TEXT: 1
  
  2
  Necromancer of
  Zhentil Keep
  ROZK01-01, ROZK01-02 & ROZK01-03 
  For three to five characters of levels 11 to 16
  Optimized for level 14
  
  3
  credits 
  Lead Designer: Jeremy Hochhalter
  Editing: Jaime Will, Emilie Gunderson 
  Cover Art:  S.A. Hadi
  Interior Art: Wizards of the Coast, S.A. Hadi, Tamara Thrift, 
  Daniele Ariuolo, sky1991 / Adobe Stock, ratpack223 / Adobe 
  Stock, Alx / Adobe Stock, Joachim / Adobe Stock, designer_an 
  / Adobe Stock, Tonis Pan / Adobe Stock, Juulijs / Adobe Stock, 
  grandfailure / Adobe Stock, Arsgera / Adobe Stock
  Cartography: Jeremy Hochhalter, Derek Ruiz 
  Additional Cartography Assets: Benwax. Bogie, Dave Dowd, 
  Jgovemale, Kepli, Melisere, Neyjour, Raven Starhawke, robert 
  / Adobe Stock, Supercaptain
  Fonts: Landsdowne, Scriptina, Spiderfingers
  D&D Adventurers League Guildmaster: 
  Chris Lindsay
  D&D Adventurers League Wizards Team: Adam Lee, Bill 
  Benham, Chris Lindsay, Matt Sernett, Mike Mearls
  D&D Adventurers League Administrators: Alan Patrick, 
  Amy Lynn Dzura, Claire Hoffman, Greg Marks, Lysa Chen, 
  Travis Woodall
  On the Cover
  The armies of the Moonsea face the 
  undead horde of the mysterious necro-
  mancer at the Zhentil Spire.  A massive 
  nature elemental, raised through power-
  ful and forbidden magic, wades through 
  the turmoil, a mighty ally to the living.
  A Word of Thanks
  The Necromancer of Zhentil Keep was my first Convention 
  Created Content series, and it was a blast to make.  Even 
  more gratifying have been the comments I’ve received from 
  many players and DMs that have had the chance to play it at 
  a convention, game store, or even at home.  I would like to 
  thank all of them for giving the trilogy a chance, for giving 
  me the opportunity to present you with a story that I only 
  ever hoped would entertain you along the way.
   
  I would also like to say thank you to the Adventurers 
  League administrators, without which, we wouldn’t have the 
  opportunity to share these stories.  Thanks to Robert Adduc-
  ci, who gave me the opportunity in the first place.  Thanks to 
  Bill Benham and Alan Patrick, who were always there with 
  the answers.
   
  Thank you to the play testers, and those who gave feed-
  back after they had the chance to play the modules.  Hopeful-
  ly you all had fun, and this hardcover is the culmination of all 
  of your thoughts on the original modules!
   
  And last, but not least, thank you to you, who now hold 
  this book in your hands!  I hope you and your gaming group 
  spend many hours having a laugh, defying death, and (hope-
  fully) overcoming the forces that hurl themselves against 
  you!
  DUNGEONS & DRAGONS, D&D, Wizards of the Coast, Forgotten Realms, the dragon ampersand, Player’s Handbook, Monster Manual, Dungeon Master’s Guide, 
  D&D Adventurers League, all other Wizards of the Coast product names, and their respective logos are trademarks of Wizards of the Coast in the USA and other 
  countries. All characters and their distinctive likenesses are property of Wizards of the Coast. This material is protected under the copyright laws of the United 
  States of America. Any reproduction or unauthorized use of the material or artwork contained herein is prohibited without the express written permission of 
  Wizards of the Coast.
  ©2019 Wizards of the Coast LLC, PO Box 707, Renton, WA 98057-0707, USA. Manufactured by Hasbro SA, Rue Emile-Boéchat 31, 2800 Delémont, CH. Repre-
  sented by Hasbro Europe, 4 The Square, Stockley Park, Uxbridge, Middlesex, UB11 1ET, UK.
  Playtesters: Anna Broskie, Brian Perry, Bryan Gillispie, 
  Cheryl Pierce, Emilie Gunderson, Eric Schubert, 
  James Endicott, Joel Marsh, John Wilcox, Josh Nordstrom, 
  Karl Elges, Lawrence Beals, Lindsay Brookshier, 
  Melissa Schubert, Saskya Campana, Steven Hill
  
  4
  contents
  Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
  Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  . . . . . 5
  Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
  Binder’s Torment
  Part 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
  Part 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
  Part 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
  Part 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
  Part 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
  Zhentarim’s Lament
  Part 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
  Part 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
  Part 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
  Part 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
  Part 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
  Necromancer’s Ascent
  Part 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
  Part 2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41
  Part 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44
  Part 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
  Part 5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
  Appendix: Dramatis Personae . . . . . . . . . . . . . . . . . . .50
  Appendix: Monsters & NPCs . . . . . . . . . . . . . . . . . . . . . 51
  Appendix: Zhentil Spire Encounters . . . . . . . . . . 61
  Appendix: Story Awards . . . . . . . . . . . . . . . . . . . . . . . . . 71
  Appendix: Adventurers League Rewards . . . . 72
  Appendix: Dungeon Master Tips . . . . . . . . . . . . . . . . 73
  Appendix: Player Handouts . . . . . . . . . . . . . . . . . . . . .74
  Appendix: Map of Zhentil Keep . . . . . . . . . . . . . . . . 78
  Campaign Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
  
  5
  5
  Necromancer of Zhentil Keep
  Introduction
  The Necromancer of Zhentil Keep was originally published as 
  a trilogy for the Community-Created Content Adventurers 
  League program.  Here, it is presented for the first time as a 
  single campaign.
   
  The adventure takes place around the Moonsea region of 
  Faerûn, part of the Forgotten Realms setting.  A frontier area 
  in northern Faerûn, the shores of the sea itself foster several 
  city states which offer no allegiance to one another.  Necro-
  mancer of Zhentil Keep mostly happens on the northwestern 
  coast of the Moonsea, between the city of Phlan, and the ruins 
  of Zhentil Keep.
   
  Character Advancement.  If you are playing this ad-
  venture as an Adventurers League game, you should use the 
  Adventurers League Check Point system for experience and 
  treasure.  Please refer to the current Adventurers League 
  rules for guidance.  Rewards given during the time of this 
  book’s printing will be listed in the Appendix.
  Background
  Phlan
  The city of Phlan has seen its share of ups and downs.  A year 
  ago, the city was under the harsh talons of the green drag-
  on, Vorgansharax, known as the Maimed Virulence.  Heroes 
  rose up, and along with the armies of the factions around the 
  Moonsea, defeated the Cult of the Dragon and slew Vorgan-
  sharax.
   
  The last year has been a rough one, but not without its 
  boons.  In celebration of the fall of the Maimed Virulence, and 
  the ongoing rebuilding of Phlan, the first annual Relcamation 
  Day festival is being hosted, and the town is bustling with the 
  excitement of citizens and tourists alike.
  Zhentil Keep
  West from Phlan lie the ruins of Zhentil Keep, founding city 
  of the Zhentarim.  The faction no longer calls the fallen city 
  home, their base of operations now being Darkhold, near 
  the Sunset Mountains in the Western Heartlands.  Hundreds 
  of years ago, the city was a thriving, if socially downtrod-
  den metropolis.  Its leaders were often mages of incredible 
  power, and many of those mages managed to overcome the 
  limitations of a lifespan to continue their magical research.  
  As liches, they lived under the city and helped to govern as 
  best they could while they toiled away in their laboratories.  
  Time ravages all things, however, and the minds of the liches 
  faded into madness.  The Night Plague was a time of terror 
  for the citizens of Zhentil Keep, as the liches walked the night, 
  kidnapping and murdering randomly.  The liches were finally 
  driven deep under the city and bound there.  Legend tells that 
  there they would remain as long as a Lord of the Zhentarim 
  still resided in Zhentil Keep.  Those days have long since past.   
  Zhentil Keep was destroyed by the Shadovar after the Zhen-
  tarim were found to be in league with phaerimm, foul crea-
  tures  from the Underdark.  
   
  Decades have passed, yet no effort has been made by the 
  Zhentarim to raise the city once again.  That does not mean 
  it has been abandoned, however, and a mercenary force of 
  ex-Zhentarim and others searching for wealth and power have 
  taken up residence in the southern ruins of the city.  Calling 
  themselves the Ebon Tide, they have become an ever growing 
  scourge of the Moonsea.  If the bandits haven’t kept trespass-
  ers at bay, the rumors of powerful undead roaming the ruins 
  of the Keep have succeeded in doing so.  Those brave enough 
  to go looking in the ruins for fortune and fame have seldom 
  returned.
  The Waypoint Bindery
  Between Phlan and the ruins of Zhentil Keep sit the remains 
  of a warehouse district, abandoned due to its proximity to the 
  Keep.  Krenez, a dragonborn minstrel and Harper, has found-
  ed a bindery in one of the warehouses, which also functions 
  as a waypoint for Harper activities in the area.  Other factions 
  have approached him as well, and he has brokered a deal 
  which allows the Bindery to be a haven for all faction mem-
  bers.  All the factions have a representative or contact that re-
  sides at the Waypoint, which faction-aligned adventurers may 
  call upon in times of need, or to simply pass along a message 
  to another faction member.
  Marzellus Marshward
  Many, many years ago, the celestial deva, Mykiel, strode the 
  world of Toril.  In the guise of a mortal, he fought and drank 
  alongside many an adventurer.  It was one of these fellow 
  adventurers, a human woman Gwynneth Utlin, that captured 
  the angel’s heart, and he became her lover and eventually her 
  husband.  But all things come to an end, and so it was that 
  Mykiel was called home to Mount Celestia.  He never knew 
  that Gwynneth was with child.
   
  Marzellus Utlin was born on a beautiful spring day, an 
  abnormal number of birds singing from the trees around the 
  village, and winds that made the trees dance and sway in the 
  most wonderful of ways.  Some years passed, and Gwynneth 
  married again, her first husband thought long dead.  Timony 
  Marshward was an old flame of Gwynneth’s, and his rank in 
  the Zhentarim guaranteed them income and a home.  Timony 
  gave his name to young Marzellus, who grew up believing the 
  Zhentarim officer was his father.
   
  As Marzellus grew older, he followed in Timony’s foot-
  steps joining the ranks of the Zhentarim.  Then the Other 
  began whispering in young Marzellus’ mind, telling him that 
  Timony was not his father, that he was of a bloodline far more 
  important than that of a mortal soldier.  Indeed, the Other re-
  vealed to Marzellus that the boy was of Celestial descent…and 
  the Other was his true father.  This is why magic was second 
  nature to Marzellus, who was learning more and more each 
  day about the ways of wizardry.
   
  When Marzellus was too old to be considered a child, yet 
  young enough to not quite yet be counted as a man, the Other 
  answered questions that he had been asking for years.  The 
  Other was not able to be physically present because he was, 
  in fact, a prisoner, cast down and beaten by the devas of Ce-
  lestia.  Where he was once the most beautiful and treasured 
  son of Mount Celestia, now he had been betrayed by those he 
  loved most.  If only the Other had someone he could rely on.  
  Someone that could stand against the devas of Celestia and 
  free him of his diabolical chains.
   
  So it was that Marzellus Marshward came to under-
  stand the destiny that was laid out before 
  
  6
  6
  Necromancer of Zhentil Keep
  him.  The Zhentarim that had welcomed him were but a useful 
  tool to gain the position and power he would need to gather 
  forces to his side.  Forces that could beat down the gates of 
  Mount Celestia and help him free his father.
   
  When the adventurers meet Marzellus, he appears as a 
  friend who seeks to help protect the Moonsea from terrible 
  forces that even now are creeping out of the ruins of Zhentil 
  Keep.  While he is careful to never tell a lie, and it is his mis-
  sion from the Zhentarim to do these things, Marzellus, now 
  a necromancer of no small potential, will gather to himself 
  objects of fantastic power, and raise up a grand Spire in the 
  heart of the old Zhentil Keep.  It is here that he shall break 
  through to Celestia.  And with a horde of undead the size of 
  the Moonsea, he shall overcome those powers that stand 
  between him and his father.
  Overview
  During the festival of Reclamation Day in the coastal city of 
  Phlan, a terrible necromantic attack transforms many citizens 
  into ravenous undead.  After the poor creatures have been 
  dealt with, a mysterious bookmonger points the adventur-
  ers to what appears to be an abandoned warehouse district 
  between Phlan and the ruins of Zhentil Keep.  Once there, a 
  dragonborn bard, Krenez, reveals that the attack on Phlan was 
  not an isolated incident, with several other similar events tak-
  ing place in cities across the Moonsea, perhaps even beyond 
  if rumors are true.  Krenez, supported by several factions 
  and governments around the region, means to move against 
  a group of bandits and pirates known as the Ebon Tide, who 
  have been linked to the attacks.  The characters are sent to 
  the ruins of Zhentil Keep to parlay with the leader of the Ebon 
  Tide, a warlord known as the Blackwind, or to defeat him if 
  necessary.
   
  After the Blackwind’s forces have been neutralized, by 
  force or by treaty, a Zhentarim officer reveals himself, along 
  with a small army of soldiers.  They are scouring the ruins 
  of the city and beyond, searching for objects of power which 
  may be the secret to controlling the ominous undead that are 
  rumored to be reaching out from the crumbling ruins.  Since 
  the Ebon Tide is no longer suspect in the necromantic attacks, 
  the Zhentarim believe the liches that were once imprisoned 
  below the Keep may be to blame.  Marzellus Marshward 
  guides the adventurers to find the objects that may put an end 
  to the attacks.  Travelling through the ruins and across the 
  open sea, the characters encounter both friends and fiends, 
  acquiring the items they have been sent to retrieve.  Deliver-
  ing them to Marzellus, the Zhentarim reveals his true colors, 
  however, and using the power of the objects, raises a terrible 
  spire of black in the center of the northern Keep.
   
  The forces of the Moonsea, factions, governments, and 
  perhaps even the Ebon Tide, join together to stamp down 
  the efforts of Marzellus Marshward, now revealed to be the 
  mastermind behind the attacks around the region.  Between 
  them and the newly minted Spire of Zhentil Keep stands an 
  army of undead the region has not seen since the days of  
  Aesperus, a lich king of considerable power that once held 
  dominion over the city of Thentia.  The adventurers are cho-
  sen as a group that will attempt to enter the Spire, seeking 
  out the necromancer and putting an end to 
  his plots.  That will be easier said than done, however, as the 
  interior of the Spire is an ever-changing nightmare sum-
  moned from the mind of a mad man.  Somewhere within the 
  Spire, that mad man works foul magic with plans unknown to 
  the heroes or those who battle the undead army outside.  If he 
  succeeds, he shall bring war to two planes, and uncountable 
  innocents will perish.
  Running the Adventure
  To run this adventure, you need the D&D 5th edition core 
  rulebooks, including the Player’s Handbook, the Dungeon Mas-
  ter’s Guide, and the Monster Manual.
   
  The Monster Manual contains the stat blocks for many 
  of the creatures found in this adventure.  Those that do not 
  appear in the Monster Manual are included in Appendix. Mon-
  sters & NPCs.  If a creature or person’s name appears in bold 
  type, it is a visual cue for you to find the affiliated stat block in 
  the Monster Manual, unless the text instead refers you to the 
  monster appendix in this book.
   
  Spells and equipment in this adventure are described 
  in the Player’s Handbook.  Magic items are described in the 
  Dungeon Master’s Guide, though flavor descriptions may be 
  included in this book.
  Rewards
  For encounters with combat, award standard experience 
  points for defeated foes.  Award the same experience for 
  encounters overcome with quick and creative thinking, as not 
  all groups will solve problems with combat.  Non-combat en-
  counters have experience points provided with their entries.
  Adventure Hooks
  Any of the following hooks may justify the party’s presence in 
  Phlan during the start of the adventure.
  Reclamation Day
  The city’s freedom from the Maimed Virulence is a big deal, 
  and people have traveled from distant lands to partake in the 
  first annual Reclamation Day festival.
  Against the Ebon Tide
  Rumors of bandits and pirates running rampant across the 
  Moonsea region have spread far and wide, luring bounty 
  hunters and adventurers to the area seeking fame and fortune 
  by putting an end to the Ebon Tide’s antics.
  Faction Requests
  While the city of Phlan is free from Vorgansharax and the Cult 
  of the Dragon, things are never truly at peace in much of the 
  Moonsea region.  Faction requests for their agents to attend 
  the festival, and keep an eye out for odd occurrences, would 
  be a viable reason for a character to be in the city.  As the ad-
  venture progresses, characters who are affiliated with certain 
  factions may receive additional information and quests.
  Text meant to be read aloud or paraphrased will appear in 
  a box like this one.  This text is suggested, but you are em-
  powered as the Dungeon Master to change it as you see fit!
  
  7
  Binder’s Torment
  Episode 1
  
  8
  8
  Binder’s Torment
  Part 1. Reclamation Day
  The adventure begins with the group walking the crowded 
  streets of Phlan.  They may take part in one or more of the 
  competitions occurring in the city, leading up to the final 
  event of the day, the Great Race.
  1. A Day of Festivities
  The day is bright and warm, only a few whispy clouds visible 
  in the blue sky.  Crowds bustle in the streets of Phlan, every-
  one trying to see as much of the festival as they can.  Citizens 
  of the Moonsea region rub elbows with exotic foreigners, and 
  merchants from across Faerun hawk their wares as various 
  games of skill and fun take place.
   
  These games and competitions are meant to be short 
  roleplaying opportunities, with ability checks determining the 
  outcome if necessary.
  General Features
   
  Terrain.  The cobbled streets of Phlan are mostly re-
  paired since the fall of the Maimed Virulence.  However, some 
  areas of the city are still under construction, and the throngs 
  of people make moving quickly through the city difficult.
   
  Light.  The clear sky makes for bright light across the city.
   
  Sound.  Shrieks of joy and laughter from children and 
  adults alike fill the air.  Good-hearted shouts encourage those 
  taking part in competitions, and raucous insults spill out from 
  those taking part in the Sharpest Barb contest.
   
  Smell.  Pleasant scents of foods and flowers mix with 
  the odors of people (washed and unwashed) as they mingle 
  throughout the city.
  The billboard reveals sponsored events going on throughout 
  the city during Reclamation Day.  Many events have prizes 
  donated by sponsors, as seen below.  Allow the characters 
  to take part in as many of the events as time allows, ideally 
  one each, but also keep the game moving for all the players.  
  (Player Handout 1.)
  The Sharpest Barb
  An insult contest being sponsored by the Laughing Goblin 
  tavern.  The grand prize winner receives a free beer (no, no 
  wine you flower-sniffing cream puff!) every day for one year, 
  and a trophy made from one of the Maimed Virulence’s teeth.  
  Participants make Intimidate (CHA) or Performance (CHA) 
  checks against one another.  Each may make three insults, 
  with the highest check winning.  Whomever has the best 
  winning insults at the end takes home the prize.  If only one 
  player is participating, they go up against Flarg Toegnasher, 
  a half-orc with an amazing wit.  The DM rolls for Flarg, who 
  has a +5 bonus to his rolls.  
   
  Alternatively, the DM may judge insults between players 
  without an ability check.  Players not participating could 
  judge insults as well.
  Tug-O-War
  A team-based event, where the winning group receives free 
  armor mending for the next six months by Brice Vang.  Com-
  peting teams make three group Athletics (STR) checks against 
  the DM’s roll.  The highest rolling team pulls the lowest rolling 
  team forward one spot.  A team must pull their opponent 
  forward three spots in order to win.  If a team that has been 
  pulled forward wins a subsequent round, they pull their 
  opponent forward, and move back one spot as well.  A roll 
  of 1 by a team means they lose their balance and are pulled 
  forward two spots.
  Jousting
  A three-round mounted combat skill competition, sponsored 
  by Alero the Smithy.  Participants attempt to catch rings on 
  their lance, with varying degrees of difficulty.    Three sets of 
  four rings, differing in width from palm size to the size of a 
  coin, are placed along a track where contestants ride their 
  horses, or a horse supplied for them for the competition.  
  Each round, have the player make three attack rolls (one for 
  each set of rings) to determine the number of points they 
  accrue.
   
  Attack Roll  
  Points
   
  10 & below  
  0
   
  11-14 
   
  1
   
  15-17 
   
  2
   
  18-20 
   
  3
   
  20 & above  
  4
  The highest NPC scores 24 points.  A player that beats that 
  score wins.  If multiple players participate, the highest scoring 
  player wins.  The prize for the competition is a voucher worth 
  100 gp at Alero’s, where they can buy or repair weapons.
  Bullseye
  Archery and ranged attack contest sponsored by House Jan-
  narsk.  The winner receives a voucher that can be redeemed 
  at the House Jannarsk merchant compound for 100 gp worth 
  of goods (common goods available from the Player’s Hand-
  book).  Enchanted bullseye targets float around in a random 
  pattern through a small structure made of hay bails.  Partici-
  pants get three shots, with the highest score winning.  If only 
  one player participates, then an NPC has a high score of 8, 
  which the player must beat to win.
   
  Attack Roll  
  Points
   
  10 & below  
  0
   
  11-14 
   
  1
   
  15-17 
   
  2
   
  18-20 
   
  3
   
  20 & above  
  4
  The air thrums with excitement as you move through the 
  crowded streets of Phlan.  Children shriek with delight as 
  magicians make fantastic creatures appear in the air, and 
  crowds cheer at those taking part in feats of strength and 
  cunning.  Ahead you see a large billboard covered in bright-
  ly colored papers announcing the day’s events.
  
  9
  9
  Binder’s Torment
  The winner eats free for one year at the Cracked Crown Inn, 
  the contest’s sponsor.
  Basilisk Dog Eating Contest
  This is a competition of fortitude; basilisk dogs do not taste 
  like chicken.  They are revolting, and whoever can eat the 
  most in 5 rounds will be declared the Basilisk Dog King!  
  Players participating in the contest start the first round with a 
  Constitution saving throw, DC 13.  For each subsequent round, 
  if they do not fail, the challenge increases in difficulty.
   
   
  Round  
  Die Roll 
  DC
   
   
  2 
   
  Normal  
  15
   
   
  3 
   
  Normal  
  17
   
   
  4 
   
  Disadvantage 
  17
   
   
  5 
   
  Disadvantage 
  19
   
  On a saving throw resulting in a 1 or lower, the competi-
  tor is turned to stone for 1d4 rounds.
   
  The DM should roll as well, to determine if any NPCs can 
  keep up with the players involved.  One roll for a group of 
  NPCs is fine, just describe some of the participants getting 
  sick and being disqualified, or giving up after the first or sec-
  ond round, as those of lower fortitude are weaned out.  If all 
  but one character fail before the final round, the last character 
  standing wins.
   
  Nat Wyler’s Bell is sponsoring the event, and gives the 
  winner a voucher to stay at the inn for one month, free of 
  charge.
  Nothing Here Looks Fun
  The characters do not need to participate in any of the events.  
  If they so choose, they can even explain another event or 
  activity they do partake in, such as playing music for tips, 
  spreading the word of their deity by providing spell services 
  or labor to those who need it, or hosting their own vendor 
  booth, selling their wares.
  Rewards
  A character who participates in one of the day’s competitions 
  or roleplays their own activities during the festivity, is granted 
  500 experience points.
  Small Batch Brew
  For the brewers of ale, wine, or mead, the winner of this con-
  test gets their brew put on tap at the Velvet Doublet festhall 
  for one month, and receives fifty percent of sales over that 
  time.  The brewer will have made their concoction in ad-
  vance, and will supply the judges with a few bottles to sam-
  ple.  Competitors describe the brew they created, then roll a 
  Wisdom check.  If they are proficient with a brewer’s kit, they 
  may add their proficiency bonus.  A roll of 18 or better means 
  their brew made it into the finals, when they should roll their 
  Wisdom check one more time.  The DM should roll a d20 and 
  compare it to the player’s rolls.  Whomever scores the highest 
  wins the competition, gaining 250 gp in one month’s time.
   
  Some players may have received the Brewer’s Guild 
  Membership certificate from playing a previous Adventurers 
  League module.  If so, they may add a +3 modifier to their 
  check for this competition.
  The Grand Illusion Contest
  Part illusion show, part story telling, this contest is for spell 
  casters who have a flair for the dramatic.  Participants con-
  jure illusions and tell a tale to go along with it.  The DM may 
  choose who wins, if the player describes the visual aspect and 
  tells their tale.  Or a Performance (CHA) check can be rolled 
  to determine the outcome.  Sponsored by Denlor’s Tower, the 
  winner receives spell scrolls equivalent to 4 levels of wizard 
  spells (four 1st level, two 2nd level, one 4th level, etc).
  Granny Smythe’s Pie Baking Contest
  Have the player describe the type of pie they are making. 
  A character may make either a Performance (Charisma) or 
  Cook’s Utensils check to see how their pie stacks up.  If they 
  are trained in both, they may double their proficiency bo-
  nus.  If the pie seems out of the ordinary and delicious, they 
  may roll a Performance (Charisma) check at advantage.  If 
  the pie sounds revolting (rat tail pie, for example), the player 
  rolls their Performance check at disadvantage.  A roll over 18 
  means they beat the other bakers.  If more than one player is 
  partaking, and both roll over 18, have a follow-up roll deter-
  mine who wins, with the highest roll taking home the glory.  
  
   
  As the first person moves into the fog, near where the 
  costumed dragon was last seen, read or paraphrase the fol-
  lowing.
  The fog provides cover from the sunlight to those undead that 
  are within it.  The skeletons and the vampire spawn lash out 
  at their former friends and fellow citizens.  If the PCs are in 
  the fog, the remaining undead will focus on them, their life 
  energies drawing them.  If the PCs do not enter the fog, all of 
  the undead will attack the remaining commoners and guards.  
  If no help comes, the undead kill four commoners and one 
  guard each round until they are all dead, after which the 
  fog dissipates and the undead move out into the crowds, or 
  into a nearby indoor business (as is the case for the vampire 
  spawn). 
   
  Effects such as gust of wind can move the fog in the spell’s 
  area of effect, though dispel magic does not affect it.  Crea-
  tures in the fog are affected by gust of wind as usual, even if 
  the caster cannot see them.  The vampire spawn will attempt 
  to move into the fog if it is exposed, or into the nearest build-
  ing that it can enter (such as a building, or even the well).
   
  Movement through the area may prove difficult.  During 
  a turn where a PC moves, have them make a DC 12 Dexterity 
  saving throw.  Those with a passive Perception of 14 or higher 
  may roll with advantage.  On a failed save, the PC moves only 
  half their movement, then trips on an uprooted cobblestone 
  and falls prone.
   
  After the battle, a small group of witnesses gather around 
  a pendant hanging from a staff driven into the ground near 
  the center of the small square.  The pendant is made of black 
  rock, and carved in the likeness of a cresting wave.  Many 
  curses can be heard from the crowd, as people lay blame for 
  the strange attack on the Ebon Tide.
  Rewards
  If the adventurers are able to save at least half of the people 
  in the area, they gain 1500 experience points.  Grant them 
  an extra 100 experience points per person saved over half.  
  They also gain the Heroes of Reclamation Day story award.  
  However, if over half or all of the commoners and guards 
  die, and a character did not enter the mist or was otherwise 
  cowardly, that character gains the Yellow-Bellied Cowards! 
  story award.
  2. Something is in the Fog!
  When the characters are finished participating in the com-
  petitions, they find themselves in the crowd, watching the 
  oncoming Reclamation Parade.
  General Features
   
  Terrain.  The street in this area of Phlan is broken and 
  uneven.  Characters moving through it in the fog may trip on 
  unseen obstacles (see below).  Small food shops and a flower 
  vendor have set up in the square, and a bonfire roasts a boar.  
  Three long tables have been set up for dining in the plaza.
   
  Light.  A heavy grey fog fills the area, reaching up 30 
  feet into the sky.  Sunlight is heavily obscured, and vision is 
  reduced to 5 to 10 feet in much of the area.  Shadowy figures 
  can be seen as the group moves through the fog.
   
  Sound.  Shouts and cries of, “Where are you? I can’t see 
  you!” are suddenly replaced with screams of terror and pain.  
  “There’s something in the fog!” and “It’s biting me, help me!!  
  AAAAAAAAGH!” pierce through the fog until it dissipates.
   
  Smell.  A scent of rot hangs heavily in the fog, and lingers 
  for several minutes after it disappears.
  Nineteen commoners and four guards were in the fog, but 
  were unaffected by its magic.  Several other citizens and two 
  guards were not so lucky.  They were transformed into the 
  following undead, which begin lashing out at the living three 
  rounds after the fog appears: Five skeletons, a vampire 
  spawn, a wraith (the costumed dragon), and two wights 
  (former guards). 
  Adjusting the Encounter
  These adjustments are not cumulative, and do not alter the 
  number of commoners and guards in the fog.
  • Very Weak: Remove the vampire spawn.
  • Weak: Remove one wight.
  • Strong: Add two wights.
  • Very Strong: Add one wraith.
  Laughter and good-hearted jibes fill the air as you watch 
  the Reclamation Parade.  Passing by in the street is a gaggle 
  of children dressed in fake armor and robes done up dra-
  matically to appear as if they were wizards.  Several of them 
  carry poles, on top of which are wooden puppets of knights 
  riding griffons.  The children wielding these poles cause the 
  griffons to swoop in toward a green dragon.  Though the 
  dragon is obviously made of fabric and is worn as a cos-
  tume, great care was taken to make it realistic looking.  The 
  actor within the costume growls menacingly, and emits a 
  cloud of illusionary gas from the mouth of the dragon.  The 
  children shriek and giggle in surprise, but then press their 
  attack again, pushing the dragon ever onward along the 
  parade route.
   
  The crowd lining the street cheers as the likeness of 
  the Maimed Virulence grows ever closer to defeat, and the 
  parade moves into a small square beyond, where vendors 
  and festivity-goers alike pause to cheer on the child army.
   
  As the dragon enters the square, a dark fog seems to 
  appear from nowhere, then expands quickly to consume the 
  square and those in it.  The dragon and the first few chil-
  dren disappear, and those within the fog begin to scream.
   
  As the Reclamation Parade is suddenly interrupted by 
  the swelling fog, screams of those within the fog are heard.  
  The children that were at the edge of the square dash back 
  out of the fog into the crush of the waiting crowd.  The actor 
  dressed as the dragon does not reappear.
  Through the gloom of the fog, cries of terror ring out.  Up 
  ahead, you notice the dragon standing just within the ob-
  scuring mist, swaying slightly as if dazed.  It turns toward 
  you, and you see wisps of black smoke leaking from its 
  seams.  With a ghastly roar, it leaps towards you!
  Binder’s Torment
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  Rumors & Information
  Asking around Phlan, a DC 15 Investigation check will reveal 
  the following about the bindery.
  • A dragonborn bard took up residence in an abandoned 
  warehouse district a few miles from Zhentil Keep.
  • While the area around Zhentil Keep is dangerous, the bard 
  and his workers have managed to stay below the Ebon 
  Tide’s notice.
  • It is rumored that some magic guards the bindery, though 
  what that magic is, no one can say for certain.
  • Stay away from the northern ruins of Zhentil Keep.  While 
  the Ebon Tide may have claimed the south ruins, the 
  undead still dominate what is left of the city north of the 
  River Tesh.
  3. Bardic Inspiration
  In the chaos that follows the battle with the undead, a bent 
  and aged chapbook merchant waddles up to the group of ad-
  venturers and presses a well worn copy of “Bardic Inspiration 
  : Tales of a Band of Minstrels” into the hand of one of the PCs.  
  He winks and says in a voice younger than one would expect, 
  “You’ve earned this.”  Then he is gone, vanished as though he 
  was never there.
   
  If the group failed to save at least half the citizens, the 
  merchant still passes the book along to them, but says instead, 
  “You lot could have done better out there…but there’s hope 
  for you yet!”  He then winks and disappears.
   
  The book, written and published by  Verthisathurgiesh 
  Krenez, is bound in simple brown leather, the title and author 
  stamped onto the cover.  When opened, a glyph on the front 
  inner cover activates, playing a song.  Those who are musically 
  inclined may recognize the sound of a bone flute.  On a DC 12 
  History check, a character has heard the tune before, possi-
  bly even performed by Krenez, whose wanderings took him 
  far and wide.  When the cover is closed, the song ends, and 
  restarts if the book is opened again.  Once the song ends, it 
  will start again after a few moments, blessing the reader with 
  an ongoing soundtrack.  Characters who make a DC 12 History 
  check know that dragonborn write their clan name before 
  their given name, so the author goes by Krenez.  Dragonborn 
  characters succeed automatically on this check.  PCs who are 
  members of the Harpers feel their harp pins vibrate slightly in 
  time with the music.  On a DC 12 Perception check, a Harper 
  notices the faction’s symbol worked intricately into the glyph 
  on the inside cover.
   
  While the story of Krenez and his band of bards is both 
  comedic (there are many antics described by the bard about 
  his troupe of minstrels and their attempts to make it big in 
  show business) and tragic (the dragonborn carried the corps-
  es of two of his band members hundreds of miles through 
  the wilderness, back to Waterdeep, where it was too late to 
  return their souls to their bodies), it is on newly added pages, 
  stitched into the center of the book, that the adventurers will 
  find the clue that leads them on.  On parchment much fresher, 
  a note has been scrawled in a languid handwriting.
   
  The following page has a decent map of the Moonsea re-
  gion, with all major and minor towns marked.  Next to a sym-
  bol of a book that is marked east of the ruins of Zhentil Keep, 
  a phrase is written in Draconic and phonetically in Common, 
  “Shaan Zu’u.”  Those who understand draconic may translate 
  it to roughly mean, “Inspire Me.” 
  “Receiving this book, you have made some great show of 
  strength or aptitude.  We need more of that.  Please visit 
  me at my bindery, near the coast east of the ruins of Zhentil 
  Keep.  We have much to discuss.  –K”
  
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  Binder’s Torment
  itself, should a quick retreat be necessary.
   
  Light.  Dim but well placed covered lamps light the inside 
  of the building.  
   
  Sound.  The bustle of a workplace pervades the building, 
  as well as hushed but jovial speech between co-workers of the 
  bindery.
   
  Smell.  Parchment and ink, the cold iron smell of the 
  printing presses.  
  While Krenez had no forewarning of the adventurers’ arrival, 
  they are not the first group to have been given such a book.  
  They must only show him the copy of Bardic Inspiration to 
  confirm that they were invited to meet him.  Once they do so, 
  he visibly relaxes and invites them inside.   
   
  There are seven workers currently bustling around 
  the bindery.  While they nod at the adventurers and smile, 
  perceptive PCs will note that each one is armed, and has the 
  look of an ex-adventurer.  The NPCs are listed below.  Combat 
  is not expected in this part of the adventure, so the NPCs are 
  not listed in the Appendix.  Their NPC type is bolded in their 
  description however, in case things turn out for the worse.  
  They are not wearing their armor when the players enter 
  the bindery.
  Part 2. The binder
  The adventurers arrive at the spot where the bindery should 
  be located, a day and a half away from Phlan.
  1. Finding the Bindery
   
  The violence of the threatening storm never breaks, 
  though the clouds linger and the occasional rumble of thun-
  der can be heard.
  General Features
   
  Terrain.  The shoreline of the Moonsea sits quietly less 
  than a quarter of a mile away.  Flat ground pervades, with 
  small groupings of trees appearing in almost planned inter-
  vals.
   
  Light.  The clouds remain and the sun stays hidden.  
   
  Sound.  In the distance, lapping waves can be heard on 
  the shore.  A gull cries out every so often, seemingly seeking 
  its flock.
   
  Smell.  The saltwater of the Moonsea is obvious in the air.  
  Traces of a sulphuric scent linger here and there.
  Though the group stands near where they believe the book 
  symbol to mark the location of the Waypoint Bindery, they see 
  nothing to show there are even ruins of buildings in the area.  
  If one of them speaks, “Shaan Zu’u” aloud, any ally within 30 
  feet can suddenly see the buildings of the warehouse district, 
  a veil suddenly lifted.  The magic that shrouds this place keeps 
  passers-by from coming too close to run into a building, their 
  path diverted as though they meant to go a different direc-
  tion.  A creature with True Sight can see through the guarding 
  illusion, though they cannot approach the buildings until they 
  speak the pass phrase aloud or are affected by hearing it spo-
  ken.  See invisibility does not reveal the buildings, as it is an 
  illusion of something else placed over the area, and not a spell 
  making the buildings invisible.
   
  Along with the bindery, a building that has seen better 
  days, but has obviously been undergoing repairs, what ap-
  pears to be a papermill sits in the small gathering of buildings, 
  down close to the water’s edge.  It is from this building that 
  the stench of sulphur is emitting, an unfortunate odor of the 
  paper creation process.
   
  Characters curious about the Waypoint Bindery and 
  its location may make a DC 15 History (Intelligence) check.  
  Those who succeed believe this area was once a small set-
  tlement known as Stillmere, founded almost a century ago 
  by freefolk of the region.  After numerous attacks by orcs, gob-
  lins, and even a giant, not to mention the oppressive presence 
  of the Zhentarim, the residents of Stillmere abandoned the 
  town, which was thought to have long since been claimed by 
  the ravages of time.
  2. Meeting the Binder
   
  Once they near the bindery, an alarm spell, set to go off if 
  someone breaches the protective illusion, alerts those inside 
  to the characters’ presence.   
  General Features
   
  Terrain.  The old warehouse has been crammed full of 
  books, and hand-worked printing presses.  Navigating the 
  maze of shelves, stacks of books, and people could be a puzzle 
  Nearing the bindery, a dragonborn steps out of the door, 
  wiping his darkly stained hands on an equally stained rag.  
  “Welcome, friends, I’m so glad you could make it.  I take it 
  you are fans of my novel.”  He grins wryly at you, still block-
  ing the door into the building.
  Krenez
  
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  Binder’s Torment
  The bindery itself is more than it appears.  While Krenez 
  does publish his and others’ books here, the building acts as 
  a waypoint for a growing network of information and goods 
  exchange.  The Harpers use it frequently, but so do other 
  factions in the area.  Krenez does not stand for fighting in his 
  establishment, even between enemy factions.  
   
  Krenez explains the situation, as he understands it.  
  • The Ebon Tide is a growing organization in the Moonsea 
  region, and if left unchecked, they could prove to be quite 
  detrimental to many in the area.  
  • People that he is affiliated with have put out a call for 
  those willing to confront the Blackwind and his group 
  of mercenaries, and drive them from the ruins of Zhen-
  til Keep, either by force or brokered deal.  However, the 
  Blackwind must be confronted about the mystical attack 
  on Phlan, and proven to not have been involved.  If he is re-
  sponsible, he and his followers must be taken into custody, 
  or otherwise…removed.
  • If a Harper asks if their organization is involved with this 
  movement, Krenez will reveal that they are, but only after 
  they have proven their own membership to the faction.  
  • He will reveal that the Order of the Gauntlet and the Lords 
  Alliance are also involved, if members of those factions 
  inquire.  
  • He states that though Darkhold has seemed quite busy of 
  late, no request for aid has been formerly returned by the 
  Zhentarim.  “Curious, don’t you think, that the Zhents don’t 
  mind this rabble running rampant in their old stomping 
  grounds.”
  Interesting Bedfellows
  The following information about the NPCs in the Waypoint 
  Bindery is for DM use, and is not necessary to pass along to 
  the players.  It may be useful if the characters interact with the 
  Bindery agents, but should not be read to the players in the 
  interest of time.
  • Darr the Widowmaker: a former gladiator from the blood 
  ring of Hillsfar.  The human’s dark skin does not hide the obvi-
  ous scars of battle he wears.
  • Chenoh Goodwater: Gond worshipping halfling master 
  thief, who seems to be hard at work on some kind of machine.  
  It seems to automate the printing process, but when turned 
  on, it squeals and belches smoke, much to Chenoh’s frustra-
  tion.
  • Erys Bethil: A champion who used to be a member of the 
  Hawks in Mulmaster.  Erys retired as she reached middle age, 
  unhappy with the political climate in the city, and was invited 
  by Krenez to join his small group of go-betweens.
  • Minain Firebeard: A young dwarf recently conscripted by 
  the Lords’ Alliance to be a liaison at the bindery.  Minain’s 
  excitement at being a part of the intrigues of the great wide 
  world is hard to contain.  The scout is more than happy to 
  meet another member of the Lords’ Alliance, and will pass 
  along the information that his faction is very interested in 
  conscribing the Blackwind and his Ebon Tide into service.  
  (See Faction Assignment : Lords’ Alliance.)
  • Karinn Tragidore: Human female illusionist, she wears 
  a robe with the symbol of the Zhentarim proudly displayed.  
  Karrin is the Zhentarim representative stationed at the bind-
  ery, and she is loyal to both her faction and to Krenez.  She 
  does have information that she has not shared with the drag-
  onborn, however.  If another Zhentarim member is in the PC’s 
  group, she will attempt to share this information with them 
  privately.  She knows that a Zhentarim spy has infiltrated the 
  Ebon Tide, and is sending information back to Darkhold.  She 
  does not know who the spy is, but feels confident that should 
  the party run into too much trouble in the Keep, the Zhen-
  tarim will reveal himself to help them.  She also mentions that 
  the spy was put in place to attempt to bring the Blackwind 
  and his growing army back into the fold of the Zhentarim.  So 
  far he has not succeeded, but perhaps with the PC’s help… 
  (See Faction Assignment : Zhentarim)
  • Serie Mithrime: The half elf acolyte hails from Waterdeep, 
  where she previously worked in another bindery.  She was in-
  strumental in setting up the bindery, helping Krenez to learn 
  the ins and outs of book printing.  Serie has loose ties with the 
  Emerald Enclave, having done much of their printing in the 
  Waterdeep area.  While she is not a member of the faction, she 
  delivers messages for them while at the bindery, and knows 
  how to contact them in times of need.
  • Elres Larke: An aged human with thinning and wispy white 
  hair, Elres was a former knight in service to Cormyr.  These 
  days, he spends more time reciting tales of yore than he does 
  swinging a sword, though he is far from incapable of defend-
  ing himself.  Elres is the Order of the Gauntlet’s permanent 
  liaison at the bindery.
  Faction Assignment : Lords’ Alliance
  The Lords’ Alliance sees the value of the Ebon Tide, and of 
  their position in the ruins of Zhentil Keep.  Their banditry 
  must end, however.  If a character is a member of the Lords’ 
  Alliance, Minain Firebeard tells them that the faction is 
  willing to conscribe the Blackwind and his Ebon Tide into 
  service.  The character is given a writ that states the Lords’ 
  Alliance’s offer, which includes full citizenship at any city in 
  the Moonsea region, a steady income for every member of 
  the Ebon Tide, and even housing at their port of choice.  
  Faction Assignment : Zhentarim
  The Zhentarim know of the Blackwind’s past, and his pre-
  vious service to the faction.  They also understand that he 
  has built a force to be reckoned with in the Ebon Tide, and 
  hope to draw him back into their ranks, thereby conscribing 
  his men as well.  If a character is a member of the Zhen-
  tarim, Karrin Tragidore passes a sealed envelope to them 
  in private.  The letter within details the Zhentarim’s offer to 
  the Blackwind and his army.  The Zhentarim require that the 
  Blackwind returns with at least half of his troops to Dark-
  hold, though the other half may remain at Zhentil Keep to 
  maintain their hold of the ruins.
  
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  Binder’s Torment
  a face-to-face confrontation, however, a member of the Ebon 
  Tide would notice the fraud within a few rounds.
   
  If the characters ask Krenez or the other workers at the 
  bindery about the northern ruins of Zhentil Keep, they can 
  supply the following information.
  • The undead infestation of the ruins is not a rumor, they 
  have seen it themselves.  Though it is many miles away, 
  they have had to deal with roaming undead that have 
  made their way out of the ruins.
  • They have seen other adventurers enter the ruins, but 
  none have ever passed by to share stories of their success.
  • There is a rumor that the power of the undead has been 
  spreading out from the Keep.  Tales have made their way 
  to the bindery of a pirate crew returned to a dark sem-
  blance of life.  If it is true, it is yet another threat on the 
  open waters of the Moonsea.
  • An old tale tells of liches that were once wizard lords of 
  Zhentil Keep in life.  After delving deeper into their magics, 
  these wizards took steps to become powerful undead, who 
  were trapped beneath Zhentil Keep long ago after they 
  went insane.
  • It was said that the liches would remain in containment 
  below Zhentil Keep as long as a Lord of Zhentil Keep re-
  sided within the city.  It has been many years since such a 
  Lord lived in the Keep, however.
  The PCs are informed that the collection of factions, as well 
  as some other people in positions of power in the region, 
  have offered a reward of 2000 gold pieces to those who can 
  remove the Ebon Tide threat.  If the PCs seek more funding, 
  Krenez will agree to increase the reward to 3000 gold pieces, 
  using his own money.  They should give very good reasons as 
  to why they deserve so much.  Krenez is willing to help them 
  out, but isn’t gullible.  Potential reasons that the dragonborn 
  would supply additional funding might include the characters 
  needing to purchase goods with which to bribe or entertain 
  the Blackwind or his guards, the need to purchase expensive 
  spell components for magic that may sway the warlord, or 
  drive him out if necessary.
   
  After discussing the problem of the Ebon Tide, Krenez 
  reveals:
   
  If pressed, Krenez will reveal the Blackwind’s name, as he 
  knew it before, as Ezechiel Irnestul.  The meeting was in Wa-
  terdeep, and was purely by chance, as they were both attend-
  ing a festival and happened to sit next to one another during 
  a performance.  Conversation struck up, and Krenez got the 
  feeling Ezechiel was meant for great things…but he never 
  imagined that man would become the Blackwind, leader of 
  the Ebon Tide.
   
  If the PCs ask Krenez about the chapbook merchant, he 
  asks them to describe the man to him.  He nods and says:
  Krenez can also reveal that Sharl is responsible for the power-
  ful illusion that cloaks the bindery and surrounding buildings 
  from unwanted guests.  It is not quite a spell, as such, but 
  some bending of the Weave akin to magic, or perhaps the will 
  of a god.
   
  All of those who work or are stationed at the bindery 
  have seen members of the Ebon Tide.  Should the characters 
  ask for disguises, Krenez and Karinn Tragidore could help 
  to fashion robes and cloaks that may help them pass as low 
  ranking members of the Ebon Tide.  The binders have not 
  seen the Ebon Tide amulets, however, and cannot create 
  new ones to complete the disguise.  If the adventurers have 
  the amulet from the attack on Phlan, they could attempt to 
  replicate it, though it would not pass a close inspection due 
  to the Phlan amulet being a forgery.  From a distance, these 
  disguises can give a player advantage on Deception checks 
  while pretending to be a member of the Ebon Tide.  During 
   “I actually met the Blackwind once, many years ago.  He 
  went by a different name then, and was a Zhentarim, but 
  I didn’t hold it against him.  The man had such presence…
  he would have made a great performer.  But that was a 
  different time, and these troubled days seem to be turning 
  good-minded people to bad deeds.”
  “That was probably Sharl.  Mask smiles a little too much 
  upon that one, if you ask me, and the man wears a different 
  face every time I see him.”  After a ponderous moment, he 
  includes, “I’m not even sure Sharl is his real name, for that 
  matter.  But he’s proved helpful in our efforts here, and I’d 
  wager he’ll continue to do so.”  
  
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  Binder’s Torment
  continue to attack any who stand firm against the suggestion 
  until all the PCs have fallen.  
   
  Should all the PCs fall in combat, the war priest will cast 
  spare the dying on any who need it, as the PCs are stripped of 
  their gear and put in restraints (escape DC 17).  In addition 
  to metal manacles that all PCs will be shackled with, casters’ 
  hands are bound so they cannot use them for spells, and 
  metal harnesses with wooden mouth gags are placed on their 
  heads.  These prisoners are worth much on the slave mar-
  ket, and their gear will fetch good coin.  The ambushers will 
  attempt to not outright kill any of the characters, though they 
  will not put themselves into harm’s way to stop them from 
  dying.
  Each of the members of the ambush wears a carved stone on 
  a leather strap around their necks.  The stone is shaped from 
  obsidian, and resembles a cresting wave.  A DC 12 Perception 
  check notes that it looks vaguely different from the similar 
  stone found at the attack in Phlan.  Those who roll a 15 or 
  higher realize that the carving of those from the ambush is 
  definitely different from the stone from Phlan, which was 
  probably a forgery.  The stones do not appear to be worth 
  anything, but are used as identifiers for the Ebon Tide.
   
  If they search the field they were ambushed in, they note 
  that stones are marked with red and green, similar to the blue 
  painted stones.  They can determine that colored signal flares 
  were used to mark where targets were for the wyverns to 
  drop from the clouds and attack.
  Treasure
  The ambushers carry a handful of gems between them, worth 
  a total of 50 gold pieces.  Two of the archers carry sets of 
  flares, which can shoot a bolt of colored, non-damaging flame 
  up to 120 feet.  Each set has a red and a green flare left, with 
  only a single blue flare left in one set.  The diviner carries his 
  spellbook with the following spells:  
   
  1st level: detect magic, feather fall,  mage armor
   
  2nd level: detect thoughts, locate object, scorching ray
   
  3rd level: clairvoyance, fly, fireball
   
  4th level: arcane eye, ice storm, stoneskin
   
  5th level: Rary’s telepathic bond, scrying
   
  6th level: mass suggestion, true seeing
   
  7th level: delayed blast fireball, teleport
   
  8th level: maze
  Part 3. Ebon Tide Ambush
  Zhentil Keep is half a day’s travel from the bindery.  While 
  traveling west from the bindery, the adventurers are set upon 
  by an Ebon Tide ambush.  The sky threatens rain as dark 
  clouds roil.  
  General Features
   
  Terrain.  Mostly even plains stretch out to the east, west, 
  and north.  To the south, the Moonsea can be seen in the dis-
  tance.  Thick copses of trees are spread out along the way.
   
  Light.  During the day, the sun has been blocked by dark 
  thunderclouds, making the scene dreary and low-lit.  At night, 
  a profound darkness covers the land as moon and stars are 
  blocked from view.  The clouds seem so low, one could almost 
  reach up and touch them.
   
  Sound.  Rolling thunder creates an ongoing rumble, 
  though lightning seems to be contained within the dark 
  clouds.
   
  Smell.  Ozone and the scent of rain promise for a thunder-
  storm. 
  As the group comes within 150 feet of it, a flash of blue fire 
  goes up into the sky from near the edge of the tree line.  A 
  Perception (Wisdom) check of DC 15 will reveal to a character 
  that they are standing near stones marked with blue paint 
  on one side that is visible to the forest.  Four archers then 
  begin firing from the cover of the trees (DC 20 Perception 
  (Wis) check to see the archers, who have three-quarter cover 
  while they are up in the trees).  At the end of the first combat 
  round, any character with a passive Perception of 15 or higher 
  notices figures soaring into the battle from the sky, breaking 
  cover from the low-lying clouds.  A knight and a diviner ride 
  a double-saddled wyvern, while a war priest rides another 
  wyvern solo.
  Tactics
  Both wyverns drop small boulders on the second round of 
  combat.  The DM picks a point on the map to target, and any 
  creatures within 5 feet of that point must make a DC 17 Dex-
  terity saving throw, or take 10 (3d6) bludgeoning damage as 
  the boulder crash into them. 
   
  The knight guides his stubborn wyvern mount, while the 
  war priest’s mount is better trained for combat and can make 
  its own movements.  Both wyverns attempt to stay at least 
  60 ft from the PCs, or do strafing runs to get closer for their 
  riders to attack and then move away.  The wyverns do not 
  attack while the casters are alive, and the knight uses his ac-
  tion to guide his mount.  If the casters perish and the wyverns 
  are still alive, the war priest’s wyvern will engage in melee 
  combat with the PCs, while the knight and his wyvern will 
  retreat.  If the knight and his wyvern succeed in their retreat, 
  they fly to Zhentil Keep to warn the Ebon Tide of the adven-
  turers nearby.  If the knight is killed, but the wyvern escapes, 
  it cannot tell the Ebon Tide specifics, but the encampment 
  will be on guard for invasion.  
   
  The archers continue to fire upon the PCs from the cover 
  of the trees.  The war priest and the diviner will make ranged 
  spell attacks at the party until at least one of them collapses.  
  Then the diviner will cast mass suggestion on the group, 
  and tell them to surrender.  They will 
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak: Remove the knight and two archers.  Reduce 
  the wyverns’ hit points to 80 each.  The wyverns do not 
  hurl rocks, but swoop in to drop nets (see Variant Tactics).
  • Weak: Remove two archers.
  • Strong: Increase the wyverns’ hit points to 150 each.
  • Very Strong: Increase the wyvern’s hit points to 130 
  each.  The knight’s wyvern is trained and does not need 
  to be commanded by the knight.  The knight hurls rocks 
  stored on the saddle of the wyvern.  He may make two rock 
  attacks as an action, or he may make a single heavy cross-
  bow attack.
  Thrown Rock. Ranged Weapon Attack. +2 to hit, range 
  30/60, one target.  Hit: 4 (1d8) bludgeoning damage.
  
  17
  17
  Binder’s Torment
  Variant Tactics
  If you choose, the wyvern riders may throw nets to attempt 
  to capture the characters, instead of smashing them with 
  boulders.  This may work well with Very Weak parties, though 
  it does force the wyverns to get in much closer.  
   
  Also, you could alter the diviner to have sleep prepared, 
  and not delayed blast fireball (or another spell), which the 
  wizard could cast at a higher level to attempt to remove char-
  acters from the battle.
  
  18
  18
  Binder’s Torment
  Forewarned Is Forearmed
  If the adventurers defeated the Ebon Tide, but one wyvern 
  rider managed to escape, the guard duty has been doubled, 
  and the group must succeed on four group DC 18 Stealth 
  (Dexterity) checks to make it through the ruins to the Black-
  wind.  If they are noticed, the guards (the same patrol type as 
  listed in Sneaking In…) do not attack, but rather say, “We were 
  told you were coming.  The Blackwind wishes to speak with 
  you.”  If the characters do not follow the guards, but choose to 
  attack, the guards will attempt to alert the rest of the encamp-
  ment.
  2. The Blackwind
  The adventurers have found Ezechiel Irnestul, the Blackwind.  
  He and his entourage are in a building that might have once 
  been a temple, but now has almost no roof.  How they deal 
  with him is up to them.
   
  While the roof of the building is gone, the walls are sturdy 
  and have remained mostly intact.  They reach up 15 feet, and 
  are wide enough for the archers to walk upon.  The back part 
  of the building once had a glass dome, which has long since 
  shattered.  The building has been cleared of debris.
  Ezechiel is accompanied by Risan Thiayiss, Erorm Perrarm, 
  and Omelei Criet and her three shadow mastiffs (one is a 
  shadow mastiff alpha). Five archers walk the broken walls 
  that surround the room, which has no roof. 
   
  If confronted about the necromantic attack in Phlan, the 
  Blackwind knows nothing of the event, nor had anything to 
  do with it.  To the best of his knowledge, none of his followers 
  were involved, either.  If the players have the pendant found at 
  the scene of the attack, Ezechiel can point out that it is a fake, 
  and will show his own amulet as comparison.  Insight (Wis-
  dom) checks show that he is telling the truth, and if a char-
  acter rolls a DC 13 or higher, they notice that the Blackwind 
  seems disturbed by the news of such an attack.
   
  If a battle ensues, and it goes against the Blackwind and 
  his allies, an archer will attempt to warn the encampment. A 
  war priest, a diviner, and seven knights are nearby and can 
  arrive within five rounds if they are warned.
   
  True to his nature, Risan may use the battle to his benefit 
  (See Appendix: Dramatix Personae for more information).  
  Should the players weaken the Blackwind, the wizard may 
  take the opportunity to assassinate his leader, either by his 
  own hand or ordering either Omelei or Erorm to do it.  He 
  may even attempt to convince the adventurers to help him 
  overthrow Ezechiel.  The characters are witnesses to his de-
  ceit, however; they cannot be allowed to leave the room alive.
  Part 4. Against the Tide
   
  The adventurers make their way into the southern ruins 
  of Zhentil Keep to face off against the Blackwind.  The manner 
  in which the group enters the ruins may vary, depending on 
  how the Ebon Tide Ambush played out, and their own plans 
  (if arriving of their own volition).  
  General Features
   
  Terrain. Most of the southern area of Zhentil Keep lies 
  in ruins.  This provides ample opportunities for cover, though 
  construction can be seen as the Ebon Tide works to rebuild.
   
  Light.  During the day, the ruins are dimly lit by a sun hid-
  den behind dark clouds.  At night, torches are lit throughout 
  the ruins, providing dim light and casting long shadows.
   
  Sound.  Though the storm clouds remain, only the occa-
  sional rumble of thunder can be heard.  Voices echo through 
  the ruins as members of the Ebon Tide go about their daily 
  business.
   
  Smell.  The scent of campfires lingers constantly, and 
  the occasional whiff of fresh cut timber can be noticed.  If the 
  PCs pass near the stables, the smell of hay and dung is strong.  
  Unwashed bodies emit a pungent odor if they happen by the 
  slave pens.
   
  Inhabitants. Over 400 members of the Ebon Tide are 
  garrisoned in the southern ruins of Zhentil Keep.  As a general 
  reference, there are around 50 commoners, 35 scouts, 100 
  knights, 25 war priests, 25 master thieves, 3 necroman-
  cers, 25 champions, 20 diviners, 7 conjurers, 10 enchant-
  ers, 50 archers, 15 swashbucklers, 10 blackguards, 4 
  abjurers, 10 apprentice wizards, 2 transmuters, 5 war-
  locks of the Fiend, 3 warlocks of the Great Old One, and 1 
  warlord.  The Ebon Tide is not a force to be taken head on by 
  a small adventuring party.
  1. Entering the Ruins
  The air is charged as dark clouds glare down from the sky.  
  Depending on how the PCs arrive at the ruins of Zhentil Keep, 
  play out one of the following scenarios.
  Captured!
  If the adventurers were captured by the Ebon Tide ambush, 
  they are put into holding cells in the slave pens.  They awaken 
  to the horrid scent of unwashed bodies and humanoid waste.  
  An undercover Zhentarim scout named Jamie Yolund frees 
  them, and can lead them to their gear, and then through the 
  maze of the ruins to the Blackwind.  Jamie then melts into the 
  shadows, returning to his post before he is found out.
  Sneaking In…
  If the adventurers defeated the Ebon Tide ambush, they can 
  sneak in to the ruins through the crumbling walls.  They must 
  succeed on two group DC 14 Stealth (Dexterity) checks to 
  make it through the ruins to the Blackwind.  A failure means 
  they catch the attention of a patrol of Ebon Tide made up of 
  two knights and three shadow mastiffs.  If the battle goes 
  poorly for the guards, they will attempt to flee to summon 
  help, possibly forcing the characters to retreat as the full 
  encampment is made aware of the intruders.
  His armor gleaming, a powerful looking man walks around 
  a wide table, making gestures at different pins stuck into a 
  map that covers the entire top of the table and then spills 
  over its edges.  Surrounding the table, other members of the 
  Ebon Tide nod as the warlord talks about his steps to clear 
  out the undead from Zhentil Keep.
  
  19
  19
  ers together.  The characters may make use of these tactics, as 
  Ezechiel has followers he would wish to remain close, while 
  others he knows he would be better to have sent far away.  He 
  has suspicions that Risan Thiayiss might not have the best 
  intentions any longer.
   
  If talks stall, players may use Persuasion (Charisma) 
  checks, DC 15, to move things along.  Use of Deception or 
  Intimidation checks warrant failures increasing further Cha-
  risma checks to be at higher difficulty, with DCs rising +2 per 
  failure.  Once the DC reaches above 19, the Blackwind has had 
  enough of these intruders, and moves to put them down.
   
  If the characters convince Ezechiel to leave the ruins of 
  Zhentil Keep peacefully, or to join either the Zhentarim or the 
  Lords’ Alliance, Risan escorts them to the gate of the city.  If 
  their efforts fail, but they do not attack, the Blackwind tells 
  them they are free to return to their city with his answer.  
  Risan has other plans, of course.  The characters earn the An 
  Ally In the Ebon Tide story award.  Proceed to 3. Not My Ebon 
  Tide!
   
  If the characters battled and defeated the Blackwind and 
  his cronies, proceed to Part 5, Zhentarim in the Shadows, 
  Success!.  Should the party fall to the might of the Ebon Tide, 
  they are placed once again in chains.  Continue to Part 5, 
  Zhentarim in the Shadows, Or Defeat?.
  Treasure
  Risan carries a wand of the war mage +2.  He also has three 
  diamonds in a pouch, each worth 100 gp.  Omelei wears a 
  golden torque worth 200 gp, and has a spell scroll of banish-
  ment.  Erorm carries two potions of greater healing, and has a 
  wicked looking kris dagger, an onyx set in its pommel, worth 
  100 gp.  Ezechiel carries a potion of speed and a potion of supe-
  rior healing.  In a pouch, he carries a set of three 6-sided dice 
  made from emeralds worth 100 gp each.
  Should the characters arrive escorted by guards (as in the 
  Forewarned is Forearmed scenario), the Blackwind stops 
  speaking to his officers, turning his attention to the newcom-
  ers.  As valuable as slaves are, these characters would make 
  powerful allies.  Ezechiel will attempt to sway them to his 
  side, even offering them positions in his Ebon Tide. 
  Bargaining with the Blackwind
  Despite his unscrupulous methods, Ezechiel Irnestul wants 
  what is best for himself and his followers.  Players who have 
  been empowered by city or faction have the ability to bar-
  gain with the warlord, and can offer him considerable boons 
  for the Ebon Tide.  Any empowered character can make 
  offers that would give Ezechiel a wealthy lifestyle, allegiant 
  to faction or city, with his followers set up to live modest to 
  comfortable lifestyles (see the Player’s Handbook, page 157, 
  for Lifestyles.  While Ezechiel would be stationed within the 
  Moonsea, his men may be split up if the Lords’ Alliance gains 
  his allegiance, as they send the new faction members across 
  the face of Faerun on faction business.  Allegiance by the 
  Blackwind to a city might secure the ability to keep his follow-
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak: Remove the archers, Omelei and her shadow 
  mastiffs, and reduce Ezechiel’s hit points to 135.  Ezechiel 
  may make only 1 Legendary Action.
  • Weak: Remove the archers, reduce Ezechiel’s hit points 
  to 180, and reduce Erorm’s hit points to 100.  Ezechiel may 
  make only 2 Legendary Actions.
  • Strong: Add two knights.
  • Very Strong: Add two knights.  Increase Ezechiel’s hit 
  points to 285.
  
  20
  20
  Binder’s Torment
   
  Treasure
  Risan carries a wand of the war mage +2.  He also has three 
  diamonds in a pouch, each worth 100 gp.  Omelei wears a 
  golden torque worth 200 gp, and has a spell scroll of banish-
  ment.  Erorm carries two potions of greater healing, and has a 
  wicked looking kris dagger, an onyx set in its pommel, worth 
  100 gp.  The war priest carries a pouch with emeralds in it, 
  worth 300 gp total, and a potion of superior healing.  If the 
  war priest was removed while adjusting the encounter, his 
  treasure is found on Risan.
  3. Not My Ebon Tide!
  Run this section only if the characters came to an agreement 
  with the Blackwind, and did not do battle with him and his 
  followers.
   
  Risan and his cohorts turn on the adventurers, despite 
  the Blackwind’s agreement to leave Zhentil Keep.  They hope 
  that once the adventurers are dead, Ezechiel will change his 
  mind, or they will have to remove him as well and take his 
  place as leaders of the Ebon Tide.
   
  Risan Thiayiss is accompanied by Erorm Perram, Om-
  elei Criet, and the conjurer’s three shadow mastiffs (one is 
  a shadow mastiff alpha).  They lead the group into a narrow 
  ruin, where a war priest and two archers hide on the second 
  story rooftops, keeping to the shadows.  Four knights move in 
  to flank the battle on the second round. 
   
  The side alleys  have been blocked by rubble which acts 
  as difficult terrain, and requires a DC 15 Athletics (Strength) 
  check to climb over.
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak:  Remove Erorm and the war priest.
  • Weak: Remove the archers and war priest.
  • Strong: Increase Risan’s hit points to 96, Omelei’s to 64, 
  and the shadow mastiffs’ to 48 each.
  • Very Strong:  Increase Risan’s hit points to 108, Omelei’s 
  to 64, Erorm’s to 200, and the war priest’s to 135.
  
  21
  21
  Binder’s Torment
  Or Defeat?
  If the group was defeated by the Blackwind and his Ebon 
  Tide, the characters awaken in the slave pens without their 
  gear, bound and hobbled to keep them from casting spells.  
  Sounds of battle can be heard all around them, and they catch 
  sight of what appear to be Zhentarim soldiers fighting with 
  the Ebon Tide.  While they were unconscious, Risan attacked 
  and defeated Ezechiel with the help of Omelei and Erorm.  
  Bad timing has sealed Risan’s fate, however, as Marzellus 
  Marshward and his army of Zhentarim arrived immediately 
  thereafter and slew them.  The characters awaken to the Ebon 
  Tide being routed from the ruins of Zhentil Keep.  Marzellus 
  and several Zhentarim soldiers approach their slave pen.
  Part 5. Zhentarim in the Shadows
  Success!
  After defeating the Ebon Tide (either the Blackwind or Risan 
  and their compatriots), another presence steps out from the 
  darkest shadows of the ruins.
  Marshward and his fellow Zhentarim were sent to deal with 
  the Ebon Tide problem, and he is grateful to the adventurers 
  for the impact they’ve had on the issue.  He and his soldiers 
  will complete the process of removing the Ebon Tide from 
  Zhentil Keep if necessary.  Without the Blackwind, the Ebon 
  Tide flee readily from the invading Zhentarim forces.
  “Wonderful, wonderful!”  The sound of clapping draws your 
  attention to a brightly handsome human in black leather 
  armor, his cloak emblazoned with the sigil of the Zhentarim.  
  Two guards move out of the shadows to flank him, eying the 
  ruins for would-be attackers, and you notice more move in 
  the shadows beyond them.
   
  “I am Marzellus Marshward, and I have a proposition 
  for you.”  The man flashes a winning smile, a glint in his eye.
  A brightly handsome human in black leather armor ap-
  proaches, his cloak emblazoned with the sigil of the Zhen-
  tarim.  Several soldiers move out to flank him, and he 
  motions for one to unlock your prison door.
   
  “I was hoping for more out of you lot.  So it goes, I be-
  lieve you shall still prove useful.”
   
  The man flashes a winning smile, a glint in his eye, as 
  your gear is thrown at your feet.  
   
  “I am Marzellus Marshward, and I have a proposition 
  for you.”
  
  22
  Zhentarim’s Lament
  22Zhentarim’s Lament
  Episode 2
  
  23
  23
  Zhentarim’s Lament
  • Hundreds of years ago, Zhentilar mages, grown old and 
  without heirs, descended beneath Zhentil Keep and 
  learned the secrets of unlife.  Those mages gave their souls 
  to become liches, powerful undead mages.
  • While the mages continued to hold their positions of 
  power in the Keep, time wore on their minds.  In 882 DR, 
  events that would come to be known as the Night Plague 
  began to terrorize the citizens of Zhentil Keep.  The liches, 
  now mad, began to roam the streets at night, kidnapping 
  and murdering those they found, using many in horrid 
  experiments deep under the surface of the Keep.
  • The liches were finally driven back underground and 
  locked there.  Legend says that the bonds that held the 
  liches would remain as long as a single lord of the Zhen-
  tarim still resided in Zhentil Keep.  That time has long 
  since passed.
  • Now, whether it be those liches, or some other creature, 
  someone has been seeking out something in the ruins of 
  the Keep.  Marshward believes those items are the phy-
  lacteries of the liches, which were hidden away after they 
  were entombed.  
  • If the liches, or someone else, recovers those phylacteries, 
  they could harness vast powers.  Marshward fears that 
  those responsible for the attacks around the Moonsea are 
  the same as those seeking the phylacteries.  The attacks 
  have been relatively small, even with the loss of life that 
  has occured.  With such a bolstered power, those attacks 
  could be many times larger, perhaps large enough to cover 
  an entire city.
  • While Marshward and his men secure the southern ruins 
  and seek more information, he would like the adventurers 
  to find and recover three objects that are in his records, 
  if they have not been stolen already.  One lies beneath 
  the ruins of the Tower High, once home to the archmage 
  Manshoon, founder of the Zhentarim.  Another is rumored 
  to be hidden away in a graveyard in the western side of 
  the city.  Finally, one was said to be lost to the waters of 
  the Moonsea.  Rumors of a ghostly pirate ship sailing those 
  waters has Marshward wondering if the phylactery is 
  involved.
  If an adventurer is a member of the Zhentarim faction, Mar-
  shward hands them a sealed scroll (Player Handout: Zhent’s 
  Orders).
  Part 1. Zhent’s Intent
  The group meets Marzellus Marshward.  If they played 
  through the events of Ebon’s Tide, this follows immediately af-
  ter they completed that adventure.  If they have not, they have 
  been requested to speak with Marshward in order to help stop 
  a dark force that may be lingering in the ruins of Zhentil Keep.
  GENERAL FEATURES
   
  Terrain.  The ruins of Zhentil Keep are strewn with rub-
  ble, though some of the streets have been cleared.
   
  Light.  The day is overcast, though the threat of rain 
  seems to have blown over.
   
  Sound.  Soldiers setting up camp, good-hearted jibes 
  between comrades.  
   
  Smell.  The scent of cooking fires being started up, roast-
  ed rabbit and fowl cooking slowly.
  Marzellus Marshward introduces himself to the adventurers, 
  and asks that the adventurers do the same.  If they took part in 
  part one of this trilogy, Binder’s Torment, he thanks them for 
  their part in the beginning of the downfall of the Ebon Tide.  
  He tells them that Zhentarim forces now move against the 
  fledgling organization, and will have them routed or enlisted 
  within hours, now that the head of the group, the Blackwind, 
  has been removed.
   
  If the characters convinced the Blackwind to re-enlist 
  with the Zhentarim, join the Lords’ Alliance, or otherwise 
  abandon the ruins of Zhentil Keep, the sounds of battle are 
  between the Zhentarim soldiers and those members of the 
  Ebon Tide who stood with Risan, who betrayed the Blackwind 
  at the end of Binder’s Torment and attacked the adventurers.
   
  Marshward tells the group that the Zhentarim were sent 
  here not only to remove the Ebon Tide, but also to investigate 
  disturbing rumors that a dark force has been building in the 
  area.  Several attacks have been made around the Moonsea, 
  a release of a strange fog that transformed living beings 
  into undead.  Those undead then attacked their friends and 
  neighbors, and had to be destroyed.  If the players took part in 
  Binder’s Torment, this story is known to them, as they helped 
  to fight off the undead that were created in such an attack on 
  Phlan.
   
  Scouts in the area have reported that ruins in the north-
  ern part of Zhentil Keep have been ransacked recently.  Marsh-
  ward, a historian of Zhentil Keep and the Zhentarim, fears that 
  whomever is digging into the burnt earth of the ruins may be 
  seeking objects of power from long ago.  He tells the charac-
  ters the following:
  A handsome man, still in his prime and wearing leather 
  armor and a cloak bearing the sigil of the Zhentarim, stands 
  before you, flanked by several Zhentarim guards.  In the 
  distance, you can hear the sounds of battle in the southern 
  ruins of Zhentil Keep.  The Zhentarim officer looks uninter-
  ested in the fighting going on out of view, but stares at you 
  intently.  “Yes,” he says, “you will have to do.”
  Secret Mission : The Zhentarim
   
  An old ally of the Zhentarim has been seen around the 
  ruins of Zhentil Keep.  The beholder, Xarunxaxx, has come 
  out of hiding and appears to be seeking something.  Zhen-
  tarim members are requested to make contact with Xarunx-
  axx and help him find what he’s looking for. In exchange for 
  their service, the beholder is requested to report to Zhen-
  tarim leaders in Darkhold.
   
  The Player Handout, Zhent’s Orders, indicates that the 
  characters should seek out an EYE TYRANT, another name 
  for a beholder.  This can be deduced by the players noticing 
  the letters in the handout that have been capitalized that 
  otherwise would not be.
  
  24
  Zhentarim’s Lament
  24
  The DM may choose in what order to run Parts 2 through 4, or 
  may explain to the players where their objectives are located, 
  and let them choose which to obtain first.
  The Tower High.  It is likely that the former leader of the 
  Zhentarim, Manshoon, secreted away at least one of these 
  objects in his stronghold, the Tower High.  Though the Tower 
  no longer stands, it is likely the item they will be seeking is 
  somewhere within the ruins.  (Part 2. The Tower High)
  The Crypt of Lysator Umbrich.  A powerful wizard and 
  high-ranking member of the Zhentarim, Lysator Umbrich was 
  intered in a masoleum in one of the graveyards within the 
  northern part of the city.  Marzellus has heard rumor that the 
  wizard was not liked by all his fellows, as he had an odd sense 
  of humor. (Part 3. Unexpected Fellows)
  On the Open Sea.  Stories of a crew of the undead sailing 
  the Moonsea, pirating and destroying all in their wake, have 
  reached Marzellus and the Zhentarim.  Divinations have 
  revealed that one of these objects of power may be involved in 
  the reanimation of the marauders.  Supplying the adventurers 
  with a ship and a small crew, Marzellus sends them out to 
  sea, near the location the ghost ship was last seen. (Part 4. A 
  Sailor’s Unlife)
   
  Marshward knows those not in the Zhentarim have no 
  reason to trust him or do as he asks.  He appeals to their 
  hopefully good nature to do what is needed to protect the in-
  nocent of the Moonsea region.  In addition, he can offer them 
  a reward, gems worth 1000 gp, if they should succeed.
   
  If the characters question Marshward on why they should 
  trust a Zhent, read or paraphrase the following:
  If questioned about the lack of Zhentarim involvement in 
  dealing with the Ebon Tide problem, Marshward explains it 
  away that his assignment to locate the phylactyries or those 
  seeking them out was considered more pressing at this time.
   
  Characters attempting to discern if Marshward is lying 
  find that he is telling the truth.
  Marzellus stares you down for a moment, his face inscruta-
  ble, and then nods.  “Yes, it is true that the Zhentarim have 
  long been a shadowy network of spies and cutthroats.  In 
  recent times, however, we have stood shoulder to shoulder 
  with the rest of Faerun as we lay down our lives to protect 
  it.  All we ask is for a bit of return on that investment of 
  trust and support.  We ask that you now trust us, before it 
  is too late.  It is well past time we Zhentarim cleaned up the 
  messes of our predecessors.”
  Marzellus Marshward
  
  25
  2. Trophy Hallways
   
  Descending the staircase from the ground floor of the 
  Tower High, the adventurers find themselves 50 feet under 
  the surface, entering a massive hallway. 
  General Features
   
  Terrain.  The open hallway is even and smooth, with a 
  long carpet laid down the center.
   
  Light.  Bright light emanates from the magical torches 
  that illuminate the hallway whenever a creature enters.
   
  Sound.  Except the sounds of a man talking to himself 
  as the group nears the end of the hallway, the trophy room is 
  quiet as a crypt.  The magical torches make no sound, nor do 
  they give off heat.
   
  Smell.  The air is dry, and though there should be dust, 
  the room is free of such.  There is a lack of smells other than 
  what the party brings with them.
  This hallway is decorated with trophies taken by Manshoon.  
  Some are bones, some are weapons, and some are small, per-
  sonal effects such as a wooden pipe, or another wizard’s hat.  
  The largest of these trophies is the skull of a black dragon, 
  which sits in the center of the right wall of the hallway.  Across 
  from it is the wooden pipe, as though that item had equal 
  importance.  Collecting the trophies to sell, the players can 
  garner enough items to equal 500 gp.  The black dragon skull 
  can be sold for 1000 gp, though they must find a way to get 
  the large object through the medium-sized door and up the 5 
  ft wide staircase, as squeezing it through will damage it and 
  render it worthless.  
   
  If someone should remove a torch from its bracket, it goes 
  out.  It lights again upon being inserted back into its bracket, 
  but will not light again otherwise.
   
  The door at the far end of the hallway is almost identical 
  in build to the one the group enters through, and also has 
  magical glyphs of warding carved around it.  As before, these 
  glyphs seem to be inert.  A DC 13 Perception (Wisdom) check 
  at the door allows a character to hear someone muttering to 
  themselves on the other side of the door.  “No no no, that isn’t 
  it.  Interesting, but nothing that grand.  Hmmmm…”
  Part 2. The Tower High
  The adventurers have traveled through the northern ruins of 
  Zhentil Keep.  Due to the time limit of this adventure, there are 
  no encounters as they move through the city, though describe 
  seeing shadows moving just at the edge of their vision, or 
  seeing one or more skeletons walking in the distance.
  1. The Ruins of the Tower High
  Seeking an object of power, the adventurers come to the ruins 
  of the Tower High, former home of the Zhentarim’s founder, 
  Manshoon.
  General Features
   
  Terrain.  Rubble and shattered timbers cover the ground 
  floor of what remains of the Tower High.  This makes much 
  of the area difficult terrain, as adventurers climb over and 
  through the ruins.
   
  Light.  The sun shines, but goes behind some fast mov-
  ing clouds from time to time.  This causes hard shadows to 
  become diffused while the sun hides, only to return a moment 
  later.  If the group arrives at night, the ruins are in total dark-
  ness, only starlight and a sliver of moon lending any natural 
  lighting to the city.
   
  Sound.  Day or night, the northern ruins of Zhentil Keep 
  are often quiet.  Every so often, the adventurers may hear a 
  wild dog barking, or inhuman snarling sounds in the distance.  
  While on the surface, one might hear melancholy singing, or 
  voices that apparently have no source.
   
  Smell.  The city has long since sat empty of civilization.  
  The scent of dust and rock plug a creature’s nose.
  The ground floor of the Tower High is covered in shattered 
  rock and rotting wood.  A DC 13 Perception (Wisdom) check 
  reveals a staircase that descends into the ground along the 
  curve of the tower.  However, it is choked with rock a few 
  yards from the surface.  Those who go looking through the 
  other ground level rubble find a perfect cube of rock, 10 feet 
  wide, sitting near an also perfect square hole in the ground.  
  They may also find the cube and hole in the ground if they 
  enter through the north side of the tower’s crumbling wall, 
  which offers plenty of areas to crawl over or through.
   
  Looking in, they find a staircase winds down into the 
  darkness.  The staircase begins 25 feet below the surface, so 
  the players must find a way to climb down to it.  A short drop 
  without a rope will cause 11 (2d10) points of bludgeoning 
  damage.  The staircase goes in a spiral, leading the group 50 
  feet under the ground.  An iron-bound oak door stands at the 
  end of the staircase.  Arcane writing, all glyphs of warding, 
  surround the door.  The door, however, is open slightly, and the 
  glyphs appear inert.
  Crumbled walls surround a ruined courtyard.  Signs that 
  three towers once stood are apparent, though none of the 
  remaining tower walls stand more than 20 feet high.  The 
  Tower High was once the tallest of these structures; now it 
  is only rubble.
  A grand hallway, thirty-five feet wide, stretches off into 
  the distance.  As you enter, torches on either side of the 
  door light themselves with a brilliant flame.  More torches, 
  spaced every twenty feet along the hallway, light in succes-
  sion, illuminating the length of the room.  At the far end, 
  about one hundred and fifty feet away, another door stands 
  open slightly.  Between you and the door, trophies grand 
  and grisly line the walls.
  
  26
  Zhentarim’s Lament
  26
      The Ruins of the
  Tower High
  
  27
  27
  Zhentarim’s Lament
  The man’s name is Tirrodu, and he is an arcanaloth in dis-
  guise.  The fiend has no intention of cause violence, however.  
  He is simply searching this long-lost library for spells and 
  knowledge he has not already collected.  He has found a secret 
  door in the library, which he is happy to point out if the group 
  wants to help him.  It is warded against outsiders, as well as 
  several other types of creatures, and the arrival of the adven-
  turers is quite fortuitous for him.
   
  He offers the adventurers a trade.  For their service, a 
  simple jaunt through the secret door and retrieval of what 
  they may find beyond, he will give them a tome he has been 
  carrying with him for quite some time.  “It’s done me as much 
  good as it can, but I believe one of you might find it useful.”  
  The book is a tome of leadership and influence, and he will give 
  it to them upon their return from the room beyond, whether 
  their search ends in the spell he has been searching for or not.  
  He seeks Manshoon’s secret spell for creating clones, a ver-
  sion of the spell that the archmage alone has ever managed 
  to create.  While the arcanaloth has no intention of cloning 
  himself, the knowledge is worth the endeavor.
   
  If the group attacks the arcanaloth, he will sigh and shake 
  his head, obviously disappointed with these lesser creatures.  
  He then casts dimension door and leaves.  If stopped, via 
  counterspell or other means, he will refuse to fight and will 
  attempt to flee via magic or running.  Murdering Tirrodu does 
  not award experience points.
   
  This will leave the search for the secret door to the ad-
  venturers.  It can be found on a DC 20 Perception (Wisdom) 
  or Investigation (Intelligence) check.  The runes around it are 
  invisible, but can be seen with see invisibility, detect magic, or 
  truesight.  The door is trapped, which can been noticed on a 
  separate DC 20 Investigation (Intelligence) check.  The magi-
  cal glyph causes the room to be filled with cloudkill.  It can be 
  removed by dispel magic, with a spellcaster ability check of 
  DC 20.  The glyph resets after being set off.
   
  While the room is filled with many books, only a few are 
  uncommon enough to be worth anything.  Those dozen books, 
  which can be singled out by spending at least an hour search-
  ing through the room and a successful DC 17 History (Intel-
  ligence) check, can be sold for 500 gp.  If the group attempts 
  to carry out all of the books, there are hundreds of tomes.  
  Reward creative ways of carrying out the tomes, or simply 
  the time that it would take to do so.  They can sell the entire 
  collection for 600 gp (including the dozen rare tomes).  None 
  of the tomes hold magical secrets of spells, though many are 
  on magical theory and the nature of the Weave.
   
  Hidden in a secret compartment in one of the reading 
  tables is another tome, its cover a series of hinged 
  pieces of quartz crystal.  If the group agrees to help 
  Tirrodu, and return with their findings from the 
  hidden library, the arcanaloth will tell them that 
  he found it earlier, and they may be interested 
  in it.  If Tirrodu is gone, they must succeed on a 
  DC 15 Perception (Wisdom) check to notice the 
  secret compartment if they are searching the tables.  
  The compartment is latched but not locked, and can be 
  opened easily enough once found.  This book is the object 
  they seek, and emits a chaotic swirl of auras if viewed with 
  detect magic.  It does not appear to have a purpose howev-
  er, if a spell such as identify is cast upon it.
  3. Library
  The adventurers enter a long lost library of Manshoon, and 
  meet Tirrodu.
  General Features
   
  Terrain.  The room is mostly open, but for some leather 
  chairs and side tables arranged on the west side of the room.
   
  Light.  Soundless and heatless globes of light illuminate 
  this room comfortably.  The light is not too bright, but perfect 
  to read by.
   
  Sound.  Except for noises made by the group or Tirrodu, 
  this room is absolutely silent.  
   
  Smell.  The scent of old books fills this room.
  The room beyond is warmly lit by glowing lamps spaced 
  evenly on the walls.  They do not seem to be of flame, but 
  rather a small hovering ball of light.  Shelves of books cover 
  every other inch of the walls, and several comfortable look-
  ing leather chairs sit around the room, with fine wood read-
  ing tables for convenience.  A man, rusty red hair done up in 
  convoluted braids and a beard to match, stands against the 
  wall to the right.  Leaning against it, his dark purple robes 
  seem to flow slightly, though there is no wind.  Not looking 
  up from his book, his musical voice reverberates around the 
  room, “Yes, welcome, do come in.  Care to lend me a hand?”
  Tirrodu
  
  28
  Zhentarim’s Lament
  28
  Manshoon from touching it, however.  If touched by another 
  creature, it quickly begins to rot, a blackening and crumbling 
  of its flesh, and then falling into what looks like ash.  Anyone 
  standing in the small alcove must succeed on a DC 15 Dex-
  terity saving throw to jump away as it crumbles and exudes 
  noxious gases.  On a failed save, the creature suffers 13 (3d8) 
  necrotic damage and must make a DC 15 Constitution saving 
  throw or gain one level of exhaustion.
   
  In a small, carved niche near the body is a crystal bowl 
  shaped like an egg.  Under its lid is a handful of what appears 
  to be candy.  These are specially prepared treats, however, 
  and have been magically imbued.  Their effects can be learned 
  through an identify spell, or with a DC 14 Arcana (Intelli-
  gence) check.  The candies that act as spell scrolls act similar 
  to a potion, where it has a one-time use, but the spell itself 
  cannot be learned from the candy as one would from a scroll. 
  • Three light blue candies that taste of winter mint.  These 
  act as potions of superior healing.
  • One orange and white swirled candy that tastes of orange 
  crème, and acts as fox’s cunning, as per the spell scroll of 
  enhance ability.
  • One black candy that tastes of anise that acts as bear’s 
  endurance, as per the spell scroll of enhance ability.
  • One yellow candy that tastes of lemon and sugar, which 
  acts as eagle’s splendor, as per the spell scroll of enhance 
  ability.
  Rewards
   
  If the players locate the secret room behind the book-
  shelf, and enter it without setting off the traps, award them 
  500 experience points each.
  One minute after the group enters the hidden library, a glyph, 
  hidden in the magic of the ceiling, is activated.  
  The creatures summoned by the glyph are draegloth, crea-
  tures given to Manshoon by an entourage of drow who once 
  came seeking the archmage’s services.  Locked away in pocket 
  dimensions within the hidden library, they attack without 
  mercy, though they cannot leave the confines of the hidden 
  library.  Once their foes are defeated or fled, they disappear, 
  returning to the pocket dimension they were summoned 
  from.
   
  Summoning and conjuring spells that summon beings 
  from other dimensions or planes will not work while inside 
  the hidden library and hallway leading up to it.
  4. Hidden Library
  The group has found the hidden library, and its guarded con-
  tents.
  General Features
   
  Terrain.  The room is free of obstacles, except for a single 
  leather chair and a small table.
   
  Light.  The room is adequately lit to read comfortably.  
  The warm light emits from the ceiling, and bathes everything 
  below it in soft illumination.
   
  Sound.  The room is completely silent, though at times, 
  Tirrodu will ask how things are going while he waits in the 
  main library.
   
  Smell.  While not as strong as the main library, the scent 
  of old books lingers here.  There is also the odd scent of sweet 
  candies on the air.
  Ambient light warmly illuminates this small room, which has 
  only a handful of books though shelves cover the entirety of 
  the walls.  A single leather chair sits in the center of the room 
  with a side table upon which rests a wand and pouches of 
  leather.
   
  Though they must be ancient, the components seem to 
  be useable still.  The light is coming from the ceiling, which 
  appears to be enchanted to provide constant illumination.
   
  The wand is enchanted to work in this room only, and can 
  be used to draw books from their shelves to the person seated 
  in the leather chair.  It does not work outside of this room, 
  though its magic is not dispelled if removed.
   
  A secret door is hidden behind a bookshelf, and can be 
  spotted on a DC 17 Perception (Wisdom) check.  The book-
  shelf itself is trapped, rigged to fall on someone trying to open 
  it if they do not disarm the trap.  The trap is found on a DC 13 
  Investigation (Intelligence) check, and can be disarmed with a 
  DC 13 thieves’ tools check.  On a failed check, or if the book-
  case is moved (it pulls away from the wall and then slides to 
  the left) without disarming the trap, anyone 10 feet directly in 
  front of it must succeed on a DC 13 Dexterity saving throw or 
  take 10 (3d6) bludgeoning damage as they are struck by the 
  falling bookcase.
   
  The door behind it is also trapped, as well as being locked.  
  The lock can be picked on a DC 15 thieves’ tools check.  The 
  trap can be found on a DC 17 Investigation (Intelligence) 
  check, and disabled with a DC 17 thieves’ tools check.  A small 
  wire is connected to the bottom of the door, and will pull 
  open gas canisters hidden in the frame of the door when the 
  door is opened.  The gas fills the small hidden library and the 
  secret chamber beyond.  At the start of their turn, anyone in 
  these areas takes 23 (5d8) poison damage on a failed DC 13 
  Constitution saving throw, or half as much on a successful 
  one.  The gas lingers for one minute, then becomes inert and 
  fades away.  Creatures who hold their breath or don’t need to 
  breathe aren’t affected by this gas.
   
  In the small alcove beyond the hidden door stands what 
  appears to be the perfectly preserved body of a dark haired 
  human male.  It wears robes that were in fashion over a 
  hundred years ago, and a signet ring that shows the seal 
  of the Zhentarim from around that same time period.  This 
  is a clone of Manshoon, though it was never activated.  It 
  is warded against someone other than 
  Your ears suddenly pop as from pressure at a high altitude, 
  and the room’s temperature drops significantly.  In small 
  clouds of purple smoke, three darkly skinned creatures 
  appear amongst you.  Four-armed and powerfully built, 
  they turn their oddly wolfish faces toward you, growling in 
  unbridled hatred.  As one, they leap for your throats.
  
  29
  29
  Zhentarim’s Lament
  Treasure
  The magic candies from the hidden alcove are detailed above.  
  The crystal bowl is worth 100 gp.
   
  If the group takes the books to sell, they can find a buyer 
  who will give them 1500 gp for the collection.
  Rewards
  The ten books that are left in this room are all writ-
  ten by Manshoon and delve deeply into odd magical 
  theories.  The spell that Tirrodu seeks is not present, a 
  mystery the arcanaloth must continue to try to un-
  ravel.  However, three spell scrolls have been wedged 
  into the books.  Those scrolls are programmed illusion, 
  forcecage, and simulacrum.  In addition, a wizard or 
  other arcane spellcaster may study the books as a 
  downtime reward to learn more about the nature 
  of magic.  If the group decides to keep the books 
  instead of selling them, arcane casters gain the 
  Nature of the Weave story award.  
   
  DMs who do not wish to award senseless 
  violence against NPCs that have not provoked 
  it may well not allow the players to receive 
  the tome of leadership and influence if 
  they attacked Tirrodu.  That is com-
  pletely within your right.  Overly 
  kind DMs may want their players 
  to gain the magical tome despite 
  their violent ways, at which point it 
  could be found as one of the books 
  shelved in the hidden library.
   
  If the players retrieved the 
  scrolls from the hidden library and re-
  turned them for Tirrodu to peruse, grant 
  them 1000 experience points each.  If they 
  attacked Tirrodu, they do not gain this 
  non-combat experience.
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak:  Reduce each draegloth’s hit points to 91 and 
  remove the Multiattck action.
  • Weak:  Reduce each draegloth’s hit points to 91.
  • Strong:  Increase each draegloth’s hit points to 182.
  • Very Strong: Adjust as Strong, and an invisible wall of 
  force activates in the doorway, blocking entrance or exit.  It 
  can be removed with dispel magic, spellcaster ability check 
  of DC 17.  This may split the party, and will keep any ranged 
  combatants from getting too far away.
  
  30
  Zhentarim’s Lament
  30
  The group may be quick to attack the creatures ahead of 
  them, or they may avoid them entirely.  Some may even at-
  tempt communication, especially if one is a Zhentarim faction 
  member and received their secret mission.
   
  The floating orb of eyes is an ancient beholder named 
  Xarunxaxx.  He is in conversation with three mind flayers 
  from the Underdark who have come here seeking a rumored 
  magic item.  Two of the mind flayers guard the third, who is 
  an alhoon, and does the bulk of the speaking with Xarunxaxx.  
  The alhoon is named Udruaq, though the living mind flayers 
  do not reveal their names.
  Part 3. Unexpected Fellows
  The adventurers enter what still remains of an ancient 
  graveyard in the northern ruins of Zhentil Keep.  There, they 
  encounter a small group of what may be unexpected allies, at 
  least temporarily.
  1. Strange Allies
  Searching for signs of a crypt that may hold a powerful magic 
  item, the group makes its way through the cemetery.  As they 
  wander, they see a small group of creatures speaking to one 
  another.
  General Features
   
  Terrain.  The cemetery is mostly in shambles, with head-
  stones, stone rubble, and dead trees flung about as though a 
  storm raged through the area.  
   
  Light. During the day, the sun dances in and out of some 
  fast-moving clouds.  Hard shadows that appear when the sun 
  is out diffuse suddenly as it hides in cloud cover, then jump 
  back into sharp focus.  If it is night, only stars and a sliver of a 
  moon offer any light to see by.
   
  Sound.  Distant voices can be heard, and 
  every so often, music will blow in on a gentle 
  breeze.  These sounds don’t appear to have a 
  source.  Scraping of something sharp against 
  stone will split through the graveyard from time 
  to time.
   
  Smell.  Dead foliage and rot, dust, and piles of 
  rock and ruins offer up their scents to those pass-
  ing through.
  Through the ever-present gloom, you notice a group of 
  robed figures near a crumbling ruin of a crypt.  They seem 
  to be conversing with another creature, a mass of flesh that 
  floats above the ground, writhing stalks sprouting from the 
  top of it.  Small eyes peer around from those stalks, while 
  one central eye on the orb of its body looks ponderously at 
  those speaking to it.
  
  31
  31
  Zhentarim’s Lament
   
  The mindflayers are seeking an object of power, a small 
  statue, that was said to have been hidden within 
  Zhentil Keep after 1368 DR, an object that 
  has the power to repel enemies for a 
  time.  Deep in the Underdark, they have 
  been at war with the phaerimm, 
  creatures more alien than the 
  mind flayers, and they have 
  been hard pressed to hold 
  their defenses.  The phaer-
  imm will overrun them soon, 
  and the rumored magic item may 
  give them the advantage they 
  need to turn the phaerimm back.  
   
  Xarunxaxx knows where 
  the object is hidden, and was 
  negotiating with the mindflayers 
  to have it retrieved for them.  The beholder is 
  most appreciative of the timing that brought 
  him a group of adventurers to do the work 
  for him.  In return, Udruaq has brewed up a 
  very potent potion of longevity for the beholder, 
  which will make Xarunxaxx 50 years younger.  The 
  beholder and mind flayers are both very honest in 
  their dealings with the adventurers, mostly because 
  they are both desperate to gain what they will 
  from their bargain.  However, if the group turns on 
  them, they will respond with violence immediately.  If 
  reduced to half his hit points, Udruaq will plane shift 
  away, but will remember the group’s treachery, earning 
  them an eternal enemy.
   
  If asked about a lich’s phylactery or a similar object 
  of power hidden in the graveyard, Xarunxaxx will share 
  information with them if they have agreed to help him 
  retrieve the statue he needs.  The phylactery was hidden away 
  in the same crypt as the statue, the last resting place of a pow-
  erful mage of the Zhentarim.  He warns them that the crypt is 
  bound to be warded by magic, and possibly other fearful crea-
  tures.  He then tells them where the crypt is located, though 
  it may be hidden with illusory spells.  If persuaded (DC 17 
  Charisma check), Xarunxaxx may accompany the adventurers 
  through the graveyard, and could possibly remove the illusion 
  that hides the crypt with his antimagic cone.  
   
  Xarunxaxx knew the mage, Lysator, when he was much 
  younger.  Due to an odd level of respect (coming from a be-
  holder), and not a small amount of paranoid fear, Xarunxaxx 
  will not enter the crypt.  Of course, he probably won’t reveal 
  the truth of his fear, and will make any other excuse possible 
  before showing that level of weakness to these minions.
   
  If the adventurers bypass the beholder and the mind 
  flayers completely, they spend hours looking for the crypt.  
  Using detect magic, they are able to speed the search up as 
  they can see the auras of the enchantments placed upon the 
  crypt.  They still need to see through the illusion protecting 
  it, however.  Without the aid of magic, a DC 20 Perception 
  (Wisdom) check or a passive 15 Arcana (Intelligence) will 
  allow the group to sense there is something weird about 
  that crypt right over there.
   
  If the adventurers attempt to approach stealthily, without 
  magic to hide them, the beholder spots them when they get 
  within 120 ft.  
   
  Xarunxaxx is not concerned about the group until they 
  attack, at which time he and the mind flayers will unleash 
  their full killing abilities upon the group. If reduced to half his 
  hit points, Udruaq will plane shift away.
   
  If they decide to approach peacefully, however, the crea-
  tures do not attack immediately.  As the adventurers near 
  the beholder, they notice how old the creature is.  Dry cracks 
  appear on its skin, and it is missing several teeth.  The mind-
  flayers remain hooded, though a DC 15 Perception check may 
  catch gray-colored flesh on their hands as Udruaq gestures, or 
  the occasional movement of a face tentacle from the shadows 
  of his hood.
  “Ah,” the beholder says loudly, “We have unexpected guests 
  coming to join us.”  The beholder turns to face you, but its 
  mouth seems to be turned in a wry smile.  The robed figures 
  seem to glance about, but do not seem overly worried.
  Xarunxaxx
  
  32
  3. Inside the Crypt
  Gaining access to the crypt of Lysator, the group seeks their 
  goal.  
  General Features
   
  Terrain.  The crypt is free of debris. The ceiling is 15 feet 
  high.
   
  Light.  The interior of the crypt is dark and has no sourc-
  es of light.
  The crypt remains clean despite the years and the destruction 
  of Zhentil Keep.  The walls are covered in tapestries which 
  seemingly detail some of the greatest practical jokes played 
  by Lysator.  There is one where he caused a ranking officer of 
  the Zhentarim to become a reverse centaur (let the players 
  believe what they want for what that looks like).  And here is 
  a depiction of his birthday gift that caused a beholder’s eye-
  stalks to turn to flowers.  A DC 13 Perception (Widsom) check 
  allows a character to note that the beholder on the tapestry 
  looks strikingly like a younger version of Xarunxaxx.  In the 
  center of the chamber, surrounded by memories of his life, 
  lies the sarcophagus of Lysator himself, the lid carved to be a 
  quite realistic likeness of the mage himself.
   
  Searching the crypt, the players can spot a secret com-
  partment on a DC 13 Investigation (Intelligence) check.  It 
  also is magically trapped, which can be removed with a DC 18 
  dispel magic, or can be deactivated for one minute with a DC 
  18 Arcana (Intelligence) check.  If a player opens the panel 
  without removing the trap, they must succeed on a DC 18 
  Charisma saving throw, or their skin becomes a bright blue.  
  Whenever they take a long rest, the color shifts to a different 
  hue; red, yellow, purple, gold, etc.  This effect is permanent, 
  though it can be ended with a remove curse spell.
  Rewards
  If the players spot the trap and remove it, award them 500 
  experience points each.
  Inside the secret compartment are several objects (a short 
  sword, a vase, a crystal amulet, a statue of some tentacled 
  creature that also has 10 legs, and a spellbook), all of which 
  appear magical if viewed with detect magic.  Some radiate 
  transmutation, while others show auras of necromancy, 
  evocation, and conjuration.  All of them are fake, however, 
  and turn into dung one hour after being removed from the 
  crypt.  If players take the time to cast identify on any of the 
  objects, feel free to make them seem as grand as you want, 
  such as a +3 flametongue short sword, or as simple as a statue 
  that causes your room to smell like daisies when activated.  
  Attempts to read the spellbook, even with truesight or com-
  prehend languages fail.  A DC 18 Intelligence check will reveal 
  that the words in the book are just made up gobbledygook.    
  These items are, again, ruses to throw off would-be tomb 
  robbers.  
   
  The lid of the sarcophagus is trapped with magic.  Detect 
  magic reveals the trap, or a DC 20 Investigation (Intelligence) 
  check.  The trap cannot be removed except by magic, such as 
  dispel magic with a DC 20 spellcaster ability check.  If the lid 
  of the sarcophagus is moved without removing the trap, the 
  trap is sprung.  Anyone standing inside the crypt must make a 
  DC 17 Strength saving throw as the ceiling temporarily disap-
  Treasure
  If the adventurers agree to retrieve the statue for Xarunxaxx, 
  he offers to reward them grandly.  Obviously, his information 
  should be worth their service, but when they return, he will 
  grant them a worldly boon: a pouch of ruby dust worth 1,500 
  gp.
  2. Crypt of Lysator Umbrich
  The group arrives at the final resting place of a powerful 
  Zhentarim mage.
  What the adventurers see is, of course, an illusion.  Anyone 
  with truesight can see through the cloaking magic.  Interact-
  ing with the ruins grants a character a DC 17 Investigation 
  (Intelligence) check to see through the illusion.  The illusion 
  can be removed by dispel magic with a DC 17 spellcaster 
  ability check.  
   
  Once revealed, the crypt still remains resplendent, seem-
  ingly not affected by the rot of the city around it.  The door is 
  locked and trapped.  A magical glyph, carved into the tumbler 
  within the lock itself, activates if the door is unlocked with 
  anything except its key, which the characters do not possess.  
  While the trap cannot be seen with an Investigation check, it 
  does radiate with transmutation magic if detect magic is used.  
  Dispel magic can deactivate the glyph on a DC 17 spellcaster 
  ability check, as can a DC 17 thieves’ tools check.  If the trap 
  is activated, the creature unlocking the door must succeed 
  on a DC 18 Constitution save or be transmuted into a mass of 
  floating bubbles, vaguely in the shape of their original form 
  for 1d4 minutes.  The bubble creature cannot speak or act 
  upon the physical world other than to touch things and leave 
  behind a disturbing residue.  It can move at a rate of 10 ft per 
  round, and cannot Dash.  A strong wind can move it as though 
  it were a leaf.  
  Rewards
  If the players locate the cloaked crypt and enter it without 
  setting off the glyph trap, award them 500 experience points 
  each.
  The crypt that lies in ruins before you is supposed to hold 
  and be defended by powerful magic, but as far as you can 
  tell, it wouldn’t even keep out a swarm of bats.  Stone has 
  crumbled, the ceiling collapsed, and blackened vines have 
  overtaken the structure.
  
  33
  33
  Zhentarim’s Lament
  Rewards
  If the players find the false bottom of the sarcophagus and de-
  scend into the portal, award them 500 experience points each.
  4. Buried Amongst the Heavens
  Galaxies swirl about this pocket dimension, which holds the 
  remains of Lysator. 
  General Features
   
  Terrain.  The floor is free of debris.
   
  Light.  Starlight from the constellations around the room 
  bathes the room in ambient light.
   
  Sound.  A low, constant hum is present.  A character who 
  is musically inclined may recognized faint shifts in the hum 
  which may be intentional, as though some song were being 
  played in notes drawn out into minutes, hours, even days.
   
  Smell.  Though the source cannot be located, this room 
  smells oddly of green apples.
  This pocket dimension was crafted by Lysator in preparation 
  for his eventual demise.  While the stars and other celestial 
  events are not real, they do mimic the movement of the actual 
  skies if one could look deeply into the cosmos.  The effect on 
  a viewer is quite real, however.  Upon entering the room, any 
  creature that relies on sight must make a DC 12 Constitution 
  saving throw.  On a failure, they act at disadvantage on all 
  initiative rolls, ability checks, saving throws, and attack rolls 
  while in this room.  They may repeat this saving throw, at 
  disadvantage, at the end of their turn to end the effect.
   
  Placed within his robes, Lysator was buried with the 
  objects that the players are seeking.  A DC 13 Investigation 
  (Intelligence) check reveals a seam around the lid of the sar-
  cophagus in the floor.  Using a crowbar, it can be lifted with a 
  DC 15 Strength check.  This, however, activates the guardians 
  of the room.
  pears and they are launched 50 feet up and out of the building.  
  They land 20 feet from the building in a random direction and 
  take 30 (5d10) bludgeoning damage.  This trap resets after it 
  is activated if the sarcophagus is closed.
  Rewards
  If the players spot the trap and remove it, award them 500 
  experience points each.
  Inside is the supposed body of Lysator, garbed in fine robes 
  worth 100 gp.  Assorted gold rings and amulets adorn the 
  body, worth 150 gp.
   
  This body is not truly that of Lysator, however, and is just 
  there to be plundered should a tomb robber have made it this 
  far.  A DC 17 Investigation (Intelligence) check reveals that 
  the bottom of the sarcophagus is false.  A DC 15 Investigation 
  (Intelligence) search for how to open it will reveal that it can 
  be slid sideways, though it disappears into the side of the 
  sarcophagus, and does not stick out the other side as might 
  be expected.  Beneath the false bottom is a pit that appears 
  to be deeper than any in the party may see.  This is an optical 
  illusion, as the black-colored portal that takes up the space 
  just gives the look of a pit.  Detect magic reveals the presence 
  of the magic that powers the portal.  It can be targeted with 
  dispel magic with a DC 25 spellcaster ability check, though the 
  group will then lose access to the treasure beyond forever.
   
  Of course, Lysator’s legacy would not be complete if this 
  portal wasn’t tricky in some way.  Those who drop down 
  through the portal are transported to a small pocket dimen-
  sion, where his true body lies in rest.  However, they must 
  succeed on a DC 17 Charisma saving throw, or lose all of their 
  hair.  All of it.  This effect does not reverse when they leave the 
  room beyond, and is permanent. It may be ended by the re-
  move curse spell, at which point, their hair will begin growing 
  at a normal rate once again.
  As the glass lid rises up, screams erupt from the writhing 
  cosmos around you.  Stars seem to grow closer, then move 
  toward you.  Those constellations of warriors have come to 
  life, and move to defend their charge.
  Stars and masses of colored gases, planets being born, 
  living, and dying, and other unknown sights of the heavens 
  swirl about you as you fall unknown distances.  As you 
  gently land, you find yourself on a platform of what appears 
  to be colored glass, its mostly transparent purple allowing 
  you to see more movements of the cosmos below you.  You 
  note that some of the constellations that move about the 
  room disturbingly resemble warriors and thieves scream-
  ing in horror.  Set into the center of the glass disc below you 
  appears to be another sarcophagus sunken into the floor.  
  The body of a simply robed mage rests peacefully beneath a 
  glass lid.
  Zhentarim’s Lament
  33
  
  34
  Zhentarim’s Lament
  34
  Rewards
  Lysator was interred with surprisingly little in the way of 
  earthly goods.  The statue of antipathy and a rather rough 
  carving of a horse are all that reside with his body.  The carv-
  ing is the object the group seeks, however, and emits strong 
  magical auras of all types if viewed with detect magic.  The 
  carving’s purpose is a mystery, however, as spells such as 
  identify reveal nothing.
   
  If the players return to Xarunxaxx and give him the statue 
  of antipathy, award them 1000 experience points each. If they 
  attack the beholder or the mind flayers, they do not gain this 
  non-combat experience.
   
  Two star golems appear to pull free of the fantastic scene 
  surrounding the room, then move to attack the closest 
  creatures.  While they do not differentiate targets initially, 
  if attacked with magical weapons or spells, they will switch 
  targets to focus on those dealing the most damage first.  They 
  begin using their Flare lair action at the start of the second 
  round of combat.
   
  On initiative count of 20 (losing ties), starting on the 
  first round of combat, all trespassers into the star crypt must 
  succeed on a DC 15 Charisma saving throw, or start to fade 
  away into a constellation-like pattern.  On a success, a charac-
  ter withstands the magic.  Three successes render a creature 
  immune to the effect, and any failures rendering the creature 
  partially faded are nullified.  On the third failure, a creature 
  fades away completely, replaced by dots of light and faint 
  lines connecting them, much like a constellation is drawn.  
  Only a ghostly visage of their former self reappears as they 
  become one with the scene surrounding the platform.  They 
  are considered to be petrified, similar to a flesh to stone spell, 
  and magic that can free them from such a spell can be used to 
  reverse their condition.
   
  Characters cannot step off the platform.  Reaching out 
  over the edge of the platform meets with resistance, as though 
  something solid were keeping them from plummeting into the 
  celestial void before them.
   
  As long as the star golems are not active, or are destroyed, 
  a creature only has to stand in the center of the glass disc 
  and think about leaving to be lifted up by unseen forces and 
  returned to the crypt.  They are ejected unceremoniously out 
  of the stone sarcophagus, but take no damage upon landing.
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak:  Reduce each star golem’s hit points to 115 
  and remove the Multiattack action.  Reduce the Charisma 
  saving throw DC to 12.
  • Weak:  Reduce each star golem’s hit points to 115.
  • Strong:  Increase each star golem’s hit points to 235.
  • Very Strong: Add one star golem.  Increase the Charisma 
  saving throw DC to 17.
  Star golems appear as an arrangement of bright points of 
  light, with faint rays of light connecting them to form what 
  appears to be a constellation.  A vague and dim outline 
  gives the constellation features of whatever the constella-
  tion represents.  This is often a warrior or some fantastic 
  beast, but can even be objects such as a cup.
  
  35
  35
  Zhentarim’s Lament
   
  However, the ship isn’t incapable of defending itself.  If a 
  living creature attempts to remove the amulet, the mermaid 
  masthead moves to attack it.  Its kelp hair lashes out with 
  a +8 to hit.  On a successful hit, the target is grappled and 
  restrained.  The masthead can grapple up to five Medium 
  creatures in this manner.  It can grapple two Small or Tiny 
  creatures for each Medium creature it could grapple, or one 
  Large creature for every two Medium creatures.  It cannot 
  grapple Huge or Gargantuan creatures.  On an Initiative count 
  of 20 (losing ties), the masthead can make two slam attacks 
  against a grappled creature.  It strikes the target with advan-
  tage, with a +8 to hit.  On a successful hit, it deals 14 (2d8+5) 
  bludgeoning damage.  A grappled creature may take an action 
  to attempt to break free on a DC 17 Acrobatics (Dexterity) or 
  Athletics (Strength) check.
   
  Spells that target the Purdy Gurdy or her crew have a 
  chance to reflect back at their caster, or simply dissipate.  
  When a spell would affect the ship or her crew, roll a d6.
   
  d6  
  Effect
   
  1-2  
  The spell functions as usual.
   
  3-4  
  The spell reflects back at the caster.
   
  5-6  
  The spell activates, then does nothing.
  The amulet woven into the masthead’s hair is the cause of this 
  odd wild magic. 
  Tactics
  As the Purdy Gurdy fires its first volley into the Lucky Hound, 
  combat begins.  The first round of cannon fire damages the 
  brigantine, but does not disable it.  Flicker orders the Lucky 
  Hound away, but the frigate is unnaturally quick and catches 
  up and maintains its position along the port side of the brig-
  antine.  The cannons begin reloading themselves, as though 
  an unseen force is working them.
   
  The dread pirate remains on the Purdy Gurdy, though 
  four of the skeleton pirates will attempt to cross onto the 
  Lucky Hound by using hooked ladders to attach to the brig-
  antine and then climb over.  The ladders can span 20 foot 
  gaps, and quick thinking by the characters 
  Part 4. A Sailor’s Unlife
  To search the Moonsea, the group is given access to a brigan-
  tine named Lucky Hound.  The ship belongs to a crew of Ebon 
  Tide who have taken on with the Zhentarim, and is captained 
  by a raven-haired half-elf woman that goes by the name of 
  Flicker.  There are eight other crewmembers; four human 
  females, a halfling male, two male gnome identical twins, and 
  a tiefling male.
   
  After a few hours of searching the surface of the Moonsea, 
  the adventurers’ quarry finds them.
  General Features
   
  Terrain.  The deck of the Lucky Hound is open but for the 
  movement of sailors going about their duties.  The surface of 
  the water is choppy, but the swells are low.
   
  Light.  The sun slips in and out of view as clouds move 
  across the sky.
   
  Sound.  The waves slapping against the hull of the ship, 
  sailors shouting orders.
   
  Smell.  The salt of the sea, fish in buckets on the deck of 
  the ship.
   
  The Purdy Gurdy was a war frigate, and sank decades ago.  It 
  is now crewed by nine skeleton pirates and a dread pirate 
  captain.
   
  The undead pirates aren’t there to take prisoners, they 
  are there to sink ships and take booty.  Their frigate may well 
  overpower the character’s brigantine, and the magic repelling 
  nature of the frigate is only one more strike against the group.  
  Time is of the essence in this battle.
   
  If a character is looking at the ghost frigate for weak spots 
  or clues, have them roll a Perception (Wisdom) check.  On a 
  12, they notice not only the gaping holes that probably sunk 
  the frigate originally, but they can see through the frigate itself 
  in waves.  On an 18, they notice the masthead of the frigate, a 
  mermaid whose hair seems to be flowing in unseen currents, 
  has a faint glow about its head.
   
  In truth, the hair of the mermaid is kelp and other sea-
  weed and mosses.  Magic is making it move, just as it is ani-
  mating the ship and its crew.  Stuck in the seaweed of the mer-
  maid’s mane is a crystal amulet, its sickly green glow causing 
  the face of the mermaid to be illuminated.  If the amulet can be 
  freed of the mermaid’s hair, its magic over the ship is broken.  
  The crew fall lifeless to the deck, and the frigate quickly solidi-
  fies and takes on water, sinking in a matter of moments.
  Fog covers the waters around you as you scan what you can 
  see of the horizon for other ships.  The small crew moves 
  tensely but efficiently on the deck, prepping for any situa-
  tion.  From the stern, a cry of alarm goes up.  As you turn, 
  a blackened frigate, its sails tattered and lifeless, glides up 
  from below the surface of the water on the port of your 
  brigantine.  Its decks are manned by bodies free of or losing 
  their flesh, and skulls grin back at you across the gap be-
  tween your ships.  A man wearing a tricorne hat and most 
  of his skin steps forward and looks over your ship.  With a 
  smile he raises his hand.  “Fire.”  Booms deafen you as your 
  ship shudders from multiple impacts.
  Adjusting the Encounter
  These adjustments are not cumulative.
  • Very Weak:  Remove the dread pirate’s destructive wave 
  spell slots.  It’s multiattack is reduced from three attacks to 
  two.  Its Hellfire Orb ability deals 14 (4d6) fire and 14 (4d6) 
  necrotic.  Reduce its hit points to 108.
  • Weak: Remove the dread pirate’s destructive wave spell 
  slots.  It’s multiattack is reduced from three attacks to two. 
  Reduce its hit points to 108.
  • Strong:  Increase the dread pirate’s hit points to 180.  
  Spells cast at the dread pirate directly either reflect back on 
  the caster or fail (50% of each).  This does not include area 
  of effect spells.  
  • Very Strong: Increase the dread pirate’s hit points to 
  180.  It has 2 daily uses of Hellfire Orb instead of one. Spells 
  cast at the dread pirate directly either reflect back on the 
  caster or fail (50% of each).  This does not include area of 
  effect spells.
  
  36
  Zhentarim’s Lament
  36
  the characters make DC 13 Constitution saving throws.  On a 
  failure, they gain a level of exhaustion.
   
  If adventurers take the battle to the deck of the Purdy 
  Gurdy, the skeleton crew and captain focus on those charac-
  ters rather than firing at the other ship.
  Treasure
  The captain’s scimitar is of remarkable craftsmanship, and is 
  worth 100 gold pieces.
   
  may keep skeletons from making it to the deck of the brigan-
  tine.  The remaining skeleton pirates will fire their bows from 
  the Purdy Gurdy. 
   
  The crew of the Purdy Gurdy focus on the characters, 
  recognizing their threat.  If the adventurers fall, the skeleton 
  crew then sets to work on the crew of the brigantine. 
   
  On initiative count of 20 (losing ties) on the third round, 
  the Purdy Gurdy opens fire again.  This disables the brigan-
  tine, which does not have its own cannons, but was built for 
  outrunning warships like the Purdy Gurdy.  The brigantine 
  now can move at half speed, and is taking on water.
   
  It takes the frigate until initiative count of 20 (losing ties) 
  on the seventh round of combat to fire again.  This will cripple 
  the Lucky Hound, which begins sinking.  If the adventurers 
  and crew survive the battle, they’ll have to use bits of wreck-
  age to float and swim to shore, a laborious endeavor that 
  takes two hours.  For each 30 minutes spent swimming, have 
  
  37
  
  38
  Zhentarim’s Lament
  38
   
  d6 Roll 
   
  Undead Type
   
  1 
   
   
  Skeleton
   
  2 
   
   
  Zombie
   
  3 
   
   
  Wight
   
  4 
   
   
  Vampire Spawn
   
  5 
   
   
  Wraith
   
  6 
   
   
  Poltergeist
   
  During this time, the Zhentarim army and those Ebon 
  Tide that remained in the ruins are also being affected by 
  the magical fog.  Hundreds are falling, only to rise again as 
  undead.  Howls of pain rise from the ruins as former compa-
  triots turn on one another, the undead now killing those who 
  managed to shrug off the effect of the fog.
  Rewards
   
  If the players return the objects of power to Marzellus, 
  award them 1000 experience points each.  The pouch he 
  tossed them before swapping places with this simulacrum has 
  their monetary reward.  He has no need for gems to carry on 
  the next step of his plan.
  But We Don’t Trust That Guy...
  If the players decide to not return the items of power to 
  Marzellus, don’t force them to.  Ask them where they would 
  like to take them instead.  Some options may be their faction 
  leaders, or Krenez at the waypoint bindery from the first part 
  of this trilogy.  They may choose to hold on to them, and not 
  give them to anyone.
   
  Unfortunately, Marshward has spies and minions across 
  the Moonsea, many of which are ingrained in other factions.  
  Within days, the objects disappear as they are tracked down 
  by those loyal to Marshward.  The characters may end up with 
  warrants for their heads, claiming theft of property rightfully 
  belonging to Marshward or the Zhentarim.  It is only after 
  his treachery that Marshward’s true intentions are revealed.  
  Until then, he is a high-ranking officer of the Zhentarim, and 
  holds a good deal of sway.
   
  Marshward’s plans also do not hinge upon only the 
  objects he’s hired the adventurers to find.  While they are out 
  searching for those objects, he and his Zhentarim soldiers are 
  scouring the ruins of Zhentil Keep for other items that will 
  allow him to carry on with his plans. 
  Part 5. Necromancer Revealed
  Their tasks complete, the group returns to Marzellus Marsh-
  ward.
   
  Depending on which area the players did last, the Zhen-
  tarim will meet them nearby.  This will be the docks if they 
  took care of the ghost ship on the Moonsea last, or at the 
  southeast gate of the northern ruins of the city.
  Marshward appears to still be standing before the charac-
  ters, staring intently at them.  However, he is long gone, and 
  this being before them is the result of a simulacrum spell.  A 
  character with a passive Perception of 18 or more will have 
  noticed a split second where Marshward seemed to blink in 
  and out, the moment where he and the simulacrum swapped 
  places.  The true Marshward is now in the rising tower of 
  obsidian in the center of Zhentil Keep.
   
  If attacked, the simulacrum will simply stand there and 
  let itself be hit, staring intently at the group, and will fall apart 
  into ice and snow after only a few strikes.
   
  The gray cloud takes one minute to reach the group, 
  wherever they started the encounter.  Their best chance is to 
  flee immediately from the incoming fog, which they should 
  recognize as the same stuff that was released in Phlan, but on 
  a much larger scale.  If they have not fled within five rounds, 
  they won’t be able to outrun the cloud.  However, they may try 
  jumping into the water, either the Moonsea, or the River Tesh.  
  This will block the effect of the fog, as long as they stay low in 
  the water as they swim away.  A DC 13 Nature (Intelligence) 
  or Arcana (Intelligence) check might reveal this to charac-
  ters who don’t think of it themselves. 
  If the group refuses 
  to move, they will be caught in the fog.  This may prove to be 
  deadly, as they must succeed on a DC 18 Constitution saving 
  throw, or be overcome by the power of the cloud.  On that 
  round, they fall to the ground choking and incapacitated.  
  Greater restoration or remove curse will halt the effect if cast 
  on an effected character this round.  On the second round, the 
  character dies, only to rise the following round as one of the 
  following undead:
  Marzellus Marshward smiles gratefully as you deliver the 
  objects of power.  “Grand work, friends.  Grand work.  So 
  many threats now removed.”  You notice as several other 
  charms clink together on chains around his neck.  
   
  He tosses you a pouch, then pauses momentarily, star-
  ing off toward the northern ruins.  Finally he turns to you 
  and smiles once again, this time with a hint of malice.  “For 
  your service, I give you this chance to flee.  Run along, little 
  sheep.  Run along.”  
   
  The ground begins to shake violently, and you hear 
  shouts of alarm as the Zhentarim soldiers are knocked from 
  their feet.  Beyond the crumbling walls of the northern 
  Keep, you see gray mist billow dozens of feet into the air, 
  then hundreds.  From the center of the city, a massive black 
  shard rises from the cloud, up and up and up.
   
  As the gray fog nears its peak, it breaks and the wave 
  of dark energy rushes outward toward the edges of the city.  
  Toward you!
  
  39
  39
  Necromancer’s Ascent
  Necromancer’s Ascent
  Episode 3
  
  40
  Necromancer’s Ascent
  40
  a terrible fog upon those who were camped in the ruins.  
  Many lost their lives, only to rise again as undead minions, 
  slaves to the necromancer.  
  • This fog is very similar to that used in several attacks 
  around the Moonsea, the first of which took place in Phlan 
  on Reclamation Day.  The scale of the fog that rolled out 
  of Zhentil Spire is enormous, however, affecting all those 
  within the walls of the city, not just those within a few 
  hundred feet as happened in other towns.
  • If the adventurers made an alliance with the Blackwind in 
  part 1 of this trilogy, Binder’s Torment, he and his small 
  army have moved to help the forces do battle against the 
  undead.
  • Karrin Tragidore, the Waypoint’s Zhentarim representa-
  tive, received reports that hundreds of Zhentarim soldiers 
  and mages were transformed into undead by the necrotic 
  fog.  Only a handful escaped, a sign that this fog is vastly 
  more powerful than what was released in towns around 
  the Moonsea.  Those smaller events, it is now believed, 
  were just experiments by Marshward to see how well his 
  killing fog worked.  The Spire, it seems, is capable of creat-
  ing something stronger, as well as a vastly larger amount 
  of it.
  • Karrin, Krenez, Serie, Elres, and Dar the Widowmaker will 
  be traveling to Zhentil Keep to join the forces there, while 
  the other workers of the Waypoint Bindery remain behind 
  to protect it.
  • Serie Mithrime, the Waypoint’s contact for the Emerald 
  Enclave, has a message for members of the Enclave.  (See 
  Faction Assignment : Emerald Enclave.)
  • Elres Larke needs to speak with any members of the Order 
  of the Gauntlet, as word has reached him that they must 
  be on the lookout for something…or someone…when they 
  enter the Spire.  (See Faction Assignment : Order of the 
  Gauntlet.)
  Krenez managed to scrounge up three potions of greater heal-
  ing.  While he wishes he could stockpile them at the Waypoint 
  for emergencies, he gives them to the party and wishes them 
  the best of luck, the bard will meet them on the battlefield.
  Part 1. In a Bind
  Having fled the killing fog of the necromancer, the group ral-
  lies at the Waypoint Bindery.
   
  If the group does not think to return to speak with Krenez 
  about the events, messages sent from either their factions or 
  from the bard himself can guide them there.
  General Features
   
  Terrain.  The interior of the bindery is a clutter of ma-
  chinery, loose papers, stacks of books, and ink stains.
   
  Light.  Only a few oil lamps have been lit, the dark atmo-
  sphere mirrored in the workers expressions.
   
  Sound.  Several conversations are going on at once, and 
  even in hushed tones, the babble can be distracting.
   
  Smell.  Ink and parchment.
  The founder of the Waypoint Bindery, a dragonborn named 
  Krenez, sits listening to the commotion of those in attendance.  
  The bindery is a meeting place for members of all the allied 
  factions, and each has their opinion of what has occurred in 
  Zhentil Keep.  He listlessly tunes his lute while the more vocal 
  attendees argue as to what should be done about the necro-
  mancer.  When the cacophony of voices begins to grow overly 
  heated, he strums out a few quick notes on his instrument, 
  gaining the attention of the room.
    
  Krenez and the workers of the Waypoint can offer the 
  following information:
  • Each faction has sent what troops or forces they could 
  muster in such a short time.  Those forces are gathering 
  around the ruins of Zhentil Keep, hoping to keep the horde 
  of undead trapped within, for now.
  • Those adventurers who are members of a faction are being 
  requested to join the effort to storm the Zhentil Spire, as 
  the tower of blackened rock and crystal that erupted from 
  the center of the Keep has come to be called.  
  • Adventurers who owe no allegiance to any lord or fac-
  tion are being called on to raise their swords and magic 
  against the necromancer, for his dark plans seem to be 
  bent toward spreading a plague of the undead across the 
  Moonsea.
  • No one seems to know why Marzellus Marshward turned 
  on his compatriots and raised the Spire.
  • 
  Raising the Spire, Marzellus released 
  “We all know this was not foreseen, not by any of us.”  With 
  a meaningful glance, Krenez looks at the Zhentarim repre-
  sentative in the room, a human woman in a black silk robe 
  worked with deep purple gems.  She nods in return, but 
  does not speak, her expression troubled.  
   
  “Karrin knew nothing more than any of us did, and I 
  doubt her fellow Zhents knew much more than that.  What 
  this necromancer has done is a hideous crime upon the 
  living, and the Zhentarim lost much when that damnable 
  spire grew up from nothing.  Being unable to undo it at this 
  point, we must work…together…to undermine Marshward’s 
  dastardly plan, whatever it may be.”  The dragonborn bard 
  looks back to his lute, where his expert fingers tap out an 
  inspiring tune, then nods, opening the conversation once 
  again.
  
  41
  41
  Necromancer’s Ascent
  In addition to the obvious markings, the altar has a phrase 
  in Druidic inscribed around it.  Those who can understand it 
  read, “For what do we freely yield up godly power, so as to toil 
  and work and serve?”
   
  The words on the walls are written in different languag-
  es; “Honor” in Dwarven (which is upon the smashed in wall), 
  “Balance” in Primordial, “Protection” in Giant, “Love” in Han 
  (a script from Kara-Tur), “Family” in Celestial, and “Respect” 
  in Espruar (once the tongue of the moon elves).
   
  While none of these answers is necessarily wrong, the 
  one that the builders of this reliquary were holding most true 
  is “Balance”.   
   
  If the characters investigate the walls, they will notice 
  each of them is its own structure, and sounds hollow when 
  knocked upon.  To gain entrance, the wall must be bashed 
  open, or magical means of entering may be used.  However, at-
  tempting to gain entry to any of the walls other than Balance 
  causes the ceiling of the room to collapse.  Characters within 
  the chamber take 35 (10d6) bludgeoning damage, or half as 
  much on a successful DC 16 Strength saving throw.  Those 
  who fail are pinned beneath the debris, and are considered 
  restrained.  They can work their way free with a DC 16 Dex-
  terity or Athletics (Strength) check, or those not pinned can 
  dig them out.  This collapse can only be triggered once.
   
  Beyond the Balance wall is a 10-foot wide corridor that 
  goes down at a gentle decline for almost 200 feet, and ends 
  in an open doorway.
  Part 2. To Yulash
  (emerald enclave / bonus objective)
  The adventurers head to Yulash to uncover a powerful secret.  
  1. The Weeping Tree
  The adventurers seek a hidden chamber which is said to lay 
  beneath the Weeping Tree.
  General Features
   
  Terrain.  The streets of the ruined town are mostly free 
  of rubble, allowing the characters to move easily.
   
  Light.  The sun shines down brightly, giving full illumi-
  nation to those walking through the ruins of Yulash.  To the 
  north, dark clouds are forming.
   
  Sound.  Birds singing, and the chittering of wildlife that 
  have taken up residence in some of the ruined buildings.
   
  Smell.  The scent of wildflowers can be caught on the 
  slight breeze from time to time.
  Walking through the ruins of Yulash, the characters spot 
  a massive willow, its leaves and branches sparkling in the 
  sunlight.  As they draw closer, they notice a pool of shallow 
  water around the tree, as rivulets of water drip from the tree’s 
  leaves.  
   
  Searching the pool, they discover a hatch below the 
  surface on a successful DC 15 Perception check.  The hatch is 
  old, but sturdy, and has a pull ring worked with engravings of 
  leaves.  A DC 17 Athletics (Strength) check is required to slide 
  the hatch open, revealing a steep staircase descending into 
  the earth.  Water drains slowly into the hole, but not enough 
  to flood the chamber below.
   
  When the characters reach the bottom of the old stone 
  staircase, read or paraphrase the following:
  FACTION ASSIGNMENT : Emerald Enclave
  Long ago, members of the Emerald Enclave summoned 
  forth an elemental of terrible power to stop the Zhentarim 
  from encroaching on treasured forests.  The elemental 
  stopped the Zhentarim, but the loss of life was too great, 
  and the Emerald Enclave chose to never summon forth such 
  a being again, and the materials for the ritual of summon-
  ing were hidden across the face of Faerun.  Now, however, 
  that summoning must take place again, to help stem the 
  tide of undead flowing out from the Zhentil Spire.  Emerald 
  Enclave members (or those outside the fact who may be 
  entrusted with this vital mission) must travel to the ruins of 
  Yulash to find and take up the part of the summoning ritual 
  that was hidden there.  The object lies beneath the Weeping 
  Tree, though what guardians have been left behind, no one 
  knows.  Once found, take the object to the ruins of Zhentil 
  Keep, where armies of the living are preparing to do battle 
  with those of the necromancer.
  FACTION ASSIGNMENT : Order of the Gauntlet
  Before the fall of Zhentil Keep, Sir Doran Parzifel was a 
  member of the Order of the Gauntlet, buried deep under-
  cover within the ranks of the Zhentarim.  He fed informa-
  tion to the Order during his long tenure as a spy, and even 
  helped to defend the Keep against an invading army of orcs, 
  dragons, and giants.  When he fell during that battle, he was 
  interred with honor within a crypt beneath the Keep.  The 
  Order has long sought his body, to return it to his family’s 
  crypt in the Sumber Hills.  With the raising of the Zhentil 
  Spire, the Order is concerned not only with the necroman-
  cer, but that Parzifel’s body may have risen as one of the 
  undead.  Order of the Gauntlet faction members are charged 
  with finding the knight, and if he walks as one of the un-
  dead, returning him to his everlasting rest.  In addition, they 
  are to bring his remains to the bindery east of the Keep, so 
  that Order members may take them on to the Sumber Hills.
  (See Appendix: Zhentil Spire Encounters, The Darkened 
  Knight.)
  A small hexagonal chamber of worked stone and earth 
  holds a small altar in its center.  The altar is worked with 
  antiquated symbols of Mielikki, Eldath, and Silvanus.  Each 
  wall has a rune embossed on its stone, roots trailing down 
  through cracks in the ceiling and across the stonework.  One 
  wall, near the entrance, seems to have been smashed in, 
  revealing only dirt behind it.
  
  42
  Necromancer’s Ascent
  42
  2. The Chamber of He’Tlik
  The characters have gained access to the reliquary that holds 
  a fragment of the Emerald Enclaves ritual.  Now, they only 
  need to retrieve it…and survive its guardians.
  General Features
   
  Terrain.  The floor is dusty, but clear of hazards.
   
  Ceiling.  The domed ceiling reaches 40 feet above the 
  center of the room.
   
  Light.  No light reaches this chamber but that which the 
  adventurers bring.
   
  Sound.  The chamber is very quiet, though a soft hiss may 
  be heard every so often.  Maybe it’s just the characters’ imagi-
  nations…
   
  Smell.  Dust and the odd scent of ozone, the scent of a 
  storm just before it breaks.
  When the adventurers enter the chamber, read or paraphrase 
  the following:
  An altar lies on the far side of the room.  Upon it sits an object 
  wrapped in thin leather.  Once unwrapped, the characters 
  discover a large bird feather which seems to build up a static 
  charge as it is handled, softly glowing arcs of electricity pop-
  ping across it from time to time.  The thin leather wrapping 
  has fragments of writing on it, as though it once was part of a 
  larger piece.  The writing seems to be in Druidic, but is unin-
  telligible because of its incompleteness.  
   
  The ritual fragment is held in place with magic, so using 
  effects such as mage hand will not gain the adventurers this 
  prize.  To claim the leather bundle, an offering to one of the 
  gods of nature must be placed on the altar next to it.  This may 
  be a pouch of seeds, or an offering of food and water.  Gold 
  and gems do not seem to have any effect.  A DC 12 History (In-
  telligence) or Religion (Intelligence) check allows a character 
  to understand this is an offering altar, often used to give some 
  small token as a sign of homage to the god or gods in ques-
  tion.
   
  Once the leather wrapping is touched, the two lightning 
  serpents spring to life.  They slither around the domed wall, 
  and move into the room from either side of the door, their 
  bodies crossing and covering the escape route.
   
  A large, domed chamber lies beyond the doorway.  As you 
  enter, your heart skips a beat as you notice the massive ser-
  pent heads to either side of the entrance, their gaping maws 
  poised to strike.  It is only after a moment of panic that you 
  realize they are only stone.  Their bodies seem to wrap the 
  chamber within their coils, guarding what lies within.
  
  43
  43
  Necromancer’s Ascent
  Running the Lightning Serpents
  The constructs that guard the chamber are massive, reaching 
  almost 500 feet in length.  Keep this in mind while running 
  the guardians, as they will slither off the wall in order to 
  attack intruders.  The bulk of their length remains coiled 
  around the room, however, and the creatures are only 10 feet 
  wide.  Rather than using a gargantuan token or miniature on 
  a battle map, use several large tokens to map out the length of 
  the serpent that has moved away from the wall.  In addition, a 
  serpent may raise its head up to any point in the room, allow-
  ing it to move and attack creatures that are flying or hovering 
  above the floor.
   
  Technically, the chamber is 20 feet wider than shown on 
  the map, due to the width of the serpents coiled against the 
  wall.  However, the serpents will never move enough of their 
  bulk from the walls to make a difference to the effective size 
  of the room.
   
  Attacks of opportunity may only be made upon crea-
  tures moving out of the lightning serpent’s Bite attack range.  
  Creatures that are further than 10 feet from the serpent’s 
  head that would usually provoke an attack of opportunity by 
  moving away from its body do not provoke such an attack.
  Adjusting the Encounter
  These adjustments are not cumulative. 
  • Very Weak: Remove the lightning serpent’s multiattack 
  and swallow abilities.  It’s breath weapon recharges on a 6.
  • Weak: Remove the lightning serpent’s multiattack.
  • Strong: The lightning serpent’s multiattack now has two 
  bite attacks and one constrict or crush attack.
  • Very Strong: As Strong, and the lightning serpent can 
  swallow a total of two creatures (on different rounds), and 
  the first to be swallowed must spend 30 feet of movement 
  to escape.  If forced to regurgitate a swallowed creature, 
  and it has swallowed two, it only spits up the second crea-
  ture swallowed.  It can be forced to regurgitate the remain-
  ing creature afterwards.
  
  44
  Necromancer’s Ascent
  44
  The group is guided to the front of the allied army, where they 
  notice Krenez and Karrin from the Waypoint Bindery, near 
  what appears to be an area of tents, a bivouac for the army 
  commanders.  Krenez waves to them, then turns to shout 
  words of inspiration to a group of soldiers that he appears 
  to be preparing for battle.  Karrin approaches them and 
  tells them that someone must make it through to the Spire.  
  Attempts to enter the tower via magic have been rebuked, 
  sometimes with deadly consequences to those attempting 
  the shortcut.  She warns the group that flying undead, such as 
  the dragon, specters, and wraiths have been spotted, so flying 
  over the army of undead is no safe bet either.  If they make 
  it across, it will be up to the adventurers to enter the tower 
  and locate Marzellus Marshward, and end his deadly mach-
  inations.  A small gate at the base of the tower seems to be 
  the only entrance, and the adventurers should make for it as 
  quickly as possible.  
   
  Karrin gives the adventurers three potions of superior 
  healing and a potion of vitality, then wishes them luck, “Tymo-
  ra smile on ye.”  She grimly walks back to Krenez’s side and 
  prepares for battle.
   
  Nearby, a ritual appears to be starting up.  Read or para-
  phrase the following:
  Running the Encounter
  Rather than running a massive combat, this rush for the tower 
  is broken down into a series of five group attack rolls, as well 
  as a series of five attack rolls against the group.  Average the 
  Armor Class of the group (for example, if there are five char-
  acters with AC’s of 13, 14, 15, 15, and 19, the group’s average 
  Armor Class would be 15).  For each of the five group attack 
  rolls, roll against the group’s average Armor Class with a +5 
  attack bonus.  If you hit, each member of the group is dealt 15 
  points of damage.  To push through, the group must make a 
  group attack roll.  Have one designated player make a single 
  attack roll (melee, ranged, or spell attack), with the target AC 
  of 14 for the group to push on.  If the group is not successful, 
  Part 3. Through the Darkness
  An immense army of undead stands between the adventurers 
  and the Zhentil Spire.  The group is not without allies, how-
  ever, who may make the difference in getting to the Spire or 
  certain death.
  General Features
   
  Terrain.  Rubble is strewn about the ruins of Zhentil 
  Keep.  Toppled buildings, downed trees, and the occasional 
  misplaced tombstone litter the ground, making for hard going.  
  And that isn’t taking into account the countless undead.
   
  Light.  It is as though the sun and stars have abandoned 
  the world, as black clouds roil overhead.  The area is dimly 
  lit, which may be for the better to those viewing the horrid 
  creatures they now face.
   
  Sound.  Shrieks and moans from unintelligent undead, 
  and yells of derision from those undead who retained the abil-
  ity to speak.  Allies shout to one another, bolstering their wills 
  against their enemy.
   
  Smell.  Rot and ruin as the undead army seems to breathe 
  corruption across the battlefield.  To make it worse, those 
  black clouds smell of dark and oily rain, as though a storm is 
  about to break.
   
  The Spire.  The magic infused into the Spire blocks scry-
  ing and teleportation magic.  Creatures attempting to teleport 
  into or out of the Spire must make a DC 18 spellcaster check.  
  Those that fail suffer 32 (8d8) psychic damage and the spell 
  fails.  Those that pass the check take half damage, and the 
  spell succeeds.  Within the Spire, teleportation magic works 
  as long as a character is not attempting to pass through walls 
  or structures of the Spire.  For example, misty step will not 
  call for a spellcaster check if the teleportation will not take a 
  character through a physical portion of the Spire.  
   
  Non-teleportation abilities, such as an earth elemental’s 
  earth glide, do not allow a creature to pass through the magi-
  cal stone of the Spire.  
   
  Spells such as passwall will work within the Spire, but 
  require a DC 18 spellcaster check.  On a failure, the spell does 
  nothing.
  The characters arrive to join the army that surrounds the 
  Zhentil Spire.  As they move through the gathered allies, read 
  or paraphrase the following:
  The Zhentil Spire, a massive shard of black crystal and rock, 
  thrusts hundreds of feet skyward.  Between you and it wan-
  ders a horde of countless undead. The mortal army around 
  you stands defiant, but what they have in gusto, they lack in 
  numbers.  Shouts of alarm go up, and you turn your gaze to-
  ward the tower just in time to see the skeleton of a dragon 
  of immense size break free of the clouds that wrap around 
  the Spire.  Flames belch from its massive maw, and waves 
  of fear ripple across those who count themselves amongst 
  the living.  As it circles around the tower, disappearing back 
  into the clouds, you notice other…things…moving within 
  those gray formations.
  Robed figures, druids and clerics of Eldath, Mielikki, 
  Silvanus and Chauntea, gather around a huge stone slab.  
  Several pieces of torn leather have been arranged on the 
  makeshift altar, and chanting goes up from those who have 
  encircled it.  Great wails go up from the undead army, and 
  everyone braces their defenses, knowing battle is upon 
  them.  With a groan and a crack, the earth between the 
  army shifts, buckles, then erupts as something crawls 
  upward.  A mammoth form made of earth and rock, but 
  wreathed in lightning and fire, bellows at the sky.  
   
  Shouts of alarm go up, as your allies are shaken by the 
  presence of this new creature, but those surrounding the 
  stone slab bend their will, physically leaning forward to 
  brace themselves, and command the elemental to attack 
  the undead army.  Ponderously, it turns to face hordes of 
  skeletons, zombies, wraiths, and scores of other creatures 
  of the dark.  Step by step, its momentum builds as it strides 
  toward them, then breaks upon their ranks.  Shouts go up 
  from your allies as they rush to join the elemental.  The 
  battle has been joined.
  
  45
  45
  Necromancer’s Ascent
   
  When the characters arrive at the gated entrance to the 
  Spire, read or paraphrase the following:
  The gate itself is a massive thing, over 40 feet wide and 30 
  feet tall.  Made of blackened iron, it is probably too heavy to 
  lift for any of the characters.  There is a smaller, hinged door 
  within the main gate, however.  It is locked, but can be opened 
  with a successful DC 16 Thieves’ Tools check, or can be forced 
  open with a DC 20 Strength check.
  Rewards
  If the characters make it to the black gate without using all of 
  their ally damage absorption options (at least one remaining), 
  grant them 1,000 experience points each.  If they have used all 
  of their ally damage absorption, grant them 500 experience 
  points each, instead.
   
  they must take another turn to attempt to push through, and 
  the DM rolls another round of attacks against them.
   
  On a critical roll by the DM against the group, each char-
  acter is dealt 15 damage, and they must succeed on a DC13 
  Constitution saving throw or have their maximum hit points 
  reduced by the damage taken.  This reflects the group being 
  attacked by life draining undead.
   
  If the players roll a critical, count it as an automatic suc-
  cess, and they gain two movements forward in their rush for 
  the Spire.
   
  The damage taken and the attack rolls by the group are 
  just a simplification to speed up this mass combat. Describe 
  these rolls and movements as you see fit.  For example, if you 
  roll a critical hit against the group, a swarm of wraiths has 
  joined the countless ranks of skeletons that fight against the 
  adventurers.  They fly in unexpectedly, swiping at the char-
  acters with their icy claws, dealing the necrotic damage that 
  could potentially reduce their maximum hit points.
   
  The allied army grants an additional benefit to the party.  
  Once per round, on a successful attack against the characters, 
  they may choose to have their allies take the damage instead.  
  This ability may be used twice.  If the Ebon Tide is a part 
  of the attacking army, the players gain one extra use of this 
  ability.  Reflect this in your descriptions as brave allies move 
  to intercept a group of ogre zombies, deflecting the attack 
  from the characters and giving them the chance to make those 
  soldiers’ sacrifice mean something.  Be creative with your 
  descriptions, and have fun with it!
   
  Those witnessing the utter destruction wrought by the 
  Emerald Enclave’s summoned elemental may decide to just sit 
  back and let it mop up the army before proceeding.  If so, read 
  or paraphrase the following: 
  Waiting has cost the adventurers not only their most power-
  ful weapon against the undead, but the lives of many of their 
  allies.  Attempting to break through the undead army now 
  means they have only one use of the damage blocking ability 
  granted by their allies.  The Ebon Tide still grants one addi-
  tional use as well.
  As you watch from a safe distance, the Emerald Enclave’s 
  elemental wreaks havoc through the undead army.  Cheers 
  go up from your allies, already celebrating an impending 
  victory.  Those shouts suddenly turn to cries of dismay 
  as the Spire begins to belch forth dark gray mists.  Those 
  amongst the living on the battlefield begin to scream, and 
  disappear under the rolling fog, which stops shortly before 
  it reaches those of you in the back.  As the cries for help 
  begin to fade, so too does the fog.  Standing amidst a newly 
  replenished army of undead is the smoking husk of the 
  elemental, which quickly begins to crumble into dust.  The 
  druids that summoned it cry out in dismay and horror, their 
  unstoppable creation rendered impotent.
  The black gate stands before you, and undead still move 
  to intercept you.  Glancing back, the view of the battle is 
  fearsome, a sight to make even the hardiest of soldiers 
  blanch.  It is only a matter of time before the living fall to 
  the undead.  You must make haste, and pray that Tymora 
  favors you this day.
  
  46
  Necromancer’s Ascent
  46
  an affected character this round.  On the second round, the 
  character dies, only to rise the following round as one of 
  the following undead:
   
   
  d6 Roll  
  Undead Type
   
   
  1 
   
  Skeleton
   
   
  2 
   
  Zombie
   
   
  3 
   
  Wight
   
   
  4 
   
  Vampire Spawn
   
   
  5 
   
  Wraith
   
   
  6 
   
  Poltergeist
  Zhentil Spire, as it has been dubbed by those outside it, was 
  created from the twisted mind of Marzellus Marshward, using 
  the power stored within the lich phylacteries garnered from 
  around Zhentil Keep.  The layout of the Spire reflects Marsh-
  ward’s grim mind, and doorways are magical portals that may 
  lead to any other part of the Spire, or to nowhere at all.  
   
  Note that rooms are accessed through magic portals, 
  which can move the group to whichever encounters you have 
  chosen.  To reflect the madness that created the Spire, these 
  rooms do not have to be physically next to one another; the 
  first room may wind up being near the pinnacle of the Spire, 
  and the final showdown might be closer to the bottom or 
  the center, or right next to (but inaccessible from) the first 
  room the party enters.  Creative players who may attempt to 
  bypass rooms by using magic or other means to pass through 
  walls may end up walking out of the top of the Spire, several 
  hundred feet from the ground.  Use your judgment, and award 
  creativity, but keep the party from jumping too far off the 
  tracks.
   
  In addition, the doorways do not always lead back to the 
  room a person came from.  Use your best judgment of your 
  available time when using this feature, as it has the potential 
  to split the party if someone runs back through a door, then 
  tries to run back through again to return to their party.
   
  If you are running a 4-hour time slot, you cannot run 
  all of the encounters listed for the tower.  Run those that 
  you must, either for faction assignments, or for encounters 
  marked Required.  Fill in the extra time with encounters as 
  necessary, or play through all of the encounters if you are not 
  running on a time limit.  Please note that running more than 
  the 4-hour encounter does not increase experience gained 
  beyond the maximum allowed for this adventure.
   
  In addition to these encounters, trapped rooms are pre-
  sented in the Appendix.
   
  Encounters and trapped rooms are marked as Long or 
  Short.  Depending on faction assignments, which are both 
  considered Long, you may have time for only Short encoun-
  ters if both factions are involved within your group.
  Treasure
  If you choose to not include the Darkened Knight encounter in 
  Appendix: Zhentil Spire Encounters, the group is able to find a 
  spellguard shield in another encounter of your choice.
  Part 4. Within the Spire
  General Features
   
  Terrain.  Most of the areas in the tower are smooth and 
  easy to pass through.  Some areas may have some debris built 
  up from the tower’s formation, though much of the material 
  was used to form walls, stairs, and other parts of the tower 
  itself.
   
  Walls.  The walls of the tower are made of blackened 
  stone and smoky crystal.  The crystal is mostly opaque, 
  though areas that are more transparent allow a viewer to see 
  pieces of ruined buildings, tombstones and sarcophagi, and 
  the skulls, skeletons, and somewhat fresher corpses of those 
  creatures that have been buried within Zhentil Keep over the 
  centuries.  Some of these creatures are non-humanoid, as 
  wars with giants and dragons have been waged in the past.  
  These bodies were buried or sold off to alchemists and wiz-
  ards, so the bones remained within the city.  Now they help to 
  fortify the Spire.
   
  Ceiling.  Unless mentioned otherwise in area descrip-
  tions, ceilings are 15 feet high.
   
  Light.  Except noted otherwise, nothing illuminates much 
  of the interior of the tower.
   
  Sound.  Each area may have its own sounds, though the 
  tower in general is mostly quiet.  The slight shifting of rock 
  and crystal may be heard from time to time, as well as the 
  scampering of vermin.
   
  Smell.  Much of the tower smells of freshly cut stone, 
  dust, and decay.
   
  The Spire.  The magic infused into the Spire blocks scry-
  ing and teleportation magic.  Creatures attempting to teleport 
  into our out of the Spire must make a DC 18 spellcaster check.  
  Those that fail suffer 32 (8d8) psychic damage and the spell 
  fails.  Those that pass the check take half damage, and the 
  spell succeeds.  Within the Spire, teleportation magic works 
  as long as a character is not attempting to pass through walls 
  or structures of the Spire.  For example, misty step will not 
  call for a spellcaster check if the teleportation will not take a 
  character through a physical portion of the Spire.  
   
  Non-teleportation abilities, such as an earth elemental’s 
  earth glide, do not allow a creature to pass through the magi-
  cal stone of the Spire.  
   
  Spells such as passwall will work within the Spire, but 
  require a DC 18 spellcaster check.  On a failure, the spell does 
  nothing.
   
  Regional Effects.  The area within five miles of the Zhen-
  til Spire has been saturated with necromantic energies for 
  days, and the effect seems to be spreading.  At the time of this 
  adventure, these effects are in play. 
  • Undead that have been raised by the dark fog created 
  by Marzellus Marshward come into existence under the 
  control of the necromancer.  Those who existed prior to 
  the raising of the Spire, but were exposed to the dark fog, 
  may not have fallen under his command, getting a DC 18 
  Wisdom saving throw to remain free of his influence.
  • If exposed to the dark fog, a living creature must succeed 
  on a DC 18 Constitution check, or be overcome by the 
  power of the cloud.  On that round, they fall to the ground 
  choking and incapacitated.  Greater restoration 
  or remove curse will halt the effect if cast on 
  
  47
  47
  Necromancer’s Ascent
  and two shades waste no time in attempting to snuff out the 
  characters’ life forces, and adding them to the ranks of the 
  necromancer’s army.
   
  Characters can attempt to free the captives in the alcoves, 
  which will reduce the necromancer’s ability to use Chill 
  Harvest.  While the captives are immobilized by the devices 
  holding them, they are not locked in.  A DC 13 Intelligence 
  check grants a character the understanding of how the devic-
  es restrain a captive, allowing them to use an action to free 
  one captive from their bonds.  The bonds holding a captive 
  may also be forced open with a DC 15 Strength check. 
  Tactics
   
  The shades will focus on tossing characters around.  At 
  least one shade per round will hold its reaction to use a 
  counterspell glyph (see below) instead of making an attack of 
  opportunity.
   
  Marzellus Marshward is a necromancer, but he is not frail.  
  He has spent his time in the Zhentarim learning the ways of 
  combat, both magical and physical.  He aims to take out those 
  who have the largest amount of offensive magic first, usually 
  other wizards, sorcerers, or warlocks, leaving the shades to 
  keep the melee combatants out of his way.  If pressed into 
  melee, he will use his Lair Action to break out of the melee if 
  possible.  Once the large damage dealers are taken care of, he 
  will focus on whittling down (or outright killing) the thicker 
  members of the party.  
   
  Marzellus keeps his counterspells handy to stop pesky 
  magic wielders.  In addition there are nine glyphs set up 
  around the room, which can be set off via a command word by 
  either Marzellus or the shades as a reaction.  These glyphs are 
  set up with counterspell cast at 7th-level.  Once used, a glyph 
  expires.
   
  If defeated, Marzellus screams in rage and appears to 
  break into a million floating shards, which fade into nothing.
  Optional Tactic
  DM’s should be aware that this tactic will remove players 
  from the combat. While they will have the chance to continue 
  roleplaying on their turns, they will no longer be part of the 
  fight.  It is not recommended to use this tactic if the DM feels 
  the group will become bored with their options.  Keep the 
  game moving and fun!
   
  If Marzellus seems to be in imminent danger from a 
  character, they will hold their actions to attempt to throw the 
  character into the portal.  If this happens to a character, read 
  or paraphrase the follow the first time a character is thrown 
  through the portal:
  Necromancer Showdown
  The adventurers have delved through the shifting portals of 
  Zhentil Spire, and have at last come to the lair of the necro-
  mancer, Marzellus Marshward.
   
  Note that Marzellus Marshward is a powerful NPC, and 
  has many abilities at his disposal.  It is strongly suggested you 
  review his abilities before running this adventure, to reduce 
  downtime during the final showdown.  
  General Features
   
  Terrain.  The grate floor is even.  The walls are made of 
  steel, while the ceiling is made of the same black rock and 
  crystal as the rest of the Spire.
   
  Ceiling.  The ceiling is 20 feet high at its apex.
   
  Light.  The room is lit by torches spaced around the room, 
  though is plunged into darkness if the torches are extin-
  guished.
   
  Sound.  Shrieks and moans for help from living prisoners 
  shackled in the room.  Chains clattering together.
   
  Smell.  Blood and sweat reek in this chamber, as prison-
  ers dangle from their restraints.  A strong scent of rotting flesh 
  hangs heavily in the air.
  The adventurers find themselves exiting a portal doorway 
  only to find a winding staircase that leads upward.  As they 
  listen, they can hear a strong voice calling out in a chant, while 
  what sounds like a hurricane blows overhead.  Strong winds 
  blow down the staircase, but do not hinder them from ascend-
  ing.  When they enter the room above, read or paraphrase the 
  following:
  Marzellus Marshward has completed the next step in his 
  mad plan to do battle against Mount Celestia; he has created a 
  magical portal between his tower and that plane.  This room is 
  located near the base of the tower, and the hinged walls, steel 
  sheets almost three feet thick, can be shifted to allow access to 
  tunnels that lead out to the vents that spew forth the necro-
  mancer’s killing fog.  It is through these tunnels that Marzellus 
  plans to lead his undead army, plunging them through the por-
  tal and into the plane of Mount Celestia.  (The portal itself has 
  been created, but is not accessible yet, unless the DM wishes 
  to use the Optional Tactics listed below.)
   
  However, now he has nosy adventurers to deal with.  He 
  Adjusting the Encounter
  These adjustments are not cumulative. 
  • Very Weak: Replace the shades with poltergeists.  Mar-
  zellus has only one Legendary Action.  There are only 3 
  glyphs of counterspell in the room.
  • Weak: Replace the shades with poltergeists.  There are 
  only 6 glyphs of counterspell in the room.
  • Strong: Add one shade.
  • Very Strong: Add one shade.  Marzellus has access 
  to one 8th level spell slot, though no 8th level spell.  The 
  glyphs of counterspell in the room are cast at 8th level.
  Exiting the stairwell, you find yourself in a large circular 
  room, six triangular alcoves spaced evenly around its edge.  
  In each alcove is a human, blood and sweat dripping off of 
  their almost naked forms.  Odd machinery holds them sus-
  pended, while tubes sticking out of their arms and chests 
  slowly drain them of blood and life force.  
   
  Near the center of the room, Marzellus Marshward 
  shrieks a final guttural phrase, then looks madly into the 
  grate flooring between you.  Blinding lights, blue and white 
  and green, flare up from beneath the floor, and those held 
  captive in the alcoves scream in pain, their essences feeding 
  this dark magic.  When the light fades, swirling motions of 
  light and liquid are apparent a few feet down from where a 
  large hole has melted away in the floor.   
   
  The necromancer cackles and looks at you, and with a 
  flick of his wrist, begins summoning dark energies.
  
  48
  48
  do other actions.   Once the battle is completed, explain how 
  they find a kind old man who seems to radiate a calm, golden 
  light.  After exchanging stories, the man, who calls himself My-
  kiel, will be more than happy to send them back to their home 
  plane, ideally somewhere close to the rest of the party.
   
  If he should be forced through the portal into Celestia, 
  it definitely makes Marzellus angry.  However, he has access 
  to the plane shift spell, though he will have to perform a long 
  rest before preparing it.  By that time, the battle will be over 
  back at the Spire.  He has accomplished his current goal how-
  ever, and will shift back to Toril and remain out of sight, for 
  the time being.
   
  In the event that all characters are thrown into the portal, 
  don’t fret.  The battle raging outside the Zhentil Spire will 
  work itself out, and Marzellus Marshward will disappear for 
  a time.  Allow the players to be teleported home by that kind 
  old man that glows with golden light, and move on to the 
  conclusion of the game.
  Treasure
  A leather satchel drops to the ground as Marzellus fades away.  
  Within, the characters find a spell scroll of contingency, a spell 
  scroll of circle of death, three black pearls worth 500 gp each, 
  and a vial of graveyard dirt.
  Fortunately for characters tossed through the portal, they 
  have arrived in Celestia, a beautiful and peaceful plane, and 
  one where they should be able to find a powerful creature 
  that has the ability to send them back to their home plane.  
  Unfortunately, unless they have the ability to shift themselves 
  home on their own, they probably won’t return in time to be 
  of much use against Marzellus in this climactic battle.  
   
  Continue to include any planarly dislocated characters in 
  the role playing, as they possibly look for a way home, make 
  their way up or down the mountain they have arrived on, or 
  Terrible cold grips you as you fall past the grate floor and 
  into the pool of light and liquid.  Your flesh and bones seem 
  to turn to ice, and the contents of your stomach try to make 
  a quick escape back the way you came.  
   
  Abruptly, you come to a sudden, jarring stop.  Warmth 
  floods back into your body, and you realize you are lying 
  on stone.  Standing up and brushing off, you see a vast sea 
  far below you, your own vantage point in a range of pictur-
  esque mountains allowing you to see for miles.  Golden light 
  from not one, but two suns shines down on you.  You realize 
  you are far, far from home.
  
  49
  49
  Necromancer’s Ascent
  Part 5. All’s Well That Ends...
  The necromancer, Marzellus Marshward, has been defeated.  
  The Zhentil Spire still stands, however, and the undead that 
  occupy the area are still active.  While the heroes prevailed, 
  there will still be repercussions of Marshward’s actions for 
  years to come.
  General Features
   
  Terrain.  Between the rubble and countless bodies of 
  their allies and enemies, the characters have a slow walk 
  through the battlefield.
   
  Light.  The sun peeks only slightly through the dark 
  clouds above, which seem to be slowly giving up their hold on 
  the day.  
   
  Sound.  After the cacophony of battle earlier, the battle-
  field is unsettlingly quiet.  The occasional caw of a crow, or the 
  haunting wail of a remaining (or newly created) ghost rings 
  out.
   
  Smell.  The battlefield is a bouquet of rot, ruin, and blood.  
  The smell of burning flesh, both undead and recently alive, is 
  pungent in the air.
  After the adventurers defeat Marzellus Marshward, they 
  discover that the walls of his chamber can be shifted, allowing 
  them to escape the Spire.  Read or paraphrase the following:
  The remnants of the Moonsea’s forces move slowly off from 
  the ruins of Zhentil Keep.  The black Spire still stands, and 
  undead still seem to be drawn to it.  The body of the necro-
  mancer, Marzellus Marshward, disappeared after his apparent 
  death, and the phylacteries he had obtained are still missing.  
  And that strange portal is still there, swirling with light and 
  liquid.
   
  The adventurers can rest, knowing their heroic actions 
  saved countless lives, but Krenez tells them to be ever vigi-
  lant, as they may be needed once more if Marshward turns up 
  again.  
   
  Characters receive the You’ve Got a Friend In Me story 
  award for successfully vanquishing the necromancer.
  Emerging from a vent at the base of the Spire, the scene 
  before you is of utter devastation.  Bodies litter the ruins 
  of Zhentil Keep, some the destroyed forms of the undead, 
  but many more the recently living corpses of your allies.  
  The battle has taken a massive toll, but it has given you the 
  opportunity you needed to find and defeat the necromancer.  
  As you walk through the carnage, you see shuffling undead 
  in the distance, and know that this is a fight that is not yet 
  finished.
   
  Ahead, a weary dragonborn minstrel rests heavily 
  against a slab of stone.  He plucks fruitlessly at the two un-
  broken strings on his lute.  Krenez looks up and nods to you, 
  a wry smile crossing his draconic face.  “Looks like Sharl 
  was right about you.  He’s always been a good recruiter, but 
  I think his endeavor paid off tri-fold this time.”
  
  50
  50
  Appendix: Dramatis Personae
  Ezechiel, the Blackwind now regrets bringing the fallen pala-
  din into the fold.  Erorm’s mind is unhinged, and will likely be 
  a liability for the Ebon Tide some day.
  Marzellus Marshward (MAHR-zell-US MARSH-ward).  A 
  high ranking officer of the Zhentarim, Marzellus appears to be 
  a human male in his mid-thirties.  He is rarely seen without 
  his blackened and worked leather armor, his hooded cloak 
  worked with the symbol of the Zhentarim.  His own machina-
  tions have taken him beyond that organization, however, as he 
  plots a war with the realm of Celestia.  Revealed as an aasimar 
  during the final encounter within the Spire, who knows what 
  other secrets the necromancer has hidden.
  Xarunxaxx (ZAH-roon-ZACKS).  An aging beholder seeking 
  ways to turn back the clock so he may live longer.
  Udruaq (OOD-roo-ACK).  A mind flayer alhoon who has 
  given himself to undeath to help his people fight against the 
  phaerimm that invade their Underdark home.
  Lysator Umbrich (LIE-sah-TORE UHM-brick).  A now-dead 
  mage, Lysator was once a powerful member of the Zhentarim.  
  He was well known for his practical jokes, but he was trusted 
  with some of the most important secrets and objects of power 
  the Zhentarim had.
  Tirrodu (TEER-oh-DOO).  A plane-hopping arcanaloth, he 
  has come to Faerun seeking long-lost knowledge from the 
  library of the archmage, Manshoon.
  Dar the Widwomaker (DAHR).  A human male of incredible 
  physique, Dar was once a gladiator in the blood ring of Hills-
  far.  His dark skin does not hide the scars he received there.
  Doran Parzifel (DOR-ahn PARZ-eh-FEL).  A knight of the 
  Order of the Gauntlet, Doran fell in battle at Zhentil Keep.  He 
  was interred there as a hero, for he had been a spy hidden 
  deep within their ranks for many years, and the Zhentarim 
  had no clue that he was leaking information to the Gauntlet 
  the whole time.
  Elres Larke (EL-raze LARK).  An aging human male with 
  thinning white hair, Elres was once a knight in service to 
  Corymyr.  He now spends his “retirement days” acting as the 
  Order of the Gauntlet’s liaison at the Waypoint Bindery.
  Serie Mithrime (SEAR-ee MITH-rime).  A half-elf acolyte 
  that hails from Waterdeep, Serie is the Waypoint’s contact for 
  the Emerald Enclave.
  Appendix: Dramatis Personae
  The following NPCs and locations feature prominently in this 
  adventure.
  Verthisathurgiesh Krenez (VAIRT-hiss-ATH-urg-EE-esh 
  KREH-nezz).  A white dragonborn bard and former adven-
  turer.  After the band of minstrels he traveled with met a 
  grisly ending, Krenez began to take his role as a Harper more 
  seriously.  Years passed, and he settled in the Moonsea region, 
  opening a book bindery in an abandoned warehouse district 
  between the ruins of Zhentil Keep and Phlan.  The Waypoint 
  Bindery acts as a safehouse and meeting point for members of 
  the Harpers, as well as members of other factions in the area.  
  Note that Verthisathurgiesh is his dragonborn clan, while 
  Krenez is his name.
  Ezechiel Irnestul (EH-zeek-EE-el EARN-eh-STULL).  Eze-
  chiel Irnestul is a handsome man nearing middle age, marked 
  by scars from numerous battles.  Years of service in the Zhen-
  tarim honed Ezechiel’s skills as a warrior and as an effective 
  leader.  During this time, his contempt for the modern day in-
  efficiency of the faction grew.  Ezechiel resigned his commis-
  sion as a Zhentarim officer, and traveled the lands of Faerun 
  for many years.  He took on the moniker of the Blackwind, 
  and began to organize a new faction, an army that he hoped 
  would be able to retake Zhentil Keep from the undead that 
  now infest it.  An army that would spread out from Zhentil 
  Keep and dominate the Moonsea region and beyond.
  Risan Thiayiss (REE-zahn THEE-yay-ISS).  Risan is a wiry 
  young human man, whose short cropped hair and manner-
  isms allude to a strict military upbringing.  Schooled in magic 
  and entering into service with the Zhentarim, he was removed 
  from his status as an officer within a few years due to insub-
  ordination.  Approached by Ezechiel due to his dissatisfaction 
  with the Zhentarim, Risan was key in helping the Blackwind 
  to build up the Ebon Tide.  Now, however, he looks to Eze-
  chiel’s position of power with covetous eyes, and waits for the 
  day he may usurp the Blackwind and take the Ebon Tide for 
  his own. 
  Omelei Criet (OHM-eh-LAY KREE-yet).  Omelei’s fiery red 
  hair spills over her shoulders.  While not excessively attrac-
  tive, her intensity cannot be missed.  Found by Risan as a 
  apprentice to the Brotherhood in Mulmaster, Omelei was 
  convinced by the wizard to abandon the city of her birth to 
  join him and the Ebon Tide.  She is fiercely loyal to Risan, who 
  has taught her much in the ways of magic and the world, she 
  helps his machinations to rise to replace the Blackwind as 
  leader of the Ebon Tide.
  Erorm Perrarm (EE-roarm PEAR-rarm).  A heavily scarred 
  man with a ruddy complexion and dark hair, Erorm Perram 
  is probably the most unhinged member of the Ebon Tide, 
  though his prowess in battle has kept Ezechiel from exiling 
  him.  Erorm was once a paladin of Loviatar, Mistress of Pain.  
  He fell from his position when his bloodlust caused him to 
  begin taking lives instead of only inflicting pain for his god-
  dess.  Indoctrinated into the Ebon Tide by 
  
  51
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  Module Name
  Archer 
  Medium humanoid (human), neutral
  Armor Class 16 (studded leather)
  Hit Points 75 (10d8 + 30)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  11 (+0) 18 (+4)  16 (+3)    11 (+0)   13 (+1)   10 (+0)
  Skills Acrobatics +6, Perception +5
  Senses passive Perception 15
  Languages Common
  Challenge Rating 3 (700 XP)
  Archer’s Eye (3/day). As a bonus action, the archer can add 
  1d10 to its next attack or damage roll with a longbow or 
  shortbow.
  Actions
  Multiattack. The archer makes two attacks with its longbow.
  Shortsword. Melee Weapon Attack: +6 to hit, reach 5 ft., one 
  target.  Hit: 7 (1d6 - 4) piercing damage.
  Longbow. Ranged Weapon Attack: +6 to hit, range 150/600 ft., 
  one target.  Hit: 8 (1d8 + 4) piercing damage.
  Appendix: Monsters & NPCs
  Alhoon 
  Medium undead, lawful evil
  Armor Class 15 (natural armor)
  Hit Points 120 (16d8 + 48)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  11 (+0)  12 (+1)  16 (+1)   19 (+4)   17 (+3)   17 (+3)
  Saving Throws Con +7, Int +8, Wis +6, Cha +7
  Skills Arcana +8, Deception +7, History +8 Insight +7, Percep-
  tion +7, Stealth +5
  Damage Resistances cold, lightning, necrotic
  Damage Immunities poison; bludgeoning, piercing, and 
  slashing from nonmagical attacks.
  Condition Immunities charmed, exhaustion, frightened, 
  paralyzed, poisoned
  Senses truesight 120 ft, passive Perception 17
  Languages Deep Speech, Undercommon, telepathy 120 ft
  Challenge Rating 10 (5,900 XP)
  Magic Resistance. The mind flayer has advantage on saving 
  throws against spells and other magical effects.
  Innate Spellcasting (Psionics). The mind flayer’s innate 
  spellcasting ability is Intelligence (spell save DC 16).  It can 
  innately cast the following spells, requiring no components.
  At will: detect thoughts, levitate
  1/level each: dominate monster, plane shift (self only)
  Spellcasting. The alhoon is a 12th-level spellcaster.  Its spell-
  casting ability is Intelligence (spell save DC 16, +8 to hit with 
  spell attacks).  The alhoon has the following wizard spells 
  prepared:
  Cantrips (at will): chill touch, dancing lights, mage hand, pres-
  tidigitation, shocking grasp
  1st level (4 slots): detect magic, disguise self, magic missile, 
  shield
  2nd level (3 slots): invisibility, mirror image, scorching ray
  3rd level (3 slots): counterspell, fly, lightning bolt
  4th level (3 slots): confusion, Evard’s black tentacles, phantas-
  mal killer
  5th level (2 slots): modify memory, wall of force
  6th level (1 slots): disintegrate, globe of invulnerability
  Turn Resistance. The alhoon has advantage on saving throws 
  against any effect that turns undead.
  Actions
  Chilling Grasp. Melee Spell Attack: +8 to hit, reach 5 ft., one 
  creature.  Hit: 10 (3d6) cold damage.  
  Mind Blast (Recharge 5-6).  The alhoon magically emits psy-
  chic energy in a 60-foot cone. Each creature in that area must 
  succeed on a DC 16 Intelligence saving throw or take 22 (4d8 
  + 4) psychic damage and be stunned for 1 minute.  A creature 
  can repeat the saving throw at the end of each of its turns, 
  ending the effect on itself on a success.
  
  52
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  Module Name
  52
  Appendix: Monsters & NPCs
  restrained by the ray’s telekinetic grip until the start of the 
  beholder’s next turn or until the beholder is incapacitated.
   
  If the target is an object weighing 300 pounds or less that 
  isn’t being worn or carried, it is moved up to 30 feet in any 
  direction.  The beholder can also exert fine control on objects 
  with this ray, such as manipulating a simple tool or opening a 
  door or a container.
   
  7. Sleep Ray.  The targeted creature must succeed on a 
  DC 17 Wisdom saving throw or fall asleep and remain uncon-
  scious for 1 minute.  The target awakens if it takes damage or 
  another creature takes an action to wake it.  This ray has no 
  effect on constructs and undead.
   
  8. Petrification Ray.  The targeted creature must make a 
  DC 17 Dexterity saving throw.  On a failed save, the creature 
  begins to turn to stone and is restrained.  It must repeat the 
  saving throw at the end of its next turn.  On a success, the 
  effect ends.  On a failure, the creature is petrified until freed 
  by the greater restoration spell or other magic.
   
  9. Disintegration Ray.  If the target is a creature, it must 
  succeed on a DC 17 Dexterity saving throw or take 45 (10d8) 
  force damage.  If this damage reduces the creature to 0 hit 
  points, its body becomes a pile of fine gray dust.
   
  If the target is a Large or smaller nonmagical object or 
  creation of magical force, it is disintegrated without a saving 
  throw.  If the target is a Huge or larger object or creation of 
  magical force, this ray disintegrates a 10-foot cube of it.
   
  10. Death Ray.  The targeted creature must succeed on 
  a DC 17 Dexterity saving throw or take 55 (10d10) necrotic 
  damage.  The target dies if the damage reduces it to 0 hit 
  points.
  Legendary Actions 
  The death tyrant can take 3 legendary actions, choosing from 
  the options below.  Only one legendary action option can be 
  used at a time and only at the end of another creature’s turn.  
  The tyrant regains spent legendary actions at the start of his 
  turn.
  Eye Ray.  The death tyrant uses one random eye ray.
  Death Tyrant 
  Large undead, lawful evil
  Armor Class 19 (natural armor)
  Hit Points 187 (25d10 + 50)
  Speed 0 ft., fly 20 ft. (hover)
   
  STR        DEX        CON          INT          WIS        CHA
  10 (+0) 14 (+2)  14 (+2)   19 (+4)   15 (+2)   19 (+4)
  Saving Throws Str +5, Con +7, Int +9, Wis +7, Cha +9
  Skills Perception +12
  Damage Immunities poison
  Condition Immunities charmed, exhaustion, paralyzed, pet-
  rified, poisoned, prone
  Senses darkvision 120 ft, passive Perception 22
  Languages Deep Speech, Undercommon
  Challenge Rating 14 (11,500 XP)
  Negative Energy Cone. The death tryant’s central eye emits 
  an invisible, magical 150-foot cone of negative energy.  At the 
  start of each of its turns, the tyrant decides which way the 
  cone faces and whether the cone is active. 
   
  Any creature in that area can’t regain hit points, any hu-
  manoid that dies there becomes a zombie under the tyrant’s 
  command.  The dead humanoid retains its place in the initia-
  tive order and animates at the start of its next turn, provided 
  that the body hasn’t been completely destroyed.
  Actions
  Bite. Melee Weapon Attack: +5 to hit, reach 5 ft., one target.  
  Hit: 14 (4d6) piercing damage.
  Eye Rays.  The death tyrant shoots three of the following 
  magical eye rays at random (re-roll duplicates), choosing one 
  to three targets it can see within 120 feet of it.
   
  1. Charm Ray.  The targeted creature must succeed on 
  a DC 17 Wisdom saving throw or be charmed by the death 
  tyrant for 1 hour, or until the beholder harms the creature.
   
  2. Paralyzing Ray.  The targeted creature must succeed 
  on a DC 17 Constitution saving throw or be paralyzed for 1 
  minute.  The target can repeat the saving throw at the end of 
  each of its turns, ending the effect on itself on a success.
   
  3. Fear Ray.  The targeted creature must succeed on a DC 
  17 Wisdom saving throw or be frightened for 1 minute.  The 
  target can repeat the saving throw at the end of each of its 
  turns, ending the effect on itself on a success.
   
  4. Slowing Ray.  The targeted creature must succeed on 
  a DC 17 Dexterity saving throw.  On a failed save, the target’s 
  speed is halved for 1 minute.  In addition, the creature can’t 
  take reactions, and it can take either an action or a bonus 
  action on its turn, but not both.  The creature can repeat the 
  saving throw at the end of each of its turns, ending the effect 
  on itself on a success.
   
  5. Enervation Ray.  The targeted creature must make a 
  DC 17 Constitution saving throw, taking 36 (8d8) necrotic 
  damage on a failed save, or half as much on a successful one.
   
  6. Telekinetic Ray.  If the target is a creature, it must 
  succeed on a DC 17 Strength saving throw or the beholder 
  moves it up to 30 feet in any direction.  It is 
  
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  Module Name
  53
  Appendix: Monsters & NPCs
  Draegloth 
  Large fiend (demon), chaotic evil
  Armor Class 15 (natural armor)
  Hit Points 123 (13d10 + 52)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  20 (+5) 15 (+2)  18 (+4)   13 (+1)    11 (+0)   11 (+0)
  Skills Perception +3, Stealth +5
  Damage Resistances cold, fire, lightning
  Damage Immunities poison
  Condition Immunities poisoned
  Senses darkvision 120 ft, passive Perception 153
  Languages Abyssal, Elvish, Undercommon
  Challenge Rating 7 (2,900 XP)
  Fey Ancestry. The draegloth has advantage on saving throws 
  against being charmed, and magic can’t put it to sleep.
  Innate Spellcasting. The draegloth’s innate spellcasting 
  ability is Charisma (spell save DC 11).  It can innately cast the 
  following spells, requiring no components.
  At will: darkness
  1/level each: confusion, dancing lights, faerie fire
  Actions
  Multiattack.  The draegloth makes three attacks: one with its 
  bite and two with its claws.
  Bite. Melee Weapon Attack: +8 to hit, reach 5 ft., one target.  
  Hit: 16 (2d10 + 5) piercing damage.
  Claws. Melee Weapon Attack: +8 to hit, reach 10 ft., one target.  
  Hit: 16 (2d10 + 5) slashing damage.
  Diviner 
  Medium humanoid (human), neutral
  Armor Class 12 (15 with mage armor)
  Hit Points 67 (15d8)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
   9 (-1)   14 (+2)  11 (+0)   18 (-4)     12 (+1)   11 (+0)
  Saving Throws Int+7, Wis +4
  Skills Arcana +7, History +7
  Senses passive Perception 11
  Languages Common, Draconic, Giant, Primordial
  Challenge Rating 8 (3,900 XP)
  Spellcasting. The diviner is a 15th-level spellcaster.  His spell-
  casting ability is Intelligence (spell save DC 15, +7 to hit with 
  spell attacks).  He has the following wizard spells prepared:
  Cantrips (at will): fire bolt, light, mage hand, message, true 
  strike
  1st level (4 slots): detect magic*, feather fall, mage armor
  2nd level (3 slots): detect thoughts*, locate object*, scorching 
  ray
  3rd level (3 slots): clairvoyance*, fly, fireball
  4th level (3 slots): arcane eye*, ice storm, stoneskin
  5th level (2 slots): Rary’s telepathic bond*, scrying*
  6th level (1 slot): mass suggestion, true seeing*
  7th level (1 slot): delayed blast fireball, teleport
  8th level (1 slot): maze
  *Divination spell of 1st level or higher
  Portent (Recharges after the diviner casts a Divination 
  spell of 1st level or higher).  When the diviner or a creature 
  it can see makes an attack roll, a saving throw, or an 
  ability check, the diviner can roll a d20 and choose to 
  use this roll in place of the attack roll, saving throw, 
  or ability check.
  Actions
  Quarterstaff. Melee Weapon Attack: +2 to hit, reach 
  5 ft., one target.  Hit: 2 (1d6 - 1) bludgeoning dam-
  age, or 3 (1d8 - 1) bludgeoning damage if used with 
  two hands.
  
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  Appendix: Monsters & NPCs
  Erorm Perram (Blackguard) 
  Medium humanoid (human), neutral evil
  Armor Class 18 (plate)
  Hit Points 153 (18d8 + 72)
  Speed 30 ft.
   
   STR         DEX        CON         INT          WIS        CHA
  18 (+4)   11 (+0)  18 (+4)   11 (+0)   14 (+2)   15 (+2)
  Saving Throws Wis +5, Cha +5
  Skills Athletics +7, Deception +5, Intimidation +5
  Senses passive Perception 12
  Languages Common
  Challenge Rating 8 (3,900 XP)
  Spellcasting. Erorm is a 10th-level spellcaster.  His spellcast-
  ing ability is Charisma (spell save DC 13, +5 to hit with spell 
  attacks).  He has the following paladin spells prepared:
  1st level (4 slots): command, protection from evil and good, 
  thunderous smite
  2nd level (3 slots): branding smite, find steed
  3rd level (2 slots): blinding smite, dispel magic
  Actions
  Multiattack.  Erorm makes three attacks with his glaive or 
  shortbow.
  Glaive. Melee Weapon Attack: +7 to hit, reach 10 ft., one tar-
  get.  Hit: 9 (1d10 + 4) slashing damage.
  Shortbow. Ranged Weapon Attack: +3 to hit, range 80/320 ft., 
  one target.  Hit: 5 (1d6 + 2) piercing damage.
  Dreadful Aspect (Recharges after a Short or Long Rest).  
  Erorm exudes magical menace.  Each enemy within 30 feet 
  of the blackguard must succeed on a DC 13 Wisdom saving 
  throw or be frightened for 1 minute.  If a frightened target 
  ends its turn more than 30 feet away from Erorm, the target 
  can repeat the saving throw, ending the effect on itself on a 
  success.
  Dread Pirate
  Medium undead, neutral evil
  Armor Class 17 (studded leather)
  Hit Points 153 (18d8 + 72)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  13 (+1)  20 (+5) 19 (+4)   14 (+2)    16 (+3)  18 (+4)
  Saving Throws Dex +10, Wis +8, Cha +9
  Damage Immunities necrotic, poison
  Condition Immunities exhaustion, frightened, poisoned
  Senses darkvision 120 ft, passive Perception 13
  Languages Common
  Challenge Rating 16 (15,000 XP)
  Magic Resistance. The dread pirate has advantage of saving 
  throws against spells and other magical effects.
  Marshal Undead. Unless the dread pirate is incapacitated, it 
  and undead creatures of its choice within 60 feet of it have ad-
  vantage on saving throws against features that turn undead.
  Spellcasting. The dread pirate is a 17th-level spellcaster.  
  Its spellcasting ability is Charisma (spell save DC 17, +9 to 
  hit with spell attacks).  He has the following paladin spells 
  prepared:
  1st level (4 slots): command, compelled duel, searing smite
  2nd level (3 slots): hold person, magic weapon
  3rd level (3 slots): dispel magic, elemental weapon
  4th level (2 slots): destructive wave (necrotic)
  Actions
  Multiattack.  The dread pirate makes three scimitar attacks.
  Scimitar. Melee Weapon Attack: +10 to hit, reach 5 ft., one 
  target(s).  Hit: 8 (1d6 + 5) slashing damage.
  Hellfrost Orb (1/day). The dread pirate hurls a magical ball 
  of dark energy that explodes at a point it can see within 120 
  feet of it.  Each creature in a 20-foot-radius sphere centered 
  on that point must make a DC 17 Dexterity saving throw.  The 
  sphere spreads around corners.  A creature takes 31 (9d6) 
  cold damage and 31 (9d6) necrotic damage on a failed save, 
  or half as much on a successful one. 
  Reactions
  Parry.  The dread pirate adds 5 to its AC against one melee 
  attack that would hit it.  To do so, the dread pirate must see 
  the attacker and be wielding a melee weapon.
  
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  Appendix: Monsters & NPCs
  Lightning Serpent
  Gargantuan construct, neutral
  Armor Class 17 (natural armor)
  Hit Points 168 (16d12 + 64)
  Speed 50 ft, climb 40 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  23 (+6)  16 (+3)  18 (+4)     7 (-2)    14 (+2)   12 (+1)
  Skills Perception +6, Stealth +7
  Damage Immunities lightning, poison, psychic; bludgeoning, 
  piercing, and slashing from nonmagical weapons that aren’t 
  adamantine
  Condition Immunities charmed, exhaustion, frightened, 
  paralyzed, petrified, poisoned, prone
  Senses darkvision 90 ft., Passive Perception 16
  Languages -
  Challenge Rating 12 (8,400 XP)
  Immutable Form. The lightning serpent is immune to any 
  spell or effect that would alter its form.
  Magic Resistance. The lightning serpent has advantage on 
  saving throws against spells and other magical effects.
  Magic Weapons. The lightning serpent’s weapon attacks are 
  magical.
  Actions
  Multiattack.  The lightning serpent makes two attacks: one 
  with its bite and one to constrict or crush.
  Bite. Melee Weapon Attack: +10 to hit, reach 10 ft., one target.  
  Hit: 22 (3d10 + 6) piercing damage.
  Constrict. Melee Weapon Attack: +10 to hit, reach 5 ft., one 
  Huge or smaller creature.  Hit: 17 (2d10 + 6) bludgeoning 
  damage plus 17 (2d10 + 6) lightning damage.  The target is 
  grappled (escape DC 16) if the lightning serpent isn’t already 
  constricting a creature, and the target is restrained until this 
  grapple ends.
  Crush. Melee Weapon Attack: +10 to hit, reach 5 ft., one target.  
  Hit: 22 (3d10 + 6) bludgeoning damage, and the target must 
  succeed on a DC 16 Strength saving throw or be knocked 
  prone.
  Lightning Breath (Recharge 5-6). The lightning serpent 
  exhales a line of lightning that is 20 feet long and 5 feet wide.  
  Each creature in that line must make a DC 16 Dexterity saving 
  throw, taking 66 (12d10) lightning damage on a failed save, or 
  half as much damage on a successful one.
  Swallow.  The lightning serpent makes one bite attack against 
  a Medium or smaller target it is grappling.  If the attack hits, 
  the target is also swallowed, and the grapple ends.  While 
  swallowed, the target is blinded and restrained, it has total 
  cover against attacks and other effects outside the lightning 
  serpent, and it takes 21 (6d6) lightning damage at the start 
  of each of the lightning serpent’s turns.  A lightning serpent 
  can have only one creature swallowed at a time.
   
  If the lightning serpent takes 30 damage or more on 
  a single turn from the swallowed creature, the lightning 
  serpent must succeed on a DC 14 Constitution saving 
  throw at the end of that turn or regurgitate 
  Ezechiel  Irnestul (Warlord) 
  Medium humanoid (human), neutral evil
  Armor Class 18 (plate)
  Hit Points 229 (27d8 + 108)
  Speed 30 ft.
    STR          DEX         CON         INT          WIS         CHA
  20 (+5)   16 (+3)   18 (+4)   12 (+1)   12 (+1)   18 (+4)
  Saving Throws Str +9, Dex +7, Con +8
  Skills Athletics +9, Intimidation +8, Perception +5, Persua-
  sion +8
  Senses passive Perception 15
  Languages Common, Orcish 
  Challenge Rating 12 (8,400 XP)
  Indomitable (3/day). Ezechiel can reroll a saving throw he 
  fails, and must use the new roll.
  Survivor. Ezechiel regains 10 hit points at the start of his turn 
  if he has at least 1 hit point but fewer than half his hit point 
  maximum.
  Actions
  Multiattack.  Ezechiel makes two weapon attacks.
  Greatsword. Melee Weapon Attack: +9 to hit, reach 5 ft., one 
  target.  Hit: 12 (2d6 + 5) slashing damage.
  Shortbow. Ranged Weapon Attack: +7 to hit, range 80/320 ft., 
  one target.  Hit: 6 (1d6 + 3) piercing damage.
  Legendary Actions
  Ezechiel can take 3 legendary actions, choosing from the op-
  tions below.  Only one legendary action option can be used at 
  a time and only at the end of another creature’s turn.  Ezechiel 
  regains spent legendary actions at the start of his turn.
  Weapon Attack.  Ezechiel makes a weapon attack.
  Command Ally.  Ezechiel targets one ally he can see within 
  30 feet of himself.  If the target can see and hear the warlord, 
  the target can make one weapon attack as a reaction and 
  gains advantage on the attack roll.
  Frighten Foe (Costs 2 Actions).  Ezechiel targets one enemy 
  he can see within 30 feet of himself.  If the target can see and 
  hear him, the target must succeed on a DC 16 Wisdom saving 
  throw or be frightened until the end of the warlord’s next 
  turn.
  
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  Appendix: Monsters & NPCs
  unless he is incapacitated.  If it is on the same plane of exis-
  tence, he can summon the scimitar as a bonus action on his 
  turn, causing it to appear instantly in his hand.
  Actions
  Multiattack.  Marzellus makes two withering touch attacks, 
  two scimitar attacks, or one of each.
  Withering Touch. Melee Spell Attack: +10 to hit, reach 5 ft., 
  one target.  Hit: 5 (2d4) necrotic damage.
  Scimitar. Melee Weapon Attack: +8 to hit, reach 5 ft., one tar-
  get.  Hit: 6 (1d6 + 2) slashing damage.
  Necrotic Shroud (Once Per Day).  Marzellus unleashes divine 
  energy stored within himself, as his eyes become pools of 
  darkness and two skeletal, ghostly, flightless wings sprout 
  from his back.  Creatures within 10 feet of him must succeed 
  on a DC 16 Wisdom saving throw, or become frightened of 
  him until the end of his next turn.  
   
  This transformation lasts for 1 minute or until Marzellus 
  ends it as a bonus action.  During this time, once on each of 
  his turns, Marzellus may deal 16 extra necrotic damage to one 
  target when he deals damage to it with an attack or a spell.  
  Healing Hands (Once Per Day).  Marzellus can touch a crea-
  ture and cause it to regain 16 hit points.  
  Legendary Actions
  Marzellus can take three legendary actions, choosing from the 
  options below.  Only one legendary action option can be used 
  at a time and only at the end of another creature’s turn.  Mar-
  zellus regains spent legendary actions at the start of his turn.
  Withering Touch Attack.  Marzellus makes a withering touch 
  attack against an enemy within range.
  Winged Attack.  Marzellus’ wings propel him forward up to 
  30 feet, and he makes a withering touch attack against an ene-
  my within range at the end of the movement.  This does not 
  provoke an attack of opportunity.
  Chill Harvest (Costs 2 Actions).  Marzellus uses the chill 
  touch cantrip on one of his captives held in the machinery 
  on the walls of the chamber.  The captive dies, and Marzellus 
  regains 25 hit points.
  Lair Actions (if applicable)
  When fighting inside his lair, Marzellus can take lair actions.  
  On initiative count 20 (losing initiative ties), Marzellus can 
  take one lair action to cause one of the following effects:
   
  • Any PCs or captives that are dead rise as wraiths under 
  Marshward’s command.  The wraiths act on initiative count 
  10 (losing ties) each round. 
   
  • Necrotic energies slam into any PCs who are uncon-
  scious and have not stabilized.  They must succeed on a DC 14 
  Constitution saving throw, or fail two death saving throws.  If 
  this kills the PC, Marzellus gains 25 temporary hit points.
   
  • Marzellus casts a cantrip.
  the creature, which falls prone in a space within 10 feet of the 
  lightning serpent.  If the lightning serpent dies, a swallowed 
  creature is no longer restrained or taking damage from it and 
  can escape from the corpse by using 15 feet of movement, 
  exiting prone.
  Marzellus Marshward 
  Medium humanoid (fallen aasimar), chaotic evil
  Armor Class 16 (breastplate)
  Hit Points 109 (20d8 + 19)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  13 (+1)  14 (+2)  12 (+1)  18 (+4)   12 (+1)   14 (+2)
  Saving Throws Int +10, Wis +7
  Skills Arcana +10, History +10
  Damage Resistances necrotic, radiant
  Senses darkvision 60 ft., passive Perception 11
  Languages Common, Celestial, Draconic, Abyssal
  Challenge Rating 14 (11,500 XP)
  Command Undead. As an action, Marzellus can choose one 
  undead that he can see within 60 feet of himself.  That crea-
  ture must make a DC 15 Charisma saving throw, or becomes 
  friendly to Marzellus and obeys his commands until he uses 
  this feature again.  If it succeeds, the creature is unaffected 
  and cannot be targeted by this feature again.
   
  Intelligent (8 or higher) undead have advantage of this 
  saving throw.  If the creature fails its saving throw and has an 
  Intelligence of 12 or higher, it can repeat the saving throw at 
  the end of every hour until it succeeds and breaks free.
  Spellcasting. Marzellus is a 14th-level wizard and a 5th-level 
  eldritch knight.  His spellcasting ability is Intelligence (spell 
  save DC 18, +10 to hit with spell attacks).  He has the follow-
  ing wizard spells prepared: 
  Cantrips (at will): blade ward, chill touch, fire bolt, friends, 
  light, mage hand, mending, message, shocking grasp
  1st level (4 slots): false life*, magic missile, ray of sickness*, 
  shield, witch bolt
  2nd level (3 slots): blindness/deafness*, ray of enfeeblement*, 
  web
  3rd level (3 slots): animate dead*, bestow curse*, counterspell, 
  vampiric touch*
  4th level (3 slots): blight*, dimension door, Evard’s black tenta-
  cles, stoneskin
  5th level (2 slots): Bigby’s hand, cloudkill, contagion*
  6th level (1 slots): circle of death*
  7th level (1 slots): finger of death*
  *Necromancy spell of 1st level or higher
  Grim Harvest (1/turn). When Marzellus kills a creature that 
  is neither a construct nor undead with a spell of 1st level or 
  higher, the necromancer regains hit points equal to twice the 
  spell’s level, or three times if it is a necromancy spell.
  Weapon Bond. Marzellus is magically bonded to his scimi-
  tar.  He cannot be disarmed of that weapon 
  
  57
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  Appendix: Monsters & NPCs
  Risan Thiayiss (Evoker) 
  Medium humanoid (human), neutral evil
  Armor Class 12 (15 with mage armor)
  Hit Points 66 (12d8 + 12)
  Speed 30 ft.
   STR        DEX        CON          INT          WIS        CHA
  9 (-1)   14 (+2)   12 (+1)   17 (+3)   12 (+1)   11 (+0)
  Saving Throws Int +7, Wis +5
  Skills Arcana +7, History +7
  Senses passive Perception 11
  Languages Common, Elvish, Giant, Orcish
  Challenge Rating 9 (5,000 XP)
  Spellcasting. Risan is a 12th-level spellcaster.  His spellcast-
  ing ability is Intelligence (spell save DC 15, +9 to hit with spell 
  attacks).  He has the following wizard spells prepared:
  Cantrips (at will): fire bolt*, light*, prestidigitation, ray of 
  frost*
  1st level (4 slots): burning hands*, mage armor, magic missile*
  2nd level (3 slots): mirror image, misty step, shatter*
  3rd level (3 slots): counterspell, fireball*, lightning bolt*
  4th level (3 slots): ice storm*, stoneskin
  5th level (2 slots): Bigby’s hand*, cone of cold*
  6th level (1 slots): chain lightning*, wall of ice*
  *Evocation spell
  Sculpt Spells. When Risan casts an evocation spell that 
  targets other creatures he can see, he can choose up to 13 
  creatures.  These creatures automatically save on their saving 
  throws against the spell.  If a successful save means a chosen 
  creature would take half damage from the spell, it instead 
  takes no damage from it.  
  Wand of the War Mage +2.  The evoker makes use of a wand 
  of the war mage +2, which increases his spellcasting attack 
  bonus (included in his stats) and allows him to ignore half 
  cover for spell attacks.
  Actions
  Quarterstaff. Melee weapon attack: +3 to hit, reach 5 ft., one 
  target.  Hit: 2 (1d6 - 1) bludgeoning damage, or 3 (1d8 - 1) 
  bludgeoning damage if used with two hands.
  Omelei Criet (Conjurer) 
  Medium humanoid (human), neutral evil
  Armor Class 12 (15 with mage armor)
  Hit Points 40 (9d8)
  Speed 30 ft.
   STR        DEX        CON          INT          WIS        CHA
  9 (-1)   14 (+2)   11 (+0)   17 (+3)   12 (+1)   11 (+0)
  Saving Throws Int +6, Wis +4
  Skills Arcana +6, History +6
  Senses passive Perception 11
  Languages Common, Abyssal, Goblin, Infernal
  Challenge Rating 6 (2,300 XP)
  Spellcasting. Omelei is a 9th-level spellcaster.  Her spellcast-
  ing ability is Intelligence (spell save DC 14, +6 to hit with spell 
  attacks).  She has the following wizard spells prepared:
  Cantrips (at will): acid splash*, mage hand*, poison spray*, 
  prestidigitation
  1st level (4 slots): mage armor, magic missle, unseen servant*
  2nd level (3 slots): cloud of daggers*, misty step*, web*
  3rd level (3 slots): fireball, stinking cloud*
  4th level (3 slots): Evard’s black tentacles*, stoneskin
  5th level (2 slots): cloudkill*, conjure elemental*
  *Conjuration spell of 1st level or higher
  Benign Transportation (Recharges after the conjurer 
  casts a conjuration spell of 1st level or higher).  As a bonus 
  action, Omelie teleports up to 30 feet to an unoccupied space 
  that she can see.  If she instead chooses 
  a space within range that is 
  occupied by a willing Small or 
  Medium creature, they both 
  teleport, swapping places.
  Actions
  Dagger. Melee or Ranged 
  Weapon Attack: +5 to hit, 
  reach 5 ft. or range 20/60 ft., 
  one target.  Hit: 4 (1d4 + 2) 
  piercing damage.
  Omelei Criet, whose 
  stoneskin spell has a 
  curious visual effect.
  
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  Appendix: Monsters & NPCs
  Shadow of the Other
  Large celestial, chaotic evil
  Armor Class 19 (natural armor)
  Hit Points 200 (16d10 + 112)
  Speed 40 ft., fly 120 ft.
   
   STR        DEX        CON          INT          WIS        CHA
  24 (+7)  20 (+5)  24 (+7)   19 (+4)    22 (+6)  25 (+7)
  Saving Throws Con +12, Wis +11, Cha +12
  Skills Perception +11
  Damage Resistances radiant; bludgeoning, piercing, and 
  slashing from nonmagical weapons
  Condition Immunities charmed, exhaustion, frightened
  Senses truesight 120 ft., passive Perception 21
  Languages all, telepathy 120 ft.
  Challenge Rating 16 (15,000 XP)
  Angelic Weapons. The shadow’s weapon attacks are magical.  
  When the shadow hits with any weapon, the weapon deals an 
  extra 5d8 radiant damage (included in the attack)
  Divine Awareness. The shadow knows if it hears a lie.
  Innate Spellcasting. The shadow’s spellcasting ability is Cha-
  risma (spell save DC 20).  The shadow can innately cast the 
  following spells, requiring no material components:
  At will: detect evil and good, invisibility (self only)
  3/day each: blade barrier, dispel evil and good, flame strike, 
  raise dead
  1/day each: commune, control weather, insect plague
  Magic Resistance.  The shadow has advantage on saving 
  throws against spells and other magical effects.
  Actions
  Multiattack.  The shadow makes two melee attacks.
  Greatsword. Melee Weapon Attack: +12 to hit, reach 5 ft., 
  one target.  Hit: 21 (4d6 + 7) slashing damage plus 22 (5d8) 
  radiant damage.
  Healing Touch (4/Day). The shadow touches another crea-
  ture.  The target magically regains 30 (6d8 + 3) hit points and 
  is freed from any curse, disease, poison, blindness, or deaf-
  ness.
  Shade
  Medium undead, chaotic evil
  Armor Class 14
  Hit Points 110 (22d8)
  Speed 0 ft., fly 50 ft. (hover)
   
  STR        DEX        CON          INT          WIS        CHA
   1 (-5)   19 (+4)   11 (+0)   10 (+0)   10 (+0)   17 (+3)
  Damage Resistances acid, cold, fire, lightning, thunder; blud-
  geoning, piercing, and slashing from nonmagical weapons
  Damage Immunities necrotic, poison
  Condition Immunities charmed, exhaustion, grappled, para-
  lyzed, petrified, poisoned, prone, restrained, unconscious
  Senses darkvision 60 ft, passive Perception 10
  Languages understands all languages it knew in life but can’t 
  speak
  Challenge Rating 9 (5,000 XP)
  Incorporeal Movement. The shade can move through other 
  creatures and objects as if they were difficult terrain.  It takes 
  5 (1d10) force damage if it ends its turn inside an object.
  Invisible. The shade is invisible.  For creatures that can see 
  invisible or have true sight, a shade appears as a grouping 
  of glowing lights that move about, seeming to momentarily 
  coalesce into the outline of a human or other humanoid, then 
  break apart again into separate lights.
  Sunlight Sensitivity. While in sunlight, the shade has disad-
  vantage on attack rolls, as well as on Wisdom (Perception) 
  checks that rely on sight.
  Actions
  Multiattack.  The shade makes two forceful slam attacks.
  Forceful Slam. Melee Weapon Attack: +6 to hit, reach 5 ft., one 
  target.  Hit: 17 (5d6) force damage.
  Telekinetic Thrust.  The shade targets a creature or unat-
  tended object within 30 feet of it.  A creature must be medi-
  um or smaller to be affected by this magic, and an object can 
  weigh up to 150 pounds.
   
  If the target is a creature, the shade makes a Charisma 
  check contested by the target’s Strength check.  If the shade 
  wins the contest, it hurls the target up to 30 feet in any direc-
  tion, including upward.  If the target then comes into contact 
  with a hard surface or heavy object, the target takes 1d6 
  damage per 10 feet moved.
   
  If the target is an object that isn’t being worn or carried, 
  the shade hurls it up to 30 feet in any direction.  The shade 
  can use the object as a ranged weapon, attacking one creature 
  along the object’s path (+7 to hit) and deal 5 (2d4) bludgeon-
  ing damage on a hit.
  
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  Appendix: Monsters & NPCs
  Star Golem
  Large construct, unaligned
  Armor Class 17 (natural armor)
  Hit Points 178 (17d10 + 85)
  Speed 30 ft, fly 30 ft
   
  STR        DEX        CON          INT          WIS        CHA
  22 (+6)   9 (-1)    20 (+5)     3 (-4)     11 (+0)    1 (-5)
  Damage Immunities poison, psychic; bludgeoning, piercing, 
  and slashing from nonmagical weapons that aren’t adaman-
  tine
  Condition Immunities charmed, exhaustion, frightened, 
  paralyzed, petrified, poisoned
  Senses darkvision 120 ft, passive Perception 10
  Languages understands the languages of its creator but can’t 
  speak
  Challenge Rating 10 (5,900 XP)
  Immutable Form. The golem is immune to any spell effect or 
  effect that would alter its form.
  Magic Resistance. The golem has advantage on saving throws 
  against spells and other magical effects.
  Magic Weapons. The golem’s weapon attacks are magical.
  Actions
  Multiattack.  The golem makes two slam attacks.
  Slam. Melee Weapon Attack: +10 to hit, reach 5 ft., one target.  
  Hit: 19 (3d8 + 6) bludgeoning damage.
  Slow (Recharge 5-6). The golem targets one or more crea-
  tures it can see within 10 feet of it.  Each target must make a 
  DC 17 Wisdom saving throw against this magic.  On a failed 
  save, a target can’t use reactions, its speed is halved, and it 
  can’t make more than one attack on its turn.  In addition, the 
  target can take either an action or a bonus action on its turn, 
  but not both.  These effects last for 1 minute. A target can 
  repeat the saving throw at the end of each of its turns, ending 
  the effect on itself on a success.
  Lair Actions
  When fighting inside its lair with one or more other star 
  golem, the star golem can take lair actions.  On initiative count 
  20 (losing initiative ties), the golems can take one lair action 
  to cause one of the following effects:
  •Beams of light connect the star golems and grow to painful 
  intensity.  All creatures that can see must succeed on a DC 
  15 Constitution saving throw or be blinded for 1 minute.  A 
  creature who failed may repeat the save at the end of its turn, 
  ending the effect on a successful save.  Creatures who cannot 
  see are immune to this effect.  Creatures who use their reac-
  tion to cover their eyes make the saving throw at advantage.  
  Simply closing their eyes does not give a creature protection 
  from the effect.
  Skeleton Pirate
  Medium undead, neutral evil
  Armor Class 17 (leather armor)
  Hit Points 66 (12d8 + 12)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  12 (+1) 18 (+4)  12 (+1)   14 (+2)    11 (+0)  15 (+2)
  Skills Arobatics +8, Athletics +5, Persuasion +6
  Damage Vulnerabilities bludgeoning
  Damage Immunities poison
  Condition Immunities exhaustion, poisoned
  Senses darkvision 60 ft., passive Perception 10
  Languages understands Common but can’t speak
  Challenge Rating 3 (700 XP)
  Undead Nature. A skeleton pirate doesn’t require air, food, 
  drink, or sleep.
  Lightfooted. The skeleton pirate can take the Dash or Disen-
  gage action as a bonus action on each of its turns.
  Suave Defense. While the skeleton pirate is wearing light or 
  no armor and wielding no shield, its AC includes its Charisma 
  modifier.
  Actions
  Multiattack.  A skeleton pirate makes three attacks: one with 
  a dagger and two with its rapier.
  Dagger. Melee or Ranged Weapon Attack: +6 to hit, reach 
  5 ft. or range 20/60 ft., one target.  Hit: 6 (1d4+4) piercing 
  damage.
  Rapier. Melee Weapon Attack: +6 to hit, reach 5 ft., one target.  
  Hit: 8 (1d8 + 4) piercing damage.
  Light Crossbow. Ranged Weapon Attack: +6 to hit, range 
  80/320 ft., one target.  Hit: 8 (1d8 + 4) piercing damage.
  
  60
  60
  Module Name
  60
  Appendix: Monsters & NPCs
  War Priest 
  Medium humanoid (human), neutral evil
  Armor Class 18 (plate)
  Hit Points 117 (18d8 + 36)
  Speed 30 ft.
   
  STR        DEX        CON          INT          WIS        CHA
  16 (+3)  10 (+0)  14 (+2)    11 (-0)   17 (+3)   13 (+1)
  Saving Throws Con +6, Wis +7
  Skills Intimidation +5, Religion +4
  Senses passive Perception 13
  Languages Common, Goblin
  Challenge Rating 9 (5,000 XP)
  Spellcasting. The priest is a 9th-level spellcaster.  His spell-
  casting ability is Wisdom (spell save DC 15, +7 to hit with 
  spell attacks).  He has the following cleric spells prepared:
  Cantrips (at will): light, mending, sacred flame, spare the dying
  1st level (4 slots): divine favor, guiding bolt, healing word, 
  shield of faith
  2nd level (3 slots): lesser restoration, magic weapon, prayer of 
  healing, silence, spiritual weapon
  3rd level (3 slots): beacon of hope, crusader’s mantle, dispel 
  magic, revivify, spirit guardians, water walk
  4th level (3 slots): banishment, freedom of movement, guard-
  ian of faith, stoneskin
  5th level (1 slot): flame strike, mass cure wounds, hold monster
  Actions
  Multiattack.  The priest makes two melee attacks.
  Maul. Melee Weapon Attack: +7 to hit, reach 5 ft., one target.  
  Hit: 10 (2d6 + 3) bludgeoning damage.
  Reactions
  Guided Strike (Recharges after a short or long rest).  The 
  priest grants a +10 bonus to an attack roll made by itself or 
  another creature within 30 feet of it.  The priest can make this 
  choice after the roll is made but before it hits or misses.
  
  61
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  Appendix. Zhentil Spire Encounters
  to free a trapped creature.  Two successful DC 15 proficiency 
  checks allow them to chisel a creature free.
   
  The undead trapped within the walls cannot move out of 
  the crystal, and can only target creatures within 5 feet of it.  
  They do not remain outside of the wall for longer than it takes 
  to attempt to grab a creature and pull it into the stone, and so 
  are not presented as combat encounters.
   
  If a creature suffocates within the crystal walls, it reani-
  mates as a wight and is released by the dark stone.
  Rewards
  If the characters manage to make it through the area, and 
  either not being trapped within the stone, or free anyone 
  trapped before they suffocate to death, grant them 500 expe-
  rience points each.
  2. The Winding Darkness (Short)
  This winding area is under the cover of a magical darkness.  
  The walls themselves emanate darkness, and though it is a 
  magical effect, it cannot be dispelled. 
   
  DM’s Note:  While this encounter is marked as Short, keep 
  track of how long it is taking your group.  Some players may 
  take much longer to deal with the problem at hand than oth-
  ers.  Feel free to offer them suggestions on how to overcome 
  the obstacles once they have determined what those obstacles 
  are, if the group is taking too long.
  General Features
   
  Terrain.  The floors in this area are free of debris, though 
  other dangers lurk.
   
  Ceiling.  The uneven ceiling of black rock is 15 feet high.
   
  Light.  The entirety of this area is lightless, covered in 
  magical darkness.
   
  Sound.  Every so often, the sound of grinding stone can 
  be heard from above.
   
  Smell.  Dust and rock.
  Appendix. Zhentil Spire 
   Encounters
  For Adventurers League play, one Long or two Short en-
  counters from this Appendix are required for the Episode 3 
  Rewards.
   
  To extend play or add replay value, and to keep your 
  players on their toes, you can include more encounters within 
  the Zhentil Spire.  For more 
  information see Appendix. 
  Adventurers League Re-
  wards.
  1. The Embracing Hallways 
  (Short)
   
  Just one of the many 
  trapped hallways that exist 
  within the Spire, the adven-
  turers have the luck to walk 
  down this one.
  General Features
   
  Terrain.  The irregular 
  hallway is cluttered with de-
  bris of rock, dirt, and bones.
   
  Ceiling.  The rough, 
  black crystal ceiling is 10 feet 
  high.
   
  Light.  No light is in this 
  room, and it is pitch black 
  unless characters bring light 
  with them.
   
  Sound.  Quiet as a tomb, until the dead begin to move.  
   
  Smell.  The faint scent of dust or dried corpses.
  The danger of this hallways lies not in what lays upon the 
  floor, but what awaits in the walls.  The spirits of the dead 
  have animated their bodies, mostly skeletons who have long 
  ago lost their flesh, though some corpses are still wrapped in 
  dried skin and flesh.  They appear to float, completely still, 
  within the crystal walls, faintly visible in the semi-opaque 
  blackness.
   
  As a creature walks through the hallway, a corpse may 
  attempt to embrace them and pull them into the crystal 
  wall.  For each character, roll a d6 for each 20 feet they move 
  down the hallway.  On a 5 or 6, a pair of skeletal arms erupts 
  from the wall, which seems to pool like liquid around the 
  arms.  The character being embraced must succeed on a DC 
  14 Strength saving throw, or be pulled into the crystal, which 
  then solidifies around them.  A successful Strength saving 
  throw allows the character to escape the skeletal grasp.
   
  A creature that is pulled into the wall begins to suffocate 
  and cannot move, being completely encased in the smoky 
  stone.  A free creature may attempt to break the crystal away, 
  either with weapons or by using mason’s or smith’s tools.  A 
  character may attack the crystal, which has an AC of 18.  Deal-
  ing 50 points of damage will free a trapped creature.  Char-
  acters using tools may make proficiency checks to attempt 
  As you pass through the doorway, darkness envelops you.  
  You can hear your party members nearby, but you cannot 
  see them.  Faint echoes of your movement bounce around 
  you, disorienting you even further.
  
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  Appendix. Zhentil Spire Encounters
  16 Investigation (Intelligence) check reveals how to disable 
  it, which can be done with a successful DC 16 Thieves’ Tools 
  check.  Failure to disable it on the Thieve’s Tools check sets 
  the trap off.  Once tripped, corpse dust ejects from the holes in 
  the walls, filling the center 30 feet of the hallway.  Creatures in 
  the area of effect must succeed on a DC 16 Constitution saving 
  throw or gain one level of exhaustion.  Creatures that do not 
  breathe are immune to this effect.  The dust settles after one 
  round and is no longer a threat.
   
  The door opposite where the characters entered is made 
  of oak and banded with iron.  A DC 12 Perception (Wisdom) 
  check reveals a nasty looking poison needle trap rigged to go 
  off when someone turns the door handle.  It can be disarmed 
  with a DC 12 Thieves’ Tools check, though failing the check 
  does set the trap off.  A creature that sets off the trap takes 1 
  point of piercing damage and must succeed on a DC 14 Con-
  stitution saving throw or take 11 (3d6) poison damage.  The 
  following round, the creature must succeed on another DC 14 
  Constitution saving throw or take another 11 (3d6) poison 
  damage.  
   
  A DC 18 Perception (Wisdom) check will also reveal a 
  second trap, a magical glyph on the door handle.  If a char-
  acter rolls a 20 or above on the Perception check, they also 
  notice that the 10 foot by 10 foot section of ceiling above the 
  door seems to be a slightly lighter shade of black than the rest 
  of the ceiling.  Detect magic reveals the presence of trans-
  mutation magic radiating from the door handle.  The trap 
  can be disarmed using dispel magic with a DC 18 spell caster 
  ability check.
   
  If a creature touches the door handle while it is still 
  trapped, they are affected by the reverse gravity spell, launch-
  ing them upwards through a false ceiling and then 20 feet 
  beyond into a solid ceiling covered with black spikes.  The 
  creature can attempt to stop themselves from flying upward 
  by succeeding on a DC 18 Dexterity check to keep a hold of 
  the door handle, or another fixed object.  Otherwise, they take 
  14 (4d6) bludgeoning from the collision with the ceiling, and 
  11 (3d6) piercing damage from the spikes.  Immediately after 
  the creature passes through the false ceiling, a sliding panel 
  moves to cover the false ceiling, trapping them in a 10 foot 
  wide, 10 foot long, and 20 foot high space.  The sliding panel 
  is also covered with spikes, and after colliding with the ceil-
  ing, the reverse gravity spell effect ends, dropping the charac-
  ter 20 feet onto the spiked panel where they take another 7 
  (2d6) bludgeoning damage and 11 (3d6) piercing damage.
   
  The sliding panel can be opened with a successful DC 18 
  Athletics (Strength) check.  If a character uses something to 
  give them leverage, such as a crowbar, grant them advantage 
  on the check.
  Rewards
  For each trap avoided or deactivated, grant the players 200 
  experience points each.
  Characters with devil’s sight, or other means to see through 
  magical darkness are not hindered by the black permeating 
  this area.  Sources of light such as torches or magic do not 
  provide any illumination, though torches burn and spells go 
  off as normal.  Even daylight does not banish the dark.
   
  What’s more, there are several traps laid throughout this 
  room.  Thin and fragile posts support areas of the ceiling.  
  These posts are made of thin rock, as though parts of the ceil-
  ing reached up to hold up the top of the room, but are prone 
  to breaking with only a little pressure.  Even worse, tripwires 
  are strung between some of these supports, which may bring 
  down multiple sections of ceiling if a character runs into one.
   
  As characters move through this room, if they do not feel 
  about themselves cautiously, they may bump into one of these 
  supports or stumble over one of the trip wires.  Keep track 
  of what path characters take, and how the players say they 
  are proceeding.  If a player moves through an area marked on 
  the map with a support or tripwire, they may set it off.  Any 
  force, such and bumping into a column or something stronger, 
  will cause the support to shatter, bringing down part of the 
  ceiling.  Any character within 10 feet of the shattering column 
  takes 10 (3d6) bludgeoning damage, or half on a successful 
  DC 15 Dexterity saving throw.  When a tripwire is set off, it 
  brings down both columns it is attached to, so any creatures 
  within 10 feet of either column must make a saving throw.  A 
  tripwire can be found on a DC 20 Perception (Wisdom) check, 
  either if a character is feeling about for it, or walking cau-
  tiously through and feeling the brush of the tripwire, but not 
  walking through it. A character that finds a tripwire without 
  setting it off may attempt to disarm it with a DC 16 Sleight 
  of Hand (Dexterity) check.  A character can find a support by 
  feeling carefully ahead of themselves and moving cautiously.  
  On a DC 12 Perception (Wisdom) check, they can successfully 
  feel for a support without setting it off, once they know not to 
  push or run into the columns. 
   
  Rock falling through the ceiling does not fill the chamber, 
  but does create an area of difficult terrain to move over.
  Rewards
  If the characters manage to make it through the area without 
  setting off more than two of the traps, grant them 500 experi-
  ence points each.
  3. The Triple Trapped Hallway (Short)
  Just one of the many trapped hallways that exist within the 
  Spire, the adventurers have the luck to walk down this one.
  General Features
   
  Terrain.  The hallway is clear of debris.
   
  Ceiling.  The smooth, black stone ceiling is 20 feet high.
   
  Light.  No light is in this room, and it is pitch black unless 
  characters bring light with them.
   
  Sound.  Quiet as a tomb.  
   
  Smell.  The faint scent of dust or dried corpses.
  This hallway is 10 feet wide and stretches 90 feet long.  There 
  is a tripwire at the halfway point down the hall, which can 
  be spotted with a DC 16 Perception (Wisdom) check, as well 
  as noticing dozens of pinhead sized holes in the walls on 
  15 feet of either side of the tripwire.  A DC 
  
  63
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  Appendix. Zhentil Spire Encounters
  4. The Inner Bailey (Short)
  This uses the same room as the Long encounter, The Tyrant’s 
  Bailey.  It is not recommended to run them both, unless you 
  wish to confuse characters or build up tension.  Alternately, 
  you can use this room with traps removed or including your 
  own ideas, as the twisted layout of the Spire lends itself to 
  re-using identical rooms with different encounters.
  General Features
   
  Terrain.  The area is free of debris, and the ramp that 
  winds around the outside edge of the room is steep, but not 
  so as to make for difficult terrain.  The ramp itself is barely 3 
  feet wide, making the walk up a nerve-wracking one.
   
  Ceiling.  The jagged ceiling of black rock is 130 feet from 
  the floor.
   
  Light.  Faint blue light trickles down from an odd chan-
  delier hanging 120 feet from the floor, illuminating the room 
  dimly.
   
  Sound.  This room is deathly quiet, except for the sounds 
  made by those passing through it.
   
  Smell.  A heavy scent of decay lingers in this room, mixed 
  with earthy smells.
  The ramp leads up to a landing, 100 feet from the bottom of 
  this chamber.  The ramp itself takes 200 feet of movement to 
  traverse, as it winds around the outside of the room.  Charac-
  ters who are halfway up the ramp are 50 feet from the floor; 
  those who are one-quarter of the way up are 25 feet from the 
  floor, etc.
   
  When the characters reach the landing, read or para-
  phrase the following:
  The image within the doorway is an illusion, and the doorway 
  itself acts as a magical portal.  Those who walk through it are 
  whisked away to another part of the Spire.  The exact destina-
  tion is up to the DM, and should be based on what encounters 
  remain.
   
  When a creature moves 20 feet into the hallway from the 
  upper landing, their proximity sets off a trap on the ghoulishy 
  carved doorway at the end of the hall, causing a blast of wind.  
   
  The trap itself is an enchantment set upon the carved 
  doorway, and can be seen with detect magic.  The warding can 
  be removed with dispel magic, with a DC 16 spellcaster ability 
  check.  The trap does not cease to be once set off, but must 
  recharge before being able to be triggered again.  On Initiative 
  count of 20 (losing ties), roll a d6.  On a 5 or 6, the trap resets 
  and can be triggered if a creature is within 25 feet of it.  
   
  When the trap is triggered the first time, read or para-
  phrase the following:
  Creatures who fail a DC 16 Strength checks against the gust of 
  wind are pushed back from the door 15 feet, possibly forcing 
  one or more off the edge of the landing.  If the effect pushes 
  a creature so they are more than 5 feet past the edge of the 
  landing, they fall to the floor 100 feet below, taking 35 (10d6) 
  bludgeoning damage.  If the effect pushes them so they are 
  within 5 feet from the edge of the landing (their square is 
  adjacent to the landing’s square), they may make a DC 16 
  Dexterity saving throw to catch themselves on the lip of the 
  landing, and avoiding the fall to the bottom.  A character who 
  stops their fall may pull themselves up with a DC 10 Athletics 
  (Strength) check as part of their movement on their turn, but 
  may still have to contend with the gust of wind if it is still in 
  effect.  The trap’s effect lasts for 1 minute each time it is acti-
  vated, causing those in the area to repeat the DC 16 Strength 
  saving throw at the start of their turn.
  Rewards
  If the characters disable the gust of wind trap, or pass it be-
  fore it resets for a second activation, grant them 500 experi-
  ence points each.
  Treasure
   
  Embedded in the black rock wall about halfway up the 
  stairs is a gem-encrusted golden chalice worth 500 gp, its 
  base and stem barely poking out of the stone.  Characters 
  can chisel the chalice free with a little work and the right 
  tools.  Do not grant this treasure if it has been found in the 
  Tyrant’s Bailey.
  Nothing seems to adorn this vast chamber except the ramp 
  that spirals around its outer edge, and a bone-white chan-
  delier that emits a cold blue light far above.  You can see 
  the narrow ramp leads up to a small landing far above your 
  heads.
  A forty-foot hallway stretches away from the open chamber 
  and ends at a doorway that has been carved to resemble 
  some twisted, ghoulish face.  Dimly lit beyond, you see what 
  looks like a room lined with shelves and strange apparatus.  
  Glass beakers of colored fluids glint with reflected torch-
  light.
  A sound like the sucking in of breath comes from the 
  ghoulish face surrounding the doorway at the end of tunnel.  
  Without warning, you are buffeted by intense winds that 
  seem to blow from the mouth of the carving, pushing you 
  back from the door…and closer to the drop off at the end of 
  the tunnel!
  
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  Appendix. Zhentil Spire Encounters
  6. Phantasmal Horror (Short)
  Something waits in the doorway ahead, though it may not be 
  what the adventurers think it is.
  General Features
   
  Terrain.  Though dusty and littered with rocky detrius, 
  the area is easy to maneuver through.
   
  Ceiling.  The ceiling is only 10 feet high in this corridor.
   
  Light.  There is no light in this corridor, beyond what the 
  adventurers brough with them.
   
  Sound.  A faint sound of something scraping against rock, 
  and the occasional rumbling from other parts of the Spire.
   
  Smell.  The air is dry and heavy with dust, but as the 
  adventurers draw nearer to the end of the corridor, the stench 
  of rotting meat becomes overpowering.
  This corridor is 10 feet wide and 25 feet long.  At either end 
  are archways that seem identical, though the one the adven-
  turers did not enter from reeks of rotting meat.
   
  Characters who move toward the stinking doorway begin 
  to feel a sense of being watched, and they begin to hear what 
  sounds like breathing coming from the darkness of the portal.
   
  When a creature comes within 10 feet of the doorway, 
  read or paraphrase the following:
  The slug’s form seems to be ghostly, made up of a strange, 
  nauseating blue light, but in truth it is only an illusion.  That 
  does not make it any less deadly, however.  
   
  Any creature who can see or hear within the hallway 
  must succeed on a DC 17 Wisdom saving throw or become 
  frightened for 1 minute.  A creature may repeat the saving 
  throw at the end of each of its turns, ending the effect on a 
  success.
   
  Treat the encounter as a combat, with player’s rolling for 
  Initiative.  At the end of a creature’s turn, if it is still fright-
  ened, the slug creature appears to lash out, reaching up to 
  the length of the hall, and strikes the target, who takes 4d10 
  psychic damage.
   
  Characters who strike at the phantasmal creature appear 
  to successfully “hit” it if they beat an AC 15, though their 
  weapons and abilities do not seem to phase the slug in the 
  slightest, its ethereal nature protecting it.  Such characters 
  roll their following Wisdom saving throws against the slug at 
  disadvantage, demoralized by their ineffectiveness.
   
  A creature who takes no action, but chooses to focus on 
  their Wisdom save may attempt to disbelieve the creature ex-
  ists.  If they do so, they may roll their Wisdom saving throws 
  at advantage as long as they focus in this way.
   
  Characters may move through the slug’s form, and into 
  the archway it fills, teleporting to another area in the Spire, or 
  back through the door they came in.  Leaving the room ends 
  the frightened condition on a character.  Attempting to leave 
  through the doorway they entered from after the phantasm 
  appears causes a second slug to appear in that doorway when 
  5. The Drowning Orb (Short)
  Whatever portal door they walked through, it transported the 
  characters into a terrible predicament.  Water envelops them, 
  threatening to drown them if they cannot find the exit in the 
  dark. 
  General Features
   
  Terrain.  The characters are completely submerged in 
  water.
   
  Ceiling.  The stone orb holding the water is 65 feet wide.
   
  Light.  The is no light in this chamber, beyond what the 
  adventurers brought with them.  Torches are drowned out 
  immediately on arrival.
   
  Sound.  Surprised grunts of panic from fellow adventur-
  ers.   A deep and all-present grinding sound.
   
  Smell.  Dirty water.
  As the characters enter this area, read or paraphrase the 
  following:
  Characters appear in the center of the orb, clustered within 5 
  feet of each other.
   
  If characters were relying on torches or lanterns, they 
  are immediately thrust into darkness.  Characters who can 
  breathe underwater are fine, and speak or cast spells with 
  verbal components as usual.  Those who cannot breathe un-
  derwater are in for a rougher time.  They begin drowning, and 
  cannot cast spells that require verbal components.
   
  The exit to this room moves about, as though the orb sur-
  rounding the water were rolling about.   On Initiative count 20 
  (losing ties), the doorway moves 25 feet in a random direc-
  tion.  On Initiative count 10 (losing ties), the doorway moves 
  another 25 feet in another direction.
   
  The doorway is darker than the stone around it.  If char-
  acters have light, or can see in the dark, they may notice the 
  doorway with a successful DC 15 Perception (Wisdom) check.
  Rewards
  If the characters escape this watery grave, with no characters 
  drowning, grant them 500 experience points each.
  With a terrible squelching sound, a soft and sickly glow be-
  gins to eminate from the archway.  The light coalesces, and 
  what appears to be an enormous, tentacled slug, its gaping 
  maw lined with rows and rows of saw-like teeth, begins to 
  lurch toward you.  
  Passing through the doorway, you are suddenly chilled by 
  water that is all about you.  You try to hold your breath, but 
  the crushing pressure is almost too much.  You must find 
  your way out of this submerged chamber, or drown!
  
  65
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  Appendix. Zhentil Spire Encounters
  sure plate.  Those who fail the check feel that the diamond’s 
  weight must be replaced in order to not set the trap off, while 
  those who succeed believe the gem can simply be removed 
  without harm.  The trap can be disengaged with a successful 
  DC 17 Sleight of Hand (Dexterity) check with Thieves’ Tools.
   
  If weight is placed upon the pressure plate, the trap is 
  triggered, filling the room below with green and black flames.  
  Those who are on the ground or below 10 feet under the di-
  amond must make DC 17 Constitution saving throws.  Those 
  who fail take 3d10 fire damage and 3d10 poison damage and 
  are poisoned for 1 hour.  Those who succeed take half dam-
  age, and are not poisoned.
   
  When a creature attempts to take the diamond, they must 
  succeed on a DC 17 Charisma saving throw.  If successful, they 
  remove the diamond and feel some form of magic dissipate.  
  On a failed save, they remove the diamond, and then notice 
  the arm they used to hold the diamond (their main hand) 
  begins to glow, and then separates just below the shoulder, 
  leaving a smooth nub behind.  The appendage then flies off at 
  a speed of 60, passing through a doorway and disappearing 
  with the diamond.  Any creature it passes may make a DC 17 
  Dexterity check to attempt to grab and hold the arm before it 
  escapes.
   
  The affected creature now has disadvantage on attack 
  rolls, as well as Athletics and Acrobatics skill checks, until the 
  arm has been reconnected.  The offending appendage will 
  return through the nearest doorway to the character in 1d4 
  hours, and magically reattaches itself, ending the debilitating 
  effects on the adventurer.
   
  The magical trap on the diamond can be canceled with 
  dispel magic. 
   
  Though the diamond itself appears to be worth well over 
  500 gold pieces, closer inspection reveals it to be a fake, noth-
  ing more than a shiny paperweight worth nothing.
  Rewards
  If the adventurers bypass or disengage the pressure plate 
  trap, award them 250 experience points each.  Award them an 
  extra 250 experience points each if they bypass or overcome 
  the trap on the fake diamond.
  a creature comes within 15 feet of the portal.  This does not 
  increase the damage, only prevents frightened creatures from 
  leaving of their own volition.
   
  If or when all creatures are not frightened of the phantas-
  mal slug, it appears to ooze back into the archway, fading from 
  sight.
   
  Should a character use an ability that can sense aberra-
  tions, even when the slug is not visible, they get the feeling 
  one such creature exists in the doorway, even though it truly 
  does not.
  7. Too Easy To Be True (Short)
  Sometimes things are easy.  And sometimes, easy things are 
  not what one expects them to be.
  General Features
   
  Terrain. The area is dust-covered, but easily maneuvered.
   
  Ceiling.  The vaulted ceiling reaches up to 25 feet.
   
  Light.  Several braziers emit warm light throughout the 
  room, providing bright light throughout.
   
  Sound.  The rattling of bones as skeletons roam through 
  the area.  The flames from the braziers crackle and whoosh.
   
  Smell.  Burning wood and the faint scent of dust.
  This room contains a dozen skeleton guards that move about 
  the room, circling the dais in the center.  The floor is sunken 
  in the middle, dropping 20 feet below the level of the edges, 
  while the dais rises up 35 feet from its base.  Though steep, 
  the dais has a series of handholds on each side, making it easy 
  to scale.  
   
  The skeletons attack if a creature or spell effect enters the 
  area beyond the edge of the room, over or in the sunken floor 
  area.  
   
  Atop the dais sits an enormous diamond, glittering in the 
  firelight.  Magic such as mage hand does not have any effect 
  on the gem, as though it is held in some manner.  If a character 
  can reach it, they notice what appears to be a pressure plate 
  under the diamond.  A DC 18 Investigation (Intelligence) 
  check reveals that the diamond is barely touching the pres-
  
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  Appendix. Zhentil Spire Encounters
  When the characters reach the landing, read or paraphrase 
  the following:
  The image within the doorway is an illusion, and the doorway 
  itself acts as a magical portal.  Those who walk through it are 
  whisked away to another part of the Spire.  The exact destina-
  tion is up to the DM, and should be based on what encounters 
  remain.
   
  When a creature moves 20 feet into the hallway from the 
  upper landing, their proximity sets off a trap on the ghoulishy 
  carved doorway at the end of the hall, causing a gust of wind.  
  The trap itself is an enchantment set upon the carved door-
  way, and can be seen with detect magic.  The warding can be 
  removed with dispel magic, with a DC 16 spellcaster ability 
  check.  The trap does not cease to be once set off, but must 
  recharge before being able to be triggered again.  On Initiative 
  The Tyrant’s Bailey (Long)
  This combat encounter also entails a trap in the upper hall-
  way.  Entrance into this area may come from any other loca-
  tion within the tower, as magical portals move the characters 
  to where you choose.
  General Features
   
  Terrain.  The area is free of debris, and the ramp that 
  winds around the outside edge of the room is steep, but not 
  so as to make for difficult terrain.  The ramp itself is barely 3 
  feet wide, making the walk up a nerve-wracking one.
   
  Ceiling.  The jagged ceiling of black rock is 130 feet from 
  the floor.
   
  Light.  Faint blue light trickles down from an odd chan-
  delier hanging 120 feet from the floor, illuminating the room 
  dimly.
   
  Sound.  This room is deathly quiet, except for the sounds 
  made by those passing through it.
   
  Smell.  A heavy scent of decay lingers in this room, mixed 
  with earthy smells.
  The ramp leads up to a landing, 100 feet from the bottom of 
  this chamber.  The ramp itself takes 200 feet of movement to 
  traverse, as it winds around the outside of the room.  Charac-
  ters who are halfway up the ramp are 50 feet from the floor; 
  those who are one-quarter of the way up are 25 feet from the 
  floor, etc.
   
  When the majority of the characters have moved to the 
  halfway point or beyond up the ramp, read or paraphrase the 
  following:
  The death tyrant has been waiting for those that don’t belong 
  in the tower, its sole purpose is to destroy them.  It fights to 
  the death, and will chase characters from room to room so 
  long as it can follow.
  Nothing seems to adorn this vast chamber except the ramp 
  that spirals around its outer edge, and a bone-white chan-
  delier that emits a cold blue light far above.  You can see 
  the narrow ramp leads up to a small landing far above your 
  heads.
  The illumination of the room seems to shift, your shadows 
  dancing lightly beneath you.  Looking up, the strange chan-
  delier near the pinnacle of the room seems to be moving.  
  The various lights around it sway with its motion as the 
  center bone-white orb spins slowly around, revealing a 
  strange and alien skeletal face.  A single eye socket glows 
  coldly blue, and a sound like that of the wind laughing 
  seems to come from its gaping maw.
  Adjusting the Encounter
  These adjustments are not cumulative. 
  • Very Weak: Replace the death tyrant’s Death Ray with 
  feeblemind.  Replace its Disintegration Ray with eyebite 
  (sickened effect; 1 minute).  Lower all eye ray saving throw 
  DCs to 15.  The death tyrant has no Legendary Actions, and 
  reduce its hit points to 137.
  • Weak: Replace the death tyrant’s Death Ray with feeble-
  mind.  Replace its Disintegration Ray with eyebite (sickened 
  effect; 1 minute). The death tyrant has only one Legendary 
  Actions.
  • Strong: Replace the death tyrant’s Negative Energy Cone 
  with Power Word Stun, affecting the weakest non-stunned 
  target in the cone each round.
  • Very Strong: Replace the death tyrant’s Negative Energy 
  Cone with Power Word Stun, affecting the weakest non-
  stunned target in the cone each round.  Replace its Sleep 
  Ray with blindness/deafness.  Replace the Telekinesis Ray 
  with geas (1 hour).  Increase the death tyrant’s hit points to 
  237, and the DC of all eye ray saving throws to 18.
  A forty-foot hallway stretches away from the open chamber 
  and ends at a doorway that has been carved to resemble 
  some twisted, ghoulish face.  Dimly lit beyond, you see what 
  looks like a room lined with shelves and strange apparatus.  
  Glass beakers of colored fluids glint with reflected torch-
  light.
  
  67
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  Appendix. Zhentil Spire Encounters
  General Features
   
  Terrain.  Rubble, coffins (some shattered, some whole), 
  and non-animated corpses litter this room making it difficult 
  terrain.
   
  Ceiling.  The jagged ceiling is 20 feet high at its highest 
  points, 10 feet at its lowest.
   
  Light.  No light is in this room, and it is pitch black unless 
  characters bring light with them.
   
  Sound.  The soft hiss of a wight lost in its madness.  
   
  Smell.  Old and dusty decay, moldering earth.
  When the group enters this area, read or paraphrase the 
  following:
  Doran Parzifel and six wights have been raised in this room 
  by the necromantic forces that constructed the tower.  They 
  are driven mad by the powers that granted them a semblance 
  of life, and will attack the characters as they enter the room.
   
  These creatures are not directly controlled by Marzellus 
  Marshward, though they do his bidding by giving in to their 
  madness.  Should a spell that cures madness, such as greater 
  restoration, be cast upon Doran, his mind returns to him.  He 
  will help the group put down the wights, who are beyond 
  helping, then will abandon the mortal realm once again, his 
  spirit returning to his final resting place.  Before he goes, he 
  thanks the adventurers for helping him, and gifts them his 
  spellguard shield.
  Treasure
  Scattered around the room are bits of treasure that were in-
  terred with the various bodies that have been displaced from 
  their graves.  Coins, statues, and gems worth a total of 1,500 
  gp can be collected.  The characters also find a small globe of 
  clear glass, its delicate surface etched with runes of magic.  
  Identify or a successful DC 16 Arcana check will reveal that if 
  crushed, the globe acts as a spell scroll of mislead (one-time 
  use).
  count of 20 (losing ties), roll a d6.  On a 5 or 6, the trap resets 
  and can be triggered if a creature is within 25 feet of it.  
   
  When the trap is triggered the first time, read or para-
  phrase the following:
  Creatures who failed their DC 16 Strength checks against the 
  gust of wind are pushed back from the door 15 feet.  This 
  may push a creature off the edge of the landing.  If the effect 
  pushes a creature so they are more than 5 feet past the edge 
  of the landing, they fall to the floor 100 feet below, taking 
  35 (10d6) bludgeoning damage.  If the effect pushes them 
  so they are within 5 feet from the edge of the landing (their 
  square is adjacent to the landing’s square), they may make a 
  DC 16 Dexterity saving throw to catch themselves on the lip 
  of the landing, and avoiding the fall to the bottom.  A charac-
  ter who stops their fall may pull themselves up with a DC 10 
  Athletics (Strength) check as part of their movement on their 
  turn, but may still have to contend with the gust of wind if it is 
  still in effect.  The trap’s effect lasts for 1 minute each time it 
  is activated.
  Rewards
  If the characters disable the gust of wind trap, or pass it be-
  fore it resets for a second activation, grant them 500 experi-
  ence points each.
  Treasure
  Embedded in the black rock wall about halfway up the stairs 
  is a gem-encrusted golden chalice worth 500 gp, its base and 
  stem barely poking out of the stone.  Characters can chisel the 
  chalice free with a little work and the right tools.
  The Darkened Knight (Long)
  The adventurers are faced with a long-dead knight who has 
  been raised up as one of the undead.  Order of the Gauntlet 
  faction members were given a faction assignment to return 
  Doran Parzifel’s remains to the Waypoint Bindery.
  A sound like the sucking in of breath comes from the 
  ghoulish face surrounding the doorway at the end of tunnel.  
  Without warning, you are buffeted by intense winds that 
  seem to blow from the mouth of the carving, pushing you 
  back from the door…and closer to the drop off at the end of 
  the tunnel!
  This twisted and uneven passage is littered with coffins, 
  some shattered and some whole.  Coffins, corpses, tomb-
  stones, and stonework from mausoleums and sarcophagi 
  are visible in the smoky crystalline walls, as though one of 
  Zhentil Keeps graveyards was picked up and melded with 
  the walls of the Spire as it grew.  Scattered around the room 
  are more corpses, these armed and armored…and standing.  
  As the warmth of your life force penetrates their senses, 
  they turn as one to look at you, their rotten visages twisting 
  with hunger.
  
  68
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  Appendix. Zhentil Spire Encounters
  may make a DC 15 Medicine (Wisdom) check to realize how 
  to use their kit to halt the disease.
   
  The disease is highly contagious, and anyone who is not 
  immune who touches an infected person must also make a DC 
  15 Constitution saving throw or suffer its effects.
   
  Those who chase after the torchlight that they saw as 
  they entered the area cannot catch up with them, but find a 
  doorway around the next curve of the tunnel.
  Rewards
  If the characters make it through the area without anyone 
  being blinded, award them 500 experience points each.
  Memory
  This particular memory has woken Marzellus from his sleep 
  on several occasions.  During a venture by the Zhentarim, 
  Marzellus and his fellow soldiers were scouting an under-
  ground tunnel system that led into the Underdark, when one 
  of them picked up something that caused his eyes to begin 
  bleeding, then apparently melting in their sockets.  The 
  group’s cleric informed them that nothing could be done to 
  save the poor soldier, and he must be put out of his misery 
  before he could spread the disease to the others.  Marzellus, 
  not yet an officer, was ordered to douse his comrade with fuel 
  and burn him.
   
  The disease itself spreads quickly, and causes severe 
  brain damage, pain, and eventually death.  Here in the 
  memory of the event, it is not as potent, and can only cause a 
  creature to become blind as they lose their eyes.
  Whispering Doubts (Short)
  In a space in between the spaces of the Spire, doubt weighs 
  heavily upon the adventurers.
  General Features
   
  Terrain.  The blackness of this space has no difficult 
  terrain in of itself, though once the shadow forms appear, it is 
  considered difficult terrain to move through them.
   
  Ceiling.  No ceiling or floor can be seen, though those 
  who attempt to fly cannot rise higher than their own head 
  level.
   
  Light.  No light exists in this place, and sources of light 
  brought by the characters provide half their usual illumina-
  tion.  Characters with darkvision can see clearly for only half 
  their usual distance.
   
  Sound.  Sounds made by the adventurers are oddly muf-
  fled, seeming muted and barely reaching one another.  Sounds 
  only travel for 20 feet before becoming inaudible.  
   
  Smell.  Each character smells something different, a hor-
  rid twist on something that person enjoys the scent of, but it 
  has gone putrid.
  As the adventurers enter this area, they are surrounded by a 
  darkness so heavy, it seems to absorb light.  Initially, no other 
  sounds can be heard.  The doorway they passed through dis-
  appears after they have traveled 20 feet away from it.
   
  Shortly after the group has lost sight of the doorway, 
  whispers begin to be heard, emanating from the darkness 
  around them.  As time progresses, shapes become noticeable 
  in the darkness, though they are vague and their true forms 
  are indiscernible.  The shapes begin to grown in number and 
  A Terrible Pestilence (Short)
  Sometimes, things are better left alone.  This underground 
  tunnel has been recreated from Marzellus Marshward’s 
  memories of a tramatic event during his time spent with the 
  Zhentarim.
  General Features
   
  Terrain.  The corridor is littered with loose stone and 
  some small boulders, bits of the walls and ceiling that have 
  broken off.
   
  Ceiling.  The tunnel’s ceiling is low, and uneven, reaching 
  9 feet at its high points, and around 6 feet at its low points. 
   
  Light.  There is not light here except that which the char-
  acters bring with them.
   
  Sound.  Sounds seem muffled by the rough stone walls 
  and rocks littered along the tunnel.
   
  Smell.  The stench of recently charred meat, burned hair 
  and leather, and lantern fluid are heavy in the air.
  As the characters enter this area, they notice faint torchlight 
  fading off in the opposite direction.  Those with a passive 
  Perception of 17 or higher hear shuffling feet and the clinking 
  of chainmail from further down the tunnel, and then those 
  sounds fade with the light.
   
  Along this pathway is a single blackened skeleton, its 
  hands resting over its eyes.  The positioning of the skeleton 
  makes it obvious that the person died in agony.  A DC 13 Med-
  icine (Wisdom) check reveals they were burned alive.
   
  A scorched and brittle satchel still remains around the 
  skeleton’s shoulders, and the burned remnants of black leath-
  er armor encase the skeleton’s torso.  
   
  If distubed, the bones immediately begin to crumble, re-
  leasing a highly contagious disease.  Everyone within 30 feet 
  must succeed on a DC 15 Constitution saving throw, or have 
  their eyes begin to be eaten away by the disease.  Those who 
  succeed are immune to the disease for 24 hours.  A greater 
  restoration spell or similar magic can cure the disease if done 
  within 1 minute of contraction.  After the minute has passed, 
  the infected creature is blind.  Alternatively, a character who 
  is proficient with a healing or herbalism kit 
  Memory Encounters
  While many rooms of the Spire were created from dark 
  imaginings of a twisted mind, some of them were spawned 
  from memories.  For encounters that may give the adven-
  turers some insight into Marzellus Marshward’s past, the 
  following rooms in the Spire are suggested.
  
  69
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  Appendix. Zhentil Spire Encounters
  is Timony, though young Marzellus calls him Father.  The 
  woman is refered to as Gwynneth by Timony, and Mother 
  by Marzellus.  Characters may notice a set of leather armor, 
  embossed with the sigil of the Zhentarim, resting on a rack in 
  the corner of the room.  Another room without a door seems 
  to double as storage and a sleeping area for the young boy.
   
  Exiting the cottage from either the door they entered 
  from, or the one across the room from it, the characters seem 
  to step outside, but immediately find themselves back in 
  the cottage, though it has changed startlingly.  Though it is 
  daylight out, the light that filters through the closed windows 
  is gray and lifeless.  The armor in the corner is gone, though 
  other, cheaper leathers lie on the floor near that spot.  The 
  sounds of quiet sobbing can be heard from a closed door.
   
  Slumped next to that door, a boy just into his teenage 
  years rests his head against the wooden frame.  His hand 
  pressed against the door, he softly speaks to his mother, tell-
  ing her it will be alright while tears streak down his face.  
   
  Though nothing else happens in this scene it should 
  become obvious that Timony is gone.  Whether he has died or 
  simply left is unclear.
   
  The character with the highest passive Perception 
  notices a shadow, barely discernible, at a window.  It seems 
  like someone is watching the scene from outside, though the 
  shape lacks details and solid form.  It does not respond to the 
  characters, and the window cannot be broken or opened.
   
  When the characters leave the cottage for the second 
  time, they once again enter the same room, and again it has 
  changed.  Standing at the closed door to the bedroom is 
  Marzellus Marshward in his late teens or early twenties.  He 
  wears armor similar to that from the first scene, and a scowl 
  now mars his handsome features.  Rain pounds against the 
  roof, and the light that makes it through the dirty windows is 
  weak and gray.
   
  He speaks to his mother through the closed door, telling 
  her he is leaving, and she should come say goodbye to him, 
  he is unsure when he will return.  His frustration with her is 
  apparent, and characters who look around the room will note 
  the dirty dishes stacked up, moldy food covering them, as well 
  as how the rest of the room seems to be in shambles.  Sev-
  eral pails are placed around the cottage, catching water that 
  streams through the ceiling.
   
  Outside the window, a much darker shadow now watch-
  es.  Though it still appears featureless, its form appears to be 
  that of a cloaked, winged creature.  It seems intent on Marzel-
  lus, and after a few moments gestures to the youth to move 
  on.
   
  Marzellus sighs and says goodbye to his mother, then, 
  tightening his armor, moves to the front door of the house, 
  stepping out into the rain.  The shadow moves away from the 
  window, as though to follow him.
   
  Characters may either follow Marzellus or stay in the 
  cottage.  In either case, the shadow of the Other has noticed 
  them and moves to confront the party.  Its eyes glow a baleful 
  purple that is somehow darker than the shadow the thing is 
  made up of, and its voice is that of breaking glass as it tells 
  them they have no place here, and they are powerless to 
  stop what has been set into motion.  It attacks the group 
  without mercy.
   
  Outside the cottage is shrouded in mist, 
  push in on the adventurers, til they are completely surround-
  ed by countless apparitions.
   
  The apparitions begin to take on features, though they 
  appear different to each character, seeminly people from the 
  person’s past.  The words, which have been unintelligible 
  until this point begin to sound like insults and condemnations 
  against the adventurers.
   
  On Initiative count 20 and 10, losing any ties, a random 
  character must make a DC 17 Charisma saving throw.  On a 
  failure, one of the apparitions seems to take on the form of a 
  loved one, a respected elder, a childhood friend, or even an 
  enemy or rival, and verbally abuses the character, who suffers 
  from one level of exhaustion.
   
  To escape this place, characters must succeed on a DC 17 
  Survival (Wisdom) check as an action, but only after they have 
  succeeded on at least one saving throw against the utteranc-
  es of the whispering doubts.  Until then, they cannot seem 
  to find a way through the throng of apparitions, and no exit 
  is apparent.  Once a character finds the path, they may lead 
  the others along it, the way does not require each character 
  to find it.  Three successful Survival (Wisdom) checks by the 
  same person are required to locate the doorway and the exit 
  from this strange area.
   
  Though attacking the apparitions has no effect, charac-
  ters may take the Help action to give their comrades advan-
  tage on the Charisma saving throw against the whispering 
  doubts, bolstering their fellows with support and friendship.
  Rewards
  Characters who survive this encounter should be awarded 
  500 experience points each.
  Memory
  The room and its occupants are reflections of the whispered 
  doubts in Marzellus Marshward’s mind, brought on by real 
  life events.  Years of insults, loss, and emotional trauma made 
  Marzellus an easy target for the Other to lure into service.
  The Cottage (Long)
  The characters take a walk down memory lane, but these are 
  not their own memories.
  General Features
   
  Terrain.  The room has furniture that goes from being 
  arranged neatly to being in disarray as the scenes progress.
   
  Ceiling.  The ceiling is 8 feet high. 
  This event takes place in three parts.  When the group first 
  enters the room, the cottage seems like a completely different 
  world from the rooms they have encountered in the Spire so 
  far.  Sunlight pours in through the open windows, birds can 
  be heard singing outside, and the scent of warm bread and 
  hearty stew fill the room.  
   
  A man, in his early thirties runs about the room, holding 
  a giggling child out before him, the blond boy’s arms thrust 
  out like wings.  A woman smiles and laughs as she stirs the 
  contents of a pot on a simple stove.  Though the furnishings 
  are sparse, the small home is full of love and laughter.
   
  Though the characters cannot interact with the people 
  or objects within the room, they can watch the scene, and 
  learn that the boy is Marzellus Marshward.  The man’s name 
  
  70
  Memory
  This is a series of memories spanning several years over 
  Marzellus Marshward’s life.  They are fairly straight forward, 
             unmarred by madness.  Marzellus does not seem to 
               notice the Other, but the manipulations of the shadow 
           are obvious to onlookers.  Whatever paths the Zhentarim 
      officer has taken, it is clear that he has not walked them 
  alone, the shadow having been with him since at least his 
  teenage years.
  with only 30 feet 
  around and above the structure visible.  It is apparent that a 
  weathered road runs by the home, though where the place is 
  cannot be discerned.  The fog itself cannot be moved through, 
  as though a barrier keeps anyone from leaving the area.
   
  The shadow of the Other cannot be banished, or teleport-
  ed from this place, though any creatures it summons can be.  
  In addition, abilities that identify a creature’s Type reveal that 
  it is both a celestial and a fiend.
  Adjusting the Encounter
  These adjustments are not cumulative. 
  • Very Weak: The shadow of the Other has 150 hit points, 
  and its Armor Class is 17.
  • Weak: The shadow of the Other has 170 hit points.
  • Strong: The shadow of the Other has 250 hit points.  In 
  addition, as a bonus action, it summons a hezrou to aid it 
  on the shadow’s second turn.
  • Very Strong: The shadow of the Other has 262 hit 
  points.  In addition, as a bonus action, it summons a nal-
  feshnee to aid it on the shadow’s second turn.
  
  71
  71
  Appendix: Story Awards
  Nature of the Weave
  You have uncovered a series of tomes written by the arch-
  mage, Manshoon.  If you are capable of casting arcane spells, 
  you may spend 50 downtime days to gain proficiency in the 
  Arcana skill.  If you are already proficient in Arcana, you dou-
  ble your proficiency when making checks with the skill.
  You’ve Got a Friend in Me
  You have proven yourself an ally to not only your own faction, 
  but to those who banded together to fight the necromancer, 
  Marzellus Marshward.  You are always welcome at the Way-
  point Bindery, on the northwestern shore of the Moonsea.  In 
  addition, you can use the Waypoint to pass word on to your 
  faction, even if your faction representative it not present at 
  the time, and messages will be passed to you should they 
  arrive but your faction contact is not currently at the bindery.
   
  Finally, Krenez, the founder of the Waypoint, will always 
  have a bed and a meal for you should you need it, free of 
  charge.
  Appendix: Story Awards
  Characters have the opportunity to earn the following story 
  awards during this adventure.
  Heroes of Reclamation Day
  You ran toward danger and saved innocent lives.  The people 
  of Phlan will tell tales of your bravery, and business owners 
  wish to show you the city’s gratitude.  You receive a 10% dis-
  count on goods sold within the city.
  Yellow-Bellied Cowards!
  You stood by and watched as innocent lives were lost.  Word 
  of your cowardice spreads like wildfire through the city of Ph-
  lan.  While in the city, you roll with disadvantage on any Cha-
  risma-based checks with the citizens of Phlan, and business 
  owners charge you 10% more on goods sold within the city.
  An Ally in the Ebon Tide
  You convinced the Blackwind, Ezechiel Irnestul, to sign on 
  with either the Zhentarim or the Lords’ Alliance.  He survives, 
  and his Ebon Tide may prove useful someday soon.
  
  72
  72
  Appendix: Adventurers Leauge Rewards
  Appendix: Adventurers League  
   Rewards
  At the end of the session, the characters each receive rewards 
  based upon their accomplishments. These rewards include 
  advancement and treasure, and may include player rewards—
  magic item unlocks, story awards, or new downtime activities, 
  as follows:
  Advancement and Treasure Checkpoints
  The characters receive 4 advancement checkpoint and 8 trea-
  sure checkpoint for each story objective that they complete, 
  as follows: 
  • Episode 1 - Binder’s Torment: Parts 1 through 5.
  • Episode 2 - Zhentarim’s Lament: Parts 1 through 5.
  • Episode 3 - Necromancer’s Ascent: Parts 1 through 5, and 
  one Long or two Short encounters from Appenix: Zhentil 
  Spire Encounters. 
  The characters receive 1 advancement checkpoint and 2 
  treasure checkpoints for each bonus objective that they 
  complete, as follows:
  • Bonus Objective A: Journey to Yulash and retrieve the ritual 
  component in Part 2 of Episode 3, Necromancer’s Ascent.
  • Bonus Objective B: Any one Long or two Short bonus objec-
  tives in Appendix: Zhentil Spire Encounters.
  Player Rewards
  The characters earn the following player rewards for complet-
  ing the adventure:
  Magic Item Unlock
  Characters completing the adventure unlock the following 
  items, each of which can be found in the Dungeon Master’s 
  Guide:
   
  Wand of the War Mage +2.  This foot-long, twisted iron 
  spike emits a faint coppery scent when channeling magical 
  energies.  
   
  Tome of Leadership and Influence.  The red leather that 
  covers this tome is embossed with a smiling man with a third 
  eye.
   
  Spellguard Shield. This steel shield is embossed with a 
  longsword wrapped in thorny vines which end in roses in full 
  bloom.  The enamel coloring the roses is still vibrant.
  Dungeon Master Rewards
  In exchange for running this adventure, you earn advance-
  ment and treasure checkpoints and downtime as though 
  you played the adventure, but none of the adventure’s player 
  rewards.
   
  However, this adventure may qualify for rewards earned 
  by completing DM Quests. See the ALDMG (Adventurers 
  League Dungeon Master’s Guide) for more information about 
  DM Quests.
  
  73
  73
  Appendix: Dungeon Master Tips
  Adjusting This Adventure
  When combat is a possibility, the adventure will provide a 
  sidebar that helps you to determine the best mix/number 
  of opponents to provide them with to create an appropriate 
  challenge. While you’re not bound to these adjustments; 
  they’re here for your convenience and consideration.
   
  To determine whether you should consider adjusting the 
  adventure, add up the total levels of all the characters and 
  divide the result by the number of characters (rounding .5 or 
  greater up; .4 or less down). This is the group’s average party 
  level (APL). To approximate the party strength for the adven-
  ture, consult the table below.
  Determining Party Strength
  Party Composition Party  
   
  Strength
  3-4 characters, APL less than  
   
  Very weak
  3-4 characters, APL equivalent  
   
  Weak
  3-4 characters, APL greater than   
  Average
  5 characters, APL less than  
   
  Weak
  5 characters, APL equivalent  
   
  Average
  5 characters, APL greater than  
   
  Strong
  6-7 characters, APL less than  
   
  Average
  6-7 characters, APL equivalent  
   
  Strong
  6-7 characters, APL greater than   
  Very strong
  Appendix. Dungeon Master Tips
  This adventure is designed for three to seven 11th-16th 
  level characters and is optimized for five characters with 
  an average party level (APL) of 14. Characters outside this 
  level range cannot participate in this adventure.
  Preparing the Adventure
  Before you start play, consider the following:
   
  •Read through the adventure, taking notes of anything 
  you’d like to highlight or remind yourself of while running 
  the adventure, such as a way you’d like to portray an NPC or a 
  tactic you’d like to use in a combat. Familiar yourself with the 
  adventure’s appendices and handouts.
   
  •Gather any resources you’d like to use to aid you in run-
  ning this adventure--such as notecards, a DM screen, minia-
  tures, and battlemaps.
   
  •Ask the players to provide you with relevant character 
  information, such as name, race, class, and level; passive Wis-
  dom (Perception), and anything specified as notable by the 
  adventure (such as backgrounds, traits, flaws, etc.)
  Players can play an adventure they previously played as a 
  Player or Dungeon Master, but may only play it once with 
  a given character. Ensure each player has their character’s 
  adventure logsheet (if not, get one from the organizer). The 
  players fill out the adventure name, session number, date, and 
  your name and DCI number. In addition, the player also fills in 
  the starting values for advancement and treasure checkpoints, 
  downtime days, and renown. These values are updated at the 
  conclusion of the session. 
   
  Each player is responsible for maintaining an accurate 
  logsheet. If you have time, you can do a quick scan of a play-
  er’s character sheet to ensure that nothing looks out of order. 
  If you see magic items of very high rarities or strange arrays 
  of ability scores, you can ask players to provide documenta-
  tion for the irregularities. If they cannot, feel free to restrict 
  item use or ask them to use a standard ability score array. 
   
  Point players to the D&D Adventurers League Players 
  Guide for reference. If players wish to spend downtime days 
  and it’s the beginning of an adventure or episode, they can 
  declare their activity and spend the days now, or they can 
  do so at the end of the adventure or episode. Players should 
  select their characters’ spells and other daily options prior to 
  the start of the adventure, unless the adventure specifies oth-
  erwise. Feel free to reread the adventure description to help 
  give players hints about what they might face.
  New to D&D Adventurers League?
  http://dnd.wizards.com/playevents/organized-play
  To DM an adventure, you must have 3 to 7 players—each 
  with their own character whose level is within the ad-
  venture’s level range. Characters playing in a hardcover 
  adventure may continue to play to but if they play a differ-
  ent hardcover adventure, they can’t return to the first one if 
  they’re outside its level range.
  
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  Appendix: Player Handouts
  During Reclamation Day, the players can take part in one of 
  several events taking place.  They see a billboard covered in 
  fliers that announce the day’s activities.
  Small Batch Brew
  sponsored by the Velvet Doublet festhall
   
  Does your brew go down with a shiver and 
  a sigh?  Come stack it against the best brews in 
  the Moonsea!
  The Grand Illusion
  sponsored by Denlor’s Tower
   
  Storytellers and magicians, show the crowd 
  what you’ve got!  How tall is your tale, and can 
  your magic back it up?
  Granny Smythe’s Pie Baking
  sponsored by the Cracked Crown inn
   
  Think your ancient family recipe has what 
  it takes to take home the gold?  Put your pie 
  where our mouth is!  
  Basilisk Dog Eating Contest
  sponsored by Nat Wyler’s Bell inn
   
  This sure isn’t chicken!  How many petrify-
  ing sausages can you stomach and not turn to 
  stone?
  The Sharpest Barb 
  sponsored by the Laughing Goblin
   
  Come ply your wit against those of barbed 
  tongue!  Insult your way to glory!  Winners 
  drink beer for a year at the Laughing Goblin!
  Tug-o-War
  sponsored by Brice Vang, armorer
   
  Team building skills are for the weak!  
  Compete against other teams to show them 
  what you’re really made of!  
  Jousting
  sponsored by Alero the Smithy
   
  The only gentleperson’s match today, come 
  show your skill with steed and lance!
  Bullseye
  sponsored by House Jannarsk
   
  Archers!  Dagger throwers!  Ax tossers!  
  Come one, come all, and may your aim always 
  be in the red!
  Reclamation Day!
  Test your mettle and win prizes!
  Player Handout 1.  Reclamation Day Events
  
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  Appendix: Player Handouts
  Player Handout 2.  Zhent Orders
  
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  Appendix: Player Handouts
  Autumnreaver,
  The situation in Zhentil Keep is grim.  Dire 
  times call for dire actions, and so we call upon you 
  to help us take action against the abominations 
  that now flood out toward the Moonsea and its 
  inhabitants.
   You must travel to the ruins of Yulash, along 
  the southwestern shore of the Moonsea.  There, 
  hidden away deep in the earth, you will find a 
  fragment of a ritual.  Retrieve it so that we may 
  cleanse Zhentil Keep of the undead.
   The way lies beneath the Weeping Tree.
   Beware the guardians.  Much of our knowl-
  edge about this ritual and its pieces has been lost 
  to time.  But know that such power is never left 
  unguarded.  To gain the ritual, an offering must 
  be left upon the serpent’s altar.
  Player Handout 3.  Emerald Enclave Faction Assignment
  
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  Appendix: Player Handouts
  Player Handout 4.  Order of the Gauntlet Faction Assignment
  Whitehawk, 
  Before your time, Sir Doran Parzifel was a decorated and 
  honored knight of our order.  With deep ties in Cormyr, 
  Sir Parzifel was loyal to land and liege, and was a con-
  siderable asset to our cause. 
   
  When an opportunity arose to slip one of our own into 
  the ranks of the Zhentarim, whose relations with us at the 
  time were tenuous at best, Sir Parzifel accepted the charge 
  to become a double agent within the walls of Zhentil Keep 
  itself.  For many years, the information he leaked to us 
  from the city saved countless lives, and kept the Zhentarim 
  from overrunning the region on many occasions.  
   
  However, when the city was sieged by an army from 
  Thar, orcs and giants and dragons with a singular pur-
  pose of destroying Zhentarim Keep, Sir Parzifel was 
  felled in battle.  Because his true alliances were unknown 
  to the Zhentarim, he was interred within their most honored 
  of burial grounds.  Grounds that are now overrun with the 
  once-dead, beings whom had gone on to their well deserved 
  rest.
  	
  Should	you	find	Sir	Parzifel,	dead	or	raised	as	one	of	
  the undead, your task is to return him to his eternal slum-
  ber.  In addition, please return his remains to the Way-
  point Bindery, where we shall claim them and return him 
  to his family’s cemetery plot.  You will know him by his 
  family’s crest, a longsword wrapped in thorned roses.
   
   
  Go with honor, 
   
   
  Vindicator Highholder
  
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   Cartography Stock Art © Derek Ruiz / 
  Elven Tower Cartography
  1. Ruins of the Tower High
  2. Ancient Graveyard
  3. Zhentil Spire
  
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  Campaign Notes
  Appendix: Campaign Notes
  
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  Appendix: Campaign Notes
  
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  Appendix: Player Handouts
  
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SOURCE: textdata/thevault/Dungeons & Dragons [multi]/5th Edition (5e)/Adventure League/Convention Created Content/Origins (ROZK)/Necromancer of Zhentil Keep.pdf