TEXT: E1
  E1
  A 3.5/OGL ADVENTURE FOR LEVEL 5
  
  Script 
  Tent
  Script 
  Tent
  Script 
  Tent
  Tent of 
  Illusions
  Cold 
  Rider
  CT18
  14b
  14c
  14d
  CT14
  Maze of Ice
  14a
  14e
  Skating Rinks
  Modern 
  Wonders
  Docks
  Ice carving 
  Contest
  Script 
  Tent
  The Monster 
  Gradzaal
  CT12
  CT13
  Quinn’s 
  Performance
  CT9
  CT8
  To Syntira
  Strong 
  Ale Tent
  CT6
  CT7
  Blind Peep Show
  CT4
  CT2
  Titan’s Wheel
  CT3
  CT10
  Biggy-Piggy
  Candy Apples
  CT11
  Menagerie of Freaks
  0
  160
  feet
  N
  s
  W
  E
  Script 
  Tent
  Script 
  Tent
  Script 
  Tent
  Tent of 
  Illusions
  Cold 
  Rider
  CT18
  14b
  14c
  14d
  CT14
  Maze of Ice
  14a
  14e
  Skating Rinks
  Modern 
  Wonders
  Docks
  Ice carving 
  Contest
  Script 
  Tent
  The Monster 
  Gradzaal
  CT12
  CT13
  Quinn’s 
  Performance
  CT9
  CT8
  To Syntira
  Strong 
  Ale Tent
  CT6
  CT7
  Blind Peep Show
  CT4
  CT2
  Titan’s Wheel
  CT3
  CT10
  Biggy-Piggy
  Candy Apples
  CT11
  Menagerie of Freaks
  0
  160
  feet
  N
  s
  W
  E
  
  Carnival of Tears
  Gamemastery module e1
  event adventure
  CREDITS
  Design: Tim Hitchcock, Nicolas Logue
  Development and Editing: Jason Bulmahn, Mike McArtor, Jeremy Walker
  Art Director: Drew Pocza
  Managing Art Director: James Davis
  Director of Operations: Jeff Alvarez
  Brand Manager: Jason Bulmahn
  Director of Sales & Marketing: Joshua J. Frost
  Cover Artist: Johnathan Wayshack
  Interior Artists: John Gravato, Drew Pocza, Wayne Reynolds
  Cartographer: Rob Lazzaretti
  Paizo CEO: Lisa Stevens
  Corporate Accountant: Dave Erickson
  Staff Accountant: Chris Self
  Technical Director: Vic Wertz
  Publisher: Erik Mona
  E1: Carnival of Tears is a GameMastery Module designed for four 5th-level characters. By the end of this module, characters 
  should reach 6th level. This module is designed for play in the Pathfinder Chroniclestm campaign setting, but can easily be 
  dropped into any world. This module is compliant with the Open Game License (OGL) and is suitable for use with the world’s 
  most popular fantasy roleplaying game. 
  The OGL can be found on page 31 of this product.
  Paizo Publishing, LLC
  2700 Richards Road, Suite 201
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  Product Identity: The following items are hereby identified as Product Identity, as defined in the Open Game License version 1.0a, Section 
  1(e), and are not Open Content: All trademarks, registered trademarks, proper names (characters, deities, artifacts, places, etc.), dialogue, plots, 
  storylines, language, concepts, incidents, locations, characters, artwork, and trade dress.
  Open Content: Except for material designated as Product Identity (see above), the contents of this Paizo Publishing game product are Open 
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  System License, please visit wizards.com/d20.
  GameMastery Modules are published by Paizo Publishing, LLC under the Open Game License v 1.0a Copyright 2000 Wizards of the Coast, Inc. 
  All other trademarks are property of Paizo Publishing, LLC. ©2007 Paizo Publishing.
  Printed in China.
  
  2
  carnival of tears
  m o d u l e  e 1
  Adventure Summary
  The carnival has come to Falcon’s Hollow, 
  drawing the attention of townsfolk, lumber 
  barons, and scoundrels, all hoping to 
  enjoy the party or find ways to cash in on 
  the activities. When the PCs arrive at the 
  carnival, they find all manner of games and 
  entertainment. They can test their strength 
  at the Wheel of the Titan, play games of 
  skill and chance like the ring-toss, prove 
  their talent with a bow at an archery contest 
  (and potentially win an enchanted arrow as 
  a prize), glide carefree on the frozen river 
  outside of Falcon’s Hollow, or even sneak a 
  peek at a burlesque show.
   As the day wears on, however, the PCs 
  begin to get a sense that something might 
  be amiss with the carnival. Strange shadows 
  flit about the fairgoers and people disappear 
  in the blink of an eye, while no one seems 
  to notice the absences. As the sun sinks 
  beneath the horizon and darkness falls, the 
  horrific events accelerate, and a piercing 
  scream of terror rings across the maze of 
  ice. As the crowds gather at the shores of 
  the lake for the anticipated fireworks show, 
  a strange messenger seeks out the PCs with 
  a portent of doom.
   He brings them before the nymph 
  queen Syntira, waiting in the nearby forest 
  in a state of anguished horror. She tells 
  them that although she wished to see the 
  tree-felling townsfolk of Falcon’s Hollow 
  humbled, the butchery about to come has 
  gone beyond all reason. The hearts of her 
  beloved fey have darkened and turned 
  to ice, twisted and corrupted by the vile 
  messenger from the Witch Queen of the 
  North: the cold rider. The PCs are now the 
  only thing that stands between Falcon’s 
  Hollow and icy slaughter. 
   When the PCs return to the carnival, 
  they find the dark ice fey have invaded 
  the festivities, and their twisted sense 
  of amusement includes the wholesale 
  death and dismemberment of the entire 
  population of Falcon’s Hollow. Rides 
  become slaughterhouses, games turn to 
  misery, and prizes maim the unlucky 
  winners. Meanwhile, Namdrin Quinn, his 
  folly now fully revealed, is forced to watch 
  the perversion of his show in utter despair, 
  his heart chained by the imprisoned soul 
  of the love of his life. To defeat the cold 
  rider and stop the fey, the PCs must free 
  Namdrin Quinn of the curse and stop the 
  dark fey of Darkmoon waylaid the young 
  adventurers and captured Tessa’s soul. 
   And just like that, Namdrin’s love, his life’s 
  redemption, his wife of six years, was simply 
  gone, her body carried off into the darkness 
  of the forest by a horrific shade. Quinn’s 
  heart shattered like a shard of brittle ice, 
  and he returned to Falcon’s Hollow a grim 
  shadow of his former self. He put aside his 
  famed swords and his enchanted crossbow 
  and it seemed he would fade into ignominy. 
  Fate, however, had other plans. Not long after 
  his wife’s death, a traveling carnival stopped 
  in Falcon’s Hollow. Driven by a compulsion 
  he is only now beginning to understand, 
  Namdrin joined the troupe of misfits and 
  charlatans and brought a taste of real magic 
  to their act. After only a few short months he 
  ran the whole show, and over the following 
  summer it grew from a mere sideshow into 
  a dizzying array of color and sound.
   Now, Namdrin’s carnival returns to 
  Falcon’s Hollow, prepared to dazzle the 
  unsuspecting residents with a show unlike 
  any they have ever seen. The early frost 
  and the autumn snow make for a perfect 
  backdrop for a bit of fun before winter 
  begins in earnest. Even as the carnies plan 
  their events, though, a shadow falls across 
  the town. For the unseasonable cold is a 
  reflection of the mood of the spectacle’s 
  true architects, and beneath the shroud of 
  the nearby forest canopy, they eagerly await 
  their long-anticipated revenge.
  Adventure Background
  Namdrin Quinn should have amounted 
  to nothing more than a rootless vagabond 
  performer and sometime thief, no doubt 
  destined for a young death and a shallow 
  grave. But love intervened. When a 
  constable named Tessa Kelrand caught 
  the handsome young half-elf robbing a 
  temple, she changed his life forever. Tessa 
  tamed Namdrin—first with her sword, 
  then with her heart. She fell as hard as he 
  after their first clash, and their scandalous 
  affair blossomed into romance. Tessa 
  turned in her badge, Namdrin abandoned 
  his larcenous ways, and the two lovers 
  became adventurers out to make their own 
  fortunes. With Tessa at his side, Namdrin 
  discovered hitherto untapped wells of 
  courage and skill, and he quickly became 
  an impressive swordsman. 
   The pair’s travels soon brought them to 
  the peril-fraught environs of Darkmoon 
  Vale, where they wagered their lives on one 
  harrowing adventure after another. After 
  their first few journeys, they returned to 
  the lumber boom town of Falcon’s Hollow 
  with sacks of dwarven gold and jewels 
  pilfered from the crumbling strongholds 
  riddling the looming mountain of 
  Droskar’s Crag. 
   Sadly, their success—like their love—
  was simply too good to last for long. On 
  their return journey through the vale 
  one cold morning in early spring, the 
  L 
  ong before man or dwarf took his first breath, when the First World was but 
  newly sprung from the bosom of existence, the fey walked the primal woods and 
  frolicked in fields of splendor only glimpsed now in the wildest of dreams. Sages 
  say their world fell in a cataclysm next to which such calamities as earthquakes, tempests, 
  and volcanoes pale in comparison. Although their world is gone, they linger still, hiding in 
  knots of trees, the shadow of an oak stump, beneath the frog’s lily, and even in the whisper 
  of the wind. They have watched us for millennia. 
   Few have ever seen a fey, but those who do encounter them speak to their mercurial nature. 
  The children of the First World possess both love and wrath in proportions that far exceed the 
  temperament of any mortal creature. They find delight in all things, and the more intense 
  the experience, the better. They are the incarnation of innocence one moment and sinister 
  beyond measure the next. They are wonders at play and sensual when pleased—but when 
  their ire is raised the vengeance they exact is pure nightmare.
  
  3
  icy destruction before the entire population 
  of Falcon’s Hollow falls to bloody ruin.
  Introduction
  Strange winds blow down from Droskar’s Crag, 
  bringing on an early winter. The ground crunches 
  underfoot with thick frost, and autumn surren-
  ders without a fight. Days grow shorter and 
  stars hold court in the darkness reigning above. 
  An unnatural cold permeates the town, and the 
  Foam River’s jubilant voice is frozen under the 
  ice. Birds abandon their nests for warmer climes, 
  their songs silenced by winter’s grim embrace. 
  But the frozen riverbank now hosts a shimmer-
  ing respite from the gloomy cold in the form 
  of garish tents, joyful shouts, and sumptuous 
  smells. Quinn’s Carnival has come to town. 
   The best way to get the PCs to Quinn’s 
  Carnival is to simply offer them the 
  opportunity for some fun. Especially after 
  returning from a previous adventure, they 
  should jump at the chance to relax for a 
  while and have a good time. As the story at 
  the carnival unfolds, it is extremely easy for 
  the PCs to become drawn into it. If your PCs 
  need a specific reason to head to the fair, 
  you can have Sheriff Baleson send the PCs 
  an invitation to meet him in the strong ale 
  tent to discuss a possible alliance against the 
  nefarious Thuldrin Kreed. The fair is the one 
  time when the lumber baron’s goons will be 
  distracted, and it is the perfect opportunity to 
  meet without his interference. 
   Alternatively, you might try one of the 
  following ideas based on some of the NPCs 
  around Falcon’s Hollow that appeared 
  in GameMastery Module D1: Crown of the 
  Kobold King. One of the PCs might become 
  embroiled in the underworld politics 
  helmed by Kabran Bloodeye, a local crime 
  lord, either as a competitor or champion 
  of the innocent girls exploited by this 
  despicable half-orc. Altruistic PCs might 
  wish to take the rescued children to the 
  carnival, or perhaps their parents demand 
  to treat the party to a night of revels as a 
  meager token of gratitude. If the PCs exert 
  their influence on Jurin Kreed, they no 
  doubt chafe his amoral father Thuldrin.
  PArt 1: FeStIvAl on Ice
  Gaiety and laughter cut through the cold wind, 
  and even the sky-shy sun peeks its face from 
  around the gathering winter clouds. Children 
  squeal with delight and gasp in awe of the 
  sights, sounds, and smells of Quinn’s Carnival. 
  The Titan’s Wheel creaks and groans as a burly 
  lumberjack tests his might with a hefty spin, a 
  family rushes giggling into the sprawling ice 
  maze to the north, and dozens of happy skaters 
  flit about the rinks atop the frozen river. Car-
  nival dolls are handed to wide-eyed townsfolk 
  as prizes and a menagerie of freakish creatures 
  and glowing lanterns beckons the curious. Gar-
  ish skirts and scanty veils call others to a differ-
  ent breed of voyeurism altogether. Treats and 
  wonders abound for young and old to enjoy, 
  and for a time the early winter is forgotten in 
  joyful revelry.
   When the PCs first arrive at the carnival, 
  there is no sign of the dire evil the fey 
  have in store for Falcon’s Hollow. The 
  PCs may wander the fairgrounds as they 
  please, taking in the myriad diversions 
  detailed below. During this early section 
  of the adventure the fey have yet to arrive 
  in force, but Syntira sent a few of her 
  loyal subjects on ahead to observe the 
  townsfolk. She knows the destruction the 
  cold rider plans for the carnival, and she 
  tells her agents to find a group of human 
  champions who can help her save the town. 
  This section of the adventure describes 
  the keyed locations on the carnival map 
  before the fey invade the carnival during 
  the fireworks display at 9 pm. Refer to Part 
  3 for the altered encounter descriptions.
  ct1. ticket Booths (el 1)
  Adjacent pairs of rickety podiums tacked 
  together from pieces of apple crates form 
  raggedy ticket booths that mark various 
  entrances to the carnival. Eager-faced fairgoers 
  cram about them, gleaning wonderment from 
  faded posters promising stilt-walkers, terrifying 
  rides, and all manner of freaks. Tirelessly 
  working the booths, baggy-eyed carnies busily 
  hawk tickets to various events and do their 
  Syntira’S SpieS
  A number of incidents occur before the 
  dark ice fey and the cold rider arrive on 
  the scene. Most of them are simply the 
  natural upshot of human interaction in 
  a carnival setting, but a few have been 
  staged by Syntira’s spies. Regardless of 
  whether an event is natural or staged, the 
  fey spies report the PCs’ actions back to 
  the nymph queen. Should the PCs prove 
  themselves virtuous and capable before 
  the fireworks show and the fey inva-
  sion, the nymph queen contacts them 
  and offers her aid against the horrors to 
  come. If instead they prove to be cruel, 
  deceitful, merciless, or incompetent, Syn-
  tira despairs of ever finding aid among 
  the humans and sorrowfully withdraws 
  into the forest, leaving the townsfolk 
  to their fate. Each of these encounters 
  rewards Virtue Points. Secretly keep track 
  of these points as the carnival progresses, 
  and refer to Syntira’s Summons in Part 2 
  for their effect.
  WhiSperS and rumorS
  As the PCs wander through the fair-
  ground, they might overhear snippets of 
  conversation or seek to learn more about 
  the unusual carnival. The following infor-
  mation is available with Gather Informa-
  tion checks at the appropriate DCs.
   dC 15: “Quinn is the Carnival Master 
  here, but they say he rarely shows him-
  self these days. The half-elf used to be 
  an adventurer, one of the most famous 
  about. He led some of his fellow carnies 
  in a party called the Nightshades along 
  with his wife Tessa—at least until some 
  horrible monsters in Darkmoon Vale 
  killed her. Quinn ain’t never been the 
  same since.”
   dC 20: “Quinn’s cohorts were pretty 
  disreputable curs before he rehabilitated 
  them. I hear that since Tessa was killed, 
  Quinn doesn’t take much interest in that 
  minotaur. I wouldn’t be surprised if he 
  returned to his old ways without Quinn 
  to bring him to heel.”
   dC 30: “Winter coming early a coin-
  cidence? Not bloody likely. I heard that 
  wife o’ Quinn’s wasn’t just killed—an 
  evil fey took her soul. Late at night, 
  they say, strange sprites and moving 
  shadows creep about the carnival after 
  the tents have shut and the lanterns 
  gone dark. They say that Namdrin 
  Quinn has struck some sort o’ bargain 
  with the fey folk in order to get his 
  wife’s soul back. Wonder what he had 
  to do to appease them?” 
  
  4
  carnival of tears
  m o d u l e  e 1
  best to direct the stream of excited townsfolk. 
  A crowd of unwashed beggars shielded from 
  the winter’s harsh kiss by nothing more than 
  tattered rags huddles by the entrance to the 
  carnival, pleading with passersby for a few 
  meager coppers or a bit of food to see them 
  through. Many are children or old men and 
  women fallen on hard times. A good number are 
  maimed from lumbering accidents or crippled 
  by a horrible bout with plague or pneumonia. 
  Rich merchants turn a blind eye to the haggard 
  indigents, pretending not to see or hear them 
  at all, and lumberjacks snarl, guffaw, or even 
  kick at the dirty beggars as they stroll into the 
  carnival to spend their coin on games, shows, 
  and other frivolities. 
   Tiny fair tents erected on the perimeter 
  of the fairgrounds allow fairgoers to pur-
  chase basic entry as well as provide tick-
  ets for special events and contests. Unless 
  noted elsewhere, most of the events cost 
  only a few coppers.
  Carnies (2) 
  Cr 1
  Male and female human expert 2
  N Medium humanoid 
  init +0; Senses Listen +0, Spot +0
  DEfENSE
  aC 10, touch 10, flat-footed 10
  hp 7 (2d6)
  Fort +0, ref +0, Will +3
  OffENSE
  Spd 30 ft.
  melee dagger +0 (1d4–1)
  ranged dagger +1 (1d4–1)
  TACTICS
  Before Combat fights are bad for business, so 
  carnies generally try to keep clear of them, 
  although if forced they attempt to restrain 
  opponents or fight unarmed. 
  during Combat If a carny feels overly 
  threatened, he fights armed and calls for 
  the assistance of other nearby carnies who 
  come quickly (usually about 1d4 per round, 
  depending on availability).
  morale Carnies hate dying, and back down or 
  flee when faced with significant odds or 
  displays of force on behalf of an attacker. 
  STATISTICS
  Str 8, dex 11, Con 10, int 10, Wis 9, Cha 12
  Base atk +1; Grp +1
  Feats Improved Unarmed Strike, Deft Hands, 
  Skill focus (bluff)
  Skills Balance +3, Bluff +8, Climb +2, Disable 
  Device +6, Gather Information +4, Jump +2, 
  Perform +5, Sleight of Hand +4, Tumble +3, 
  Use Rope +6 
  Languages Common 
  Gear dagger or club plus 50% chance of item 
  (determine by rolling 1d8: 1. 20-foot rope; 
  2. hammer and 10 iron spikes; 3. bucket; 4. 
  10-foot pole; 5. crowbar, 6. 10-foot ladder, 7. 
  sledgehammer, 8. shovel)
   Twenty-two beggars in all gather here, 
  although they have no luck with any of the 
  townsfolk. If a PC gives alms to the beggars 
  huddled at the carnival entrance, a sprite 
  spy of Syntira’s takes note. This grants 2 
  Virtue Points.
  ct2. Mr. Sathelbry’s Wild 
  Sleigh rides (el 1 or 6)
  Beneath a tall signboard reading “Mr. 
  Sathelbry’s Wild Sleigh Rides” stand four 
  massive chargers hitched to three wooden 
  passenger sleds coupled together with chains. 
  Hunched in the first sled is the driver, an aged, 
  one-armed man dressed in a long threadbare 
  wool coat, his snarling face wrapped with a 
  dull red scarf. As the driver snaps his whip 
  and the sled lurches forward, ragtag children 
  dart from shadowed hollows beneath nearby 
  wagons and try to snag free rides before the 
  distracted driver sees them.
   A cantankerous one-armed geezer who 
  the townsfolk know only as Mr. Sathelbry (N 
  male human expert 3; Intimidate +9) awaits 
  the fair season with bitter anticipation. Each 
  year, he dresses his team of chargers, hitches 
  them to his sleighs, and for a small fee (5 
  cp) he drives fairgoers over field and dale 
  around the fairgrounds at an almost break-
  neck pace. 
   Sathelbry never smiles, and by his soured 
  expression one might think he despises his 
  job. Rumors abound that the old man hoards 
  his carnival money and saves his coppers 
  to last him the remainder of the year. Still, 
  those who carefully watch the man see his 
  eyes twinkle sadistically when he denies pas-
  sage to the town’s orphaned children.
   PCs notice a group of ragtag orphans loi-
  tering near Mr. Sathelbry’s Wild Sleigh Ride 
  begging for a free ride. The crusty old sleigh 
  master snarls at them, even kicking one into 
  the snow with a cold-hearted laugh and a 
  “no copper, no ride!” If a PC takes pity on 
  the orphans and pays for a ride, a miniature 
  sprite hiding in one of the children’s patch-
  work pockets reports the kindness back to 
  Syntira, granting 2 Virtue Points.
   Development: Mr. Sathelbry is one of the 
  first to fall victim to the vengeful fey. Just 
  after sunset, a few hours before the fire-
  works show, several fey ambush the sleigh as 
  it makes a circuit near the forest edge. They 
  quietly charm Mr. Sathelbry, and from that 
  point on one or two people disappear on 
  every ride, kidnapped by the frosty chiselers 
  to take part in the ice carving competition 
  (see Part 3). If the PCs happen to go for a 
  Designer
  Notes
  event-BaSed 
  adventureS
  Carnival of Tears is a little 
  unusual in that there is 
  no definite progression of encounters. 
  Due to the wide-open nature of the car-
  nival, there is no telling what the PCs 
  do first, second, or not at all. All of the 
  major areas of the carnival are presented 
  in Part 1, and again in Part 3, after the 
  fey have taken over. In addition to the 
  static carnival shows, several events take 
  place over the course of the day. Some 
  of these events occur at specific times 
  (e.g., the fireworks show) while others are 
  more free form and can be run anytime 
  the PCs look bored, wander off, or get 
  stuck in one particular show and need to 
  be distracted. The events that take place 
  during the real carnival are detailed in 
  Part 2, while those that occur during the 
  chaos and bloodshed of the fey invasion 
  are detailed in Part 4.
   Don’t expect the PCs to see and do 
  everything. Doubtlessly there are some 
  areas and activities they are not inter-
  ested in and some events that pass 
  them by completely. Let them dictate 
  the pace and flow of the adventure as 
  much as possible, but don’t be afraid 
  to disrupt their fun with a well-timed 
  interruption. Being hit in the face with 
  an egg from the egg toss or being 
  trampled by some enthusiastic three-
  legged racers is part of the experience. 
  Above all, try and cultivate an atmo-
  sphere of carefree fun at the beginning, 
  and slowly replace it—first with curios-
  ity, then fear, and finally horror—as the 
  day wears on.
  
  5
  sleigh ride after dusk, Mr. Sathelbry watches 
  gleefully as two frosty chiselers (see Appen-
  dix) attempt to subdue and kidnap the PCs. 
  If the PCs defeat them, they can rescue the 
  townsfolk captured by the fey (they capture 
  two people every 20 minutes from sunset 
  at 6 pm until the fireworks show at 9 pm). 
  If rescued, the prisoners remember noth-
  ing about their captivity, but the ice carving 
  contest in Part 3 does not take place.
  ct3. Menagerie of Freaks
  A small cove of wagons and tents curls around 
  a rickety three-foot-high stage cobbled from 
  a wooden platform precariously balanced on 
  stacks of unmortared bricks. The stage planks 
  creak and moan in time to the prancing and 
  posturing of a dozen or so freakish humanoids 
  as they perform their comically grotesque dis-
  plays. A dough-faced huckster preaches to the 
  crowd and flails about a cane to pontificate the 
  show’s details.
  The stage plays host to several different 
  performers who rotate throughout the day. 
  In addition to these, several more sideshows 
  are located within the various tents adjacent 
  to the stage, as indicated on the map.
  The Dog-Faced Girl
  Chained to a stool, a dog-faced little girl in 
  a charming yellow and white flowered dress 
  mournfully howls at passers-by.
   Creatures: If the PCs take pity on the 
  poor Dog-Faced Girl (NG female human 
  commoner 1; cannot speak) and stop to 
  discourse with the ugly thing, she hands 
  them a needle and thread with a knowing 
  nod (see CT14d in Part 3).
   Note: If the PCs clashed with Jeva in Game-
  Mastery Module D1: Crown of the Kobold King 
  and did not kill her, it might be fun to have 
  her show up here as the dog-faced girl.
  The Baby in a Jar 
  Propped on a small stool sits a two-gallon 
  glass jar filled with a murky yellow liquid. Sus-
  pended in the liquid, a deformed, infant-shaped 
  creature bobs slowly. Its tiny, hairless form is 
  dwarfed by its oversized head, from which two 
  sickly colored amber eyes stare hauntingly.
   Creature: A magically preserved homun-
  culus floats in the jar. It only becomes a nui-
  sance if released.
  homunculus 
  Cr 1
  hp 11; MM 154
  TACTICS
  during Combat If released from its jar, 
  the homunculus flops about the stage, 
  defensively biting at anyone who comes 
  near until someone returns it to the jar. Its 
  master long passed, the homunculus can 
  only survive inside the magically infused 
  alchemical fluids in its jar, and if left 
  out for more than 5 minutes it screams 
  horribly until it dies 1d4 rounds later.
  morale With nowhere to run, the homunculus 
  fights to the death.
  The Man of 1,000 Stitches
  This bulky, bald-headed man proudly displays 
  hundreds of wounds running across his torso, 
  arms, legs, head, and face—all stitched shut 
  with thick black thread.
   Creature: Stitch is a professional carny. 
  The wounds aren’t real, just the stitches.
  Stitch 
  Cr 1
  hp 7; see page 4 (Carny)
  Human Fish
  A young man with flaky, scaly skin steps on to the 
  stage as the barker shouts, “Behold the terrify-
  ing human fish!” To the crowd’s dismay, the man 
  unfolds a straight razor and proceeds to bloodily 
  slice gills into his neck. Next, two muscular men 
  seize him and thrust his head in a large tub of 
  water. At first, he thrashes about as if drowning 
  and the crowd screams in terror. The ringmaster 
  
  6
  carnival of tears
  m o d u l e  e 1
  removes his hat and lowers his head, asking the 
  stunned crowd for a moment of silence. Moments 
  later, with his head still submerged, the fish man’s 
  feet and hands begin to tap a lively rhythm on the 
  stage and barrel. Soon both the stage freaks and 
  the crowd are stomping and clapping in time to 
  the music. Once this happens, the fish man jerks 
  his head from the barrel and dances off stage.
   Creatures: Aside from the human fish’s 
  bizarre skin condition, he’s an ordinary carny 
  and his act is a total sham. The slicing of the 
  gills is an old sleight-of-hand trick, while the 
  water tub has an air tube in it that runs out a 
  hidden knothole in the back of the tub.
  human Fish 
  Cr 1
  hp 7; see page 4 (Carny)
  The Sword Swallower
  A wide-eyed, middle-aged woman staggers 
  across the stage, gasping at the crowd and 
  holding her throat as if she is choking. She 
  hacks loudly and, to the roaring delight of the 
  crowd, belches a billowing puff of black smoke. 
  Then, spasming uncontrollably, she draws forth 
  a longsword from a nearby basket. When she 
  holds it aloft, the sword bursts into bright 
  orange flames. The crazed woman then proceeds 
  to insert the flaming blade into her throat until 
  only the handle remains visible. Finally, with a 
  flick of her wrist, she pulls the blade from her 
  gullet in a single smooth motion and tops off 
  her act with a final belch of smoke. 
  the Sword Swallower 
  Cr 1
  hp 7; see page 4 (Carny)
  Grimlock Pinheads (EL 2)
  These unfortunate beings possess burly frames 
  but tiny craniums, their eye sockets sealed with 
  their graying flesh. They drool and loll about 
  the stage dressed in worn pink tutus, much to 
  the evil delight of the audience. 
   Namdrin purchased these despicable 
  pinheads from another freak show after 
  they slaughtered several carnies during a 
  square-dance routine. While they love dish-
  ing out abuse, neither one can take a joke 
  without throwing a tantrum. Thankfully, 
  their natural blindness prevents them from 
  seeing that they’re dressed like girls.
  Jebro and nedders 
  Cr 1
  hp 11 each; MM 140 (grimlock)
   Development: The huckster invites 
  the audience to throw coins to hear the 
  brothers sing. If the crowd obliges, the 
  pinheads squeak out a spittle-spraying 
  version of the following song (to the tune 
  of Good King Wenceslas): 
  Welcome people one and all,
  Welcome to our Carnival.
  Over vale and wood we roam,
  You won’t find a better home.
  Welcome people great and small,
  Welcome to our Carnival.
  Join our land of make-believe,
  You won’t ever want to leave.
  Welcome people one and all,
  Welcome to our Carnival.
  Sweep away the winter weather,
  Come inside and stay forever.
  The Fat Woman
  This disgusting obscenity of lard and folded 
  flesh sits atop a tiny groaning stool as her 
  greasy sausage-like fingers dive nimbly into 
  the huge basket of dumplings upon which 
  she gorges. 
   Creatures: This poor woman makes the 
  best of an incredibly slow metabolism and 
  fetish for dumplings. When she isn’t work-
  ing the show, her rail-thin husband pushes 
  her about the grounds in a wheelbarrow so 
  she may sample the various foods. Many 
  of the townsfolk openly ridicule or show 
  disgust at the sight of the woman.
  Fat Woman 
  Cr 1
  hp 7; see page 4 (Carny)
  Poison Man
  At the foot of the stage sits a three-foot-
  square glass box filled with dozens of live 
  vipers and tarantulas. From the tent behind 
  the stage a man emerges, his face tattooed 
  with green serpentine scales. Slowly, he lowers 
  himself into the box and closes the lid. Soon 
  he is crawling with the poisonous vermin. The 
  ringmaster invites small children to tap the 
  box with sticks to anger the creatures. Several 
  minutes later, he opens the box, and the man 
  steps out, seemingly untouched.
   Creatures: All of the snakes and spiders 
  in the box had their venom removed and 
  are harmless to the Poison Man (CN male 
  human expert 2; hp 8, Handle Animal +6, 
  Perform +6).
  Udmor the One-Headed Ettin 
  Standing upon the stage, a brutish hunch-
  backed giant dares audience members to take 
  a peek into the large sack it gleefully swings 
  about. When a small child offers the brute a 
  copper, it kneels down before him, opening the 
  sack just wide enough for the eager lad to gar-
  ner a peek at the grisly contents. The poor child 
  begins retching violently as the creature breaks 
  into roaring laughter. Then it turns slowly and 
  with a knowing glance whispers to the now still 
  crowd, “Its me other ’ead.” 
   Creature: This freakish performer had 
  two heads until he met the wrong end of 
  a giant-slayer’s vorpal sword. Although he 
  survived the brutal attack, he soon became 
  lonely and sorely missed the companionship 
  of his other head. He took his head to a hag 
  and, with the help of her foul necromancy, 
  had the head instilled with unlife. Udmor 
  carries his second head around with him, 
  happily chatting with his old self, although 
  now when they have disagreements he 
  simply places the undead head in a sack 
  and bounces it around until it shuts up.
  udmor 
  Cr 6
  hp 65; MM 106 (ettin)
  NOTES
  Udmor only benefits from superior two weapon 
  fighting when he holds his undead head 
  
  7
  out of the bag, in which case his “off hand” 
  weapon is the head (bite +12/+7 1d6+3).
  ct4. the vacant tent (el2)
  A few plain-colored tents stand before a row of 
  cargo wagons. A wooden sign staked into the 
  ground before them reads “CARNIES ONLY! 
  NO ADMITTANCE!”
   These tents are the sleeping quarters 
  for off-duty carnies. Mutters Kondlan 
  (LE male human aristocrat 3; Diplomacy 
  +6, Intimidate +8), a vicious tycoon of the 
  Lumber Consortium and lickspittle to 
  Thuldrin Kreed, paid its owners to scram 
  so that he might have his way with a young 
  woman. If the PCs wander over to this area 
  they automatically spot Mutters as he drags 
  a protesting girl into the shadows of the 
  vacant tents. Mutters has already taken care 
  of the woman’s husband, a lumberjack in 
  the employ of Thuldrin, to the tune of a 
  dagger in the back and a quiet burial deep 
  in the woods.
   Syntira’s spies watch from the shadows, 
  waiting to see if anyone takes a stand against 
  the cruelty. Mutters has no puissance at 
  combat, so if confronted he tries to convince 
  the PCs to mind their own business at first, 
  even offering them 30 gp to look the other 
  way. If the party refuses, Kondlan rails at 
  anyone who tries to interfere, attempting 
  to drive them off with threats and bravado. 
  If anyone seriously threatens him, he 
  immediately turns tail and runs. Driving 
  off Mutters grants 3 Virtue Points. 
  ct5. the titan’s Wheel
  In the field before you stands a towering windmill 
  disguised beneath mountains of papier-mâché 
  to resemble a great titan. A large plastered head 
  with bulging eyes and a long tattered beard cov-
  ers the roof, while two muscular arms jut from 
  the side of the building and clasp posts raising 
  a banner that reads “The Titan’s Wheel.” The 
  windmill’s blades have been replaced by a mas-
  sive fifteen-foot-diameter metal wheel painted 
  in nauseating spirals of lime green and orange 
  and threaded with flapping rainbow streamers.  
   Before the wheel, a gap-toothed carny woman 
  with a wispy shadow of facial hair barks loudly 
  through a sawed-off yak horn. “Step right up, 
  folks, and spin the Titan’s Wheel! Prove your 
  strength to the ladies! Wow all the jacks in the 
  cutyard! Come on, folks! Show ’em what yer 
  made of!”
   Barrel-chested axe men take turns 
  grabbing rungs on the wheel and throwing 
  all their muscle into giving it a whirl. Once 
  spun, the wheel churns wildly while terrifying 
  howls of laughter echo from the titan’s great 
  plaster head. After a few rotations, the wheel 
  clicks slowly to a stop, at which point the 
  gap-toothed emcee pulls a stream of tickets 
  from the base of the wheel, interprets the 
  data, and informs the spinner that he has 
  the combined strength of two, three, or even 
  more men. The tickets are worth free beers 
  in the beer tent in the adjacent cutyard.
   If the PCs want to try, have them make 
  DC 15 Strength checks. If they succeed, they 
  receive one ticket, and for every 3 points by 
  which they beat 15 they get an extra ticket. 
  Spinning the Titan’s Wheel costs 1 sp.
   A door in the back of the windmill appears 
  to allow access to the inner workings, 
  although the crookedly hung sign above the 
  door reads “Out House.” Inside, cogs and 
  cranks churn with rusty squeals when the 
  wheel is spun. 
  ct6. Strong Ale tent (el 1)
  The clack of tankards and roars of laughter 
  swell from this bustling tent filled with sweaty 
  lumberjacks. Casks of ale are stacked nearly 
  fifteen feet high behind the tent. The thirsty 
  patrons here down pint after pint as they 
  carouse, tussle, guffaw, and stagger about.
   This tent is propped over a cleared swath 
  of frosted ground, formerly a cutyard but 
  now just a collection of stumps the drunk 
  lumberjacks use as stools or toilets. Fine ale 
  shipped in from the Hawkbeard Brewery in 
  Lord’s Crossing is served by the pint here, 
  tapped from more than fifty casks and kegs. 
   Creatures: At one point, a very drunk 
  lumberjack stumbles through the crowd, 
  spitting out a slurred challenge to the PCs. 
  He pushes into one of them before pro-
  claiming, “Adventurers think they’re so 
  tough, but they’re really all a bunch of low-
  life wimps.” He challenges the first PC who 
  responds to him to a fistfight, and without 
  waiting for a reply he swings wildly at the 
  character’s head. If the PCs subdue Jasell 
  without dealing lethal damage they gain 1 
  Virtue Point.
  drunken Jasell 
  Cr 1
  Male human warrior 2
  N Medium humanoid
  init +1; Senses Listen +0, Spot +0
  DEfENSE
  aC 11, touch 11, flat-footed 10
  (+1 Dex)
  hp 11 (2d8+2)
  Fort +5, ref +1, Will +0
  OffENSE
  Spd 30 ft.
  melee unarmed strike +2 (1d2) 
  TACTICS
  Before Combat Jasell is drunk and throws 
  his tankard at the characters to get their 
  attention. This does no damage, but might 
  get them wet.
  during Combat Jasell swings wildly and 
  carelessly making heavy use of Power Attack.
  morale filled with liquid courage, Jasell fights 
  until subdued or rendered unconscious.
  STATISTICS
  Str 16, dex 12, Con 14, int 9, Wis 10, Cha 11
  Base atk +2; Grp +5
  Feats Improved Unarmed Strike, Power Attack 
  Skills Climb +6, Intimidate +4, Jump +4, Ride 
  +1, Swim +2
  Languages Common 
  Gear wood axe, tin tankard
  ct7. Blind Peep Show (el 1)
  Just beyond the pavilion where jacks swill ale 
  like gasping fish sits a pair of nondescript 
  tents. The closest one emanates the soft 
  rhythmic music of shakers, clay drums, and 
  tingling bells. In front, a cross-armed orc 
  stands at the tent’s entrance with a look of 
  firm determination. 
   Of all the despicable souls infesting 
  Falcon’s Hollow, only one competes with 
  corrupt lumber tycoon Thuldrin Kreed for 
  the honor of being the town’s most vile 
  resident: Kabran Bloodeye. The disgusting 
  half-orc helms many of the town’s more 
  illicit endeavors, but he particularly enjoys 
  peddling the flesh of young women whose 
  husbands or fathers are worked to death 
  in the cutyards. Kabran earns almost as 
  much gold off their sweaty exertions as 
  Kreed rakes in from their husbands’ toil 
  in the yards prior to their demise. When 
  the carnival comes to town, Kabran does 
  brisk business with his burlesque show, in 
  which high-paying customers are treated 
  
  8
  carnival of tears
  m o d u l e  e 1
  to private performances in sleazy little 
  cubbies in the rear of the burlesque tent. 
   Creatures: As the PCs approach, Kroig the 
  orc guard nods at them and then demands 
  2 gp apiece. If pressed about the fee he says, 
  “This here’s Bloodeye’s peepshow, see. You 
  want in, ya gotta pay full price! Ain’t none 
  finer in all Golarion. That I promise!”
  Kroig Shackles 
  Cr 1
  hp 8; MM 203 (orc)
  TACTICS
  during Combat Kroig only draws weapons if 
  someone else draws on him first. Otherwise, 
  he simply tries to grab trespassers and toss 
  them aside. If he feels outmatched he calls 
  for help from his buddies inside the tent, 
  who arrive the following round.
  morale Kroig fears disappointing Kabran more 
  than anything and fights brutally. If reduced 
  to 2 or less hp, though, he gives up and lets 
  characters pass.
  ct7a. Peep Show Interior (el 4)
  Inside the tent, a crowd of slack-jawed 
  jeering men hovers before an apple-box 
  stage throwing copper and silver coins 
  at four pleasantly plump exotic dancers. 
  The dancers perform their sensuous 
  gyrations to the erotic rhythms of a pair of 
  olive-skinned foreign musicians.  
   
   Posted at the foot of the stage, four ugly 
  orcs slap away the hands of the eager crowd 
  as they bellow, “No Touchin’!”
   Creatures: The orcs serve both as 
  Kabran’s guards and bouncers. The 
  bouncers forcefully remove any unruly 
  fairgoers or adventurers, backing up each 
  other when necessary. If approached by 
  anyone who seeks the company of one of 
  the dancers, they make the arrangement 
  for 100 gp. 
   As the PCs leave the tent, they need 
  only make a DC 10 Listen check to hear 
  the sounds of violent shouting coming 
  from behind the peep show. A DC 15 
  Listen check is good enough to also hear 
  repeated slaps and pathetic whimpering 
  as Kabran punishes one of his girls (see 
  Area CT7b). 
  orc Guards (4) 
  Cr 1
  hp 8 each; MM 203
  melee spiked gauntlet +4 (1d4+3)
  ct7b. Kabran’s Folly (el 7)
  In the shadows behind the tent a young 
  red-haired woman sits crying and holding 
  the side of her face in pain. Removing her 
  hand, she reveals a bruise already forming 
  on her milky white cheek. A short half-orc 
  with blood-red eyes looms over her, a snarl 
  on his ugly face. 
   Once a working girl in Kabran’s brothels, 
  Ralla Hebbradan refuses to service a 
  particularly loathsome merchant who has 
  stalked her for days, and now Kabran is 
  doing his best to “persuade” her to rethink 
  the decision. 
   Creature: Aside from his blood-red 
  eyes, Kabran’s most striking feature is his 
  missing nose, cut from his ugly face long 
  ago in punishment for crimes committed 
  in a far-off city. He wears a bronze nosepiece 
  over the crater in his face that whistles 
  disturbingly when he sucks air through it 
  and dribbles blood and mucus incessantly 
  (which Kabran wipes away with a crimson 
  handkerchief ). He wears a simple red 
  overcoat adorned with gold and ivory 
  buttons over his mithral chainmail. The 
  burly half-orc carries an ornate masterwork 
  greatsword on his back, but it’s just for 
  show—he prefers a quick dagger thrust to 
  the heart over such an unwieldy blade. If 
  the PCs intervene on Ralla’s behalf they 
  mightily impress a group of fey watching 
  from the shadows nearby. This grants 5 
  Virtue Points. Unfortunately, this also 
  earns the PCs the eternal enmity of 
  Kabran, one of Falcon’s Hollow’s most 
  dangerous criminal kingpins.
  Kabran Bloodeye 
  Cr 7
  Male half-orc rogue 5/fighter 2
  CE Medium humanoid (half-orc)
  init +6; Senses darkvision 60 ft.; Listen +10, 
  Spot +10
  DEfENSE
  aC 20, touch 12, flat-footed 18  
  (+7 armor, +2 Dex, +1 natural)
  hp 45 (7 HD; 5d6+2d10+14)
  Fort +6, ref +6, Will +3
  defensive abilities evasion, uncanny dodge
  OffENSE
  Spd 30 ft.
  melee +1 dagger +10 (1d4+4 plus poison)
  ranged mwk dagger +9 (1d4+3 plus poison)
  Special attacks black adder venom (fort DC 11 
  1d6 Con/1d6 Con), sneak attack +3d6
  TACTICS
  Before Combat Kabran attempts to use 
  Diplomacy to avoid making a scene, 
  offering the PCs a free sample of Ralla’s 
  wares if they leave him alone. If this fails he 
  tries to intimidate them with a snarl and a 
  “don’t get between an orc and his earners, 
  you tuskless pig.”
  Kabran Bloodeye
  
  9
  during Combat Kabran Quick Draws his 
  poisoned +1 dagger and attacks the nearest 
  PC before backing away to hurl his poisoned 
  masterwork daggers at the others.
  morale If successfully Intimidated or brought 
  below 20 hp, Kabran backs down and lets 
  Ralla go, but he promises “this is far from 
  over.” If the PCs press their attack further he 
  downs his potion of gaseous form and floats 
  away to fight again another day.
  STATISTICS
  Str 17, dex 14, Con 15, int 12, Wis 15, Cha 12
  Base atk +5; Grp +8
  Feats Dodge, Improved Initiative, Iron Will, 
  Quick Draw, Weapon focus (dagger)
  Skills Appraise +4, Balance +9, Climb +5, 
  Diplomacy +12, Gather Information +8, 
  Intimidate +13, Jump +7, Knowledge (local) 
  +6, Listen +10, Sense Motive +7, Spot +10, 
  Swim +5, Tumble +10 
  Languages Common, Elven, Orc
  SQ trapfinding, trap sense +1
  Combat Gear potion of cure moderate wounds, 
  potion of gaseous form, vials of black adder 
  venom (3); other Gear amulet of natural 
  armor +1, +1 dagger, +2 mithral chainmail, 
  mwk daggers (4), mwk greatsword, small 
  pouch with 15 gp and a ruby ring (60 
  gp), heart-shaped silver locket inlaid with 
  sapphires (150 gp), small silver snuff box 
  with high quality najembo snuff powder (box 
  30 gp, powder 10 gp).
  ct8. the Wonders of Modern 
  engineering tent (el 1)
  At the edge of the cutyard stands an obscenely 
  large tent that covers a sizeable portion of 
  fairground with its drab grease-stained canvas 
  flaps. Strange sounds—chugging clunks, 
  grinding crunches, and loud, high-pitched 
  buzzing—drift from within. Every so often, 
  a whistling boom interrupts the cacophonous 
  orchestra, punctuated by a geyser of thick, 
  black soot that shoots through a hole in 
  the top of the tent. Dozens of wide-eyed 
  children scramble about the perimeter, eagerly 
  sneaking peeks beneath the flaps or through 
  knife holes poked into the canvas. They quickly 
  dash off before the thick-booted lumberman 
  groundskeeper can get ahold of them. Trailing 
  from the front flap and around the side of the 
  tent, a long line of lumberjacks, mill workers, 
  and well-dressed individuals (presumably 
  lumber barons) eagerly awaits entry.
   The largest tent on the fairgrounds 
  belongs to the Lumber Consortium. 
  Displayed inside is all manner of 
  miraculous modern machinery meant to 
  improve the logging industry, increasing 
  the production volume at a rate that spells 
  certain death to the surrounding forests.
   Creature: A stubble-faced lumberjack 
  scours the perimeter of the tent, scaring off 
  children and others too cheap to pay the 
  1 sp entrance fee, while directing paying 
  customers toward the back of the long line. 
  A towering 6-foot-tall wall of muscle, the 
  short-tempered lumberjack is more than a 
  match for drunken line-busters or any other 
  townsfolk attempting to give him trouble. 
  Lumberjack tent Bouncer 
  Cr 1 
  hp 11; see page 7 (Jasell)
  ct8a. Modern engineering 
  Interior
  The tent is crammed with strange towering 
  devices of iron and steel held together on 
  thick timber frames. The machines undulate 
  to unnaturally precise rhythms as greasy 
  cogs squelch, slowly rotating gear wheels 
  and axles. Circumnavigating the colossal 
  machines, a wooden planked walkway safely 
  parades fairgoers through the tent while 
  signboards posted before each machine extol 
  their capabilities and efficiencies. 
   The entire walkabout lasts about 5 
  minutes. Halfway through, a young girl 
  about 20 feet behind the PCs gets her dress 
  caught in the chipper. Any PC who makes 
  a DC 15 Spot check notices it on the first 
  round: otherwise, everyone in the tent 
  automatically realizes what is happening 
  when the girl screams on the second round 
  as she is pulled toward the whirling blades. 
  Unless the PCs do something to save her 
  (for example, pulling her away from the 
  machine with a DC 15 Strength check), she 
  is pulled into the chipper after four rounds 
  and killed. One of Syntira’s fey spies watches 
  invisibly from the rafters and reports this 
  event to the fairy queen. Successfully aiding 
  the girl grants 3 Virtue Points.
  ct9. lakeside
  The frozen lake has been transformed into 
  a wonderland of winter fun. Several ice 
  skaters twirl and dance across one half of the 
  shimmering surface, while on the opposite half 
  two teams of men struggle as they attempt 
  to tug each other back and forth across the 
  slippery ice.
   A tug-of-war consists of opposing 
  Strength checks between the two strongest 
  members of each team, augmented by 
  any circumstance bonuses teammates 
  can provide using the aid another option. 
  To keep things simple, an average four-
  person lumberjack team has a total bonus 
  of +1d6+3. To enter a tug-of-war, each team 
  throws an equal amount of gold into the bet 
  pool, with the winner taking the pot. Teams 
  must have the same number of members in 
  order to compete.
   Attendees can rent ice skates for 1 sp an 
  hour. Using them requires a DC 20 Balance 
  check per move action, although each 
  time the character succeeds, the DC of 
  subsequent checks decreases by –1 until the 
  character can take 10 on any check. Once 
  this occurs, the character has successfully 
  learned to skate and can move about the 
  lake at double his normal movement rate, 
  although attempting to stop or make turns 
  sharper than 45 degrees requires a DC 20 
  Balance check to prevent falling and taking 
  1d6 points of nonlethal damage.
   Two hours after sunset, the carnies close 
  down these two events and begin preparing 
  the area for the fireworks show, which is 
  scheduled to take place at 9 pm.
  ct10. Pie Baking contest 
  A gaggle of apron-wearing women balance 
  trays of steaming pies as they swarm rows of 
  picnic tables draped with red-checked cloth. 
  The sweet-smelling scents of freshly baked pies 
  waft through the air. Children clamor at the 
  women’s skirts, their faces and fingers stained 
  with berries.
   The women happily offer adventurers 
  (and all passersby) generous portions of 
  thick, crusty, homemade pies. Some of the 
  pies are rather tasty, others not so much.
  ct11. candy Apples
  Before this small tent, a charming old woman 
  rocks easily in her wicker chair, happily spitting 
  apples on clean whittled sticks and dipping 
  
  10
  carnival of tears
  m o d u l e  e 1
  them into a pot of sweet sticky caramel. Par-
  ents and children patiently wait their turns to 
  purchase her crisp confections. 
   The old woman’s name is Gerta. She has 
  been selling her apples at the fair for as long 
  as anyone can remember.
   Developments An over excited child takes 
  too big a bite and chokes on a chunk of apple. 
  A character who succeeds on a DC 12 Heal 
  check within 5 rounds saves him. A bird above 
  spies this action and reports it to Syntira. 
  Saving the boy grants 2 Virtue Points.
  ct12. Quinn’s Performance
  Namdrin is a sinewy half-elf of corded mus-
  cle and bone, with a long face haunted by 
  loss. His sunken eyes do not fix on any who 
  attempt to speak with him, instead staring 
  off into a distant and fading memory of the 
  happiness that once touched his soul. In 
  desperation, Namdrin struck a bargain with 
  the cold rider, swearing to remain aloof 
  of the fey’s evil designs on his carnival’s 
  patrons in exchange for Tessa’s release from 
  the witch ice shard, her magical prison. 
   If the PCs speak to him before the fire-
  works display, he is curt in reply to any 
  inquiries, responding to questions with a 
  strained cordialness that is barely human. 
  His soul fades away even as Tessa’s does 
  and his only hope now is to see her at 
  his side once more. The Master of the 
  Carnival is nowhere to be found during 
  most of the festivities, but shortly before 
  the fireworks display, Namdrin Quinn 
  treats the patrons of the carnival to 
  an impressive sword dance. 
   He strides down the main 
  thoroughfare swathed in a heavy 
  black hooded cloak, moleskin 
  gloves, gray-black clothing, 
  and high hard boots. Namdrin 
  suddenly flourishes his cloak, 
  casts enthrall, and draws two 
  shining silver blades out of nowhere. For 
  the next five minutes the shadowdancer 
  blends graceful twirls and acrobatics 
  with a dazzling display of unsurpassed 
  swordsmanship. 
  His 
  dance 
  concludes with a slow twirl that 
  ends with Namdrin sheathing 
  his blades smoothly 
  and striding away, heedless to the din of 
  applause that erupts around him.
   Development: Namdrin does not inter-
  fere during the carnage that follows once 
  the fey invade. He neither aids nor opposes 
  the PCs and does not even defend himself 
  if attacked. The half-elf could prove a valu-
  able ally to the party in its desperate battle 
  against a horde of evil fey, but only if he is 
  freed from his bargain with the cold rider. 
  To free Namdrin, the PCs must destroy the 
  witch ice shard before Tessa’s soul is undone. 
  See Part 4 for more details.
  namdrin Quinn 
  Cr 9
  Male half-elf bard 7/shadowdancer 2
  CN Medium humanoid (elf)
  init +5; Senses low-light vision; Listen +2, Spot +2
  namdrin Quinn
  Quinn’S WeaponS 
  Whisper and Shadow
  aura Moderate illusion; CL 10th
  Slot weapon; price 12,310 gp each
  DESCRIPTION
  These cruel, paired +1 cold iron shortswords 
  where once wielded by the Doom Bringers at 
  the end of the first World and were thought 
  to be lost. Recently, pairs of these blades 
  have emerged once more, finding their way 
  into the hands of men and elves. Most sages 
  consider their reappearance a dark omen, 
  though only the most erudite even know 
  these weapons’ true origins. When you use 
  Whisper and Shadow in tandem you gain the 
  Two Weapon fighting feat (even if you do not 
  qualify for it). 
  Additionally, three times per day, Whisper 
  may be used to cast silence (CL 10th, DC 20). 
  Three times per day, Shadow may be used 
  to cast invisibility (CL 10th), or the blade 
  itself can be turned invisible for one round, 
  making it incredibly difficult to parry and 
  dodge. If your opponent cannot see invisible 
  objects and does not succeed on a DC 25 
  Spot check to follow your arm motions, he is 
  considered flat-footed against all your attacks 
  with Shadow that round. 
  CONSTRUCTION
  requirements Craft Magic Arms and Armor, 
  invisibility, silence; Cost 6,155 gp, 480 XP
  Wyvernsting
  aura Moderate transmutation; CL 9th
  Slot weapon; price 8,335 gp
  DESCRIPTION
  This fell +1 light crossbow, made from wyvern 
  sinew and bone and marked with ancient 
  sigils, bestows a minor poison upon its 
  ammunition (injury DC 15, 1d4 Dex/1d4 Con).
  CONSTRUCTION
  requirements Craft Magic Arms and Armor, 
  poison; Cost 4,167 gp, 320 XP
  
  11
  DEfENSE
  aC 20, touch 17, flat-footed 15 
  (+3 armor, +5 Dex, +2 deflection)
  hp 48 (9 HD; 7d6+2d8+18)
  Fort +6, ref +15, Will +8 (+10 vs. enchantment)
  defensive abilities evasion, uncanny dodge; 
  immune sleep
  OffENSE
  Spd 30 ft.
  melee Shadow +12 (1d6/19–20) or
  melee Shadow +10/+5 (1d6/19–20) and
  Whisper +10 (1d6/19–20) 
  ranged Wyvernsting +12 (1d8+1 plus poison)
  Special attacks bardic music 7/day 
  (countersong, fascinate, inspire competence, 
  inspire courage +1, suggestion)
  Spells Known (CL 7th):
  3rd (1/day)—confusion (DC 16), haste
  2nd (3/day)—detect thoughts (DC 15), enthrall, 
  glitterdust (DC 15), mirror image
  1st (4/day)—alarm, charm person (DC 14), cure 
  light wounds, silent image (DC 14)
  0 (3/day)—dancing lights, detect magic, ghost 
  sound (DC 13), light, message, read magic
  TACTICS
  Before Combat Namdrin casts haste and 
  mirror image.
  during Combat Namdrin goes to work with 
  Whisper and Shadow, silencing spellcasters 
  and using Shadow’s invisible strikes. If 
  engaged at range the half-elf employs 
  Wyvernsting to deadly effect.
  morale Namdrin generally favors caution, and 
  retreats when reduced to below 20 hp. When 
  combating those who imprisoned his love, 
  however, he fights to the death.
  STATISTICS
  Str 8, dex 21, Con 14, int 11, Wis 12, Cha 16
  Base atk +6; Grp +7
  Feats Combat Reflexes, Dodge, Mobility, 
  Weapon finesse
  Skills Balance +12, Bluff +8, Concentration +4, 
  Diplomacy +12, Escape Artist +12, Hide +17, 
  Jump +6, Move Silently +17, Perform (sword 
  dance) +15, Tumble +19
  Languages Common, Elven
  SQ bardic knowledge, hide in plain sight, 
  Gear boots of elvenkind, cloak of resistance +2, 
  gloves of Dexterity +2, bracers of armor +3, 
  ring of protection +2, Shadow, simple black-
  grey tunic and pants, Whisper, Wyvernsting 
  with 10 cold iron bolts
  ct13. the Monster Gradzaal
  A small encampment of wagons and tents 
  rests near the entrance to the ice maze. In the 
  center of this encampment sits a tremendous 
  iron cage. Inside paces a hulking dark-haired 
  minotaur performing displays of strength 
  for an unruly audience of carnival goers who 
  gawk and jeer at the great beast. Children dare 
  one another to pull the beast’s mangy hair or 
  pelt it with snowballs, hoping to elicit a fierce 
  snarl from the terrible beast, which then sends 
  the kids scattering. A brightly painted plaque 
  bolted to the bars of the cage reads “Mighty 
  Gradzaal! The Monstrous Minotaur!”
   Gradzaal was once a minotaur slave 
  of a cruel bugbear warlord before 
  Tessa and Namdrin freed him. Now the 
  shaggy minotaur serves as the carnival’s 
  strongman, bending steel bars, lifting 
  marble benches with as many as six grown 
  lumberjacks seated on them and biting 
  through masterwork manacles. 
   
  Development: The cold rider has 
  found an ally in Gradzaal, a monster of 
  primal fury who understands the fey 
  all too well. He contacts the minotaur 
  shortly before the firework show. 
  Gradzaal has never been the patient 
  sort, however, and as soon as he hears 
  of the plan he takes off into the ice 
  maze and begins his brutal slaughter. 
  See Part 2 for more details.
  ct14. the Ice Maze
  Two tall columns of hard-packed snow mark 
  a gaping entrance into the ice maze. Beyond, 
  Gradzaal
  
  12
  carnival of tears
  m o d u l e  e 1
  shimmering ice walls climb into a mammoth 
  labyrinth of twisting frigid corridors.
   The ice maze is one of the carnival’s 
  premier events. Spanning several 
  hundred feet of meadow on the northern 
  side of the river, its twisted corridors 
  are designed to confuse and confine its 
  thrill-seeking explorers. 
   Creatures: Throughout the maze, the 
  carnies placed many playful obstacles to 
  confuse, frighten, and mislead; they consist 
  mostly of harmless snow sculptures, slick 
  patches, and other awkward terrain. In 
  addition, five carnies dart through the 
  icy warrens, each emulating Gradzaal’s 
  fierce countenance by wearing a papier-
  mâché mask of a large bull. The masked 
  carnies sneak about the maze, popping 
  out at fairgoers and eliciting screams of 
  excitement. A gold-painted ring pierces 
  the nostrils of one of the bull masks. 
  Anyone plucking it from the mask (by 
  making an unarmed attack roll against 
  AC 20) can cash it in for a carnival doll 
  (see sidebar).
   1-foot-thick ice walls: hp 36 (hp 3/inch), 
  Hardness 0; Break DC 21
  Carnies (5) 
  Cr 1
  hp 7 each; see page 4
  ct15. Ice carving (el 6)
  A trio of bizarre little gnomes furtively scurries 
  about, struggling to lug tremendous blocks of 
  ice onto a small field on the northern riverbank. 
  The area is roped off and signs posted about 
  read “Do Not Enter!” As ice blocks are moved 
  into rows, the strange creatures drape the 
  blocks with blankets to obscure them from the 
  public view all the while shooing away fairgoers 
  attempting to watch. A banner above the field 
  reads “Gruttlemugger’s Traveling Ice Carving 
  Contest! 100 gp to the Grandest Chipper.” 
   Creatures: The “gnomes” are in fact sin-
  ister frosty chiselers who enjoy watching 
  humans carve their loved ones to bits and 
  have prepared the blocks to fill with rid-
  ers from Mr. Sathelbry’s Wild Sleigh Rides. 
  They attempt to chase away individuals who 
  pry into their business. Should persistent 
  individuals get too close, the depraved fey 
  cannot resist abducting them and encasing 
  them in the nearby blocks.
  Frosty Chiselers (3) 
  Cr 4
  hp 39 each; see Appendix
  PArt 2: Fun And GAMeS
  In addition to the various booths, tents, and 
  shows, Quinn’s Carnival features a number of 
  events that take place throughout the course 
  of the day, culminating in a grand display of 
  fireworks as the evening draws to a close. 
  carnival contests
  Scattered throughout the fairgrounds, a 
  variety of contests offer patrons a chance to 
  test their skill and luck for carnival dolls.
   Archery Contest: This basic archery 
  contest uses a normal longbow to fire three 
  shots at a distance of 100 feet. The target 
  has five rings of different sizes, marked 30, 
  25, 20, 15, and 10 (which is both its point 
  value and its AC). The highest score wins the 
  match. An archer who scores more than 60 
  points wins a carnival doll prize. A 90 point 
  score qualifies for the grand prize (an arrow 
  of slaying humans). 
   The archery contest costs 1 sp to enter.
   Coal Walker: With only a loincloth to 
  shield him from the frigid autumn weather, 
  a foreign man with deep reddish-brown skin 
  and exotic features walks back and forth, 
  barefoot, upon a 10-foot-long bed of glowing 
  coals. He dares anyone to attempt his act and 
  takes bets against audience members. Walking 
  on coals requires a DC 25 Will save and deals 
  1d4 points of fire damage per round. 
   The coal walker charges 1 sp for the honor 
  of walking across his coals.
   Egg Toss: The object of the egg toss is to 
  see how far two people can throw and catch 
  an egg without breaking it. Contestants enter 
  the competition in pairs. The attendant 
  hands one of the partners an elaborately 
  dyed and decorated raw egg. At the start, all 
  pairs stand in two lines, facing each other 
  from 10 feet away. With word from the 
  contest runner, all contestants gently toss 
  their eggs to their partners, who attempt to 
  catch them. Those who successfully catch 
  their eggs move back 10 feet and toss back 
  the egg. Once a team’s egg breaks, it loses, 
  and must exit the competition. The last 
  remaining team with an unbroken egg wins 
  a carnival doll. To successfully throw an egg, 
  the character must make a ranged attack 
  against AC 0. An egg has a range increment 
  of 10 feet. To catch the egg, a character must 
  make a Reflex save (DC 0 + 2 per range 
  Designer
  Notes
  CarnivaL 
  doLLS
  One of the most popu-
  lar prizes of the fair are 
  the miniscule pixie-like dolls. Dolls are 
  clothed in shimmering silk scraps and 
  fitted with delicate, wire-frame gos-
  samer wings. Their piercing glass-eyed 
  leer gives them a somewhat unsettling 
  appearance, making them appear to stare 
  hungrily at whomever holds them.
   At the beginning of the carnival, the 
  dolls are nothing more than harmless 
  toys. As the day passes and the fey begin 
  to take over, they begin cursing the dolls 
  and maliciously distributing them to all 
  fairgoers in order to wreak havoc. Getting 
  rid of one of these cursed dolls requires 
  a remove curse spell. Choose or randomly 
  roll for the cursed effect of each doll.
   1d10 
  Curse
   1–4 
  Bad Luck: You take a –1 penalty  
    
  on all attack rolls.
   5–7 
  Kewpie Face: As time passes, 
    
  your face slowly begins to 
    
  resemble the expression of 
    
  the doll. You take a –4 
    
  penalty on all Charisma-based 
    
   skill checks.
   8–9 
  the Stench: You stink horribly 
    
  and are sickened for as long as 
    
  you suffer from the curse, 
    
  regardless of how many times 
    
  you bathe.
   10 
  Warts: You break out in horrific  
    
  warts all over your body, taking 
    
  1d4 points of Dexterity 
    
  and Charisma damage. This 
    
  damage cannot be healed 
    
  until the curse is removed.
  
  13
  increment thrown). If either the throw or 
  the catch fails, the egg breaks.
   The egg toss costs 1 sp to enter.
   Gypsy Fate-Tweaker: A sign outside a tent 
  reads “Madame Viscolla—Not only can she 
  see your future, she can change it!” Inside 
  the tent sits an old crone wrapped in an 
  ornately patterned shawl. Her dark eyes burn 
  like charcoal. She introduces herself with a 
  croak that promises an expensive but unfor-
  gettable reading. For a fee of 1 gp, Madame 
  Viscolla “reads” an individual’s cards, but 
  always predicts a torpid outcome. 
   Following a reading for a PC, she offers 
  to aid her ill-fated client in rejecting fate, 
  attempting to change his foreseen destiny 
  using her powerful magic. For 100 gp, she asks 
  the PC his greatest fear. Assuming he tells her, 
  she casts a powerful magical ward. Treat this 
  effect as a contingency spell that aids the PC 
  with an appropriate spell (such as protection 
  from energy, death ward, or freedom of movement) 
  the next time he faces the situation he fears 
  the most. As the first PC leaves, she hands 
  him a cold iron wand of shatter with 35 charges 
  remaining. “When the time comes,” she says, 
  “use it well.” 
   Ring Toss: Beyond the barker rests a table 
  covered with full wine bottles held in place 
  with twine. A contestant is given three rings, 
  with the purpose being to toss one over a 
  bottle’s neck from 20 feet. If the ring goes 
  over the bottle neck, the contestant wins the 
  bottle. The wine in most of these very old 
  bottles has long since turned to vinegar, but 
  a few prize vintages lurk in the collection (1 
  in 6 is worth 1d6×10 gp). Ringing a bottle’s 
  neck is very difficult. A PC must make a suc-
  cessful ranged attack roll against AC 23.
   The ring toss costs 2 gp to enter.
   Sack Race: A pair of racers climbs into 
  a large sack and hops down a 100-yard 
  field. The first team to cross the finish 
  line wins a carnival doll. If a pair moves 
  at full speed, each member must succeed 
  on a DC 10 Balance check or fall prone. 
  If they can both make DC 20 checks, they 
  can run at double speed. Moving at half 
  speed requires no check.
   Entering the sack race costs 1 cp.
  terror in the Ice Maze (el 4)
  Gradzaal is simply not cut out for the life 
  of a carny. Originally rescued by Tessa and 
  Namdrin, for years he accompanied them on 
  their adventures, where his massive strength 
  and bestial fury served them well in their 
  dangerous journeys. When the fey captured 
  Tessa and Quinn fell into despair, Gradzaal 
  stuck by the shadowdancer, not out of any 
  real sense of loyalty, but simply because he 
  had nowhere else to go. The constant mock-
  ery and annoyance of the carnival brats has 
  grated on his nerves for hours, and by the 
  time the cold rider’s agents contact him, he 
  is more than ready to hit something.
   As soon as he learns of the plan, and before 
  the fey are ready, he charges into the ice 
  maze and brutally beheads the first person 
  he sees—a young lumberjack touring the 
  carnival with his sweetheart. About half an 
  hour before the fireworks display is set 
  to begin, her scream rings out across 
  the grounds. The wail of pure terror 
  lasts for several seconds before it ends 
  just as abruptly, leaving behind an 
  ominous silence that is, in a way, even 
  more frightening.
   After a few seconds of silence, however, 
  the carnival slowly returns to normal. No one 
  seems willing to investigate the source of the 
  scream, and if the PCs request help, everyone 
  seems to be willing to put it down to the exu-
  berant carnies and their minotaur masks.
   If the PCs do investigate, Gradzaal is easy 
  to find. His first kill rests just around the 
  first corner from the entrance, and his bloody 
  hoofprints are easy to follow from there as 
  they head deeper into the maze. Unless the 
  PCs intervene, Gradzaal kills one person 
  every minute, until he has killed all ten people 
  that happened to be inside the maze when he 
  entered. From there, he hides all the bodies 
  in the center of the maze, and waits impa-
  tiently for his fey allies to arrive and secure 
  the rest of the carnival. If the PCs track him 
  down, they find him standing over the lifeless 
  corpse of his most recent kill, smiling as he 
  licks the blood from his axe. If the PCs defeat 
  Gradzaal before he kills everyone inside the 
  maze, they receive 5 Virtue Points.
  Gradzaal (minotaur) 
  Cr 4
  hp 39; MM 188 
  TACTICS
  during Combat Gradzaal powerfully charges a 
  PC and then lays waste with his greataxe. If 
  he finds he’s having an easy time with the 
  party, he breaks icicles from the maze to 
  impale PCs on, hanging them from the walls 
  by their throats like ragged old coats.
  morale Gradzaal fights to the death.
  Syntira’s Summons
  If the PCs accumulate 11 or more Virtue 
  Points during the first two parts of this 
  adventure, Syntira decides that they are 
  worthy heroes who might just be a match 
  for the evil of the cold rider. Just before the 
  fireworks display is set to begin, she uses 
  animal messenger to call a red fox to deliver 
  a note to the PCs (see Handout #1).
   When the PCs reach the grove, read or 
  paraphrase the following:
  On the western edge of the grove, a pinprick 
  of yellow light flares suddenly against the 
  darkness. From the smallest flash of color, it 
  silently increases its radiance until it seems 
  as if the sun itself has come down from the 
  heavens into the grove. Suddenly, directly in 
  front of the light, an alluring female form 
  appears. The intensity of the light makes it 
  almost impossible to determine any of her 
  features, but it is clear she must be stunningly 
  beautiful, and completely naked. The only part 
  of her that is clearly visible is her eyes, which 
  are liquid brown and seem to draw in the light. 
  Her voice chimes with the crystal beauty of 
  a mountain spring on a summer afternoon. 
  Syntira
  
  14
  carnival of tears
  m o d u l e  e 1
   “Please do not fear. I will not harm you 
  or any other mortal. I am Syntira, nymph 
  queen of Darkmoon Vale, and I am of the 
  First World. My court of fey lived in these dark 
  woods before the first of your kind set foot 
  upon its verdant green. For an age or more 
  we have watched you from tree and shadow, 
  through spider’s eyes, underneath the wings 
  of sparrows, and behind the grub worm and 
  acorn. Long have we watched as your people 
  bled the land with axe and flame. For a spell 
  my anger grew such that I would see you all 
  pay for this scourging of the forest. When I 
  wallowed in the deepest pit of hate is when 
  a cold wind blew down on my grove. A rider 
  came with the wind; atop a dead stag and 
  sheathed in frozen blades he came, and with a 
  voice like steel on ice he promised me revenge. 
  I agreed then, but now I know this course is ill. 
  I only hope I have not awakened to the truth 
  of this evil too late. When the rider came, my 
  people changed. The cold froze their flesh; their 
  hearts turned to ice. They forgot the green, 
  forgot the woods. They forgot everything but 
  hate. Now they come with the wind, led by 
  their cold rider. They come to the carnival to 
  butcher you and the rest of the mortals, and 
  the only one who could stand against them is 
  chained by bands of love stronger than iron.  
   “You must act quickly. My kin already begin 
  their slaughter. Your people bleed—I feel 
  their pain as I once did the torment of 
  the trees. Pain is evil. Tree, beast, or 
  man, it makes no matter, and no 
  measure of cruelty can repair what 
  has come before. Your kin suffer for 
  nothing but spite. Save them, and 
  save yourselves. But take this with 
  you, lest you offer yourselves to the 
  frozen fey as lambs to a butcher.” 
   The intoxicating woman waves 
  her hand across the snow, and a 
  small collection of vials appears. 
  “Drink this and you will not fall 
  prey to the rider’s magic. He 
  carries an iridescent purple 
  flower of living ice called the 
  Eye of Rapture, enchanted to 
  cloak horror and agony in a 
  guise of mirth and merriment. 
  So long as this crystal remains 
  unspoiled, your people will 
  continue their revels as the fey 
  cut them down. You must stop 
  the slaughter. Only by frustrating 
  the cold rider can you force him to 
  appear so you can end your people’s suffering 
  once and for all.” 
   Syntira supplies the PCs with vials of a 
  liquid that counters the Eye of Rapture’s 
  effects. She prepared one vial for each PC 
  but has no more to offer. After she delivers 
  her speech, she lingers for a few moments to 
  answer questions. A few possible questions 
  and answers are below.
   Who is this one you speak of who could 
  stand against the cold rider? “The master 
  of the carnival, the half-elf for whom steel 
  and shadow dance as one—he is their slave 
  now. The rider has his wife imprisoned in 
  a shard of deep black ice. Namdrin Quinn 
  swore an unbreakable oath of the old 
  world not to interfere with the cold rider’s 
  revenge, and in return his wife will be free 
  of the ice shard prison that binds her fast. 
  But Namdrin is betrayed. The crystal feeds 
  on his love’s soul, and the only freedom 
  she will know is horrid death, her soul 
  consumed by the evil of shard. Namdrin 
  cannot break his oath, but you could free 
  him of his bond. If you can destroy the 
  shard and free his wife, the compact will be 
  sundered, and the half-elf will rise against 
  his tormentors and aid you.”
   How do we free his wife? “You need only 
  destroy the crystal with a solid blow of the 
  steel you so favor. Once sundered, her spirit 
  will be free. But you must act quickly. The 
  crystal is forged from witch ice—a foul 
  substance mined from the depths of the 
  frozen queen’s demesne in the far North. 
  There the exiles of our people dwell in frost 
  and biting wind, condemned to wander the 
  tundra wastes. A witch ice shard consumes 
  the soul trapped within, allowing its bearer 
  to draw on the life force. You must break the 
  crystal before Tessa is utterly destroyed.”
   How can we kill the cold rider? “The 
  rider is a fell foe. His antlers twist, stab, 
  and pierce the flesh of mortals with a life 
  of their own. His glaive freezes blood in the 
  vein. As long as ice is near, his wounds knit 
  and seal, and he cannot be easily slain. Fire 
  and shattering force, or the vibrations of 
  sound, can destroy him best. His armor is 
  thick, but can be sundered by magic if you 
  know the proper spell.” 
  
  15
   How does the Eye of Rapture work? 
  “Those under its spell see what they want 
  to see, not what is real. They are oblivious 
  to pain, ignoring the screams of agony and 
  their own free-flowing blood. Death takes 
  them with a smile on their face. The towns-
  folk believe even now that they enjoy the 
  delights of the carnival, but already the cold 
  rider’s converts crush and kill and burn, 
  strangle and choke, gouge jellied eyes from 
  their sockets, and smash brittle bones to 
  shards of pain. You must not tarry! Your 
  people bleed and die as I speak. Kill the 
  rider and the eye dies with him.”
  the Grand display
  When the PCs return from their meeting 
  with Syntira, they find the carnival has been 
  drastically altered in their absence. Yellow 
  globes of light that float and twirl through 
  the air above the carnival now brilliantly 
  light the paths and tents of the show. Every 
  so often, a new yellow globe rises from one 
  of the tents and joins the growing multitude 
  above the fairgrounds.
   Most of the people have gathered along 
  the lakeshore to witness a breathtaking dis-
  play of fireworks. When the PCs arrive, read 
  or paraphrase the following:
  The moon is high in the sky; its light shim-
  mers off the ice like pale ghosts dancing in 
  the darkness. On the surface of the lake, 
  fairgoers revel and hoot, stomping their feet 
  to rollicking fiddle music played by a band 
  of grigs that maniacally bow their instru-
  ments while hopping about the bandstand. 
  A gong sounds from the stage and scores of 
  colorful rockets suddenly spring into the sky, 
  where they explode into glistening clouds of 
  multicolored sparks that drift gently to the 
  ground. As the sparks slowly drift on the 
  wind, an unseen mist seems to lift from the 
  scene, and in a moment, everything changes. 
   The grigs continue to play, but instead of 
  a lively dance tune, they are playing an eerie, 
  haunting melody that drips with sadness and 
  cruelty. They stand off to the side with expres-
  sions of anxious expectation. Meanwhile, 
  instead of colored sparks, a rain of leeches 
  drifts from the sky and settles over the crowd 
  with a series of wet noises.
  PArt 3: cArnIvAl oF 
  teArS
  By the time the fireworks display reaches 
  its conclusion, most of the carnies are 
  dead, their souls bound by the timeless 
  magic of the fey and hovering over the 
  carnival as brilliant yellow orbs. Unless 
  the PCs can stop the slaughter, most of 
  the population of Falcon’s Hollow is likely to 
  join them within the next couple of hours. All 
  around the show, the fey have transformed 
  the fun carnival events into death traps, while 
  the hapless townsfolk wander around with 
  smiles on their faces, only realizing the true 
  situation after it is too late. While a few of the 
  townsfolk undoubtedly make their saves (see 
  the Eye of Rapture sidebar) and realize what 
  is going on, the rest of the carnival blissfully 
  ignores their cries of fear and terror.
   There are eight encounters corrupted 
  by the fey. Not every encounter has been 
  changed. Assume the unmentioned ones 
  are empty and dark; the carnies that were 
  running them are either dead or missing. 
  In each of their descriptions is the number 
  of townsfolk the encounter slays each hour 
  if it is not stopped. If the fey manage to kill 
  700 people (roughly half the population of 
  the town) they effectively win. At that point, 
  they withdraw back into the forest and wait 
  for the town to self-destruct (see Concluding 
  the Adventure). If the PCs manage to disrupt 
  three of the eight encounters, the cold rider 
  sends Prig, his mischievous servant, to 
  determine what the PCs are up to and stop 
  them. If the PCs defeat Prig and disrupt six 
  encounters, the cold rider himself appears 
  to stop them. Refer to Part 4 for more 
  information on these events.
  eye oF rapture
  eye of rapture
  aura Strong illusion; CL 20th
  Slot none; price lesser artifact 
  DESCRIPTION
  The Eye of Rapture, once triggered, shrouds 
  an area as large as one square mile in a 
  powerful meld of enchantment and illusion 
  magic. Those within range see only what 
  they want to see and are filled with euphoric 
  glee. They ignore anything that happens that 
  does not mesh with their preconceptions. 
  The effect lasts for 2d4 hours, and the wielder 
  may alter the illusions witnessed at any time. 
  When the duration expires, the eye crumbles 
  to crystalline dust and loses all magical 
  properties. A DC 25 Will save is necessary to 
  avoid falling under the eye’s spell. The eye 
  requires a powerful evil fey custodian to work 
  its magic, as it draws on this fey’s darkest 
  thoughts and hate. If the custodian is slain, 
  the eye fractures and crumbles to dust.
  Hail Champions,
  A bleak and bitter frost has fallen across the forest, and I 
  fear it has reached even into the hearts of my people. Aided by 
  agents of an ancient evil, they are about to visit such destruction 
  upon the people of your community as has only been seen in 
  nightmares. If you would aid me in combating these villains, 
  please come swiftly to the grove beyond the west entrance of 
  the carnival. Do not be startled by my appearance.
    
  —Syntira
  Handout #1
  
  16
  carnival of tears
  m o d u l e  e 1
  ct1. ticket Booths (el 5)
  The ticket booths have undergone a gruesome 
  change of décor. Pinned onto the rickety wooden 
  booths hang the precisely removed facial 
  skins of unfortunate fairgoers, all twisted and 
  stretched into expressions of grotesque laughter. 
  Frost-limed brownies clatter about the booth, 
  attending the oblivious crowd, happily handing 
  them grisly event tickets peeled from tongues 
  and fingers. One wickedly grinning brownie 
  passes out lollipops that look suspiciously like 
  eyeballs spitted on twigs.
   Once the dark ice fey take over they pass 
  out the tongues and fingers of previous 
  fairgoers as event tickets. Families wander 
  about with bloody tongue-stumps and grisly 
  fingers in hand happily handing them over 
  to evil fey barkers.
   Creatures: While this event uses the 
  body parts of victims harvested elsewhere, 
  it does not actually kill anyone and does 
  not count as one of the events the PCs must 
  stop. The dark ice brownies that man the 
  booth, however, do not hesitate to attack 
  the PCs if they interfere.
  dark ice Brownies (4) 
  Cr 2
  hp 7 each; see Appendix
  ct2. Mr. Sathelbry’s Wild 
  Sleigh rides (el 3)
  Black lines smear through Sathelbry’s name on 
  the signboard in front of his sleigh stop. It now 
  reads, “Free Sleigh Rides for Children.” Seated 
  in the driver’s seat, a queer little gnome with an 
  icy beard waits patiently as dozens of children 
  pile into the sled.
   As the PCs approach, the gnome driver 
  cracks his whip, lurching the over-packed 
  sleigh toward the nearby wood at a break-
  neck speed. Characters making a DC 10 
  Spot check see Sathelbry’s mangled corpse 
  bound beneath the sleigh, his head drag-
  ging against the snow leaving behind a 
  bloody trail. Searching the feed trough 
  reveals the old man’s limbs diced into his 
  horses’ oats.
   The sleigh returns about 10 minutes 
  later, mysteriously empty, to pile in another 
  load of children.
   Creature: The strange driver is a frosty 
  chiseler who drives the children into the 
  wood to encase their bodies in ice blocks for 
  the ice-carving contest. He kills roughly 60 
  people an hour unless the PCs stop him. 
  Frosty Chiseler 
  Cr 3
  hp 39; see Appendix
  ct5. the titan’s Wheel (el 4)
  The Titan’s Wheel has undergone a drastic 
  change. Stripped of its once-colorful decora-
  tions, it juts like a rotten claw from a quagmire 
  of mud and blood. Fairgoers navigate toward 
  it on rotten planks arranged as stepping-
  stones to span the fetid morass. Ghoulish 
  trophies dangle from the great metal wheel, 
  bound by their own intestines to the rusting 
  metal so they drag through the mud and up 
  into the air as the wheel rotates. 
   A gang of dark ice fey brownies have 
  transformed the Titan’s Wheel into a sadis-
  tic torture device. Inside the windmill, 
  helpless victims are strapped to a series of 
  counterweighted cogs and cranks. When the 
  wheel is spun, the rotating device stretches 
  and pulls the victims until they tear apart. 
  This encounter kills 40 people per hour 
  unless the PCs intervene.
  dark ice Brownies (3) 
  Cr 2
  hp 7 each; see Appendix
  TACTICS
  during Combat The barker tries to act as if 
  nothing is wrong while the other three 
  dark ice brownies try to get players 
  to come around back and trick them 
  into entering the machine. If anyone is 
  foolish enough to enter into the cramped 
  space, the door slams shut behind them, 
  triggering the trap. 
  morale If injured, the brownies hide in the 
  windmill and refuse to come out.
   Trap: The door around the back of the 
  windmill allows access to the machinery 
  within. All of it is large enough for the brown-
  ies to slip through without trouble. As such, 
  they’ve deliberately rigged a trap to capture 
  and crush any Small to Large sized creatures 
  that enter.
  titan’s Wheel trap 
  Cr 3
  type mechanical; Search DC 15; disable device 
  DC 28
  EffECTS
  trigger location; reset automatic
  effect Atk +20 melee (masterwork manacles 
  lock on victim, binding him and dragging 
  him through the machinery; once 
  captured, every 1d4 rounds the wheel spins, 
  automatically dealing 5d6 points of damage).
  ct6. Strong Ale tent (el 4)
  Beneath the ale tent, the reveling lumberjacks 
  stand contorted in various stages of rigor 
  as they slowly transform into gnarled trees, 
  while their comrades stumble about in an 
  alcohol-fueled haze engaging in one sided 
  conversations with oak skinned friends. One 
  scrawny jack drunkenly boasts about his axe 
  work and obliviously displays his prowess by 
  Designer
  Notes
  unCooperative pCS
  While there are plenty of opportunities 
  to gain Virtue Points throughout the 
  first half of this adventure, it is entirely 
  possible that callous, evil, timid, or blind 
  PCs might not accrue the necessary 11 in 
  order to convince Syntira to aid them. In 
  that case, they are just as subject to the 
  effects of the Eye of Rapture as any other 
  townsfolk. If this happens, the adventure 
  is certainly not over, but it becomes much 
  more difficult.
   It is possible that one or more of the 
  PCs makes the Will save necessary to 
  resist the eye’s effects. In that case, you 
  can run the adventure largely as written, 
  although those who failed their saves 
  are severely handicapped, perhaps even 
  refusing to believe anything their friends 
  tell them.
   In the event that none of the PCs 
  make their save, allow them to continue 
  exploring the altered carnival until one of 
  them is injured by the fey. At that point, 
  give him a new save with a +4 bonus. 
  If a PC dies during the course of the 
  exploration, all of the others get a new 
  save with a +10 bonus.
   Eventually, they might learn the truth, 
  but by then, it might be too late.
  
  17
  whacking over one of the tree-men and deftly 
  splitting him into a small pile of logs. 
   Once the fey take control, they switch out 
  the ale casks for their own special beverage. 
  The magical brew served up by the fey pain-
  fully (and permanently) transforms imbib-
  ers into trees to replace the damage done 
  by axe and saw. Lumberjacks aplenty begin 
  to sprout branches and take root here soon 
  after the switch takes place.
   Any humanoid who drinks the magic ale 
  must make a DC 20 Fortitude save. Failure 
  results in a horrible transformation that 
  begins with the victim growing roots that 
  immediately burrow into the ground, immo-
  bilizing him. The victim cannot move unless 
  he succeeds on a DC 15 Strength check to 
  pull the roots from the earth. On the third 
  round after he drinks, the victim gains a 
  barkskin effect (CL 10th). On the fifth round 
  the victim is transformed permanently into 
  a healthy young tree. A remove curse or simi-
  lar spell applied before the transformation 
  completes reverses the process. Once the 
  transformation into a tree is complete, only a 
  miracle or wish effect applied before the next 
  full moon can restore a victim to its original 
  state. On the next full moon’s rise, a dryad 
  nurtured by the affected creature’s soul is 
  born of the tree and the original humanoid 
  is forever lost.
   If the PCs succeed in defeating the cold 
  rider and release Syntira’s fey from his evil 
  influence, she brews up a special concoction 
  that reverses this effect, restoring the revel-
  ers back to their natural forms. 
   Creatures: The PCs can stop this encounter 
  by slaying Arran, the pixie who is responsible 
  for switching in the magical ale and feeding it 
  to the lumberjacks. If left to his own devices, 
  Arran slays 50 people in the first hour, then 
  leaves this tent when it becomes completely 
  full of trees, and begins wandering around 
  the fair handing out free drinks, killing 30 
  people an hour thereafter. 
  arran the pixie 
  Cr 4
  hp 4; MM 236
  TACTICS
  during Combat As soon as he notices the PCs, 
  
  18
  carnival of tears
  m o d u l e  e 1
  he dips his arrows into the potent fey brew 
  and begins firing them at the characters. 
  Anyone struck by the arrow must make a DC 
  13 fortitude save or be affected as if he had 
  imbibed the brew.
  morale Arran attempts to shoot as many 
  characters as possible, fleeing as soon as 
  an opponent gets close enough to make 
  melee attacks.
  ct7. Blind Peep Show (el 8)
  Signs sloppily painted in smears of brownish-
  red blood read “Free Peep Show!” Their arrows 
  point to a pair of nondescript tents erected in the 
  shadow of the wood, just beyond the ale tents. 
  In front of the tents, fairgoers of all types line up 
  before the entrance, bristling with excited antici-
  pation to see what causes the bright flashes of 
  light and horrified screams from within. Man-
  gled in the branches of the nearby trees hang 
  the bodies of several half-orcs, dancers, and a 
  pair of foreign musicians, their mouths and eye 
  sockets all stuffed with fresh daisies. 
   Creatures: Once the fey take over, Kabran’s 
  goons are “sent away,” and his dancers are 
  replaced by a nymph, Syntira’s younger sis-
  ter Ambrosia, who blinds patrons before 
  other fey descend on them with murder in 
  mind. This event kills 30 people per hour 
  unless the PCs put a stop to it.
  ambrosia the nymph 
  Cr 7
  hp 27; MM 197
  TACTICS
  during Combat Ambrosia attempts to blind 
  as many PCs as possible before she begins 
  converting her prepared spells into summon 
  nature’s ally to call for aid.
  morale Ambrosia delights in malice, cruelty, 
  and pain when it is inflicted on others, 
  but isn’t thrilled with it herself. She flees 
  (using dimension door) as soon as she takes 
  any damage.
  dark ice Brownies (2) 
  Cr 1
  hp 7 each; see Appendix
  ct8. the Wonder of Modern 
  engineering tent (el 6)
  A towering mass of sinew with a skeletal 
  visage stalks the perimeter of the machine 
  tents, randomly plucking carnival attendees 
  and violently thrusting them beneath the tent’s 
  greasy canvas folds, where their hellish screams 
  Anyone approaching too close to a machine 
  risks a grisly death. While operating, 
  all machines create a threatened area. 
  Whenever an individual enters that area, 
  he is subject to the machine’s attacks.
   attacking machines: Characters 
  entering these machines’ threatened 
  spaces are attacked by swinging blades, 
  slashing pendulums, or other similar 
  melee or ranged attacks. 
   Individual machines can be stopped 
  with a DC 20 Disable Device check or a DC 
  25 Strength check, or by dealing more than 
  25 points of damage to a single machine. 
  The machines have a hardness of 8.
   the Blade of doom: Suspended from 
  an old catapult-frame, a massive circular 
  sawblade with a diameter the length of a 
  cow spins at a blinding speed. A conveyor 
  belt crafted entirely from spiked chain 
  hauls entire trees toward the whirling 
  monstrosity that rends them in half as 
  easily as a plough tills sand. Anyone 
  entering the machine’s threatened area 
  must make a DC 16 Reflex save to avoid 
  getting grappled by the conveyor belt 
  (Grapple +10). Grappled creatures must 
  free themselves before the next round 
  or pass through the blade and take 5d6 
  points of damage.
   the Chipper: A long wooden chute 
  leads to a gaping metal opening filled 
  with several twirling axles, each fitted with 
  dozens of rapidly rotating blades. Anyone 
  falling near the chute must make a DC 
  15 Reflex save to avoid getting pushed 
  into the chipper and taking 2d6 points of 
  damage per round for 5 rounds.
   the ten Splitter: This machine is 
  responsible for the relentless chopping of 
  a mechanized row of ten axes, all attached 
  to a lever and pulley system. Two laborers 
  load the machine by placing logs upright 
  beneath the blades. Then with a single 
  pull of the main lever, all the axes fall, 
  dramatically splitting all ten logs at once. 
  Anyone within the threatened area must 
  avoid a +15 melee attack that deals 1d10 
  points of slashing damage. 
   the debarker: Newly felled trunks are 
  bolted to titanic iron gears and locked 
  into a frame, creating a giant rotating 
  spindle. As the trunk spins, a huge 
  mechanical arm fixed with an oversized 
  lathe blade slams into the bark, sloughing 
  it off in thick strands. Anything within 
  the debarker’s 5-foot reach must avoid a 
  +20 melee attack that deals 1d8 points of 
  slashing damage.
   the planer: Demonstrating the amazing 
  power of his board-maker, one of the 
  lumberjacks gleefully tosses rough-hewn 
  planks between twin churning drums 
  covered with iron rasps. They almost seem 
  to scream as a perfectly clean plank pops 
  out the other side. A DC 15 Reflex save 
  avoids getting pulled through the drum 
  rasps and taking 5d6 points of damage.
   the Board press: This machine restores 
  and flattens warped boards using steam 
  and pressure. After placing twisted planks 
  onto a bed of short spikes, a heavy iron 
  plate is latched down over the top. Giant 
  turn-screws create incredible pressure 
  while a series of twisted copper pipes spill 
  boiling hot water down onto the device, 
  bathing everything in a cloud of scalding 
  steam. After the steam clears, the screws 
  are released and the boards pop out clean 
  and flat. Anyone within the threatened 
  area must make a DC 14 Reflex save 
  to avoid being grappled by the press 
  (Grapple +10). Grappled creatures must 
  free themselves or be pressed, taking 1d6 
  points of piercing and 2d6 points of fire 
  damage for the next three rounds.
   the Stacker: This device stacks and 
  binds cords of wood onto shipping 
  pallets. Cleaned lumber is thrown down 
  a chute where automated shuffling 
  panels line it up by size. The wood is then 
  dropped onto pallets squared off by iron 
  bars. As soon as the pallet fills to the top, 
  another helper pulls a lever that drops 
  down a device that looks like an oversized 
  horseshoe from some scaffolding above. 
  It fits neatly over the cord, and when it 
  retracts, it binds the entire stack together 
  with small chains. The stacker attacks 
  anyone in its threatened area with a +20 
  melee attack that deals 3d6 points of 
  bludgeoning damage.
  the Wonder oF modern enGineerinG maChineS
  
  19
  are mostly drowned out by the deafening 
  grinding of the machinery within. Nothing 
  walks from the tent’s exit. Instead, a dark fey 
  brownie rakes piles of shredded flesh and ground 
  bone into a shallow trench of bloody pulp that 
  trickles down the hill and into the river. 
   Creatures: The gruesome tent keeper is a 
  disturbed evil fey called a banaan grimstalker.
  Jhoruk the Banaan 
  Cr 6
  Male grimstalker fighter 1
  Tome of Horrors II 89
  NE Medium fey
  init +7; Senses low-light vision; Listen +8, Spot +8
  DEfENSE
  aC 22, touch 17, flat-footed 15
  (+2 armor, +7 Dex, +3 natural)
  hp 43 (7 HD; 6d6+12 plus 1d10+2)
  Fort +6, ref +12, Will +7
  dr 5/cold iron
  OffENSE
  Spd 40 ft.; climb 20 ft.
  melee +1 battleaxe +10 (1d8+7/×3 plus poison) or
  2 claws +8 (1d4+4 plus poison)
  Special attacks poison (DC 15 fortitude; 1d6 
  Dex/1d6 Dex), sneak attack +3d6
  Spell-Like abilities (CL 8th):
  3/day—control plants (DC 20), tree shape
  TACTICS
  Before Combat Jhoruk is under the effect 
  of the Eye of Rapture to appear as a burly 
  lumberjack. He does his best to maintain his 
  cover, despite his strong desire to slaughter 
  everyone lined up to enter the tent. Should 
  anyone give him trouble, he attempts to 
  bounce them first, using Intimidate to 
  appear as menacing as possible, though if 
  pushed he doesn’t hesitate to dig his poison 
  claws into opponents who stand too close. 
  On occasion, he might even appear to give 
  in to problem customers and invite them 
  inside the tent for a private viewing. Once 
  inside, though, he immediately tosses such 
  individuals into the chipper. 
  during Combat Jhoruk uses his claws against 
  opponents he thinks he can easily defeat, 
  saving his poisoned axe for tougher foes. 
  Whenever the opportunity arises, he ducks 
  beneath the tent, hides, and attempts to pop 
  back out to sneak attack.
  morale Jhoruk loves to fight, but if dropped to 
  half his hit points he has no problem calling 
  for aid from within the tent. He fights until 
  dropped to 3 hit points, at which time he 
  uses his tree shape ability to blend in with 
  the trees inside the tent and waits until later 
  in the carnival to track down the PCs and 
  take revenge.
  STATISTICS
  Str 18, dex 25, Con 15, int 14, Wis 14, Cha 14
  Base atk +4; Grp +5
  Feats Combat Reflexes, Stealthy, Track, Weapon 
  focus (battleaxe)
  Skills Climb +19, Hide +17 (+25 in forest), 
  Intimidate + 9, Jump +11, Knowledge 
  (nature) +7, Listen +8, Move Silently +17, 
  Search +7, Spot +8, Survival +8 (+10 natural 
  surroundings, +10 following tracks)
  Languages Common, Elven, Sylvan 
  Gear +1 battleaxe, gauntlets of ogre power, leaf 
  armor (racial armor that is destroyed when 
  he dies)
  ct8a. Modern engineering 
  Interior (el 5)
  A freakishly small, soot-smeared barker 
  wearing a threadbare wool suit and a top 
  hat incites a crowd, directing attentions 
  to the various pieces of machinery around 
  the room as he deftly rattles off his pitch: 
   “Step right up! Step right up, folks! See the 
  world’s most magnificent manipulations of 
  modern machinery! Guaranteed to chop, dice, 
  and saw away yer troubles! You’ll just die when 
  you see ’em! Welcome to the convenience of the 
  modern age!”
   Creatures: The dark ice fey seized this 
  tent and charmed all of the machinists, 
  The Board Press
  The 
  Stacker
  The 
  Chipper
  The 
  Planer
  The Debarker
  The blade 
  of Doom
  The Ten Splitter
  N
  s
  w
  e
  The Board Press
  The 
  Stacker
  The 
  Chipper
  The 
  Planer
  The Debarker
  The Blade 
  of Doom
  The Ten Splitter
  N
  s
  w
  e
  
  20
  carnival of tears
  m o d u l e  e 1
  the Swinomancer
  engineers, and other folk who were supposed 
  to operate and service the machines. The 
  dark fey now use them to put on exciting 
  displays, demonstrating the power of 
  the machinery by feeding it lumberjacks, 
  millworkers, and lumber barons who stop 
  by to experience the wonder of the carnival. 
  This encounter is a factory of death, chewing 
  through 100 people every hour until the 
  PCs shut it down.
  dark ice Brownies (4) 
  Cr 2
  hp 7 each; see Appendix
  TACTICS
  during Combat The brownies work in teams, 
  some attempting to get PCs to pursue them 
  into dangerous spots while others try to trip 
  or push them into the machines.
  morale If injured, the dark ice brownies attempt 
  to hide in the tent, although they flee for the 
  hills if anyone casts shatter.
  ct10. Biggy-Piggy Pie-eating 
  contest (el 5)
  The delicious scents of sugary berries and 
  fresh-baked pastry wafts by, drifting from 
  a tent near the river. Waving high in the air 
  above it, a blue silk banner beckons “Biggy-
  Piggy Pie-Eating Contest!” in bright gold 
  letters. Beneath the banner sits a twenty-
  foot-long table covered with a red-checkered 
  tablecloth. Seated at a bench before the table, 
  twelve local contestants eagerly stare at the 
  tremendous steaming pies placed before them. 
  With napkins tucked into their shirts and their 
  hands tied behind their backs, they await the 
  signal to begin. Near the table, a wooden 
  sign staked into the ground reads, “Entrance 
  Fee: 2 Coppers, Winner Gets Fat Prize!” 
   To the left of the table, the event’s sponsor 
  emerges from behind a wheeled cart bearing 
  the weight of a coal-burning oven. With a 
  bellowing voice that compliments his immense 
  rotundness, the pie chef yells, “Begin!” Within 
  seconds, contestants’ faces greedily plunge into 
  the fresh-baked pies as they slobber and gnash 
  their way to victory.
   Once the competition starts, the chef 
  happily fills new pie crusts with a strange 
  device that looks like a giant butter churn 
  attached to a spinning wheel with a big 
  foot pedal. In the front of the churning 
  chamber, a metal spigot attaches to a 
  10-foot hose. When the pie chef stomps 
  the pedal, steam shoots out the top of the 
  churn as gouts of pie filling erupt from 
  the hose.
   Creatures: The Master of Ceremonies 
  for the Pie-Eating Contest is none other 
  than the Swinomancer, a corpulent anthro-
  pomorphic hog. In his human guise, pro-
  vided by the Eye of Rapture, he happily feeds 
  contestants slop-filled pies packed with 
  diseased and rotten entrails. Behind his 
  tent graze a dozen or so pigs, all of whom 
  are previous pie-eating-contest winners, 
  horribly transformed by the chef as a 
  reward for being the biggest pigs.
   The Swinomancer appears as an obscenely 
  obese humanoid with bright pink flesh, por-
  cine features and a tremendous smile. He 
  wears a double-breasted white chef’s jacket 
  with checkered cuffs and golden epaulets, 
  black and white checked pants, and a floppy 
  white chef’s hat. In his true form, the Swin-
  omancer is a 600-pound anthropomorphic 
  swine fairy.
   Stepping on the foot pump of the 
  pie-filling machine releases a blast of 
  steam that compresses a central chamber 
  crammed with pie filling. This forces the 
  filling through a long flexible cloth hose 
  connected to a brass fitting that shoots 
  the filling into a pie. The apparatus can 
  
  21
  stuff about fifty pies before it needs to 
  be recharged. Currently, the machine is 
  filled with rotten, diseased entrails. As a 
  full-round action, the Swinomancer can 
  stomp the pedal and blast opponents with 
  a shot of diseased entrails. The blast is a 
  ranged attack that targets all opponents in 
  a 10-foot line emanating from the wielder. 
  Targets struck are dealt 1d2 points of fire 
  damage and must make a DC 11 Fort save 
  to avoid catching filth fever.
   The Swinomancer kills 20 people an hour 
  until he is stopped.
  the Swinomancer  
  Cr 5
  Male unseelie manimal (boar) wizard 4
  Advanced Bestiary 167, 246
  CE Medium monstrous humanoid 
  (extraplanar, feyblood)
  init +2; Senses darkvision 60 ft., low-light 
  vision, scent; Listen +8, Spot +8
  DEfENSE
  aC 18, touch 12, flat-footed 14
  (+4 armor, +2 Dex, +6 natural)
  hp 63 (7 HD; 3d8+4d4+35)
  Fort +7, ref +6, Will +7
  dr 5/silver; resist cold 5
  OffENSE
  Spd 30 ft.
  melee club +8 (1d6+3) 
  ranged pie-filling machine +7 (1d2 fire plus 
  disease)
  Special attack ferocity
  Spell-Like abilities (CL 6th):
  At will—invisibility
  3/day—ghost sound, silent image 
  1/day—alter self, darkness, magic mouth, sleep 
  (DC 10)
  Spells prepared (CL 4th; +7 ranged touch):
  2nd—glitterdust (DC 15), scorching ray, 
  summon swarm
  1st—expeditious retreat, grease, mage armor, 
  reduce person (DC 14)
  0—mage hand (2), prestidigitation (2) 
  TACTICS
  Before Combat The Swinomancer casts mage 
  armor at the beginning of the carnival. He 
  casts grease to cover his tracks before he 
  runs behind the oven for cover, remaining 
  within reach of his pie-filling machine. 
  during Combat As opponents approach, the 
  Swinomancer blasts them with diseased, 
  hot entrails of pie filling. Next, he casts 
  reduce person on the burliest-looking fighter 
  and defends his position with wild arching 
  swings of his baker’s peel. If possible, 
  he takes further blasts with his machine, 
  between which he casts summon swarm to 
  call forth a swarm of rats and scorching ray 
  against a spellcaster. If he gets the chance, 
  he uses mage hand to fling pies around, 
  hoping to create enough distractions to use 
  his machine. 
  morale If reduced to 15 or fewer hit points, the 
  Swinomancer casts invisibility and expeditious 
  retreat, then flees for his trailer and locks 
  himself inside.
  STATISTICS
  Str 16 dex 14 Con 20 int 16 Wis 10 Cha 9
  Base atk +5; Grp +8
  Feats Alertness, Exotic Weapon Proficiency (pie-
  filling machine), Scribe Scroll, Skill focus 
  (Craft [cooking])
  Skills Concentration +13, Craft (cooking) +13, 
  Listen +6, Spellcraft +11, Spot +8, Survival +8
  Languages Common, Sylvan
  SQ unseelie pact, unseelie sight
  Gear Pie-filling Machine, 4 hardwood baker’s 
  peels (treat as clubs)
  SPECIAL ABILITIES
  unseelie pact (ex) If the Swinomancer becomes 
  good or neutral he loses the unseelie 
  template but retains the feyblood subtype 
  and vulnerability to silver weapons. If he 
  becomes a good-aligned creature he gains 
  the seelie template.
  unseelie Sight (ex) When the Swinomancer 
  uses his invisibility ability he can see other 
  unseelie creatures and dark ice fey using the 
  same ability. In addition, he automatically 
  succeeds on saves against illusion spells 
  and effects produced by unseelie creatures 
  and dark ice fey and immediately recognizes 
  such effects as illusions.
  ct14. the Ice Maze (el varies)
  Fairgoers happily trot into the ice maze, oblivi-
  ous to the eerie pinkish color of the ice walls and 
  the blurred shapes of butchered townsfolk now 
  sealed beneath layers of ice, propped upright and 
  facing into the maze. 
   The dark ice fey transformed the ice 
  maze into a brutal gamut of deadly traps 
  and wild creatures. Now the object of the 
  ice maze is to find Gradzaal, who has a prize 
  for the lucky winner: the business end of 
  his gory axe. If the PCs defeated Gradzaal in 
  Part 2, the fey have still filled the maze with 
  monsters and deadly traps, and delight in 
  plucking off townsfolk one by one. In this 
  case, replace Gradzaal with a frosty chiseler 
  (see Appendix). As long as Gradzaal is alive, 
  the maze kills 30 people every hour and 
  the PCs cannot stop the killings without 
  dealing with the minotaur. Once he is dead, 
  the body count drops to 10 people per hour. 
  Do not consider this encounter resolved 
  for the purposes of Part 4 until all the traps 
  have been removed.
  ct14a. the Ice devil (el 2)
  Tacked to the wall outside this corridor is a sign 
  that reads “Beware the Man-Eating Ice Devil!” 
  Blocking the passage ahead hunches a grotesque 
  four-foot-tall humanoid with pale blue flesh, 
  droopy fiendish features, and tiny frost-coated 
  bat wings. Around his neck he wears a thick iron 
  collar linked to a ten-foot-chain that is mounted 
  to a heavy iron spike in the wall. Leering down 
  the passage, he growls ferociously. 
   Creature: The “ice devil” is actually 
  Bogrot the mephit. The fey placed the poor 
  creature here after they partially loboto-
  mized it with repeated beatings.
  Bogrot 
  Cr 2*
  hp 13; MM 182 (ice mephit)
  TACTICS
  Before Combat Bogrot howls and blasts 
  trespassers with his icy breath weapon, 
  trying to scare them away from his passage.
  during Combat Bogrot violently attacks 
  any creature that approaches, although 
  his chain constrains him. If freed, he 
  rampages through the maze in a random 
  direction, attacking anything attempting 
  to block his movement. Repeated beatings 
  have left Bogrot incapable of using his 
  spell-like abilities.
  morale Brain-addled Bogrot possesses little 
  control over his actions, and if confronted he 
  fights to the death. If freed from his chain, 
  he runs about the fairgrounds attacking 
  innocents until subdued.
  *Bogrot’s CR is reduced both because he is 
  bound and cannot use his spell-like abilities.
  ct14b. Ice Flowers (el 2)
  Down the center of this wide corridor, a narrow 
  footpath winds through a shimmering grove of 
  perfectly sculpted ice chrysanthemums.
  
  22
  carnival of tears
  m o d u l e  e 1
   Trap: The footpath hides a glyph of 
  warding. Should anyone pass through the 
  grove, the chrysanthemums erupt into 
  showers of needle-sharp ice shards. 
  exploding ice Flowers 
  Cr 2
  type magical; Search DC 28; disable device 
  DC 28
  EffECTS
  trigger location; reset no reset
  effect spell effect, glyph of warding [blast], 
  5th-level cleric, 2d8 cold, DC14 Reflex save 
  for half damage, multiple targets (all targets 
  within 5 feet)
  ct14c. Silent Watery Grave (el 1)
  Stepping on this 10-foot-square patch of 
  thin ice floor sends victims 20 feet down 
  into a pool of icy cold water. The slick 
  vertical ice-pit walls cannot be climbed 
  without rope or hacking away hand and 
  footholds, while the 10-foot-deep frigid 
  waters deal 1d6 points of nonlethal 
  damage from hypothermia per minute of 
  exposure. Making the trap slightly more 
  lethal, falling into the water also triggers a 
  silence spell, deterring trapped individuals 
  from communicating effectively. When the 
  PCs first fall victim to this trap, there are 
  likely one or two frozen corpses already 
  floating here.
  Silent Freezing Water pit 
  Cr 1
  type mechanical; Search DC 20; disable device 
  DC 20
  EffECTS
  trigger location; reset manual
  effect DC 20 Reflex save avoids; 20 feet deep 
  into 10 feet of water (no falling damage, 
  possible drowning plus 1d6 nonlethal cold 
  per minute). Spell effect silence, 5th-level 
  cleric, 20-ft.-radius 
  ct14d. the Monkey and the 
  Spring Poppet (el 2)
  A five-foot-square box, gift-wrapped in bright 
  green and yellow paper, blocks the passage 
  ahead. In front of the box, a monkey dressed 
  in lederhosen and wearing a bright red clown 
  nose jigs about in oversized lumberjack boots. 
  The monkey holds a second box, no bigger 
  than his fist. As soon as he notices anyone, he 
  amiably approaches and holds out the box.
  Developments: The monkey’s box opens 
  easily. Inside, a small wind up device plays 
  a little tune. 
  “I went to town the other day, 
   to see me a pretty lass.
  But on the way, me knickers tore,
   and so I failed to pass.
  For want I had of a stitchin’,
   for want I’ve lost love fair.
  And what without my knickers,
   now must hide my derrière?”
   The quirky song is a riddle that refers 
  to the angry jack-in-the-box that monitors 
  the passage.
   If the PCs place a pin, sewing needle, or 
  thread inside the monkey’s box, they may 
  pass by unmolested. 
   If necessary, a DC 12 Knowledge (local) or 
  Bardic Knowledge check identifies the tune 
  as an old tailor’s or seamstress’s song.
   If PCs don’t respond properly, the mon-
  key waits a bit and offers them the box 
  again. At any time, should they ignore the 
  monkey and try to bypass him, he chatters 
  maniacally, rousing the spring-bobbing, 
  ever-grinning jester-head that pops up 
  from the larger box.
  Jack-in-the-Box 
  Cr 2
  hp 32; MM 13 (Medium animated object)
  TACTICS
  Before Combat The jack-in-the-box guards 
  its passage patiently, only attacking those 
  individuals trying to use its passage 
  without permission. 
  during Combat The jack-in-the-box slams about 
  the passageway, barreling into opponents.
  morale The jack-in-the-box fights to the death.
  monkey 
  Cr 1/6
  hp 4; MM 276
  TACTICS
  during Combat If anyone attempts to grab the 
  monkey, he bites and tries to wiggle free, 
  hiding behind the jack-in-the-box.
  morale If the monkey takes damage or if the 
  jack-in-the-box is destroyed, he runs off into 
  the ice maze screeching.
  ct14e. the Face of death (el 5)
  Horrifically embedded within the ice wall, you 
  see the terrified face of a young man screaming 
  as if frozen alive.
   Trap: A young lumberjack frozen in the wall 
  stares out of his icy tomb; anyone gazing upon 
  his face is suddenly struck with icy terror.
  Frozen Fear trap 
   Cr 5 
  type magical; Search DC 29; disable device 
  DC 29
  EffECTS
  trigger location; reset automatic
  effect spell effect fear, 7th-level cleric, DC 16 
  Will negates.
  ct15. Ice carving (el 6)
  Lined up in rows are impressive blocks of ice, 
  each standing about six feet high. Dozens of 
  revelers, including lumberjacks, children, pairs 
  of giddy lovers, and more than one aspiring 
  artist, gather round the blocks with hammers 
  and chisels happily supplied by a gaggle of 
  bushy-bearded gnomes. 
   The blocks of ice are worked over by 
  patrons hoping to wow others with their 
  sculpting skills and win a hefty cash prize. 
  Victims frozen inside the blocks are chipped 
  away at as the ice dwindles. Statues begin to 
  bleed as the carvers sever fingers and ears, 
  and pulped eyes and mashed teeth join the 
  bloody shavings at the blocks’ bases. Carvers 
  don’t see the blood or notice the horrible 
  wounds they inflict and continue to mer-
  rily chip away at the screaming townsfolk 
  trapped within. This bloodthirsty event kills 
  20 people per hour.
  Frosty Chiseler 
  Cr 3
  hp 39; see Appendix
  PArt 4: HeArtS oF Ice
  When the PCs disrupt three of the fey’s 
  grisly carnival events, the cold rider begins 
  to suspect that they might be the downfall of 
  his plan. To evaluate the threat posed by the 
  
  23
  PCs, he tells Prig, his mischievous quickling 
  toady, to follow them around invisibly and 
  learn their strengths and weaknesses for the 
  coming battle. Unfortunately for the cold 
  rider, Prig doesn’t follow orders very well, 
  and as soon as he finds the PCs he begins to 
  taunt them from a safe distance. Even bet-
  ter (or worse, from the cold rider’s point of 
  view) Prig has stolen the witch ice shard from 
  his master and now parades it in full view 
  of the PCs, giving them an opportunity to 
  gain Quinn’s aid.
   Before they can destroy the shard, though, 
  first they must catch its keeper, and that is 
  no mean feat.
  Pursuing the Prancing Prig
  Prig is 2-1/2 feet tall and extremely gaunt, 
  with elfin features and pale, bluish skin. 
  Long, slender ears rise to a sharp point 
  near the top of his head and his hair 
  flows behind him like quicksilver. He 
  wears a shirt and leggings woven from 
  leaves and tree bark. As soon as he spots 
  the PCs, he calls out to them, “So these 
  are the foolish mortals that are spoiling 
  my master’s plans. Silly creatures, your 
  salvation is before you, but you can’t catch 
  me!” At this point he darts away into the 
  crowd and disappears (using his natural 
  invisibility). The PCs can recognize the 
  witch ice shard around his neck with a DC 
  10 Spot check.
   Prig’s chase leads the PCs all over the carni-
  val grounds from area to area as detailed here. 
  As he moves through the carnival a DC 15 Spot 
  check each round allows the PCs to detect his 
  exact location and target him with attacks as 
  his capricious carousing shows signs of his 
  presence. PCs moving through an area draw 
  the notice of any fey (or other threats) and are 
  most likely attacked as the quickling makes 
  his getaway. Ignore any events the PCs have 
  already dealt with.
   Biggy-Piggy Pie Eating: Prig dashes 
  behind the stove and alerts the Swino-
  mancer that the PCs are tailing him. As the 
  contest begins, Prig darts across the table, 
  stomping the contestant’s heads into the 
  pies, suffocating them in a bizarre dance. 
  This maneuver allows the Swinomancer 
  time to position himself behind the oven 
  with the pie-filling machine. From there, 
  he tries to gun down the PCs using the oven 
  as a makeshift bunker. Prig flees for area 
  CT5 but leaves behind an easily tracked (DC 
  10) set of pie-stain footprints trailing down 
  toward the river.
   Titan’s Wheel: As a patron attempts to spin 
  the Wheel, Prig yanks his pants down. If spot-
  ted, Prig runs through this section, and the fey 
  immediately direct his pursuers toward the 
  “outhouse.” If players are hot on Prig’s trail 
  and disregard the fey, they undo the cotter 
  pins holding the Titan’s Wheel. Soon the heavy 
  iron wheel is cascading toward the frozen river. 
  Should it crash onto the brittle ice 3 rounds 
  later, it breaks through, drowning everyone in 
  the ice-carving competition. A DC 25 Strength 
  check halts the wheel’s deadly course, as does 
  a successful bull rush (the wheel’s bull rush 
  check is made at +8).
  
  24
  carnival of tears
  m o d u l e  e 1
   Strong Ale Tent: Prig rustles branches 
  in newly formed “trees” as he darts about, 
  stealing a lumberjack’s cap at one point 
  flitting about with the oversized (and vis-
  ible) hat on his head.
   Blind Peep Show: Prig tugs at the nymph’s 
  veils, revealing her charms to onlookers.
   Modern Engineering Tent Exterior: Prig 
  speeds past Jhoruk and dashes under one of 
  the tent flaps, which flops about noisily. Prig 
  hopes the PCs are foolish enough to try to cut 
  the vicious bouncer’s line, provoking him.
   Modern Engineering Tent Interior: Prig 
  blitzes about the deadly machines here, hoping 
  the PCs follow and are ground, crushed, sliced, 
  and smashed to smithereens. 
   The Ice Maze: Prig squeaks and slides 
  noisily here (have the PCs make DC 15 Listen 
  instead of Spot checks).
   Ice Carving: Prig can’t resist the urge to 
  render his own masterpiece in chipped ice 
  and blood. If the PC manage to follow him 
  all the way through the fairgrounds to this 
  point, he finally slips up on the frozen lake 
  and spins head-over-heels as the witch ice 
  shard tumbles out of his grasp. With a curse at 
  the fallen shard, he scampers away and heads 
  for the woods to meet with the cold rider.
  prig 
  Cr 6
  Male quickling rogue 2
  Tome of Horrors 218
  CE Small fey
  init +10; Senses low-light vision; Listen +5, Spot +5
  DEfENSE
  aC 22, touch 20, flat-footed 11
  (+10 Dex, +1 dodge, +1 size)
  hp 19 (3d6+6)
  Fort +2, ref +16, Will +4
  defensive abilities evasion, haste, greater 
  invisibility
  OffENSE
  Spd 240 ft.
  melee fey dagger +12 (1d4/19–20 plus sleep) 
  ranged fey dagger +12 (1d4/19–20 plus sleep)
  Special attacks sleep (DC 15), sneak attack +1d6
  Spell-Like abilities (CL 6th):
  1/day—dancing lights, daze (DC 13), levitate, 
  shatter (DC 15), ventriloquism (DC 13)
  TACTICS
  Before Combat Prig tries to avoid combat at 
  all costs, fleeing rapidly throughout the 
  fairgrounds and weaving through areas 
  monitored by his evil fey allies.
  during Combat If forced into combat, he jabs 
  quickly, using his fey dagger and sneak 
  attacking where possible. As soon as the 
  opportunity arises, he takes a move action 
  to distance himself from nearby opponents, 
  hurls his bead of force, and flees again.
  morale While Prig remains in constant flight, 
  he never goes far from the fairgrounds, but 
  instead relies on the defenses of his various 
  allies to protect him.
  STATISTICS
  Str 11, dex 31, Con 14, int 14, Wis 13, Cha 16
  Base atk +1; Grp –3
  Feats Dodge, Mobility, Spring Attack, 
  Weapon finesse
  Skills Balance +17, Bluff +7, Concentration 
  +6, Craft (ice sculpture) +4, Escape Artist 
  +16, Hide +18, Jump +100, Listen +5, Move 
  Silently +14, Slight of Hand +13, Spot +5, 
  Survival +3, Tumble +18
  Languages Common, Elven, Sylvan
  SQ trapfinding
  Combat Gear bead of force; other Gear witch ice 
  shard, bag of holding (type I), fey dagger
  SPECIAL ABILITIES
  haste (ex) Prig is constantly under the effects 
  of a haste spell. This grants him a +1 bonus 
  on attack rolls, AC, and Reflex saves, and 
  an extra attack if he uses the full attack 
  action. This ability cannot be dispelled.
  natural invisibility (ex) Prig is always under the 
  effect of a greater invisibility spell. This effect 
  cannot be dispelled, but Prig can suppress or 
  resume it as a free action.
   Development: If the PCs manage to 
  recover the witch ice shard, Namdrin 
  appears next to them immediately. Seizing 
  the shard, he casually snaps it in half 
  and kneels over the fragments, sobbing. 
  As his tears trickle off his face and onto 
  the fragments, they slowly begin to melt 
  and grow, eventually expanding into the 
  unconscious (but living) form of Tessa, 
  his lost love. With a smile, he picks up her 
  sleeping form and carries her into a nearby 
  wagon, returning moments later with his 
  twin swords, a fully charged wand of cure 
  light wounds, and a determined look on his 
  face. He hands the PCs the wand and then 
  slowly faces each PC in turn and calmly 
  thanks each one for restoring his life to 
  him. Then the expression on his face turns 
  grim and he says, “Now let us put and end 
  to these vile creatures and drive them back 
  to the dark shadows where they belong.” 
  FouL-mouthed Fey
  Prig playfully spits obnoxious quips at char-
  acters as they attempt to capture him. feel 
  free to use these examples or improvise 
  your own: 
   “You have a face like a bag of troll giz-
  zards—ugly as sin and it’ll eat anything.” 
   “Who shaved the yak?”
   “Smells like cabbage.”
   “Impressive—every sheep in your village 
  must tremble at the sight of you.”
   “I see the runt, but where’s the rest of 
  the litter?”
   “You’re so sharp, I bet you’d have no 
  problem figuring out how to swallow a 
  handful of tacks.”
   “This one’s so nasty he brings his own 
  crabs to the fish market.”
   “He swings that sword like a kobold with 
  a great axe.”
   “Pray tell, how often is it that you birth 
  toads? Or is that not where the warts 
  came from?”
  Prig
  
  25
  Firecrackers
  Weak Ice
  Tree Stumps
  Firecrackers
  Firecrackers
  N
  s
  w
  e
  Firecrackers
  Weak Ice
  Tree Stumps
  Firecrackers
  Firecrackers
  N
  s
  w
  e
  From that point on, Namdrin aids the PCs 
  as they struggle to overcome the fey.
  the cold rider cometh (el 8)
  When the PCs (likely aided by Namdrin) 
  disrupt or stop six of the eight different 
  carnival events, the cold rider realizes that 
  his plans for vengeance have likely come to 
  an end. At this point he appears to challenge 
  the PCs directly, and with his appearance, 
  the PCs finally have a chance to put an end 
  to the Carnival of Tears once and for all.
  Striding out of the forest comes a horrifying 
  creature of ice and bone mounted atop a 
  rotting dead stag and clutching a tremendous 
  icy glaive in one mighty gauntlet. Impressive 
  antlers of jagged ice perch atop the rider’s 
  helm, putting his stag’s to shame. At the center 
  of the dread thing’s frost-laden breastplate 
  sits a crystal of pure sapphire, glittering in 
  the dancing light cast by the souls above. The 
  cold rider stands on the frozen ice of the river 
  and yells his challenge: “Heroes, those who 
  would stand against the power of ice and the 
  might of the north, come and face me, and 
  face death!
   The cold rider meets the PCs on the 
  frozen river, where his frostwalker and 
  icy regeneration abilities give him the 
  greatest advantage. The area he chooses 
  was where the carnies were setting up the 
  fireworks display, and several small stacks 
  of firecrackers still litter the ground here. 
  If the PCs set off the firecrackers, either 
  by lighting the fuse (a full-round action) 
  or by dealing 2 points of fire damage to 
  the appropriate squares, the firecrackers 
  explode, dealing 1d6 points of fire and 
  1d6 points of sonic damage in a 5-foot 
  radius burst.
   The ice in one section of the river adjacent 
  to the northern bridge has been weakened by 
  an underground spring near the riverbank. 
  The cold rider can move over this section 
  easily, but if anyone else weighing more than 
  100 pounds moves on to the weak ice it gives 
  way. The character must make a DC 20 Reflex 
  save or plunge into the frozen river, forcing 
  him to make DC 15 Swim checks to keep from 
  sinking below the ice, and taking 1d6 points of 
  nonleathal damage per minute of exposure.
  Cold rider 
  Cr 8
  hp 75; see Appendix.
   Development: When the cold rider is 
  defeated, the Eye of Rapture melts away into 
  nothingness, and all the souls that have been 
  imprisoned in the globes of light above the 
  carnival wink out at once, plunging the 
  scene into darkness. The fey withdraw into 
  the forest. They have been defeated, for now, 
  but the town might never recover.
  concludInG tHe 
  Adventure
  The total body count for each of the 
  above encounters is summarized on the 
  following chart. Determine roughly how 
  long it took for the PCs to shut down 
  each encounter area and then multiply 
  the deaths per hour for each encounter 
  by the amount of time the fey had to kill 
  people with it. Add the results together 
  to determine the total number of people 
  killed. Compare that number to the 
  descriptions on page 26 to determine the 
  fate of the town.
  Area 
  People Killed
  CT2 
  60/hour
  CT5 
  40/hour
  CT6 
  50, then 30/hour
  CT7 
  30/hour
  CT8 
  100/hour
  CT10 
  20/hour
  CT14 
  30/hour or 10/hour
  CT 15 
  20/hour
  
  26
  carnival of tears
  m o d u l e  e 1
  force the lumberjacks back into the shaded 
  glens, and soon Thuldrin Kreed’s empire 
  begins to collapse. Survivors abandon Fal-
  con’s Hollow in droves, until the ramshackle 
  settlement is little more than a ghost town, 
  prowled by the tormented spirits who lost 
  their lives at the Carnival of Tears (as it 
  henceforth called). Slowly, the land heals 
  and reclaims the stretch of ground cleared 
  by greed and axes, but the vines and trees 
  of Darkmoon are forever infected with evil. 
  The fey wage a war among their own kind, 
  and a cold spreads down from the north, 
  even shrouding summer months in frost 
  and wind. 
  campaign Seeds: nPcs in the 
  Aftermath
  The events of Carnival of Tears pose serious 
  ramifications for the entire population of Fal-
  con’s Hollow. Described below are some pos-
  sible developments for a few of the NPCs.
   Tessa Kelrand: Although freed from her 
  torment, Tessa is forever changed by her 
  harrowing experience. She becomes a cold 
  woman, stern, and quick to judge others. 
  She grows to despise Namdrin for his weak-
  ness of love and falling for the cold rider’s 
  duplicitous plan. She leaves the half-elf 
  shadowdancer, regretting her involvement 
  with him, and now seeks a companion 
  unswayed by heady emotions—far more 
  practical, and even iron-handed in the pur-
  suit of law and control. She and might begin 
  cultivating an affair with a particularly law-
  ful PC or, worse, she is seduced by Thuldrin 
  Kreed, who impresses her with his ruthless 
  pursuit of power and authority and his utter 
  lack of whimsical notions.
   Namdrin Quinn: When his love leaves 
  him, Namdrin is crushed perhaps even 
  more than when the cold rider took her 
  from his side. He becomes a dangerous 
  man, as fiery as his mistress has turned 
  cold, prone to violent outbursts and nights 
  of drunken revelry given way to brawls and 
  street battles. He soaks his pain in alcohol 
  and whores, and soon ends up tied around 
  Kabran Bloodeye’s little finger, if the flesh 
  peddler was not cut down by the PCs. If 
  Kabran is dead, Namdrin takes his place as 
  kingpin of Falcon’s Hollow’s underworld, 
  eventually serving as a dangerous enemy 
  to the party. He still loves Tessa fiercely, 
  although he won’t admit it and pretends to 
  despise her. Namdrin might prove useful 
   Fewer than 100 deaths: The murder toll 
  is not extensive. The horrifying incident is 
  not soon forgotten, but little changes in Fal-
  con’s Hollow as a result. The PCs are touted 
  as brave heroes who averted complete disas-
  ter with their selfless act of valor. Syntira 
  is indebted to the PCs for redeeming her 
  lost children and gives them a fully charged 
  wand of lightning bolt. (If the PCs can’t use 
  lightning bolt, pick another appropriate 3rd-
  level spell.)
  100–399 deaths: Many die. Falcon’s Hol-
  low falls under a pall of mourning for 
  months, and the town shrinks as many 
  abandon it as an accursed place. In addi-
  tion, a good number of Syntira’s followers 
  are polluted beyond redemption (forever 
  becoming dark ice fey). Still, the PCs are 
  heralded as heroes for preventing more 
  death, and Syntira and her loyal followers 
  are able to push her corrupted court mem-
  bers from Darkmoon Vale, banishing them 
  as she once did their forbearers to the fro-
  zen wastes inhabited by the Witch Queen.
   400–699 deaths: Families are sundered, 
  blood and tears soak the earth and Falcon’s 
  Hollow becomes an even drearier place than 
  before, where misery reigns unchallenged 
  and even formerly virtuous citizens become 
  lean predators, mistrustful of everyone they 
  know (even the PCs). The town becomes a 
  hateful place, where men gut each other over 
  a copper piece and bedlam is kept at bay only 
  by Thuldrin Kreed’s iron fist, as the lumber 
  tycoon seizes even more power in the wake 
  of the tragedy.
   700 or more deaths: Most of the town-
  ship perishes in the massacre. The snow 
  and ice melt away quickly, but the torment 
  and slaughter visited upon Falcon’s Hol-
  low is never forgotten. The woods become 
  a source of terror to most of the hollow’s 
  residents and the entire settlement begins 
  to falter. No amount of intimidation can 
  Witch ice Shard 
  aura Strong necromancy and 
  enchantment; CL 17th
  Slot none; price lesser artifiact 
  DESCRIPTION
  The witch ice shard is crafted from witch 
  ice, a mysterious substance found only 
  beneath the windswept reaches of Witch 
  Queen’s demesne. This glittering cerulean 
  ice has many fell uses, but one of the 
  Queen’s favorites is as a dread prison for 
  her foes. Once prepared by Queen, the 
  witch ice shard absorbs the soul of the 
  first non-fey to touch it as a trap the soul 
  spell. Worse yet, anyone trapped within 
  becomes fuel for the crystal’s bearer, 
  painfully consumed by the power of the 
  shard as their new owner drains their life 
  force away to use as they wish.
  A fey creature may absorb one of 
  the trapped creature’s levels to gain 
  an additional use of one of its daily 
  supernatural or spell-like abilities. When 
  the trapped creature’s last level is drained, 
  they are forever consumed and cannot 
  be returned to life by any magic short of 
  a wish or miracle. This particular shard 
  possesses Tessa’s soul, granting its bearer 
  10 levels worth of power. Each time one 
  is used, Tessa loses a level until her soul is 
  completely consumed. 
   Shattering a witch ice shard frees a 
  trapped soul, who then must make a DC 
  15 fortitude save for every level lost (failure 
  results in the level drain being permanent). 
  Unlike most artifacts, a witch ice shard is 
  fragile. The crystal has a Hardness of 10, 15 
  hp and a Break DC of 25.
  
  27
  to the PCs if they can focus his smoldering 
  rage on Thuldrin Kreed; however the 
  resultant war between the crime kingpin 
  and lumber tycoon could very well tear 
  apart Falcon’s Hollow. 
   Syntira: The nymph queen is indebted to 
  the PCs and might make one the target of 
  her soul-shuddering affections. The queen, 
  while noble and regal, is very demanding of 
  her lovers and her relationship with a PC 
  could eventually drive a wedge in the party as 
  she commands the PC’s favor and attention 
  above even his closest allies. Additionally, 
  Syntira and her fey are blamed for the cold 
  rider’s assault on Falcon’s Hollow. Thuldrin 
  Kreed harnesses the rage at the fey’s attack on 
  the town to galvanize his place at the helm 
  of the town by calling upon the townsfolk 
  to hunt down the fey and slaughter them to 
  the last. Thuldrin has big dreams of being 
  elected mayor of Falcon’s Hollow in the 
  settlement’s first organized election, and 
  he uses the people’s hatred of the fey as a 
  rallying point. Syntira soon finds herself 
  under attack, and any PC known to consort 
  with her is soon decried as a traitor. 
  APPendIX: neW 
  MonSterS
  Cold Rider
  Wisps of frosty vapor rise from this towering 
  humanoid bedecked in silver-white armor. The 
  frozen plates of ice covering its hulking form 
  scrape and grate as it strides forward, a sym-
  phony of grinding screeches to shake the bones 
  of even the most implacable foe. The thing 
  smells of winter and wood smoke, tinged with 
  the slow rot of a frozen dead man. Its majestic 
  helm is crowned in a pair of enormous antlers 
  composed entirely of dark blue ice—a twisted 
  nest of jagged impalement emanating a cold 
  promise of certain death. In one monstrous 
  gauntlet it clutches an ice-razored glaive glint-
  ing like the moon on the eve of a great slaugh-
  ter. Two swirling cyclones of frost loom within 
  the cold darkness of its visor where eyes should 
  peer forth. 
  Cold rider 
  Cr 8
  CE Medium fey (cold)
  init +9; Senses darkvision 60 ft., low-light 
  vision; Listen +7, Spot +7
  DEfENSE
  aC 23, touch 15, flat-footed 18 
  (+8 armor, +5 Dex)
  hp 75 (10d6+40); icy regeneration 5
  Fort +7, ref +12, Will +10
  immune cold; Sr 15
  Weaknesses fire vulnerability, sonic 
  vulnerability, shatter vulnerability
  OffENSE
  Spd 30 ft. 
  melee quicksilver glaive +12 (1d10+6/×3 plus icy 
  burst plus 1 Dex) and
   
  cerulean antlers +8 (1d6+3)
  Special attacks cerulean antlers 
  Spell-Like abilities (CL 10th):
  At will—chill metal (DC 15), ghost sound (DC 
  13), obscuring mist, pass without trace, sleep 
  (DC 14), speak with animals
  3/day—cause fear (DC 14), glitterdust (DC 15)
  1/day—freedom of movement, ice storm, wall 
  of ice
  TACTICS
  Before Combat The cold rider casts freedom of 
  movement.
  during Combat The cold rider uses Ride-by 
  Attack to harry foes while remaining out of 
  reach, casts sleep and cause fear on lesser 
  enemies, and grapples spellcasters with his 
  cerulean antlers.
  morale Most cold riders retreat if reduced to 
  less than 10 hp, but those acting on specific 
  orders of the Ice Queen fight to the bitter 
  end rather than face her displeasure.
  STATISTICS
  Str 16, dex 20, Con 18, int 16, Wis 14, Cha 17
  Base atk +5; Grp +8 (+12 with cerulean antlers)
  cold rider
  
  28
  carnival of tears
  m o d u l e  e 1
  Feats Improved Initiative, Mounted Combat, 
  Ride-by Attack, Weapon focus (glaive)
  Skills Balance +12, Bluff +13, Climb +8 (+10 
  ropes), Concentration +9, Diplomacy +15, 
  Disguise +3 (+5 acting), Escape Artist +5 
  (+7 ropes), Handle Animal +8, Hide +10, 
  Intimidate +15, Jump +10, Knowledge 
  (arcana) +8, Listen +7, Move Silently +10, 
  Ride +20, Sense Motive +8, Spot +7, Survival 
  +7, Tumble +12, Use Magic Device +8, Use 
  Rope +10
  Languages Common, Elven, Sylvan
  SQ frostwalker, unholy mount
  SPECIAL ABILITIES
  Cerulean antlers (Su) The impressive antlers 
  of cool blue ice atop a cold rider’s helm 
  possess a sinister life of their own. The 
  antlers attack of their own free will with the 
  same melee attack bonus as the rider every 
  round. In addition, the jagged antlers may 
  grapple foes as if the cold rider possessed 
  the Improved Grapple feat and deal normal 
  damage every round they maintain the 
  grapple as they puncture and savage the 
  enemy’s body with their frozen tines. The 
  cold rider is not considered to be grappled 
  while its antlers hold someone and may 
  continue to move, act, and attack normally.
  Frostwalker (Su) Cold riders and their mounts take 
  no penalties to movement on ice, no matter 
  how slippery, and cannot be forced to make 
  Balance checks or Reflex saves to avoid falling 
  on icy terrain. They may climb icy surfaces as if 
  under the effect of a spider climb spell. 
  icy regeneration (Su) As long as the rider or 
  his steed is in contact with ice or snow he 
  regenerates 5 hit points per round, even 
  regrowing lost limbs or repairing damage to 
  his glaive if it is sundered. The rider cannot 
  regenerate hit points lost from fire or sonic 
  damage, or as the result of a shatter spell. 
  Quicksilver Glaive (Su) All cold riders are gifted 
  this potent weapon when they are created. 
  This +2 icy burst glaive flows like liquid metal 
  and numbs living targets, dealing 1 point of 
  Dexterity damage per hit. Dexterity damage 
  dealt in this fashion heals at a rate of 1 
  point of Dexterity per hour. When a non-
  fey grasps a cold rider’s glaive it begins to 
  dissolve slowly and is reduced to a puddle 
  of strangely cool and useless molten metal 
  after 1d6 minutes.
  Shatter vulnerability (ex) A shatter spell deals 
  3d6 points of damage to a cold rider (no 
  save) and reduces its armor bonus by 2 as 
  its ice-crystal plates fracture and crack. The 
  armor bonus returns when the cold rider 
  heals the shatter damage normally. Shatter 
  spells automatically overcome the cold 
  rider’s spell resistance.
  unholy mount (Su) A cold rider without a 
  mount may obtain the services of an 
  undead stag. To create a new mount, a cold 
  rider must hunt and kill a stag and then 
  consume its heart. The stag then animates 
  as an undead creature bound to the cold 
  rider (see below). A cold rider may only 
  command the service of one unholy 
  mount at a time.
  ECOLOGY
  environment any cold
  organization solitary, pair, or 
  cavalry (3d6)
  treasure standard 
  alignment always chaotic 
  evil
  advancement 11–20 HD 
  (Medium)
  Level adjustment —
  unholy mount  
  Cr —
  NE Large undead (cold)
  init +3; Senses darkvision 60 ft.; Listen +1, Spot +1
  DEfENSE
  aC 20, touch 12, flat-footed 18
  (+3 Dex, +8 natural, –1 size)
  hp 65 (10d12); icy regeneration 5
  Fort +3, ref +6, Will +8
  immune cold
  Weakness fire vulnerability
  OffENSE
  Spd 50 ft.
  melee gore +8 (1d8+4)
  Space 10 ft.; reach 5 ft.
  TACTICS
  during Combat An unholy mount is 
  mindless and bound to the will of the 
  cold rider. If it gets the chance, it gores 
  adjacent foes or creatures that have been 
  grappled by its master.
  morale An unholy mount does not flee.
  STATISTICS
  Str 18, dex 16, Con —, int —, Wis 12, Cha 1
  Base atk +5; Grp +13 
  SQ fell binding, frostwalker
  SPECIAL ABILITIES
  Frostwalker (Su) See the cold rider’s entry.
  icy regeneration (Su) See the cold rider’s entry.
  Fell Binding (Su) An unholy mount is bound to 
  the fate of its cold rider master. If its master 
  is slain, it is instantly destroyed.
  Cold riders were once princes of the forest, 
  honored knights of the Willow Kings, or 
  otherwise powerful fey in the service of an 
  Eternal Monarch. Brought before the Witch 
  Queen, these noble gallants watched in hor-
  ror as she plunged her cruel icicle-nails into 
  their chests and tore out their steaming 
  hearts before their eyes. In the gaping gore 
  of their chest wounds, the Witch Queen 
  packed the month-old rotting hearts of 
  slaughtered stags, and then breathed life 
  anew into the tortured fey with an icy kiss. 
  A cage of frozen armor wrapped about them 
  and they rose as wintry antlered abomina-
  tions. Their songs were stolen and their 
  love of green and beauty replaced with cold 
  hate and undying love for the Witch Queen. 
  The riders are her knights gallant and her 
  favored minions in her war on the sun, the 
  green, and all things that recoil from her 
  freezing fingers. They delight in perversion, 
  slaughter and the corruption of other fey. 
  It is their solemn duty to bring fresh souls 
  and candidates for transformation into cold 
  Frosty
  chiseler
  
  29
  (+4 natural, +6 Dex, +1 size)
  hp 39 (6d6+18)
  Fort +5, ref +11, Will +6
  immune cold
  Weakness fire vulnerability, sonic vulnerability
  OffENSE
  Spd 30 ft. 
  melee mwk light hammer +11 (1d4+1 plus 1d6 cold)
  melee mwk light hammer +9  (1d4+1 plus 1d6 
  cold) and 
  mwk carver’s chisel +9 (1d3+1/×3 plus 1d6 
  cold) and
  bristle-ice beard +3 (1d4+1 plus 1d6 cold)
  ranged icicle shard +10 (1d3+1 plus 1d6 cold)
  Special attacks bristle-ice beard, brittlebones 
  curse, frosty grasp
  Spell-Like abilities (CL 10th):
  3/day— disguise self, ice shape (as stone shape 
  but affects ice instead)
  1/day—mirror image, wall of ice
  TACTICS
  Before Combat A frosty chiseler casts mirror image.
  during Combat A frosty chiseler hurls icicle 
  shards and levels a brittlebones curse at 
  anyone who closes before moving in to chip 
  them to pieces with hammer and chisel.
  morale Most frosty chiselers are cowardly and 
  flee if reduced to 10 hp.
  STATISTICS
  Str 12, dex 22, Con 16, int 11, Wis 13, Cha 12
  Base atk +3; Grp +0 
  Feats Dodge, Two-Weapon fighting, Weapon 
  finesse
  Skills Balance +8, Bluff +7, Diplomacy +3, 
  Disguise +9 (+11 acting, +21 with disguise 
  self), Escape Artist +14, Hide +15, Intimidate 
  +3, Jump +8, Listen +6, Move Silently +13, 
  Spot +6, Tumble +13, Use Rope +6
  Languages Common, Sylvan
  SQ frostwalker
  Gear mwk carving hammer (light hammer) and 
  carving chisel (punching dagger)
  SPECIAL ABILITIES
  Bristle ice Beard (Su) A frosty chiseler’s razor-
  sharp ice-tined beard sprouts and juts 
  wildly from his face and is nearly as large 
  as he is. The vicious icy growth poses a 
  serious threat to anyone attacking the fey 
  in melee. An adjacent attacker must make 
  a DC 16 Reflex save or take 1d4 points of 
  slashing and 1d6 points of cold damage 
  when she lands a blow against the chiseler, 
  as his flailing oversized beard tears at her 
  and flash freezes her flesh. The chiseler can 
  break off sharp shards of his beard and hurl 
  them at distant foes. 
  Brittlebones Curse (Su) Once per day, a frosty 
  chiseler may target a foe within 30 feet 
  and mutter “skin like ice, bones like glass, 
  crack and snap and fractious smash!” The 
  target must make a DC 14 Will save or 
  be affected by a terrible curse that causes 
  her to turn as brittle at delicate crystalline 
  ice. If she takes more than a single move 
  action each round she takes 1d6 points 
  of damage and 1 point of Dexterity and 1 
  point of Strength damage as bits of her 
  break off and she begins to fall to pieces. 
  A DC 14 fortitude save halves the damage 
  and negates the ability damage but must 
  be made every round she exerts herself. In 
  addition she takes double damage from 
  bludgeoning and sonic attacks. The curse 
  lasts for one day, but can be lifted by a 
  remove curse or similar magic. 
  Frostwalker (Su) frosty chiselers take no 
  penalties to movement on ice, no matter 
  how slippery, and cannot be forced to make 
  Balance checks or Reflex saves to avoid 
  falling on icy terrain. They may Climb icy 
  surfaces as if under the effect of a spider 
  climb spell.
  Frosty Grasp (Su) A frosty chiseler’s natural 
  attacks, as well as any weapons he wields, deal 
  an additional 1d6 points of cold damage.
  ECOLOGY
  environment any cold
  organization solitary, pair, or work crew (2d8)
  treasure standard
  alignment always chaotic evil
  advancement 7–10 HD (Small)
  Level adjustment —
  Frosty chiselers were once master crafts-
  men and artisans of the fey. Either under 
  the perverted sway of the Witch 
  Queen or consigned to pro-
  longed exile from the ver-
  dant lands of their peo-
  ple, these artists found 
  themselves changed by a 
  creeping cold that spread 
  from their hearts to enve-
  lope their entire beings. 
  Now they are demented 
  perversions 
  who 
  delight only in evil 
  riders back to their queen’s court, and they 
  relish this charge.  
   Environment: The majority of the cold 
  riders roam the tundra of Irrisen, though 
  they are dispatched south during bouts of 
  cold weather and the deep winter months 
  to spread her malfeasance among the other 
  courts of fey. They steal the souls of men for 
  their queen and are always found in cold 
  environs and prefer snow-laden forests, 
  plains of frost, and frozen mountaintops. 
   Typical Physical Characteristics: Cold 
  Riders are terrifying armored majesties, 
  clad in sable cloaks of frost, a pair of almost 
  ridiculously large crystal-blue antlers 
  cresting their dread helms of ice and steel. 
  They stand anywhere from 7 to 9 feet tall 
  and their antlers easily add another 2 feet. 
  They weigh anywhere from 200 to 300 
  pounds. Their icy armor is as much a part 
  of them as their rotting stags’ hearts and 
  though the ice-steel garb appears unwieldy, 
  scuffing and scraping as they move, it does 
  not hinder them in the least. Their eyes 
  and the frosty vapors rising from their 
  powerful frames are their most fearsome 
  features. The paired mini-whirlwinds of 
  effervescent frost swirling in their visors 
  can chill the hearts of most stalwarts with 
  a frigid glance, and the vapor-fog floating 
  from them often takes the shape of their 
  former fair features, screaming in silent 
  agony and twisting into malformed wisps 
  in the rising wind.  
  Frosty Chiseler
  This twisted little gnome with white-blue skin 
  and a wild, red-tinged beard snarls and prances 
  madly about, clutching a hammer in one hand 
  and a bloody chisel in the other. A closer look 
  reveals its huge bushy beard is not made of 
  hair, but of living scintillating icicles as sharp 
  as dagger-points and frosted with blood-spray 
  from its last kill. The beard dances as madly as 
  he, wriggling like a nest of razored ice snakes 
  undulating to their own sinister rhythm. One of 
  the malingering degenerate’s eyes is significantly 
  larger than the other, pulsing and bloodshot, its 
  pupil lolling about like a ship in a storm. 
  Frosty Chiseler 
  Cr 4
  CE Small fey (cold)
  init +6; Senses darkvision 60 ft., low-light 
  vision; Listen +6, Spot +6
  DEfENSE
  aC 21, touch 17, flat-footed 15 
  
  30
  carnival of tears
  m o d u l e  e 1
  acts. They still pride themselves as artists 
  and craftsmen of unparalleled skill, but 
  now their favorite medium is a blend of ice 
  and mortal flesh rendered in frosty blood, 
  pulped entrails, and scooped-out eyes.  
   Environment: Frosty chiselers infest 
  the frozen hillsides on the outskirts of 
  humanoid settlements or any other frigid 
  locale where a steady stream of victims is 
  available (an abandoned trading post in a 
  well-traveled snowy mountain pass or a 
  frozen river bed or lake where unsuspecting 
  children frolic and skate the slick ice). A 
  host of chiselers serve the Witch Queen 
  in the still, blue recesses of her ice palace. 
  There, they craft wonders and horrors 
  beyond mortal comprehension out of 
  blocks of ice and captive humanoids. 
   Typical Physical Characteristics: Frosty 
  chiselers resemble deformed gnomes 
  with wildly enormous beards of a thou-
  sand jutting icicles. One of their eyes is 
  always larger than the other 
  and 
  peers from their head like a 
  child’s ball, riddled with 
  bloodshot tracery. The average chiseler 
  stands only three feet tall but weighs a hefty 
  100 pounds. 
  Dark Ice Fey
  A pale bluish tiny elfin creature, less than two feet 
  tall, scowls at you from beneath a dull gray cloak 
  dusted with light frost.
  dark ice Brownie  
  Cr 2
  NE tiny fey (cold)
  Tome of Horrors 30
  init +8; Senses low-light vision; Listen +8, Spot +8
  DEfENSE
  aC 20, touch 16, flat-footed 16
  (+4 Dex, +4 natural, +2 size)
  hp 7 (1d6+1); fast healing 3
  Fort +1, ref +6, Will +4
  immune cold; Sr 16
  Weakness fire vulnerability
  OffENSE
  Spd 20 ft.
  melee short sword +6 (1d4–1/19–20) and
  claw +1 (1d3–1)
  Space 2-1/2 ft.; reach 2-1/2 ft.
  Special attacks frigid touch, frosty grasp
  Spell-Like abilities (CL 7th):
  1/day—confusion (DC 17), continual flame, 
  dancing lights, dimension door, magic circle 
  against good, mirror image, ventriloquism 
  (DC 14)
  TACTICS
  Before Combat Evil pranksters, dark ice 
  brownies cast magic circle against good, 
  then try to distract opponents using their 
  remaining spell-like abilities.
  during Combat Dark ice brownies avoid close 
  combat, preferring to set-up, confuse, or divert 
  opponents into the clutches of more powerful 
  evil fey. If forced to fight, they bunch together 
  and attempt to mob single opponents.
  morale Dark ice brownies are cold-hearted 
  cowards and use dimension door to flee as 
  soon as they take damage.
  STATISTICS
  Str 9, dex 18, Con 13, int 14, Wis 14, Cha 16
  Base atk +0; Grp –8 
  Feats Improved Initiative, Weapon finesse
  Skills Bluff +7, Craft (leatherworking) +6, Craft 
  (metalworking) +6, Hide +16 (+21 forest), 
  Listen +8, Move Silently +8, Search +6, Spot +8 
  Languages Common, Halfling, Sylvan
  SQ frostwalker
  SPECIAL ABILITIES
  Frigid touch (Su): Once per day, a dark ice 
  brownie may make a touch attack against a 
  foe to deal 1d6 points of Dexterity damage.
  Frosty Grasp (Su): A frosty chiseler’s natural 
  attacks, as well as any weapons it wields, deal 
  an additional 1d6 points of cold damage.
  ECOLOGY
  environment any cold
  organization gang (2–4) or band (5–12)
  treasure no coins; 50% goods; 50% 
  items
  alignment always lawful evil
  advancement 1–3 HD (Tiny)
  Level adjustment —
  Under the influence of the cold 
  rider, the frigid clutch of winter’s 
  malice entered the hearts of 
  Syntira’s fey and transformed 
  them to ice. Now, empowered 
  by the cold hate of the Witch Queen, her 
  former companions are ready to exact a 
  brutal vengeance against the people of 
  Falcon’s Hollow.
  dark Ice Brownie
  
  31
  Creating a Dark Ice Creature
  “Dark ice creature” is an acquired template 
  that can be added to any fey without the fire 
  subtype (hereafter referred to as the base crea-
  ture). A dark ice creature uses all of the base 
  creature’s statistics except as noted here.
   Size and Type: The creature’s type is 
  unchanged, but it gains the cold subtype. 
  Its size is unchanged.
   AC: A dark ice creature’s natural armor 
  bonus improves by +4, as a layer of thick 
  permafrost toughens its now leathery skin 
  and coats its body with a thin but durable 
  shell of ice.
   Defensive Abilities: A dark ice creature 
  retains the base creature’s defensive abili-
  ties and gains the following.
   Fast Healing (Su): As long as a dark ice 
  creature is in contact with ice or snow it 
  heals 3 hit points per round.
   Immunity to Cold (Ex): A dark ice creature 
  is immune to cold.
   Weaknesses: A dark ice creature retains 
  the base creature’s weaknesses and gains 
  the following.
   Fire vulnerability (Ex) A dark ice creature 
  takes 1-1/2 times as much damage from fire.
   Attack: A dark ice creature grows jag-
  ged oversized icicle talons in place of 
  fingers, paws, or hooves, and it gains two 
  vicious claw attacks if it did not already 
  have them.
   Damage: Use the damage below or the 
  base creature’s claw damage, whichever 
  is better.
  Size 
   
  Claw damage 
  fine 
   
  1 
  Diminutive  
  1d2 
  Tiny 
   
  1d3
  Small 
   
  1d4
  Medium 
   
  1d6 
  Large 
   
  1d8
  Huge 
   
  2d6
  Gargantuan  
  3d6 
  Colossal 
   
  4d6 
   Special Attacks: A dark ice creature 
  retains the base creature’s special attacks 
  and gains the ones listed below:
   Frigid Touch (Su) Once per day, a dark ice 
  creature may make a touch attack against 
  a foe to deal 1d6 points of Dexterity dam-
  age by freezing its blood in its veins and 
  numbing its bones.
   Frosty Grasp (Su) A dark ice creature’s 
  natural attacks, as well as any weapons it 
  wields, deal an additional 1d6 points of 
  cold damage.
  Abilities: A dark ice creature’s ability 
  scores are modified as follows: Str +2, 
  Con +2. 
  Environment: Any cold.
  Challenge Rating: As base creature +1.
  Alignment: Always evil (any).
  Level Adjustment: —
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  System Reference Document. Copyright 2000. Wizards of the Coast, Inc; Authors 
  Jonathan Tweet, Monte Cook, Skip Williams, based on material by E. Gary Gygax 
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  Gamemastery module e1: Carnival of tears, Copyright 2007 Paizo Publishing, 
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  advanced Bestiary, Copyright 2004, Green Ronin Publishing, LLC; Author Mat-
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  32
  str
  defense
  hp 37
  aC 20
  touch 13, flat-footed 17
  Fort +5, ref +4, Will +0
  offense
  melee +1 longsword +9 (1d8+3/19–20)
  melee +1 longsword +7 (1d8+3/19–20) 
   +1 shortsword +6 (1d6+2/19–20)
  ranged mwk shortbow +9 (1d6/×3)
  skills
  Climb  
  +7
  Intimidate  
  +8
  Ride  
  +11
  Swim 
  +4
  feats
  Combat Expertise, Improved 
  Initiative, Power Attack, Two-
  Weapon Defense, Two-Weapon 
  fighting, Weapon focus 
  (longsword)
  Combat Gear alchemist’s fire (2), elixir of fire breath, potion of cure moderate wounds (2); other Gear backpack, +1 breastplate, +1 longsword, 
  mwk shortbow with 20 arrows, rations (6), silk rope, silver dagger, +1 shortsword, 157 gp
  Valeros
  Male huMan fighter 5
  align ng 
  Init +7 
  speed 20 ft.
  dex
  con
  int
  wis
  cha
  14
  16
  12
  13
  8
  10
  abilities
  str
  defense
  hp 19
  aC 15
  touch 13, flat-footed 13
  Fort +2, ref +3, Will +5
  offense
  melee quarterstaff +1 (1d6–1)
  ranged mwk dagger +5 (1d4–1/19–20)
  Spells Known (CL 5th +4 ranged touch):
  2nd (5/day)—invisibility, scorching ray
  1st (7/day)—burning hands (DC 16), 
  enlarge person, magic missile, shield
  0 (6/day)—acid splash, detect magic, light, 
  mage hand, prestidigitation, read magic
  skills
  Bluff  
  +11
  Concentration 
  +12
  Spellcraft 
  +8
  feats
  Dodge, Skill focus 
  (Concentration), Spell focus 
  (evocation)
  Combat Gear potion of cure moderate wounds, tanglefoot bag, wand of magic missile (CL 3rd, 25 charges); other Gear backpack, bracers of 
  armor +2, everburning torch, mwk dagger, quarterstaff, rations (4), ring of protection +1, 243 gp
  Seoni
  feMale huMan Sorcerer 5
  align ln 
  Init +2 
  speed 30 ft.
  dex
  con
  int
  wis
  cha
  8
  14
  12
  10
  13
  16
  abilities
  str
  defense
  hp 36
  aC 18
  touch 9, flat-footed 18
  Fort +7, ref +1, Will +10
  offense
  melee +1 scimitar +6 (1d6+2/18–20)
  ranged mwk lt crossbow +3 (1d8/19–20)
  Special attacks greater turning 1/day, turn 
  undead 4/day (+3, 2d6+6)
  Spells prepared (CL 5th, +2 ranged touch):
  3rd—prayer, remove curse, searing light*
  2nd—bull’s strength, heat metal* (DC 15), 
  lesser restoration, spiritual weapon
  1st—bless, command (DC 14), cure light 
  wounds*, remove fear, shield of faith
  0—detect magic (2), light (2), read magic 
  * domain spell (healing, sun)
  skills
  Concentration 
  +10
  Heal 
  +11
  Knowledge (religion) 
  +8
  feats
  Iron Will, Martial Weapon 
  Proficiency (scimitar), Weapon 
  focus (scimitar)
  Combat Gear holy water (3), wand of cure moderate wounds (15 charges); other Gear backpack, +1 chainmail, cloak of resistance +1, healer’s 
  kit, +1 heavy steel shield, mwk lt crossbow with 10 bolts, +1 scimitar, silver holy symbol (everburning torch), 96 gp
  Kyra
  feMale huMan cleric 5
  align ng 
  Init –1 
  speed 20 ft.
  dex
  con
  int
  wis
  cha
  13
  8
  14
  10
  16
  12
  abilities
  str
  defense
  hp 25
  aC 19
  touch 14, flat-footed 15
  Fort +3, ref +9, Will +3
  (+2 vs enchantment)
  defensive abilities evasion, 
  u ncanny dodge; immune sleep
  offense
  melee +1 rapier +8 (1d6+2/18–20)
  ranged dagger +7 (1d4+1/19–20)
  Special attacks sneak attack +3d6
  skills
  Combat Gear potion of cure moderate wounds, potion of invisibility, thunderstone; other Gear amulet of natural armor +1, backpack, cloak of 
  resistance +1, daggers (6), grappling hook, +1 rapier, silk rope, +1 studded leather armor, thieves tools, 131 gp
  Merisiel
  feMale elf rogue 5
  align cn 
  Init +4 
  speed 30 ft.
  dex
  con
  int
  wis
  cha
  12
  18
  12
  8
  13
  10
  abilities
  Climb 
  +6
  Disable Device 
  +7
  Hide 
  +10
  Jump 
  +8
  Listen 
  +7
  Move Silently 
  +10
  Open Lock 
  +8
  Search 
  +7
  Spot 
  +7
  Tumble 
  +14
  feats
  Dodge, Weapon finesse
  
  Carnie 
  Wagon
  Sword 
  Swallower
  Baby 
  in 
  a Jar
  Mainstage
  Fat Lady
  Carnie 
  Wagon
  Ringmaster’s 
  Wagon
  Main Dressing Room
  Sleeping 
  Tent
  Pinhead’s 
  Wagon
  One square = 5 feet
  N
  s
  w
  Carnie 
  Wagon
  Sword 
  Swallower
  Baby 
  in 
  a Jar
  Mainstage
  Fat Lady
  Carnie 
  Wagon
  Ringmaster’s 
  Wagon
  Main Dressing Room
  Sleeping 
  Tent
  Pinhead’s 
  Wagon
  One square = 5 feet
  N
  s
  w
  e
  One square = 5 feet
  Girls 
  Wagon
  CT7a
  CT7b
  CT7
  Private Tents
  N
  s
  w
  e
  One square = 5 feet
  Girls 
  Wagon
  CT7a
  CT7b
  CT7
  Private Tents
  N
  s
  w
  e
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  sssss
  w
  e
  w
  e
  ww
  e
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  One square = 5 feet
  
  GameMastery Module 
  E1: Carnival of Tears
  On the eve of a terrible winter, the carnival arrives in 
  Falcon’s Hollow, bringing with it one last chance 
  for fun before the long cold nights to come. But 
  when mirth turns to murderous mayhem, only 
  the heroes can stop the terror-ﬁ lled ride.
   Carnival of Tears is an event-based adventure 
  for 5th-level characters compatible with the 
  world’s most popular fantasy roleplaying game. 
  This adventure includes details on all of the 
  carnival’s many attractions, both playful and deadly, as 
  well as the shadowy assailants bent on slaughtering 
  the townsfolk. 
   This adventure is set in Falcon’s Hollow, a 
  small town nestled near the boughs of the 
  Darkmoon Vale. This area is also the site of 
  GameMastery Module D1: Crown of the Kobold 
  King, available online or from your favorite 
  local game store.
  paizo.com/gamemastery
  On the eve of a terrible winter, the carnival arrives in 
  Falcon’s Hollow, bringing with it one last chance 
  for fun before the long cold nights to come. But 
  world’s most popular fantasy roleplaying game. 
  carnival’s many attractions, both playful and deadly, as 
  well as the shadowy assailants bent on slaughtering 
  GameMastery Module 
  GameMastery Module 
  E1: Carnival of Tears
  IT’S ALL FUN AND GAMES UNTIL 
  SOMEONE LOSES HIS SOUL
  Printed in China
   PZO9506 
  US$12.99
  
SOURCE: textdata/thevault/Pathfinder/1st Edition/GameMastery/E1 - Carnival of Tears.pdf