs – a sword in a black sheath, tall leathery boots, and a bedroll over one shoulder.

“This is Naheenya,” introduces Panakot, “I thought we might need a little extra muscle on the journey. Who knows what kind of troubles we will encounter?”

“Certainly nothing to threaten two arch-mages, a babau, and ... ahem ... a swashbuckling songster such as myself? Another warrior is a bit redundant, eh you old yugoloth?” Ollotys jests, you are sure, and the young warrior-maid’s gaze looks at him for only a brief moment before passing to the babau and Nelg (and to any other PCs). She passes to each a cheerful and definitively naive smile.

Nelg seems to stare at her for a long, drawn-out moment, but his face lacks any expression other than ... surprise? Yet not a word passes from his hard-pressed lips, and he soon diverts his gaze from the woman before walking off towards the dock district.

“I shall meet you at the ship...” whispers the incantifer, drifting off into the crowds.

Panakot scratches his head in wonder at the strange reaction but then motions to a figure hulking nearby – the massive and bumpy shade of a hezrou stomps out from a nearby smoke-filled booth to stand nearby. It’s huge opalescent eyes of amber yellow stare widely outwards, seemingly summing each of you up with a slight upturn of it’s toad-like maw.

“This is Urreck, master of a ship called the Ether Lantern. Urreck here tells me that his ship has run the Gith blockade seven times without losing a member of his crew –“

“Uuurrp! Thats iz correct, yugoloth! The ‘Lantern’ll outrun any of them Gith and their dragons before they even come within breath range. Aye, we’ll ‘ave you and yer ‘cargo’-a-souls out a da City and to ya destination before yooz know it. What’s dis place we’s settin’ sail fer anyways?”

“The Void Gate ...” Panakot says, “... ever heard of it, captain?”

The froggish hezrou rubs it’s chin for a moment as if preparing to change it’s mind, but then nods a good solid yes. “Aye, the Void Gate ... portal to the plane of Elemental Air, I believes. Done much trade in the past with the genies there. Gems and salt, and some other things. Aye, we can manage that. But the gate’s got guardians, yugoloth sorceror. An alkilith, I believes it were, and it poisoned some of the crews going through some years past ... that’s wot stopped the trade through, ya know. It’ll be somfin’ to tangle with, I’ll tell you sure.”

“Not to worry,” Panakot says, “we’ve got men-at-arms and more to deal with any menace on the way. It’ll be your task just to see us through. Understood?”

The hezrou looks over the party once more, contemplating, but finally nods in agreement.

Naheenya. The lovely Naheenya is in fact Siminnica, a 12th level alu-fiend mage - S 17, I 18, W 18, D 20, C 16, Ch 24; 46 hit points, AC 1 or -9, CG, 240’ infravision, protection from normal missiles, contingency (any attack against Siminnica is immediately answered by a Glendor’s Smashing Foot spell), darkness 15’ radius at will, teleport without error at will, charm person at will, dimension door once per day, ESP at will, shape change at will, suggestion at will, flight, vampiric attack, detect danger (75%), spells, daughter of the Prime Material arch-mage Glendor (owner of an alternative Soul Gem). Naheenya (or Siminnica, however she is known) is a ravishing beauty, whose disproportionately attractive charms cause quite a stir amongst those who spy her – but up until recent events tore here away from her pleasant existence on the Prime, she was wont to stay home and tend her garden rather than indulge in the affairs of Multiverse. In fact, Naheenya is quite shy and sheltered, although she does dream of a man who will see through her true fiendish image and love her for who she is inside (or, in the words of a tanar’ri who once sought to make her his own, “in her heart brews a poisonous love, capable of dragging even the most evil being to his knees”).

Naheenya is in fact an alu-fiend, though she masquerades as an aasimar to divert paranoia of her racial heritage (her good alignment prevents detection otherwise). Her father, duped by tanar’ri into creating her by his own mistakes, took her in from birth and raised her to honor goodness and beauty. Naheenya, despite her shyness and wish for a simple and peaceful life, has learned much from her father and seeks to set things right in the world.

Note that if Naheenya’s alu-fiend nature is ever revealed during the adventure (such as stripping her of her cloak or clothes – something her modesty and secret mission will certainly resist), it will likely be damning for her case in hunting Nelg. She will do anything and everything to prevent being found out.

Naheenya possesses a suit of elfin chain mail +5, masterfully crafted by her father and a long sword +3, fiend slayer (if you have never heard of such a weapon before, bear in mind that it does double damage vs. all creatures native to the Lower Planes).

BLOCKADE RUN:
With haste you find yourselves descending to the Dock District – known locally as “The Web” - of this strange and illuminated city in the Astral, weaving your way through crowds of monstrous creatures and skulking others best not described, some cloaked completely in shadowy garb, others begging by the roadside with outstretched limbs taken almost completely over by foul leprosy.

The Dock District of the City of Lanterns is a maze of thin and narrow winding streets and alleys, all crowded with dark shapes, the odd figure set apart from the next by glowing red eyes that mark their fiendish heritage. Above the ramshackle and overhanging buildings can be seen the furling magical sails of spell-jamming frigates and merchantmen, and throughout the quarter can be heard the hawking of alley vendors, angry merchants, and the sound of convoluted and shady street activities.

Through it all, lighting the darkness of the web of streets are the ever-present and eerie green lanterns, which cast dim and wavering shadows as beings of all kinds pass beneath them. Some are perched on flagpoles, drifting in the invisible astral breeze; others are hung from thick bronze chains from the sides of buildings or bored straight into the rugged rock of the asteroid wherever it hasn’t been turned to street or shop. But everwhere you look, one of the strange green lanterns is sure to be found, shedding the only light upon the goings-on of the city’s decadent populace.

Finally you come to the busiest part of the district, where the alleys pour like a delta of rivers onto the docks – yet there is no river or sea here as you might expect; the docks, long narrow piers of cracked rock, stretch out into the gray oblivion of the Astral; ships with magic sails of all queer and quasi-normal design sit at the ends of these piers, floating in space, tethered only by thin cords that wobble and stretch tight with each breeze of the Astral Wind.

There is a thunder in the distance. From here, the great ring of floating Gith encampments can be seen with the naked eye, not more than a mile or so out. Floating on permanent or semi-permanent magical discs (not unlike the Tenser’s disc created by Panakot), some as wide small islands, stands a virtual army of Githyanki and their draconian steeds.

Every now and then the deep hypnotic sky of the Astral Plane is lit by a fireball cast by a Githyanki catapult or sorceror in the distance, streaking by high overhead and landing somewhere in the city or falling abysmally-short.

Even though you shudder to think of the damage the bolt may have caused, the folk of the district surely do not stop their daily business, nor do they even look up to follow it’s trajectory. You wonder at the frequency of such attacks made by the City’s besiegers ... and think what life must be like for it’s occupants.

Panakot motions with a clawed finger a small but stout vessel floating at the end of one of these piers, what looks to be a sea-faring galleon but with sails glistening like a sheet of sparkling opal, already flapping in the Astral breeze. All manner of strange men and monsters climb over her fastening and loosing ropes and lines. The whole is lit by myriad green lanterns dangling from the masts, the fore deck, and all manner of parts along the ship’s length – bathing her in an eerie green glow.

“This da ship ...” mutters the hezrou, “... Ether Lantern. Board now. Quick, quick.”

For what seems like a painful eternity you sit atop deck while the shady characters of the crew struggle to get the ‘Lantern ready to sail. As you watch, you begin to notice a small crowd begin to take shape at the docks, as locals of the City stop to wonder where your ship is off to in ‘such a hurry’ – seeing as there’s a blockade and all. Even from deck you can hear the rowdier members of the crowd taking bets on whether the ship will make it through the blockade or not. Apparently the smart money’s on the Gith.

Soon the crowd has reached tremendous proportions, and you cannot make out the betting from shouts of ‘Idiots!’ and ‘Fools!’, and cries of ‘Kill a Gith for Mikey!’ or ‘You show ‘em!’. But suddenly the Ether Lantern lurches, slowly at first, but soon drawing itself from the pier and heading steadily out into the infinite greyness of the Astral Plane.

Here We Go ...
The crowds at the Dock District seem to grow smaller and smaller, and the crew on board seems to disappear man by man as you draw closer to the lines of the distant Githyanki besiegers. You see movement, of flying Gith shooting from disc to disc by some strange psionic or magical means, perhaps conveying messages of your inevitable approach.

Panakot smiles to the Hezrou, who crosses his leathery arms over his bloated chest in pride as the ship soars at break-neck speed through the space between the City and the Blocade.

“Gets ready fer battle, Boys!” shouts the Hezrou to his men. You see taking cover a small group of the beastly crewmembers, armed with crossbows, glaives, and jagged blades.

Again the greyness of the plane is illuminated suddenly by the streaking of fireballs, but these are decidedly aimed towards your ship as it violates the blockade. One by one the fireballs scream overhead, streaking by at the last moment as each misses in turn. Panakot shouts with glee, and Ollotys smiles, but the crew – even the Hezrou Urreck – seem grim in their concentration.

Again more fireballs soar towards the ship, but this time as you approach ever closer to the great Gith-laden discs, they are accompanied by storms of buzzing and whizzing black arrows. You hear the hard tapping of the shafts as they scatter across the deck and reflect off the curved bottom of the Lantern; then, a suddenly sharp thud followed by another as a handful hit the deck here and there. A cry is heard from the rigging, as the man in the crow’s nest is stricken – his body falls limply out and drifts quickly into the looming grey space.

The hezrou shouts for his men to take cover at once, and you quickly follow suit. The Lantern rushes with a sudden and fortunate gale over and past one of the great discs, and a storm of arrows sprinkles the underside of the ship. A fireball suddenly rocks the vessel from below; a handful of crewmembers scream as they are shaken from their huddled positions on the poop deck and fall over the side, their screams lost to the whirling astral winds.

Uh Oh, A Snag!
Just when it seems the Lantern has evaded the blockade with little damage but a single fireball strike, suddenly the ship again lurches, but this time with such violence as to wrench a cry of surprise and fear from all on board. The ship suddenly and inexplicably comes to a crashing halt, no longer moving outwards from the army of the Gith.

As you turn to peer over the edge, you are horrified to see that one of the discs has risen from below the ship to collide with it – trapping it, beaching it and enveloping it with it’s own amorphous shape. The Lantern is high and dry, embedded in the disc.

What’s worse, a large group of angry-looking Githyanki storm forward from every direction, armed with wicked swords and ornate armor like an advancing horde of bizarre knights.

Stealing your breath is a final revelation, as a great black shadow flies overhead, and a rumbling roar reverberates through the rigging of the ship. A burst of sudden heat enflames all the men assembled on the rear deck, densing screaming forms scrambling for escape – each inevitably plunging off the deck and falling to the captivity of the Githyanki. A great red dragon, glistening evilly as if slicked wet with fresh blood, beats it wings as it comes to land on the fiery rear deck – and riding it is a grim-faced Gith knight wearing fanciful armors of twisted and swirling bronze plates!

Naheenya, the newly-joined hireling, suddenly chimes in with an all-too obvious observation.

“Uh-oh, guys, we’ve hit a bit of a snag...”

The ship has been deliberately slammed by a rising disc populated by the Gith army. The discs are magically-created and psionically sustained by the Githyanki (at least one sorceror per disc, and a host of numerous warrior escorts), though generally they do not move in such a drastic maneuver. The Gith are desperate to stop the Lantern; they have decided to risk losing the disc to stop it.

The Good Guys:
The Githyanki force is rather large, but on the PC’s side they have a number of NPC helpers – Panakot, Acheron, Ollotys, Nelg, Naheenya, the Hezrou Urreck (AC -6, MV 12, HD 9, hp 72, THAC0 11, #ATT 3, Dmg 1d6/1d6/4d4, SA hug for 2d4, SD +2 or better weapon to hit, half damage from nonmagical attacks, never surprised, MR 70%, AL CE, XP 39,000), and six remaining crewmembers – all actually rutterkin (AC 0, MV 12, HD 4, hp 32 each, THAC0 17, #ATT 1, Dmg 1d10, SA nil, SD nil, MR 10%, AL CE, XP 12,000 each) – that’s how they survived the fiery onslaught – each armed with a crescent polearm.

Playing the battle may involve some serious jumbling of rolls and numbers if things go bad; note that Naheenya (secrelty a powerful wizard) will not hesitate under such circumstances to prove her worth to the party by unleashing a rain of powerful spells during the battle. Nelg, at this time, realizes the threat to his own existence and will likewise not hold back the spells (he will, however, target the red dragon as the most primary of threats, ignoring the welfare of other party members to kill it quickly). If things are going bad, gloss over the rules concerning Panakot’s spell-use at this time (for this battle only, though).

SOULCURSE – As the PCs face a vastly-superior force, the Soulcurse will immediately affect the PC positively (yeah, it’s fudging, but it’ll keep things from going really, REALLY, bad) as battle is joined. When any of the Gith (or the dragon) are wounded, their blood begins to flame with an acrid yellow fire, spilling like acidic lava from existing wounds. This acts as the spell Beltyn’s Burning Blood (3-12 points of damage for three consecutive rounds) on all opponents within 30’ of the babau (increasing to 60’ at 5th level, 90’ at 9th level, and 120’ at 12th). The effect only harms enemies of the character. The Gith, horrified and by this strange occurence, will fight at –1 Initiative for the remainder of the battle.

The Not-So-Good Guys:
The Gith, by far, have the more superior force, consisting of the following armed and ready (and quite fanatical) Githyanki warriors, sorcerors, and allies:

 Eighteen 3rd level Githyanki fighters (AC 3, MV 96, HD 3, hp 28 each, THAC0 18, #ATT 1, Dmg 1d8, SA nil, SD nil, MR nil, AL CE, XP 300 each), each wearing bronze plate and shield, armed with a non-magical longsword.
 Two ‘gish’, each a 4th/4th fighter/mage (AC 3, MV 96, HD 4, hp 36 each, THAC0 18, #ATT 1, Dmg 1d8, SA spells, SD nil, MR nil, AL CE, XP 800 each), wearing bronze plate and shield and armed with non-magical longswords. Their spells consist of:

Spell Book #1:
1st Level: Burning Hands (x2), Identify, Light, Magic Missile, Tenser’s Floating Disk
2nd Level: Detect Good, Invisibility

Spell Book #2:
1st Level: Magic Missile (x2), Phantasmal Force, Tenser’s Floating Disk
2nd Level: Mirror Image, Ray of Enfeeblement

 Three sergeants, each a 5th level Githyanki fighter (AC 4, MV 96, HD 5, hp 50 each, THAC0 16 (15 with sword), #ATT 3/2, Dmg 1d10+1, SA nil, SD nil, MR nil, AL CE, XP 500 each), each wearing bronze plate and arming himself with a two-handed sword +1.
 Two warlocks, each a 6th level Githyanki mage (AC 8, MV 96, HD 6, hp 24 each, THAC0 19, #ATT 1, Dmg 1d4, SA spells, SD nil, MR nil, AL CE, XP 600 each). Their spells consist of:

Spell Book #1:
1st Level: Armor, Charm Person (x2), Color Spray, Tenser’s Floating Disk
2nd Level: Blindness, Invisibility, Melf’s Acid Arrow
3rd Level: Dispel Magic, Fireball

Spell Book #2:
1st Level: Charm Person, Enlarge, Magic Missile (x2), Tenser’s Floating Disk
2nd Level: Blur, Detect Invisibility, Web
3rd Level: Blink, Lightning Bolt, Gust of Wind

 A knight (the current leader), an 8th level Githyanki fighter (AC 4, MV 96, HD 8, hp 80, THAC0 14 (11 with sword), #ATT 2/1, Dmg 1d10+3, SA nil, SD nil, MR nil, AL CE, XP 800) wearing bronze plate and armed with a silver sword (two-handed sword +3).
 An adult red dragon (AC -5, MV 9/30/3, HD 15, hp 105, THAC0 3, #ATT 3, Dmg 1-10/1-10/3-30, SA breath weapon for 12d10+6, SD nil, MR 35%, AL CE, XP 11,000), capable of casting affect normal fires (3 times), pyrotechnics (3 times), and heat metal (once). It’s memorized spells are:

Spell Book:
1st Level: Shield, Shocking Grasp
2nd Level: Blur

Gith Tactics: The Gith tactics seem plain and uncoordinated, but in fact they are not. Because of their lightning-quick ability to communicate, they are already prepared to board the Lantern and slaughter all on board. Their tactics go as follows:

First and foremost, the dragon has already cast shield and blur before the battle, and is thus doubly protected. As it has already used it’s breath, the dragon will engage the nearest and most-powerful appearing warrior (or Urreck, the tanar’ri captain of the Lantern) in melee. For added efffect, it may cast shocking grasp before going into melee so that when it does hit, it does so with more “punch”.

The Githyanki warriors (of which there are eighteen) will mob any and all potential spell-casters, or else cut a swath through those who stand between them and their desired target(s) – Panakot, Nelg, and Naheenya if she starts off casting spells. Their sergeants, armed with magical arms, will attempt to assault any creatures that may be unaffected by their brothers’ non-magical weapons.

The Githyanki knight will engage either the same target the dragon attacks (as he is riding it), or else any other target nearby (DM’s discretion). He will only dismount if it is thought more damage can be done to the defenders by doing so.

The warlocks will cover the operation by casting fireball and a forked lightning bolt (two hit two targets) at the outbreak of combat. They will follow this by casting charm person on as many PCs as they can (ordering them to turn on their fellows); this is followed by defensive spells (blur, blink, etc.) and then engagement with magic missiles, color sprays, or Melf’s acid arrows.

One of the “gish” will cast mirror image to duplicate himself before rushing into melee, casting magic missile at any opportunity. He reserves his phantasmal force to defend the knight or warlocks (by creating an illusion to either scare off or distract attackers). The second “gish” will likewise enter melee range but use burning hands to inflict as much damage as possible on clusters of PCs.

SPECIAL XP REWARD – Once the Gith attack force is destroyed, the tenuous grip of the Gith disc (as sustained by one of the many Gith still on the island-disc) slips and the Ether Lantern pulls free. After only moments a repulsion effect of it’s own gravity kicks in and it begins to drift away from the Blockade ... away from the City of Lanterns and off into the Astral Plane. Having broken through the Blockade, the PCs earn a well-earned 10,000 experience point reward.

The Alkilith At The Gate:
Up ahead the ether stuff of the plane seems to darkness somehow, as if a great storm were brewing in this place, but certainly this cannot be so for you know the eternal gloom of the Astral Plane is constant throughout. Yet the darkness seems obvious, apparent, and though you ponder as to the nature of this abberation you are suddenly quieted by a chilling sight ahead.

A graveyard of broken and smashed vessels, all similar to your own, drift and hover about a great mass of black and twisted earth floating at this point in space. It is from this great asteroid of decaying and crumbling stuff that the darkness seems to come, stretching out like shadowy tendrils for many miles distant.

Urreck the Hezrou seems silenced too, though he mans the rudder personally to prevent mishaps at the hands of his rutterkin crew. He stares directly ahead, but every now and then you catch him darting his gross eyes to the side to marvel at the broken and abandoned hulks floating inexplicably in this dead region.

“Strange ...” is the only word Panakot can muster, walking close to the rail to examine more closely another such ship as the Ether Lantern glides by.

“Dismal ...” corrects an astute Ollotys, but his voice suddenly trails off into muted silence. On his face you see worn a strange expression, but he says nothing.

“I sense the presence of the alkalith ... it is near ...” Ollotys finally mumbles.

“Alkalith?” comes the metallic voice of Acheron, “Alkilith? My programming does not include mention of any such being – query? What is this ‘alkilith’?”

“An infernal thing, my little metal boy,” Panakot says over his shoulder, “a tanar’ri of fiendish proportions that sneaks and slithers in darkness to enact it’s subtle perversion. It is a thing that seeks to make all things gloomy and evil, murderous and filled with insanity. It influences others by it’s presence, sending invisible tendrils to affect the living who sometimes find themselves cursed by it’s visitations. The alkilith is a cunning and patient thing, hiding for years, even centuries, slowly turning good men evil by it’s mere presence ...”

“It is called the Guardian at the Gate,” croaks the deep-voiced Hezrou suddenly, adding his two bits to the sage’s explanation, “and it has cursed this place. Once it was abundant with traffic seeking trade through the portal to the Plane of Air ... now the Void Gate stands abandoned because of it. It lurks out there, somewhere in the darkness. Waiting ...”

A striking contrast to the gloomy darkness of this wasteland of ruin you see, set into the very black rock of the Guardian’s asteroid, a huge and brilliant pool of color, as beautiful as any shade of blue you have ever seen, some sixty feet in diameter – certainly large enough for even the largest spelljamming ship to sail through. Towards this spot the Hezrou unerringly sails the Ether Lantern.

As you pass closer, you note the rutterkin of the crew liekwise speechless and quieted by the depressed aura of the place, and the others of your party ready themselves for whatever might come from the rocks to seeth over the ship. By your side Naheenya – Panakots hired muscle – steps up, drawing a blade of weird and curling bronze covered in sigils and runes. Her eyes stare out into the growing darkness, but she seems unshaken in her commitment to protect the expedition. She turns when she catches you admiring her bravery, and smiles comfortingly back.

Remarkably, nothing will happen to the group as they pass through the region towards the gate, though they are followed and surrounded during the journey by utter silence and eerie feelings. The alkilith, dwelling in darkness on the rocky asteroid, seeks not open confrontation but rather to influence through both sides of the gate (and thus generating new evils on the Astral and Elemental Plane Air).

However, from the deck of the ship, can be seen amid the ruins and dashed on the rocks many gleaming jewels and stones, and chests of coins beached as vessels were turned against the rocks by their mad crewmen, all touched by the evil of the Guardian. If the PCs stop to get what they can before going through, they will find four rolls on the following table:

Roll: Item(s) Found:
1 1d6 x 5,000 cp in loose coins
2-3 1d6 x 1,000 sp in loose coins
4-5 1d10 x 100 gp in loose coins
6-7 1-6 gems (each worth 500 gp)
8-9 3-18 gems (each worth 500 gp)
10 1-4 gems (each worth 1,000 gp)
11-12 1-2 pieces of jewelry (each worth 2,000 gp)
13 A chest containing 4d24 x 1,000 gp and 1d6 x 100 pp
14-15 A chest containing 2d3 x 2,000 gp and 2-8 gems (each worth 750 gp)
16 A seemingly charred piece of armor (helm of kossuth)
17-18 A chest containing 1d3 x 1,000 pp and 1-4 potions of extra-healing
19 A chest containing 1d2 x 1,000 pp and a rod of smiting
20 A chest containing 1d6 x 1,000 pp, a longsword +1 shadowblade, and a dagger +4

All magic items, of course, can be found but once (if rolled again, only the monetary treasure is gleaned), and only four rolls total are allowed for the entire gathering.

Unfortunately, any group landing on the asteroid draws the ire of the alkilith, which will slowly slither out from it’s dark and forgotten knot-hole on the black rock and slink towards the landing party. After the second item is uncovered, the alkilith will suddenly surprise the group by instantly forming around them to attack!

The alkilith tanar’ri (AC 3, MV 6, HD 11, hp 88, THAC0 9, #ATT 4, Dmg 2d4/2d4/2d4/2d4, SA save vs. poison for 1-6 additional poison damage, special acid effect, SD half damage from slashing or bludgeon weapons, +2 or better weapon to hit, MR 40%, AL CE, XP 17,000) personally has no treasure (though it considers all the abandoned treasures around the Gate it’s own). It will only attack until reduced to 20 or less hit points, before seething back in it’s liquidy form through holes and cracks in the rocky ground and away from harm.

THE VAST AZURE – The Plane of Elemental Air:
Through the brilliant pure blue gate the Ether Lantern is drawn, until at last the enveloping azure light at once abruplty stops and the ship passes completely through, soaring out and into the vast and eternal sky of the Elemental Plane of Air.

The gate behind is a swirling whirlwind or typhoon of milky white ether, twisting and rotating with each passing moment like a waterspout leading to back to the Astral Dominion.

But this plane, though airy and indefinite like the Astral, is by far more wondrous and stirking to behold – the sky composes the whole plane, stretching in every direction, with colors ranging from the warm blue of a summer sky to the deep azure of night at the far horizons. No stars glitter in the sky, as the place glows with it’s own light like the height of day; streamers of thin clouds, huge stormheads of massive white cumuli, and the fluffy stuff of lazy observation can be seen near and far, within a few hundred feet or many, many miles distant. A roar of wind batters the Ether Lantern as it sails out of the gate to the Astral Plane.

The Portal on this side seems similar to the portal on the Astral, in that instead of hovering in space like some bodiless entity, it appears to be attached to a great chunk of dispossed earth (not unlike the City of Lanterns either, come to think of it) floating along in the Elemental Plane’s infinite aerie. Bits of this rock seem to be crumbling away by the year, leaving streamers of small debris – some as small as boulders, others as large as small asteroids – drifting off and trailing behind the earthen island in a maze of decay.

Atop the right-side surface of this dispossessed chunk of earth (itself almost a half-mile across at it’s widest) can be seen aged and discolored pillars of marble, broken and cracked by eons of time, forming some wild and majestic Grecian temple or sanctuary here, on the Plane of Air. These rows of pillars, and collapsed stone amphitheatre-like parthenons, lead from the lowest and most dizzying edges of the earthen rock to the heights where your flying ship emerges from the Astral Plane. The great gate leading back, now drifting by the moment away, seems to form the heart of this ancient and mysterious Greek temple-complex, set between two huge pillars that have (unlike the others) withstood the centuries.

Suddenly, the wind buffets strongly against the Hezrou’s ship and in a moment it seems in danger of going out of control. The Ether Lantern moves slowly down the mountainous asteroid-temple along an avenue of pillars; a few more feet and it will crash into the titanic columns of stone!

Urreck (if alive) will attempt to pull the ship back under control by whipping the rutterkin back to their stations (after having fought the Gith and Alkali, they are quite morale-shaken). If Urreck is dead, the ship automatically crashes into one of the pillars (see below).

For every crewmember “on the job” (that is, working the directional rudder and the rigging), there is a 10% chance that the ship does not crash; Urreck alone represents a 25% chance of dodging the pillar. Avoiding the catastrophe should not be hard, unless either Urreck or several of the rutterkin died in the previous battles leading here ...

If the ship strikes the rock, there is a 5% chance per passenger that he/she is shaken by the collision and falls off the ship’s deck (to a sure death some 180’ down to the rocks below); this number is increased to 10% for “crewmembers” (that is, anyone in the rigging ro dangling off the ship’s side trying to hurl the vessel’s weight to one side or another to avoid collision) and PCs trying to help Urreck guide the ship along.

Could It Get Any Worse?
The sounds of the struggling crew and the screams of Naheenya (who has never actually faced impending death like now) seem to have attracted some gigantic guardians of this side of the portal!

As you rush to the guardrails to prepare, you see emerging from the collapsed temples and from the ruins of the great pillars a collection of beings, at first seemingly beautiful but soon discovered to be decadent and lost souls deserted here upon the Rock.

The largest of them are towering (twenty or so feet in height), with skin as milky and pale as blued opals and sapphire eyes, but their wild white hair, reminiscent of stormclouds, seems bedraggled and a vicious and mad countenance sprouts across every eager face. They advance from the cover of their hiding places with excitement, as if such “visitors” to their forgotten abode were a welcome addition to their starved diets. Greedily and savagely they begin clambering down the great boulders and over the ruins of fallen marble, at once their deep giggles turning into thundering cackles and horrible laughter!

The titan savages inhabiting the ruined asteroid of rock on this side of the portal are in fact cloud giants, of which there are some twelve in number (AC 0, MV 15, HD 16+2, hp 82 each, THAC0 3, #ATT 1, Dmg 1-10+11, SA hurl rocks for 2-24, SD surprised only on a 1, MR nil, AL CE, XP 10,000 each), once a good and honorable folk who traded decades ago with the people of the Astral Plane (they alone held sway over the portal to that plane encapsulated on their floating pocket of earth) but whose dealings became haunted and outright abandoned over time – due to the appearance of a strange corrupting force in the area. The cloud giants began first to cheat, then outright attack, and then savagely ambush and devour any all creatures taht came through the gate, and it was thus abandoned after a time.

It was the alkalith on the other side of the portal that came to influence the giants and drive them to evil, plunging them into mindless savagery and eventual insanity as the years progressed. Because it dwelt on the other side of the gate, the giants did not readily recognize it’s significance and thus degenerated slowly and without check.

The cloud giants are all now completely insane, and are thus immune to all forms of mind-affecting magic and psionics (they are immune to charms, enchantments,confusion, and the like, and any attempt to read their thoughts has the effect of confusing the caster or psionic attempting to do so).

If the Ether Lantern crashes, it assumed to come close enough to the heights of the moutainous rock to allow 1-4 cloud giants to clamber aboard (if two or more cloud giants manage to stay aboard for more than two rounds, the ship slowly descends because of the weight to the ground, allowing all the giants to climb aboard and attack). Otherwise the cloud giants will simply bombard the vessel with boulders each round until it passes out of range (requiring 3-9 rounds).

If the characters manage to slay all the giants, they can have Urreck lower the ship and allow them to debark and search the shattered and eerie ruins of the once-great giant trading post on this side of the gate. A search requiring 4-16 turns and a successful Detect Noise check finally uncovers a small stash (coveted by all the giants a sprecious, and hidden under piles of rubble so that they remain well-hidden) where can be found Akadi’s whisper sphere, a manual of puissant skill at arms, a ring of djinni summoning, and no less than 12,000 sp.

THE POCKET OF RADIANCE:
For hours the PCs enjoy mind-boggling heights and limitless vistas of the Elemental Plane’s infinite airy skies, colored with every shade of sky imaginable. Naheenya remains on deck the entire time, her eyes almost watering at the beautiful sights, while Panakot goes about checking the wounds and condition of whatever members of the expedition remain. Acheron stands a stoic watch at the bow, while Ollotys retunes his lute while leaning against the main mast. Nelg is ever quiet, his eyes closed as if meditating right in the middle of the top deck, oblivious to the activity going on around him.

About six hours after arriving on the Elemental Plane of Air, the directions of Guttersnipe seem to lead the ship through numerous cloud banks and the fringes of great storms as they swirl and roil about for miles in each direction across the crystal plane. As the dawn of the seventh hour approaches, suddenly from this great and swirling chaos of cumuli comes a brilliant stream of light, each ray holding a pure and solid beam of one of the many colors of the rainbow – red, orange, yellow, blue – cascading from some central point in ths distance, previously veiled by the great thunderheads and only now coming into sight.

As the clouds part and the vessel draws nearer on the roaring winds, the brilliane object soon become smore and more visible, soon revealing itself as a masive sphere, orb, or ‘bubble’ of pure shifting and glowing light – elemental Radiance – as large as perhaps a small moon or, more concervatively, at least the size of a large city. It is almost blinding to look too long upon with the naked eye, but it’s sight is so magnificent, so beautiful, as to tempt one to willingly burn one’s eyes for but a few minutes’ glance.

Clouds seem to ring the sphere at irregular intervals, and some seem so cold that they have become solid clouds – thick with tiny crystals of ice. From the deck of the slow-flying Ether Lantern you can see, walking on one of these cloudy arms, a handful of humanoid figures – dwarfed by the sphere’s colossal size and luminosity – just outside it’s bright colored shell.

The group of figures seems to constitute a party of some sort, and though you are still some distance away, you seem to be able to make out two warriors, a roguish scout, a priest in war-ready vestments, and a mage at their head. For a moment it seems the mage is speaking to them all, while each nods in turn as if accepting orders before some undertaking. At last the mage raises his cloaked arms to the sky in some evocation over the assembly; the priest likewise lowers his head in a prayer of some kind for the entire party.

This done, all thurn to watch as the first warrior turns to the shimmering barrier and stares for a moment, the colored lights dancing off his polished and beautiful armor. A paladin, you assume, by the holy symbols emblazoned across his armor’s surface and the mighty glowing sword held tightly in his hands. Suddenly he marches forward to be taken in by the enveloping layer of colors.

Steam can be seen rising from his armor as he enters the red color layer, but strongly and persistenly he continues on, though even from this great distance you can hear the crackle of his skin burning and steaming from the magical heat. He continues until he passes beyong to the orange layer, but now he seems to stumble momentarily, as if stricken by great and overpowering pain.

The others of the distant party are framed silhouettes against the blinding rainbow barrier. The head of the roguish man turns to look to the mage, but his attention is lost on the paladin’s crumbling progress.

Weary from instense pain, the paladin pushes on with tremendous strength to the third barrier, of blinding yellow light, whereupon his body seems to literally buckle and twist in agony; his armor seems to suddenly begin a process of painful implosion, crunching inwards and snapping bone and muscle.

With an impossible reservoir of strength the paladin throws himself ever further, his cry of pain lost to the numbing hum of the magical energy barrier.

The other warrior, his face lost behind his menacing Greek-style helm, grips his spear with a sweaty palm, readying himself. You assume he is to be next should the paladin fall.

The paladin continues through the yellow barrier and falls to his knees upon entering the swirling green layer.

For a moment the mage seems to stand tall, peering intently. The rogue watches, rubbing his chin. The Greek warrior stares like a motionless statue.

The paladin suddenly emits a choked gurgle, and his gauntled hands rise to his neck – suddenly a geyser of black poison streams from his mouth, through his grilled visor. With an abrupt and final gasp audible even from such a great distance, the mighty paladin crumples in a dead heap, his body and ravaged armor bathed by the intense greenish light.

The mage looks to the second warrior; he does not return the glance, but instead holds his shield and spear in hand and strides confidently into the barrier.

You watch with trepidation as the armored warrior follows in the paladin’s path, suffering searing burns on his exposed skin that at first seems to sizzle, then blister and crack as he passes through barriers of red, orange, and yellow light. By the time he reaches the edge of the green barrier, he pauses for a fraction of a second to stare at the body of his dead holy companion – before pushing himself along on stalwart feet into the green field.

The mage stares intently, his eyes glimmering in the light. The rogue seems nervous, his fingers working quickly to fasten his cloak tightly about him. Should the second warrior fall, he will be next.

The cleric looks at the mage momentarily, then returns to his praying, his voice lost in the storm of humming thunder created by the massive pocket of Radiance.

The warrior seems suddenly to stumble as he, too, enters the green field, but with amazing force of will he propels himself through and into a bathing aura of blue that composes the fifth layer of the prismatic sphere. Here the warrior seems spurred by imminent victory, striding quickly towards yet the sixth field.

The party stares eagerly, quietly, waiting to see ...

Suddenly and horribly, though, the Grecian figure is halted in his heroic stride. All eyes watch as he seems paralyzed, only to be followed moments later by black fingers running up his legs and torso – cracks. Frozen by the field’s horrible magic, his body is instantly turned to a statue of stone, a perfect replica of an ancient Greek warrior rushing to victory.

The priestly character seems deeply saddened, and lowers his head. Even the scholarly mage, who so far remained utterly calm during the attempt, seems shaken. He turns to lay his gaze of iron grey eyes upon the rogue.

The rogue shrinks away, despite the mage’s words (which cannot be heard from this distance, but appear to be growing in volume with anger), and dashes off in the opposite direction. The wizard throws his arms high as if to cast a spell, until the thief suddenly and inexplicably throws down a strange flap of pure blackness and leaps in – vanishing into some kind of portable hole.

The cleric looks to the incensed mage, and exchanges a few inaudible words. The mage does nothing as the cleric turns solemnly away, head lowered, to follow the rogue through the one-way and temporary gateway.

At long last only the mage remains, and he slowly turns back to the shifting barrier of brilliance. For a moment he stares, perhaps muttering spells of protection on his person, before plunging in.

You watch with the knowledge that he, too, will meet with some hideous fate as a result of their ill-preparedness ... through the red and orange barriers he runs, his body burning and his screams trailing behind him, past the yellow barrier where his very robes begin to flame; on through the green layer and into the blue, dodging the collapsed form of the paladin and past the towering statue of the Grecian warrior ...

Suddenly leaping from the blue barrier as it seems just about to overtake him with it’s magic, jumping into the sixth layer, a field of radiant indigo. One more layer to go. For a moment you watch, tantalized by his seeming success, until you see the mage freeze in his footsteps.

You think momentarily that perhaps he too has turned to solid stone, until his arms move, bringing his hands to his head. In a motion he tears his pointed cap from his skull, his thinning white hair blowing in the wind created by the swirling sphere of light. His hands claw at his ears insanely, and suddenly the mage drops to his knees, screaming with a voice racked with utter and complete madness and idiocy, dropping his staff to the ground and crying with heart-renching visions of delirium.

The mage rises on feeble legs, leaving his staff where it ies, and laughing in agony and screaming in joy, dances back towards the bodies of his compatriots, raising his arms in praise of the heroic warrior and the destroyed paladin. Then, at last, the insane mage stops in his place, staring up at the stone helmet of the Grecian hero.

His face, creased with pain and delusionary happiness, suddenly loses all emotion. His figure stiffens, as his body – like the tall warrior – is turned instantly to stone.

“By the Orbs ...” mutters a horrified Panakot, almost driven to tears by the helpless sight.

Ollotys closes his eyes and turns away.

“They – they all perished?” Naheenya’s soft voice is a question, as if she simply cannot believe what her eyes have seen.

Nelg’s eyes stare as if mesmerized by the great barrier, but no fear or pity passes from those featureless white orbs. Slowly he crosses his arms across his chest, but says nothing.

“Curious defensive structure ...” Acheron’s voice is almost lost in the feelings of pity shared by the living beings present “... a well-manufactured layer of magical defense. Curious.”

For a moment it is all you can do to stop yourself from weeping for the party you could not reach, but then suddenly your watering eyes catch sight of something.

In the distance, among the cloudy enbankment to the west, you see a number of dark, shadowy things peering over the edge, apparently observers of the same tragic scene. The creatures, however, strike you instantly as odd for they are almost shapeless things made of pure shadow.

Then, at once, you feel as though they have sensed your noticing them, for as one the numerous shapes take flight in the opposite direction to vanish among the clouds.

The Barrier:
The group is (or was rather) a party of exteremely-powerful (level 20+ each) plane-travelling adventurers who came to the pocket of Elemental Radiance on this plane in an attempt to discover the fate of the brilliant beings that were once trapped within; mistakenly believing they could make intelligent contact with these beings (such will be impossible; they are utterly mindless killers now and entirely insane), they took foolhardy chances by attempting to cross through the radiant prismatic barrier unprepared.

The “barrier” is in fact a gigantic sphere (a mile high and wide) of magical force (exactly like a prismatic sphere, with the effects for each layer as described under the spell), suspended in the great vault of sterling blue that composes the entirety of this limitless plane of air. A glimmer of rainbow-like hues cascade from the heart of the luminescent pocket world, tempting outsiders to attempt to pass it’s great barrier and discover the lost secrets within.

Passage through the great barrier is unrestricted (except for the magical effects), and conceivably any being could walk through if he survived the flat damage and forced saving throws vs. death for the various layers. There are, however, a few special rules when concerning the Radiance Pocket’s special barrier:

 A successful magic resistance check will reduce damage suffered by only one-half (not negate it); a successful check also gives a +2 to saves to resist the barrier’s other effects.
 Otherwise, saves to resist the barrier effects are made with a –2 modifier.
 The final layer has only a 5% chance of whisking a trespasser off to another plane.

The only safe way for the party to cross through the barrier of radiance is to find some spell, item, or other means capable of making them immune to the prismatic barrier. Fortunately, between Panakot, Naheenya, Nelg, Ollotys, Acheron, and the PC(s), such means are available – Nelg and Panakot have numerous spells which can aid in the removal of the various layers (see PLAYER’S HANDBOOK for required spells). If none of the PCs think of this, Nelg will finally break his masquerade (as a low-level mage) and cast the needed spells, along with Panakot, to bring the barrier down.

The City:
The city locked within the pocket of Elemental Radiance was once populated by a great and magically-advanced race of beings from the Plane of Radiance, but whose experiments in strange sorcery caused a great cataclysm that destroyed their city – sending it reeling into another plae entirely. It was this act that caused the creation of the pocket on the Elemental Plane of Air, a solid sphere of blinding and shifting colors in which the race of beings eventually perished.

Perished, all except for a few who managed to transcend their material state of being and assume the bodies of beings of pure energy – enermentals. Now dwelling among the tall and magnificent spires of crystal and towers of glass are these radiant and amorphous beings of pure Radiance, who through the centuries have turned hungry for mortal sustenance ...

As you walk with the protection of your companions towards the barrier, you see the burning light dim, refract, and turn utterly clear as the spells (or whatever means) take effect, biting away like fiery lances into the great shield. Uneasily you continue to walk, noting by the passing second how the great light does in fact lose it’s powers against your awful onslaught of magic.

Continuing on across the graveyard of bones and fallen heroes, you see soon enough the quickly-decaying corpse of the paladin, his armor destroyed by the effects of the fire on his person; in his crisp and blistered black palm you see the glowing sword of his profession still perfect and untainted by this place’s cursed magic.

Walking on, you pass the statues of the Grecian and the wizard, noting their features – good, brave, and strong men, perhaps even greater than yourselves. You shudder to think of what manner of civilization could create such a great barrier to thwart even the greatest of the Planes’ adventurers.

If the characters search the body of the paladin, they uncover a flamberge +5 holy avenger (this weapons does 2-9/2-16 base), three javelins of piercing, a cleric scroll of cure light wounds (x3) and aid, and a ring of multiple wishes (one wish remaining). The staff dropped by the ill-fated wizard before turning to stone is found to be a staff of withering (10 charges remaining).

ON TO THE GATE:
The towers and spires of the ancient and now-abandoned glass city seem to stretch on forever, glistening and pulsing eerily under the brilliant multi-colored sky created by the great prismatic barrier encapsulating it. As you walk the crystalline streets you are taken over by a great sense of caution, for out of the corner of your eye, at every second, you spy movement that sometimes proves only to be reflections of your bodies in distant glass walls and crystal formations; yet at other times you are at odds to clearly see who – or what – was moving in the distance of the city’s crystal streets (these are Enermentals - new monsters detailed at the end of this adventure - watching the group. If they are having a particularly easy time in The Journey, have two or three of them emerge to attack; otherwise, have them simply drift back and out of the light, serving only as mysterious reminders that something indeed is alive here).

Dodging reflections and refracted images of yourselves, you are drawn by the need to penetrate this place’s lost secrets and find the alleged gate leading from this dead city to the plane of Electromagnetism.

At long lost you come upon a great square, kept from prying eyes by sky-scraping citadels of silvery crystal that at once glimmer purely then all of the sudden catch the newest wave of color from the barrier and glow with an intense and unearthly light – the deepest blue, striking green, or fiery red as bright and brilliant as the light of the Sun.

Beneath these great structures, coiled in the square, is what appears to be a great dragon turned to glass, it’s entire body made up of sharp facets of a warm and burnished gem-like structure that has the fire of a ruby and the lightness of jacinths. For a moment it is all you can do to stare, for the great thing of beauty is motionless and dead; and of the colors flashing across the barrier-sky, it’s crystalline form is untouched, unchanged, remaining a deep and fiery orange.

Across from the creature stands a great featureless slab of coppery metal – a striking constrast to the crystal and glass construction of the city (for you had yet to see any metal in the entire place) – reached from the square by a broad avenue lined with tall but cracked pillars and columns of brilliant ruby crystal. The huge slad seems, rather oddly, to be the dimensions of a gateway of sorts...

Suddenly, to your surprise, the eyelids of the crystal dragon open, revealing deep ruby-red eyes that seem to glow with a remarkable inner fire.

“VISITORS ... ?” comes a rumbling, scintillating voice.

The creature is a very old jacinth dragon (AC -4, MV 9/27, HD 14, hp 112, THAC0 4, #ATT 3, Dmg 2-7/2-7/4-24, SA breath weapon for 10d4, SD nil, MR 35%, AL N, XP 10,000), capable of causing blindness if stared at for more than two rounds if a save is failed (lasting 5-30 rounds); after three rounds the dragon may attack with a +3 bonus to initiative. It’s memorized spells are:

Spell Book:
1st Level: Charm Person, Color Spray, Phantasmal Force
2nd Level: Blur, Mirror Image, Strength
3rd Level: Blink, Haste
4th Level: Fire Shield, Stoneskin
5th Level: Dismissal, Feeblemind
6th Level: Death Spell, Mordenkainen’s Lucubration
7th Level: Limited Wish, Spell Turning

Clerical Spells:
1st Level: Detect Good, Detect Evil
2nd Level: Aid, Hold Person
3rd Level: Call Lightning, Dispel Magic
4th Level: Cure Serious Wounds, Free Action

The dragon will humor the PCs by engaging in polite conversation for a few rounds (until they become fascinated with it’s hide, allowing it to attack with +3 initiative). It will answer their questions quite readily – this place was once the city of an advanced civilization of beings who ddestroyed themselves with a great casting that threw their realm from the plane of Radiance to this one, trapped in a bubble through which nothing could penetrate. Those beings still live here, albeit in an altered state – don’t worry, they’ll be by soon enough. Yes, the jacinth dragon is quite surprised to see the party here, but no, it will not tell them anything of the gate for it is, actually, the Guardian of the Gate. With that, it breathes on as any of the party members as it can get with it’s searing heat.

The jacinth dragon will, as soon as it breathes, take to the air and fly to a protected part of the abandoned city to cast the following spells – blur, mirror image, strength, blink, haste, fire shield (hot), spell turning, aid, and free action. It will thus be gone for nine rounds, after which time is will literally streak out of the sky (movement of 54 due to haste) and engage in battle. It will generally due melee with the party, making the most of it’s haste and strength spells, and allowing the party to destroy themselves on it’s fire shield and stoneskin. Only if it comes to an impass will it start casting death spell, feeblemind, etc. It will reserve it’s limited wish to fully heal itself should it become badly wounded.

Until the dragon, returns, however, the PCs are left alone in te dead crystal square, surronded by rainbows of glassy brilliance created by the towering buildings. In the silence left by the dragon, one can suddenly hear the sound of pulsing energy getting closer, closer, closer ...

On the third round, a group of four enermentals will emerge from the crystal ruins from differing directions, attracted by the presence of the party in their ruined metropolis. The enermentals (AC 0, MV 18, HD 9, hp 72 each, THAC0 12, #ATT 1, Dmg special, SA fatigue, life level drain, SD spell immunity, +2 or better weapon to hit, MR special, AL NE, XP 6,000 each) will stream forward as blinding balls of light to attack mindlessly all members of the party until the dragon returns. If they are not slain by that time, the dragon will hold off and use spell attacks instead of landing to do melee.

The Dragon’s Treasure: The horde of the jacinth dragon consists of a stash located all about the square, seemingly haphazardly placed, but actually set in strategic places where upon the faces of polished gems and silvery mirrored jewels it can peer down interconnecting avenues and boulevards of the crystal city, spying all who trespass on the domain. The treasures include 56,000 sp, 30,000 ep, 62,000 gp, 2,300 pp, 66 gems (thirty worth 1,000 gp, twenty four worth 500 gp, two worth 100 gp, and ten worth 50 gp), eight pieces of jewelry (two worth 5,000 gp, three worth 1,800 gp, and three worth 1,000 gp), a scroll of protection from lightning, a cleric scroll of dispel magic and free action, and a cursed scroll (polymorphs reader into a monster of equal level who attacks all on sight).

Using The Gate:
Once the gate’s guardian is destroyed the PCs can approach and investigate the great copper slab of metal standing upright and vertical overlooking the columned square. As the PCs come close, it becomes obvious that a tangible power emanates from this great metal doorway...

Reaching out to the ostensibly-solid copper surface of the great smooth slab, your hand suddenly tingles and is drawn quickly towards it, as if attracted magically or even magnetically. At once your fingers sink into the copper, sending liquid ripples across it’s suddenly fluid face. As your hand is drawn ever futher through, you realize this is the gate which you have sought. The hairs on your arm stand on end, running from your wrist as far as your armpit; even the hair on your head begins to rise slightly, suggesting some great magical power beyond that influences even as far as across a planar portal!

TO THE QUASI-ELEMENTAL PLANE OF ELECTRO-MAGNETISM:
And through the portal you go.

At once you and your fellows are assaulted by a terrific roar, a neverending catastrophic thunder so loud as to nearly burst your ears. You cry in agony at the awful assault of sound, but are soon overcome by even more terrific sensations.

You find yourselves floating out of control in a vast and infinite sky, and for the moment in no direction can you see land or planets, or anything to which you can draw yourselves for comfort. You are suspended, whirling haphazardly about, screaming and soaring through this terrifying plane.

The plane’s infinite expanse is a deep yellowish color, through which crackles lances of sharp and biting lightning each moment that passes. It is the brilliance of this neverending storm of lightning that blinds your eyes, and as they travel far across the infinity of this plane theu are followed by a sound of a constant, non-stop, deafening drone – a roar of infinite crackling energy.

As you struggle to right yourselves, you suddenly notice that you all travel along together, in the same direction, slowly being drawn along towards some distant destination. Each whirls about with his own uncontrollable gravity, being repelled from others who come too near with a stunning shock of static force that sends both parties flying in opposite directions.

As you turn to face the direction in which you travel, you are suddenly overcome by an even greater sight. There, floating like some sky-city in the stark nether spaces of this electric plane, you see a colossal, dumbfounding structure floating in space.

At first you cannot find words to describe it, it’s shape and construction is so utterly alien and nonsensical. Yet as you stare (and are drawn ever closer by the moment), you come to recognize towers, cages, and supports of pure copper. At the heart of the drifting “city” is a great cage of copper bars, within which can be seen some gigantic mechanical contraption (as large as two castles put atop each other) but whose purpose is lost to your simple mind except for the painful and deafening bellow it creates with each passing moment – even above the roar of the lightning that dances with each millisecond across the plane’s horizons.

Your eyes scan the strange structure beyond it’s heart, spying towering scaffolds of copper tubes and pipes, some certainly at least half a mile in height, stretching in all directions like aa pincushion from the whole. At the end of each, you see what appears to be a series of metallic globes – electrum or copper perhaps – themselves orbited by metallic rings that sing with intense energy as they whip about like some god’s maniacal orrery of the heavens.

Every second or so, you recoil as these spinning discs generate an arc of electricity (a bolt as large as a dragon to be sure) that jumps from one spar to the next for some unknown purpose.

From the great mass of mechanical gears, the entire revolving and spinning citadel in the sky sports two great extremities, two huge and spiralling “towers” at polar opposites at either end. The one atop the structure goes out for at two or three miles from the center; at it’s tip can be seen a huge blinking beacon of shimmering white light (if the character makes an Int check as well he also notices tiny, almost invisible pinpoints of light being drawn in a steady and constant stream towards this beacon where they momentarily merge, then flare up, then ultimately vanish after contacting the light). Below this is a strange array of interlocked discs of copper that continuously wobble and spin, creating an audible hum.

At the other end of the mighty sky citadel is another tower, this one somewhat bell-shaped and formed as a cage, but through these bars you cannot make out the interior.

In the distance, framing and dwarfing the great citadel by it’s awesome brilliance, can be seen a gigantic and perpetual storm of radiant lightning – far, far on the horizon – perhaps (you believe) the heart of this electric plane and the actual source to which you are slowly being dragged. It’s distance, certainly lightyears away, suggest that the slow pull would take years, if not decades, for you to reach.

The Rilmani’s entire domain is, in fact, a great mechanical generator harnessing the raw natural power of the plane itself – electromagnetism. The domain is a great floating disc of copper, made of interlocking and revolving discs and spinning orbs, a sky filled with revolving electrum and copper orbs that create a field of static electricity and intense gravity around the floating domain. The domain – and any other bit of stray matter finding it’s way into the plane – is slowly drifting towards a great source of brilliance, a massive storm of electricity and lightning seemingly millions of miles distance (looking like a black hole in negative, a brilliant storm of light and power).

The Rilmani’s plane is powered by the husks of dead shockers (appearing as brittle crystal structures), which are attracted by the abberancy of Rixis’ artificial domain on their native plane and are slain by his power as they come near. These husks are collected and used to form the great power-device of the Rilmani, a complex crystal structure humming and vibrating with potent electrical energies.

A Few Notes On The Dynamics Of The Plane: It is important for the DM to be aware of some features specifically of import to travel and existing on the Electromagnetic Plane that are not covered elsewhere in AD&D game products. Here are the most important things to remember:

 Beings not native to this plane have a high likeliness of building up a strong and potentially-fatal static charge that is released when he/she comes into contact with another such being. On first contact with each other, two material beings will suffer 1-4 points of electrical damage (each); this increases to 1-6, then 1-8, 1-10, etc. each time an attempt is made to make contact with another creature from outside this plane; this represents the static charge building after each contact). In addition, while they float in the plane’s electric void, those who touch are also repelled 10’ (each) per point of damage suffered, in opposite directions. Thus two beings suffering 4 points of damage each from contact would be propelled 40’ from each other (for a total distance of 80’ between them).
 Any metal weapon striking another metal object (such as metal armor, the structure of the Rilmani domain, etc) will provoke an instant electric charge, shocking both metal sources (i.e. the holder of the metal weapon, and the wearer of the metal armor) for 1-4 points of electrical damage immediately.
 Any electricity-based spell (such as lightning bolt) or ability causes a further +1 point of damage per die on this plane.
 Movement through the exterior space of the plane (that is, anywhere outside the Rilmani’s artificial floating domain) is limited to 50’ per round because the characters lack any control whatsoever over their movements.
 All metallic objects are further adversely affected by strange gravities and energy that they lose one “plus” while on the plane. This applies to metal weapons and armor as well.
 Finally, anyone not native to this plane (excluding the Rilmani; he has been here long enough to adapt) will be deafened by the thundering noise of the constant lightning storm that surrounds the demi-plane. This has the twofold effect of acting as constant silence spell (no spells requiring verbal components can be cast, as no noise other than the roar of the plane can be heard) and a –1 penalty to initiative for the affected persons.

Centrifuges:
For whatever purpose, from the sky-domain’s center radiate huge spokes, on the ends of the great rotating struts of which hover gigantic electrum and copper spheres – each perhaps as large as a small mountain (some 750’ in diameter). These orbs are orbited by Saturn-like rings of identical metal, which seem to hum deafeningly as they create an invisible charge between themselves and the spheres.

Every 1d4 rounds, a given sphere will have built up sufficient charge as to cause an arc. An arc is an explosion of electrical power, a bolt of lightning that will arc from one sphere to the next conductive source (likely another sphere) with a violent release of energy.

Generally this will not cause a problem unless the PCs foolishly venture too close to the spheres. When a discharge goes off, any living thing within 100’ will be shocked for 4-16 points of damage due the high-voltage field created in the arc’s path and wake. Within 50’, however, there is an even greater danger that the arc is redirected to the intruding person/vessel. In general this will only occur if the vessel or intruder is sufficiently metal-clad (a metal construct such as Acheron, or an adventurer clad in plate armor would constitute “sufficient”), but if so the arc will cause instant death if a save vs. death magic at –4 is failed; otherwise the character is blinded (as power word), stunned (as power word), and suffers an immediate 10-100 points of eletrical damage!

Any person or vessel also caught in the path of a rotating sphere will be killed when he hits the powerfully-charged rotating device, if not by the electricity then by the colossal weight and force of it’s movement.

Shocker Attraction Beacon:
The strange tower seen on one end of the city, sprouting high above it like a great vertical spike and emitting a brilliant light, is in fact a magical beacon devised by the creator of the floating domain to attract the only native beings of the Electromagnetic Plane – shockers. From a distance these appear only as a steady stream of tiny lights – but each is in fact the size of a human (or slightly larger), and very dangerous to life not native to this plane.

For every half hour spent on the plane outside of the Rilmani’s artificial sky-domain, there is a flat 75% chance that the presence of the PC intruders on the plane will attract 6-24 (!) of these floating beings, who will appear to “leap” straight out of a passing stream of lightning and attack.

As they near, the PCs will observe these unknown creatures to appear as vaguely man-shaped globs of blinding brilliance, their amorphous form clothed in faint light blue sparks that shimmer all across it’s surface with startling and stuttering bursts of audible energy – a violent buzz and hum. Shockers (AC 0, MV 9, HD 1+2, hp 10 each, THAC0 18 or 16, #ATT 11, Dmg 10 points, SA special, SD immune to electrical attacks, poison, paralyzation, and mind-affecting phenomenon, MR 50%, XP 85 each) are weak creatures who destroy themselves when they attack (discharging their own life force to cause damage in a single strike), but are potentially deadly, especially on this plane. Each time they attack they treat metal armor as AC 10 (though magic bonuses still apply), with +2 to-hit if attacking any form of plate armor (full plate, field plate, plate mail). When they hit they inflict 10 points of damage (half if a save vs. death magic is made), and if they themselves are struck by a metal weapon they automatically inflict this damage on the attacker before dying (they are considered AC 10 against metal weapons).

Super Generator:
The heart of the mechanical “city” is this great central region, a massive cage of copper supports surrounding a vibrating, rotating, and cycling core of copper. This huge machine (titanic in size) is what creates the tremendous energy that powers the entire complex of the Rilmani’s design. It is, however, extremely dangerous; should the PCs somehow attempt to explore the generator, they will that attempts to come within 2000’ cause an immediate 1-4 points of electrical damage per round; this increases to 1-6 per round at 1750’, 1-8 per round at 1500’, 1-10 at 1250’, 1-12 at 1000’, 1-20 at 750’, 1-100 at 500’, 2-200 at 250’, and 3-300 per round any closer!

Even for those beings immune to electricity, there is another deadly factor, the increasing gravity-well created by the strong electromagnetism of the generator. Crushing damage will be incurred at a similar rate as electrical damage, but starting at 500’ and increasing in 100’ intervals (1-4 at 500’, 1-6 at 400’, 1-8 at 300’, etc).

It would be suicide to go near the massive generator-heart of the Rilmani’s personal domain, but anyone who somehow manages to survive the electricity will find a great boon – the entire generator is a mass of gleaming clear white crystals (the husks of slain shockers drawn by the Rilmani’s devices), as large as a small mountain; there are some 1,000+1d100 gems of 50 gp value composing this massive trove. The crystals, unbeknownst to the PCs, are in fact what powers the entire sky-domain, for each possesses powerful latent electromagnetism that only the Rilmani knows how to fully utilize. Removal of more than 50% of the gems will cause the domain to slowly run out of power, and within 1d4 hours it will cease rotating and begin drifting towards the distant lightning storm on the horizon, soon to be incinerated in the electric energy of the dying Electromagnetic Plane.

Laboratory Complex:
Huge gears the size of titans rotate and orbit each other, interconnecting and overlapping in a giant clockwork puzzle overshadowing all with it’s massive size and sheer volume. The sound echoing through the vast is a deafening one, of great clicks and clacks, ticks and tocks, and the sound of metal fly-wheels spinning on intricate cogs and spoked wheels. The sound is reminiscent of a giant clock, or at least the workshop of some incessant and monstrous tinker.

The shadows of the gigantic copper support cage of this level fall upon a brilliantly-lit place opn to the whizzing and crackling air of the Electromagnetic Plane; yet, as your feet walk over the metallic floor you seem safe from the charge and attraction of the multitudes of ethereal shockers drifting by like luminous jellyfish in the deep sea just a few meters or so outside the cage. It is as if the great web of supports wer in fact some magical or mechanical repulsion device, creating some special “field” that makes either the interior spaces of the great domain invisible to them or keeps them at bay through some violent means as yet unknown.

But within the massive bulb at this end of the whirling spatial domain is a great laboratory, fixtured as if it were itself a minor demiplane of laboratories – inner walls and ramps of glassware and alembics, test tubes and electrical apparatus that only the greatest alchemists ever dream up. Titanic electrodes conduct leaping sparks of power as they lead up by convection into the dark spaces far, far above; yet descending from the great coppery domed roof way atop the place is a huge cylindrical copper device, reinforced with huge riveted bands regularly, dangling down almost to the bottom of the great laboratory like a telescope of some sort. You can only guess as to this huge central column’s true purpose.

Yet for all the clutter and mess, it seems dead here; the shockers are prohibited from wandering in to attack you in their senselss way, and nothing comes out to greet you despite the presence of good strong light and so much invaluable scientific and magical gear.

It is then when, thinking the place long-abandoned and dead, that you suddenly see, among the tall glass towers of chemicals and copper scaffolds of mechanical generators, a figure dwarfed by the sheer size of the nonsensical creations around him – a small man, it seems, floating about in the air as if levitating, his legs crossed beneath him in a relaxed pose that defies normalcy.

The figure is draped in long billowing robes of silver silk decorated with squiggles and serpents of steely grey, concealing a plain and dusky grey flesh that seems somehow untouched by the certainly infinite years he has been trapped here by his own mad quest. You recognize from the strange light in his almond-shaped and miniscule silver eyes (pure silver, without pupil or any other reflection of humanity) that he is something entrely unknown to your experience; his long, almost torturously-elongated face possess no emotion whether wicked or kind. Atop his head is worn an elaborate and alien headdress that defies description, but is decorated with horns and crescents and tassles of all kinds that make him jingle with each movement like a master thief’s key chain.

Still hovering three or four feet from the ground, the grey-robed figure slowly rotates in mid-air to face your entire party. For a moment there is a muted silence of expectations and anticipation, and only the great clamour of the rotating mechanical domain reaches any mortal ear.

Then at last it seems the silver eyes rotate slightly, almost as if squinting at the babau. As soon as it seems to recognize the group (and the babau especially), the geat Rilmani’s eyes seem to widen and turn round – almost like pure silver orbs – before he suddenly speaks.

“You’re not supposed to be here,” the great Rixis says in a deeply-metallic and mechanical voice, filled with screeching and irregular tones that suggest a deeply-ingrained dementia. “You have fallen like both your brothers. I’ll have nothing more to do with you. Let the Glooms of Hades take their course, and you will be fixed and proper the way It was intended. Now ...”

“OFF WITH YOU!”

With a mere wave of his supple grey hand a powerful wave overcomes every member of the party present; as if on a mere whim the masterful mage could destroy them so easily. Yet they do not die, but find themselves swirling in a murky pool of ever-darkening colors, suspended in motion and time. The Rilmani and his crazy domain at once fades from view, leaving only increasing shadows.

DAMNATION TO HADES ... The Fell Swamp of Oinos
Where you suddenly appear at the end of the enveloping void of darkness is a grim and dismal plain, stretching as far as your weary eyes can see in all directions. You are comforted only by the realization that your fellows have joined you in this forced expulsion from the Electromagnetic Plane by your father’s demented whimsy.

All that you see around you is grey – the earth, it’s shale-like rocks jutting like blades from the mud, are a muted and difficult to discern shade of grey; the wet and tepid sea of mud and endless mire is a deep and gloomy shade of the same. Even the sky is one great deep twilight overcast color, devoid of any break of sunshine or moonlight, stretching on and on to the horizons and beyond.

For a moment you recall Tarterus, and Othrys’ gehreleth-infested marshes, but then at once you are assaulted by an awful smell worse than even that dreadful swamp’s gaseous plains – a smell of rot, moldy decay, and the pungent and ghastly odor of open wounds and week-old infected sores. A great rancor of pus, runny fluids, and other unbearable scents rush at once like a clobbering fist to make each and every one of you shudder and collapse to the earth in unbelievable shock.

Even as you fall to the muddy ground, the swamp parts for your knees and elbows spouting streams and rivers of runny white pus – releasing a further torrent of nauseating smells. Blood and unnamed ichor, as black as ink, oozes from the holes made in your ignorance as if from a newly-broken scab. In fact, the swamp seems to tremble at your movements, as if made uncomfortable by each violating step that breks it’s muddy skin open to allow to bleed it’s thick and diseased blood.

As you stare, retching in streams, your vomit falls to the earth to feed swarms of thick white maggots and thumb-sized grubs that quickly squirm to the surface of the mud to consume your spoiled fluids. Ugly black flies, buzzing laboriously through the thick and heavy air of the plane, come swarming from the mist of the swamp to enjoy in the gross ‘feast’ that you have spewed on their soil.

Ollotys and Naheenya seem most horrified by this awful plane, and their eyes swim with sudden sickness. Panakot, despite his Gehennan origins, also seems taken aback by the utter raunchiness of this place. Only you and the mage, Nelg, seem capable of bearing the overpowering atmosphere of the plane.

“Hugck ...” sputters a vomiting Ollotys, “... Oinos ... Oinos ... I ... fear ... we are lost ... the Gray Waste will surely claim us now ...”

Just as suddenly as his muted and choking breath reaches you you sense an even greater threat, a great and thunderous sound that rises with each moment to a singularly deafening crescendo in seconds.

Panakot looks about in response, as do the others of your party.

All around, you see huge and lumbering figures, some insect-like, other frog-like, even more indiscernable in the slight and smog-like fog that hangs heavy over the grey plane, rushing towards one another from each horizon. You each fall to the ground in hopes of avoiding being seen, hunkering into the nauesating mire while choking and wheezing with absolute abandon.

The opposing armies of yugoloth come to clash all around you – a vast warfront stretching in each direction for as far as can be seen; you see brother creatures unite in combat, tearing at each other with claw and fang and weird probosci with a great and sudden loss of life and soul.

“A Rampage!” Panakot cries, “We must find cover, somewhere to hide and wait out this battle!”

“A battle?!” you cry.

“Yes! This is Oinos, first layer of Hades, where the armies of yugoloth practice battle eternally – and great Powers such as Baatezu and Tanar’ri watch to pick out recruits for their own wars across the Planes. There is no time for banter – come quickly!”

Panakot dashes off, followed by the astute Naheenya, then Nelg, and Ollotys, who grabs your arm and pulls you with him.

While on Oinos, the PCs (except for Acheron and Nelg) all suffer a flat –2 to all to-hit and damage rolls due to extreme nausea. In addition, if a save vs. poison is failed (rolled upon appearing), the character in question is considered slowed because of sickness and continued and uncontrolled vomiting. Both effects will last for the duration of the party’s stay on the none-too-pleasant realm of Oinos.

Well If That Just Isn’t The World’s Greatest Coincidence ...
You find yourself in a muddy and gloomy gulley detached from the battlefront from sight and sound. Only in the distance of the growing and nauseating mist do you hear the monstrous roars of the yugoloth factions clashing; the distant sound of clanging blades, wierd and inhuman shrieks, and terrible screams.

As you wait in silence, minutes pass, stretching on like hours because of the great discomfort growing all around you – bathed and showered in pus, vomit, and wierd alien fluids native to this plane. Yet you try with all your might to remain silent for fear of being discovered.

Suddenly, from the fog you hear a deep and husky female voice shout across the swamp ...

“Attack! Prove yourselves, yugoloth scum! NO MERCY!!!”

The voice rumbles with a deep and definite power, as if just beyond the rise stood some great female Power best not angered. Yet you wonder who this female could possibly be ...

There is a roar as an army of yugoloth mercenaries rush forward to meet some unknown enemies, who likewise cackle as they rush to clash swords.

The invisible feminine voice rolls with a bass and sadistic laughter, echoing through the mists.

For some reason, (the PC holding the Cornugon Blade), you are strangely drawn towards the rise to peer over and at least glimpse over and to the rotted plain on the other side, and catch sight of whomever – or whatever – this woman might be.

Despite the hushed advice to the contrary, you scuttle along the muddy sewer-gulley and to it’s broken and cracked rim, dodging sudden eruptions of maggots and a cloud of hovering bottle flies waiting for any sign of impending death – yours or any creature around.

Peering over, you see only thick, grey mist.

Panakot looks at the others, until at last Ollotys scurries up after you to bring you back down. As he comes to your side, suddenly you see something in the fog. Ollotys sees it too, perhaps even before you do, warned by some sense that only those of his kind might possess. You hardly notice the widening of his eyes and the gape of his mouth ... the sudden look of horror quickly spreading over his beautiful face.

Coming from the fog you see a huge shadow, perhaps twice the size of a man, but moved along not on long and nimble legs, but the huge bloated black-scaled body of a snake – coiling and thrashing with each powerful slide across the maggot-laden marsh.

From the waist up, however, the serpentine features abruptly end, instead turning to the deep and darkened body of some giant female, possessed of a deep greyish or brownish skin and decorated by wicked adornments of jewelry and ancient armor. Further your eyes ascend the tall and imposing figure as it slides along the earth and into the open

Her face is uncannily human, striking in it’s severe but fascinatingly beautiful features ... but no, she could not be called attractive for despite her wondrously rich lips of red and long golden hair, her mouth is ringed with tiny pointed fangs and her eyes sit suspended like orbs of pure darkness in their sockets – they are totally black, glimmering evilly and cruelly in what little light finds it way to her features.

But most striking of all, from her torso start the beginnings of no less than six muscled and powerful arms, knotted with bracers and armbands of jade and bronze, glittering with blood-red garnets and other fancy stones. And in each of these mighty arms the giant she-beast wields wicked weapons of gold, brass, and unnamable metals.

“Marilith ...” mutters an astonished and truly-frightened Ollotys, sinking with or without you behind the rise.

“What ... what is it? What is it that you see?” whispers Panakot from below.

You are compelled for some reason to go forward and down to the tall and magnificent demon-woman, but at last your better judgement coldly grasps hold of your senses and keeps your head down. Yet still you watch to see if she has seen you.

The Marilith seems to be alone, but her senses are curiously piqued. With a cold realization you watch as her head slowly pans the ridge, her delicate nose flaring with each passing second. Her tail slides across the mire to coil about her defensively.

She senses something.

Suddenly the corners of her once-bemused mouth sink, turning her cold grey face into a deep and angry frown of rage.

“My Blade ...” her demonic voice rumbles, “... my Blade, where are you? I smell you ... you are HERE ...

“... in the hands of Another ... COME TO ME, MY BLADE ... COME TO ACHEANADITE ... COME ...”

The character with the Cornugon Blade is suddenly drawn with a lurch by the last remnants of longing in the weapon – either he must let it fly from his hand to the feet of the Marilith or be drawn over the hill into full view. Either way, Acheanadite (the Marilith) knows the Blade is here, and in the hands of a mortal ...

The babau, upon seeing the towering Marilith on the plain below, is suddenly aroused by inner revulsion, as if his entire soul were crying out to kill it – surely remnant memories of his past an enemy of the tanar’ri on Avernus. His arms arch viciously, his thin muscles pull back to reveal a macabre skeletal grin on his anemic face, and a deeper reddish glow shines brilliantly in his possessed eyes.

SOULCURSE - The babau character is temporarily “possessed” by the strength of past demon-slayers drained by the Soul Gem, who now seek to join battle with the Marilith. The character gains 2-8 “phantom” hit points (4-16 if 9th level or above), lasting for 3d6 turns, as a result.

With a shriek of hatred the Marilith recoils her tail with a thundering lash, and charges up the muddy ridge towards where you can but sink away from the inevitable onslaught ...

Acheanadite. Acheanadite is a wicked and wise tanar’ri as old as countless centuries, a self-glorifying mastermind of campaigns and rallies in the name of the tanar’ri cause in the Blood War. For her, there has always been the Blood War, and there shall only ever be this one great and glorious campaign. Obsessed with bloodshed and glory over other Marilith in the field and even other tanar’ri of great power unaffiliated to her part of the conflict (such as distant planning Nalfeshneee or even the Balor who direct the war’s tide), she has accumulated numerous enemies and even more followers through the eons of fighting.

Achaenadite (AC –9, MV 15, HD 12, hp 96, THAC0 9, #ATT 7, Dmg 4d6 tail, varies for other weapons, SA constriction on successful tail hit for 4D6 per round automatically, animate dead, cause serious wounds, cloudkill, comprehend languages, curse, detect evil, detect magic, detect invisibility, polymorph self, project image, pyrotechnics, telekinesis, gate, SD +1 or better to hit, immune to illusions and mind-affecting magic, MR 70%, XP 45,000) appears to be a lithe monster of a being, made supple and slender through great athletics in her centuries of continuous battle. Her glistening black scales glimmer with any light provided nearby (whether the hell-embers of Baator or the lights of torches used to behold her terrific sight), their dark color broken only by the odd highlight of glimmering gold. Her upper torso is dark as if tanned to chocolate by the eternal heat of the planes she has seen; her hair, long enough to reach well beyond her hips, is worn simply in a tall topknot drawn through a ring atop her mighty Grecian helm. The Marilith general arms herself with numerous legendary weapons (each a coveted relic and symbol of prestige, for each was won by her hand from enemies throughout her ages-long career of war), including the Cornugon Blade (which of course is now in the possession of the PC), Laylow, Souldeceiver, and her personal favorite, Heartfinder. She wields two other weapons as well, a pair of glaives +1.

The Marilith s currently on Oinos recruiting mercenaries from among the ranks of yugoloth for the Blood War. It is by sheer coincedence that she stumbles upon the PC with her lost sword!

Acheanadite fights insanely at the sudden discovery that her long-lost sword (believed stolen by Tso a long, long time ago) is now within her grasp. She will ignore the yugoloth, the babau, the incubi, Nelg, and Naheenya, all in favor of slaying the PC holding her weapon. If if the Cornugon Blade is dropped, she will pick it up and continue to attack the party, believing them to be “thieves” and “usurpers”. She will fight until finally she is killed or all the PCs lie dead about her.

GM’s Note: During the combat, Nelg will strangely be silent and “cowardly”, withdrawing from the scene pretending to cast protective spells for the party as he goes. He is in fact casting the first defensive spells (see below) for his own defense in his upcoming betrayal. He does not wish to squander any of his spells on the Marilith (who, from his point of view, is actually a stroke of luck), and will allow her to do as much damage as possible on the party before she dies. He will NOT help in the battle!

Betrayal!
As the enraged Marilith falls silent, collapsing in a coiling heap upon the grey mire of Oinos’ marsh, immediately it seems the maggots and flies ever-nearby sense her death and suddenly migrate to her fresh corpse to feed and lay their fat grotesque eggs within it’s waning warmth.

What few of you remain gather yourselves and creep away from the ruin of the migthy Marilith’s body as it quickly bloats with feeding flies and maggots, at once bursting like an over-stuffed sack spilling eargerly-eaten intestines and devoured innards a few feet from her slowly shrinking form. You realize that in moments the fallen corpse will soon be but a collection of bones ...

Suddenly Panakot lets out an exclamation of excitement and, grabbing a few arrows from Ollotys’ quiver, strides carefully to the rotting corpse, extending the handful of arrows to the limits of his reach and dipping them head-first into the tanar’ri queen’s bubbling black blood.

“Arrows dipped in blood shed on Oinos become quite magical ...” he says happily.

You are almost amused by the arcanaloth’s child-like excitement, but dulled by the last brutal battle, you simply try to gather your wits and senses before moving on.

Even as you recover your breath, your weary ears catch a surprising and horrible voice from BEHIND.

“Enough of this ...” comes the deep voice of Nelg, almost a humored and hungry growl, “... foolish arcanaloth and simple constructs, incubus and crafty alu-fiend ... I have played the masquerade long enough.”

Spinning, you face Nelg, glowing with numerous magical protections and concealed behind an illusion that duplicates his image across the muddy gorge. His hands keep his staff ready in hand, while his ever-elusive white eyes stare at you with premature victory gleaming within them. And beside him you see the vaguest misty forms of two creatures instantly materialize as a screen before him – huge bloated beings covered in siky crests, walking on three stumpy legs with some five claws radiating out like spokes, and atop all of it a tiny insect-like head with glimmering black eyes and wavering antennae.

“You, ‘Naheenya’ ... I finally realize who you are, and why you have come ... I will destroy you as soon as I have finished with the others. And you, babau, who destroyed my great and powerful Gem – after all this time your foolish and inane quest for identity has led me nowhere. I thought I could learn from you a way to recover my sacred weapon, but now I realize that this quest is the madness of a lost child in a wind storm. No ... will not pretend any longer. Bow now and accept your fate – DESTROYER!”

Almost as suddenly as he shrieks his last, you are surprised to see that Naheenya has already drawn her weapon and is charging the insane wizard!

Nelg has brought forth two of the creatures from his alternate Prime Material home, two powerful degholoths (AC -3 to -9, MV 12, HD 8+16, hp 80 each, THAC0 13, #ATT 5, Dmg 1d4+8/1d4+8/1d8+8/1d6+8/1d8+8, SA grab, feeblemind, darkness 15’ radius, fear, sleep (2/day), SD +1 or better to hit, weapon parry, MR 40%, XP 25,500 each), each armed with a sword, spear, and battle axe. Before the confrontation, Nelg will have cast the following spells – vocalize, mirror image, strength, invisibility, detect invisibility, blink, and globe of invulnerability. He will do this as the PCs engage Acheanadite, hanging back and pretending to prepare some powerful offensive spell or defenses for the party against her attacks. If he has time he will expend both memorized conjure elemental spells to summon a fire elemental and earth elemental to do his bidding in battle (in addition to the dergholoths), while erecting a wall of force to protect him from the PCs (set up as a solid obstacle from wall to wall of the gulley; his elementals and dergholoths will be on the other side, with the party), further acting to create a symbol of death behind the wall of force to affect (as it can still be seen) the party with it’s lethal effects. Only when his elementals are destroyed or when he feels the party is weakened enough will he drop the wall of force and engage (thus dispelling his invisibility spell), casting time stop on the party followed by a battery of his most effective spells – hold person on the entire group, maze on a mage or other spellcaster, power word stun on a warrior, then disintegrate on any remaining foe – followed up by fireballs and lightning bolts (and magic missiles) where appropriate.

SOULCURSE – Again, the PC automatically suffers from the Soulcurse at this point as a result of the heart-rending betrayal by Nelg (especially because certainly the babau and his comrades are badly wounded at this point, making the fight even more desperate). On the second round of battle, the Soulcursed babau is seemingly overcome by powerful nausea and sickness; instantly a manifestation of pure elemental evil is generated from the babau’s eyes, nostrils, and mouth, in the form of a sticky black bile that writhes and seeths with it’s own malevolent life. This slime falls to the earth and sprouts 2d4 appendages which attack the nearest good- or neutral-aligned entities (good first, then neutral) as Evard’s Black Tentacles (their strength based on the character’s level +2d4). Nelg laughs wickedly at this sudden and unforseen boon to his effort against the PCs.

A Little Explanation ... Once Nelg Is Slain:
When Nelg is slain on Hades’ blood-thirsty and barren soil, a slight wind whips up. Yet in moments, the wind gathers into a strong gale, and thunder rolls across the charnel overcast sky.

You notice suddenly the quiet warior, Naheenya, sheath her sword one final time with a definite look of completion on her face. The sword slides firmly into place, and her hand slumps over the pommel with decided satisfaction.

Her lucent blue eyes stare at the wizard’s form, the snowy beard still billowing in the growing wind but slowly his form decaying with the voracious advance of the same maggots and flies that descended upon the great Marilith. Naheenya blinks once, then twice, then three times, but never turning from the disgusting sight. Finally she smiles a broad grin and looks up to you.

Even as she looks up, there is a great golden glow behind her, almost like an aura, but originating atop a low rise just beyond the girl. She turns slightly to the side to allow you to see.

From the glow comes a hobbled-over figure, who suddenly strikes you as familiar – the face, the aged wrinkled skin, the greyness of the bleak eyes and the long snowy beard. Nelg!

As you ready yourselves for battle once more, hobbling on wounded limbs and expecting this to perhaps be your last engagement (with an undying opponent?), the figure coming down the hillock raises a hand in a gesture of friendship ...

Naheenya steps aside as the man comes forward, his long grey robes buffeted by the strong winds conjured by his gleaming and humming gate. The old man stares at each of you, and an honest smile creeps across his lips despite the nauseating air of Hades which would choke most men.

“You have done well, daughter Simminica,” he says, turning a wry smile to Naheenya, who returns the look with a grin of her own.

“As have you ...” his look sweeps the demonic and fiendish looks of the babau, Acheron, and Panakot, yet he does not for a moment suspect anything other than their true intentions.

“There is much I should tell you, and I’m sure you are terribly baffled. But I must make the story short, for time is wasting and I see in your eyes a hunger for revenge against a different foe.

“Nelg is me – or I am Nelg, I should say. No, that is not really it.”

“Father ...” whispers an agonized but humored Naheenya –or is it Simminica?

“You see, I am Glendor, archmage and conjurer from the Prime Material Plane. Simminica – I mean, Naheenya, is my daughter. I sent her to find you because I knew he – Nelg – would try to find you as well.

“It’s all rather simple, really. You see, I am the keeper of the Soul Gem on my plane, you know, the one who wrestled hard and struggled long to acquire it from the hands of warring factions across the Multiverse? Anyway, Nelg, you see, is the opposite of me, a perfect mirror of me as he is from, yes, an Alternate Prime Material Plane. I have long believed such a mirror-like doppleganger of myself existed on an alternate Prime, and knowing my own power, it was an important task to keep an eye on him for fear of what he might do in the pursuit of Evil.”

With that poorly-concealed pronouncement of prideful boasting, Naheenya rolls her eyes out of sight of her old sagacious father.

“In any case, I discovered through my own agents that a whelp of an archmage, a man named Elix ‘the Dread’, had recently stolen Nelg’s Soul Gem from his Prime Material and gotten it destroyed in some fool war in the Lower Planes. Well, I knew what that meant – Nelg would eventually try to find either me or my Soul Gem – which I assure you again is totally safe on my own plane, thanks to many good and trusted friends ... but that is another story, and sadly we have not the time.

“Regardless, I assumed that Nelg would first try to find he who destroyed the Soul Gem – that would be you, babau – and from him glean a means of finding the alternative Gem. I sent Simminica here to also find you, and she did quite well, yes indeed. And so it was that Nelg ferretted himself out quite clearly through his own impatience and Simminica knew when to act. At last he is slain. The Planes be at peace!”

“I think he suspected something, though,” the girl admits, “for when we met he seemed to recognize me somehow ...”

“Perhaps he, too, has a daughter on his own home plane, that looks something like you ... certainly a vile and evil thing.”

“Father!” she scolds him.

Glendor smiles broadly, but is suddenly reminded by Simminica – Naheenya – that the portal back to their Prime Material is closing.

“You know, I would pose many questions to you, babau – how did you manage to shatter the Gem? What are the implications of setting so many souls free at once? Do they finally rest in peace, or do they find some new vessel? If so, could such a process be reversed? Hmmm. So many questions! But alas, the Fates are fickle, and our time here is done. Good luck, babau and friends ... farewell!”

Glendor and Simminica begin up the hill. Simminica turns one last time to wave a friendly and innocent goodbye before vanishing into the shimmering gold portal. As Glendor steps in, one foot first, he suddenly turns with a beaming smile of astonishment.

“Oh – I suppose you want to go back to that Electromagnetic Plane, no?”

He simply snaps his finger and you suddenly find yourselves torn from Hades’ gross and sickly plain and cascading through the cosmos back towards the lair of Rixis...

GM’s Note: By dipping arrows into the dripping blood of Acheanadite onto Oinos’ poisoned earth, Panakot has created six plague bolts (see The Complete Book of Necromancers); if the character(s) do not claim them, he will give them to Ollotys to use upon return to the Electromagnetic Plane.

ALIGNMENT OPTION - At the end of their time on Hades, add one pip for EVIL regardless of any actions taken while on the plane – this simulates the slow decaying effect the plane has on creatures of any other alignment, turning all things trapped there slowly towards a gloomy state of being ... evil.

RETURN TO THE DOMAIN OF RIXIS THE MAD
With a flash of brilliance each member of your party appears, one by one, as shining stars in the coppery space of the mad Rilmani’s laboratory.

At once the Rilmani turns (still levitating) from his incessant work, looking up from some kind of brassy scope to look with wide surprised eyes on each of you in turn.

You notice, outside, the drifting shockers suddenly change course and hover close – just outside the edge of the great cave – like sharks or parasites suddenly alerted to the prospect of violence.

“What nonsense is this?!?! I gave you a command, child, now return to Hades and let Evil take you. There is still some chance I can maintain the Balance you and your brothers upset – even now your brother slips ever-closer to goodness, and so quickly you must take up the mantle of Evil.”

“But I came to learn ...” the babau says boldly.

“I see you have killed Tartach the Tool,” he snaps quickly, “take his amulet and claim his title. From his post you will be able to cause much trouble ...”

The Rilmani, suddenly realizing the babau’s words, looks up with featureless eyes – and suddenly the long edges of his lackluster frown turns into a smile of wickedly-sharp steel fangs. A roaring laugh – almost canned in it’s awkwardness – rolls from the Rilmani’s mouth to echo in the mechanical laboratory chamber.

“I have nothing to teach you. I did not breed in you or your brothers this curiosity, so I suppose something else within you has come to claim this nuisance trait ... ah, but I had heard you were destroyed on Avernus, yet I see that it is not so. Tell me, child, where have you been ...”

“The Soul Gem ... I touched it ... it possessed me with so many ... minds and lives ...”

“Ahh,” the Rilmani says, raising a single finger in interest, “and so like a puppet given life you were forced the burden of dreams, emotions, and mortality. A shame. You and the others were perfect creations, tools of Balance ...”

“But,” the babau contests, “my brothers had no such contact with the Soul Gem and even they discovered your plans and sought their own paths. Your creations were not perfect, Rixis.”

The Rilmani frowns deeply with a kind of unsettling rage.

“Fool ...” his voice is a deep and trembling growl, “... you were but three golems – formed of the strongest clay made pliable by the blood of countless fallen spirits ... nothing more. No soul.”

“I beg pardon,” Panakot says, “but we have found otherwise. There is some capacity for love, hatred, and even fear within your constructs ...”

Rixis looks on the Arcanaloth as if for the first time, yet still he frowns in arrogant egotism.

“As you will, but it matters no longer ... the project concerning you, construct, is, sadly, over. But from you and your brothers’ failures I have devised a scheme of flawless perfection, of complete and utter wonderment in it’s monstrosity...”

Rixis almost seems to smile again, but for a brief moment. Ollotys looks wary, as does Panakot.

“What are you about?” the babau asks.

“Ahh, I have time to tell you, before I return you to the clay lump I found you ...” the words so casually spoken do not sit well with any in the group, “... and so I shall.

“You see, there is a much better way to enforce Balance than through the use of agents and assassins to counter one another from within each enemy’s ranks. Ahh, that was my intention with you, failed golem, and your brothers, be they dead or hiding.”

Suddenly there is a glimmer and the Rilmani’s form is shrouded in an eye-biting blur (he has cast blur). Panakot begins to ready a spell as well, yet Rixis continues:

“As such, I came to contemplate as the six moons of Peleir crossed the Lateral Heavens, until at long last it came to me, my brilliant mind, how It could be done. It, you see, it this place, all in one, one in it’s entirety. A great floating laboratory, a study, a workshop, the birthplace of the Multiverse’s once and greatest weapon of destruction.”

Again there is a flash and sound, but now standing before you are some seven or eight separate and shifting blurred images of the mad Rilmani alchemist (he has cast mirror image).

“It is, I assure you, the end of Imbalance in Our Cosmos. From the peaks of the Seven Heavens’ silver mountains to the charnel plains of the deepest Abyss, from the ordered ranks of Law to the sullied and wild hordes of Chaos, all will know Balance finally ... and Rest.

“You see, it is here that I built the Thing, the Ultimate Weapon. In those spheres I create it’s fuel, from a strange metal found deep within the Elemental Plane of Earth where I extraced it long ago. Hid it from the eyes of those Fools the Aurumach, who sought to steal my Glory for themselves. If Balance comes, it will be through my invention alone!”

“This device ... what is IT?” asks Panakot innocently.

“It,” says Rixis, “is Power. It is Balance. One single device of it’s kind is enough to destroy a large city, even the largest cities of Man, with but a single snap of a finger. Fire and heat, great thunder and strange radiations ... a cleansing of good and evil, law and order – a weapon that does not choose it’s victims from among the favored, only knowing death and destruction and ultimate Balance.”

“You created a powerful weapon ...” Ollotys mutters sensibly.

“THE powerful weapon, but one which I will share with all sides ...”

“So you are simply a mercenary ...” says Panakot.

“No, childish yugoloth,” mocks Rixis, his smile growing to grotesque and unnatural proportions, “not at all.”

The babau seems suddenly aware ... and horrified.

“Ah, my child, perhaps there is some bit of me in you after all. You know ...

“With all sides armed with such a powerful weapon, by the scores of thousands ... none will act against the other in fear of absolute annihilation. Where once war threatened the survival of a species, all species will be able to answer with this Ultimate Weapon on a wonderfully-grand scale – entire Planes would be wiped out of life for centuries. As such, none will be so foolish as to move against another. Evil will be checked by Good; and Good be checked by Evil. It is so brilliantly simple!”

“But ...” mutters an astonished Ollotys, “... that is MAD!”

“MADNESS?!? NEVER!!! It is the promise of Balance, foolish tanar’ri seductor, of Peace and Equity! It is the quest of all Rilmani – our sole purpose in Being! It is the Ultimate Solution!”

Panakot and Ollotys retreat almost instinctively from the growing size and animation in the Rilmani, as he shouts and expounds upon the greatness of his mad and mindlessly-destructive idea.

“This one is mad,” quickly mutters Ollotys to the PCs, “we must face him now before he has the weapon completed – and even if he does, as he says, we still must destroy him before he brings destruction to the Multiverse!”

“I agree,” says Panakot, “though it is sad I shall never be able to share ideas with one so genius as this. Madness has rotted his mind and made him a threat to all things, Good or Evil. If we act, let us act now as one, and destoy this thing before it wreaks havoc on our world!”

Rixis. Rixis, creator of the three Balance Golems and the Ultimate Weapon, is in fact a fallen Argenach Rilmani (AC -1, MV 15, HD 9, hp 72 each, THAC0 11, #ATT 2/1, Dmg 1-201-20 or 1d8+10, SA beams, spells, SD +3 or better weapon to hit, MR 55%, AL N(E), XP 41,000), once a devious and prodigal agent of Neutrality who, in his endless quest to maintain Planar Balance, deviated from the plans and machinations of his superiors in search of his own intricate and increasingly insane plots and designs. Outcast by his own powerful people, he fled madly to this dying realm to construct a massive realm in which he could – over time – devise a weapon that, when supplied to all sides (Good, Evil, Law, Chaos – and Neutrality), would ensure absolute Balance in the Cosmos. Yes, Rixis the Mad has gone and created a weapon capable of wordly-devastation ... hatching the premature concept of mutually-assured destruction!

Although overshadowed and dwarfed by his potent spell abilities (Rixis is a 20th level mage), Rixis still has all the racial abilities of an Argenach Rilmani, including the defense rays of silver light from his eyes (for 1d20 damage each, up to 60 yards distance), with a 19 strength. Rixis fights with a two-handed sword +3 (no other special abilities, though) when forced into melee, but generally prefers to devastate opponents from afar with his spells and spell-like abilities. To this end he can create a cone of cold (9d4+9 damage, 3/day), geas (1/week), invisibility, mass charm, mirror image, prismatic spray (1/day), slow, suggestion, and wall of fire. He can also lay on hands (once per day) for 36 points of damage. Because he is an exile (and afraid of being discovered and hunted by his former masters), Rixis will NEVER attempt to gate in reinforcements.

In addition to his combative spells (and spell-like abilities), Rixis can also create these spell effects - advanced illusion, detect magic, detect invisibility, ESP, fly, hallucinatory terrain, legend lore (1/day), and solid fog. Again, as a 20th level mage, Rixis has a vast supply of spells at his disposal, including:

Spell List:
1st Level: Affect Normal Fires, Detect Magic, Identify, Magic Missile (x3), Protection From Good,
Protection From Evil, Read Magic, Unseen Servant, Wizard Mark
2nd Level: Blur, Detect Good, Detect Evil, Detect Invisibility, ESP, Invisibility, Levitate, Locate
Object, Magic Mouth, Mirror Image (x2), Wizard Lock
3rd Level: Blink, Clairaudience, Clairvoyance, Dispel Magic, Fireball, Fly, Haste, Hold Person,
Lightning Bolt, Protection From Normal Missiles, Slow, Suggestion
4th Level: Charm Monster, Dimension Door, Enchanted Weapon, Fear, Fire Shield, Hallucinatory
Terrain, Minor Globe of Invulnerability, Polymorph Other, Polymorph Self, Stoneskin, Wall
of Fire
5th Level: Animate Dead, Conjure Elemental, Contact Other Plane, Feeblemind (x2), Hold
Monster, Magic Jar, Telekinesis, Von Gasik’s Refusal
6th Level: Anti-Magic Shell, Death Spell, Enchant An Item, Globe of Invulnerability, Legend Lore,
Reincarnation, Spiritwrack, Stone to Flesh
7th Level: Acid Cloud, Limited Wish, Power Word Stun
8th Level: Airboat, Gunther’s Kaleidoscopic Strike, Mass Charm, Permanency, Polymorph Any
Object
9th Level: Astral Spell, Chain Contingency, Gate, Meteor Swarm, Monster Summoning VII, Succor

Rixis has a chain contingency spell cast upon him that will trigger a Gunther’s kaleidoscopic strike as a response to any spell attack, and a limited wish to dispel any effect suffered from this same attack. These spells occur simultaneaously.

It is now, decidedly, time to vanquish the mad Rixis in his mechanical domain before he brings this “Ultimate Weapon” to the worlds of the Multiverse. Perhaps what he says is true, and that Balance will be enforced as a result; or perhaps he has mistaken the threat of destruction as a deterrant to insane death-lovers of Evil or the zealots of Good who might take such chances to ensure the flowering of benevolence. There are too many variables that the mad Rilmani has overlooked – and time for discussion no longer remains.

Rixis’ typical strategy in combat follows a simple course; if he has time to prepare, Rixis will conjure elementals, use monster summoning VII to bring in a powerful ally(s), etc. He will always have a stoneskin protecting him, and if expecting battle he will also cast protection from good, protection from evil, blur, detect invisibility, mirror image, blink, haste, fly, fire shield (cold), and globe of invulnerability. He will generally not reveal he is under the effect of fly until he can use the spell for a surprising escape – the same for dimension door. He will generally start with his most powerful area-effect spells first; death spell, meteor swarm, slow, etc. He will use mass charm to have PCs fight each other, while he stands back preparing more spells for another awful assault – using directed spells to single out PCs (and thus not have all the charmed PCs turn back against him).

SPECIAL XP REWARD – For finally meeting his “father” and creator, and learning the last facts of his creation and purpose, the babau PC receives a substantial XP reward. In addition, for destroying the mad Rilmani archmage and thwarting his half-cocked ideas for ultimate Balance, the PCs also earn a large experience point bonus; the total earned bonus is a grand 100,000 XPs!

ALIGNMENT OPTION – Destroying Rixis is the last identifying landmark in the babau’s life, and he could be motivated to do so for numerous reasons, selfish, idealogical, compassionate for others, or simply for the sake of revenge against this arrogant being. The alignment result is largely left up to the DM and player to decide, based on the player’s motivations. Choose a facet of alignment that seems to have been the most important factor in determining why they should slay Rixis – for the sake of GOOD, for EVIL vengeance, for the sake of sane balance and true NEUTRALITY, because it was the right thing to do (LAW), or so tat others might live to make their own decisions (CHAOS), etc. Whatever the reason, mark one pip under the alignment that seems most fitting.

THE END

THE SOULCURSE:
The Soulcurse affects a single haunted being (the babau construct portrayed in this adventure), in which the subconscious fabric is exceptionally fragile and ethereal – like a gossamer veneer concealing the horrors and dreams of lives destroyed by the Soul Gem. In effect, the Soulcursed individual is a thousand men and demons trapped in the subconscious of his current form – that of a twisted babau tanar’ri. Invariably these trapped souls fight their way to the surface, generally at the worst of times, sometimes affecting the character with sorrow and anguish, insightful feelings or premonitions; other times outright overcoming him with unexpected powers and awesome strength. In addition to being a very unpredictable curse, this “soulcurse” (as he comes to call it) has effectively wiped out any memory of his past. By some trick of fate the Soulcursed has none of the evil in him of his racial kind; in fact, he is a blank canvas. He has little or no concept of good or evil, and treads a grey path between both. He seeks only to survive and discover his place in the multiverse. He is slow to make friends, for he is aware of the awful curse affecting him (which often claims allies as soon as enemies despite attempts to control it).

The Soulcurse comes into effect under certain circumstances, generally those that put strain or stress on the emotions or memories of the character. These include temptation, confusion, and pain, but may include other circumstances at the DM’s option. Whenever these conditions are met (whether in combat or not), the Soulcurse rises within the being of the character, threatening to take him over (if even for the briefest of moments; this can still be deadly). Each condition that applies adds to a running total that should be maintained and updated by the DM; here are few conditions that may provoke the Soulcurse:

Condition Tally
When alignment is put into question +5
Agitated +10
Threatened +10
Ridiculed +10
Loved One Threatened +20
Tempted by Another +20
Trapped or Helpless +20
Opportunity for Evil Arises +5
When hit points drop to ½ maximum Automatic
When opposed by any extra-planar entity +5

Being threatened does not mean verbally threatened, but rather being threatened with death or serious harm by a certain situation (for instance, fighting a being capable of incurring instant death). An opportunity for evil might be encountering a girl bathing alone, far from help (who could be victimized).

Effects generated may not always apply (either usuefully or negatively) to the situation, but still mark the individual as cursed in some way. For instance, if the Soulcursed saw a woman bathing and the Soulcurse was activated, and he rolled the cold touch ability, this might not affect the current situation but would remind the Soulcursed that the powers within him are struggling to cause him to harm her in some way.

When and if the total number of points reaches 30, the Soulcurse instantly comes into effect. The Soulcurse consists of a number of negative and potentially-positive phenomenon that manifest either in the Soulcursed or in the environment around him, results of past incarnations and the haunting nature of the curse. When the Soulcurse is activated (for whatever reason), roll on the following table to determine the nature of the phenomenon as it manifests:

Roll Effect
1-4 Negative Effect
5-6 Positive Effect
NEGATIVE EFFECTS OF THE SOULCURSE
Roll Effect
1-3 All non-magical sources of light (flames, braziers, etc.) dim and extinguish in radius of 10’ from the character (plus an additional 10’ outwards per 2 levels), and from the darkness rises the audible howl of innocents slain by one of the character’s trapped souls. Magical sources of illumination are subdued and dim noticeably, but are not extinguished or otherwise affected (for instance, a wall of fire would dim but it’s damaging effects remain unchanged).
4-5 Visions of butchery and sadism rise in the subconscious of the character, memories of one of the many souls trapped within him. He must save vs. death magic or fight at –2 to-hit and damage for the next 3d6 turns due to overwhelming grief and horror.
6-7 The character’s conscious is taken over and influenced by a past demonic or malevolent being trapped within him (of an evil alignment). The character’s body is taken over as if possessed, acquiring the new alignment (1-2 neutral evil, 3-4 chaotic evil, 5-6 lawful evil) and acting as such for the next 3d6 turns. In addition, the character gains a positive effect (roll on POSITIVE EFFECTS) which his new malevolent form can use against those of differing alignments (such as former friends and allies).
8 Pure elemental evil is generated from the character’s eyes, nostrils, and mouth, in the form of a sticky black bile that writhes and seeths with it’s own malevolent life. This slime falls to the earth and sprouts 2d4 appendages which attack the nearest good- or neutral-aligned entities (good first, then neutral) as Evard’s Black Tentacles (their strength based on the character’s level +2d4). This rises from a more powerful past incarnation that has lost all form except for it’s malevolence.
9 The character’s touch becomes as cold as a lifeless death for 2d3 days; any contact, no matter how slight, with the Soulcursed by living creatures causes them a loss of 2d4 hit points if a save vs. magic is failed (only affecting good and neutrally-aligned beings, however). This increases to 3d4 at 9th level, and 4d4 at 12th and above.
10 The very earth rebels against the abomination that is the character’s soul-vessel, forming grasping hands to claim the character and attempt to destroy him. This acts as an instantaneous casting of Maximillian’s Earthy Grip against the Soulcursed, who (though he cannot actually be killed or “reclaimed”) will be surprised and harried by the grasping hands; the spell acts as if cast by an opponent equal to the character’s level. Indoors, or in areas of pure rocky composition, this acts as Maximillian’s Stony Grip instead.
11-12 The evil of some of the character’s inhabiting souls manifests whenever he touches a liquid (or the container of a liquid, such as a flagon, cask, or basin), causing said liquid to turn to blood. The effect lasts for 2d8 turns (both for the character’s touch and for those liquids affected), and all manner of liquids are affected; water, ale, and even magical potions (no save).
13-14 The character (and the character alone) hears the rising screams of the scores of innocents killed by a trapped incarnation, which quickly becomes deafening and thunderous in his tortured mind. The character must save vs. paralysis or be stunned for 2 rounds (and still deafened for 1d4 rounds thereafter). Any being attempting to read the character’s mind at this moment will suffer the same effects.
15-17 The nearest source of flame (magical or otherwise) explodes in a plume of greenish fire, as if a fire burst spell had been cast on the source itself. This affects anyone in the radius affect, but never harms the character, who seems oddly immune. The source of flame is not extinguished either, returning to normal afterwards (though the flame continues to glow green for 1d4 rounds)
18 Pure negative energy draws the very oxygen from the air surrounding the character, as a suffocate spell (at the character’s level of use) centered on the Soulcursed. This affects everyone and everything around the cursed character except for the character himself, who is oddly immune. Unprotected beings within this same radius also suffer from the sudden vaccuum created, losing 2d4 hit points (cold damage).
19 The character’s footprints suddenly explode into a wall of flame behind him, extending back 10’ per 3 levels of experience. This acts as a wall of fire, affecting friend and foe alike, extending back around corners, ascending stairs, etc. until the range is exhausted.
20 Colored fumes surround and consume the Soulcursed, snatching him off to a random plane. To determine which plane the character is sucked off to, treat this effect as Hornung’s Random Dispatcher. The color of the fumes suggest which plane the character was taken to (as curtains), but there is otherwise no way of discerning where the character vanished to. When the character does appear, it is at a totally random place, and for the next 1d4 turns the character is unable to use any planar abilities (including psionics). IGNORE THIS RESULT IF ROLLED DURING THE ADVENTURE, A QUEST THROUGH THE PLANES.

POSITIVE EFFECTS OF THE SOULCURSE
Roll Effect
1-4 The stress of battle releases a flood of sorcerous memories from a trapped incarnation. The character may release a random spell at any target(s) on the first round following this roll. The spell cast is in addition to other actions. See RANDOM SPELL TABLE to determine what spell can be cast.
5 Bloodlust and battle frenzy overcome the character, allowing him to fight at +1 to-hit and damage for 3d4 turns thereafter. All saves vs. charms during this time are made at +2 due to the frenzied single-mindedness of the character. If not in battle, the character still becomes enraged, and still attacks any creature within sight if a Wisdom check is failed.
6-7 An explosion of infernal lights surrounds the character, an aura reflecting the evil of countless past lives. Creatures fighting the character, good or evil, must save vs. spells or flee in panic for 2-7 rounds following the manifestation of this visibile aura.
8-10 The character is temporarily possessed by the strength of a past incarnation. The character gains 2-8 “phantom” hit points (4-16 at 9th level and above), lasting for 3d6 turns.
11 The manifestation of a past form arrests the character’s body; his skin becomes dessicated and leathery, almost demonic or undead in appearance. For the duration of 1d6 turns, the character can only be hit by magical weapons of +1 or better enchantment (if he can already only be hit by magic weapons, the plus needed increases by one).
12 The blood of all enemies present begins to flame with an acrid yellow fire, spilling like acidic lava from existing wounds. This acts as the spell Beltyn’s Burning Blood (3-12 points of damage for three consecutive rounds) on all opponents within a 30’ radius (increasing to 60’ at 5th level, 90’ at 9th level, and 120’ at 12th. This damage is both acid- and fire-based for determining what creatures are immune. The effect only harms enemies of the character.
13 The shadows still call the character “master” (certainly from a pervious existence); shadows forms about the character to spy for him in a manner similar to Lorvoreim’s Creeping Shadow, as if cast by the character’s level +1d4 (for duration and area of effect). In battle, the shadows may be cast across a battlefield to interrupt the casting of enemy spells by incessant murmurings and whispers (anyone draped in the area of effect must save vs. paralysis or be unable to cast spells).
14-15 The shadowy forms of past followers, lieutenants, and servants seeth from the shadows of overhangs, the cracks in walls, etc. to surround the character, in an attempt to shield him from harm as they failed to do in some past existence. The shadows swat away enemy attacks as they come close to the character, improving his AC by +2 for 2-7 rounds of combat. When the character reaches 9th level this ability becomes stronger, and once per round one of the shadows may absorb a single directed spell against the character (magic missile, lightning bolt, etc) for no damage. The duration remains the same, however.
16-17 The eyes of the character glow with an intense and unearthly fire, his entire face turning to black shadows and his skin peeling away to reveal dessicated bone beneath. This is not an illusion, but rather a reflection of the inner evil of the character (and thus cannot be disbelieved). The character may focus his gripping gaze against one opponent per round (for 1d4 rounds), which must save vs. death magic or be paralyzed for 2-8 rounds thereafter.
18-20 Intense but controlled rage conjures raw magic energy from a past incarnation, which swirls about the character in a wild tornado. The character may form this raw energy (requiring one round of concentration) into a vortex (as the spell of the same name), at his current level of use, to attack enemies.

RANDOM SPELL TABLES FOR THE SOULCURSE

FIRST LEVEL SPELLS (1D10)
Roll Spell Summoned
1-4 Burning Hands
5-8 Magic Missile
9 Shocking Grasp
0 Chill Touch

SECOND LEVEL SPELLS (1D10)
Roll Spell Summoned
1 Blindness
2-3 Melf’s Acid Arrow
4-6 Ray of Enfeeblement
7-9 Summon Swarm
0 Web

THIRD LEVEL SPELLS (1D12)
Roll Spell Summoned
1-3 Fireball
4 Flame Arrow
5-7 Gust of Wind
8-10 Lightning Bolt
11 Melf’s Minute Meteors
12 Vampiric Touch

OTHER EFFECTS OF THE SOULCURSE
In addition to certain spell immunities due to his current incarnation, the Soulcursed is specially immune to certain attempts to divine his nature or drives:

At 1st through 3rd level, the Soulcursed is immune to mind-reading spells, abilities, and effects. This includes all forms of ESP, telepathy, emotion reading, legend lore, etc. that would otherwise discern what the origin of the Soulcursed, or his thoughts and memories. This is due to the fact that the Soulcursed starts his incarnation without any knowledge of his former lives, experiences, or personality. Only when the actual Soulcurse is in effect can emotions and the like be read.
At 4th through 7th level, attempts at ESP, emotion reading, and telepathy will reveal the surface thoughts of the Soulcursed, as he is capable of emotion even without the Soulcurse in effect. However, nothing of his past will be known or remembered, and thus spells or abilities which delve into the memory or history of the being (such as legend lore or object reading) will not work.
At 8th level and on, the Soulcursed loses this ability, as his personality is considered to be well formulated.

Attempts at forced thought-reading or mind-control against the Soulcursed are doomed to failure at any level, as a flood of trapped souls and memories rush towards the source in an attempt to escape to a different vessel. Any creature attempting such a forced tap (such as a mindflayer’s ability to eat the brain) is immediately subject to insanity (as a symbol of insanity); creatures of over 120 hit points are immune.

ALIGNMENT OPTIONS - The Progressive Alignment Chart
As stated before, the Soulcursed babau is a “blank canvas”, unknowing of good, evil, or balance. Throughout the course of the adventure, however, he gets the chance to be guided by NPCs (or fellow PCs if any are present during play) and certain events that will allow him choices; depending on what actions he takes and for what reasons, his alignment will chance continuously through the adventure until, at long last, he has come to identify himself as either good or evil, lawful or chaotic, or simply neutral in all things.

Throughout the adventure, the DM must keep track of “pips” for certain actions of GOOD, EVIL, NEUTRAL, LAWFUL, or CHAOTIC actions. Special sections will dictate when to make a note of alignment-determining actions and outcomes. These pips should form a running tally; at the scenario’s end, take the highest two alignment options (LAWFUL/GOOD, LAWFUL/EVIL, etc.) that do not conflict – these are the alignment of the PC. If one of these should be tied (for instance, equal pips accounting for EVIL and GOOD), then the character is assumed to be NEUTRAL in that respect.

For instance, if the Soulcursed babau ends the adventure with five pips for GOOD, one for EVIL, two for LAW, and two for CHAOS, then his alignment would be NEUTRAL GOOD – (LAW and CHAOS pips are equal).

NEW SPELLS
In addition to new magic items, A QUEST THROUGH THE PLANES also has a few new spells which may come into play in the hands of various NPCs or even the babau PC (the Soulcursed) if he decides to take up invocation at the suggestion of Panakot the Arcanaloth. The new spells are detailed below.

Orbs of Tarterus: (Invocation)
Level: 2 Components: V, S, M
Range: 2”/level Casting Time: 2 segments
Duration: 1 turn per level Saving Throw: Special
Area of Effect: Special

Explanation/Description: This spell invokes a pearlescent crimson globe that serves a number of functions while animate. First and foremost, once cast the orb hovers 6’ from the ground, emitting a dim radiance to 10’. The orb will follow the caster as he walks for the spell’s duration, but at the caster’s direction can at any time be propelled and shattered against a chosen target within the spell’s range. The effect of the shattered orb is chosen by the caster upon commanding it to strike; the caster must choose either to have the broken orb spray acid (inflicting 1d10 points of damage, no save), expel a poison dust cloud (inflicting a flat 8 points of damage to all within 10’; save for half damage), or emit a cloud of cold mist (inflicting 1d4 points of damage to all within a 20’ radius, no save). Once it strikes, the orb vanishes.

Lightning Shield: (Invocation)
Level: 3 Components: V, S, M
Range: Personal Casting Time: 5 segments
Duration: 1 round per level Saving Throw: ½
Area of Effect: Special

Explanation/Description: This spell creates a barrier of reflecting and rebounding lightning strokes around the caster, soon appearing like a crackling and blinding field of energy around him or her. Any creature coming into melee range with the caster becomes adversely affected (missile and spell attacks are unaffected); those engaged in unarmed attacks (including creatures with claws, bites, etc) are subjected to a jolt of 1d6 damage per level of the caster. Those who strike the caster with a conductive weapon (any metal weapon) suffer a like amount of damage; wooden weapons are unaffected. Damage done by any such strike does affect the caster, however. The shock to the opponent(s) only occurs on the round the caster is hit; after this time the barrier is dispelled (though a shock is given for each and every attack made against the caster that round).

Transfer Magical Force: (Abjuration)
Level: 4 Components: V, S, M
Range: Touch Casting Time: 2 segments
Duration: Permanent Saving Throw: None
Area of Effect: One object

Explanation/Description: This spell allows the mage to transfer magical force from one magical item to another, or to himself. For example, Nelg casts this spell on a wand of fireballs, so for every charge he steals, he gains back a 3rd level spell, three 1st level spells, a 2nd and a 1st level spell, etc. that he has cast, or he can transfer the charges into a wand of lightning bolts. The use of this spell cannot make a magical item hold more charges than it is capable of holding, and cannot grant a mage more spells than is his maximum. This spell requires the DM’s arbitration, but the maximum amount of spell levels able to be transferred equals the caster’s level. The material component of this spell is the magical item from/to which power is to be transferred.

Rain of Ashes: (Invocation)
Level: 4 Components: V, S, M
Range: 12” Casting Time: 5 segments
Duration: Instantaneous Saving Throw: Special
Area of Effect: 30’ x 30’

Explanation/Description: This causes a storm of cinders, glowing embers, and sheets of choking ash to fall all about the target area (30’ x 30’). The initial effect is the suffering of 1d2 points of damage per level of the caster (no save), but also those within 10’ of the center of the spell are forced to save vs. death at +2 or be killed outright from choking on ash and heavy smoke created by the evil storm of embers.

Nelg’s Apathetic Lethargy: (Enchantment/Charm)
Level: 6 Components: V, S
Range: 1”/level Casting Time: 5 segments
Duration: 1 round/level Saving Throw: Special
Area of Effect: One creature

Explanation/Description: Nelg’s Apathetic Lethargy is a very potent spell used to confound one’s foe without violence. It has a number of effects, each of which requires a separate saving throw versus spells to resist:

 Hold Monster, as the spell of the same name.
 Slow, as the spell of the same name.
 The affected creature must save versus magic every time it wishes to make a hostile act, casting a spell, swinging a weapon, etc. If the save is made, the attack results are determined normally. If the save is failed, the spell is ruined (and lost from memory), or a weapon is dropped, etc.

Scatterbrain: (Enchantment/Charm)
Level: 7 Components: V, S
Range: 1”/level Casting Time: 5 segments
Duration: 1 round per 3 levels Saving Throw: Neg.
Area of Effect: 1 creature

Explanation/Description: This spell is only useful when cast on an opposing spellcaster, for it causes the target’s thoughts to get all mixed up, resulting in wild and unpredictable casting of spells. If the target of the spell fails to save vs. magic, each time he or she tries to cast any form of memorized spell (not from scrolls or the spell-like effects from wands, staffs, etc), there is only a small chance the intended spell will be cast. The player must roll randomly between all memorized spells to determine which spell is actually cast. The DM can either devise a quick table of all spells, or roll the spell level on one dice and the number of spell of that level with a second, or use any other method. In any case, the result is a totally random casting.

Nelg’s Smashing Foot: (Invocation)
Level: 8 Components: V, S, M
Range: 1” per level Casting Time: 4 segments
Duration: 1 round per three levels Saving Throw: 1/2
Area of Effect: One creature

Explanation/Description: This spell summons forth a gigantic glowing foot which descends upon the target creature in a massive stomp. The stomp does 1d8 hit points of damage per level of the caster, up to a maximum of 20d8. The target must then save vs. spells at –2 or be stunned for one turn after being affected by this spell. The smashing foot does not disappear after use, but will remain for one round for every three levels of the caster, and will attack again once per round. This spell requires no concentration, although if the caster is rendered unconscious, it is dispelled. The foot can attack the same target repeatedly or attack a new target every round, it is the caster’s choice. The material component to this spell is a small model of a foot.

Twid’s Turnaround: (Invocation)
Level: 9 Components: V, S, M
Range: 1” per level Casting Time: 6 segments
Duration: 1 round/3 levels Saving Throw: ½
Area of Effect: Special

Explanation/Description: This powerful spell was allegedly created by the eccentric elvish arch-mage and eminent plane traveller, Twid the Unforgettable, during his years of adventure throughout the wild scapes of the Multiverse. The spell creates a special magic vortex around the caster, which absorbs directed magical attacks against the caster and redirects it back at the attacker in the form of a pure energy blast. Any spell cast at the attacker during the duration of the spell is automatically absorbed (as if it hit an anti-magic shell), and no damage/effect is conferred on the caster; however, the energy of the spell is turned back and fired at the caster instantaneously. The damage from this attack depends on the level of the spell cast (it doesn’t matter if it’s a charm person, lightning bolt, or ice storm); for every level of the spell, 1d8 points of damage are inflicted on the original caster. Thus, a mage casting lightning bolt against the turnaround would suffer 3d8 points of damage. A saving throw results in half damage.

NEW SOULCURSE ITEMS
This final chapter details the new and unique (or those items with a special history or shape) magic items found throughout A QUEST THROUGH THE PLANES adventure.

Acheron Tears: These appear to be small teardrop-shaped jewels of deep red, but are in fact preserved droplets of blood shed by the countless millions of souls waging war in Acheron. When a droplet is consumed, the beneficiary receives +2 levels (for hit points, hit dice, number of attacks, etc) for 1d10 rounds. XP VALUE: 400. GP VALUE: 700.

Akadi’s Whisper Sphere: This item appears as a coruscating crystal sphere, small enough to fit in the palm of the hand. Within the glass prism can be seen a swirl of color and radiance, as if it were in fact a prison for the very wind itself. The item is in fact a powerful bane to elementals, bearing the wrath and rage of the elemental Akadi, queen of the free-willed air creatures. If broken, the sphere emits a gust of intense wind that destroys any and all elementals – air elementals are blown back to their home plane, earth elementals are eroded into dust, fire elementals are snuffed out at once, and water elementals are evaporated. No saving throw is allowed either! Non-elemental creatures are affected by the tremendous force of the freed whisper as if a death spell had been cast (killing all affected by crushing force). The sphere can be used only once, after which it disintegrates into dust. XP VALUE: 1,500. GP VALUE: 9,500.

Azer Box: This item appears at first to be a flat square or hexagon of copper, jagged with strange knobs and barbs. Created by the masterful azer, a race of smiths dwelling on the elemental plane of fire, when activated, the square unfolds mechanically, crackling with invisible but audible energy waves. The box grows into a small metal box, then expandking to the size of a small house, then finally to a diminutive tower 40’ high and 15’ wide (if used in an area lacking these dimensions, the box construct simply rips through any obstruction without being damaged) – the whole process taking two full rounds. The azer box is totally impenetrable unless subjected to a disintegrate or limited wish spell (the former disintegrating the item entirely; the latter temporarily dispelling the magic portal leading within). Attacks made against the tower have absolutely no effect (it is indestructible), but those within may be affected in some manner. Fire and heat-based spells cause the metal of the minute fortress to heat up, inflicting a flat 1 point of damage per potential die. Electricity-based spells have the same effect by conducting through the walls. All other spells have no effect. The azer box retains it’s tower-shape for 100 rounds, after which time those within must leave or be killed as it mechanically closes in on itself. It has no charges. XP VALUE: 7,000. GP VALUE: 27,500.

Black Bubble: This item appears to be a large (the size of a melon) but perfectly round sphere, it’s surface as hard as steel but remarkably lightweight (could be balanced on one finger). The color of the strange “bubble” is a deep black, showing only the slightest tint of steely grey. When the bubble is broken like an egg, a strange white ring of mist emerges and expands outwards, affecting all within 30 of it (but not those within 5’ of the bubble, who stand within the ring). As the moments pass, time slows and eventually comes to a halt, eventually reversing to actually speed time up.

Round Effect
1 Time begins to slow; no noticable effect.
2-3 Time slows; all affected are subject to a slow spell.
4 Time comes to a halt; all affected are subject to a time stop spell.
5-6 Time begins to speed up; all affected move at x1.5 normal rate.
7-10 Time speeds up drastically; all affected are hasted.

The mist ring diminishes after the tenth round, at which time all affects wear off. Obviously the bubble is only really useful in the first few rounds (when opponents are slowed or stopped), after which time it becomes more of a curse! The black bubble has but one use, remaining only as a broken shell of black metallic glass stinking slightly of burnt sulphur. XP VALUE: 3,000. GP VALUE: 25,000.

Blindheim Staff: This item appears rather ghoulish, an intensely-glowing eye mounted on a coppery stave, with coils of optic nerve holding it to the rod. The item was crafted from the eye of a blindheim, a frog-like being dwelling in darkness that creates blinding light with it’s gaping eyes. The item functions exactly as a wand of illumination. XP VALUE: 2,000. GP VALUE: 10,000.

Bodak’s Head Charm: This small totem appears rather remarkably to be the shruken and withered head of some being, typically worn on a chain or leather thong as jewelry. Close examination of the small totem shows that set into the dessicated head are two tiny white eyes – pearly white orbs – at first seeming to lack any feature until at last two tiny pupils are seen. These pupils, if observed closely, seem to follow the gaze of the examiner from side to side, up and down, never breaking contact, as if the tiny head were alive. In fact, the head is alive, a shrunken an animated charm that whispers to it’s wearer whenever he (or she) comes close to the vicinity of a hated enemy. The head whispers (and only the wearer of the item can hear – others may think the wearer simply mad, “hearing voices” as it were) when the enemy is within 20 miles, and gives the general direction. Once the enemy is within 200’, the small head will give exact directions (“around the next corner”, or “down this hall and through the door”). The charm loses it’s power once the indicated enemy has been slain, or the charm is acquired by a new owner with a burning desire for revenge. XP VALUE: 1,250. GP VALUE: 5,000.

Cornugon Blade: This weapon appears to be a massive and wicked blade of blood-tainted bone, barbed and jagged and evil-looking to mortal eyes. The sword is in fact carved from a single piece of bone from the carcass of a cornugon baatezu slain in the Blood War, and can be wielded in either one hand or two. When wielded in battle, any wound inflicted by the cursed blade will continue to bleed unnaturally and painfully for ten full rounds. It is, for all intents and purposes, a bastard sword of wounding. XP VALUE: 4,400. GP VALUE: 22,000.

Disenchanter Club: This appears only to be the most rudimentary of weapons, the thick and heavy leg bone of some horse or camel-like creature. Strangely, the hard bony exterior seems to glimmer with shiny flecks as the club is turned in the hand and made to catch the light. The club is, in fact, the leg bone of a dead disenchanter, a camel/elephant-like creature that feeds on magical energy as a rust monster feeds on metal. The club can be used as a primitive magical weapon (no plus to-hit or damage; inflicts damage as a club, but may strike creatures otherwise immune to non-magical attack), with the strange capability of temporarily draining the enchantment of anything it strikes. This has the effect of decreasing the plus of magical armor struck by the weapon whenever it attempts a hit (thus an opponent with platemail +2 and shield +1 would have only the protection of platemail +1 and a non-magical shield against attacks made with the club). The drain is entirely temporary, only lasting for as long as the club makes contact with the foe (i.e. as soon as damage is delivered the plus rises back to normal). XP VALUE: 800. GP VALUE: 2,750.

Greater Crystal Ball: This appears to be a glimmering palm-sized ball of pristine crystal, through which light is refracted and made to reflect prismatic motes of delicate light. The ball functions exactly as a standard crystal ball, with both clairaudience and granting the ability to communicate with those being observed. Unlike a regular crystal ball, however, spells can be cast through the crystal ball to the area being viewed, but any applicable saves are made at +2 and any magic resistance checks made are at +10% due to the distance between both points; all spells so cast must have a range greater than touch as well.

Heartfinder: Perhaps the most powerful of the Marilith’s beloved swords is Heartfinder, a wicked longsword said to have been made at the very time of the creation of the Regalia of Might (for the Powers of Evil), as a a suitable accompaniment to these dread relics. Heartfinder is a sword of the most perfect glittering black metal, forged of the metallic-hard earth of Acheron (plane of eternal battles, whose soil is as hard as steel), it’s red-hot tongue allegedly squelched in the still-beating heart of a captive planetar, instilling it’s thirst for the blood of adversaries. Heartfinder is a unique weapon, fighting as a longsword +5 in terms of to-hit (and what opponents it can strike), but sadly lacking any bonus to damage. XP VALUE: 1,500. GP VALUE: 7,500.

Helm of Kossuth: Not truly related to the fire king of elementals, this helm nonetheless harkens his incredible power over heat and flame. The helm appears to be a massive bronze helm covered in great rivets and possessing three thin slits – one for each eye and a single expressionless slit for the mouth. The entire helm appears plain, and is covered in a thick layer of fire-blackened soot as if it had seen decades of fierce use in some infernal plane. The helmet, when donned, grants the wearer a number of special abilities which he can call upon as he needs. Once per round, at will (unlimited times per day), the mouth slit can emit a fan of searing flames up to 5’ distant (in a 120 degree arc) which inflict 1d3 points of damage +2 per level of the user (just as a burning hands spell). Once every ten rounds the eye slits can be made to light up with multi-hued flame that entrances those who look upon the wearer as a fire charm spell (duration depending on the level of the helm’s wearer). Finally, once every three rounds the eye slits can (if not already in use) emit crackling meteors of flame inflicting 1d4 points of damage each. One missile is shot off for every two levels of the wearer. In the case of multiple foes, the meteors can be made to target as many victims as there are missiles. XP VALUE: 2,250. GP VALUE: 55,000.

Henali’s Whisk: This seemingly efeet item appears to be a baton topped by a whisk of soft golden hairs, like some noble’s whisk for shooing away the nuisance of flies and insects. The item is in fact created from a short crop of hair from the elvish goddess, Henali Celanil, and acts as a powerful charm if brushed against a sentient being. Anyone struck by the whisk must make a save vs. wands or be under the effect of a charm person spell. XP VALUE: 500. GP VALUE: 2,000.

Laylow: Laylow is a broad-bladed shortsword barbed with the calcified tongues of barbed demons along it’s short but wicked length. Laylow was a famed arm of the Marilith Acheanadite, used on many an occasion to slay a gigantic and overbearing adversary during the many brutal skirmishes of the Blood War. Much to the surprise of many evil giants and towering baatezu, the short sword was found to be infinitely underestimated in their over-confident eyes. The secret of Laylow is in it’s enchantment, for it is particularly deadly against large creatures. It is considered a shortsword +2/+3 vs. larger than man-sized creatures. XP VALUE: 250. GP VALUE: 2,000.

Metal Heart Amulet: This item appears to be a simple metal token or charm, and is used by alchemists and makers of golems to provide the “life-spark” for inanimate creations. It is a special item used only in the creation of golems and other such constructs; each item has but one use, after which it becomes inert. If used on an inanimate golem, the amulet causes it to come alive without the need of spells (e.g. those spells listed as required for golem creation) . XP VALUE: 300. GP VALUE: 3,500.

Monadic Armor: This is not the suit worn by an angelic being, but rather the very flayed flesh of a monadic deva, worn as clothes for some malevolent being. The armor appears to be a tight and supple suit of leather, it’s color as rich and dark as cinnamon, covered in stitches and fanciful markings in the skin itself. The armor is enchanted as leather armor +3 (thus protecting as chainmail), but also serves to increase the wearer’s Strength to 20 (if already 20 or above, there is no additional effect). The armor also causes good-aligned extra-planar beings to view the wearer with absolute hatred and disgust, provoking a negative reaction (but not always violent) against the wearer on sight. XP VALUE: 2,000. GP VALUE: 15,000.

Necklace of Curtains: This item belonged to a great sorceror and plane-traveller, and it’s once-ornate creation has been marred by centuries of weathering and visits to spectacular places across the Multiverse. The necklace appears to be a simple gold chain, set with a small (the size of a half-dollar coin) flat round plaque of deep and pure color – ever changing as the item is used. The plaque in fact is highly-magical, serving as a one-way portal to a plane the wearer has travelled to in the past. Each time the user of the item goes to another plane (either through use of this item or some plane-travelling spell), the plaque will record the magic coordinates to allow transport to the same spot as the necklace is used (the color mimics a curtain or color pool hue, hinting at to the identity of the location). To use the item, the user holds onto the plaque and mutters the magic word, at which time he and anyone he chooses is transported with him to the distant location. This done, the necklace erases the previous location and records the (new) last destination. XP VALUE: 5,000. GP VALUE: 17,500.

Panakot’s Spectacles: The Arcanaloth, Panakot, wears these spectacles nearly at all times perched on his elongated muzzle. The spectacles look rather curious (not too many wolf-headed creatures wear glasses), but are kept to a sharp polish by the fastidious and tidy old yugoloth sage. The spectacles are in fact actually magical, allowing the wearer 100% immunity to gaze attacks and any vision-based spell effects and phenomenon (such as blindness), ostensibly to allow the wearer to observe anything and everything in safety. The spectacles also act to read languages (as a thief) with a 75% chance of effect. It can be used in this capacity only once every day. XP VALUE: 2,000. GP VALUE: 12,500.

Per Heart Periapt: This appears to be a small withered black husk kept on a band of worn leather or hide, but close examination reveals it is the shrivelled heart of some extraplanar being still burning with intense purpose. The periapt grants truesight to the wearer, thus making him/her immune to surprise. If the wearer is also of strictly lawful neutral alignment, he receives an immunity to non-magical weapons as well. XP VALUE: 750. GP VALUE: 4,500.

Platinum Shield: This appears as a beautifully-ornate shield of the most brilliant and radiant platinum, a solid piece as reflective as a glossed mirror. The shield is in fact a scale of the platinum dragon, Bahamut, fashioned into a shield and empowered by devas with great protective enchantments in the eternal armories of Mecuria in the Seven Heavens. The item is considered to be a shield +3, but granting the wielder 25% magic resistance and total immunity vs. poison, acid, and gas. In addition, it emits a continuous protection from evil 10’ radius at all times, and forces evil creatures to shy away from it if they fail to make a save vs. death upon seeing it or flee. XP VALUE: 1,250. GP VALUE: 12,000.

Purple Carnelian Girdle: This item appears to be a wide black leather girdle or belt, set with a great and deep purple gemstone at it’s frontside, so clear and striking as to resemble the eye of a Wraithworm or other gigantic serpentine creature. The girdle is a powerful magic charm, acting as a source of +6/+5 protection (+6 to saves and +5 to AC) and further acting to protect the wearer from all magical attacks, allowing saves even for spells that do not normally allow for such (in other words, all spells cast at the wearer may invoke a save vs. magic at +6 to negate the effects entirely), and it also absorbs up to 12 energy-drain or instant-death spells and attack forms (such as the touch of undead) cast at the wearer; each level or “life lost” drained in such a manner drains one charge. When and if the girdle is drained from such attacks, the carnelian setting becomes hazy and opaque, finally cracking and crumbling to a fine powder while the leather of the belt shrivels and turns to hard warped sinew of some unknown origin. XP VALUE: 7,500. GP VALUE: 75,000.

Slaad Hammer: This item appears to be a slender bony handle, topped by a grotesque bluish-purple brain (the magically-sustained brain of a blue slaad) at one end – a sick organic “mace”! When the hammer (considered +3 for those creatures it can strike; it inflicts 1-8 points of damage per hit) strikes a target, the gross brain head excretes a potent poisonous magic into the wearer that causes confusion if a save vs. poison is failed, lasting for 1d4 rounds. On a natural roll of 20 on to-hit, the mace causes permanent insanity (as symbol of insanity) and an immediate conversion to the alignment of chaotic neutral, no save. XP VALUE: 750. GP VALUE: 7,000.

Souldeceiver: This appears to be a wicked and misshapen sword of black steel, it’s blade a mockery of metalwork that almost appears as a jagged grin slashing through the air. Once one of the weapons of a great Marilith tanar’ri general, Souldeceiver is considered a khopesh +2, but with a very insidious ability. Each time the weapon hits an opponent, he or she must make a save vs. spells at –2 or be forced to change alignment towards the direction of chaos. If already of a chaotic (or pure neutral) alignment, the victim begins to shift towards evil (going good, neutral, then evil). Each successful strike (and failed save) moves the alignment towards chaotic evil. Souldeceiver’s effects are permanent unless reversed by a remove curse spell cast by a priest of 12th level or greater. XP VALUE: 1,600. GP VALUE: 8,000.

Sword of Tartach: This mighty blade, almost six feet in length, must be considered a two-handed sword in the hands of those not normally suited to wield it. The favored arm of the baator lord, Tartach, the sword is considered a special two-handed sword +1 flametongue. Against regenerating creatures is is +2, vs. cold-using, inflammable, or avians it is +3, and against undead +4. It is also considered +4 against all creatures from the Lower Planes as well. Shrouded in a constant aura of hellish scarlet flame that even scalds and picks at the flesh of demons, the sword of Tartach itself appears to be a gnarled and worn sliver of the blackest steel, bearing a great polished hilt of brass. XP VALUE: 1,000. GP VALUE: 5,000.

Ultroloth Cloak: This tattered garment seems ratty and torn, but examination reveals it is, in fact, the flayed hide of some Lower Plane being (an ultroloth). When draped about the user, the cloak can be made to alter the wearer’s appearance just as a hat of disguise. It can be used but once per week. XP VALUE: 1,000. GP VALUE: 7,500.

Vrock Feather Charm: This magical totem appears to be a mangy and worm-ridden feather, black and grey and gloomy colored, apparently torn from the living matted hide of a vrock tanar’ri. The totem is either worn or held, but either way can be made by a powerful will to generate a swarm of maggots or flies (as insect swarm) to attack a given target, once per week. XP VALUE: 600. GP VALUE: 5,000.
Enermental


CLIMATE/TERRAIN: Special
FREQUENCY: Very Rare
ORGANIZATION: Solitary
ACTIVITY CYCLE: Any
DIET: Parasitic
INTELLIGENCE: Unknown (?)
TREASURE: -
ALIGNMENT: Neutral (evil)

NO. APPEARING: 1-4
ARMOR CLASS: 0
MOVEMENT: Fl 18 (A)
HIT DICE: 8
THAC0: 12
NO. OF ATTACKS: 1
DAMAGE/ATTACK: Special
SPECIAL ATTACKS: Fatigue, Life Level Drain
SPECIAL DEFENSES: Spell immunity, +2 or better weapons to hit
MAGIC RESISTANCE: Special
SIZE: M
MORALE: Champion (16)
XP VALUE: 6,000

Enermentals, as far as it is known, are creatures of pure energy, lacking any specific form other than a hovering (usually from one to five feet off the ground) amorphous blob of brilliant and blinding light. Once a race of physical beings not unlike humans or elves, the Enermentals were a highly-advanced species that dabbled in great magics and technologies now long-forgotten, dwelling exclusively on the para-elemental plane of Radiance. At one point in the far distant past their great civilization suffered some form of catastrophe (the actual form of disaster is unknown), but thos few Enermentals that survived were forced to abandon their physical bodies and assume a purer, more survivable and immortal being – raw energy.

Combat: Enermentals can sense the life force or body rythms of creatures differing in substance than themselves up to a range of one mile, and this extends to sensing invisible, hidden (but not ethereal) or otherwise masked illusions. Such is their hunger for sustaining life-force that the Enermental will generally make a direct line for any detected source, attacking as soon as it is able.

In melee, the Enermental attacks in one of several ways. First, it can emit a blinding brilliance once every other round that acts as a blindness spell on all within a 30’ radius (save to avoid). In addition, Enermentals are able to physically touch with their energy forms to drain the life-force of target creatures; this has the effect of draining one life level for each successful attack (a save vs. death magic is allowed to resist, however) and causing fatigue; this special effect causes the target creature to suffer a flat 1-10 points of phantom damage from the attack, as well as a reduction of 1-2 points of strength, per successful hit by the creature. These reductions last until the victim has a chance to rest (i.e. generally lasting an entire combat).

Finally, once per day the Enermental may generate a color spray, and once per week a chromatic orb (at 9th level of spell use) to project at those beings attempting to flee it’s grasp.

Enermentals are adversely affected by spells and effects that create shadow or darkness. Areas lacking light cause the creatures to flee if they fail a save vs. paralysis; casting a darkness spell directly on an Enermental kills it if it fails a similar saving throw.

Enermentals are immune to all forms of magic except for those that create darkness. Spells that create light will generally draw the being, where it will attach itself to the source to heal itself for 1-4 points of damage (and dispelling the effect). They can only be harmed by weapons of +2 or better enchantment; a hit by a sunblade or any glowing weapon heals them 1 hit point per strike (though normal damage, if applicable, is still inflicted).

Habitat/Society: The society, if any, of Enermentals is entirely unknown. They seem to act independently of each other, but have never been known to attack each other, even where a void of other life is present. Further study will be required to substantiate any of the cryptic rumors concerning these energy beings.

Ecology: Enermentals could conceivably be called “carnivores”, as they subsist solely on the energy of other beings.