Path of Shadow 3e

Path of Shadow
Credits
MANAGING DEVELOPER
Greg Benage
WRITING
Mark Chance, David Chart, David Lyons, Michelle Lyons, James Maliszewski, Mike Mearls, Rick Neal, Brian
Patterson
INTERIOR ILLUSTRATIONS
Mitch Cotie, David Griffith, Eric Lofgren, Hian Rodriguez, Tyler Walpole
GRAPHIC & COVER DESIGN

Brian Schomburg
EDITING
Greg Benage ‘d20 System’ and the ‘d20 System’ logo are Trademarks owned by
Wizards of the Coast and are used according to the terms of the d20
ART DIRECTION System License version 1.0. A copy of this License can be found at
www.wizards.com.
Wil Upchurch
Dungeons & Dragons® and Wizards of the Coast® are Registered
LAYOUT Trademarks of Wizards of the Coast and are used with permission.
Greg Benage
Copyright © 2002 Fantasy Flight Publishing, Inc. Legends & Lairs™
PUBLISHER and Path of Shadow™ are trademarks of Fantasy Flight Publishing,
Inc. All rights reserved. This work, or parts thereof, may not be
Christian T. Petersen copied without permission.
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Path of Shadow
Contents
CHAPTER ONE
Prestige Classes 5
CHAPTER TWO
Legendary Classes 79
CHAPTER THREE
Core Classes 111
CHAPTER FOUR
The Rogue’s Tools 130
CHAPTER Five
Schools & Organizations 142

Welcome
INTRODUCTION
Fantasy Flight Games is pleased to present

Path of Shadow, the ninth volume in our
Legends & Lairs line of sourcebooks for the
d20 System. Path of Shadow brings together a
host of information for those characters inter-
ested in the arts of stealth, deception, and lar-
ceny.
Chapter 1 contains 19 new prestige classes for

use by rogue characters. These classes include
the aerialist, the night hunter, the psychic inter-
loper, and the royal assasin. Each prestige class
is accompanied by a new organization,
designed to fit into any campaign world.
Chapter 2 details more than a dozen new leg-

endary classes—special class options for high-
level rogue characters. Legendary classes were
first introduced in Path of the Sword, the
Legends & Lairs class resource for fighting char-
acters. These unique classes include the blood
thief, grey hand, fortune’s fool, and jack-of-
knives.
Chapter 3 presents several new alternate core The Open Game License
classes for use in any campaign. These include
the chameleon, the con artist, the delver, and Path of Shadow is published under the terms of
the psychic thief. The chapter provides suffi- the Open Game License and the d20 System
cient diversity that you could play the ever- Trademark License. The OGL allows us to use
popular “all rogue” campaign that still features the d20 System core rules and to publish gam-
very different player characters with distinct ing material derived from those rules.
skills, abilities, strengths, and weaknesses.
Material that is strictly rules related is Open
Chapter 4 presents information on techniques Content. Each chapter and section in the book
and tools of special interest to rogue characters. designates the material within that is Open
It includes a selection of new equipment, Game Content.
weapons, and magic items, as well as new feats
and new uses for existing rogue class skills. All illustrations, pictures, and diagrams in this
book are Product Identity and the property of
Chapter 5 details a broad selection of shadow Fantasy Flight Publishing, Inc., © 2002.
schools and organizations, from the razorfiend
tradition of drow knife-fighting to assassins’ The Open Game License is printed in its entire-
guilds and thieves’ guilds. Schools and organi- ty at the end of this book. For further informa-
zations provide characters with new options if tion, please visit the Open Gaming Foundation
they are willing to devote the time, energy, website at www.opengamingfoundation.org.
money, and loyalty to a specialized calling or
organization.
4
CHAPTER ONE: Prestige Classes
CHAPTER ONE
Prestige
Classes
Multiclassed fighters, clerics, sorcerers, wiz-
ards, and barbarians also do well as acolytes of
Introduction chance. Monks, paladins, and any characters of
a lawful mentality do not become acolytes of
chance.
This chapter contains 19 new prestige classes
for use by characters that are well versed in the Hit Die: d6.
way of the rogue. These classes include the
aerialist, the royal assassin, the shadow hunter, Requirements
and the white rose.
To qualify to become an acolyte of chance, a
The names and game statistics of the classes character must fulfill all the following criteria.
are designated as Open Game Content, as are
all rules derived from the d20 System Alignment: Any chaotic.
Reference Document. Background and Base Attack Bonus: +4.
descriptive text, including the prestige class Skills: Two class skills 8 ranks each and
organizations, are designated as closed content. Knowledge (religion) 3 ranks.
Special: The character must make a life-chang-
ing (or life-threatening) decision with a coin
Acolyte of Chance flip. Examples include: Save an evil cleric from
The acolyte of chance is part rogue and part death or allow her to die, get married or do not
religious devotee combined to create an odd get married, or face the orc battalion head on.
combination. Unlike clerics, the acolyte of
chance does not attend any regularly scheduled Class Skills
ceremonies of worship to the luck goddess, but The acolyte of chance’s class skills (and the
rather worships in her own way. While her key ability for each skill) are Balance (Dex),
rogue skills are important to her survival, it is Bluff (Cha), Climb (Str), Craft (Int), Disable
the aura of chance that develops around her that Device (Int), Gather Information (Cha), Hide
provides many of her successes (and failures). (Dex), Innuendo (Wis), Intimidate (Cha),
Rogues and bards make for the ideal acolyte of Intuit Direction (Wis), Jump (Str), Listen
chance, as their rogue skills are crucial. (Wis), Move Silently (Dex), Open Lock
5
(Dex), Read Lips (Int, exclusive skill), Search
(Int), Sense Motive (Wis), Spot (Wis), Swim
(Str), Tumble (Dex), and Use Rope (Dex).
Skill Points at Each Level: 4 + Int modifier.

Class Features
All of the following are features of the acolyte
of chance prestige class.
Weapon and Armor Proficiency: The acolyte

of chance is proficient with the crossbow
(hand, light, or heavy), dagger (any type), dart,
rapier, sap, shortbow (normal and composite),
and short sword. She is proficient with light
armor but not with shields. Note that armor
check penalties for armor heavier than leather
apply to the skills Balance, Climb, Escape
Artist, Hide, Jump, Move Silently, Pick Pocket,
and Tumble, and that carrying heavy gear
imposes a check penalty on Swim checks.
Aura of Chance Abilities: Beginning at 1st

level, at every odd level thereafter, and at 10th
level, the acolyte of chance may select one
ability from the list below. The selection of
abilities further accentuates the distinct (and
chaotic) differences of each acolyte of chance.
Lucky Strike (Ex): The acolyte of chance has a

knack for finding the luckiest attack angle
while in combat situations, sometimes purely
by accident. With this ability, the acolyte of
chance gains a +1 luck bonus to attack and
weapon damage rolls for a single attack. This
ability may be selected multiple times, each
time adding an additional +1 luck bonus each
time. This ability may be used a number of
times per day equal to the character’s total lev-
els in the acolyte of chance prestige class.
Close Call (Ex): The acolyte of chance always

seems to escape the hand of death by the nar-
rowest margin. With this ability, the acolyte of
chance gains a +1 dodge bonus to her Armor
Class. This ability may be selected multiple
times, each time adding an additional +1 dodge
bonus each time.
One More Time (Su): A loosely based affilia-

tion with the goddess of luck grants the acolyte
of chance a degree of favor with her and the
power she provides to the worthy. With this
ability, the acolyte of chance gains the granted
power of the Luck clerical domain to reroll any
one roll once per day (see Spells, PHB). If the
6
Table 1-1: The Acolyte of Chance
Base

Class Attack Fort Ref Will
Level Bonus Save Save Save Special
1st +0 +0 +2 +0 Aura of chance ability
2nd +1 +0 +3 +0
3rd +2 +1 +3 +1 Aura of chance ability
4th +3 +1 +4 +1
5th +3 +1 +4 +1 Aura of chance ability
6th +4 +2 +5 +2
8th +6 +2 +6 +2
acolyte of chance possesses any cleric levels

that grant her this ability, the two abilities stack Organization: Knights of
granting her two rerolls per day. This ability
may only be selected once. the Coin
Random Action (Sp): The acolyte of chance
Purpose
learns to harness some of the chaotic forces that
affect her life as an effective weapon and In a world filled with evil and oppression,
defense mechanism. With this ability, the heroes must rise to champion the people.
acolyte of chance can project her chaotic nature However, not always do the heroes wear white
outward towards an opponent, creating random and speak the words of law and order. The
effects. This is a spell-like ability usable once Knights of the Coin (often called acolytes of
per day that acts as a random action spell cast chance or laughing knights) are a small band of
by a 12th-level cleric. This ability may only be motley heroes who, through skill and luck,
selected once. serve as heroic (and often comedic) champions
of the people.
Lightning Reflexes (Ex): A life of close calls
allows the acolyte of chance to develop quick Leader
reflexes when it comes to avoiding danger.
With this ability, the acolyte of chance gains Marko Two-Coin (CG gnome male
the Lightning Reflexes feat. If she already has Rog8/Aco9)
this feat, the effects stack. This ability may
only be selected once. Current Activities
Sorrow exists everywhere. This is a sad fact of
Dumb Luck (Ex): For the acolyte of chance, life that becomes painfully clear with each and
accidental luck plays just as much of a part in every theft, pillaging raid, murder, or kidnap-
her success as skill. With this ability, the ping that occurs. In most of the larger king-
acolyte of chance may add a +4 luck bonus to doms and nations, militias are formed to keep
any ability or skill check a number of times per the peace among the communities closest to the
day equal to her class level. This ability may capital. Unlike these close communities, towns
only be selected once. and villages on the outskirts of a nation’s bor-
ders tend to lack in militia support and serve as
Vitality of Chance (Ex): A life of close calls and a breeding ground for hopelessness and sorrow.
random actions keeps the acolyte of chance in With so much suffering, the necessity for
great shape and full of vitality. The acolyte of heroes and compassion for the people reach-
chance gains a number of bonus hit points es new heights, but this call is rarely
equal to her class level. This ability may only answered.
be selected once.
7
In these times, the Knights of the Coin emerge
Campaign Integration
almost overnight to serve as kind-hearted and
humorous champions to the common man. A The Knights of the Coin can be used in two pri-
Knight is always ready with a joke or a song mary ways in a campaign. The first (and most
and never without a few extra coins to slip into straightforward) method is to allow the PCs to
a poor farmer’s pocket (leaving it there for him become close allies with the Knights in an
to discover later). Whether it is through charity effort to protect border villages from evil and
performances, larceny against rich nobles, or possibly the oppression of a tyrannical ruler. In
adventuring, the Knights find ways to support this capacity, the Knights and PCs could be
the poor and desperate. The Knights live fugitives from “justice,” working against an
among the people they protect and always look evil ruler and his corrupt militia. If one or more
to diplomacy and humor rather than violence as of the PCs become acolytes of chance, there
a resolution to conflict. may be an opportunity for membership within
the Knights of the Coin. In fact, this could be a
The Knights of the Coin live a lifestyle that sets long-term goal for a PC and the campaign
them apart from other official knightly orders. itself. Championing the common man from evil
While traditional knights live by strict codes of and oppression is a good and noble cause,
conduct and rules for martial combat, the mixed with a fair amount of humor that the
Knights of the Coin have a “do what it takes” Knights bring to a campaign.
philosophy. Throwing barstools, poking a foe
in the eye, or pulling down the pants of an In the second scenario, the Knights are indeed
opponent to trip him is not looked upon poorly fugitives from justice, robbing from the rich
by the Knights, but rather appreciated. There is and giving to the poor. The PCs must find the
an almost comedic style that the Knights use Knights and bring them to justice in the name
when fighting. It is very animated, colorful, of the king. This use of the Knights of the Coin
and creative. In terms of organization (or lack could be more difficult in that the Knights are
thereof), the Knights wear no standard and do champions of the people. They have many sup-
not operate from a single location. In fact, the porters and can disappear easily when pursued.
group currently has only 10 members, most of The PCs could very well be perceived as vil-
whom are long time friends and allies who lains among the people of the border towns.
travel together from town to town. Along with the Knight’s skills and supernatur-
al luck, this makes their capture even more dif-
It is commonly known that the Knights loosely ficult.
worship the goddess of luck and chance, but
there is no official connection between the
group and her church. It is said to be more of a
Aerialist
lifestyle choice for the Knights, rather than a The acts of the air: the trapeze, the tightrope,
faith. The Knights truly believe that fate and the tumbler who is thrown high into the air only
chance determine the course of their lives. The to land safely on the ground once more—aerial
Knights approach conflict and momentous acrobats are commonly held to be the royalty
decisions by flipping coins, rolling dice, and among the circus world. No matter which show
letting chance and fortune guide their actions. you meet, traveling about the countryside from
one town to the next, they all share this in com-
It is this chaotic lifestyle that prevents the mon. Such individuals draw villagers in from
Knights from being more effective on a grander far and wide with their daring and dangerous
scale. If you asked a Knight of the Coin about acts, making them among the most highly
this weakness, she would most likely laugh and prized performers in the entertainment world.
point out the stuffiness of large, organized
orders and how cold they have become. It is fitting, then, that those among the Children
Whether this is a weakness or not, the Knights of Tumbolo who are charged with the most
continue to help the weak, feed the starving, dangerous duties be dubbed aerialists, for their
and bring laughter to the lives of those filled precariously graceful game of cat and mouse is
with despair. likewise conducted without a net. The aerialists
specialize in using their unique profession and
ability to travel unimpeded to smuggle impor-
tant information, items, and even people from
8
one area to the next under the guise of innocent
(and talented) performers.
Rogues, bards and fighters are naturals for this

line of work, though the Children of Tumbolo

as a whole—and the aerialists especially—
focus far more on the physical aspects of per-
formance than on music or storytelling. Mages
and sorcerers among the order are not unknown
but are far more rare. Clerics, druids, barbar-
ians, rangers, and paladins are almost unheard-
of, though occasionally a monk will choose to
display her talents for the entertainment and
edification of others, especially if doing so
allows her to accomplish a needful task.
Hit Die: d6.
Requirements
To qualify to become an aerialist, a character
must fulfill all the following criteria.
Feats: Ambidexterity, Skill Focus (Tumble).

Escape Artist: 8 ranks.
Jump: 8 ranks.
Perform: 8 ranks
Tumble: 8 ranks.
Class Skills
The aerialist’s class skills (and the key ability
for each skill) are Appraise (Int), Balance
(Dex), Climb (Str), Craft (Int), Diplomacy
(Cha), Disguise (Cha), Escape Artist (Dex),
Gather Information (Cha), Handle Animal
(Cha), Hide (Dex), Intimidate (Cha), Jump
(Str), Listen (Wis), Move Silently (Dex),
Perform (Cha), Pick Pocket (Dex), Read Lips
(Int), Sense Motive (Wis), Search (Int),
Spellcraft (Int), Spot (Wis), Tumble (Dex), Use
Rope (Dex).
Class Features
All of the following are class features of the
aerialist prestige class.
Weapon and Armor Proficiency: Aerialists

are proficient with all simple weapons. In addi-
tion, aerialists can choose proficiency with one
exotic weapon of choice, to reflect their
unorthodox vocation and the opportunities it
brings. Aerialists are also proficient with the
longbow (normal and composite), rapier, sap,
scimitar, short sword, and shortbow (normal
9
Table 1-2: The Aerialist
Base

1st +1 +0 +2 +0 Untouchable, sneak attack +1d6
2nd +2 +0 +3 +0 Perfect balance
3rd +3 +1 +3 +1 Sneak attack +2d6, uncanny dodge (Dex bonus to AC)
4th +4 +1 +4 +1 Evasion
5th +5 +1 +4 +1 Sneak attack +3d6
6th +6 +2 +5 +2 Uncanny dodge (can’t be flanked)
8th +8 +2 +6 +2 Blink of an eye
10th +10 +3 +7 +3 Defensive roll
and composite). Aerialists are acrobats and With a sap or unarmed strike, the aerialist can
tumblers first, fighters second. As a result, they make a sneak attack that deals subdual damage
are not proficient with any type of armor or instead of normal damage. He cannot use a
shield. Note that armor check penalties for weapon that deals normal damage to deal sub-
armor heavier than leather apply to the skills dual damage in a sneak attack, not even with
Balance, Climb, Escape Artist, Hide, Jump, the usual –4 penalty, because he must make
Move Silently, Pick Pocket, and Tumble. Also, optimal use of his weapons in order to execute
Swim checks suffer a –1 penalty for every 5 the sneak attack.
pounds of armor, equipment, or loot carried.
An aerialist can only sneak attack living crea-
Untouchable (Ex): Aerialists have trained for tures with discernible anatomies—undead,
years to leap and tumble out of harm’s way constructs, oozes, plants, and incorporeal crea-
until it comes as naturally as breathing. By the tures lack vital areas to attack. Additionally,
time they are admitted to this elite company, any creature immune to critical hits is similar-
their every movement reflects the stringent ly immune to sneak attacks. Also, the assassin
training they have undergone. This fact makes must also be able to see the target well enough
them very difficult to hit in combat, especially to pick out a vital spot and must be able to
when attacked by someone not equally as reach a vital spot. The assassin cannot sneak
skilled as they are in twisting their way out of attack while striking at a creature with conceal-
danger. To reflect this, aerialists gain a dodge ment or by striking the limbs of a creature
bonus to their Armor Class equal to one half whose vitals are beyond reach.
their aerialist class level (round down).
If an aerialist gets a sneak attack bonus from
Sneak Attack: Any time the aerialist’s target another source (such as rogue levels), the
would be denied a Dexterity bonus to AC AC bonuses to damage stack.
(whether the target actually has a Dexterity
bonus or not) or when the aerialist flanks the Perfect Balance (Ex): An aerialist with Perfect
target, the character’s attack inflicts extra dam- Balance cannot be knocked prone.
age. The extra damage is +1d6 at 1st level and
an additional 1d6 every two levels thereafter. Uncanny Dodge (Ex): Starting at 3rd level, the
Should the aerialist score a critical hit with a aerialist may react to danger before her senses
sneak attack, this extra damage is not multi- would normally allow her to do so. At 3rd level
plied. Ranged attacks only count as a sneak and above, aerialists retain their Dexterity
attack if the target is within 30 feet. The aerial- bonuses to AC (if any) if caught flat-footed or
ist can’t strike with deadly accuracy from struck by an invisible attacker.
beyond that range.
At 6th level, the aerialist can no longer be
flanked. This also prevents the aerialist from
10
being the victim of a sneak attack by a rogue. A
Leader
rogue at least four levels higher than the char-
acter, however, can still flank her (and thus use Caerlion the Tumbler (N half-elf male
his sneak attack against her). Rog8/Aer8)

Evasion (Ex): If exposed to any effect that Current Activities
would normally allow a character to attempt a
Reflex saving throw for half damage, the aeri- Life as a wandering performer is a largely dif-
alist takes no damage on a successful saving ficult and thankless task. People are happy to
throw. If the aerialist already has the evasion see you arrive and happier still to see you
ability from another class, the character gains leave. You are a stranger to everyone, and the
improved evasion instead. This ability works only real sense of community and home you
just like evasion, except that while the aerialist can find is among others who share the same
still takes no damage on a successful Reflex life. Groups of traveling performers, such as
save against spells such as fireball or a breath those in a circus, are the epitome of this
weapon, she now takes only half damage on a lifestyle. Their homes are their wagons; their
failed save (the aerialist’s reflexes allow her to families are those with whom they travel. Still,
get out of harm’s way with incredible speed). this way of life can leave a group isolated and
therefore vulnerable. It is for this reason that
Blink of an Eye (Ex): The aerialist has learned the Children of Tumbolo were created.
to take a split-second in the air and stretch it out
into an eternity, making every move he needs Roughly three hundred years ago, an acrobat of
to in order to overcome obstacles, wow the great renown traveled across the continent
crowd, and land safely. At 8th level, the aerial- under the stage name of the Great Tumbolo.
ist gains the ability to take an extra partial His skills were amazing, even earning royal
action in a single round. This extra action does performances for himself and his troupe. At the
not stack with other abilities or spell effects height of his popularity, he could command
that grant an extra partial action, such as haste. fees in the thousands of gold pieces for a single
The aerialist can use this ability a number of night’s work, an amount unheard of for its time
times each day equal to his class level. and rarely seen before or since.
Defensive Roll (Ex): Once per day, when an Then, overnight, everything changed. Tumbolo
aerialist would be reduced to 0 hit points or less and his troupe were performing at the home of
by damage in combat (or from a weapon or a local duke before a gathering of nobility and
other blow, not a spell or special ability), the royalty. Following their performance, they
aerialist can attempt to roll with the damage. stumbled upon a young noblewoman hiding in
On a successful Reflex saving throw (DC = their wagons, by the name of Elisse.
damage dealt), she takes only half damage. The
aerialist must be aware of the attack and able to Elisse was the daughter of the duke and the
react—if the aerialist’s Dexterity bonus to AC intended bride of the prince. The event for
is denied, the maneuver cannot be used. The which Tumbolo’s troupe had been retained was
evasion ability does not apply to the defensive in fact her engagement party. She claimed,
roll. however, that she was in danger, as she had
learned of a plot by a rival to murder her that
very night, thereby driving a wedge between
Organization: Children of the king and her house and throwing the king-
Tumbolo dom into civil war. She begged for Tumbolo to
take her from the palace and stop the plot
before it could be carried out.
Purpose
Tumbolo recognized the girl from the duke’s
The Children of Tumbolo are a secret fraterni- table and listened to her tale. One of the guid-
ty of circus performers dedicated to preserving ing principles of the life of a wandering per-
the art of the circus and protecting the individ- former, however, is “don’t get involved.”
uals and communities that choose the life of the Keeping in mind the less-than-impressive
wandering artist. appearance of the prince and his own
desire to keep his troupe safe and
11
healthy, he instead ordered her out of the Tumblers. The group spread, sharing informa-
wagon and back to the house. He believed her tion with each other and trading acts in the
story to be false and thus stayed safely out of hopes of learning more secrets of the trade. At
the commotion. the same time, the leaders of each troupe began
using their unique status as traveling perform-
The next morning, when Tumbolo went to the ers to advantage, agreeing to smuggle docu-
house steward to collect payment, he was ments, small objects, and even occasionally a
turned away at the door; the duke’s daughter person or two in and out of difficult areas.
was dead, and the nobles were gathering up an Their services were never cheap, but they were
army to ride to war against the family’s ancient amazingly successful at turning their skills
rivals. toward hiding things from those who sought
them. The profits gained from these covert mis-
Tumbolo was shocked and appalled by the sions were turned back into the organization
news. Despite the fact that he had made what and spread among the troupes evenly.
he thought was a sound judgment at the time,
he had liked the girl and had not wished her The organization was greatly successful, and
harm. In addition, his troupe was now bereft of guildmasters in many cities began using the
payment and in danger of being conscripted for Fraternity of Tumblers as couriers for sensitive
a war in a land that was not their own. He and materials. During this period, Tumbolo died,
his troupe fled the countryside, traveling by and the Tumblers unanimously chose to
night and hiding during the day. As they tried to rename themselves the Children of Tumbolo, in
escape, Tumbolo swore to himself that he honor of the man who had done so much for
would never put an innocent—or his fellow them.
performers—in such an unfortunate position
again. The Children of Tumbolo seek to gain a profit
while assisting others. They prefer to work
Within the year, Tumbolo had contacted other with those who can reasonably be called inno-
peers around the country and formed the cent, often taking women, children, or other
first beginnings of the Fraternity of threatened individuals out of dangerous situa-
12
tions that have deteriorated beyond control. As Hit Die: d6.
to the rest of their cargo, they are largely moral-
ly neutral. They have no intention of allowing Requirements
themselves to become a messenger service at
the beck and call of any one king or govern- To qualify to become an ebon link, a character

ment, so they only work for individuals on pri- must fulfill all the following criteria.
vate matters. They have gained an astounding
reputation for discretion and professionalism Climb: 9 ranks.
among those privy to their existence, and their Hide: 9 ranks.
exploits and close shaves are the stuff of which Move Silently: 9 ranks.
legends are born. Open Lock: 9 ranks.
Feats: Great Fortitude, Iron Will, Lightning
Reflexes.
The Children of Tumbolo are useful to the DM Class Skills
who has a rogue- or performer-focused cam-
paign. For others, the organization is most use- The ebon link’s class skills (and the key ability
ful as a side plot or short-term addition to a sto- for each skill) are Appraise (Int), Balance
ryline, since any one troupe of the organization (Dex), Bluff (Cha), Climb (Str), Decipher
will be unlikely to remain in any one place on Script (Int, exclusive skill), Diplomacy (Cha),
a long-term basis. Alternatively, the game Disable Device (Int), Disguise (Cha), Escape
could revolve around traveling circus perform- Artist (Dex), Forgery (Int), Gather Information
ers, with the PCs being entertainers in a travel- (Cha), Hide (Dex), Innuendo (Wis), Intuit
ing group. Direction (Wis), Jump (Str), Knowledge
(arcana) (Int), Listen (Wis), Move Silently
For DMs whose campaigns and player charac- (Dex), Open Lock (Dex), Pick Pocket (Dex),
ters are not suitable for the Children of Read Lips (Int, exclusive skill), Scry (Int,
Tumbolo, the order can serve as an ally or exclusive skill), Search (Int), Sense Motive
adversary. Perhaps the PCs are intended to (Wis), Spellcraft (Int), Spot (Wis), Tumble
keep safe an individual that the Children have (Dex), Use Magic Device (Cha, exclusive
been hired to “rescue.” Perhaps a number of skill), Use Rope (Dex).
NPC aerialists have arranged transport of a
series of damning documents, and the PCs are Skill Points at Each Level: 8 + Int modifier.
paid to secure the documents first.
Class Features
For those DMs who wish to make the aerialists All of the following are class features of the
open to the PCs, membership in the aerialists ebon link prestige class.
necessarily includes membership in the
Children of Tumbolo. While this is best done in Weapon and Armor Proficiency: The ebon
a troupe, the rare individual member traveling link gains no new weapon or armor proficien-
alone does exist. This will require, however, cies. Note that armor check penalties for armor
that the Children become a recurring presence heavier than leather apply to the skills Balance,
in the campaign, if not the focus of it. Climb, Escape Artist, Hide, Jump, Move
Silently, Pick Pocket, and Tumble. Also, Swim
Ebon Link checks suffer a –1 penalty for every 5 pounds
of armor, equipment, or loot carried.
Ebon links are part of the chain binding mighty
fiends and keeping them from wreaking havoc Spell Resistance (Ex): The dangerous tasks an
throughout the world. They are adept at track- ebon link must perform require a strong resis-
ing down magical devices and spells, and at tance to magical forces. Ebon links gain spell
stealing them despite magical defenses. The resistance equal to 10 + their class level. This
magic binding the fiend is such that it is weak- ability does not stack with spell resistance
ened by every copy of the binding spell that gained from other sources, such as racial abili-
exists. The ebon links are supposed to use their ties or magic items.
abilities to track down and destroy copies of
that spell. Of course, many find that they are Magic Sight (Su): At 2nd level, the ebon
useful for more general larcenous pursuits. link can see magical auras, as if she were
13
Table 1-3: The Ebon Link
Base

1st +0 +0 +2 +0 Spell resistance
2nd +1 +0 +3 +0 Magic sight
3rd +2 +1 +3 +1 Improved evasion
4th +3 +1 +4 +1 Trace enchantment
5th +3 +1 +4 +1 Slippery mind
6th +4 +2 +5 +2 Trace enchantment (more distant items)
7th +5 +2 +5 +2 Uncanny dodge (+1 against traps)
8th +6 +2 +6 +2 Trace enchantment (unlimited range)
9th +6 +3 +6 +3 Magic dodge
10th +7 +3 +7 +3 Trace enchantment (cross planar)
under the influence of a permanent detect spellbook copies. Similarly, a spellbook copy
magic spell. only allows the detection of other spellbook
copies.
Improved Evasion (Ex): This ability works
like evasion, except that while the ebon link The location is learned to within a foot or so,
still takes no damage from a successful Reflex and both the speed and direction of movement
save against spells such as fireball or a breath are learned to a similar precision. However, the
weapon, she now takes only half damage on a character learns nothing about the environment
failed save (the ebon link’s reflexes allow her of the item. She must travel to that location or
to get out of harm’s way with incredible speed). use other magic to scry on it and learn what is
there.
Slippery Mind (Ex): This ability represents
the ebon link’s ability to wriggle free from At 6th level, an ebon link who has found one
magical effects that would otherwise control or item may repeat the procedure to find the next
compel her. If an ebon link with a slippery nearest after that. The character may not take
mind is affected by an enchantment and fails more than a few minutes’ break between the
her saving throw, one round later she can uses of the ability, or the second attempt will
attempt her saving throw again. She only gets pick up the same item as the first.
this one extra chance to succeed at her saving
throw. At 8th level, the ebon link can detect a similar
item no matter how far away it is by making a
Trace Enchantment (Su): At 4th level, the Scry check against DC 20.
ebon link gains the supernatural ability to find
magical things. To use this ability, the character At 10th level, the ability will also find items on
must be holding an item of the type she wishes other planes. The ebon link must first detect the
to find and must spend one hour concentrating most distant similar item on her current plane,
on the ability. She then makes a Scry check so this ability is only really useful for very rare
against a DC of 1 for every 10 miles between items.
her and the next nearest item of the same type.
If the check succeeds, she knows the location Uncanny Dodge (Ex): The ebon link gains an
and velocity of the next nearest such item. It is intuitive sense that alerts her to danger from
possible to take 10 or 20 on the Scry check, traps, giving her a +1 bonus to Reflex saves
provided that the normal conditions are met. made to avoid traps and a +1 dodge bonus to
AC against attacks by traps. These bonuses
This ability works on any enchanted item stack with uncanny dodge bonuses gained from
(including scrolls) and on spellbook copies of other sources, such as rogue levels.
spells. If the item held is a spell scroll, it will
only detect scrolls of the same spell, not
14
Magic Dodge (Su): At 9th level, the ebon link
Liarelim’s Binding
is able to dodge magic, rather than having to
resist it. She may make a Reflex saving throw Abjuration
to avoid the effects of any magical effect that Level: Sor/Wiz 9+
allows a saving throw, regardless of the type of Components: V, S, M

save it normally requires. This replaces the nor- Casting Time: 12 hours
mal saving throw. As such attacks do not nor- Range: Unlimited
mally allow a Reflex saving throw, evasion and Target: Liarelim
improved evasion do not apply. Duration: Special
Organization: The Ebon This spell binds the fiend Liarelim in a pocket
dimension, rendering her unable to affect the
Chain world in any way. This is all it does, but that
was enough to save the world. The binding’s
duration is indeterminate, but the spell weakens
Purpose every time a copy of the spell is made and
Long ago, the fiendish queen Liarelim ravaged strengthens every time one is destroyed. No
the world. She raised armies, and while she led one knows whether the weakening and
them, none could stand against her forces. strengthening are by equal amounts.
Most magic flowed right off her, and her phys-
ical prowess was greater than that of the might- Any arcane spellcaster who owns a copy of this
iest warriors. All the nations of the world spent spell may research new spells to summon,
their greatest efforts on opposing the fiend’s bind, or banish extra-planar entities in half the
plans. Many wizards tried to create spells that usual time. The details of Gambrath’s spell
would banish or bind Liarelim, but the fiend cover almost all the tricks you can use to make
proved stronger than the magic. At last the wiz- such spells more powerful. Thus many such
ard Gambrath crafted a spell that bypassed the spellcasters would like to possess their own
fiend’s resistance and bound her away from the copy of the spell.
world. The spell was cast, and while Gambrath
was greatly weakened in the casting, Liarelim The exact level of this spell is unknown and left
was bound and the world was safe. to the DM’s discretion.
The spell, however, had a flaw, a flaw that Leader

Gambrath had been forced to create in order Jeron Sarlson (LG human male Rog7/Ebn10)
that it might affect Liarelim at all. The bindings
that the spell imposed weakened slightly every Current Activities
time a new copy of the spell was made, and
strengthened a little when one was destroyed. The Ebon Chain has always been structured
Thus, if there were ever too many copies of the around finding and destroying copies of
spell in existence, Liarelim would be released Liarelim’s Binding. The group itself has about
and she would doubtless seek revenge. half a dozen copies of the spell, which it uses
purely for finding other copies. No spellcaster
Had there been but one copy of the spell, things is allowed access to them, in case he learns and
would have been relatively easy. As it was, copies the spell.
Gambrath had made several copies and distrib-
uted them among his allies, in case his casting Although there are good reasons for spellcast-
did not succeed. Not all of his allies were will- ers to want copies of this spell even if they can-
ing to give up their copies. Furthermore, not cast it, it is still quite rare, and the Ebon
destroying all copies of the spell would create Chain has never needed to spend all its time
a grave risk if Liarelim were to find some other looking for it. In the past, the ebon links have
way to bypass the binding. used their abilities to find and steal valuable
magical items, acting as the center of the black
Thus, the Ebon Chain was founded, a group of market in enchanted items and spells.
rogues dedicated to tracking down and destroy-
ing copies of the spell, so that there would
never be too many copies in the world.
15
This has changed since Jeron Sarlson became back until a wizard can cast the spell to rebind
leader. He has clamped down on such activities her. Of course, as long as there are too many
and redirected the group’s efforts toward copies of the spell in existence, the binding
recovering stolen items or finding and destroy- cannot hold the fiend.
ing other items that threaten peaceful commu-
nities. Not all members of the Chain agree with An alternative is to suppose that the members
the new policy, and a significant minority is of the Ebon Chain are dupes. Liarelim is a
working on ways to oust Sarlson. Others are celestial, and Gambrath was an evil wizard. In
considering leaving the Chain and founding this case, the characters find this out through
their own organization, devoted purely to gain- their discoveries on adventures and decide to
ing wealth through dealing in enchanted items. free Liarelim. They must make lots of copies of
the spell, without letting them be destroyed by
Campaign Integration the Ebon Chain. Things are complicated by the
fact that the Ebon Chain is largely made up of
A good way to introduce the Ebon Chain is to good individuals who believe that Liarelim is a
have the player characters find a copy of fiend, and who are unlikely to be convinced by
Liarelim’s Binding, probably by killing its pre- the party’s evidence to the contrary. If you’re
vious owner. They are then approached by a feeling cruel, you can have the Ebon Chain be
member of the Chain, who offers some right after all, so that the characters, when they
money—less than the spell is worth—if the succeed, release a ravening fiend and must
characters will let him destroy it. He explains destroy enough copies of the spell to restore the
why it must be destroyed and something of the binding again.
purpose of the Ebon Chain. If the characters
refuse to part with the spell, he tries to steal it.
Falconer
Sarlson’s allies may also enlist the aid of the
Falconers are the expert couriers, messengers,
player characters in getting at a well-guarded
and smugglers of the Falconer’s Guild. Their
item. The ebon links can find things, but they
craft requires skill in a variety of areas, from
cannot always get past their defenses.
animal training and handling to stealth and
Alternatively, a selfish member of the Chain
diplomacy. During the course of their many
may try to steal an item belonging to a player
missions, falconers find themselves in a dizzy-
character. If they can prove to Sarlson that a
ing variety of situations. At best, they hope to
member of the Chain was responsible, he
accomplish their goals with as little notice and
expels the offender, making allies of the player
fuss as possible. Given their task of delivering
characters and gaining them an enemy who
anything to anywhere that others cannot, the
tries to gather other disaffected members of the
lives of the falconers are often filled with mis-
organization around him.
adventures, danger, and stress. Falconers face
these hazards and impediments with aplomb,
Player characters can become ebon links with-
determination, and their strange sense of honor.
out interfering with adventuring too much.
They will be expected to track down and
Rogues and rangers are by far the most com-
destroy copies of Liarelim’s Binding, but that is
mon falconers. The skills of both these classes
a good adventure and other characters can eas-
are easily turned to the life of a falconer.
ily be taken along. As long as they are acting as
Barbarians, druids, and bards are sometimes
heroes, Sarlson approves of other activities as
also drawn to this class. Spellcasting classes
well, so the ebon link can use her abilities in
may find the minor magical abilities of the fal-
more normal adventures as well.
coners limiting, but the range of skills available
to them might be appealing.
If you want to make the Ebon Chain more cen-
tral in your campaign, there are at least two
NPC falconers usually work alone. It is easier
ways to go about it. The first is to suppose that
to slip past guards and move without notice if a
Liarelim’s binding is weakening, and that the
falconer travels alone or in a small group. The
demon queen will soon be free. The characters
guild will assign several members to a task if it
must track down well-defended copies of the
is particularly difficult or if a shipment to be
spell and deal with evil cults who deliberately
moved is especially large or unwieldy.
make multiple copies to release the fiend. If
Falconers can make interesting adversaries, as
the characters fail, they must hold Liarelim
16
they are often able to elude direct confrontation
and may be difficult quarry to pursue. As allies
or enemies they can be resourceful and cre-
ative, with an eye for practical solutions to their
problems.

Hit Die: d6.
Requirements
To qualify to become a falconer, a character
must fulfill all of the following criteria.
Skills: Bluff 5 ranks, Diplomacy 5 ranks,

Innuendo 8 ranks, Sense Motive 8 ranks.
Feats: Alertness.
Special: Any falconer who betrays a charge
will be thrown out of the guild and may not
advance in the falconer class unless he can
make reparations.
Class Skills
The falconer’s class skills (and the key ability
for each skill) are Animal Empathy (Cha,
exclusive skill), Balance (Dex), Bluff (Cha),
Climb (Str), Craft (Int), Decipher Script (Int,
exclusive skill), Diplomacy (Cha), Disable
Device (Int), Disguise (Cha), Escape Artist
(Dex), Forgery (Int), Gather Information (Cha),
Handle Animal (Cha), Hide (Dex), Innuendo
(Wis), Intuit Direction (Wis), Jump (Str),
Listen (Wis), Move Silently (Dex), Open Lock
(Dex), Perform (Cha), Profession (Wis), Read
Lips (Int, exclusive skill), Ride (Dex), Search
(Str), Tumble (Dex), Use Magic Device (Cha,
exclusive skill), Use Rope (Dex), and
Wilderness Lore (Wis).
Class Features
falconer prestige class.
Weapon and Armor Proficiency: Falconers

perform their tasks more with stealth and cun-
ning than physical force, but they train to be
prepared for anything. As a result, they are pro-
ficient with all simple and martial weapons,
and light and medium armor. Falconers are not
proficient with shields. Note that armor check
penalties for armor heavier than leather apply
to the skills Balance, Climb, Escape Artist,
Hide, Jump, Move Silently, Pick Pocket, and
Tumble. Also, Swim checks suffer a –1 penal-
17
Table 1-4: The Falconer
Base
Class Attack Fort Ref Will Spells per Day

Level Bonus Save Save Save Special 1st 2nd 3rd 4th
1st +0 +0 +2 +2 Evasion 0 — — —
2nd +1 +0 +3 +3 Sneak attack +1d6 1 — — —
3rd +2 +1 +3 +3 Fast movement (+10 ft.) 1 0 — —
4th +3 +1 +4 +4 1 1 — —
5th +3 +1 +4 +4 Improved evasion 1 1 0 —
6th +4 +2 +5 +5 Sneak attack +2d6 1 1 1 —
7th +5 +2 +5 +5 2 1 1 0
8th +6 +2 +6 +6 Fast movement (+20 ft.) 2 1 1 1
9th +6 +3 +6 +6 2 2 1 1
10th +7 +3 +7 +7 Sneak attack +3d6 2 2 2 1
ty for every 5 pounds of armor, equipment, or sneak attacks if the target is within 30 feet. The
loot carried. falconer can’t strike with deadly accuracy from
beyond that range.
Evasion (Ex): Falconers gain the extraordinary
ability of evasion. If subjected to an attack that With a sap (blackjack) or an unarmed strike,
allows a Reflex save for half damage, the char- the falconer can make a sneak attack that deals
acter takes no damage on a successful saving subdual damage instead of normal damage.
throw. A falconer may only use this ability The falconer cannot use a weapon that deals
when wearing light or no armor and unencum- normal damage to deal subdual damage in a
bered. sneak attack, even with the usual –4 penalty.
Fast Movement: Falconers learn to move A falconer can only sneak attack a living crea-
faster than normal for their race. At 3rd level, ture with a discernible anatomy. Any creature
the falconer’s speed is increased by +10 feet that is immune to critical hits is also not vul-
when carrying a light load or less and wearing nerable to sneak attacks. The falconer must be
light or no armor. At 8th level, the falconer’s able to see the target well enough to pick out a
speed improves by another +10 feet. For exam- vital spot and must be able to reach a vital spot.
ple, an 8th-level human falconer in leather The falconer cannot sneak attack while striking
armor has a speed of 50 feet. a creature with concealment or striking the
limbs of a creature whose vitals are beyond
Improved Evasion (Ex): This ability works reach. If a falconer gets a sneak attack bonus
like evasion, except that while the character from another source (such as rogue levels), the
still takes no damage on a successful save bonuses to damage stack.
against appropriate effects that allow Reflex
saving throws, such as breath weapons or fire- Spells: Beginning at 1st level, a falconer gains
ball spells, the falconer now takes only half the ability to cast a small number of arcane
damage even on a failed saving throw. spells. To cast a spell, the falconer must have
an Intelligence of at least 10 + the spell’s level,
Sneak Attack: Any time the falconer’s target so a falconer with an Intelligence of 10 or
would be denied a Dexterity bonus to AC lower cannot cast these spells. Falconer bonus
(whether the target actually has a Dexterity spells are based on Intelligence, and saving
bonus or not), or when the falconer flanks the throws against these spells have a DC of 10 +
target, the falconer’s attack deals extra damage. spell level + the falconer’s Intelligence modifi-
The extra damage is +1d6 at 2nd level and an er (if any). When the falconer gets 0 spells of a
additional 1d6 every four levels thereafter. given level, such as 0 1st-level spells at 1st
Should the falconer score a critical hit with a level, the falconer gets only bonus spells. A fal-
sneak attack, this extra damage is not multi- coner without a bonus spell for that level can-
plied. Ranged attacks can only count as not yet cast a spell of that level. The falconer’s
18
spell list appears below. A falconer prepares ical ability to complement what the Falconer’s
and casts spells just as a wizard does. Guild already had. Some came to offer their
services as couriers in addition to the birds.
Falconer Spell List Kairneth discovered himself at the head of a
prosperous business. Kairneth enjoyed work-

Falconers choose their spells from the following with his birds and did not retire for nearly
ing list: 40 years. In the end, however, he left control of
the guild to another.
1st level—animal friendship, change self,
expeditious retreat, message, pass without In the first 140 years of its existence, the
trace, sanctuary. Falconer’s Guild changed hands several times
2nd level—alter self, animal messenger, cure in this way. It was not until Guildmaster
light wounds, invisibility, speak with animals, Michael Jaer that the guild began to change.
whispering wind. War had come to the lands in which the guild
3rd level—haste, illusory script, nondetection, operated. This in itself was no cause for con-
phantom steed, secret page, tongues. cern as small wars had been fought several
4th level—cure moderate wounds, detect scry- times throughout the region. This time the
ing, dimension door, freedom of movement, political situation had degraded so that even
polymorph self. noble allies could not be certain of one anoth-
er’s allegiance. Such factionalism is not nor-
Organization: Falconer’s mally the concern of a guild of couriers, but
one of the nobility forced the issue.
Guild
Lord Daever came to Guildmaster Jaer with a
Purpose proposition. It was the Lord’s intention to win
the war regardless of the means necessary and
The Falconer’s Guild is an association of he sought the assistance of the Falconer’s Guild
rogues, criminals, and couriers. Guild members in being certain of it. He wanted the
pride themselves on being able to deliver any- Guildmaster to acquire a variety of poisons to
thing, anywhere. They are entrusted with mes- be delivered to Lord Daever’s stronghold.
sages, packages, and sometimes prisoners. Guildmaster Jaer was at first appalled, but Lord
Sometimes their given tasks are legal and pure- Daever’s coercion and wealth finally con-
ly mundane deliveries of notes or valuables. vinced him to accept the Lord’s proposal.
More often they secretly deliver illegal or dan-
gerous goods, crossing hazards and borders The Falconer’s Guild was entirely successful at
with impunity. their task. The guild couriers rarely found diffi-
culties while making deliveries and this was no
Leader exception. The ease with which guild agents
Ostkil of Araman (LN human male brought the illegal poisons across borders gave
Rgr2/Rog6/Fal8) Guildmaster Jaer hope that these activities
might not be discovered. Lord Daever was
pleased with the guild and rewarded the guild-
Current Activities master handsomely. Lord Daever’s efforts to
The Falconer’s Guild has been operating under win the war, however, were to no avail. His
that name for almost two centuries. A half-elf army was defeated and he was finally slain. No
ranger named Kairneth founded the guild as a one learned where he had gotten the poisons his
messenger service. He trained and enchanted soldiers had used.
birds to carry his messages for him. As he had
already established a name for himself as a Despite his patron’s failure, Guildmaster Jaer
trustworthy man, there were many nobles and had seen what the Falconer’s Guild could
merchants eager to use his birds to carry their accomplish. This realization eventually con-
messages. vinced him to expand the guild’s business. He
began offering the smuggling services of his
The success of his guild prompted him to invite guild to those of his normal clientele that he
others to join him. Some, like Kairneth, were felt would be interested and might be
rangers or animal trainers. Others offered mag- trusted to know of it. There were at first
19
few interested, but wealthy merchants and indi-

viduals who learned of the guild’s more dis-
creet services were happy to avail themselves The Falconer’s Guild offers a variety of possi-
of those services. bilities. Anyone could become a member if
they can prove their trustworthiness as couri-
Guildmaster Jaer was determined to maintain ers, though rogues are the most common mem-
his guild’s reputation of honor. Despite the bers. The PCs might be asked to join the guild
offering of both legal and illegal couriers and on a permanent basis or might be offered the
deliveries, he decided that there must be no task of acquiring or delivering a particularly
doubt that what was sent would arrive in good tricky cargo. The PCs might also encounter a
condition and in a timely manner. During the group of falconers in need of assistance during
first few years of illegal activities, he made a a delivery. Whether the Falconer’s Guild
point of severely punishing any falconer who became an ally or enemy could depend on how
neglected his duties or showed signs of profi- the PCs deal with the situation they find.
teering.
The Guild offers its services to nobles, mer-
It was the reputation of honor that kept the chants, and individuals alike. The PCs might
Falconer’s Guild alive. The falconers could want something acquired or delivered. The
deliver almost anything, but it was the knowl- characters could arrange for the delivery of
edge that the client’s identity would be kept illegal goods or even send recently acquired
secret and that the guild members would try loot home without having to make the trip
nothing untoward that helped the nobles and themselves. Just having the guild’s services
merchants to trust the guild. The guild has been available may cause difficulties for the PCs as
operating in this manner for more than 50 years their enemies can use the Falconer’s Guild as
and has passed through the hands of two other well.
guildmasters since Jaer’s retirement. The
Falconer’s Guild continues as it always had, The illegal activities of the Falconer’s Guild
providing services that few others dare. may be as unobtrusive as the DM requires. The
guild continues to provide its legal services
20
alongside its more questionable activities. If its (Int), Gather Information (Cha), Hide (Dex),
illegal activities are unknown, characters acting Innuendo (Wis), Intuit Direction (Wis), Jump
against the guild may be seen as brigands or (Str), Listen (Wis), Move Silently (Dex), Open
criminals themselves. Alternatively, if the guild Lock (Dex), Pick Pocket (Dex), Profession
is a known haven to smugglers, some NPCs (Wis), Read Lips (Int, exclusive skill), Search

may consider the PCs guilty by association. (Int), Sense Motive (Wis), Spot (Wis), Swim
Halfling Clanwarden exclusive skill), and Use Rope (Dex).
Protectors of halfling villages, the clanwardens Skill Point at Each Level: 4 + Int modifier.
harness the stealth and guile of the rogue as
well as the halfling’s natural athleticism to Class Features
become warriors of noteworthy skill. Visitors
to a halfling community who cause trouble
halfling clanwarden prestige class.
quickly find themselves under the watchful eye
of the clanwardens. Should the trouble making
Weapon and Armor Proficiency: A clanwar-
persist, the unruly visitors just as quickly dis-
den is proficient with all simple weapons. He is
cover that a clanwarden’s stick can raise
proficient with light armor and shields. Note
painful knots, often without warning during a
that armor check penalties for armor heavier
well-orchestrated ambush.
than leather apply to the skills Balance, Climb,
Escape Artist, Hide, Jump, Move Silently, Pick
Halfling rogues and bards make the best clan-
Pocket, and Tumble. Also, Swim checks suffer
wardens. Halfling clerics, particularly those
a –1 penalty for every 5 pounds of armor,
with the Trickery domain, may also welcome
equipment, or loot carried.
the clanwarden’s stealth and movement abili-
ties. A halfling fighter or ranger with one or
Sneak Attack: Any time the clanwarden’s tar-
more levels in rogue can also be an effective
get would be denied a Dexterity bonus to AC
clanwarden. Halflings of other classes are like-
ly to find the path of the clanwarden to be a bit
bonus or not), or when the clanwarden flanks
far afield of their class skills and abilities. NPC
the target, the clanwarden’s attack deals extra
clanwardens are almost always encountered in
damage. The extra damage is +1d6 at 1st level
halfling communities. They act as constables,
and an additional 1d6 every two levels there-
investigating crimes and providing trouble-
after. Should the clanwarden score a critical hit
some locals and visitors with incentives to
with a sneak attack, this extra damage is not
behave themselves.
multiplied. Ranged attacks can only count as
sneak attacks if the target is within 30 feet. The
Hit Die: d6.
clanwarden can’t strike with deadly accuracy
from beyond that range.
Requirements
To qualify to become a halfling clanwarden, a With a sap (blackjack) or an unarmed strike,
character must fulfill all the following criteria. the clanwarden can make a sneak attack that
deals subdual damage instead of normal dam-
Race: Halfling. age. Before 3rd level, the clanwarden cannot
Skills: Must have at least 24 total ranks dis- use a weapon that deals normal damage to deal
tributed between Climb, Jump, Hide, Listen, subdual damage in a sneak attack, not even
and Move Silently, with at least 8 ranks each in with the usual –4 penalty.
two of those skills.
A clanwarden can only sneak attack a living
Class Skills creature with a discernible anatomy. Any crea-
ture that is immune to critical hits is also not
The halfling clanwarden’s class skills (and the vulnerable to sneak attacks. The clanwarden
key ability for each skill) are Appraise (Int), must be able to see the target well enough to
Balance (Dex), Bluff (Cha), Climb (Str), Craft pick out a vital spot and must be able to reach
(Int), Decipher Script (Int, exclusive skill), a vital spot. The clanwarden cannot sneak
Diplomacy (Cha), Disable Device (Int), attack while striking a creature with con-
Disguise (Cha), Escape Artist (Dex), Forgery cealment or striking the limbs of a crea-
21
ture whose vitals are beyond reach. If a clan-
warden gets a sneak attack bonus from another
source (such as rogue levels), the bonuses to
damage stack.
Move with Ease (Ex): A clanwarden epito-

mizes natural halfling agility and athleticism.
He gains a +8 competence bonus on all Climb
and Jump checks and can use either his
Strength or Dexterity modifier on these checks,
whichever is better. A clanwarden can always
choose to take 10 on a Climb or Jump check,
even if rushed or threatened. His gains a base
climb speed of 20 ft., and the distance he can
jump is not constrained by his height. At 5th
level, a clanwarden is able to move up to his
base speed and make a Hide or Move Silently
check without suffering the –5 penalty for
moving more than one-half his base speed.
Uncanny Dodge (Ex): Starting at 2nd level,

the clanwarden gains the extraordinary ability
to react to danger before his senses would nor-
mally allow him to even be aware of it. At 2nd
level and above, he retains his Dexterity bonus
to AC (if any) regardless of being caught flat-
footed or struck by an invisible attacker. (He
still loses his Dexterity bonus to AC if immo-
bilized.) At 5th level, the clanwarden can no
longer be flanked, since he can react to oppo-
nents on opposite sides of him as easily as he
can react to a single attacker. This defense
denies rogues the ability to use flank attacks to
sneak attack the clanwarden. The exception to
this defense is that a rogue at least four levels
higher than the clanwarden can flank him (and
thus sneak attack him). At 10th level, the clan-
warden gains an intuitive sense that alerts him
to danger from traps, giving him a +1 bonus to
Reflex saves made to avoid traps. If the clan-
warden has another class that grants the uncan-
ny dodge ability, add together all the class lev-
els to determine the character’s uncanny dodge
ability.
Knockout Attack (Ex): At 3rd level, a clan-

warden can use a melee weapon to make a
sneak attack that inflicts subdual damage. He
still incurs the –4 penalty to attack rolls for
using a melee weapon to inflict subdual dam-
age, but the penalty is reduced by one at 4th
level and by another one for every two levels
earned as a clanwarden thereafter. Thus, a 10th-
level halfling clanwarden suffers no penalty on
attack rolls using a melee weapon to inflict sub-
dual damage.
22
Table 1-5: The Halfling Clanwarden
Base

1st +0 +2 +2 +0 Sneak attack +1d6, move with ease
2nd +1 +3 +3 +0 Uncanny dodge (Dex bonus to AC)
3rd +2 +3 +3 +1 Sneak attack +2d6, knockout attack (–4)
4th +3 +4 +4 +1 Knock out attack (–3)
5th +3 +4 +4 +1 Sneak attack +3d6, uncanny dodge (can’t be flanked)
6th +4 +5 +5 +2 Knockout attack (–2)
8th +6 +6 +6 +2 Knockout attack (–1)
10th +7 +7 +7 +3 Uncanny dodge (+1 vs. traps), knockout attack (+0)
Each clanwarden lodge operates independently

Organization: Clanwarden from other lodges and serves the needs of a par-
ticular halfling community. The internal struc-
Lodge ture of one clanwarden lodge is not a reliable
indicator of the way another clanwarden lodge
functions, but there are some generalizations
Purpose
that hold. Clanwarden lodges tend to be demo-
A clanwarden lodge exists to protect a halfling cratic in structure with regular, periodic elec-
community and, when necessary, to act outside tions to determine which members fill which
that community in matters of benefit to it. offices. Typical offices include a lodge presi-
dent (who often enjoys a grandiose title of
Leader some sort), a vice-president, a treasurer, and a
chief constable.
Leadership varies from community to commu-
nity. The leader of a clanwarden lodge is usual- A clanwarden lodge’s various officers, with the
ly a rogue/clanwarden, but this is not a require- exception of the chief constable, seldom have
ment. It is not necessary to have levels in the any official political or legal power within a
clanwarden prestige class to be a member of a halfling community. The lodge instead operates
clanwarden lodge. It isn’t even a strict require- under the auspices of the community’s civil
ment that a lodge member be a halfling, leadership. That being said, it must be remem-
although it is exceedingly rare to find non- bered that in almost all cases a member of a
halflings in a lodge leadership position. clanwarden lodge has some level of police
powers within the community. At a minimum,
Current Activities a clanwarden is empowered to make arrests
It is difficult to trace the history of clanwarden and use force to keep the peace.
lodges. Most halfling communities do not keep
extensive historical records outside of an oral Not all clanwarden lodges are as benign as the
tradition about their particular clans. It is norm. In some halfling communities, clanwar-
known that virtually all halfling communities den lodges are extensions of the local thieves’
of substantial size have a clanwarden lodge and guild. Lodges of this type are seldom a problem
that these lodges claim to have been founded for the halfling community in general, except
more or less at the same time as the communi- when the lodge leadership falls into evil hands.
ty itself. This is true even in cities that are not Although evil clanwarden lodges are rare, they
predominantly halfling, such as the ubiquitous do exist. Members of an evil clanwarden lodge
halfling quarter found in human cities. typically run protection rackets, engage in
smuggling and fencing of stolen goods,
and operate blackmailing and kidnapping
schemes.
23
It is quite easy to integrate a clanwarden lodge
into an existing campaign since any communi-
ty has some means of policing its streets and
protecting its residents. A clanwarden lodge

serves as a sort of city watch, and PCs can eas-
ily encounter lodge members in this capacity.
Clanwarden lodges are also ideal for urban

campaigns. As NPCs in a city, members of a
clanwarden lodge can function easily as allies
or enemies, depending on the campaign’s
direction and the PCs’ actions. If the PCs are
allied with or even members of the clanwarden
lodge, then the officers of the lodge can act as
patrons. An evil clanwarden lodge can provide
grist for a DM’s adventure mill. PCs could find
themselves at war with the lodge, trying to
break its hold on the halfling community that
the lodge is supposed to protect rather than vic-
timize.
More established PC halflings with member-

ship in a lodge could even run for office and
take on larger responsibilities for the communi-
ty as a whole. This sort of hook can lead the
PCs into a variety of different situations, such
as investigating crimes, defending the commu-
nity against marauders, or providing security
for important diplomatic matters.
Myste
The mystes are explorers of the arcane myster-
ies. They do not seek to master spells as a tra-
ditional wizard does. Instead they master the
crafts and tools of magic, the enchanted items
created by another. They use the powers of
whatever devices they find to supplement their
own abilities. The lack of formal training the
mystes receive sometimes makes more tradi-
tional wizards look down on them, but the abil-
ity of the mystes to master scrolls, wands, and
other enchanted items cannot be denied.
Normally only rogues and bards may become

mystes. None of the other classes learn the
skills required to become a myste. Even wiz-
ards, sorcerers, and clerics are unable to pursue
this path as they are unable to “break the rules”
and use magic devices that were not designed
for them. Rogues are more common than bards
among the mystes, but both are welcome, as are
multiclass characters of any other classes. The
leaders of the Cult of Mysteries are willing to
24
Table 1-6: The Myste
Base

1st +0 +0 +2 +0 Spell-like ability (detect magic)
2nd +1 +0 +3 +0 Arcane trap lore (+2)
3rd +2 +1 +3 +1 Dominant will (+2)
4th +3 +1 +4 +1 Spell-like ability (read magic), sneak attack +1d6
5th +3 +1 +4 +1 Item mastery I, slippery mind
6th +4 +2 +5 +2 Arcane trap lore (+6)
7th +5 +2 +5 +2 Spell-like ability (identify), sneak attack +2d6
8th +6 +2 +6 +2 Dominant Will (+4)
9th +6 +3 +6 +3 Item mastery II
10th +7 +3 +7 +3 Arcane trap lore (+10), sneak attack +3d6
consider the membership of anyone who might Scry (Int, exclusive skill), Search (Int), Sense
be useful to them. Motive (Wis), Spellcraft (Int), Spot (Wis),
Swim (Str), Tumble (Dex), and Use Magic
NPC mystes are often collectors. Their mastery Device (Cha, exclusive skill).
of magic devices leads them to gather as many
magic items as they can to increase their own Skill Points at Each Level: 6 + Int modifier.
power and utility. Individually they can
become a significant challenge with a flexibili- Class Features
ty and range of powers normally found only
among the spellcasting classes. As a group, All of the following are class features of the
mystes prefer to specialize with each individual myste prestige class.
mastering a particular kind of magic or magic
item. Weapon and Armor Proficiency: The mystes
focus on magical training, often neglecting
Hit Die: d6. more physical pursuits. Mystes are proficient
with all simple weapons, as well as light armor.
Mystes are not proficient with shields. Note
Requirements that armor check penalties for armor heavier
To qualify to become a myste, a character must than leather apply to the skills Balance, Climb,
fulfill all of the following criteria. Escape Artist, Hide, Jump, Move Silently, Pick
Skills: Knowledge (arcana) 4 ranks, Spellcraft a –1 penalty for every 5 pounds of armor,
4 ranks, Use Magic Device 8 ranks. equipment, or loot carried.
Feats: Skill Focus (Use Magic Device).
Special: The character must be invited to join Arcane Trap Lore: As part of their study of
the cult of mysteries by another member. enchantments and magic devices, mystes study
the lore of magic traps. At 2nd level, mystes
Class Skills gain a +2 competence bonus on Search or
Disable Device checks when detecting and dis-
The myste’s class skills (and the key ability for arming magic traps. This bonus increases to +6
each skill) are Alchemy (Int), Appraise (Int), at 6th level and +10 at 10th level.
Balance (Dex), Bluff (Cha), Climb (Str), Craft
(Int), Decipher Script (Int, exclusive skill), Dominant Will: Mystes learn mastery of
Diplomacy (Cha), Disable Device (Int), Gather themselves to gain control over magic. As a
Information (Cha), Hide (Dex), Innuendo result of their practice and training, 3rd-level
(Wis), Jump (Str), Knowledge (all skills, taken mystes gain a +2 insight bonus on Will sav-
individually), Listen (Wis), Move Silently ing throws against magical effects. This
(Dex), Open Lock (Dex), Profession (Wis), bonus increases to +4 at 8th level.
25
Item Mastery I (Ex): Mystes know the secrets limbs of a creature whose vitals are beyond
of magic items and may learn how to activate reach. If a myste gets a sneak attack bonus
magic items more safely despite the unpre- from another source (such as rogue levels), the
dictability of magic. At 5th level, mystes may bonuses to damage stack.
take 10 while emulating spell ability, class fea-
tures, ability scores, race, or alignment to acti- Spell-like Ability: Mystes gain spell-like abil-
vate or avoid a magical effect. Stress or dis- ities based on their class level. All abilities are
tractions may still prevent the character from usable a number of times per day equal to class
taking 10 with this ability. level, with a caster level equal to class level.
Thus, an 8th-level myste may use detect magic
Item Mastery II (Ex): Much like high-level eight times per day, or detect magic four times
rogues who have mastered their skills, mystes and identify four times per day, or any other
at this level of ability have learned to take 10 combination of up to eight uses per day. Mystes
with Use Magic Device checks even when may use detect magic at 1st level, read magic
stress and distractions would prevent it. at 4th, and identify at 7th level.
Slippery Mind (Ex): This extraordinary abili-

ty, gained at 5th level, represents the myste’s
Organization: Cult of
ability to wriggle free from magical effects that Mysteries
would otherwise control or compel her. If the
myste is affected by an enchantment and fails
her saving throw, one round later she can Purpose
attempt her saving throw again. She only gets The Cult of Mysteries is primarily a society of
this one extra chance to succeed at her saving collectors. The principle purpose of its mem-
throw. If it fails as well, the spell’s effects pro- bers is to gather magical treasures for their per-
ceed normally. sonal use and enjoyment. They gather as a
group to share stories, train together, and some-
Sneak Attack: Any time the myste’s target times to broker deals among themselves.
would be denied a Dexterity bonus to AC
(whether the target actually has a Dexterity Leader
bonus or not), or when the myste flanks the tar-
get, the myste’s attack deals extra damage. The Annaleis (N human female Rog8/Mys9)
extra damage is +1d6 at 4th level and an addi-
tional 1d6 every three levels thereafter. Should Current Activities
the myste score a critical hit with a sneak A few years ago, the Cult of Mysteries did not
attack, this extra damage is not multiplied. exist. It was founded when a young rogue
Ranged attacks can only count as sneak attacks named Annaleis discovered an intelligent
if the target is within 30 feet. The myste can’t amulet called Dawn’s Edge on one of her
strike with deadly accuracy from beyond that adventures. Unknowingly, she wore the amulet
range. to test its powers and only then learned of its
terrible intelligence and will. Dawn’s Edge was
With a sap (blackjack) or an unarmed strike, more potent than she was prepared for and its
the myste can make a sneak attack that deals will dominated her.
subdual damage instead of normal damage. He
cannot use a weapon that deals normal damage Annaleis, working as a tool of the amulet that
to deal subdual damage in a sneak attack, not controlled her, founded the Cult of Mysteries.
even with the usual –4 penalty. It was a society of rogues and adventurers seek-
ing the blessings of an unnamed god. The
A myste can only sneak attack a living creature secrecy regarding the center of the cult con-
with a discernible anatomy. Any creature that is vinced many that there must be some secret
immune to critical hits is also not vulnerable to there worth learning, and the membership
sneak attacks. The myste must be able to see grew. As members progressed up the tiers of
the target well enough to pick out a vital spot the faithful, they donated gold and magic to the
and must be able to reach a vital spot. The “faith.” Annaleis was made to destroy any
myste cannot sneak attack while striking a items that Dawn’s Edge found threatening. It
creature with concealment or striking the used its significant powers in establishing the
26
Cult of Mysteries and making certain that there of Mysteries. Annaleis hopes to take advantage
was an influx of new followers, but even of this and has been seeking a spellcaster will-
Annaleis never learned the exact powers of the ing to enchant amulets for the mystes. She
amulet. wants to commission a number of amulets for
her followers to protect them from outside

In time, a small core following had risen to influences on their minds. In this way she
equal prominence with Annaleis and it was hopes to prevent the return of Dawn’s Edge or
through one of these dedicated followers that to minimize the damage it could do if it returns.
the Cult of Mysteries found their salvation. A She has also become daring enough to hire
more experienced rogue named Kildorn other adventurers to seek out news of the
Blackhand had proven himself on a number of amulet. If it can be found, she reasons, at least
adventures and quests and had brought some the Cult of Mysteries will be able to prepare
valuable treasures to be gifted to the cult. against it, or perhaps attempt to destroy it. Not
Dawn’s Edge believed that Kildorn would be knowing where it is or whom it may control has
the better thrall and so made Annaleis give up made the mystes suspicious of everyone except
possession of the amulet. each other.
Kildorn did not fall victim to the will of Campaign Integration

Dawn’s Edge quite as easily as Annaleis had,
and at times he maintained control of himself The Cult of Mysteries may play a number of
completely. During one of his stretches of roles in a campaign. First, the group may offer
lucidity and control, Kildorn set out on another membership to a PC rogue who wishes to
of his infamous adventures, this time to the lair become a myste. The advantages the mystes
of a black dragon. From this final quest, the have in the control and use of magic items
older rogue never returned. Only when could offer an aspiring rogue an interesting
Annaleis heard of Kildorn’s apparent death and array of abilities and options. Of course, the
the loss of Dawn’s Edge did she begin to cult may call on its members to undergo quests
believe that the Cult of Mysteries might be free on behalf of the group, whether to pursue the
of its real founder. interests of the Cult of Mysteries, follow up on
rumors, or deal with rival guilds and groups.
Though glad for the news, Annaleis was still
suspicious that Dawn’s Edge might attempt to Even if the PCs do not seek to become mystes
return to enslave her again. She swore to mas- themselves, the Cult of Mysteries can be used
ter the thing if it did return and set about study- in a campaign as a potential employer. Annaleis
ing the ways of magical devices and how best has begun actively searching for Dawn’s Edge
to control them. To this end, she used the Cult and may employ the PCs in that endeavor. If
of Mysteries. The band of rogues and adven- Dawn’s Edge is found, or if Annaleis believes
turers exchanged rumors of magic items, it is found, then the PCs might also be sent to
always on the watch for the amulet’s return, investigate and possibly to destroy Dawn’s
and helped teach one another how to control Edge, should they find it. It is unlikely that a
whatever items they found. PC would be interested in making the protec-
tive amulets Annaleis hopes to have enchanted.
Drawing on the knowledge gained from her They might, however, be willing to assist in the
allies, Annaleis became the first of the crafting by undertaking adventures to recover
mystes—rogues taught some of the complexi- unusual material components required.
ties of magic. The mystes studied any form of
magic or enchantment that might gain them The PCs might also enter the story working
powers or advantages. They traded tales of against the Cult of Mysteries. Other thieves’
magic and enchantments, and they traded items guilds may see a threat in the Cult of Mysteries
of power they found in their adventures. and hire the PCs to investigate the secretive
Always, however, they sought control of and cult. Alternatively, a rival guild of wizards
safety from the most dangerous magic items, might see a threat in the cult’s domination of
those enchanted with intelligence. magic items and send the PCs to do something
about it.
Recent adventures have brought an influx of
wealth and notoriety to the members of the Cult
27
Knowledge (lycanthropes) 3 ranks, and Move
Night Hunter Silently 8 ranks.
Feats: Track.
A shadowy figure enters the abandoned mill. Special: The character must hunt and kill a
The wood shingle ceiling is old and damaged lycanthrope (any type) by herself. She may not
by the elements. Scattered about the room, have any assistance during the kill.
antiques of a violent struggle are dressed with
the scent of death and dried villagers’ blood in Class Skills
the shadows of the cold fall night. This is the
nesting ground for a creature of the night. The The night hunter’s class skills (and the key
creature has preyed upon the farming commu- ability for each skill) are Balance (Dex), Bluff
nity to the west of the mill for nearly six (Cha), Climb (Str), Craft (Int), Disable Device
months. The figure entering the mill is name- (Int), Gather Information (Cha), Hide (Dex),
less. He moves with an animal’s grace to the Innuendo (Wis), Intimidate (Cha), Intuit
center of the room, under the largest hole in the Direction (Wis), Jump (Str), Knowledge
mill’s ceiling. As he disrobes, he is bathed in (lycanthropes) (Int), Listen (Wis), Move
the cold beams of the full moon’s light. With a Silently (Dex), Open Lock (Dex), Read Lips
violent howl a process begins that transforms (Int, exclusive skill), Search (Int), Sense
the man into something else, a wolf of super- Motive (Wis), Spot (Wis), Swim (Str), Tumble
natural size, still somewhat humanoid in (Dex), Use Magic Device (Cha, exclusive
appearance. As the creature recovers from the skill), Use Rope (Dex), and Wilderness Lore
violent transformation, the flash of a silver (Wis).
blade strikes from the shadows. With a muffled
rattle the creature dies without seeing its killer. Skill Points at Each Level: 4 + Int modifier.
From the shadows emerges a cloaked woman
who looks more like an assassin than a hunter. Class Features
“The town is safe, my duty is done. It is time to All of the following are features of the night
move on, as I have heard of another of your hunter prestige class.
kind hunting three days ride from here. My
brother shall be avenged.” Weapon and Armor Proficiency: Just as a
rogue’s weapon training focuses on weapons
The night hunter is a hunter and assassin of evil suitable for stealth and sneak attacks, so too do
lycanthropes. By using stealth and precise the martial disciplines of the night hunter. The
strikes, the night hunter can disable a creature night hunter is proficient with the crossbow
of the night more quickly and efficiently than (hand or light), dagger (any type), dart, light
even the most skilled traditional hunter. Rogues mace, sap, shortbow (normal and composite),
are perfect candidates for becoming a night and short sword. The night hunter is proficient
hunter, as stealth, skill, and a willingness to with light armor but not with shields. Note that
fight dirty are pivotal to their success. armor check penalties for armor heavier than
Multiclassed fighters, clerics, monks, and bar- leather apply to the skills Balance, Climb,
barians also work well as night hunters as the Escape Artist, Hide, Jump, Move Silently, Pick
combat skills necessary to defeat these power- Pocket, and Tumble, and that carrying heavy
ful foes are crucial. Wizards, sorcerers, and gear imposes a check penalty on Swim checks.
bards typically do not follow the path of the
night hunter, but some exceptions do exist. Sneak Attack: Any time the target of the night
hunter would be denied her Dexterity bonus to
Hit Dice: d6. AC (whether she actually has a Dexterity
bonus or not), the attack of the night hunter
Requirements deals and additional +1d6 points of damage.
To qualify to become a night hunter, a charac- This extra damage increases by +1d6 points at
ter must fulfill all the following criteria. every odd numbered level (+2d6 at 3rd level,
+3d6 at 5th level, and so on). This extra dam-
Base Attack Bonus: +6. age is not multiplied if the night hunter suc-
Sneak Attack: The character must have the cessfully strikes with a critical hit. Ranged
sneak attack ability. attacks can only count as a sneak attack if the
Skills: Alchemy 3 ranks, Hide 8 ranks, target is 30 feet away or less.
28
With a sap or an unarmed strike, the night
hunter can make a sneak attack that deals sub-
dual damage instead of normal damage. She
cannot use a weapon that deals normal damage
to deal subdual damage in a sneak attack, not

even with the usual –4 penalty, because she
must make optimal use of her weapon in order
to execute the sneak attack.
The night hunter can only sneak attack living

creatures with discernible anatomies—undead,
constructs, oozes, plants, and incorporeal crea-
tures lack vital areas to attack. Additionally,
any creature immune to critical hits is similar-
ly immune to sneak attacks. Also, the night
hunter must be able to see the target well
enough to locate a vital spot to strike. The night
hunter cannot sneak attack while striking at a
creature with concealment or by striking the
limbs of a creature whose vitals are beyond
reach. If the night hunter receives a sneak
attack bonus from another source (such as
rogue levels), the bonuses to damage stack.
Imbue Weapon (Su): By surviving the trial of

the hunt, the character is welcomed into a night
hunter organization. As a rite of passage and as
an act of the group’s allegiance, the head of the
order performs a short ritual and confers a
trademark ability upon the night hunter. At 1st
level, all of the night hunter’s melee and ranged
attacks count as attacks with silver weapons for
the purposes of overcoming a lycanthrope’s
damage reduction.
Bane of Lycanthropes (Ex): For the night

hunter, knowledge is power. On the path to
becoming a hunter of lycanthropes, she has
learned many secrets that aid her in eliminating
her hated foes. She knows each of their
strengths, weaknesses, and every tactic used
for their nightly survival. She is the bane of all
lycanthropes. Beginning at 2nd level, the night
hunter receives a +1 competence bonus to all
attack rolls and weapon damage rolls made
while in combat with a lycanthrope. This is a
reflection of the skill and knowledge the night
hunter possesses when in battle with lycan-
thropes. At 6th level, this competence bonus
increases to a total of +2. Finally, at 10th level,
this competence bonus increases to a maximum
total of +3.
29
Table 1-7: The Night Hunter
Base

1st +0 +2 +2 +0 Sneak attack +1d6, imbue weapon
2nd +1 +3 +3 +0 Bane of lycanthropes +1
3rd +2 +3 +3 +1 Sneak attack +2d6
4th +3 +4 +4 +1 Scent of lycanthropy
6th +4 +5 +5 +2 Bane of lycanthropes +2, healing techniques
8th +6 +6 +6 +2 Scentless
10th +7 +7 +7 +3 Bane of lycanthropes +3, immunity
Scent of Lycanthropy (Sp): The hatred and ends of the world just by following her scent.
desire to see evil lycanthropes destroyed runs Over time, the night hunter develops an extra-
deep for the night hunter. So deep is this hatred ordinary ability through the regular consump-
that the night hunter develops an almost super- tion of herbs and vegetation that masks her
natural sense for detecting the presence of scent completely. At 8th level, the night hunter
lycanthropes. At 4th level, the night hunter can cannot be detected with the Scent special abili-
use a spell-like ability at will that allows her to ty.
detect lycanthropes. In all other ways, this abil-
ity functions as the spell detect undead as cast Immunity (Su): Over years of training, disci-
by a cleric of the night hunter’s class level. pline, and the regular ritual of consuming
herbal mixtures detailed in ancient tomes, the
Healing Techniques (Ex): The affliction of night hunter becomes immune to the effects of
lycanthropy is a disease, to be cured or lycanthropy. At 10th level, the night hunter
destroyed like any other sort of illness. The gains a supernatural ability that renders her
knowledge of the night hunter allows her to completely immune to the effects of lycan-
administer healing techniques to cure the early thropy.
onset of lycanthropy. Many of these techniques
are not know to the public, but wherever the
night hunter travels, she always attempts to
Organization: Midnight
share this information and gift with others. At Sentinels
6th level, the night hunter may use the follow-
ing techniques to avert the effects of afflicted
lycanthropy. Normally, administering bel- Purpose
ladonna to an infected victim within one hour With the rising of the full moon, terrible crea-
aids her in resisting the onset of lycanthropy. tures stalk the innocent. The Midnight
Through exact measurements and earthen mix- Sentinels (also referred to as night hunters) are
tures, the night hunter grants the infected vic- a group of elite assassins and hunters who hunt
tim a +2 circumstance bonus to her Fortitude the creatures of the night in an endless quest to
save to resist the effects of the affliction. Also, rid the world of their kind.
the victim receives no ill effects from consum-
ing the belladonna as she normally would. If Leader
administered by the night hunter, the victim
receives two chances to resist the lycanthropy. Unknown.
Scentless (Ex): Night hunters know that lycan- Current Activities

thropes hunt by tracking a victim’s scent. Under the full moon, lycanthropes prowl
Depending on the circumstances, an experi- among the shadows, stalking innocent victims
enced lycanthrope can track a victim to the
30
for food and sport. While some heroes and
local militia may combat this evil of the night,
often times it is ignored. People and livestock
are sacrificed to appease the bloodlust of these
night creatures. Families are destroyed, lives

ruined, and the population of these night crea-
tures grows each year as the infection of lycan-
thropy is spread across the land.
Secretive assassins of lycanthropes, the

Sentinels have moved across the free lands
tracking and destroying all lycanthropes they
find. Cloaked in shadow and thought to be
nothing more than a legend or rumor, the
Sentinels rely on these myths to protect their
identities and methods of the hunt. Two rumors
that circulate about the Midnight Sentinels are
true: They all lost someone dear to them to the
ravages of lycanthropy, and they all harbor a
deep hatred of these creatures of the night. The
Sentinels do not live among the public, but
rather keep to themselves on the outskirts of
town. They sleep by day and hunt by night—
much like the creatures they stalk.
The Sentinels are people of discipline and con-

trolled rage. There is no honor or quarter given
to the creatures they hunt. Unlike most night
hunters, the Sentinels destroy any lycanthrope Campaign Integration
no matter its alignment. Years of brutality and
cold shadows have hardened the hearts of the The Midnight Sentinels may be used in several
Sentinels to the strength of granite. Their meth- ways in a campaign. The first example is as an
ods are brutal and “dirty” by more noble stan- uneasy ally of the PCs who are tracking a mem-
dards: Midnight Sentinels often stalk a lycan- ber of the lycanthrope family. The paths of the
thrope at night and kill him during the day two factions cross at an intersection during the
while he sleeps in a weakened humanoid form. hunt and several options are presented. First,
The Sentinels have no base of operations and the PCs could work with the Sentinel to find
the exact number of active Sentinels is the lycanthrope in question. If the PCs need to
unknown. capture the lycanthrope, this could lead to
direct conflict: The Sentinels do not capture—
There is no religious patron for the Sentinels they kill. Or perhaps a good-aligned lycan-
and no noble funding. Each Sentinel takes nec- thrope approaches the characters for help and
essary coin or supplies from slain lycanthropes. they must protect the innocent creature from
When new weapons, ammunition, or other spe- the night hunters that stalk it.
cialty items are needed, the sentinel establishes
a secret relationship with a single supplier. A second option could be one or more of the
Usually the meeting takes place on an arranged PCs becoming active members of the Midnight
night of the month and always after regular Sentinels. Of course, the first task would be to
business hours. For the Sentinels, secrecy and become a night hunter, which requires finding
stealth are law. The fewer people they contact, the sentinels to undergo the training and initia-
the fewer chances for innocent people to tion rituals. Once completed, the PCs could
become involved in their secretive midnight become a small band of Sentinels who either
crusade. protect one location or travel across the lands
hunting the creatures of the night.
31
ties for armor heavier than leather apply to the
Noble Decoy skills Balance, Climb, Escape Artist, Hide,
Jump, Move Silently, Pick Pocket, and Tumble,
The noble decoy is a guardian and tool of mis- and that carrying heavy gear imposes a check
direction for nobles who fear assassination. penalty on Swim checks.
The path that leads to becoming a noble decoy

is filled with years of careful deception and the Improved Evasion (Ex): A decoy should
mastering of roguish arts. Rogues and bards are always be quick on her feet and ready for any-
ideal for the role of noble decoys. Skills with thing. At 1st level, the noble decoy gains the
deception, stealth, and performance are pivotal. improved evasion ability. If exposed to any
Other multiclassed characters have a difficult effect that normally allows a character to
time mastering the techniques needed to attempt a Reflex saving throw for half damage,
become an effective noble decoy. the rogue takes no damage with a successful
saving throw and only half damage with a
Hit Die: d6. failed Reflex saving throw. Improved evasion
can only be used if the noble decoy is wearing
light armor or no armor.
Requirements
To qualify to become a noble decoy, a charac- Avoid Death (Ex): Acting as a target for assas-
ter must fulfill all the following criteria. sins requires the noble decoy to develop tech-
niques to keep herself alive in the face of death.
Skills: Disguise 8 ranks, Bluff 8 ranks, Perform The noble decoy is better at resisting the effects
3 ranks and Tumble 3 ranks. of death attacks, death magic, and death from
Feats: Skill Focus (Disguise). excessive amounts of damage. At 1st level, the
Special: The character must act as a decoy for noble decoy gains a +1 circumstance bonus to
the noble in question for a period of one month all saving throws against any attack, spell, or
before she is eligible for the noble decoy pres- ability that produces a death effect.
tige class. Additionally, if the noble decoy is reduced to 0
hit points, she automatically stabilizes without
the need for the Fortitude saving throw that is
Class Skills
typically required. At 3rd level this ability
The noble decoy’s class skills (and the key abil- increases to a +2 bonus and increases by one
ity for each skill) are Balance (Dex), Bluff point with each odd level thereafter (5th, 7th,
(Cha), Climb (Str), Craft (Int), Disable Device and 9th).
(Int), Disguise (Cha), Gather Information
(Cha), Hide (Dex), Innuendo (Wis), Intimidate Detect Evil (Sp): For some, a good judgment
(Cha), Intuit Direction (Wis), Jump (Str), of character is helpful. For the noble decoy, it is
Listen (Wis), Move Silently (Dex), Open Lock vital. The noble decoy develops an almost
(Dex), Read Lips (Int, exclusive skill), Search supernatural sense for evil and evil intent. This
(Int), Sense Motive (Wis), Spot (Wis), Swim is a spell-like ability that acts exactly as the
(Str), Tumble (Dex), and Use Rope (Dex). spell detect evil as cast by a cleric of the noble
decoy’s class level. The noble decoy may use
Skill Points at Each Level: 4 + Int modifier. this ability a number of times per day equal to
her class level.
Class Features
Bonus Feats: Beginning at 3rd level, the noble
All of the following are features of the noble decoy may select a bonus feat from the follow-
decoy prestige class. ing list to aid her in her duties: Alertness,
Blind-Fight, Dodge, Great Fortitude, Improved
Weapon and Armor Proficiency: The noble Initiative, Iron Will, Lightning Reflexes, Run,
decoy is proficient with the crossbow (hand, and Toughness. At 6th level she may select
light, or heavy), dagger (any type), dart, rapier, another feat from the list, and she may select a
sap, shortbow (normal and composite), short final bonus feat at 9th level.
sword, and one weapon that her noble patron is
proficient with (including exotic weapons). Blur (Sp): Through training and practice, the
She is proficient with light armor but not noble decoy gains limited powers of illusion.
with shields. Note that armor check penal-
32
Table 1-8: The Noble Decoy

1st +0 +0 +2 +0 Improved evasion, avoid death +1
2nd +1 +0 +3 +0 Detect evil
3rd +2 +1 +3 +1 Bonus feat, avoid death +2
4th +3 +1 +4 +1 Blur
5th +3 +1 +4 +1 Perfect double, avoid death +3
6th +4 +2 +5 +2 Bonus feat
7th +5 +2 +5 +2 Avoid death +4
8th +6 +2 +6 +2 Mislead
9th +6 +3 +6 +3 Bonus feat, avoid death +5
10th +7 +3 +7 +3 Iron body
This is a spell-like ability that acts exactly as is in constant danger. The Maidens of Majestic
the spell blur as cast by a sorcerer of the noble Grace act as an elite group of noble decoys to
decoy’s class level. The noble decoy may use protect the life of the queen from assassins and
this ability a number of times per day equal to threats to the throne.
her Charisma modifier.
Leader
Perfect Double (Ex): In the service of her
patron, the noble decoy masters the imitation of Sara (NG human female Rog8/Nbl9)
her ward down to the smallest details. With this
ability, the noble decoy gains a +10 compe- Current Activities
tence bonus on all of her Bluff, Disguise, and Whether it is through poor choices or the price
Perform skill checks while impersonating her of their lofty stations, kings, leaders, and heads
noble patron. She may impersonate other of state often find themselves in the path of an
nobles, but this bonus will not apply until she assassin’s dagger. For good and noble king-
spends one full month in their service. doms determined to bring peace to their lands
and the lands surrounding them, this threat is
Mislead (Sp): This is a spell-like ability that especially severe. Assassins are cold and metic-
acts exactly as the spell mislead as cast by a ulous sorts, exacting and well prepared for any
12th-level sorcerer. The noble decoy may use scenario that may present itself. It is this repu-
this ability a number of times per day equal to tation that provokes the leader of a nation to
her Charisma modifier. take extra precautions in matters of security.
Iron Body (Sp): Through continued arcane The Maidens of Majestic Grace are an elite
research and training, the noble decoy can group of female agents (often called noble
change her body into living iron to foil the decoys) who act as the queen’s personal guard.
attacks of assassins. This is a spell-like ability Through extensive training and rigorous study,
that acts exactly as the spell iron body as cast the Maidens have mastered the art of duplicat-
by a 16th-level sorcerer. The noble decoy may ing the queen’s appearance, speech, and man-
use this ability once per day. nerisms. This training includes regular lessons
in etiquette, manners, courtly rituals, and
Organization: Maidens of weapons training. The powers used by a noble
decoy are often arcane in nature, and the
Majestic Grace Maidens undertake regular lessons in the
arcane arts. This is merely to prepare each
maiden for the power that she will soon
Purpose learn to harness.
For a kingdom in turmoil, the life of the queen
33
way, though several revere the gods of trickery
and knowledge. The life of a Maiden is not an
easy one: Assassins loom close by and the
Maidens must distance themselves from the
general population, so loneliness can quickly
become a Maiden’s greatest enemy. As a rule,

the Maidens do not become involved in roman-
tic relationships for fear of endangering a loved
one or falling victim to the skills of a cunning
assassin.
When introducing the Maidens of Majestic
Grace into a campaign, there are two primary
uses for this organization. The first is as allies
to the PCs in an attempt to prevent a grand
assassination of the queen. The Maidens,
though focused and somewhat cold, are devot-
ed protectors and eager to work with like-
minded people. Perhaps the PCs must prevent a
threat so great that it will take all of the
Maidens and the PCs to defeat it. Or perhaps
one of the PCs may become involved romanti-
cally with a Maiden; this could lead to serious
repercussions in the campaign, especially when
rumors begin to circulate that the queen is
involved in an illicit affair.
In the beginning, only the group’s leader, Sara,
acted as a noble decoy for the queen. But with The second option is for a PC to join the ranks
the prosperity of the kingdom growing and the of the Maidens in the service of the queen. The
threats to the queen’s life increasing, Sara remaining PCs are faced with a choice: stay
urged the queen to expand the number of and help in the protection of the queen or leave
decoys in use and advocated the creation of the for adventures elsewhere. This use could split a
Maidens. What the queen does not realize is group of PCs for a period of weeks, months,
that Sara’s concern is more than purely profes- years, or indefinitely. Still, the queen may need
sional, as she is the illegitimate younger sister to journey to a far kingdom for a treaty negoti-
of the queen herself. For the last several years, ation, leading the PCs on a long adventure.
Sara has nearly revealed the truth to her
unknowing sister but has refrained for fear of Ossorus
endangering (or enraging) her sister further.
Oššorûs \oh-show-roos\ noun, plural -es
At the current time, there are four Maidens [Celestial origin] 1: an avenger, esp. one sent
active in the protection of the queen. The group by a good deity to punish a sinner. 2: a clan-
suffered its first casualty last summer as destine organization under the control of the
Helena, the youngest Maiden, fell to the poi- Church of Râthur. 3: a member of this organi-
soned dagger of an assassin. Though the assas- zation.
sin was slain, Helena could not be saved in
time. This loss devastated not only the Maidens Which is better: for hundreds of warriors to fall
but also the queen herself. The death of Helena in battle to achieve a noble objective against an
only reinforced the necessity of the Maiden’s evil enemy or for one assassin to slip unseen
presence. While talk has begun of the search behind enemy lines to kill the enemies’ wicked
for a new Maiden to fill the void left by Helena, leader? For an oššorûs, the correct answer is
the search has not officially begun. the latter. Born decades ago during a seeming-
ly interminable conflict against an evil queen,
The Maidens revere no particular deity as a the oššorûses are a holy order of spies, couriers,
group. Each Maiden worships in her own saboteurs, and, yes, even assassins. Servants of
34
the Church of Râthur, the Shining Lord, the
Destroyer of the Darkness, the oššorûses exist
primarily to gather information about Râthur’s
enemies, thwart those enemies’ plans, and,
when deemed necessary by Râthur’s hierarchy,

strike down key enemy leaders.
Rogues are most likely to become oššorûses,

but bards, monks, and rangers can be found
among their ranks. Multiclass cleric/rogues are
also good candidates for this prestige class.
NPC oššorûses are seldom encountered, at least
in situations where their identity or affiliation
become known. Such NPCs usually work as
spies in enemy territory, covertly gathering
intelligence and returning reports to Râthur’s
hierarchy.
Hit Die: d6.
Requirements
To qualify to become an oššorûs, a character
Alignment: Lawful good, lawful neutral, or

neutral good.
Move Silently: 8 ranks.
Hide: 8 ranks.
Disguise: 4 ranks.
Knowledge (religion): 4 ranks.
Special: Must be a follower of Râthur in good
standing with the hierarchy.
Class Skills
The oššorûs’s class skills (and the key ability
for each skill) are Balance (Dex), Bluff (Cha),
Climb (Str), Craft (Int), Decipher Script (Int,
exclusive skill), Diplomacy (Cha), Disable
Device (Int), Disguise (Cha), Escape Artist
(Dex), Forgery (Int), Gather Information (Cha),
Hide (Dex), Innuendo (Wis), Intimidate (Cha),
Intuit Direction (Wis), Jump (Str), Knowledge
(Religion) (Int), Listen (Wis), Move Silently
(Dex), Open Lock (Dex), Pick Pocket (Dex),
Read Lips (Int, exclusive skill), Search (Int),
Sense Motive (Wis), Spot (Wis), Swim (Str),
Tumble (Dex), Use Magic Device (Cha, exclu-
sive skill), and Use Rope (Dex).
Skill Point at Each Level: 4 + Int modifier.
Class Features
oššorûs prestige class.
35
Table 1-9: The Ossorus
Base

1st +0 +0 +2 +0 Sneak attack +1d6, death attack
3rd +2 +1 +3 +1 Sneak attack +2d6, turn undead
4th +3 +1 +4 +1 Slipping the bonds
5th +3 +1 +4 +1 Sneak attack +3d6, uncanny dodge (can’t be flanked)
6th +4 +2 +5 +2
8th +6 +2 +6 +2
10th +7 +3 +7 +3 Uncanny dodge (+1 vs. traps)
Spells per Day

Level 1st 2nd 3rd 4th
1 0 — — —
2 1 — — —
3 1 0 — —
4 1 1 — —
5 1 1 0 —
6 1 1 1 —
7 2 1 1 0
8 2 1 1 1
9 2 2 1 1
10 2 2 2 1
Weapon and Armor Proficiency: Oššorûses extra damage is not multiplied. It takes preci-
are proficient with crossbows (hand, light, and sion and penetration to hit a vital spot, so
heavy) and daggers (any type), as well as the ranged attacks can only count as sneak attacks
dart, rapier, sap, shortbow (normal and com- if the target is 30 feet away or less.
posite), and short sword. Oššorûses are profi-
cient with light armor but not with shields. With a sap or an unarmed strike, the oššorûs
Note that armor check penalties for armor can make a sneak attack that deals subdual
heavier than leather apply to the skills Balance, damage instead of normal damage. He cannot
Climb, Escape Artist, Hide, Jump, Move use a weapon that deals normal damage to deal
Silently, Pick Pocket, and Tumble. Also, Swim subdual damage in a sneak attack, not even
checks suffer a –1 penalty for every 5 pounds with the usual –4 penalty, because he must
of armor, equipment, or loot carried. make optimal use of his weapon in order to
execute the sneak attack.
Sneak Attack: Any time the oššorûs’s target
would be denied her Dexterity bonus to AC An oššorûs can only sneak attack living crea-
(whether she actually has a Dexterity bonus or tures with discernible anatomies-undead, con-
not) or when the oššorûs flanks her target, the structs, oozes, plants, and incorporeal creatures
oššorûs’s attack deals +1d6 points of damage. lack vital areas to attack. Additionally, any
This extra damage increases by +1d6 points creature immune to critical hits is similarly
every other level (+2d6 at 3rd level, +3d6 at immune to sneak attacks. Also, the oššorûs
5th level, and so on). Should the oššorûs must also be able to see the target well enough
score a critical hit with a sneak attack, this to pick out a vital spot and must be able to
36
reach a vital spot. The oššorûs cannot sneak Uncanny Dodge (Ex): Starting at 2nd level,
attack while striking at a creature with conceal- the oššorûs gains the extraordinary ability to
ment or by striking the limbs of a creature react to danger before his senses would nor-
whose vitals are beyond reach. If an oššorûs mally allow him to even be aware of it. At 2nd
gets a sneak attack bonus from another source level and above, he retains his Dexterity bonus

(such as rogue levels), the bonuses to damage to AC (if any) regardless of being caught flat-
stack. footed or struck by an invisible attacker. (He
still loses his Dexterity bonus to AC if immo-
Death Attack: If the oššorûs studies his victim bilized.) At 5th level, the oššorûs can no longer
for 3 rounds and then makes a sneak attack be flanked, since he can react to opponents on
with a melee weapon that successfully deals opposite sides of him as easily as he can react
damage, the sneak attack has the additional to a single attacker. This defense denies rogues
effect of possibly either paralyzing or killing the ability to use flank attacks to sneak attack
the target (oššorûs’s choice). While studying the oššorûs. The exception to this defense is
the victim, the oššorûs can undertake other that a rogue at least four levels higher than the
actions so long as his attention stays focused on oššorûs can flank him (and thus sneak attack
the target and the target does not detect the him). At 10th level, the oššorûs gains an intu-
oššorûs or recognize the oššorûs as an enemy. itive sense that alerts him to danger from traps,
If the victim of such an attack fails her giving him a +1 bonus to Reflex saves made to
Fortitude saving throw (DC 10 + the oššorûs’s avoid traps. If the oššorûs has another class that
class level + the oššorûs’s Intelligence modifi- grants the uncanny dodge ability, add together
er) against the kill effect, she dies. If the saving all the class levels of the classes that grant the
throw fails against the paralysis effect, the vic- ability and determine the character’s uncanny
tim’s mind and body become enervated, ren- dodge ability on that basis.
dering her completely helpless and unable to
act for 1d6 rounds plus 1 round per class level Turn Undead: Starting at 3rd level, the
of the oššorûs. If the victim’s saving throw suc- oššorûs may use this ability a number of times
ceeds, the attack is just a normal sneak attack. per day equal to three plus the oššorûs’s
Once the oššorûs has completed the 3 rounds of Charisma modifier. The oššorûs turns undead
study, he must make the death attack within the as a cleric two levels lower than his oššorûs
next 3 rounds. If a death attack is attempted and level. If the oššorûs has the ability to turn
fails (the victim makes her save) or if the undead from another class, his effective cleric
oššorûs does not launch the attack within 3 level as an oššorûs stacks with the levels of his
rounds of completing the study, 3 new rounds other class for the purposes of turning undead.
of study are required before he can attempt An oššorûs cannot take the Extra Turning feat.
another death attack.
Slipping the Bonds (Su): At 4th level, for 1
Spells: Beginning at 1st level, an oššorûs gains round per class level per day, the oššorûs can
the ability to cast a small number of divine move and attack normally, even under the
spells. To cast a spell, the oššorûs must have a influence of magic that usually impedes move-
Wisdom score of at least 10 + the spell’s level, ment. Slipping the bonds does not actually
so an oššorûs with a Wisdom of 10 or lower negate movement-impeding magic; it just
cannot cast these spells. Oššorûs bonus spells allows the oššorûs to ignore the effects for the
are based on Wisdom, and saving throws duration of this ability. The spell also allows
against these spells have a DC of 10 + spell the character to move and attack normally
level + the oššorûs’s Wisdom modifier (if any). while underwater, even with cutting weapons
When the oššorûs gets 0 spells of a given level, and with bludgeoning weapons provided that
such as 0 1st-level spells at 1st level, the the weapon is wielded in the hand rather than
oššorûs gets only bonus spells. An oššorûs hurled. Slipping the bonds does not, however,
without a bonus spell for that level cannot yet allow water breathing.
cast a spell of that level. The oššorûs’s spell list
appears below. An oššorûs prepares and casts Ossorus Spell List
spells just as a cleric does, but an oššorûs can-
not use spontaneous casting. Oššorûses choose their spells from the follow-
ing list. New spells are marked with an
asterisk.
37
1st level—cure light wounds, detect poison, get’s stealthiness. The target is granted a +10
invisibility to undead, obscuring mist, message, circumstance bonus to Hide and Move Silently
path through darkness* checks. Attempts to track the target by sight
2nd level—animal messenger, cure moderate incur a –10 circumstance penalty. The target
wounds, darkness, delay poison, phantom can use the Hide skill even while being
blade*, undetectable alignment observed. As long as the target is within 10 feet

3rd level—cure serious wounds, detect of some sort of shadow, he can hide from view
thoughts, light of day*, lurk*, meld into stone, in the open without anything to actually hide
water breathing behind. The target cannot, however, hide in his
4th level—cure critical wounds, discern lies, own shadows.
neutralize poison, moonlit way*, sending,
tongues Material Components: A small piece of
chameleon skin and a dead spider.
Light of Day
Moonlit Way
Evocation [Light]
Level: Oššorûs 3 Evocation [Light]
Components: V, S, M Level: Oššorûs 4
Casting Time: 1 action Components: V, S, M
Range: Close (25 ft. + 5 ft./2 levels) Casting Time: 1 action
Area: 5-ft.-radius emanation centered on target Range: Medium (100 ft. + 10 ft./level)
point Effect: Path of light whose surface area is up to
Duration: 1 round/level one 5-ft. square/level (S)
Saving Throw: Reflex or Will negates (see Duration: 1 minute/level (D)
text) Saving Throw: None
Spell Resistance: Yes Spell Resistance: No
Light of day creates a sphere of daylight cen- With this spell, you create a ribbon of moon-
tered on a target point. If the chosen target light between one visible point and another vis-
point is an unwilling creature, it is allowed a ible point. Both endpoints must touch a solid
Will save to resist the spell. Undead and fun- surface, but there is no need for other points of
goid creatures touched by the light of day suf- contact in between. The moonlit way is a solid
fer 1d6 points of fire damage for every two lev- path that can support 500 lb. per caster level at
els of the caster (maximum 5d6). Creatures any single time. Creatures or objects that
with specific vulnerabilities to sunlight (for exceed the weight limit cannot touch the path
example, vampires) are affected by contact and will fall through if they attempt to move
with the light of day just as if they were onto it. Creatures on the moonlit way receive a
exposed to sunlight. A Reflex save avoids con- +10 circumstance bonus to Balance and Climb
tact with the light of day. This spell also illu- checks and a +10 circumstance bonus to
minates a 60-ft.-radius area. Strength checks made to oppose a bull rush or
similar attempt to force the creature from the
Material Component: A pink pearl worth at path. The base DC to climb a moonlit way
least 100 gp. (should it be necessary to do so) is 15. The
moonlit way sheds light out to 30 ft. from its
Lurk edges.
Transmutation Material Components: A powdered moonstone
Level: Oššorûs 3 worth at least 50 gp.
Components: S, M
Casting Time: 1 action
Range: Personal or touch
Path through Darkness
Target: You or creature touched Transmutation
Duration: 1 minute/level Level: Oššorûs 1
Saving Throw: None Components: S, M
Spell Resistance: Yes (harmless) Casting Time: 1 action
Range: Personal or touch
With this spell, you greatly enhance the tar- Target: You or creature touched
38
Phantom Blade
Oššorûs Enhancement Damage Damage

Level Bonus (Will save fails) (Will save succeeds)
3–4 +1 1d6 1d3
5–6 +2 1d8 1d4
7–8 +3 2d6 1d6
9–10 +4 2d8 1d8
Duration: 1 minute/level weapon is incorporeal. It ignores your target’s

Saving Throw: None natural armor, armor, and shield bonuses.
Spell Resistance: Yes (harmless)
The subject gains the blindsight ability. This

Organization: The Ossorus
ability makes invisibility and darkness (even
magical darkness) irrelevant to the subject Purpose
(though it still can’t see ethereal creatures).
This ability operates out to a range of 60 feet. The Oššorûs is a clandestine sect devoted to
Path through darkness never allows a creature Râthur, god of the sun. Members of the
to distinguish color or visual contrast. A crea- Oššorûs act as spies, saboteurs, couriers, and
ture cannot read with path through darkness. even assassins.
The target is not subject to gaze attacks.
Blinding attacks do not penalize the target. Leader
Path through darkness works underwater but Atans the Unknown (reportedly a LG half-elf
not in a vacuum. Contact with light brighter male Clr5/Rog5/Oss10)
than candlelight immediately cancels path
through darkness. Current Activities
Material Component: A bit of luminescent The Church of Râthur, the Shining Lord, the
lichen. Destroyer of the Darkness, has a long history of
militancy. Râthur’s cathedrals always include a
Phantom Blade garrison of dedicated, highly trained warriors
under the command of the local prelate. In
Illusion [Shadow] times of crisis, the garrison gates are flung
Level: Oššorûs 2 open and Râthur’s faithful march forth to do or
Components: S, DF die. Hand-in-hand with its armies, the Church
Casting Time: 1 action of Râthur often employs reliable adventurers.
Range: Touch Decades ago, one these reliable adventurers
Effect: Swordlike shadow shook the Church of Râthur to its core and,
Duration: 1 minute/level (D) after all was said and done, founded the
Saving Throw: Will disbelief (if interacted Oššorûs.
with; see text)
Spell Resistance: No In those days, the campaign against Hezba the
Necromancer Queen was suffering as many
You use material from the shadow plane to setbacks as victories. For every enemy slain by
form a quasi-real ghost touch weapon. The the followers of Râthur, the Nightwalk Cabal,
phantom blade can only be wielded by you. Its Hezba’s wizard-generals, raised another squad
enhancement bonus to attack and damage rolls of the undead to march onto yet another battle-
and the damage it inflicts with a successful field. Groups of adventurers employed by the
attack vary depending on your caster level (see Church of Râthur to defeat the Nightwalk
table below). A phantom blade also does less Cabal and Hezba made even less progress than
damage to a creature that recognizes its quasi- Râthur’s armies. This is when an obscure and
real nature. Your Strength modifier (if any) heterodox cleric/rogue named Atans
does not apply to attack or damage rolls made stepped forward.
with the phantom blade, but the shadow
39
disbanded. Others in Râthur’s hierarchy dis-
agreed, and the matter raged in synod after
synod for nearly eight years. During this time,
Atans refined his doctrine and methods and
attracted more followers, but the Oššorûs
remained inactive. Atans insisted that the

Oššorûs could only strike as directed by
Râthur’s ministers. Atans’ restraint and loyalty
moreso than anything else is probably what
finally ended the controversy. The Oššorûs
became an official arm of the Church of
Râthur.
Today the Oššorûs is more feared than

admired. Few doubt their loyalty to Râthur or
their devotion to fighting evil, but the methods
employed by the Oššorûs as well as the organi-
zation’s secretive nature do not engender much
public confidence. In the Church of Râthur
itself, there are still those who would like to see
the Oššorûs vanish into obscurity and dissolu-
tion. In many circles, Atans’s theology as well
as his methodology are still causes for grave
concern.
The Oššorûs is an ideal organization for a DM
Everywhere the sun touches the earth, it casts a running a military or spy oriented campaign.
shadow. The shadows, therefore, are Râthur’s Even if they operate largely behind the scenes,
domain just as surely as are the brightest oššorûs NPCs make valuable points of contact
places. The reason Râthur’s armies could not and sources of information. For DMs and play-
succeed against Hezba is because the armies ers who enjoy such things, the existence of an
feared to go into the shadow, thinking that it essentially good and lawful religious order of
was Râthur’s antithesis, a place of evil. Not so, spies and assassins can provide food for
argued Atans before the Church of Râthur’s thought. As a result, roleplaying possibilities
cleric-generals. Râthur creates shadow to give present themselves as the moral and ethical
false hope to the enemy. Evil hates the light and assumptions of more traditional good-aligned
flees into the darkness only to discover that the PCs are challenged.
darkness is a trap. From out of the shadows, an
oššorûs, a Celestial word meaning “avenger,” If a more political campaign is the order of the
could strike Râthur’s enemies a mortal blow. day, the intra-church machinations of the fac-
tions opposed to and supporting the Oššorûs
Over the next three months, Atans assassinated could draw in the PCs. Even in a lawful good
the key leaders of the Nightwalk Cabal. church, a sure way to bolster one’s own agenda
Râthur’s cleric-generals were concerned with is to prove the opposition somehow betrays the
Atans’s methods but delighted with his results. ideals to which all of the faithful are supposed
A handful of adventurers loyal to Râthur shared to be dedicated. For example, the PCs could
this delight. They gathered around Atans, and end up spying on the spies in order to find evi-
Atans trained them in the arts of stealth, sub- dence that Atans is a threat to Râthur’s church.
terfuge, and assassination. The Oššorûs was
born. Before the next season began, Hezba her- For a more action-filled approach, the PCs may
self was killed by Atans and his followers. discover that an Oššorûs cell has gone rogue
and has taken it upon itself to decide who are
With the war against the Necromancer Queen and are not the proper enemies of Râthur. Both
ended, some of Râthur’s cleric-generals the anti-Oššorûs and pro-Oššorûs factions
sought to have Atans and his sect officially would have a vested interest in putting the
40
rogue oššorûses out of operation, albeit for dif-
ferent reasons. For campaigns with PCs who
are less than nice, the PCs may even be target-
ed for extermination by the Oššorûs, leading to
an extended series of conflicts with the Church

of Râthur and its agents.
Packrat
The packrat gathers and hoards possessions not
so much for their value as to simply have and
hold them. She is a collector of odds and ends,
and her larcenous talents, most notably her
lightning-quick hands, help greatly in her
obsessive hobby. Over time, she fine-tunes var-
ious traits of use to someone who always car-
ries more than what is needed, usually without
bothering to make an accurate inventory. In
general, packrats aren’t particularly feared.
Their abilities have little offensive strength and
minimal defensive value. A packrat’s abilities
are not without use, however, for she can per-
form important, if seemingly trivial, tasks to
aid herself and her allies.
Rogues and bards, including those who are

multiclassed, make the best packrats. The
requirements for this prestige class are not par-
ticularly steep, but most character classes do
not have ready access to the skill prerequisites.
NPC packrats can be encountered in a variety
of roles and places. They are primarily adven-
turesome sorts, for it seems that monsters
alway have the most interesting stuff to collect.
Hit Die: d6.
Requirements
To qualify to become a packrat, a character
Bluff: 5 ranks.
Escape Artist: 8 ranks.
Pick Pocket: 8 ranks.
Feats: Lightning Reflexes.
Class Skills
The packrat’s class skills (and the key ability
for each skill) are Appraise (Int), Balance
(Dex), Bluff (Cha), Climb (Str), Craft (Int),
Decipher Script (Int, exclusive skill),
Diplomacy (Cha), Disable Device (Int),
Disguise (Cha), Escape Artist (Dex), Forgery
(Int), Gather Information (Cha), Hide (Dex),
Innuendo (Wis), Intimidate (Cha), Intuit
41
Table 1-10: The Packrat
Base
Class Attack Fort Ref Will Bard or Rogue

Level Bonus Save Save Save Special Effective Level
1 +0 +0 +2 +0 Packrat +1 level of existing class
2 +1 +0 +3 +0 Right tool for the job
3 +2 +1 +3 +1 Quicker than the eye +1 level of existing class
4 +3 +1 +4 +1 Hard to hold
5 +3 +1 +4 +1 +1 level of existing class
Direction (Wis), Jump (Str), Listen (Wis), Quicker than the Eye (Ex): The packrat’s
Move Silently (Dex), Open Lock (Dex), Pick reflexes reach phenomenal speeds. At 3rd
Pocket (Dex), Read Lips (Int, exclusive skill), level, she can draw or sheath a weapon as a free
Search (Int), Sense Motive (Wis), Spot (Wis), action. She also no longer provokes attacks of
Swim (Str), Tumble (Dex), Use Magic Device opportunity when sheathing a weapon. At 4th
(Cha, exclusive skill), and Use Rope (Dex). level, the packrat can pick up an item as a free
action or do so without provoking an attack of
Skill Points at Each Level: 8 + Int modifier. opportunity (packrat’s choice at the time of the
action). Her manual speed reaches its peak at
Class Features 5th level, at which time the packrat can retrieve
a stored item as a free action or do so without
All of the following are class features of the provoking an attack of opportunity (packrat’s
packrat prestige class. choice at the time of the action).
Weapon and Armor Proficiency: A packrat Hard to Hold (Ex): At 4th level, a packrat is
gains no new weapon or armor proficiencies. so adept at escaping from grapples that she can
Note that armor check penalties for armor attempt to do so as a free action. She is, how-
heavier than leather apply to the skills Balance, ever, still limited to one escape attempt per
Climb, Escape Artist, Hide, Jump, Move round. At 5th level, a packrat can attempt
Silently, Pick Pocket, and Tumble. Also, Swim escape from nets or ensnaring spells such as
checks suffer a –1 penalty for every 5 pounds entanglel, Otiluke’s freezing sphere, and web as
of armor, equipment, or loot carried. a standard action that provokes attacks of
opportunity (instead of a full-round action as
Packrat (Ex): An obsessive collector must normal).
also be an expert packer. A packrat is so adept
at packing dry goods that any container or car- Rogue Special Abilities: At 1st, 3rd, and 5th
rier she uses has its “holds or carries” volume levels, a packrat’s effective level in either her
increased by 50 percent. Furthermore, the bard or rogue class increases by one level. This
effective weight of any container or carrier has no effect on base attack bonus, base save
packed by a packrat is reduced by 10 percent. bonuses, Hit Dice, or skill points. The effective
increase in level applies only to special class
Right Tool for the Job (Ex): There is no abilities such as spells per day, sneak attack,
telling what a packrat might be carrying in a etc. If the packrat has both bard and rogue lev-
pocket, pack, sack, or pouch. Once per day per els, each effective level increase must be
class level, a packrat can find on her person any applied to one class or the other. Once this
normal equipment item, including weapons, decision is made, it cannot be changed.
which could be packed away in one of her con-
tainers or carriers. The discovered item must fit
within one of the packrat’s containers or carri-
ers. For example, a packrat is not going to find
a longspear tucked away in her backpack.
Magical containers and carriers, such as bags
of holding, are highly prized by packrats.
42
Organization: Bobo’s
Bobo’s Raiders can easily serve as a foil for
Raiders good-aligned adventurers. It is not necessary
that there be outright animosity, at least at first.

The PCs could meet some of Bobo’s followers
Purpose
while working on their current adventure.
Bobo’s Raiders is a gang of mercenaries who Some other party could also have hired Bobo’s
specialize in theft and kidnapping. followers to seek the same objective as the
PCs. For example, the PCs have been hired to
Leader clear out a ruin infested by evil humanoids. As
part of their payment, any treasure they find is
Bobo Burrfoot (LE male halfling Rog8/Pak5) theirs to keep. At the same time, another inter-
ested party hires some of Bobo’s Raiders to
Current Activities enter the same ruin to retrieve a valuable magic
Bobo Burrfoot, a charismatic halfling item thought to be hidden in the ruin’s vaults.
rogue/packrat, has long had a talent for sur-
rounding himself with talented, morally sus- Of course, outright animosity from word one is
pect adventurers. Bobo started out small in and possible. If the PCs have made powerful ene-
around Green Hollows, a predominantly mies, those enemies could contract with Bobo’s
halfling state. There he engaged in petty theft Raiders to even the score. In a similar vein,
until his reputation made walking the streets Bobo has made powerful enemies, and the PCs
unsafe and put him high on the local clanwar- could be hired to bring the rogue to justice.
dens’ list of people to “talk” to. From Green
Hollows, Bobo traveled across country to the On the other hand, if the PCs are not the good
thriving coastal metropolis of Encridus. Bobo guys, they could seek out Bobo’s Raiders in
quickly came to the attention of one of order to join the organization. In the short term,
Encridus’s competing thieves’ guilds, called such an arrangement provides a ready-made
the Lower Quarter Gang, and was inducted. adventure hook as Bobo sends the PCs out on
one assignment after another. Ambitious PCs
Bobo’s organizational talents and leadership may try to rise through the ranks of the Raiders
ability advanced him quickly through the ranks or even seek to usurp Bobo’s control of the
of the Lower Quarter Gang. In fact, so quick organization.
was his rise that many senior elements of the
guild tried to have Bobo killed, but they all Psychic Interloper
failed fatally. After five years in Encridus,
Bobo gathered his most loyal followers and left There is vast but usually untapped psychic
the city. The power vacuum created by his potential locked within every human or within
departure spelled the end for the Lower Quarter those of human blood. Most people able to
Gang: The guild was crushed by competitors. actualize potential to manifest psionic powers
train as psions or psychic warriors. Rarely,
Using his cohort and followers as a base, Bobo however, a person with a particular mental pro-
has built a formidable mercenary organization file develops psionic abilities after being sub-
headquartered in a ruined elven fortress within jected to mind-wracking disease and poison.
the trackless Thornwood. Using a complicated For some unknown reason, the psychic trauma
system of animal messengers from “branch caused by cackle fever and insanity mist opens
offices” in several free cities, Bobo sells his very specific, previously blocked mental path-
services as a thief and kidnapper. His clients ways. As a result, the person affected by cack-
are not always as disreputable as one would le fever and insanity mist acquires psionic
expect. Although few good people would have powers and becomes a psychic interloper.
dealings with him, it can be honestly said that,
despite being evil, Bobo has a justified reputa- No class is more or less likely to become a psy-
tion for keeping his contracts faithfully and chic interloper than any other. However, the
confidentially. class features of a psychic interloper are
especially useful to rogues. Over the
years, what is basically an accident of
43
nature has been developed into a training pro-
gram that emphasizes dexterity, stealth, and
cunning. Consequently, a character with no
rogue levels prior to becoming a psychic inter-
loper usually picks up at least a few such levels
in order to take full advantage of the psychic

interloper’s class skills and features.
Psychic interlopers are quite rare. NPC psychic

interlopers usually fall into two categories.
First, there are those NPCs who developed
psionic powers and were trained by a lone psy-
chic interloper. These characters are usually
secretive and headstrong, preferring a solitary
life. The second category of NPC psychic inter-
lopers merits caution. The Interlopers at the
Mind’s Doors are a sinister organization of
criminals who form hidden guild societies and
use their psionic powers to aid them in their lar-
cenous activities. It is known that the
Interlopers at the Mind’s Doors deliberately
expose potential members to cackle fever and
insanity mist as part of their rites of initiation.
Those who survive to develop psionic ability
become members.
Hit Die: d6.
Requirements
To qualify to become a psychic interloper, a
character must fulfill all the following criteria.
Race: Human, half-elf, or half-orc.

Base Reflex Save: +3.
Concentration: 4 ranks.
Knowledge (psionics): 4 ranks.
Feat: Iron Will.
Special: Must have contracted cackle fever and
recovered without magical aid. Must have been
poisoned by insanity mist and recovered with-
out magical aid.
Class Skills
The psychic interloper’s class skills (and the
key ability for each skill) are Autohypnosis
(Wis, exclusive skill), Balance (Dex), Bluff
(Cha), Climb (Str), Craft (Int), Concentration
(Con), Disable Device (Int), Disguise (Cha),
Escape Artist (Dex), Gather Information (Cha),
Hide (Dex), Innuendo (Wis), Intuit Direction
(Wis), Jump (Str), Knowledge (Psionics) (Int),
(Dex), Pick Pocket (Dex), Profession (Wis),
Psicraft (Int), Read Lips (Int, exclusive skill),
Search (Int), Sense Motive (Wis), Spot (Wis),
44
Table 1-11: The Psychic Interloper
Base

1st +0 +0 +2 +2 Uncanny dodge (Dex bonus to AC)
2nd +1 +0 +3 +3 Sneak attack +1d6
3rd +2 +1 +3 +3
4th +3 +1 +4 +4
5th +3 +1 +4 +4 Uncanny dodge (can’t be flanked), sneak attack +2d6
6th +4 +2 +5 +5
7th +5 +2 +5 +5
9th +6 +3 +6 +6 Uncanny dodge (+1 vs. traps)
10th +7 +3 +7 +7
Table 1-11a: The Psychic Interloper’s Psionic Powers

Psionic Power
Level Psionic Power Combat Modes Points
1 Catfall 2 2
2 Inkling — 4
3 Conceal thoughts 3 8
4 Body equilibrium — 11
5 Chameleon 4 16
6 Glide — 21
7 Danger sense 5 26
8 Nondetection — 33
9 Amplified invisibility 6 40
10 Aura alteration — 47
Stabilize Self (Con, exclusive skill), Swim loper can no longer be flanked, since he can
(Str), Tumble (Dex), and Use Rope (Dex). react to opponents on opposite sides of him as
easily as he can react to a single attacker. This
Skill Points at Each Level: 4 + Int modifier. defense denies rogues the ability to use flank
attacks to sneak attack the psychic interloper.
Class Features The exception to this defense is that a rogue at
least four levels higher than the psychic inter-
All of the following are class features of the loper can flank him (and thus sneak attack
psychic interloper prestige class. him). At 9th level, the psychic interloper gains
an intuitive sense that alerts him to danger from
Weapon and Armor Proficiency: A psychic traps, giving him a +1 bonus to Reflex saves
interloper learns no new weapon or armor pro- made to avoid traps. If the psychic interloper
ficiencies. has another class that grants the uncanny dodge
ability, add together all the class levels of the
Uncanny Dodge (Ex): Starting at 1st level, the classes that grant the ability and determine the
psychic interloper gains the extraordinary abil- character’s uncanny dodge ability on that basis.
ity to react to danger before his senses would
normally allow him to even be aware of it. At Sneak Attack: Starting at 2nd level, any time
1st level and above, he retains his Dexterity the psychic interloper’s target would be denied
bonus to AC (if any) regardless of being caught her Dexterity bonus to AC (whether she
flat-footed or struck by an invisible attacker. actually has a Dexterity bonus or not) or
(He still loses his Dexterity bonus to AC if is flanked by the psychic interloper, the
45
immobilized.) At 5th level, the psychic inter-
psychic interloper’s attack deals +1d6 points of combat mode according to the schedule shown
damage. This extra damage increases by +1d6 on the above table.
points at 5th and 8th levels. Should the psychic
interloper score a critical hit with a sneak Power Points: A psychic interloper can mani-
attack, this extra damage is not multiplied. It fest his powers based on his available power
takes precision and penetration to hit a vital points. Psychic interlopers do not gain bonus
spot, so ranged attacks can only count as sneak power points for exceptional ability scores. The
attacks if the target is 30 feet away or less. power points gained as a psychic interloper do
not add to power points gained from other
With a sap or an unarmed strike, the psychic sources. Use the higher overall power point
interloper can make a sneak attack that deals total.
subdual damage instead of normal damage. He
to deal subdual damage in a sneak attack, not
Organization: Interlopers
even with the usual –4 penalty, because he at the Mind’s Doors
must make optimal use of his weapon in order
to execute the sneak attack.
Purpose
A psychic interloper can only sneak attack liv- The Interlopers exist to acquire wealth, experi-
ing creatures with discernible anatomies- ence forbidden pleasures, and develop psionic
undead, constructs, oozes, plants, and incorpo- power by any means necessary.
real creatures lack vital areas to attack.
Additionally, any creature immune to critical Leader
hits is similarly immune to sneak attacks. Also,
the psychic interloper must also be able to see Mad Hazle (NE half-orc female
the target well enough to pick out a vital spot Wiz6/Rog4/PIn10)
and must be able to reach a vital spot. The psy-
chic interloper cannot sneak attack while strik- Current Activities
ing at a creature with concealment or by strik- The Interlopers at the Mind’s Doors have exist-
ing the limbs of a creature whose vitals are ed for decades. Originally, the organization
beyond reach. If an psychic interloper gets a catered to hedonists seeking new sources of
sneak attack bonus from another source (such experience, and they had a penchant for hallu-
as rogue levels), the bonuses to damage stack. cinogenic drugs. As the story goes, one of the
original members—whose name is lost in the
Powers (Sp): A psychic interloper manifests a past—developed psionic powers after an
specific psionic power at each level, as indicat- extended exposure to controlled doses of insan-
ed on the above table. The psychic interloper ity mist. Further experimentation deduced that
uses these powers as a psion with a level equal this member had also suffered through cackle
to the character’s psychic interloper level. The fever as an adolescent. Conclusions were
DC for saving throws to resist a psychic inter- drawn, and soon the Interlopers changed. A
loper’s powers is 1d20 + the power’s level + new inner circle, all psychic interlopers, rose to
the psychic interloper’s key ability modifier (as control the organization.
determined by the particular power). The roll is
made by the attacking psychic interloper when The new leadership magically cultivated cack-
the power is manifested. A psychic interloper le fever and laid in a stock of insanity mist.
need not meet any minimum ability score Initiation to the Interlopers became limited to
requirement to manifest any of the psychic humans, half-elves, and half-orcs of sufficient
interloper’s powers. If he learns the appropriate health and mental strength to withstand expo-
metapsionic feats, a psychic interloper’s pow- sure to cackle fever and insanity mist in order
ers can be enhanced as they are manifested at to trigger the release of latent psionic powers.
the cost of additional power points. Consequently, the number of members fell
sharply while those who remained grew in per-
Psionic Combat Modes (Sp): At 1st level, a sonal power.
psychic interloper can choose to learn two of
the 10 psionic combat modes. At succeeding Mad Hazle, a wicked and remarkably cunning
levels, she can learn one additional psionic half-orc woman of enormous personal power,
46
leads the Interlopers. The organization itself
probably has no more than a dozen and a half
members, all of them having progressed at least
somewhat on the path of the psychic interloper.
The Interlopers retain some of their hedonistic

background, but the group has taken a dark
twist into sadism and madness. As such, they
operate by clandestine methods in several
cities, all of which are relatively close to at
least one other.
The Interlopers’ activities include thefts for

financing, kidnapping victims to serve as
unwilling participants in obscene celebrations,
and the acquisition of psionic items and knowl-
edge to further enhance the mental might of the
members. Most of the time, Interlopers work
alone or with only one or two other members.
At Mad Hazle’s request, however, the entire
organization meets in secret in order to work
toward some grand, invariably evil end.
The Interlopers can easily serve as recurring
villains in a campaign. Since each Interloper
cell operates more-or-less independently of the
others, it is possible that the PCs could
encounter them two or three times before even To that end, the Queen’s Coronets were creat-
realizing that there are any connections from ed, a body of nobles scattered throughout the
cell to cell. In a more structured plot, Mad families of the realm (and the factions of the
Hazle could have issued directives to several court), sworn to serve queen and country until
different cells to work on various facets of death.
some grand, evil scheme designed to spread
chaos and evil. The Coronets are master spies, keeping watch
over every political and social nuance then
A more subtle approach is to let it be known reporting their valuable information back to the
during the campaign that it is possible to devel- queen, to be used at her discretion. The organi-
op psionic powers with the right application of zation is secret, with each member bearing a
certain esoteric techniques, and that these tech- code name (typically jewel or jewelry related,
niques are known to a group called the though not exclusively so) and communicating
Interlopers. This could lead an interested PC to directly only with the queen. The Coronets
make inquiries and become acquainted with a have mastered the art of listening, searching,
seemingly polite, albeit eccentric, Interloper and evaluating information, all the while keep-
cover group. Only by completing certain initia- ing the veil of innocence wrapped tightly
tion tasks can the PC hope to gain the trust of around them. There are a few who suspect their
the group and learn its innermost secrets. Of existence (primarily those in the king’s infor-
course, only those individuals wicked enough mation network), but no one has uncovered the
are ever fully inducted. Others who learn too extent of the organization or the identities of
much become victims instead. those who are involved.
Queen’s Coronet Rogues and bards are naturals for this prestige
class. Characters of nearly any other class are
A ruler stays in power only so long as she can also found among the Coronets, if only to
remain one step ahead of her rivals. This rule assuage suspicion toward any individuals
has been true throughout history, and any ruler with specific skills.
fortunate enough to possess longevity knows it.
47
Hit Die: d6.
Requirements
To qualify to become a queen’s coronet, a char-
acter must fulfill all the following criteria.
Gather Information: 8 ranks.

Innuendo: 8 ranks.
Listen: 6 ranks.
Search: 6 ranks.
Sense Motive: 8 ranks.
Special: The character must be of noble birth
and must swear a blood oath to the queen. This
can be represented in most games by at least
one level in the aristocrat class.
Class Skills
The coronet’s class skills (and the key ability
for each skill) are Appraise (Int), Bluff (Cha),
Decipher Script (Int), Diplomacy (Cha),
Disguise (Cha), Forgery (Int), Gather
Information (Cha), Hide (Dex), Innuendo
(Wis), Intimidate (Cha), Knowledge (geogra-
phy, history, local, nobility and royalty) (Int),
(Dex), Perform (Cha), Pick Pocket (Dex), Read
Lips (Int), Ride (Dex), Search (Int), Sense
Motive (Wis), Speak Language, Spot (Wis),
Use Magic Device (Cha).
Class Features
queen’s coronet prestige class.
Weapon and Armor Proficiency: Coronets

are not expected to fight, nor are they chosen
for their fighting prowess. Still, the only candi-
dates for the positions are necessarily born of
the noble class, and they are typically trained in
martial skills from their youth. The coronet is
proficient in all simple and martial weapons
and all armor (heavy, medium, and light) and
all shields. Note that armor check penalties for
armor heavier than leather apply to the skills
Balance, Climb, Escape Artist, Hide, Jump,
Move Silently, Pick Pocket, and Tumble, and
that carrying heavy gear imposes a check
penalty on Swim checks.
Encode Missive (Ex): The coronet is highly

adept at using codes, and is trained in a variety
of them. Coronets can send messages encoded
into jewelry (specifically regarding the jewels
48
Table 1-12: The Queen’s Coronet
Base

1st +0 +0 +2 +2 Encode missive
2nd +1 +0 +3 +3 Seduction
3rd +2 +1 +3 +3 Composure +2
4th +3 +1 +4 +4 Slippery mind
5th +3 +1 +4 +4 Composure +4
6th +4 +2 +5 +5 Eidetic memory
7th +5 +2 +5 +5 Composure +6
8th +6 +2 +6 +6 Keen ear
9th +6 +3 +6 +6 Composure +8
10th +7 +3 +7 +7 Skill mastery
they choose, but also on a message actually against a new Bluff check result. Any obvious
hidden in the item), flower arrangements (by threat, such as the coronet casting a spell, draw-
the type and placement of the flowers), or writing a sword, or aiming a ranged weapon, auto-
ten codes. A coronet can identify and under- matically negates the effect.
stand a message left for him by a fellow coro-
net with a simple Innuendo check (DC 10). Composure (Ex): A coronet has mastered the
Others attempting to intercept messages must art of self-control, never allowing her true feel-
first make a Spot check (DC 25) to notice that ings or thoughts to show. At 3rd level, coronets
the item in question has a hidden meaning, then gain a +2 competence bonus to ability checks,
must make an Innuendo check (DC 20 + the skill checks, and Will saves when someone is
class level of the coronet) to decipher the code. attempting to force information from them.
This bonus increases to +4 at 5th level, +6 at
Seduction (Ex): Coronets are skilled in the arts 7th level, and +8 at 9th level.
of distraction, even when it involves using their
feminine (or masculine) wiles on a member of Eidetic Memory (Ex): A coronet with this
the opposite sex to confuse matters for a time. ability is able to remember any visual image he
A coronet may use her charm and physical sees with near-perfect accuracy. Characters
appeal to distract and enamour a member of the with this ability gain a +4 competence bonus
opposite sex. The coronet and the target must on all Knowledge, Appraise, Search, and Spot
be able to pay attention to one another. The dis- checks.
traction of nearby combat or other dangers pre-
vents the ability from working. Keen Ear (Ex): A coronet with this ability has
a flawless memory for sounds. The coronet
The coronet must make a Bluff check with a gains a +4 competence bonus on Listen checks,
bonus equal to her class level, and the target and with an Intelligence check (DC 13) can
can negate the effect with a Will saving throw recall entire overheard conversations, identify
equal to or greater than the coronet’s check people by voice, discern numbers and groups
result. If the saving throw succeeds, the coronet of people strictly from sound, and make other
cannot attempt to seduce that individual again sound-based identifications or deductions as
for 24 hours. If the saving throw fails, the tar- appropriate.
get is enraptured by the coronet and will remain
quiet and still, so as to best receive the atten- Slippery Mind (Ex): This extraordinary abili-
tions offered by the coronet. While being ty, gained at 4th level, represents the coronet’s
seduced, the target’s Spot, Listen, and Sense ability to wriggle free from magical effects that
Motive checks suffer a –4 penalty. Any poten- would otherwise control or compel her. If the
tial threat (such as a disapproving spouse walk- coronet is affected by an enchantment and
ing past the target’s line of sight) allows the fails her saving throw, one round later
seduced character a second saving throw she can attempt her saving throw again.
49
She only gets this one extra chance to succeed Queen Nerith’s assignments were not without
at her saving throw. If it fails as well, the spell’s risk, and many were quite dangerous. Her
effects proceed normally. adversaries had no intention of releasing the
king from their clutches and were willing to do
Skill Mastery (Ex): At 10th level, the coronet whatever was necessary to keep their power
selects a number of skills equal to 3+ her regardless of cost. Still, Nerith’s chosen spies
Intelligence modifier. When making a skill were all agreed upon the necessity of the task,
check with one of these skills, the coronet may fearing for the fate of the kingdom—and their
take 10 even if stress and distractions would queen—were the king to continue unchecked.
normally prevent her from doing so. She
becomes so certain in her skill that she can use In order to keep them as safe as possible,
her skill reliably even under adverse condi- Queen Nerith ensured that no one aside from
tions. The coronet may only select the follow- herself knew who her spies were. She referred
ing skills for this ability: Bluff, Diplomacy, to them as her “jewels,” and each had a jewel
Disguise, Forgery, Gather Information, Hide, or jewelry-related code name. The color of a
Innuendo, Intimidate, Knowledge, Listen, jewel was used as a signal between the queen
Move Silently, Read Lips, Sense Motive, and and her spy, to let it be known that she had
Spot. information to relay. On the rare occasion that
the spies met together, they appeared masked
Organization: The Queen’s and work heavy robes so as to disguise their
true appearance, even from each other.
Coronets
The system worked well, and Nerith was able
remove her rivals for Erison’s attention. Her
Purpose spies worked well and efficiently and main-
The Queen’s Coronets are a group of nobles tained their secrecy despite a number of close
recruited by the queen to serve as her eyes and calls. Nerith was so impressed that she kept the
ears in the court and to conduct covert activities system in place, adding a new coronet whenev-
as necessary to keep the queen reigning effec- er one wished to retire or otherwise passed out
tively. of court life. When her son became king, Nerith
instructed his wife, Elsabeta, in the uses of the
Leader coronets and their necessary skills. Queen
Elsabeta continued to put the Queen’s Coronets
Queen Issaria (NG human female Ari9/Cor7) to good use, and through their good work, the
royal family avoided a number of potentially
Current Activities dangerous situations culminating in a foiled
The Queen’s Coronets were created more than assassination attempt on Colin in his 15th year
75 years ago, under the reign of Queen Nerith. as king.
Her husband, King Erison, was a distant hus-
band and foolish ruler. He disdained the com- The current Queen, Issaria, is the wife of
pany of his wife and advisors and instead gave Nerith’s grandson, Colin. She is devoted to the
his ear to those who indulged his pursuits and continuation of the line and the ascension of
caught his fancy. Nerith feared for their contin- her son, Reanar, and uses the coronets to
ued reign if Erison were left to his own devices, remove any obstacle to that eventuality. Some
but for her to act publicly would wreck what of the coronets are concerned about the current
little stability their court still possessed. Queen’s single-minded devotion to the power
of the royal family as opposed to the good of
To this end, she recruited a number of highborn the kingdom, but most see that her goals
ladies and lords, all of them loyal to the royal include ensuring that the kingdom remains
family, all of them quick witted and silver healthy, intact, and in the best possible condi-
tongued. She laid upon them the solemn duty tion for her son.
of learning the weaknesses of those who held
Erison’s ear as well as the means by which she Campaign Integration
could destroy them in the sight of the king. The Queen’s Coronets are ideal for a noble-
based campaign set in a specific kingdom. It is
unlikely that more than one character in any
50
given group will be a member of the Coronets, Alignment: Any good.
but it is possible. If a DM wishes to use the Skills: Gather Information 8 ranks, Search 8
Coronets as a focus for a campaign, it can pro- ranks, Sense Motive 8 ranks.
vide an excellent opportunity to introduce ele- Feats: Alertness.
ments of espionage, social maneuvering, and

politics. Class Skills
If the DM wishes to use the Coronets as an The questioner’s class skills (and the key abili-
exclusively NPC organization, no more than ty for each skill) are Appraise (Int), Balance
one or two coronets should be brought into a (Dex), Bluff (Cha), Climb (Str), Craft (Int),
game at any one time. That should be suffi- Decipher Script (Int, exclusive skill),
cient, however, to draw the characters into a Diplomacy (Cha), Disable Device (Int),
web of intrigue and deceit. Alternatively, the Disguise (Cha), Escape Artist (Dex), Forgery
Coronets might act as adversaries to the PCs. (Int), Gather Information (Cha), Hide (Dex),
The PCs could be hired by a noble who wishes Innuendo (Wis), Intimidate (Cha), Intuit
to weaken the royal family’s rule, only to be Direction (Wis), Jump (Str), Listen (Wis),
intercepted by one of the coronets. A coronet Move Silently (Dex), Open Lock (Dex),
could also hire the characters to help in a plot Perform (Cha), Pick Pocket (Dex), Read Lips
he or she has concocted, designed to eliminate (Int, exclusive skill), Search (Int), Sense
a perceived threat to the queen’s rule. Motive (Wis), Spot (Wis), Swim (Str), Tumble
(Dex), Urban Lore* (Wis), Use Magic Device
(Cha, exclusive skill), Use Rope (Dex), and
Questioner Wilderness Lore (Wis). *This skill is presented
in Traps & Treachery.
Questioners are experts at unraveling myster-
ies, solving problems, and punishing criminals
that would otherwise get away. Sometimes they
work for hire, selling their skills to those who
need help. Other times they work on their own Class Features
and take what they need from the criminals and All of the following are class features of the
villains they hunt. Sometimes the normal questioner prestige class.
agents of law cannot tell the difference between
these vigilantes and the criminals they oppose, Weapon and Armor Proficiency: Questioners
but the difference is there. use stealth and subtlety where possible, so their
choices of weapons and armor are limited.
Rogues are the most common questioners, They are proficient with the same weapons as
because they most often have the skills needed rogues. Questioners are not proficient with any
to pursue the class. Rangers and bards have armor, but they are proficient with shields.
also been known to follow this path. Other Note that armor check penalties for armor
classes are only rarely questioners, unless they heavier than leather apply to the skills Balance,
are also multiclass rogues. Climb, Escape Artist, Hide, Jump, Move
Silently, Pick Pocket, and Tumble. Also, Swim
NPC questioners are vigilantes who operate checks suffer a –1 penalty for every 5 pounds
independently. Most questioners learn their of armor, equipment, or loot carried.
skills from Gareth Windwallow, but when they
are practicing their craft they work better alone. Bonus Feat: At 1st, 4th, 7th, and 10th levels a
NPC questioners can make strong adversaries questioner gets a bonus feat in addition to the
or allies, depending on the activities of the PCs. feats a character gets every three levels. These
They can also be used as opposition to a group bonus feats must be drawn from the following
of good PCs. list: Expertise, Improved Disarm, Improved
Knockout Attack*, Improved Trip, Keen
Hit Die: d6. Vision*, Knockout Attack*, Run, Shadow*,
Skill Focus (any class skill), Track.
Requirements
*These feats are presented in Traps &
To qualify to become a questioner, a character
Treachery.
51
Sneak Attack: Any time the questioner’s target
bonus or not), or when the questioner flanks the
target, the questioner’s attack deals extra dam-
age. The extra damage is +1d6 at 2nd level and

an additional 1d6 every three levels thereafter.
Should the questioner score a critical hit with a
sneak attack, this extra damage is not multi-
plied. Ranged attacks can only count as sneak
attacks if the target is within 30 feet. The ques-
tioner can’t strike with deadly accuracy from
beyond that range.
With a sap (blackjack) or an unarmed strike,

the questioner can make a sneak attack that
age. Before 3rd level, the questioner cannot use
a weapon that deals normal damage to deal
subdual damage in a sneak attack, not even
with the usual –4 penalty.
A questioner can only sneak attack a living

creature with a discernible anatomy. Any crea-
vulnerable to sneak attacks. The questioner
must be able to see the target well enough to
pick out a vital spot and must be able to reach
a vital spot. The questioner cannot sneak attack
while striking a creature with concealment or
striking the limbs of a creature whose vitals are
beyond reach. If a questioner gets a sneak
Special Abilities: At 3rd, 6th, and 9th levels, a

questioner may select a special ability from
among the following:
Crippling Strike: A questioner with this extra-

ordinary ability can sneak attack opponents
with such precision that his blows weaken and
hamper them. When the questioner damages an
opponent with a sneak attack, that character
also takes 1 point of temporary Strength dam-
age. Ability points lost to damage return on
their own at the rate of 1 point per day for each
damaged ability.
Defensive Roll: The questioner can roll with a

potentially lethal blow to take less damage
from it. Once per day, when a questioner would
be reduced to 0 hit points or less by damage in
combat (from a weapon or other blow, not a
spell or special ability), the questioner can
attempt to roll with the damage. He makes a
52
Table 1-13: The Questioner
Base

1st +1 +0 +2 +0 Bonus feat
3rd +3 +1 +3 +1 Special ability
6th +6 +2 +5 +2 Special ability
10th +10 +3 +7 +3 Bonus feat
Reflex saving throw (DC = damage dealt) and, gain this special ability multiple times, select-
if he’s successful, he takes only half damage ing additional skills for it to apply to each time.
from the blow. He must be aware of the attack
and able to react to it in order to execute his Slippery Mind: This extraordinary ability rep-
defensive roll—if he is denied his Dexterity resent’s the questioner’s ability to wriggle free
bonus to AC, he can’t roll. Since this effect from magical effects that would otherwise con-
would not normally allow a character to make trol or compel him. If a questioner with a slip-
a Reflex save for half damage, the questioner’s pery mind is affected by an enchantment and
evasion ability—if he has it—does not apply to fails his saving throw, 1 round later he can
the defensive roll. attempt his saving throw again. He only gets
this one extra chance to succeed at his saving
Improved Evasion: This ability works like eva- throw.
sion, except that while the questioner still takes
no damage on a successful Reflex save against Urban Tracking: Questioners are skilled at fol-
spells such as fireball or a breath weapon, he lowing their quarry through the twisting maze
now takes only half damage on a failed save of streets that make up most cities. The ques-
(the questioner’s reflexes allow him to get out tioner receives a +2 competence bonus on all
of harm’s way with incredible speed). Urban Lore skill checks used with the Shadow
feat. He also gains a +2 competence bonus on
Reputation: The questioner is known by his all Hide and Spot checks made during a shad-
quarry, and his reputation is a threatening one. owing attempt.
Once per day, the questioner can confront an
opponent and intimidate him as a standard
action. The questioner rolls an Intimidate skill
Organization: The
check opposed by the target’s Will saving Questioners
throw. If the questioner wins the opposed
check, the target is shaken (–2 morale penalty
on attack rolls, weapon damage rolls, and sav- Purpose
ing throws) for the remainder of the encounter. The questioners are a group of investigators
and problem-solvers. They focus their attention
Skill Mastery: The questioner selects a number on the criminal element of society and seek to
of skills equal to 3 + his Intelligence modifier. bring the worst of them to justice. Though they
When making a skill check with one of these match their quarry in abilities and methods, the
skills, the questioner can take 10 even if stress questioners are different in intent. They seek to
and distraction would normally prevent him make the world—or their little part of it—
from doing so. He becomes so certain in his better and safer by removing the most
skill that he can use his skill reliably even dangerous elements.
under adverse conditions. The questioner may
53
let such a travesty of justice happen again while
Leader
he had strength left in him. He began to walk
Gareth “Four-thorn” Windwallow (LG halfling the path of a paladin and to right the wrongs he
male Rog5/Pal3/Que10) found in his travels.
Current Activities Perhaps it was a natural failing in Gareth

Windwallow, or maybe he simply did not
Gareth Windwallow spent his young life as a understand what the gods expected of him.
drifter. He wandered from one town to the next Whatever the case, Gareth did not long walk
living by his wits and luck. Like many of his the wearying path of a paladin. He knew what
race, he had the skills and abilities of an excel- he needed to do, but he felt that the role of a
lent rogue, but he always took particular plea- warrior-protector was too much for him. He
sure in stealing the ill-gotten gains of criminals. turned instead to the guile that had always
He made a name for himself, and a tidy sum of come easily to him. He found ways to turn it to
money, in this manner. It was his soft heart that his advantage. He discovered a knack for turn-
first started changing things for him. ing the tricks of the crafty against them and
beating the criminals at their own game.
While Gareth never had a problem taking care
of himself and getting out of the way before The questioners were the result of Gareth’s
trouble came for him, he knew that not every- wanderings. He found the means of using his
one was so blessed. He never spent much time native abilities for justice and for the benefit of
thinking about it, as he had never had a solution himself and others. Deciding that he could do
for the problems of others. But a human street more if he was not alone, Gareth taught his
waif named Jon changed that. The boy was ways to others and the questioners were born.
hungry and living in an alley when Gareth Not quite a guild, they are an association of
found him. Appalled by the situation, the like-minded individuals who share the varied
inquisitive halfling asked Jon how he’d come talents of rogues but value the ideals of justice.
to live on the streets if he didn’t know his way While they do not always follow the rules
around. The human child explained that he themselves, the questioners believe that they’re
lived alone with his father normally, but that doing the right thing and that more good comes
his father had disappeared and never came of their activities than harm.
home. Jon went out to look for him but got lost.
Believing that the child obviously just needed

someone to help him find home, Gareth helped The questioners can serve a number of useful
Jon track down his old home using descriptions functions in a campaign. They can offer helpful
and the neighbors’ names that the boy remem- advice or needed assistance in almost any plot
bered. Finding the home, however, only com- in which the characters face criminal oppo-
plicated the situation. There were signs of a nents. If the PCs show any desire to pursue the
struggle and it became obvious to Gareth that ideals of the questioners, one of the characters
Jon’s father was not going to come home on his might be invited to join the organization and be
own. Gareth faced a dilemma. It was clear that trained in their skills. The questioners can also
Jon’s problem was more complex than he serve to help rein in PCs who start getting out
knew, and that Gareth himself would have to of hand. Their useful shadowing and tracking
become somewhat involved if he decided to abilities allow them to act as a reminder to
help the boy. His only alternatives were to characters that forget that even they can be
leave the child to his fate or to take him in him- punished for their misdeeds.
self. Neither sounded like what the free-spirit-
ed halfling wanted to do. NPC questioners are most often single-minded
in their pursuits. The path of this prestige class
Gareth made the choice that set his path for requires some focus and dedication. Despite
years to come. He tracked down Jon’s father this, not all questioners need to be so pure of
and freed the man from his captors. The idea of heart. Some questioners have been tempted by
a lone child starving on the street haunted him the lives of the criminals they hunt and may
so that he could not rest, and he decided that trade sides to work for underworld figures. A
the Blessed One was calling him. Gareth corrupted questioner makes for a crafty and
finally answered his call and swore never to flexible villain, as he knows all the tricks. Such
54
traitors would surely be hunted by the uncor-
rupted questioners, who might also be willing
to help the PCs work against their fallen com-
rade.

Royal Assassin
The royal assassin is an agent for good king-
doms, used to eliminate evil threats to the king-
dom itself. Unlike some assassins, she does not
depend on poisons and spells to succeed, but
rather on her skills in stealth and swordplay.
Each royal assassin is different: While one may
utilize pure stealth and silence for success,
another may use disguise and trickery to get
close to a target. Rogues are perfect for becom-
ing royal assassins, as stealth and skill are
essential. Multiclassed fighters, ex-paladins,
sorcerers, wizards, and monks also work well
as royal assassins as a high combat prowess is
also important and spellcasting talent is help-
ful. Barbarians, clerics, and bards typically do
not become royal assassins, but some excep-
tions do exist.
Hit Die: d6.
Requirements
To qualify to become a royal assassin, a char-
Alignment: Any non-evil.

Base Attack Bonus: +6.
Sneak Attack: The character must have the
sneak attack ability.
Skills: Hide 8 ranks, Move Silently 8 ranks,
two rogue class skills 3 ranks each.
Special: The character must successfully
assassinate any enemy of the kingdom (at the
king or queen’s request). This enemy must be
evil.
Class Skills
The royal assassin’s class skills (and the key
ability for each skill) are Balance (Dex), Bluff
(Cha), Climb (Str), Craft (Int), Disable Device
(Int), Disguise (Cha), Gather Information
(Cha), Hide (Dex), Innuendo (Wis), Intimidate
(Cha), Intuit Direction (Wis), Jump (Str),
(Dex), Read Lips (Int, exclusive skill), Search
(Str), Tumble (Dex), and Use Rope (Dex).

55
Table 1-14: The Royal Assassin
Base

1st +0 +2 +2 +0 Death attack
2nd +1 +3 +3 +0 Bonus feat, sneak attack +1d6
3rd +2 +3 +3 +1
5th +3 +4 +4 +1 Assassin of evil +1
6th +4 +5 +5 +2 Bonus feat, sneak attack +3d6
7th +5 +5 +5 +2
9th +6 +6 +6 +3 Assassin of evil +2
10th +7 +7 +7 +3 Bonus feat, sneak attack +5d6
plus 1 round per class level of the royal assas-

Class Features
sin. If the victim’s saving throw succeeds, the
All of the following are features of the royal attack is just a normal sneak attack. Once the
assassin prestige class. royal assassin has completed the 3 rounds of
study, she must make the death attack within
Weapon and Armor Proficiency: The royal the next 3 rounds. If a death attack is attempted
assassin is proficient with the crossbow (hand, and fails (the victim makes her save) or if the
light, or heavy), dagger (any type), dart, rapier, royal assassin does not attempt the attack with-
sap, shortbow (normal and composite), and in 3 rounds of completing the study, 3 new
short sword. She is proficient with light armor rounds of study are required before she can
but not with shields. Note that armor check attempt another death attack.
to the skills Balance, Climb, Escape Artist, Bonus Feats: Beginning at 2nd level, the royal
Hide, Jump, Move Silently, Pick Pocket, and assassin receives a bonus feat. The royal assas-
Tumble. Swim checks suffer a –1 penalty for sin gains an additional bonus feat at 6th level
every 5 pounds of armor and equipment car- and a final bonus feat at 10th level. These
ried. bonus feats must be selected from the follow-
ing list: Ambidexterity, Blind-Fight, Combat
Death Attack: For many rogues, the art of Reflexes, Dodge (Mobility, Spring Attack),
death is a passion, but for the royal assassin it Exotic Weapon Proficiency*, Expertise
is a religion. If the royal assassin studies her (Improved Disarm, Improved Trip, Whirlwind
victim for 3 rounds and then makes a success- Attack), Improved Critical*, Improved
ful sneak attack with a melee weapon that deals Initiative, Improved Unarmed Strike, Point
damage, the sneak attack has the additional Blank Shot (Far Shot, Precise Shot, Rapid
effect of possibly either paralyzing or killing Shot, Shot on the Run), Power Attack (Cleave,
the target (the royal assassin’s choice). While Improved Bull Rush, Sunder, Great Cleave),
studying her victim, the royal assassin may Quick Draw, Two-Weapon Fighting (Improved
take other actions so long as her attention stays Two-Weapon Fighting), Weapon Finesse*, and
focused on the target and the target does not Weapon Focus*. Some of the bonus feats avail-
detect the royal assassin or recognize the royal able to the royal assassin cannot be acquired
assassin as an enemy. If the victim of such an until she has gained one or more prerequisite
attack fails her Fortitude saving throw (DC 10 feats; these feats are listed parenthetically after
+ the royal assassin’s class level + the royal the prerequisite feat. The royal assassin can
assassin’s Intelligence modifier) against the kill select feats marked with an asterisk (*) more
effect, she dies. If the saving throw fails against than once, but it must be for a different weapon
the paralysis effect, the victim’s mind and body each time. The royal assassin must still meet all
become enervated, rendering her completely prerequisites for a feat, including ability score
helpless and unable to act for 1d6 rounds and base attack bonus minimums.
56
Sneak Attack: The tactics of her rogue training
carry over well into her life as a royal assassin. Organization: The Silent
Beginning at 2nd level, any time the royal
assassin’s target would be denied her Dexterity Circle
bonus to AC (whether she actually has a

Dexterity bonus or not), the royal assassin’s
Purpose
attack deals +1d6 points of damage. This extra
damage increases by +1d6 points every other In times of conflict, the need for assassins is
level (+2d6 at 4th level, +3d6 at 6th level, and one that even the noblest leaders of state and
so on). If the royal assassin makes a critical hit kingdom cannot overlook. Tyrants, terrorist
with a sneak attack, this extra damage is not organizations, and other enemies threaten the
multiplied. It takes amazing precision and pen- peaceful existence that many kingdoms enjoy.
etration to hit a vital spot, so ranged attacks can To protect these freedoms, a king must look to
only count as sneak attacks if the target is 30 an elite group of noble but lethal assassins—
feet away or less. the Silent Circle.
With a sap or an unarmed strike, the royal Leader

assassin may make a sneak attack that deals
subdual damage instead of normal damage. She Vasken (LN human male Rog8/Roy9)
to deal subdual damage in a sneak attack, not Current Activities
even with the usual –4 penalty, because she Though many critics believe the use of assas-
must make optimal use of her weapon in order sins is a violation of everything good and noble
to execute the sneak attack maneuver. within a kingdom, it is a necessary measure for
many leaders. The stigma of assassins is that of
The royal assassin may only sneak attack living stealth, poison, and evil (yet elegant) brutality.
creatures with discernible anatomies—undead, While many of these ideas are true of assassins
constructs, oozes, plants, and incorporeal crea- in general, there are some cells that function as
tures lack vital areas to attack. Additionally, protectors of a kingdom’s ideals from outside
any creature immune to critical hits is similar- evils, elite guardsmen to the king and peace-
ly immune to sneak attacks. Also, the royal keepers within hostile city-states. The threat of
assassin must also be able to see the target well assassination and invasion by hostile nations is
enough to pick out a vital spot and must be able always present in the mind of a leader.
to reach a vital spot. The royal assassin cannot
sneak attack while striking at a creature with This is where the assassins of the Silent Circle
concealment or by striking the limbs of a crea- come into play. The group is comprised of the
ture whose vitals are beyond reach. If the royal king’s best agents (also called royal assassins)
assassin receives a sneak attack bonus from of varying races, genders, and skills. Through
another source (such as rogue levels), the espionage, intelligence, or unmentionable tac-
bonuses to damage stack. tics, the king’s inner circle learns of would-be
assassins, terrorists, and dictators planning
Assassin of Evil: The royal assassin is a ser- movements against the kingdom or king him-
vant of her kingdom. Her skills in the arts of self. Once these threats are identified, the
death and assassination are not used for evil Circle is sent into action with two goals in
purposes, but rather for the good of her sover- mind: containment of the situation or the elim-
eign. Beginning at 5th level, the royal assassin ination of the hostile threat.
gains a +1 morale bonus to all attack and
weapon damage rolls agains evil opponents. At The Circle members achieve these goals in a
9th level, this bonus increases to +2. variety of ways, depending on the situation
itself. In many cases, well-planned assassina-
tions are staged. This process involves watch-
ing the target from afar, logging his or her daily
movements, establishing weaknesses in the tar-
get’s security, and waiting. The waiting
itself is often the greatest discipline of the
assassin. In these scenarios, the time
57
these scenarios, a Circle member must become
close enough to the target to assassinate him
within a private social situation. If this is
through a false romantic relationship, business
dealings, or a private dinner, the Circle member
must finesse her way into the target’s inner cir-

cle and strike from within.
It is this type of cunning and skill that allows

the Silent Circle to continue to serve and pro-
tect the king’s peace. The Silent Circle is not an
evil organization: They are assassins of good
heart and intent who use all necessary tactics to
eliminate threats to the peace and freedom their
people and king enjoy.
There are two primary uses for the Silent Circle
in an ongoing fantasy campaign. The first is as
allies to the PCs in the protection of the king
and his realm. The Circle members are valu-
able allies to have. When a threat to the king-
dom emerges, the Circle and the PCs are
assigned to eliminate the threat. This is a sce-
nario that could require a great journey, chal-
lenging intelligence to gather, and several
months of game play to achieve the final goal.
spent preparing for the most opportune
moment could be several days or even weeks. The second use for the Silent Circle is as adver-
This is necessary for both the success of the saries to the PCs. One of the PCs could achieve
mission, the safety of the Circle members, and a small amount of prestige and status that cre-
the utmost secrecy of the king’s involvement. ates talk of her actions among the border towns
Once these parameters have been met, the tar- of the kingdom. As rumors tend to spread in
get is attacked and usually eliminated. distance and vary in truth, by the time the sto-
ries reach the capital, the PC is a would-be rev-
This, of course, is no simple process. Within an olutionary or tyrant. The Silent Circle is sent to
enemy’s borders the odds of a stealthy escape deal with the PC and chaos erupts. Depending
are slim. Many after-mission precautions and on the situation, the PC could be slain or the
procedures are also necessary. For example, situation could be resolved as a misunderstand-
particularly if the target was a powerful servant ing, leading to a lasting friendship or alliance
of a deity, the Circle must ensure that the target between the Silent Circle and the characters.
cannot be returned to life—at least, not without
a great deal of effort. The Circle must either Sail Master
destroy the body entirely (usually through
magic), take the body back with them, or The sail masters are elite members of the
destroy or imprison the target’s spirit. This cre- Brotherhood of Sailors, a professional organi-
ates a higher degree of mission difficulty, but zation comprised of sailors and captains with
the dividends for such a thorough operation are the goal of offering a bit of security for those
great indeed. who follow one of the riskiest professions in
the world. The sail masters are all highly expe-
Each of the Silent Circle members is trained in rienced sailors who have proven their worth on
the art of social interaction, disguise, and per- multiple ships. They must be recommended to
formance. These skills are put into play against the rank by another sail master and must pass
targets under heavy security, so heavy in fact an exhaustive battery of tests in order to gain
that the Circle cannot reach the target by the the title.
conventional means of assassination. In
58
Sail masters are considered the backbone of the
Brotherhood, and you’ll find at least one in
every chapterhouse around the world. A ship
that carries a sail master never has trouble find-
ing a crew, and the sail masters themselves

never lack for a berth on nearly any ship they
desire. Sail masters are an excellent choice for
a maritime campaign, where the majority of the
players are expected to either travel with or
serve as a ship’s crew, sailing from port to port
in search of wealth and adventure. In addition
to being exceptional sailors, they are also pro-
ficient spellcasters who use their magical tal-
ents to serve their ships and ensure a safe voy-
age.
Hit Die: d8.
Requirements
To qualify to become a sail master, a character
Balance: 6 ranks.
Climb: 6 ranks.
Profession (sailor): 8 ranks.
Use Rope: 8 ranks.
Special: Membership in the Brotherhood of
Sailors (dues are 50 gp per year).
Alignment: Any. The life of a sailor requires
the flexibility to bend to the whims of fate and
the sea. At the same time, life on a ship is strict-
ly ordered, allowing those who desire structure
in their lives to succeed as well. Morality in
such a harsh world is similarly subjective,
allowing for a mix of beliefs and outlooks.
Class Skills
The sail master’s class skills (and the key abil-
ity for each skill) are Balance (Dex), Climb
(Str), Craft (Int), Escape Artist (Dex), Gather
Information (Cha), Hide (Dex), Intuit Direction
(Wis), Jump (Str), Knowledge (any) (Int),
Move Silently (Dex), Profession (sailor) (Wis),
Spot (Wis), Swim (Str), Tumble (Dex), Use
Rope (Dex).
Class Features
sail master prestige class.
Weapon and Armor Proficiency: Sail masters

are proficient with the club, crossbow (hand or
light), dagger (any type), rapier, sap, shortbow
59
Table 1-15: The Sailmaster
Base

1st +0 +2 +2 +0 Combat feat
3rd +2 +3 +3 +1
4th +3 +4 +4 +1 Combat feat
5th +3 +4 +4 +1
6th +4 +5 +5 +2 Uncanny dodge (can’t be flanked)
7th +5 +5 +5 +2 Combat feat
8th +6 +6 +6 +2
9th +6 +6 +6 +3 Skill mastery
10th +7 +7 +7 +3 Combat feat, uncanny dodge (+1 vs. traps)
Spells per Day

1st 2nd 3rd 4th
1 0 — — —
2 1 — — —
3 1 0 — —
4 1 1 — —
5 1 1 0 —
6 1 1 1 —
7 2 1 1 0
8 2 1 1 1
9 2 2 1 1
10 2 2 2 1
(normal and composite), and short sword. Sail Some of the bonus feats may not be acquired
masters are proficient with light armor, but not until the sail master has gained one or more
with shields. Note that armor check penalties prerequisite feats; these feats are listed paren-
for armor heavier than leather apply to the thetically after the prerequisite feat. Feats
skills Balance, Climb, Escape Artist, Hide, marked with an asterisk (*) may be chosen
Jump, Move Silently, Pick Pocket, and Tumble. more than once, but it must be for a different
Swim checks suffer a –1 penalty for every 5 weapon each time. A sail master must still meet
pounds of armor and equipment carried. all prerequisites for a feat, including ability
score and base attack bonus minimums. (See
Combat Feat: Starting at 1st level and contin- Chapter 5: Feats, PHB, for descriptions of feats
uing every three levels thereafter, a sail master and their prerequisites.)
may choose a bonus combat feat. The feat must
be chosen from the following list: Uncanny Dodge (Ex): Starting at 2nd level,
Ambidexterity, Blind-Fight, Combat Reflexes, the sail master may react to danger before her
Dodge (Mobility, Spring Attack), Exotic senses would normally allow her to even be
Weapon Proficiency*, Expertise (Improved aware of it. At 2nd level and above, sail masters
Disarm, Improved Trip, Whirlwind Attack), retain their Dexterity bonuses to AC (if any) if
Improved Critical*, Improved Initiative, caught flat-footed or struck by an invisible
Improved Unarmed Strike (Stunning Fist), attacker.
Point Blank Shot (Far Shot, Precise Shot,
Rapid Shot), Quick Draw, Two-Weapon At 6th level, the sail master can no longer be
Fighting (Improved Two-Weapon Fighting), flanked, since he can react to opponents on
Weapon Finesse*, Weapon Focus*, Weapon opposite sides of him as easily as he can react
Specialization*. to a single attacker. This defense denies rogues
the ability to use flank attacks to sneak attack
60
the sail master. A rogue at least four levels You can call up a brisk wind out of nowhere.
higher than the character, however, can still The wind you create (14 + 1d6 mph) is suitable
flank her (and thus use his sneak attack against for fast sailing and blows in the direction you
her). desire. You may change the direction of the
wind at will until the spell ends. Changing the

Skill Mastery (Ex): The sail master selects a direction of the wind requires concentration.
number of skills equal to 3 + her Intelligence
modifier. On any skill check with one of these The verbal component of this spell is a whistled
skills, the sail master may take 10 even if stress tune, preferably a sailor’s chantey.
and distractions would normally prevent her
from doing so. She becomes so certain in her Stable Decks
skill that she can use her skill reliably even
under adverse conditions. Transmutation
Level: Sam 3
Spells: Beginning at 1st level, a sail master Components: V, S, F
gains the ability to cast a small number of Casting Time: 1 action
divine spells. To cast a spell, the sail master Range: Medium (100 ft. + 10 feet per caster
must have a Wisdom score of at least 10 + the level)
spell’s level, so a sail master with a Wisdom of Targets: You and 1 additional creature per
10 or lower cannot cast these spells. Sail mas- caster level
ter bonus spells are based on Wisdom, and sav- Duration: 1 hour/level
ing throws against these spells have a DC of 10 Saving Throw: None
+ spell level + the sail master’s Wisdom modi- Spell Resistance: Yes
fier (if any). When the sail master gets 0 spells
of a given level, such as 0 1st-level spells at 1st Characters affected by this spell are temporari-
level, the sail master gets only bonus spells. A ly given an unfailing sense of balance. They are
sail master without a bonus spell for that level able to remain upright, even when the deck of
cannot yet cast a spell of that level. The sail a ship heaves under their feet like a living
master’s spell list appears below. A sail master thing. The targets of this spell receive a +10
prepares and casts spells just as a cleric does. luck bonus on all Balance checks for the dura-
tion of the spell. In addition, they cannot be
knocked prone.
Sail Master Spell List
Sail masters choose their spells from the fol- Focus: A solid glass egg, weighted on the larg-
lowing list: er end so that it will stand upright.
1st level—animate rope, create water, compre-

hend languages, obscuring mist.
Organization: The
2nd level—cat’s grace, fog cloud, protection Brotherhood of Sailors
from elements, whistle up the wind.
3rd level—remove disease, repel vermin, sta-
ble decks, water breathing. Purpose
4th level—commune with nature, control The Brotherhood of Sailors is a professional
water, control winds, quench. organization made up of men and women who
sail the seas for a living. It is dedicated to pro-
Whistle up the Wind viding better working conditions, fair treat-
Evocation ment, and a modicum of security to all who sail
Level: Sam 2 the seas, as well as making a profit for itself
Components: V, S where possible.
Casting Time: 1 action
Range: 40 ft./level Leader
Target: 40 ft./level radius centered on you Sail mistress Deliah Burke (LN human female
Duration: 1 hour + 1 hour/level Rog12/Sam7)
Saving Throw: None
Spell Resistance: No
61
at every port, and soon they were sailing with a

Current Activities
full complement. Fortune smiled on the group,
The Brotherhood is as old an organization as and they had a highly profitable voyage, mak-
any that currently exists among free men. The ing all of them wealthier than they had hoped.
founder of the group was a man called Brunel,
a veteran sailor who dreamed of captaining his Brunel saw the advantage in what he had done
own ship. Despite his skill as a sailor, however, and proceeded to expand his operation. He pur-
he remained unable to raise the funds to buy his chased more ships, seeking out like-minded
own ship on his meager pay. Still, he saved sailors to run them. As time went on, the group
what he could and waited for an opportunity to began to have more interest than there were
arise. ships available. It was then that Brunel realized
what could be done. He and the others renamed
It was only a few years later when the local their enterprise the Brotherhood of Sailors.
magistrate held an auction of ships seized from They established a chapterhouse in Haros, their
the pirate bands that had tried to raid the city. home port, and began offering training, free
They were mostly old and battle-scarred, some room and board for sailors, and some small
only barely seaworthy. Still, Brunel saw his security to the members’ families. Through the
chance. He joined with a group of other sailors, years, the Brotherhood has spread. It now num-
pooling their funds to purchase a sizable wreck bers some 25 chapterhouses and more mem-
they christened New Tides. bers than anyone has bothered to track.
Brunel and his fellows crewed the vessel, tak- In the current day, the vaunted sail masters of
ing on new members as needed under the fol- the Brotherhood, with their undisputed skills
lowing restriction: The sailor wishing to work and magical talents, are considered the elite
on the vessel must pay 50 gp up front and among sailors and fetch unheard-of wages to
would take a share of the profits upon the voy- sail with another ship. There are some, howev-
age’s completion. Such an arrangement was er, who doubt the good intentions of the
unheard of, and many laughed at Brunel and Brotherhood. Whether these rumors are simply
his fellows outright. But a few more joined jealousy or spring from fact, few can say.
62
The truth is that the Brotherhood has grown so The Brotherhood of Sailors can easily serve as
large, no one can know what happens through- the focus in a maritime campaign, with the
out all its ranks. While most chapterhouses are characters being members of the group and
benign organizations that wish only to serve the serving among its ranks. For campaigns where
common good of their members, many are the characters do not wish to join (or for those

becoming shady organizations bent on piracy, campaigns that are set in or near a port), it can
fencing stolen goods, and other vices. Many serve as a side plot, where darker influences
independent captains have complained of sabo- seek to take control of the Brotherhood and
tage at the hands of the Brotherhood, but evi- turn it to little more than a glorified thieves’
dence is rare and most claims are quickly guild with a convenient cover. This can give
dropped. The leadership of the Brotherhood is the DM a host of plot hooks to include in his
only now beginning to hear of such things; campaign, including internal strife within the
what their reaction will be is anyone’s guess. Brotherhood, territorial wars with rival thieves’
guilds, piracy, trade and exploration, or investi-
Campaign Integration gating dark deeds with an eye to rooting them
out of the Brotherhood altogether.
Membership in the Brotherhood costs 50 gp
per year. For those dues, a character receives Alternatively, Brotherhood chapterhouses can
the following benefits. simply serve as a waypoint for characters in a
maritime campaign, a place to get work, rest
• In the case of the member’s death or disap- safely, hear gossip, and train. Regardless of
pearance, the immediate family of the member how it is used, the Brotherhood can provide
will receive an annuity of 25 gp for each year some interesting additions to any game with an
that the sailor was a member in good standing. eye to the sea.
• At any port in which there is a chapterhouse,
members in good standing can receive free Shadow Hunter
room and board, as well as training in skills
Shadow hunters are avengers. They normally
appropriate to the profession of sailor.
come to their vocation after experiencing or
witnessing the depredations of undead mon-
• At any port in which there is a chapterhouse,
sters or fiends. Typically, a shadow hunter dis-
a member of the Brotherhood who is under
covers her calling and pursues it alone or with
attack can call out the code of the Brotherhood
a small band of loyal comrades. They hone
and gather 1d6 fellow members to his aid on a
their skills in the hunt and spend much of their
successful Gather Information check (DC 12).
time fighting against the agents and creations
In any other populated area, 1d3 members may
of darkness and evil.
respond (including onboard ship).
Rogues, fighters, and rangers are the most
• Members in good standing for a decade are
common shadow hunters. Barbarians also
eligible for command of one of the
make powerful shadow hunters but may have
Brotherhood’s own ships, if recommended by a
more difficulty understanding their foes as well
sail master. Captains must serve for five years,
as their more civilized compatriots. Good cler-
at the end of which they may either continue
ics often support the activities of shadow
on, purchase the boat outright, or leave their
hunters but rarely pursue the profession them-
command and strike out on their own. While
selves as their skills as priests and ministers
they serve on the Brotherhood’s ship, all profit
leave them ill-prepared for the shadow hunter’s
from the voyages are split 70/30 with the guild,
lifestyle.
with the Brotherhood getting the larger half.
NPC shadow hunters often work alone and
Those who choose to join the Brotherhood are
may offer support to a good party of adventur-
given an intricate tattoo on their upper arm: a
ers. On the other hand, shadow hunters may
ship with the wind in her sails, surrounded by a
expect or demand services or support from
wreath of olive branches and the code of the
other good adventurers who do not necessarily
Brotherhood, “Ora et Labora” (pray and labor),
share their particular goals. A skilled, dedi-
on a ribbon below.
cated shadow hunter may prove a danger-
ous adversary to a party of PCs if she
63
believes the adventurers are denying their help
out of sympathy for undead or fiendish abomi-
nations.
Hit Die: d6.

Requirements
To qualify to become a shadow hunter, a char-
acter must fulfill all of the following criteria.
Alignment: Any good.

Skills: Hide 5 ranks, Knowledge (religion or
the planes) 5 ranks, Move Silently 5 ranks,
Spot 8 ranks.
Feats: Alertness, Blind-Fight.
Class Skills
The shadow hunter’s class skills (and the key
ability for each skill) are Balance (Dex), Bluff
(Cha), Climb (Str), Concentration (Con), Craft
(Int), Decipher Script (Int, exclusive skill),
Disguise (Cha), Escape Artist (Dex), Gather
Information (Cha), Hide (Dex), Intimidate
Knowledge (the planes), Knowledge (religion),
(Dex), Search (Int), Sense Motive (Wis),
Spellcraft (Int), Spot (Wis), Swim (Str),
Tumble (Dex), and Use Rope (Dex).
Class Features
All of the following are features of the shadow
hunter prestige class.
Weapon and Armor Proficiency: Shadow

hunters are proficient with all simple weapons.
They are also proficient with light armor and
shields. Note that armor check penalties for
Move Silently, Pick Pocket, and Tumble. Swim
checks suffer a –1 penalty for every 5 pounds
of armor and equipment carried.
Stalwart Defense (Ex): A shadow hunter

applies her Charisma bonus (if positive) as a
bonus to all saving throws.
Sneak Attack: Any time the shadow hunter’s

target would be denied a Dexterity bonus to AC
bonus or not), or when the shadow hunter
64
flanks the target, the shadow hunter’s attack ability can be used multiple times per day, so
deals extra damage. The extra damage is +1d6 long as the total length of time hunter’s wrath
at 2nd level and an additional 1d6 every three is used does not exceed the shadow hunter’s
levels thereafter. Should the shadow hunter maximum.
score a critical hit with a sneak attack, this

extra damage is not multiplied. Ranged attacks Hunter’s Fury: At 9th level, when entering
can only count as sneak attacks if the target is combat against sworn enemies, shadow hunters
within 30 feet. The shadow hunter can’t strike may enter a berserk fury. The shadow hunter
with deadly accuracy from beyond that range. may enter a fury once per day. The shadow
hunter temporarily gains +4 to Strength, +4 to
With a sap (blackjack) or an unarmed strike, Constitution, and a +2 morale bonus on Will
the shadow hunter can make a sneak attack that saves, but suffers a –2 penalty to AC. In all
deals subdual damage instead of normal dam- respects, berserk fury functions just like the
age. He cannot use a weapon that deals normal barbarian rage class ability. If the shadow
damage to deal subdual damage in a sneak hunter also has barbarian levels, this fury abil-
attack, not even with the –4 penalty, because he ity stacks with her barbarian rage abilities.
must make optimal use of his weapon in order
to execute the sneak attack. Spells: Beginning at 1st level, a shadow hunter
gains the ability to cast a small number of
A shadow hunter can only sneak attack a living divine spells. To cast a spell, a shadow hunter
creature with a discernible anatomy. Any crea- must have a Wisdom score of 10 + the spell’s
ture that is immune to critical hits is also not level, so a shadow hunter with a Wisdom of 10
vulnerable to sneak attacks. The shadow hunter or lower cannot cast these spells. Shadow
must be able to see the target well enough to hunter bonus spells are based on Wisdom, and
pick out a vital spot and must be able to reach saving throws against these spells have a DC of
a vital spot. The shadow hunter cannot sneak 10 + the spell’s level + the shadow hunter’s
attack while striking a creature with conceal- Wisdom modifier. When a shadow hunter gets
ment or striking the limbs of a creature whose 0 spells of a given level, such as 0 1st-level
vitals are beyond reach. If a shadow hunter gets spells at 1st level, the shadow hunter gets only
a sneak attack bonus from another source (such bonus spells. A shadow hunter without bonus
as rogue levels), the bonuses to damage stack. spells for that level cannot yet cast a spell of
that level. A shadow hunter has access to any
Deft Defense (Ex): Shadow hunters learn that spell on the list below and can freely choose
their foes’ most dangerous attacks require only which to prepare, just like a cleric. A shadow
the merest touch to be effective. A shadow hunter prepares and casts spells just as a cleric
hunter of 3rd level or higher gains a dodge does (though the shadow hunter cannot sponta-
bonus to AC against all touch attacks, including neously cast cure or inflict spells).
ranged touch attacks, equal to her Wisdom
modifier + 2 (minimum of +2). The shadow Shadow Hunter Spell List
hunter loses this dodge bonus any time she
would be denied her Dexterity bonus to AC. Shadow hunters choose their spells from the
following list:
Smite (Su): At 4th level, a shadow hunter may 1st level—bless water, cure light wounds,
attempt to smite an undead or evil outsider. She detect undead, disrupt undead, invisibility to
adds her Charisma bonus (if positive) to her undead, protection from evil, remove fear.
attack roll and deals one extra point of damage
per class level. A shadow hunter may only 2nd level—consecrate, cure moderate wounds,
smite evil outsiders or undead. gentle repose*, halt undead, lesser restoration,
remove paralysis.
Hunter’s Wrath (Su): Beginning at 6th level,
for a total of one round per class level per day, 3rd level—cure serious wounds, magic circle
a shadow hunter may treat all her attacks as if against evil, negative energy protection, non-
they had the ghost touch special weapon abili- detection, peaceful rest**, searing light.
ty. Thus incorporeal creatures do not have a
50% chance to ignore any damage caused by 4th level—dimensional anchor, dismissal,
the shadow hunter’s corporeal attacks. This dispel evil, holy smite, lesser planar ally,
restoration.
65
Table 1-16: The Shadow Hunter
Base
Class Attack Fort Ref Will Spells per Day

Level Bonus Save Save Save Special 1 2 3 4
1st +0 +0 +2 +0 Stalwart defense 0 — — —
2nd +1 +0 +3 +0 Sneak attack +1d6 1 — — —
3rd +2 +1 +3 +1 Deft defense 1 0 — —
4th +3 +1 +4 +1 Smite 1/day 1 1 — —
5th +3 +1 +4 +1 Sneak attack +2d6 1 1 0 —
6th +4 +2 +5 +2 Hunter’s wrath 1 1 1 —
7th +5 +2 +5 +2 Smite 2/day 2 1 1 0
8th +6 +2 +6 +2 Sneak attack +3d6 2 1 1 1
9th +6 +3 +6 +3 Hunter’s fury 2 2 1 1
10th +7 +3 +7 +3 Smite 3/day 2 2 2 1
* This spell may also be used to delay the trans-

formation of a slain creature into an undead. Organization: Hunters of
** This is a new spell, described below.
Shadow
Peaceful Rest
Necromancy Purpose
Level: Clr 3, ShH 3 The hunters of shadow are a group of like-
Components: V, S, DF minded specialists trained to deal with crea-
Casting Time: 1 action tures of darkness. They most often use their
Range: Touch abilities against the undead, but they are equal-
Target: Corpse or undead creature touched ly capable against evil outsiders.
Duration: Permanent
Saving Throw: See text
Leader
Spell Resistance: Yes
Balben the Swift (CG dwarven male
This spell may be cast on the remains of a dead Ftr3/Rog7/ShH8)
creature to prevent its reanimation or return as
undead. Thus, an animate dead spell cast on the Current Activities
corpse will automatically fail. Even the limited
reanimation of a speak with dead spell will fail. Balben Stoneroot began his life in much the
Furthermore, if the creature was slain by a type same way as other dwarves. He took up his
of undead that normally creates spawn from its armor and axe and dedicated himself to the
victims, this spell will prevent the target’s defense and well being of his clan. When a
transformation into undead. band of adventurers from his clan set out to
destroy the remains of an evil tomb, however,
If peaceful rest is cast on an undead creature, it life took a turn for the worse.
gets a Will saving throw to negate the effect. If
this save is failed, the target undead suffers 1d6 The band accidentally released a swarm of
points of holy damage per level of the caster. unusually potent spectres. The creatures
Peaceful rest cast in this manner may affect any tracked the dwarves to their home under cover
type of undead, including incorporeal undead. of night and began slaughtering the dwarves.
Using this spell against an undead creature The clan warriors rallied to fight back against
requires a successful melee touch attack. the spectres, but more of the foul undead were
raised up from the fallen more quickly than
This spell has no effect on attempts to raise the they could be destroyed. In the end, a handful
affected creature from the dead. of survivors fled the ancient clan halls.
Balben was among the survivors of the slaugh-

ter. He helped hold his family together after the
66
horrors they collectively witnessed but was an ongoing campaign world until they are
himself changed by the experience. He grew encountered by the PCs. Once the shadow
embittered and dissatisfied with life as a hunters have been introduced, they can be used
refugee and vowed revenge on the abomina- as a source of information or support, allies, or
tions that had driven his clan from their home. even adversaries.

The young dwarf set about learning how to Shadow hunters generally learn all they can
combat creatures of darkness. When he felt about their favored enemies. As a result, they
confident in his ability to face the abominations are familiar with the habits and abilities of
he had sworn to destroy, he gathered a group of undead creatures, evil outsiders, as well as
his bravest compatriots and returned to his mortal organizations that act as agents of dark-
ancestral home. Only Balben and one of his fel- ness. A shadow hunter may be willing to share
low adventurers returned from the old clan the information they have gained with others
halls, and they were forced to report that fewer who support their cause.
than half of the spectres had been slain.
An NPC shadow hunter may also be willing to
The news that the small handful of dwarven travel with other good adventurers. It might be
heroes had managed even this much was seen a brief union to defeat particular powerful
as cause for celebration among the disaffected opponents, but there are also possibilities for
remains of the dwarven clan. During the cele- longer-term relationships. Few hunters of the
brations and congratulations, Balben grew sour shadows will refuse an opportunity to train
and withdrawn. Shortly afterwards, he left his another in their ways, and such a mentor might
clan forever. develop into a full-time patron for good adven-
turers.
Balben became known as Balben the Swift for
his quick reflexes and great courage. It was a Not all good characters work together. Shadow
name he never really learned to accept or hunters can be obsessive and other heroes who
appreciate. He carried on what he saw as his concentrate on other forms of evil and ignore
life’s work. He trained others to hunt the crea- the “imminent threat” of the undead or fiendish
tures of darkness he despised and set about creatures may be seen as negligent. A shadow
gathering a new band of followers to assault his hunter who believes the PCs are failing in their
family’s old clan halls once again. duty to oppose true evil might attempt to cor-
rect their behavior. She might also declare them
Balben has never freed his old home, though he enemies of the cause and begin to fight against
has never given up the attempt. The methods he the party as well.
uses to destroy the undead—particularly incor-
poreal undead—and fiends have been studied
and mastered by many others, however, and
Unblinking Eye
shadow hunters have become renowned in An unblinking eye is a consummate spy, able to
places. There is no central organization of take on almost any identity, ferret out closely
shadow hunters, but adventurers who share the guarded secrets, and remember all the details
vocation recognize their common beliefs and so that she can report back. Those she spies on
methods, as well as their common obligations rarely realize that anyone has so much as
and dedication. Thus hunters of the shadows attempted to learn their secrets, and those she
often treat each other as fellows and members knows rarely realize who or what she really is.
of an exclusive brotherhood or knightly order.
They are also generally respectful of good reli- Hit Die: d6.
gious organizations and other adventurers, but
individuals may act differently according to Requirements
their own motivations.
To qualify to become an unblinking eye, a
Campaign Integration character must fulfill all the following criteria.
It is a simple matter to add the hunters of shad- Bluff: 8 ranks.

ow into a game. As a loosely connected group Disguise: 8 ranks.
of individual adventurers with no central orga- Gather Information: 8 ranks.
nization or authority, they can act invisibly to Sense Motive: 8 ranks.
67
Class Skills
The unblinking eye’s class skills (and the key
ability for each skill) are Appraise (Int),
Balance (Dex), Bluff (Cha), Climb (Str),
Decipher Script (Int, exclusive skill),

Innuendo (Wis), Jump (Str), Knowledge (any)
(Int), Listen (Wis), Move Silently (Dex), Open
Lock (Dex), Pick Pocket (Dex), Read Lips (Int,
exclusive skill), Search (Int), Sense Motive
(Wis), Spot (Wis), Tumble (Dex), Use Magic
Device (Cha, exclusive skill), Use Rope (Dex).
Class Features
unblinking eye prestige class.
Weapon and Armor Proficiency: Unblinking

eyes are proficient with all simple weapons,
longbows, composite longbows, scimitars, and
falchions, and with light armor. Note that
armor check penalties for armor heavier than
leather apply to the skills Balance, Climb,
Surface Disguise (Sp): Unblinking eyes can

change their appearance at will, as if using the
alter self spell. This is a spell-like ability and
functions as the spell cast by a sorcerer of the
same class level as the unblinking eye. Note
that, while the unblinking eye may invoke the
ability at will, it does expire after the normal
duration if not reinvoked. At 4th-level, this is a
supernatural ability and the unblinking eye
remains in the form assumed until she chooses
to change it.
Trained Memory (Ex): At 3rd level, the

unblinking eye never forgets anything she tries
to remember. The character must articulate
every particular fact to herself in order to
remember it. Thus, if she notices only that there
are soldiers on the wall, she will remember
that, but not how many soldiers or the appear-
ance of their uniforms.
Major Hunch (Ex): At 5th level, the unblink-

ing eye can use the Sense Motive skill to notice
68
Table 1-17: The Unblinking Eye
Base

1st +0 +0 +0 +2 Surface disguise
2nd +1 +0 +0 +3
3rd +2 +1 +1 +3 Trained memory
4th +3 +1 +1 +4 Greater surface disguise
5th +3 +1 +1 +4 Major hunch
6th +4 +2 +2 +5
7th +5 +2 +2 +5 Inner disguise
8th +6 +2 +2 +6 Gather secrets
9th +6 +3 +3 +6 Perfect memory
10th +7 +3 +3 +7 Deep cover
hidden or subtle features of a society. The DC launch further investigations. This ability can
for this is 20, as for a normal hunch, but the never reveal all the details of a secret, unless
DM should make the roll if there is something the secret is extremely simple.
that the unblinking eye might notice. The abil-
ity only reveals that there is something going Perfect Memory (Su): At 9th level, the
on and the general kind of thing it is. Details unblinking eye forgets nothing. She can
can only be learned by further investigation. remember exactly what she saw when she
glanced at the sergeant’s desk, for example, but
Inner Disguise (Su): At 7th level, the unblink- in order to remember how many nails were on
ing eye gains the supernatural ability to dis- it, she would have to recall the image and men-
guise her inner self. Her instinctive reactions to tally count them.
events change to those of the disguise, as do
her natural trains of thought. However, she still Deep Cover (Su): At 10th level, the unblinking
remembers who she really is. This ability eye gains the supernatural ability to become
grants a +10 bonus to Bluff checks needed to whatever she chooses to be disguised as. Bluff
sustain the disguise. In addition, the unblinking and Disguise checks automatically succeed,
eye gains spell resistance equal to 10 + her and no magic can show that she is not what she
class level for the purposes of any magical pretends to be unless this ability is first dis-
effect that would reveal her disguise or true pelled or supressed. The disguise itself is creat-
nature. This limited form of spell resistance ed using the surface disguise and inner disguise
stacks with spell resistance gained from other abilities, and the use of this ability does not
sources and abilities. change the unblinking eye’s other abilities.
Gather Secrets (Su): At 8th level, the unblink- The disadvantage is that the unblinking eye
ing eye can use Gather Information to learn forgets who she really is and what she is really
secrets. This is a supernatural ability with two doing. This means that she cannot decide to use
effects. First, if the unblinking eye uses Gather any abilities that her alter ego does not possess.
Information, and her skill roll exceeds a Bluff (If the abilities are automatic, they still func-
check on the part of the person she is talking to, tion, much to her surprise.) Fortunately, the
she learns whether that person is keeping any ability can be set to expire after a certain time,
secrets. and the disguise personality usually believes
that it has to be somewhere safe for the
Second, the unblinking eye can find out about unblinking eye at that point. When the ability
secrets by talking to people who know them wears off in this way, it is replaced by the
about other subjects. The DC for this is 20, or appropriate uses of surface disguise and inner
the result of a Bluff check made by the person disguise.
she is talking to, whichever is higher. If this
check succeeds, the unblinking eye learns the The unblinking eye can remember every-
nature of the secret and enough information to thing she saw, heard, and did while
69
under the disguise. If the disguise’s alignment entirely fake, occupied by unblinking eyes and
is very different from hers, this can be distress- other members of the Watch using magical dis-
ing. guises.
Deep cover is only as good as the disguise. If Once identities have been established, high
the character establishes a disguise who grew level unblinking eyes take them over and then
up in a non-existent part of a city, she will be in spend most of their lives ferreting out secret
trouble if she meets someone from that city. information.
The unblinking eyes put a great deal of effort
into researching their disguises. In recent years, something of a stalemate has
been reached. The Unsleeping Watch’s infor-
Organization: The mation is good enough to give some warning of
planned attacks, and usually good enough to
Unsleeping Watch provide enough details to allow the targets to
set an ambush. On the other hand, yuan-ti cities
have few weaknesses, as geniuses rule them,
Purpose and so counter-attacks have to wait for some-
The Unsleeping Watch was established to spy thing to go wrong.
on the yuan-ti. The information they provided
was to be used both to respond to attacks by the Under these circumstances, the Unsleeping
serpent people and to help with counter- Watch has more free time and energy than is
attacks. good for it. Because of the need to pretend to
be evil for long periods, few good characters
Leader have stayed in the Watch for very long, and
those who have often drift towards neutrality.
Hana Felspo (N human female Rog6/Unb10) While there are not many evil characters in its
ranks, it is overwhelmingly a neutral organiza-
Current Activities tion.
The Unsleeping Watch is still primarily con-
cerned with spying on the yuan-ti. The serpent Thus, it has started using its resources to enrich
people are extremely intelligent and perceptive, and empower its members. One simple mani-
so such spying has always been a difficult job. festation of this is that the members of the fake
The Unsleeping Watch devote most of their yuan-ti settlements carry out minor raids on the
efforts to creating cover identities for the few countries that support the Watch, both to main-
spies who enter yuan-ti cities for substantial tain their cover and to enrich the Watch.
periods. Those few spies then bring out the
information needed to oppose the serpent folk. The Unsleeping Watch has also started using its
members to spy on other communities. A high-
Creating a good cover identity is an elaborate level unblinking eye could assassinate a head
process. First, the Unsleeping Watch’s agents of state and take his place, sustaining the dis-
must gather information about yuan-ti society. guise indefinitely. The leadership has, so far,
This job is usually carried out by low-level stopped short of this, but they do have several
unblinking eyes and those who are seeking spies in the cities around the edges of the jun-
admission into the Watch. These spies do not gle and have used the information to build a
need to learn anything sensitive about the powerful trading cartel with links to organized
yuan-ti, and so they are under less scrutiny and crime. This cartel, the Crown and Chest, is
need to take fewer risks. mainly composed of people who know nothing
about its leadership. Similarly, many members
Second, the Watch must use the information to of the Unsleeping Watch know nothing of its
establish an identity. Sometimes this involves connection to the Crown and Chest.
killing a particular yuan-ti and replacing him
with an impostor. At other times, an impostor is Campaign Integration
insinuated into a settlement as a refugee from a The Unsleeping Watch can enter a campaign in
small outpost that has recently been destroyed. several ways.
In its most elaborate acts, the Watch has
established two yuan-ti settlements that are
70
First, player characters can be asked to help it, Rogues and rangers are the most common
without joining. They might be asked to help white roses. Multiclass fighter/rogues or
destroy a small yuan-ti temple, so that a spy ranger/rogues make excellent white roses.
can claim to be from there, for example. Parties Other classes only rarely become white roses,
might also be asked to carry out raids on larger due to the focus the order places on stealth and

settlements, either to get a spy out or to collect combat.
some information that the spies cannot get
without breaking their cover. Player characters NPC white roses can make excellent mentors
might also ask the Watch for help against the for an aspiring elf or half-elf fighter or rogue.
yuan-ti and will find them eager to supply Their interest in preserving what they see as the
information. best of their race often drives them to seek out
apprentices to train in their own tradition. For a
Second, the characters could encounter the character of any other race, a white rose will be
Watch as a villainous organization. They might indifferent or perhaps hostile. A white rose
be opposed to the Crown and Chest, be asked makes a determined and sneaky adversary for a
to avenge a raid by one of the fake settlements, character of any race if that character acts in a
or discover a Watch infiltrator in one of their manner that the white rose feels is threatening.
countries. This works best if the characters first
hear about the Watch as an important defense Hit Die: d8.
against the yuan-ti and even work with it in that
capacity. Requirements
Finally, characters could join the Watch. Even To qualify to become a white rose, a character
those characters who do not qualify to become must fulfill all of the following criteria.
unblinking eyes can provide useful support, but Race: Elf or half-elf.
it might be difficult to keep everyone else Base Attack Bonus: +6.
involved in exciting adventures if one of the Skills: Balance 8 ranks, Hide 8 ranks, Jump 8
characters becomes a deep-cover agent. Thus, ranks, Move Silently 8 ranks.
this idea might work best for a campaign in Feats: Dodge, Expertise, Weapon Focus (any
which all characters are rogues or bards. sword).
Since not all members of the Watch know Class Skills

about its more dubious activities, you could run The white rose’s class skills (and the key abili-
a very paranoid campaign in which members of ty for each skill) are Balance (Dex), Bluff
the Watch find out about the attempted (Cha), Climb (Str), Craft (Int), Decipher Script
takeover of a country, act to stop it, and then (Int, exclusive skill), Diplomacy (Cha), Disable
discover that, in fact, their own organization is Device (Int), Disguise (Cha), Escape Artist
behind it. Simply denouncing the Watch is not (Dex), Gather Information (Cha), Hide (Dex),
an option, because the yuan-ti will attack if Innuendo (Wis), Intimidate (Cha), Jump (Str),
they believe that they can do so with surprise. Listen (Wis), Move Silently (Dex), Open Lock
Instead, the characters will have to find some (Dex), Read Lips (Int, exclusive skill), Search
way to undermine their own leaders without (Int), Sense Motive (Wis), Spot (Wis), Swim
getting caught or damaging the Watch’s legiti- (Str), Tumble (Dex).
mate activities.
White Rose
Class Features
The epitome of grace and deadly skill, the
white rose is a master of the blade. She uses All of the following are class features of the
stealth, cunning, and her combat prowess to white rose prestige class.
root out and destroy the enemies of her people.
While white roses pursue battle on their own, Weapon and Armor Proficiency: White roses
seeking honor in the glory of their deeds, they attempt to be the epitome of grace and preci-
take solace in the company of others like them- sion, and they therefore disdain heavy armor
selves. and unsubtle weapons. They are proficient
with the dagger, longsword, quarterstaff,
rapier, and short sword. They are also
71
proficient with all bows and crossbows. White
roses are proficient in the use of light and medi-
um armors, but not with shields. Note that
armor check penalties for armor heavier than

Sneak Attack: Any time the white rose’s target

bonus or not), or when the white rose flanks the
target, the white rose’s attack deals extra dam-
an additional 1d6 every four levels thereafter.
Should the white rose score a critical hit with a
attacks if the target is within 30 feet. The white
rose can’t strike with deadly accuracy from
beyond that range.
With a sap (blackjack) or an unarmed strike,

the white rose can make a sneak attack that
age. The white rose cannot use a weapon that
deals normal damage to deal subdual damage
in a sneak attack, not even with the usual –4
penalty.
A white rose can only sneak attack a living

creature with a discernible anatomy. Any crea-
vulnerable to sneak attacks. The white rose
must be able to see the target well enough to
pick out a vital spot and must be able to reach
a vital spot. The white rose cannot sneak attack
while striking a creature with concealment or
striking the limbs of a creature whose vitals are
beyond reach. If a white rose gets a sneak
Special Ability: At 1st, 3rd, 5th, 7th, and 9th

levels, a white rose may select a special ability
from among the following:
Favored Enemy: A white rose may select a

favored enemy, just as a ranger does. This abil-
ity functions just like the ranger’s ability, and if
the white rose has previous favored enemies or
gains more later, the bonuses against earlier
favored enemies increase just as a ranger’s
does. The white rose may select this ability
72
Table 1-18: The White Rose
Base

1st +0 +0 +2 +0 Special ability
3rd +2 +1 +3 +1 Special ability
4th +3 +1 +4 +1
8th +6 +2 +6 +2
more than once to choose additional favored AC equal to half her base attack bonus (round
enemies, but may not select this ability twice down). This bonus stacks with the standard +4
consecutively. For example, Gwellae selects dodge bonus to AC for executing the total
favored enemy as her special ability as a 1st- defense action. This ability is only usable if the
level white rose. When she reaches 3rd level, white rose is wielding a sword or dagger.
she may not choose favored enemy again but
must wait until she reaches 5th level. Rapid Strike: The white rose may act and react
quickly in a short burst of speed. She may take
Final Stroke: Once per day, the white rose may an additional partial action during the round,
choose to deliver a sneak attack with a sword to either before or after her regular action. This
paralyze or kill an opponent. The victim of the ability may be used a number of times per day
final stroke must make a Fortitude saving equal to the character’s white rose class level,
throw (DC 10 + the white rose’s class level + though no more than once each round.
Intelligence modifier). Failing this saving
throw against the kill effect results in the vic- Combat Prowess: The white rose may select a
tim’s death, while the paralysis effect renders feat from the list of bonus feats available to a
the victim helpless and unable to act for 1d6 fighter in place of a special ability.
rounds plus 1 round per class level of the white
rose. If the victim succeeds at the saving throw,
the attack is just like a normal sneak attack. The
Organization: The Order of
white rose may deliver a final stroke any time the White Rose
she could normally make a sneak attack.
Narrow Miss: The white rose can sidestep a Purpose

potentially lethal attack to take less damage The Order of the White Rose is a fraternal
from it. Once per day when the white rose group of elven warrior-rogues dedicated to pre-
would be reduced to 0 or fewer hit points by serving the glory and purity of their race. Some
damage in combat (from a weapon or other of them take on the dark aspect of murderers
blow), she may attempt to sidestep the damage. seeking to destroy anything that is not elven.
She makes a Reflex saving throw (DC = dam- Others assume gentler roles and use their abili-
age dealt) and takes only half damage if suc- ties to attack only those who have declared
cessful. She must be aware of the attack and themselves enemies of the elven people.
able to react to it in order to use this ability. The
evasion ability cannot be used in conjunction Leader
with this ability to eliminate the damage from
an attack. Aranalia Amalo (“Nightflower”) (CG elven
female Ftr4/Rog6/Wtr10)
Parry: A white rose executing the total defense
action in combat receives a dodge bonus to her
73
crowd understood what was happening. A
Current Activities
silence fell over the watching elves as the white
The Order of the White Rose was founded cen- rose matched blade against blade with the
turies ago as a knightly order dedicated to human and finally slew him. The white rose
defending and upholding the virtues of elven simply commented that the duel was required
society. Their first forays were against gob- as a matter of honor and walked away. An
linkind, trolls, and giants. In these battles, the alarming number of the elves in the crowd
guardians of the order fought nobly and brave- seemed to agree with him.
ly and many were distinguished by receiving
the thanks and honor of King Heillan personal- What followed was nothing short of a civil war
ly. To these near-immutable defenders of the within the Order of the White Rose. Namrioth
elven people, it seemed that their role could abhorred what Thalius had set in motion. Each
never change, but time changes all things. believed the other was a lost and confused
brother, but they found no way to resolve their
The elven princess Aulauriel fell in love with a differences. The devout members of the Order
human man. Humans had long been welcomed came several times to harsh words or duels
within the elven lands, and some few had even amongst themselves. Those bloody bouts
been accepted among the elven people as fam- rapidly expanded into a shadowy war fought on
ily. The half-elves born of such unions usually the streets of the elven capital as all of the
remained within elven lands where they felt at white roses sought to hide their disputes from
peace. Never before, however, had an elf of the elven populace.
noble or royal blood succumbed to the admira-
tion of a human, and there was an outcry In the wake of the murder of Lorran and the
against the proposed match. The king was wave of fighting, Aulauriel took her own life in
opposed to his daughter’s wishes, but could by despair. King Heillan withdrew for a time and
law do nothing overtly to thwart her. the elven people teetered on the brink of disas-
ter. Knowing that his people needed him too
This schism in the elven courts was matched much, however, the King recovered himself
with no less fervor and confusion in the Order and called the quarreling leaders of the Order to
of the White Rose. The leader of the white him. He commanded that Namrioth and
roses, Namrioth, and many of his followers Thalius settle their dispute immediately, and
believed that though it was an uncomfortable threatened the end of the Order of the White
precedent nothing should be done. Naturally, Rose as consequence of any failure or defiance
no half-human would be allowed on the elven on their part.
throne and King Heillan had other children so
there was little real threat to elven society at The two elves found a solution. They each
large. Even this more accepting faction, how- withdrew from the Order. The new Master of
ever, could only view the matter with a grave the White Rose, Aranalia, was offered as a
sadness that Princess Aulauriel would so bla- common ground for the warring factions. Each
tantly defy tradition and reject her people. leader urged that for the sake of the continued
existence of the Order of the White Rose all of
Others in the Order refused to accept the mar- their followers obey their wishes. Aranalia set
riage. To see a member of the royal family about distracting the Order with a command
soiled by a non-elf was the antithesis of the that the members of the Order of the White
virtues they sought to protect and to allow such Rose find the lost Amulet of Ehelamen. The
a thing would be anathema. Led by a white rose amulet, she declared, could restore the well
named Thalius, this faction of the Order urged being of the Order and bring new peace and
the king to expel the human and prevent the prosperity to the elven people.
marriage. When Thalius decided that the king
wished to follow his sound advice but lacked The quest for the Amulet of Ehelamen was a
the strength or courage to act, he took matters failure only in that the prize was never recov-
into his own hands. ered. Aranalia’s real intent was to allow com-
mon ground for the Order, and in this she was
A single white rose met Aulauriel’s beloved, a successful. The white roses began to work
man named Lorran, in the great square and together again, and finally learned to trust one
challenged him to a duel. Such an act was another despite their past. The healing of the
74 not strictly legal, and the surrounding
Order, however, could not erase the past. The NPC windriders are often seen as brigands and
white roses had been changed by what had hap- bandits. They are certainly viewed with suspi-
pened to their Order and they no longer repre- cion, as desert folk are wary of those who rou-
sented the ideal, to themselves or to the elven tinely survive in places where no other man has
people. They had learned to fight from shad- lived. Mistrust from others convinces many

ows and to use the advantage of surprise. They NPC windriders to band with others of their
had learned to use their natural grace for dark- kind. Sometimes groups of windriders take the
er purposes, and they had learned that there role of bandit to heart and terrorize the desert
existed in the Order differences that might sands. Other windriders choose to use what
never be resolved. they know to help others survive the harsh
environment they have mastered.
The Order of the White Rose has completely
recovered from its civil war, but the factions of Hit Die: d6.
Namrioth and Thalius still exist. Aranalia seeks
to prevent their differences from disrupting the Requirements
work of the Order, but she has never been able
to completely eliminate either faction. The To qualify to become a windrider, a character
white roses work for the betterment of the must fulfill all of the following criteria.
elven people and use stealth, cunning, and
swordplay to remove enemies of their people. Base Attack Bonus: +4.
Some of their number, however, see more than Skills: Intimidate 5 ranks, Listen 8 ranks,
the traditional enemies and seek to restore what Move Silently 8 ranks, Ride 5 ranks, Spot 8
they believe is the purity of the elven race. ranks, Wilderness Lore 5 ranks.
Special: The character must survive in the deep
desert unassisted for one week. The potential
Campaign Integration windrider sets out alone with whatever gear he
The Order of the White Rose will welcome any can carry when a sandstorm is about to begin.
elves into its number. The civil war removed If he survives the tests of the desert, he will be
not only many of its knights, but also tarnished accepted as a windrider.
the Order’s reputation. Because of this damage,
Aranalia is eager to accept new, younger mem- Class Skills
bers with the hope that they will restore some
of the idealism of the original Order. NPC The windrider’s class skills (and the key abili-
white roses may act as benefactors or enemies ty for each skill) are Appraise (Int), Balance
for PCs, depending on the races of the player (Dex), Bluff (Cha), Climb (Str), Craft (Int),
characters and their actions. Decipher Script (Int, exclusive skill),
Diplomacy (Cha), Disguise (Cha), Escape
Artist (Dex), Gather Information (Cha), Handle
Windrider Animal (Cha), Hide (Dex), Innuendo (Wis),
Intimidate (Cha), Intuit Direction (Wis), Jump
Scions of the deep desert, windriders make
(Str), Listen (Wis), Move Silently (Dex),
their home in the most inhospitable of the arid
Perform (Cha), Pick Pocket (Dex), Read Lips
lands. They adapt themselves to the heat and
(Int, exclusive skill), Ride (Dex), Search (Int),
the parched, lifeless lands. Their mastery of the
Sense Motive (Wis), Spot (Wis), Tumble
desert allows them to prosper where others
(Dex), Use Magic Device (Cha), Use Rope
cannot, and many windriders develop a “sur-
(Dex), and Wilderness Lore (Wis).
vival of the fittest” attitude.
Rogues are the most common windriders.
Barbarians and rangers may also become win-
driders, though it takes more focus for them to Class Features
develop the required skills. Even bards, clerics, All of the following are features of the win-
and druids have been known to take up the life drider prestige class.
of a windrider, but it is rare that these spell-
casting classes choose to pursue the windrider Weapon and Armor Proficiency:
class for long. Windriders are proficient with all simple
and martial weapons. They gain no profi-
ciency with armor or shields. Note that
75
damage each round and faces a choking hazard
from the fine sand. All windriders use a coarse
fabric covering their nose and mouth to prevent
choking for 10 rounds per point of
Constitution. Once windriders have reached
5th level, they suffer this 1d3 points of subdual

damage each minute instead of each round. At
9th level, windriders are unaffected by the
damage of greater dust storms and may use the
coarse fabric to ignore choking hazards for 10
minutes per point of Constitution.
Track: At 1st level, windriders gain Track as a

bonus feat. If the windrider already has the
Track feat, he instead gains a +4 competence
bonus on Wilderness Lore checks related to
tracking.
Sneak Attack: Any time the windrider’s target

bonus or not), or when the windrider flanks the
target, the windrider’s attack deals extra dam-
an additional 1d6 every two levels thereafter.
Should the windrider score a critical hit with a
armor check penalties for armor heavier than attacks if the target is within 30 feet. The win-
leather apply to the skills Balance, Climb, drider can’t strike with deadly accuracy from
Escape Artist, Hide, Jump, Move Silently, Pick beyond that range.
Pocket, and Tumble. Swim checks suffer a –1
penalty for every 5 pounds of armor and equip- With a sap (blackjack) or an unarmed strike,
ment carried. the windrider can make a sneak attack that
Sand-Sight (Ex): Windriders must learn to age. He cannot use a weapon that deals normal
ride during the worst sandstorms, and they damage to deal subdual damage in a sneak
would be ineffective if dust or obstructions attack, not even with the –4 penalty, because he
could blind them. At 1st level, windriders gain must make optimal use of his weapon in order
a limited form of blindsight that allows them to to execute the sneak attack.
see during sandstorms as well as through fog or
similar concealment. A windrider can only sneak attack a living crea-
ture with a discernible anatomy. Any creature
During a normal storm, characters have their that is immune to critical hits is also not vul-
visibility ranges reduced by three-quarters and nerable to sneak attacks. The windrider must be
suffer a –8 penalty to Listen, Search, and Spot able to see the target well enough to pick out a
checks. At 1st level, windriders have their visi- vital spot and must be able to reach a vital spot.
bility reduced to only one-half and suffer only The windrider cannot sneak attack while strik-
a –6 penalty. At 5th level, their visibility rises ing a creature with concealment or striking the
to three-quarters of normal and they suffer only limbs of a creature whose vitals are beyond
a –4 penalty. At 9th level, windriders suffer no reach. If a windrider gets a sneak attack bonus
reduced visibility at all during a storm and they from another source (such as rogue levels), the
suffer only a –2 penalty to Listen, Search, and bonuses to damage stack.
Spot.
Desert Adaption (Ex): Windriders of 3rd level
If caught in a greater dust storm, a normal or higher are adapted to the heat and barrenness
character suffers 1d3 points of subdual
76
Table 1-19: The Windrider
Base

1st +0 +2 +2 +0 Track, sand-sight I
3rd +2 +3 +3 +1 Desert adaption
5th +3 +4 +4 +1 Sand-sight II
7th +5 +5 +5 +2 Blade turning
9th +6 +6 +6 +3 Howl of the winds, sand-sight III
of their native environment. They gain fire may only affect the weather in the desert. The
resistance 5 and are considered one size larger windrider may use this ability once per day as
than their actual size to determine the effect of a 13th-level druid. This is a supernatural abili-
high winds. That is, a human in windstorm- ty.
force winds would be checked but not knocked
down. Organization: Ghosts of the
Windriders also require only one-quarter the Desert
normal fluid intake and one-half the food of a
normal character to survive. This allows them
to survive four times as long without water and Purpose
twice as long without food as a normal charac- In the deep desert, survival is often the greatest
ter. challenge. Most people hide from the open sun
and protect themselves from the hot winds and
Blade Turning (Ex): Experienced windriders parched sand. The ghosts of the desert laugh in
learn to turn aside the blades and arrows of the face of these traditions. They open them-
their enemies and to ignore the attacks of less- selves to the arid desert, accept that their homes
er enemies. Their tough skin becomes leathery are a part of them. They thrive and prosper
and resilient. At 7th level, the windrider gains a where others must strive simply to live.
+2 natural armor bonus and damage reduction
5/+1. This damage reduction is a supernatural Leader
ability.
Thassa Ta’boren (N human female
Howl of the Winds (Ex): The most powerful Bar2/Rog6/Win10)
windriders are at peace with the spirit of the
desert winds. This allows them to call on the Current Activities
power of the sandstorms and to resist the The ghosts of the desert first gathered their own
effects of the desert wind and storm. clan centuries ago. The first of the ghosts were
Windriders of 9th level are considered one outcasts, fleeing from the anger of the rest of
additional size category larger to determine the their tribes. No record remains of exactly why
effects of high winds. Thus, a human windrid- the first ghosts of the desert fled, but it is cer-
er of 9th level caught in hurricane-force winds tain that they went into the deep desert and
will be checked but not knocked down or were not seen again for a generation.
blown away as lesser creatures would be.
When the ghosts of the desert returned, no one
Furthermore, a windrider of 9th level may call knew who they had been. They had adapted
on the force of the wind to summon a sand- their minds and bodies to survive in the
storm. This ability functions similarly to the barren depths of the desert. Their skin
control weather spell, except that the windrider
77
had taken on a dry, leathery, ruddy hue. Their The ghosts of the desert have remained in the
eyes were black as night and they had thick, deep desert since that time. When they require
heavy braids of hair. They also had removed more water or food they strike out against the
the traditional veils and light cloth that helped other tribes. They attack silently, coming out of
their former tribesmen survive in the desert. dust storms and the oppressive heat of the day.
Instead they wore only simple, functional gar- They take what they need and disappear again.
ments and went largely bare-skinned in the dry To the ghosts of the desert, this is simply how
desert heat. their life must be if they are to continue to live.
Adapted as they are, they can survive in the
The ghosts of the desert formed their own tribe. worst of the desert climate but they still need a
Though they were adapted to survive more little more than can be provided by their home.
readily in the harsh climate of the desert, they They take only what they need. The ghosts of
learned that they still required some supplies, the desert are not greedy and do not seek the
including food and a little water. Animals were death or misfortune of others, but they have no
scarce, but the ghosts of the desert were skilled pity on those that stand in the way of the sur-
hunters. There were plants that provided the lit- vival of the ghosts’ tribe.
tle water they still needed, but as the ghosts’
tribe grew, they discovered they needed more. The nomadic, predatory lifestyle adopted by
To find it, they turned to what had been their the ghosts of the desert has earned them the
former tribal lands. label of brigands, bandits, and thieves of water.
In the desert these are high crimes and the oth-
When the ghosts of the desert appeared in the ers would see them destroyed. To the ghosts it
tribe’s lands and began foraging for food and is simply the way of nature. To them, it is
water to supplement their own supplies, they enough to know that they have mastered their
were received as bandits. In the desert where home and are stronger than the tribes that hate
food and water are scarce, there is always com- them.
petition for resources. Upon seeing these
strange people coming to take their food and Campaign Integration
water, the old tribe reacted with violence and a
war began between the cousin-tribes. The ghosts of the desert can be easily added as
a brigand tribe to any desert setting. Individual
From the conflict, the ghosts of the desert ghosts can make effective enemies in such an
learned a new lesson. They, who had learned to environment. Their ability to travel freely
survive the worst that the desert could offer, through inclement weather and deadly climate
had a strong advantage in fighting during the give them an advantage in desert campaigns.
heat of the day. They struck from sandstorms
during the hottest part of the afternoon, and the If an individual ghost of the desert is not
old tribe could not fight back at such times. In enough of a threat, the ghost tribe as a whole
the end, the old tribe was forced to surrender to can become a real challenge for an entire
the might of the ghosts of the desert. They gath- nation. Though they do not venture far from the
ered up what they could of their riches, their desert, in their home they are almost unstop-
food, and their water, and they left their tribal pable. If a party must do battle against them,
lands. The ghosts of the desert expanded into the PCs will find themselves hard-pressed to
the new territory. defeat their elusive foes.
Some members of the ghost tribe learned to If the party finds itself lost in the desert, the
love the spirit of the conflict. They continued to ghosts may also play the part of mentors. They
seek out new battles and made enemies of sev- could easily save the party from destruction by
eral surrounding tribes. The tribes of the desert the environment and teach some of their num-
recognized the ghost tribe as a threat to them all ber the secrets of the ghost tribe. In this sce-
and united to put an end to them. The great war nario, some of the PCs might be taught the
that followed nearly destroyed the ghosts of the secrets of the ghosts’ elite hunters, the windrid-
desert, and it cost the other tribes dearly. In the ers.
end, though, the ghosts were forced to flee back
to the deep desert, and there they have
remained—where no others can hunt them.
78
CHAPTER TWO: Legendary Classes
CHAPTER TWO
Legendary
Classes
such as you, who have conquered every chal-
lenge, solved every puzzle, and defeated every
Introduction enemy?
There is one challenge left: to become a legend.

This chapter contains more than a dozen new
legendary classes for high-level characters. Legendary classes present high-level options
These classes include the blood thief, the grey for characters on the verge of greatness, whose
hand, the jack-of-knives, and the silver- names will be scribed eternally and against
tongued devil. whose deeds each man shall measure his own.
Although similar in concept and appearance to
The names and game statistics of the classes prestige classes, they represent far more. They
are designated as Open Game Content, as are describe the pinnacle of a profession or culture,
all rules derived from the d20 System the kind of opportunity that only appears once
Reference Document. Background and in a generation. Someone who decides to walk
descriptive text, including the prestige class the path of a legendary class may be fulfilling
organizations, is designated as closed content. his people’s oldest myth, or a society’s greatest
fear. It is never an easy path, nor one many
Legendary would choose. Those who do take up the man-

tle award themselves great power as well as
great danger, and only the boldest are able to
Classes fulfill their destiny.
Class Mechanics
So you stole the Kingston diamond, passed the
guild’s tests, and became a master thief. Or per- Legendary classes have all the same progres-
haps you’ve mastered the whirling blades and sions as normal classes: base attack bonus, sav-
won a handsome fee in the arena. Maybe you ing throws, and special abilities. They also
are a wizard who mastered the elements and have unique class skill packages and profi-
learned to carry the stuff of fire within your ciencies. Like a prestige class, there are
very body. What is left for men and women prerequisites that must be fulfilled
79
before the first legendary class level may be characters, having choices to make as they rise
selected. Some of these are left open for the in level and power. Even though two characters
DM’s discretion, so that he can customize them march down the same path, each may end up
to his home campaign. This allows the DM to quite differently depending on these choices.
include feats from official sources that have not
been released as Open Game Content. For each legendary class level gained, the char-
acter may choose one special ability from those
The Preparation listed. The power and scope of this ability are
determined at that time and do not increase as
A character must announce his intention to take the character goes up in levels. This is known
a legendary class well in advance of ever tak- as the ability’s power level. No power may be
ing a level in it. In game terms, this represents chosen more than once. This always means a
the character trying to catch the attention of a sacrifice for the character, but sometimes the
deity or powerful extra-planar being, applying rewards of patience are worth the wait.
for a position within an organization, or chan-
neling the spirits of his ancestors. Two levels Example powers of a 5th-level Blood
before the character takes his first legendary Thief
class level, he must announce his commitment.
This means that if Dran decides to be reborn in Blood Drain I: The character can deal up to 4
order to become a blood thief at 13th level, he points of temporary Constitution damage to a
must announce his intention no later than the pinned foe in one day.
point at which he reaches 11th level. Once the
character has announced the level at which he Sense Blood II: The blood thief gains a +8 leg-
will become a legend, there is no turning back. endary bonus to Listen, Search, Spot, and
Wilderness Lore checks related to tracking
Each legendary class has among its prerequi- when those checks are used to detect a blooded
sites a list of quests, each of which must be ful- creature.
filled in between the time of commitment and
the acquisition of the first level of the class. Staunch III: The character is immune to bleed-
The character may not complete them before ing wounds and gains DR 3/—.
he announces his intentions. Once each quest
has been fulfilled and all other prerequisites are Steal Blood IV: Once per day with a success-
met, the character may take a legendary class ful melee touch attack, the blood thief can com-
level. pletely exsanguinate a single creature. The vic-
tim must make a Fortitude save (DC 21 + the
Legends wait for no man. If some or all of the blood thief’s Charisma modifier) or die instant-
quests go unfulfilled, the character may not ly. Even if the Fortitude save is successful, the
advance in level until they are. All excess expe- victim still suffers 4d6 points of damage.
rience gained in the meantime is lost. This
means that in the above example, if Dran Wounding V: When wielding a favored slash-
reached 77,999 experience points without coming weapon in combat, wounds inflicted by the
pleting the quests, he would gain no more blood thief bleed continuously for 1 point of
experience until he had done so. The character damage per round per wound. The bleeding can
need not meet all the prerequisites of the class be stopped by a successful Heal check (DC 15)
upon announcing his intentions, but he must or by healing magic. The maximum cumulative
meet them before taking the first legendary bleeding is 6 points of damage.
class level. If he does not, the same penalty
described above applies. The Price
Once a character has begun to walk the path of
The Power a legend, he may not turn back even if his faith
Legendary characters have access to powers is shattered or his kingdom lost. The forces act-
and abilities beyond the reach of those who ing upon him are great, and he cannot resist the
have chosen ordinary lives and less impressive tidal wave of fate he has chosen to ride. Once a
legacies. They also wield greater control over character chooses to take a legendary class
the development of their powers than other level, he may not choose any other classes until
the legendary class has been completed.
80
Although this may seem restrictive, it is a small
price to pay for the power and prestige afford-
ed a legend.
Abyssal Infiltrator

Deep within the fortified temple of the Valor
god, a shriek of terror echoes. Acolytes rush
into the chambers of the canon to find the body
of the old, wise, and powerful cleric who has
spearheaded the faith for decades. Beside the
body, a grizzly calling card signifies the
involvement of the Flame Masters, an infa-
mous group of fiends that oppose the Valor god
in every fashion. “But the temple is protected
from such beings,” an acolyte mutters. “This
was not the work of those devils, at least not
directly. This was the work of Sarin the infil-
trator.”
Among the societies of demons and devils, one

assassin is called into the service of death. No
mere hired killer, this individual worships the
dark powers that command the lower planes of
fire and evil. Her talents in death, infiltration,
and the servitude of the devils have earned her
a legendary infamy. She is the abyssal infiltra-
tor.
A character who chooses to become an abyssal

infiltrator must be prepared for a life devoted to
death, suffering, and lies. She must first master
the arts of death and infiltration. The abyssal
infiltrator must also harbor a deep and true
hatred for all things good and noble. In most
cases, she must carry a particular hatred for a
deity or noted worshipper of that deity’s faith
(such as a high priest). Finally, she must study
the dark arts, not as a spellcaster (though it is
favored) but as a worshipper ready to offer her-
self to fire and death. By doing this, she may
earn the allegiance of an outsider (left to the
DM to determine) bent on destroying all that is
good in the world or corrupting an influential
faith. Performing these dangerous acts will
earn her the favor of her demonic patrons and
the gifts they provide, as well as the infamy of
the mortal world.
Hit Die: d6.
Requirements
To qualify to become an abyssal infiltrator, a
character must fulfill all the following criteria.
81
Table 2-1: The Abyssal Infliltrator
Base

1st +1 +1 +3 +3 Abyssal Infiltrator Ability

2nd +2 +1 +4 +4 Abyssal Infiltrator Ability
3rd +3 +2 +4 +4 Abyssal Infiltrator Ability
4th +4 +2 +5 +5 Abyssal Infiltrator Ability
5th +5 +2 +5 +5 Abyssal Infiltrator Ability
Alignment: Any evil. Direction (Wis), Jump (Str), Listen (Wis),

Base Attack Bonus: +8. Move Silently (Dex), Open Lock (Dex),
Skills: Hide 15 ranks, Intimidate 10 ranks, Perform (Cha), Pick Pocket (Dex), Profession
Knowledge (arcana) 7 ranks, Move Silently 15 (Wis), Read Lips (Int, exclusive skill), Search
ranks, and Open Lock 15 ranks. (Int), Sense Motive (Wis), Spot (Wis), Swim
Special: The character must have the death (Str), Tumble (Dex), Use Magic Device (Cha,
attack special ability. exclusive skill), and Use Rope (Dex).
Quests Skill Points at Each Level: 8 + Int modifier.

• The character must seek out and assassinate a
ranking member of the Valor god’s faith (or
Class Features
another religion prominent in the DM’s cam- Weapon and Armor Proficiency: The abyssal
paign world). This assassination cannot be infiltrator gains no new weapon or armor profi-
aided; the character must perform the act alone. ciencies. Note that armor check penalties for
If successful, she must leave behind the calling armor heavier than leather apply to the skills
card (such as a standard, mark, etc.) of the Balance, Climb, Escape Artist, Hide, Jump,
patron demon or devil she wishes to serve. Move Silently, Pick Pocket, and Tumble. Also,
Swim checks suffer a –1 penalty for every 5
• The character must journey to the outer planes pounds of armor, equipment, or loot carried.
and contact the patron demon or devil she
wishes to serve. If she survives the journey and Abyssal Infiltrator Abilities
approaches the patron, she must survive the
Trial of Abyssal Fire. If successful, she will be Enhanced Dexterity: The path that has led the
welcomed into the service of the patron. abyssal infiltrator from lowly assassin to
favored minion of a dark power was a path of
• The character must perform a ritual involving skill and sacrifice. This devotion has increased
the blood of a cleric of the Valor god and the her dexterity to legendary heights. The charac-
sacrificing of her own blood. This self-inflicted ter gains a +1 legendary bonus per power level
blood loss must result in one point of perma- to her Dexterity score. This is a one-time
nent Constitution drain. If the offering is given, bonus.
the patron may assign a task to the character to
prove her desire to join its legions. Enhanced Strength: As a servant of the dark
powers of the abyss, the abyssal infiltrator is
fueled with flame and hatred. This hatred
Class Skills increases her killing prowess, her chances of
The abyssal infiltrator’s class skills (and the survival, and her potential for dealing massive
key ability for each skill) are Appraise (Int), amounts of damage in combat. The character
Balance (Dex), Bluff (Cha), Climb (Str), Craft gains a +1 legendary bonus per power level to
(Int), Decipher Script (Int, exclusive skill), her Strength score. This is a one-time bonus.
Disguise (Cha), Escape Artist (Dex), Forgery Abyssal Skill: The abyssal infiltrator is a true
(Int), Gather Information (Cha), Hide (Dex), servant to fiends and the dark desires they rep-
Innuendo (Wis), Intimidate (Cha), Intuit resent. But it was the true skill and talent of the
82
abyssal infiltrator that gained the favor of her
patron. As an abyssal infiltrator, this legendary Blood Thief
skill continues to grow and develop. With this
ability, the abyssal infiltrator may select one Life is the most precious possession. Gold,
skill from her class skill list per power level power, magic: These things are useless to the

and gain a +3 legendary bonus per power level dead. A thief is hated because he deprives his
to her bonus with that skill. This legendary victims of the extraneous goods of life. A blood
bonus stacks with any skills, feats, abilities, or thief is feared because he steals life itself. In
spells that provide a bonus to the selected skill. so-called barbarian lands, a rogue only rarely
decides to walk the path of blood. Monitored
Deadly Precision (Ex): The skill of the abyssal by village elders, he undergoes ordeals that, if
infiltrator is legendary. Her skill in the art of completed successfully, awaken the power of
death is feared. It is this natural talent that blood and the potent abilities that result.
allows her to become even more deadly with
her killing blows. This ability gives the abyssal The path a blood thief walks entails suicide,
infiltrator a +1 legendary bonus per power deprivation, and pain. It is a mystic path, lead-
level to the DC to resist the effects of her suc- ing the walker into the valley of death and out
cessful death attacks. again. At the path’s end are frightening powers.
With a touch, the blood thief exsanguinates his
Resist the Power of Faith (Ex): As an agent foes. His blade opens wounds that weep con-
for the dark powers of flame, the abyssal infil- tinuously. His senses, heightened to a supernat-
trator must regularly confront the forces of ural degree, detect the presence of blood cours-
good and justice. In preparation for such con- ing through veins. The blood thief is a sort of
flicts, the patron of the abyssal infiltrator grim shaman, a harbinger of sadness and death.
bestows a protection upon her against the He can also be a source of revenge, called upon
magic of divine heroes. With this ability, the by those wronged who seek retribution.
abyssal infiltrator gains spell resistance of 10 +
4 per power level against the divine magic of Few legendary figures evoke the dread that a
good-aligned characters. For example, Sarin is blood thief does. In many lands, the blood thief
an abyssal infiltrator who took this ability at achieves the status of bogeyman. Protective
power level three. Against the divine magic of mothers frighten their children into obedience
a cleric of a good deity, she has SR 22. This with threats of what the thief of blood does to
ability does not stack with spell resistance from naughty youngsters. That chill at the back of
other sources. If spell resistance from two or the neck experienced when walking alone
more sources could be applied against a given along a darkened street is attributed to the cold
spell, the player must choose which ability to gaze of a lurking blood thief. Say the name of
use. a legendary blood thief three times, and he will
appear to inflict terrible injuries on the speaker.
Smite Good (Su): Once per day per power
level, an abyssal infiltrator may attempt to Requirements
smite good with one normal melee attack. She To qualify to become a blood thief, a character
adds her Charisma modifier (if positive) to her must fulfill all the following criteria.
attack roll and deals 2 extra points of damage
per power level. If the abyssal infiltrator acci- Alignment: Any non-good.
dently smites a creature that is not good, the Feats: Improved Critical (any slashing
smite has no effect but it still counts as one use weapon), Endurance, Toughness, Track.
for the day. Skills: Concentration 7 ranks, Heal 7 ranks,
Intimidate 15 ranks, Wilderness Lore 7 ranks.
Unseen Assassin (Sp): The fiendish powers Special: Must know the crippling strike rogue
that she serves provide the abyssal infiltrator special ability.
with many gifts to aid her in her vile duties.
This ability allows the abyssal infiltrator to cast
Quests
invisibility and ethereal jaunt a number of
times per day equal to her power level. This There are three paths that a rogue must walk
ability acts as the spells cast by a 12th-level before becoming a blood thief. They must
sorcerer. be completed in the order presented
83
below.
• The first path is that of rebirth. The prospec-
tive blood thief must be torn to shreds by wild
beasts. This is usually accomplished under the
watch of village elders. The rogue enters a pit
or arena naked and unarmed, and he is then
attacked and killed by wild creatures, such as

dire animals. After his death, the rogue must be
brought back to life by means of divine magic.
• Next is the path of blood. The rogue must

enter the wilderness naked and armed only
with a single slashing melee weapon. For 30
days and 30 nights, he must survive while trav-
eling a minimum of six miles every day. The
rogue cannot consume anything but water and
the blood of his kills for the entire period of his
journey. The blood prevents suffering from
dehydration but not from gradual starvation.
The rogue must make Constitution checks at
the normal times to resist the effects of starva-
tion, but he receives a +2 circumstance bonus
on all checks due to his bloody diet. It is not
uncommon for village elders to assign specific
tasks to be completed during the path of blood,
such as retrieving the feather from an eagle’s
nest, bringing back the skin of a wolf, etc.
• Last is the path of pain. The rogue must insert

a pin into the arch of each foot and bear them
for 30 days and 30 nights. During this time, the
rogue must actively adventure, usually in the
service of the village elders monitoring his
progress. With the pins in his feet, the rogue
loses 2 hit points that cannot be healed until the
pins are removed. Each day after the first, he
must make a Heal check (DC 15) or suffer an
additional 2 hit points of damage that cannot be
healed until the pins are removed. Furthermore,
the rogue has a –4 penalty to effective
Dexterity and moves at half speed as long as
the pins are in place.
Class Skills
The blood thief’s class skills (and the key abil-
ity for each) are Appraise (Int), Balance (Dex),
Bluff (Cha), Climb (Str), Concentration (Con),
Craft (Int), Disable Device (Int), Disguise
(Cha), Escape Artist (Dex), Gather Information
(Cha), Heal (Wis), Hide (Dex), Innuendo
(Wis), Intimidate (Cha), Intuit Direction (Wis),
Jump (Str), Listen (Wis), Move Silently (Dex),
Open Lock (Dex), Pick Pocket (Dex), Read
Lips (Int, exclusive skill), Ride (Dex), Search
(Str), Tumble (Dex), Use Rope (Dex), and
Wilderness Lore (Wis).
84
Table 2-2: The Blood Thief
Base

1st +1 +2 +2 +0 Blood Thief Ability
2nd +2 +3 +3 +0 Blood Thief Ability
3rd +3 +3 +3 +1 Blood Thief Ability
4th +4 +4 +4 +1 Blood Thief Ability
5th +5 +4 +4 +1 Blood Thief Ability
Skill Points at Each Level: 8 + Int modifier. of his equipment transforms as well. While in
bloodform, he gains DR 20/+1 (this supercedes
Class Features any DR gained from the staunch ability).
Armor Class is recalculated minus armor and
All of the following are class features of the natural armor bonuses, except for armor bonus-
blood thief legendary class. es resulting from force effects. The blood thief
becomes immune to poison. Although he can-
Weapon and Armor Proficiency: A blood not make most types of attacks while in blood-
thief is proficient with all simple weapons and form, his other blood thief abilities remain in
with light armor. He is not proficient with effect (except for DR gained from staunch, as
shields. Note that armor check penalties for already noted). The blood thief cannot run
armor heavier than leather apply to the skills while in bloodform, but he gains a +10 circum-
Balance, Climb, Escape Artist, Hide, Jump, stance bonus to Climb and Move Silently
Move Silently, Pick Pocket, and Tumble. Swim checks. He can also pass through small holes,
checks suffer a –1 penalty for every 5 pounds narrow openings, and even cracks. The daily
of armor and equipment carried. maximum bloodform duration need not be used
all at once, but any use of bloodform counts as
Blood Thief Abilities at least one minute. Reverting to normal form
Blood drain, sense blood, steal blood, and is treated as a standard action that provokes
wounding abilities are only effective against a attacks of opportunity.
blooded creature. This includes most living
creatures, except for oozes and certain bizarre Sense Blood (Su): The blood thief’s senses are
aberrations. supernaturally alert to the presence of blood,
especially blood flowing through the veins of a
Blood of Life: The blood thief gains a +1 leg- living creature. The blood thief enjoys a +4 leg-
endary bonus to Constitution per power level. endary bonus per power level to Listen, Search,
Spot, and Wilderness Lore checks related to
Blood of Might: The blood thief gains a +1 tracking when those checks are used to detect a
legendary bonus to Strength per power level. blooded creature.
Blood Drain (Su): The blood thief can absorb Staunch (Su): The blood thief need never fear
blood through his touch from a pinned foe. bleeding wounds, such as those inflicted by a
Each round the pin is maintained, the blood weapon of wounding. Furthermore, he gains
thief automatically inflicts 1d4 points of tem- DR 1/— per power level. Staunch does not pre-
porary Constitution damage. The blood thief vent active blood drain.
can drain a maximum number of Constitution
points per day equal to four times this ability’s Steal Blood (Sp): Once per day with a suc-
power level. cessful melee touch attack, the blood thief can
completely exsanguinate a single creature. The
Bloodform (Su): For a number of minutes per victim must make a Fortitude save (DC 17 +
day equal to twice the power level of this abil- power level + the blood thief’s Charisma
ity, the blood thief becomes an amorphous, modifier) or die instantly. Even if the
vaguely humanoid mass of rippling blood. All Fortitude save is successful, the victim
85
still suffers 1d6 points of damage per power
level.
Wounding (Ex): The blood thief has the

Improved Critical feat with at least one slash-
ing weapon. When wielding that weapon in

combat, wounds inflicted bleed continuously
for 1 point of damage per round per wound.
The bleeding can be stopped by a successful
Heal check (DC 15) or by healing magic. The
maximum cumulative bleeding is equal to 1
point of damage plus this ability’s power level.
Fortune’s Fool
Some people get lucky. Other people simply
are lucky. For the fortune’s fool, luck is an
ever-present master and slave. Lady luck
lingers at his side and will never leave. Luck
becomes a way of life for the fortune’s fool,
because his luck never ends.
The fortune’s fool follows the course of his life

with a string of luck that never seems to end.
His feats and accomplishments marvel those
who could only dream of surviving what the
fortune’s fool has been through. While he may
be skilled, cunning, or strong, it is always his
luck that sees him through.
Hit Die: d6.
Requirements
To qualify to become fortune’s fool, a character
must fulfill the following requirements.
Alignment: Any non-lawful.

Wisdom: 13 or less.
Skills: Balance 10 ranks, Bluff 15 ranks,
Diplomacy 12 ranks, Escape Artist 10 ranks,
Sense Motive 12 ranks, Spot 10 ranks, Tumble
8 ranks.
Feats: Alertness, Combat Reflexes, Dodge,
Improved Initiative, Quick Draw.
Quests
• Anyone wishing to become a fortune’s fool
must play a game of chance against the three
Lords of Shadow. He must defeat each of them
in turn.
• Once this is accomplished, he must prove his

luck by seeking out the Wind of Fate and mak-
ing a bet against it. If the character wins the bet
against the Wind of Fate, he can become a for-
tune’s fool.
86
Table 2-3: The Fortune’s Fool
Base

1st +0 +0 +2 +2 Fortune’s Fool Ability
2nd +1 +0 +3 +3 Fortune’s Fool Ability
3rd +2 +1 +3 +3 Fortune’s Fool Ability
4th +3 +1 +4 +4 Fortune’s Fool Ability
5th +3 +1 +4 +4 Fortune’s Fool Ability
Fortuitous: The fortune’s fool gains a +1 leg-

Class Skills
endary bonus per power level to all saving
The fortune’s fool’s class skills (and the key throws.
Balance (Dex), Bluff (Cha), Climb (Str), Craft Fool of Fortune (Su): The fortune’s fool has
(Int), Decipher Script (Int, exclusive skill), accepted his place and his lot in life. In learn-
Diplomacy (Cha), Disable Device (Int), ing to accept his luck, he can turn it to his
Disguise (Cha), Escape Artist (Dex), Forgery advantage. Twice per day per power level, the
(Int), Gather Information (Cha), Hide (Dex), fortune’s fool can declare a re-roll of any dice
Innuendo (Wis), Intimidate (Cha), Intuit roll made by a character or creature within 5 ft.
Direction (Wis), Jump (Str), Listen (Wis), per power level, whether that action was taken
Move Silently (Dex), Open Lock (Dex), by himself, his allies, or his enemies. The for-
Perform (Cha), Pick Pocket (Dex), Read Lips tune’s fool chooses which roll (the original or
(Int, exclusive skill), Search (Int), Sense the re-roll) takes effect.
Motive (Wis), Spot (Wis), Swim (Str), Tumble
(Dex), Use Magic Device (Cha, exclusive Insight of the Fool (Sp): Once per day per
skill), Use Rope (Dex), and Wilderness Lore power level, a fortune’s fool may cast foresight
(Wis). as a sorcerer of his character level, except that
the duration is one minute.
Luck of the Survivor (Ex): The fortune’s fool
Class Features slips through every situation with seemingly
impossible luck. He is nearly impossible to
All of the following are class features of the affect with magic or attacks if there is any
fortune’s fool legendary class. chance of his escaping the effect. The fortune’s
fool selects a type of saving throw (Fortitude,
Weapon and Armor Proficiency: A fortune’s Reflex, or Will). When the fortune’s fool makes
fool is proficient with all simple weapons and a saving throw of that type, he rolls a number
light armor, but not with shields. Note that of additional dice equal to his power level and
armor check penalties for armor heavier than takes the best result. This ability may be select-
leather apply to the skills Balance, Climb, ed more than once. Its effects do not stack.
Escape Artist, Hide, Jump, Move Silently, Pick Each time the fortune’s fool gains this ability, it
Pocket, and Tumble. Also, Swim checks suffer applies to a different saving throw type.
equipment, or loot carried. Lucky Shot (Ex): Once per day per power
level, the fortune’s fool can declare that he has
Fortune’s Fool Abilities gotten lucky. This gains him a +4 luck bonus to
Clever: The fortune’s fool gains a +1 leg- attack rolls or a +10 luck bonus to any skill
endary bonus to Intelligence per power level. check or saving throw. This ability applies to
only a single roll but may be declared after the
Nimble: Swift and dexterous, the fortune’s fool attack or skill check is rolled. Multiple uses
gains +1 legendary bonus to Dexterity per of this ability do not stack with each
power level. other.
87
• Last, he must prove his skills and his mastery
Grey Hand over the life, death, and unlife of others. He
must find and steal the phylactery of a living
The silent stroke that can destroy even the most lich. He must keep the phylactery with him for
stalwart opponents. The whisper of death on a month and a day and then return it to its mas-
the wind at the coming of night. The soul of ter. If he survives the ordeals, he can become a
determination that lives only to end the lives of grey hand.
others. All of these things describe the grey
hand, an assassin of legendary skill. Everyone Class Skills
who knows of him fears to draw his attention
and few could match the price he might ask for The grey hand’s class skills (and the key abili-
his skills. ty for each skill) are Balance (Dex), Bluff
(Cha), Climb (Str), Craft (Int), Decipher Script
The grey hand is a master of dispensing death, (Int, exclusive skill), Diplomacy (Cha), Disable
silently and skillfully. His deeds are legend, Device (Dex), Disguise (Cha), Escape Artist
and it is said that he cannot be seen or found (Dex), Forgery (Int), Gather Information (Cha),
unless he wishes it. All who fall under his gaze Hide (Dex), Innuendo (Wis), Intimidate (Cha),
are said to be marked by the shadow of death Intuit Direction (Wis), Jump (Str), Listen
that lingers about the grey hand. Certainly no (Wis), Move Silently (Dex), Open Lock (Dex),
one who comes into contact with him leaves Pick Pocket (Dex), Read Lips (Int, exclusive
unaffected by his calm and deadly demeanor or skill), Search (Int), Sense Motive (Wis), Spot
the certainty in his eyes that his is the hand of (Wis), Swim (Str), Tumble (Dex), Use Magic
death. Device (Cha, exclusive skill), and Use Rope
(Dex).
Hit Die: d6.
Requirements
Class Features
To qualify to become a grey hand, a character
must fulfill the following requirements. All of the following are class features of the
grey hand legendary class.
Sneak Attack: +5d6. Weapon and Armor Proficiency: A grey hand
Skills: Disguise 10 ranks, Hide 15 ranks, is proficient with all simple and martial
Intimidate 10 ranks, Move Silently 15 ranks. weapons, light armor, and medium armor. Note
Feats: Improved Critical and Weapon Focus that armor check penalties for armor heavier
with weapon of choice, Skill Focus (any than leather apply to the skills Balance, Climb,
required skill). Escape Artist, Hide, Jump, Move Silently, Pick
Special: A grey hand must have the death Pocket, and Tumble. Also, Swim checks suffer
attack special ability. a –1 penalty for every 5 pounds of armor,
Quests
Grey Hand Abilities
• When an assassin hopes to become a grey
hand, he must set before himself three nearly
impossible tasks to prove his skills. First, he Cunning: The grey hand’s wit and perception
must survive the poison barbs of the venomous are legendary. He gains a +1 legendary bonus
grey dragon. This will prove he is the master of to Intelligence per power level.
his life.
Killer’s Grace: Athletic and lithe, the grey
• Next, he must venture into the lands of the hand gains a +1 legendary bonus to Dexterity
dead and drink from the river that is death and per power level.
silence. He must find his way back from the
river to the living world without succumbing to Killing Attack (Ex): Once per day per power
sleep or hunger. This will place the seed of level, the grey hand can use his sneak attack to
death within him and make him the master of slay his enemies outright. An enemy struck by
death. the grey hand’s killing attack must succeed at a
Fortitude saving throw (DC 15 + power level +
88
Intelligence modifier) or die. The grey hand
must declare the killing attack before making
the attack roll for a sneak attack. If the attack
misses, that use of killing attack is wasted.

Coup de Main (Ex): The grey hand moves
with a decisive suddenness that can take oppo-
nents off-guard and give him the advantage in
a confrontation. He gains a +2 legendary bonus
per power level on initiative checks.
Fading Presence (Ex): The grey hand’s mas-

tery of stealth and shadows takes on a preter-
natural quality. He moves with silence and slips
from view without effort. Any penalties to the
grey hand’s Hide or Move Silently skill checks,
such as for movement or environmental condi-
tions, are reduced by 2 per power level. If
attempting to hide or move silently when no
penalties apply, the grey hand may apply a +1
legendary bonus per power level to these skill
checks. Furthermore, the grey hand is always
considered to be taking 10 on Hide and Move
Silently checks unless he specifically chooses
to be seen and heard. Characters or creatures
must succeed opposed checks using their Spot
or Listen skills to notice the grey hand.
Murderous (Ex): The grey hand can use

momentary advantages and surprise attacks to
bring the strongest enemies down. He gains
+1d6 additional sneak attack damage per
power level.
Shadow of Death (Ex): When the grey hand

sets out to end a life, almost nothing can deter
the shadow of death from falling over the cho-
sen victim. When the grey hand selects his next
victim, he gains a +1 legendary bonus per
power level to attack rolls, skill checks, and AC
against that opponent until his victim is slain.
Until that target is slain, the grey hand may not
select another victim for the shadow of death.
If the grey hand fights another enemy while his
chosen victim still lives, his unfinished murder
acts as a distraction and he suffers a –1 circum-
stance penalty per power level to attack rolls.
Unrepentant (Ex): The grey hand does not

seek peace or escape, nor does he accept them
if they come. He faces his life and deeds with
acceptance and a determination to finish what
he has begun. Whenever he is reduced to 0 or
fewer hit points, the grey hand can continue
acting normally for 2 rounds per power level.
During this time, he is not reduced to partial
89
Table 2-4: The Grey Hand
Base

1st +1 +1 +3 +1 Grey Hand Ability
2nd +2 +1 +4 +1 Grey Hand Ability
3rd +3 +2 +4 +2 Grey Hand Ability
4th +4 +2 +5 +2 Grey Hand Ability
5th +5 +2 +5 +2 Grey Hand Ability
actions and may perform strenuous activity

Requirements
without danger of taking damage each round.
Only after the duration of this ability has To qualify to become a hand of the reaper, a
expired will the grey hand succumb to his character must fulfill all the following criteria.
wounds normally.
Alignment: Any non-good.
Hand of the Reaper Base Attack Bonus: +8.
Skills: Bluff 5 ranks, Diplomacy 5 ranks,
Assassins walk among us. This is a fact that Disguise 15 ranks, Forgery 5 ranks, Gather
many nobles have accepted and in some cases Information 5 ranks, Hide 15 ranks, Intimidate
have exploited. The assassin takes many forms, 10 ranks, Move Silently 15 ranks, and Open
as some are deadly chameleons that blend in to Lock 10 ranks.
the surroundings and strike with lethal preci- Special: The character must have the death
sion. Others prefer to live a life of solitude and attack special ability.
silence, striking from a distance and disappear-
ing without a trace. All of them are skilled, Quests
silent masters of the art of death. But among
• The character must assassinate the head of a
these cold and heartless killers, a being of pure
nation (governor, king, etc.) and leave a calling
death and deception exists. She is the assassin
card to the act. This act is for no other reason
of assassins. Her skills in the arts of disguise,
than to establish the mystique and legend of the
deception, and death are legendary. She is the
character’s name. Assassins kill merchants and
hand of the reaper.
rival assassins; the hand of the reaper kills
those who cannot be killed.
Becoming the hand of the reaper is not an easy
path for a character to follow. The life of an
• The character must locate and kill the head
assassin is often filled with loneliness, death,
priest of the cult known as The Keepers of the
and paranoia. For the hand of the reaper, these
Black Flame. The cult worships a forgotten god
elements are personified. She is the killer of
of destruction who once directly opposed the
killers, she is beyond lesser assassins, and she
Reaper. If the character can successfully kill
is feared by all. Her name is a whisper; her true
the head priest, she earns the favor of the
face is a faded memory, and her motives a rid-
Reaper and learns the dark secrets of death.
dle only she knows the answer to. Her heart is
void of love, pity, or compassion. The acts of
• The favor of the Reaper is not easily earned,
infiltration and murder are rituals to her, covet-
and there is only one hand of the reaper active
ed as closely as the doctrine of a cleric’s faith.
at any time. The character must successfully
She has no students or admirers, for they would
locate and kill the current hand of the reaper. If
only slow her down or lead to her death. Love
the character succeeds, she earns the favor of
is for the weak and pity is for the foolish. This
the Reaper and the infamy that creates legends.
life of rigid discipline and death forges a legend
of whispers and rumors.
Class Skills
Hit Die: d6. The hand of the reaper’s class skills (and the
key ability for each skill) are Appraise (Int),
90
Table 2-5: The Hand of the Reaper
Base

1st +1 +1 +3 +1 Hand of the Reaper Ability

2nd +2 +1 +4 +1 Hand of the Reaper Ability
3rd +3 +2 +4 +2 Hand of the Reaper Ability
4th +4 +2 +5 +2 Hand of the Reaper Ability
5th +5 +2 +5 +2 Hand of the Reaper Ability
Balance (Dex), Bluff (Cha), Climb (Str), Craft This is a one-time bonus.
Diplomacy (Cha), Disable Device (Int), Enhanced Intelligence: Years of dedication
Disguise (Cha), Escape Artist (Dex), Forgery and study allow the hand of the reaper to mas-
(Int), Gather Information (Cha), Hide (Dex), ter the skills of a trade that does not allow for
Innuendo (Wis), Intimidate (Cha), Intuit mistakes. The character gains a +1 legendary
Direction (Wis), Jump (Str), Listen (Wis), bonus per power level to her Intelligence score.
Move Silently (Dex), Open Lock (Dex), This is a one-time bonus.
Perform (Cha), Pick Pocket (Dex), Profession
(Wis), Read Lips (Int, exclusive skill), Search Bastion of Physical Prowess (Ex): The arts of
(Int), Sense Motive (Wis), Spot (Wis), Swim death demand a high level of discipline and
(Str), Tumble (Dex), Use Magic Device (Cha, physical training. For the hand of the reaper,
exclusive skill), and Use Rope (Dex). this is a way of life that cannot be overlooked
or completed halfway. By selecting this ability,
Skill Points at Each Level: 8 + Int modifier. the hand of the reaper receives an extra 4 hit
points per power level.
Class Features
Master of Deception: In many cases, the hand
All of the following are features of the hand of of the reaper gets close to a target and studies
the reaper legendary class. him—sometimes for periods as long as weeks
or months—before closing in for the kill. This
Weapon and Armor Proficiency: The hand of ability gives the hand of the reaper a +2 leg-
the reaper is a master of weapons and combat. endary bonus per power level to Bluff,
The hand of the reaper is proficient in the use Diplomacy, Disguise, and Sense Motive skill
of all simple and martial weapons and all armor checks.
(heavy, medium, and light) as well as shields.
The use of shields and heavy armor is typically Reaper’s Insight (Ex): The hand of the reaper
rare, as the hand of the reaper depends on learns to deal death more quickly than even the
silence and stealth. However, if necessity most talented assassin. Once per day per power
should call for the use of these items, the hand level, a hand of the reaper can make a death
of the reaper is always prepared. Note that attack without having first observed her target
armor check penalties for armor heavier than for a period of time.
Escape Artist, Hide, Jump, Move Silently, Pick Reaper’s Touch (Ex): The hand of the reaper’s
Pocket, and Tumble, and that carrying heavy skill is legendary. Her skill in the art of death is
gear imposes a check penalty on Swim checks. feared. It is this natural talent that allows her to
become even more deadly with her killing
Hand of the Reaper Abilities blows. This ability gives the hand of the reaper
Enhanced Dexterity: To be a legendary mas- a +1 legendary bonus per power level to the DC
ter of the arts of death, the hand of the reaper to resist the effects of her successful death
develops lightning-fast reflexes and manual attacks.
dexterity. The character gains a +1 legendary
bonus per power level to her Dexterity score.
91
Trained Resistance (Ex): Poison is one of the ritual’s details. If the Knowledge (arcana)
hand of the reaper’s most important tools. Over check fails, the character can try again once he
time, the resistances she develops to poison has increased his Knowledge (arcana) skill by
reach a legendary level. With this ability, the at least one rank.
hand of the reaper gains a +2 legendary bonus
per power level to saves against all types of • Once he understands the ritual, the character
poisons. must seek out the various material components
needed. The components vary from version to
Incantator version, but all involve collecting materials
from certain powerful, magical creatures. No
Anyone can steal material objects. What chal- less than three such components are required.
lenge is there in taking gold or jewels? Such The DM is encouraged to be creative here and
things can be picked up and pocketed by even tailor this quest to her own campaign.
the rudest fighter. Intangibles present the real Acquiring a component need not involve
test. Who can catch what cannot be touched or killing the creature, but all should entail some
seen? That person is the true thief, a figure wor- risk. For example, the character may have to
thy of legend. That person is an incantator. retrieve a pinion from the wing of a solar, the
horn of a Huge chimera, and the tears of an
The incantator is more than a rogue par excel- elder water elemental.
lence. He is also a scholar of arcana whose lar-
cenous talents enable him to actually steal • With all the components in hand, the charac-
magic. An incantator can pluck arcane and ter needs to complete the ritual. This requires a
divine magic from the very air as it is put into Spellcraft check (DC 30) to succeed. If the
play by its caster. He stores this magical ener- character fails the Spellcraft check, the compo-
gy within his own mind, and the incantator can nents are destroyed, and he must regain them
even utilize stolen spells as if he were a caster before he can try again. Since there is risk
himself. Legends also tell of incantators who involved with failure, the character cannot take
can pilfer dweomers from magic items and 20 on his Spellcraft check. If successful, the rit-
even filch the spell-like and supernatural abili- ual is completed, and the character becomes an
ties of creatures. incantator.
Requirements Class Skills

To qualify to become an incantator, a character The incantator’s class skills (and the key abili-
must fulfill all the following criteria. ty for each) are Appraise (Int), Balance (Dex),
Bluff (Cha), Climb (Str), Concentration (Con),
Feats: Iron Will, Skill Focus (Concentration), Craft (Int), Disable Device (Int), Disguise
Skill Focus (Knowledge [arcana]), Skill Focus (Cha), Escape Artist (Dex), Gather Information
(Spellcraft). (Cha), Heal (Wis), Hide (Dex), Innuendo
Skills: Concentration 8 ranks, Hide 15 ranks, (Wis), Intimidate (Cha), Intuit Direction (Wis),
Knowledge (arcana) 8 ranks, Move Silently 15 Jump (Str), Knowledge (arcana) (Int), Listen
ranks, Spellcraft 8 ranks. (Wis), Move Silently (Dex), Open Lock (Dex),
Pick Pocket (Dex), Read Lips (Int, exclusive
Quests skill), Ride (Dex), Search (Int), Sense Motive
(Wis), Spellcraft (Int), Spot (Wis), Swim (Str),
• The incantator must research the Incantatrix, Tumble (Dex), and Use Magic Device (Cha,
a secret ritual that awakens the ability to steal exclusive skill).
magic. Few people who know the Incantatrix
are willing to share it except at great cost. Skill Points at Each Level: 8 + Int modifier.
There are also many—particularly wizards’
guilds—who actively oppose dissemination of Class Features
the Incantatrix. Consequently, the character
must adventure bravely and carefully to pene- All of the following are class features of the
trate one of the guarded libraries that contains incantator legendary class.
the ritual. Once the ritual is found, the charac-
ter must succeed at a Knowledge (arcana) Weapon and Armor Proficiency: An incanta-
check (DC 30) in order to understand the tor is proficient with all simple weapons and
92
with light armor. He is not proficient with
shields. Note that armor check penalties for
Move Silently, Pick Pocket, and Tumble. Swim

checks suffer a –1 penalty for every 5 pounds
of armor and equipment carried.
Incantator Abilities
Legendary Charm (Ex): Many tales tell of
incantators who possess vast force of personal-
ity and persuasiveness. This sort of incantator
has a +1 legendary bonus per power level to
Charisma.
Legendary Mind (Ex): Many incantators pos-

sess great reasoning powers and an exceptional
ability to learn. Such an incantator has a +1 leg-
endary bonus per power level to Intelligence.
Craft Spell (Su): The incantator can modify

any memorized spell (whether from another
class or gained by the steal magic ability) at the
time of casting as if the spell had been prepared
with a metamagic feat. The incantator knows
how to modify memorized spells with one
metamagic feat per power level, chosen from
the following: Empower Spell, Enlarge Spell, per power level. To steal a spell, the incantator
Extend Spell, Still Spell, Silent Spell. A memo- must select an opponent as the target of a coun-
rized spell can be modified by only one craft terspell. The incantator does this by choosing
spell metamagic feat at the time of casting. the ready action. In doing so, the incantator
Successful spell modification requires a elects to wait to complete his action until the
Spellcraft check (DC 20 + spell level). If the incantator’s opponent tries to cast a spell. The
Spellcraft check fails, the spell takes effect as incantator may still move at normal speed,
normal. since ready is a standard action. If the target of
the incantator’s counterspell tries to cast a
Detect Magic (Sp): At will, the incantator can spell, the incantator makes a Spellcraft check
detect magic. He gains a +2 legendary bonus (DC 15 + the spell’s level). This check is a free
per power level when making Spellcraft checks action. If the check succeeds, the incantator
to determine the school of magic involved in correctly identifies the opponent’s spell and
detected auras. can attempt to counter it. If the check fails, the
incantator can’t do either of these things.
High Arcane Knowledge (Ex): The incantator
enjoys a +2 legendary bonus per power level to To complete the action, the incantator simply
Knowledge (arcana) checks, Spellcraft, and places the spell in an available spell slot (see
Use Magic Device checks. The Spellcraft Table 2–6A: Incantator Stolen Spells per Day).
bonus does not stack with the legendary bonus If a spell slot is not available, the incantator can
gained when using the detect magic ability. decide to lose preparation of a spell in order to
make room for the new one. Metamagic feats
Spell Resistance (Ex): The incantator has are not taken into account when determining
become inured to magical forces. He acquires whether a spell can be stolen. The incantator
spell resistance equal to 10 + (power level x 3). cannot steal the metamagic modification, but
only the basic spell itself.
Steal Magic (Sp): The incantator can steal
arcane and divine spells when they are cast. The incantator retains preparation of
Stealing a spell has a range of 100 feet + 10 feet stolen spells until he casts them or vol-
93
Table 2-6: The Incantator
Base

1st +0 +0 +2 +2 Incantator Ability
2nd +1 +0 +3 +3 Incantator Ability
3rd +2 +1 +3 +3 Incantator Ability
4th +3 +1 +4 +4 Incantator Ability
5th +3 +1 +4 +4 Incantator Ability
Table 2-6a: Incantator Stolen Spells per Day

Power Spells per Day
Level 0 1 2 3 4 5 Special
1 4 3 2 1 — — —
2 4 3 3 2 — — —
3 4 4 3 2 1 — Steal dweomer
4 4 4 3 3 2 — Steal spell-like abilities
5 4 4 4 3 2 1 Steal supernatural abilities
untarily loses the spell to make room for a new original ability. If the supernatural ability has
one. All stolen spells have verbal and somatic no fixed duration, it works for 5 rounds when
components, and a casting time of one action. used by the incantator. Theft of a supernatural
A stolen spell takes effect as if cast by the orig- ability has a range of 30 feet and follows the
inal caster. same procedure as stealing a spell. The
Spellcraft DC is 10 + 1/2 the creature’s HD +
At power levels 3 and higher, the incantator can the creature’s Charisma modifier.
also steal other magical effects. At power level
3, he can steal a dweomer from a magic item
with a range of touch. With a successful Use
Jack-of-Knives
Magic Device check against DC 20 + the What weapon is more symbolic of rogues than
item’s caster level, the incantator steals one of the dagger? None, or so says the jack-of-
the spells used in creating the item. The item knives, and no one without a death wish con-
itself becomes inactive for 1d4 rounds. tradicts him too loudly. With a dagger clenched
Artifacts are unaffected by this ability. The in each fist, a jack-of-knives dances into melee
stolen spell is placed in the appropriate spell as a whirling dervish of death, striking repeat-
slot. No magical item can have a dweomer edly with uncanny precision and emerging
stolen by the same incantator more than once from the fight unharmed by his foe’s weapon.
per day. His skill at knife fighting transcends normal
limits, taking on supernatural characteristics.
At power level 4, the incantator can steal a
spell-like ability from a creature out to the 50 A jack-of-knives is still a rogue, and he can
feet + 5 feet per power level. Stealing a spell- function in shadow quite effectively. There is,
like ability follows the same procedure as steal- however, one shadow that the jack-of-knives
ing a spell. A stolen spell-like ability occupies refuses to step into, and that is the one cast by
a slot of the appropriate level, and it takes fighters and other warriors over melee combat.
effect as if used by the creature it was stolen While his weapon of choice seems pale in
from. comparison to a greatsword or a dire flail and
his leather armor can’t turn an attack like half-
The ultimate incantator power, gained at power plate, the jack-of-knives remains a foe to be
level 5, is the ability to steal a supernatural reckoned with. He is a battle-tested expert with
ability. A stolen supernatural ability always a narrow focus and within that focus can be
occupies the incantator’s 5th-level spell slot every bit as deadly as a skilled fighter.
and operates according to the creature’s
94
In legends, the jack-of-knives inspires awe and
cold fear. Few jacks-of-knives are dashing,
romantic figures. Instead they are grim drifters
who see no need to use stealth and guile in their
larcenous pursuits when it is easier to just cut

their targets to ribbons and take what they
want. This is not to say that a jack-of-knives is
necessarily evil. He is not, but neither is he
likely to be the sort of hero who earns the warm
adoration of those he helps. The jack-of-knives
is about being the best at knife fighting, and
knife fighting is a brutal occupation.
Hit Die: d6.
Requirements
To qualify to become a jack-of-knives, a char-
acter must fulfill the following requirements.
Feats: Dodge, Mobility, Point Blank Shot,

Two-Weapon Fighting, Weapon Focus (dag-
ger).
Skills: Balance 15 ranks, Jump 15 ranks,
Tumble 15 ranks.
Quests
• When a rogue feels he is ready to become a
jack-of-knives, he must embark on a dangerous
adventure suitably challenging to characters of
his level, including due consideration for any
allies that accompany him. From start to finish
of the adventure, the rogue is not permitted to
use any weapons except a pair of nonmagical
masterwork daggers. It is permissible for the
rogue or an ally to temporarily augment these
daggers with the likes of the magic weapon
spell. During the adventure, the rogue must
enter melee on a regular basis.
• After establishing his reputation as a deadly

knife fighter, the rogue must enter a large town
or larger community and find the thieves’ guild.
He must tell the thieves’ guild that he intends to
become a jack-of-knives and issue a challenge
to anyone who thinks they can best him in a
knife fight at an announced location at an
announced time. Singlehandedly, the rogue
must defeat the first five challengers to arrive,
one at a time without pause for rest between
fights. No one can assist the rogue in these
fights, but he is free to use whatever magic
items he owns with one proviso: The rogue
must make ranged and melee attacks only with
daggers.
95
Table 2-7: The Jack-of-Knives
Base

1 +1 +2 +2 +0 Jack-of-Knives Ability
effective enhancement bonus increases by +2

Class Skills
and a successful attack inflicts +1d6 points of
The jack-of-knives’s class skills (and the key bonus piercing damage per power level. The
ability for each skill) are Appraise (Int), player must declare the use of this ability prior
Balance (Dex), Bluff (Cha), Climb (Str), Craft to making his attack roll. A missed attack there-
(Int), Decipher Script (Int, exclusive skill), fore ruins the bane strike attempt.
Disguise (Cha), Escape Artist (Dex), Forgery Blade Friend (Su): So attuned to bladed
(Int), Gather Information (Cha), Hide (Dex), weapons has the jack-of-knives become that he
Innuendo (Wis), Intimidate (Cha), Intuit gains a measure of immunity to their attacks.
Direction (Wis), Jump (Str), Listen (Wis), For one minute per power level per day, the
Move Silently (Dex), Open Lock (Dex), Pick jack-of-knives gains DR 10/— against slashing
Pocket (Dex), Read Lips (Int, exclusive skill), and piercing weapons. Blade friend does not
Ride (Dex), Search (Int), Sense Motive (Wis), defend against natural attacks such as claws or
Spot (Wis), Swim (Str), Tumble (Dex), Use fangs. The jack-of-knives need not use his
Magic Device (Cha, exclusive skill), and Use daily time allotment all at once, but any use of
Rope (Dex). blade friend counts as at least one minute.
Skill Points at Each Level: 8 + Int modifier. Crippling Accuracy (Su): Once per day per
power level with a successful dagger attack, a
Class Features jack-of-knives can strike so as to weaken his
foe. In addition to the damage inflicted by the
All the following are class features of the jack- attack, the victim suffers 2 points of temporary
of-knives. Strength damage. The player must declare the
use of this ability prior to his attack roll, but a
Weapon and Armor Proficiency: A jack-of- missed attack or an attack that inflicts no dam-
knives is proficient with all simple weapons age (due to DR, for example) does not cause
and with light armor. He is not proficient with this use of the ability to be lost. Creatures
shields. Note that armor check penalties for immune to critical hits are not affected by crip-
armor heavier than leather apply to the skills pling accuracy. Crippling accuracy can be used
Balance, Climb, Escape Artist, Hide, Jump, more than once in a round. Its effects stack with
Move Silently, Pick Pocket, and Tumble. Also, the rogue’s crippling strike special ability.
pounds of armor, equipment, or loot carried. Dagger Master (Ex): The jack-of-knives gains
a +1 legendary bonus per power level to attack
Jack-of-Knives Abilities rolls and weapon damage rolls when using a
Amazing Grace (Ex): The jack-of-knives dagger.
gains a +1 legendary bonus to Dexterity per
power level. Deadly Speed (Su): For one minute per power
level per day, the jack-of-knives can make
Bane Strike (Su): Once per day per power additional dagger attacks per round when tak-
level, a jack-of-knives imbues a single dag- ing the full attack action. His iterative attacks
ger attack with fatal power. His dagger’s are recalculated to occur at a bonus 3 less than
96
his base attack bonus instead of 5 less. For
example, a 13th-level rogue/1st-level jack-of-
knives has a base attack bonus of +10/+5.
Using deadly speed as a power level 1 ability,
for 10 rounds per day the jack-of-knives’s base

attack bonus becomes +10/+7/+4/+1. Deadly
speed only works when wielding daggers,
whether in melee or as thrown weapons.
Sneak Attack (Ex): The jack-of-knives’ bonus

sneak attack damage increases by 1d6 per
power level. This bonus damage stacks with
any sneak attack damage gained from levels in
a previous class. However, the jack-of-knives
only gains the bonus damage from this leg-
endary class ability when making sneak attacks
with daggers.
Jack o’ the Green

Oppression breeds rebellion. Wherever you
find a tyrant crushing the spirit of his people,
you will find a few souls willing to stand up to
him, to risk everything to bring a little hope to
the downtrodden. In many cases, hope is all
they can provide: They keep people’s spirits up
with tales of heroes, overthrown usurpers, and
returned kings. Most of all, they tell stories of
the jack o’ the green.
The tales of the jack o’ the green are many and

varied: Sometimes, he is a valiant peasant hero;
sometimes, he is a noble who has lost his lands
and titles. Sometimes he is a dashing rogue,
and sometimes he is a battle-hardened fighter.
He can be young or old, rich or poor, compas-
sionate or ruthless, refined or brutal. The jack
o’ the green may be male or female. One thing
all the tales agree on, however, is that the jack
o’ the green stands up for the oppressed, steal-
ing from the tyrant and distributing the wealth
to those in need.
He strikes without warning, tweaking the nose

of authority and vanishing into the wilds. The
untamed areas of his land are his hiding place
and his playground. He knows all the ins and
outs, the hidden valleys and the secret trails.
This knowledge is a weapon he uses in a fight
against the despot, using terrain and vegetation
to best effect, setting ambushes and disappear-
ing like a ghost. He can live off the land where
many others would starve or freeze, hidden and
protected by the land and the people who live
on it.
97
Table 2-8: The Jack o’ the Green
Base

1st +1 +2 +2 +0 Jack o’ the Green Ability
2nd +2 +3 +3 +0 Jack o’ the Green Ability
3rd +3 +3 +3 +1 Jack o’ the Green Ability
4th +4 +4 +4 +1 Jack o’ the Green Ability
5th +5 +4 +4 +1 Jack o’ the Green Ability
The jack o’ the green rises up when someone against him that drives him to outlawry and
can no longer tolerate the oppression of the vengeance. This incident provides the seed for
tyrant. Becoming the jack o’ the green requires the jack o’ the green legend that begins to grow
anger, dedication, and deep commitment to the around the character. Also, if the character ever
overthrow of the evil ruler. It also requires a turns aside from seeking vengeance and/or
good knowledge of the area and the local peo- freedom for the people, he can no longer aspire
ple. There is always some powerful, defining to the jack o’ the green legendary class.
moment in the life of the prospective jack o’ the
green that sets him on the path, something that Quests
turns him irrevocably against the local authori-
ties, something that makes a good story or • To start on the path of the jack o’ the green, a
song. The tale always grows in the telling, and character must begin stealing from the oppres-
it is told frequently in the area, mixed with sors. Tax money, personal wealth, horses,
other legends and stories. coaches, jewelry, or anything else that can be
obtained and converted to cash is fair game.
No matter what other motivation guides him, The character must steal 10,000 gp worth of
the jack o’ the green always works for the com- goods for each level the character possesses. At
mon folk and against the powers that be, and so least two-thirds must be distributed among the
becomes something of a hero to the populace, oppressed people. Alternatively, the character
and a very prominent, public thorn in the sides may free prisoners of the tyrant. Each character
of the rulers. As the hatred of the rulers grows, level of a freed prisoner counts as 1,000 gp for
so too does the love of the peasantry. This cre- the purposes of this requirement.
ates a rich oral tradition around the jack o’ the
green, one that transcends borders and regimes, • Once the character has fulfilled the previous
and even outlives the various jacks that arise. quest, he must up the ante, making sure that he
is the focus for the wrath of the ruling class.
Hit Die: d8. The character must achieve a theft or trick of
personal import to the tyrant, one that in some
way symbolizes vengeance for the event that
Requirements set the character on the jack o’ the green path.
To qualify to become a jack o’ the green, a For example, a character whose title was
character must fulfill all the following criteria. stripped from him might decide to steal the
crown and scepter of the king, while the peas-
Alignment: Any non-lawful, non-evil. ant lad whose father was beaten and humiliated
Charisma: 15+. by tax collectors may choose to kidnap the tax
Skills: Gather Information 8 ranks, Hide 15 collectors, strip them, beat them, and parade
ranks, Knowledge (local area) 8 ranks, Move them through the capital. No matter what the
Silently 15 ranks, Wilderness Lore 8 ranks. chosen act, the character must obviously be the
Feats: Track, Lightning Reflexes, and any feat perpetrator, both in the eyes of the ruling class
of the DM’s choice. and the peasantry at the time the act is commit-
Special: The prospective jack o’ the green must ted; he may not just claim responsibility for the
have a personal reason to hate the current act after the fact, but must be recognized as the
ruler of the land, some wrong perpetrated perpetrator at the time.
98
Merry Band: The fame of the jack o’ the green
Class Skills
spreads throughout his territory. With 24 hours
The jack o’ the green’s class skills (and the key notice, the character may gather a group of 1st-
ability for each skill) are Animal Empathy level warriors from the oppressed people in his
(Cha), Appraise (Int), Balance (Dex), Bluff territory. The size of the group is equal to 10

(Cha), Climb (Str), Diplomacy (Cha), Disguise times the power level of this ability, and they
(Cha), Escape Artist (Dex), Forgery (Int), come armed with one simple weapon (melee or
Gather Information (Cha), Hide (Dex), ranged) and one martial weapon (melee or
Innuendo (Wis), Jump (Str), Knowledge (local ranged). If the simple weapon is a melee
area), Listen (Wis), Move Silently (Dex), Open weapon, the martial weapon must be ranged,
Lock (Dex), Pick Pocket (Dex), Sense Motive and vice versa. The band follows the orders and
(Wis), Spot (Wis), Swim (Str), Tumble (Dex), directions of the jack o’ the green without ques-
Use Rope (Dex), and Wilderness Lore (Wis). tion as long as their actions demonstrably help
the cause of their freedom. They stay with the
Skill Points at Each Level: 6 + Int modifier. character for no longer than three days plus the
power level of the ability, and the jack o’ the
Class Features green may use this ability no more than once
per power level each month.
All the following are class features of the jack
o’ the green legendary class. Slippery Eel: Hard to catch and harder to hold,
the stories of the jack o’ the green’s escapes
Weapon and Armor Proficiency: The jack o’ show the downtrodden that there is hope. He
the green is proficient with all simple and mar- moves like greased lightning, bouncing and
tial weapons, and with light armor. Note that wriggling, never staying still long enough for
armor check penalties for armor heavier than anyone to draw a bead or get a grip. The char-
leather apply to the skills Balance, Climb, acter gains a +2 legendary bonus per power
Escape Artist, Hide, Jump, Move Silently, Pick level to all Escape Artist, Jump, and Tumble
Pocket, and Tumble, and that carrying heavy checks.
gear imposes a check penalty on Swim checks.
Hidden Jack (Sp): The jack o’ the green often
Jack o’ the Green Abilities has a mystical ability to shift his form, some-
Nimble Jack: The character gains a +1 leg- times into the appearance of other people,
endary bonus per power level to his Dexterity. sometimes into the form of an animal native to
This is a one-time bonus. his home territory. For each power level of this
ability, the character may choose one alternate
Charming Rascal: The character gains a +1 form. This form may be another person of the
legendary bonus per power level to his same race as the character, another race native
Charisma. This is a one-time bonus. to the local area, or a common animal native to
the area. Once per day per power level, the jack
Cunning Rogue: Guile and deception serve o’ the green may assume one of his alternate
the jack o’ the green as easily as thuggery. Tales forms as a full-round action and remain in this
of the clever ruses and brilliant tricks he perform indefinitely. This is a spell-like ability
forms circulate among the oppressed, often identical in all other ways to the polymorph self
sparking rowdy (and suppressed) ballads. The spell.
character gains a +2 legendary bonus per
power level to all Bluff, Disguise, and Gather Master Burglar
Information checks.
Located within the walls of most metropolitan
Wilderness Expert: The jack o’ the green cities a guild of thieves can be found (though
knows his home territory like the back of his usually with a great deal of effort). Whether
hand. He can vanish without a trace in the wild they are a small band of pickpockets looting the
and can live indefinitely on the land’s bounty. local marketplace or an elite band of burglars,
On his home territory, the character gains a thieves’ guilds thrive in many cities. Among
bonus to Hide, Move Silently, and Wilderness these guilds across the land, there exists a
Lore checks. This is a legendary bonus equal to legend. She is known by several names
+2 per power level. and the details of her appearance vary
99
greatly depending on the time and place the
story is told. She was responsible for the theft
of the Great Eye, a diamond the size of a small
child, from the palace of the Serpent Queen. In
another city, she stole the artifact of the
Redeemer’s faith. In the capital of a great

realm, she lifted the Crown Jewels from the
king’s treasury. Regardless of the rumors or
descriptions you hear, there is one common
thread: The building she cannot break into has
never been built and there is no treasure she
cannot steal. She is a legend among thieves and
rogues for her skills in the arts of larceny. She
is the master burglar.
Becoming a master burglar is a trial by fire for

a character that chooses to walk the path. The
life of a master burglar is equal parts skill, suc-
cess, and achievement of the impossible. The
adrenaline and thrills of doing what cannot be
done is what births the legend of the master
burglar. Entering the tombs of lost gods, steal-
ing from the personal coffers of the Lord
Mayor, and opening the vault of the city trea-
sury are examples of what drive the master bur-
glar. Common thieves lift purses, while she
takes religious artifacts and priceless works of
art. Her skills in the art of thievery attract many
followers and students eager to learn at the
hand of a legend. This fame can also attract the
infamy of local law enforcement and powerful
victims of nightly escapades. Living on the
edge, mastering her skills, and living by her
wits are what transform a common thief into a
legend.
Hit Dice: d6.
Requirements
To qualify to become a master burglar, a char-
Skills: Climb 10 ranks, Hide 15 ranks, Move

Silently 15 ranks, Open Lock 15 ranks, and
Tumble 15 ranks.
Feats: Alertness, Dodge, Improved Initiative,
one other feat of the DM’s choice.
Special: The character must be a rogue. She
may be multiclassed, but she must have gained
more class levels as rogue than any other class-
es.
Quests
• The character must travel to a large metropol-
itan city and break into the home of the guild-
100
Table 2-9: The Master Burglar
Base

1st +0 +1 +3 +3 Master Burglar Ability

2nd +1 +1 +4 +4 Master Burglar Ability
3rd +2 +2 +4 +5 Master Burglar Ability
4th +3 +2 +5 +5 Master Burglar Ability
5th +3 +2 +5 +5 Master Burglar Ability
master of the local thieves’ guild. Once inside,

Class Features
she must steal an item personal to the guild-
master, such as a signet ring or family heir- All of the following are features of the master
loom. She cannot be detected performing the burglar legendary class.
act. If she is seen, she must try again in a dif-
ferent city. Weapon and Armor Proficiency: The master
burglar gains no new weapon or armor profi-
• The character must successfully enter the ciencies. Note that armor check penalties for
Tomb of Eternal Locks and unlock the mystery armor heavier than leather apply to the skills
of the luck god’s shifting box of secrets. If she Balance, Climb, Escape Artist, Hide, Jump,
is successful, the god of luck recognizes her Move Silently, Pick Pocket, and Tumble. Also,
talents and gives his blessing on her path to Swim checks suffer a –1 penalty for every 5
becoming a master burglar. pounds of armor, equipment, or loot carried.
• The character must locate an existing master Master Burglar Abilities

burglar, such as Orbin the Sly, and convince the
old gnome to teach her the arts of the master Enhanced Dexterity: On the path of becoming
burglar. If the mentor agrees, she must study a legend, the master burglar must develop her
with him for one month and return once each physical prowess to equally legendary levels.
year for a new lesson. Once she reaches 5th The character gains a +1 legendary bonus per
level in this legendary class, the training is power level to her Dexterity score. This is a
complete. one-time bonus.
Enhanced Wisdom: As a legend of thievery,

Class Skills the master burglar develops a keen sense for
The master burglar’s class skills (and the key danger and acute physical senses. The charac-
ability for each skill) are Appraise (Int), ter gains a +1 legendary bonus per power level
Balance (Dex), Bluff (Cha), Climb (Str), Craft to her Wisdom score. This is a one-time bonus.
Diplomacy (Cha), Disable Device (Int), Bane of Locked Doors (Ex): The master bur-
Disguise (Cha), Escape Artist (Dex), Forgery glar is a legend for many reasons, the foremost
(Int), Gather Information (Cha), Hide (Dex), of these reasons being her skill at unlocking
Innuendo (Wis), Intimidate (Cha), Intuit impossible locks. Once per day per power
Direction (Wis), Jump (Str), Listen (Wis), level, the master burglar can automatically suc-
Move Silently (Dex), Open Lock (Dex), ceed at an Open Lock check. The lock must be
Perform (Cha), Pick Pocket (Dex), Profession non-magical.
(Wis), Read Lips (Int, exclusive skill), Search
(Int), Sense Motive (Wis), Spot (Wis), Swim Blood of the Spider (Ex): The climbing
(Str), Tumble (Dex), Use Magic Device (Cha, prowess of the master burglar is a necessity
exclusive skill), and Use Rope (Dex). when entering high towers and scaling danger-
ous wall surfaces. As her skills develop, the
Skill Points at Each Level: 8 + Int modifier. master burglar develops a supernatural
talent for adhering to walls and surfaces
101
considered impossible to navigate. This ability and a queen among shadowdancers. She is
grants the master burglar a climb speed of 5 ft. envied by peers, respected by students, and
per power level. The character gains a +8 leg- feared by enemies. She is the queen of shad-
endary bonus to all climb checks and can take ows.
10, even if rushed or threatened while climb-
ing. The master burglar cannot run while To become a queen of shadows, a female char-
climbing, however. acter must develop a sense of spirituality and
discipline that many cannot master. For her, the
Legend of the Stealthy Arts (Su): In some shadows are a friend, an ally, a lover, and a
rare cases, the master burglar may find herself soulmate. Where others find a cold, uncaring
in a situation that requires her to become one touch in the darkness, the queen of shadows
with the surroundings to avoid detection. Once finds warmth. The queen of shadows worships
per day per power level, a master burglar can and covets the darkness but equally respects
use the Hide skill even while being observed. the light. She knows that there cannot be one
As long as the character is within 5 feet per without the other and that not all heroes wear
power level of some sort of shadow or source shining armor and champion their causes on
of concealment, the master burglar can hide the fields of war. Those marked by villainy and
from view in the open without anything to actu- greed often seek her skills, as do noble kings
ally hide behind. The master burglar cannot and protectors of free lands. She is hunted by
hide in her own shadow. In all other respects, those desperate to both steal her power and
this ability works exactly like the hide in plain master her skills.
sight ability.
Hit Die: d6.
Sense for Danger (Ex): The arts of thievery
and stealth are rituals as dear to the master bur- Requirements
glar as the teaching of a god’s faith to a devout
cleric. These disciplines hone the master bur- To qualify to become a queen of shadows, a
glar’s danger sense to an almost supernatural character must fulfill all the following criteria.
level. With this ability, the master burglar gains
a +2 legendary bonus per power level to all Base Attack Bonus: +8.
Listen and Spot skill checks. This ability also Skills: Move Silently 15 ranks, Hide 15 ranks,
grants the master burglar a +1 legendary bonus Perform 10 ranks.
per power level to all of her initiative rolls. Feats: Dodge, Mobility, Spring Attack, and
one feat of the DM’s choice.
Walker Between the Walls (Sp): The master Special: Shadowdancer level 1+.
burglar gains the ability to penetrate the veils of
reality as easily as a poorly secured treasure Quests
room. Once per day per power level, the mas- • The character must find the three Scrolls of
ter burglar can use ethereal jaunt as the spell Deepest Shadow and read them. The knowl-
cast by a 14th-level sorcerer. edge within the scrolls allows the character to
become a queen of shadows.
Queen of Shadows
• At any given time, there may only be one
In rogue societies, there are several archetypes. queen of shadows. The current queen, Nadina
Many rogues live a life of petty crime and lar- Shadowstep, is rumored to regularly frequent
ceny, while others become masters of the the Free City Opera House. The character must
killing arts, and a select few follow the path of find, challenge, and defeat Nadina. If success-
shadows. For shadowdancers, the ritual and ful, the power seed of the queen of shadows
tradition of the shadow arts lead to amazing will pass to the character.
abilities and a connection with the shadows
themselves. In time, the shadowdancer learns • The character must enter the plane of shadow
to manipulate the shadows as an artist manipu- and survive there for one full week. During this
lates paint onto a canvas. Among this secretive time, she may not return to the material plane
order exists a legend. She too is a shadow- for any reason. If she returns before one week
dancer, but her skills are far beyond those of has passed, she must start over.
others in her trade. She is a genius, a master,
102
Class Skills
The queen of shadows class skills (and the key

Direction (Wis), Jump (Str), Listen (Wis),
Move Silently (Dex), Open Lock (Dex),
exclusive skill), and Use Rope (Dex).
Class Features
All of the following are features of the queen of
shadows legendary class.
Weapon and Armor Proficiency: The queen

of shadows gains no additional weapon or
armor proficiencies. Note that armor check
to the skills Balance, Climb, Escape Artist,
Tumble. Also, Swim checks suffer a –1 penal-
ty for every 5 pounds of armor, equipment, or
loot carried.
Queen of Shadows Abilities

Enhanced Dexterity: The queen of shadows is
a rogue at heart and the time spent training to
become a legend has honed her dexterity to a
razor’s edge. The character gains a +1 leg-
endary bonus per power level to her Dexterity
score. This is a one-time bonus.
Enhanced Charisma: The queen of shadows’

mastery of stealth approaches an artform, and
her performances are often stunning to those
rare few who witness them. The character gains
a +1 legendary bonus per power level to her
Charisma score. This is a one-time bonus.
Reaching the Shadow (Su): The queen of

shadows must first master the arts of shadow-
dancing and improved stealth to become a leg-
end. As a queen of shadows, her prowess with
this ability reaches legendary heights. The
queen of shadows may hide in plain sight an
103
Table 2-10: The Queen of Shadows
Base

1st +1 +1 +3 +1 Queen of Shadows Ability
2nd +2 +1 +4 +1 Queen of Shadows Ability
3rd +3 +2 +4 +2 Queen of Shadows Ability
4th +4 +2 +5 +2 Queen of Shadows Ability
5th +4 +2 +5 +2 Queen of Shadows Ability
additional 10 ft. away from a shadow per Armor Class and Reflex saving throws while
power level. For example, if Nadina takes this within darkness or heavy shadows.
ability at power level three, she can hide in
plain sight within 40 ft. of a shadow (base 10 ft.
plus 30 ft. for this legendary ability).
Rogue Prince
Contrary to popular belief, there is some honor
Darkvision (Su): Spending most of her life- among thieves. In fact, there is an order of
time within the cold, dark embrace of the shad- seniority that transcends social positioning,
ows allows the queen of shadows to become wealth, and age. Among rogues, the arts of
more comfortable and effective within them. thievery, social manipulation, and sleight of
The queen of shadows gains the darkvision hand are sacred. While many rogues master
ability with a range of 60 ft. plus 20 ft. per these skills, only a select few have the potential
power level. If the character already has dark- to become legendary. These legends among
vision, her range is extended by 20 ft. per rogues are often viewed as royalty, garnering
power level. the respect and envy of every rogue who
encounters them. These legends are known as
Powered by Shadow (Su): As the shadows the rogue princes.
envelop the queen of shadows, so too do they
enhance the weapons that she uses. She and the To become a rogue prince, a character must
shadows are one; the shadows defend her as a develop skills that others cannot fully grasp.
loyal knight defends his queen. With this abili- For the rogue prince, the acts of thievery and
ty, any slashing weapon held by the queen of charisma are art forms to be respected and mas-
shadows functions as an enchanted weapon tered. In most cases, the rogue prince is natu-
with an enhancement bonus equal to her power rally talented in the ways of the rogue—talent-
level. Once she releases the weapon, the ed to a degree that often makes others uncom-
enchantment is lost. The enhancement bonus fortable. Tasks that require decades of study
from this ability does not stack with any other and application to master seem to come natu-
enhancement bonuses. rally to him. Where master rogues fail, he suc-
ceeds in an easy fashion. In time, his legend
Legendary Talent (Ex): The queen of shad- attracts others: potential students eager to learn
ows is a legend. Her stealth and speed are at the feet of a master, and jealous rivals who
equally legendary. This ability grants the queen would steal the legend of the rogue prince as
of shadows a +2 legendary bonus per power they might steal the fat purse of a slow-footed
level to her Hide and Move Silent skill checks, noble. The rogue prince is a duelist, a liar, a
as well as a +1 bonus to her Initiative rolls. charmer, and a cunning thief. The life of a
rogue prince is not an easy one, but the path of
Shadow Sentinels (Ex): The shadows are a legend rarely is.
loyal servants and protectors to the queen of
shadows. This loyalty allows the queen of Hit Dice: d6.
shadows to call upon the protection of her sub-
jects when faced with physical dangers. With Requirements
this ability, the queen of shadows gains a +1
legendary bonus per power level to her To qualify to become a rogue prince, a charac-
104
ter must fulfill all the following criteria.

Skills: Bluff 15 ranks, Pick Pocket 15 ranks,
Search 10 ranks, and Tumble 15 ranks.

Feats: Expertise, Improved Disarm, and any
one feat of the DM’s choice.
Special: The character must be a rogue. He
may be multiclassed, but he must have gained
more class levels as a rogue than other classes.
Quests
• The character must challenge a current rogue
prince to a duel of skill and be victorious. This
duel must consist of three different challenges.
Examples of challenges to use for a duel
include: a competition to romance the daughter
of a wealthy noble, a contest to pick the most
pockets in a public forum (such as a market-
place), or a tumbling competition to be held on
a dangerous cliffside.
• The character must find and make a journey

to the lost Shrine of Chance. Inside the shrine,
the character must drink from the Rogue’s
Well, a legendary font said to imbue a rogue
with the fortune and favor of the gods.
• The character must find the Books of

Masterful Thievery and Charismatic Prowess.
This lost set of four tomes teaches the lessons
required to becoming a rogue prince. Each vol-
ume contains a different lesson and must be
studied together for no less than one month.
Class Skills
The rogue prince’s class skills (and the key
Direction (Wis), Jump (Str), Listen (Wis),
Move Silently (Dex), Open Lock (Dex),
105
Table 2-11: The Rogue Prince
Base

1st +1 +1 +3 +1 Rogue Prince Ability
2nd +2 +1 +4 +1 Rogue Prince Ability
3rd +3 +2 +4 +2 Rogue Prince Ability
4th +4 +2 +5 +2 Rogue Prince Ability
5th +4 +2 +5 +2 Rogue Prince Ability
Luck of Royalty (Ex): By combining skill and

Class Features
a lifetime filled with near death experiences,
All of the following are features of the rogue the rogue prince rarely makes mistakes. Once
prince legendary class. per day per power level, the rogue prince may
re-roll a failed ability or skill check, saving
Weapon and Armor Proficiency: Much like a throw, or attack roll. The character must accept
rogue’s weapon training focuses on weapons the result of the second roll, even if it is worse
suitable for stealth and sneak attacks, so too do than the original roll.
the training methods of the rogue prince. Thus,
the rogue prince gains no new weapon or armor Platinum Tongue (Ex): The rogue prince is a
proficiencies. Note that armor check penalties charismatic master of quick speech and con-
for armor heavier than leather apply to the vincing storytelling. Techniques learned
skills Balance, Climb, Escape Artist, Hide, through trial and error have allowed the rogue
Jump, Move Silently, Pick Pocket, and Tumble. prince to develop a startling degree of confi-
Also, Swim checks suffer a –1 penalty for dence while using words to resolve conflict or
every 5 pounds of armor, equipment, or loot verbal trickery to achieve his goals. With this
carried. ability, the rogue prince gains a +2 legendary
bonus per power level to Bluff, Diplomacy, and
Rogue Prince Abilities Gather Information checks.
Enhanced Dexterity: Spending years of his Prince’s Grace (Ex): A life filled with razor-
life mastering the rogue arts, the rogue prince close escapes and life or death situations hone
develops legendary physical prowess and dex- the reflexes of the rogue prince to an equally
terity. The character gains a +1 legendary sharp edge. The rogue prince gains a +1 dodge
bonus per power level to his Dexterity score. bonus to Armor Class per power level.
This is a one-time bonus.
Sneak Attack (Ex): The rogue prince’s bonus
Enhanced Charisma: A life filled with quick sneak attack damage increases by 1d6 per
actions and quicker speech allows the rogue power level. This bonus damage stacks with
prince to develop a legendary level of confi- any sneak attack damage gained from levels in
dence and charisma. The character gains a +1 a previous class.
legendary bonus per power level to his
Charisma score. This is a one-time bonus.
Savant
Center of Balance (Ex): The rogue prince is a
The savant is the diviner of secrets. She can
master of dexterity-based skills and has devel-
read people’s thoughts by the way they act as
oped a legendary comfort with the skills that
easily as she can read the obscure markings of
require sure-footing and precise balance. With
ancient maps. While many people might seek
this ability, the rogue prince can automatically
knowledge or find secrets, few reach the level
succeed at any Balance, Climb, Escape Artist,
of mastery to which the savant aspires.
Jump, or Tumble skill check. This ability may
only be used on one skill check per day per
Legends tell that the savant can read people’s
power level.
thoughts at a glance and that she can know a
106
Table 2-12: The Savant
Base

1st +0 +0 +2 +2 Savant Ability
2nd +1 +0 +3 +3 Savant Ability
3rd +2 +1 +3 +3 Savant Ability
4th +3 +1 +4 +4 Savant Ability
5th +3 +1 +4 +4 Savant Ability
man’s ambitions as easily as his face. The

Class Skills
savant slips unnoticed into the lairs of her ene-
mies and learns their secrets before her pres- The savant’s class skills (and the key ability for
ence is even known. each skill) are Alchemy (Int), Appraise (Int),
Hit Die: d6. (Int), Decipher Script (Int, exclusive skill),
Diplomacy (Cha), Disable Device (Dex),
Requirements Disguise (Cha), Escape Artist (Dex), Forgery
To qualify to become a savant, a character must Innuendo (Wis), Intimidate (Cha), Intuit
fulfill the following requirements. Direction (Wis), Jump (Str), Knowledge (all
skills, taken individually) (Int), Listen (Wis),
Skills: Bluff 10 ranks, Decipher Script 8 ranks, Mimic Voice* (Cha), Move Silently (Dex),
Diplomacy 8 ranks, Disguise 8 ranks, Gather Open Lock (Dex), Perform (Cha), Pick Pocket
Information 8 ranks, Innuendo 15 ranks, (Dex), Profession (Wis), Read Lips (Int, exclu-
Search 10 ranks, Sense Motive 15 ranks, Spot sive skill), Scry (Int, exclusive skill), Search
10 ranks. (Int), Sense Motive (Wis), Spellcraft (Int), Spot
Feats: Alertness, Skill Focus (at least one (Wis), Swim (Str), Tumble (Dex), Urban Lore*
required skill). (Wis), Use Magic Device (Cha, exclusive
Special Abilities: Skill mastery (at least two skill), and Use Rope (Dex). *These skills are
required skills), slippery mind. presented in Traps & Treachery.
Quests Skill Points at Each Level: 8 + Int modifier.
• Hidden throughout the world are five tomes
of ancient lore, said to contain the understand- Class Features
ing of all things. No mortal has ever seen more All of the following are features of the savant
than one such text during a lifetime, except the legendary class.
savants of past ages. A character who wishes to
become a savant must find at least two of these Weapon and Armor Proficiency: A savant is
tomes as a dedication to her quest for secrets. proficient with all simple weapons and light
armor, but not with shields. Note that armor
• Once the texts of lore have been found the check penalties for armor heavier than leather
potential Savant must use the knowledge apply to the skills Balance, Climb, Escape
gleaned from them to locate the hidden palace Artist, Hide, Jump, Move Silently, Pick Pocket,
of ice, the lair of the dragon of the winds. The and Tumble. Also, Swim checks suffer a –1
character must convince the dragon of the penalty for every 5 pounds of armor, equip-
winds to tell her the secret of the wind. If she ment, or loot carried.
succeeds, she can become a savant. If she fails,
the dragon of the winds will devour her to pre-
Savant Abilities
vent its home from being found again.
Adroit: The savant is agile and dexterous.
She gains a +1 legendary bonus to
Dexterity per power level.
107
Charming: Charm, grace, and sincerity come target, the savant can implant a suggestion. The
easily to the savant. She gains a +1 legendary target of this ability gets a Will saving throw
bonus to Charisma per power level. (DC 15 + power level + savant’s Intelligence
modifier) to resist the effect. The savant may
Discerning: The savant has a quick mind and use this ability two times per day per power
understanding comes easily. She gains a +1 level.

legendary bonus to Intelligence per power
level. Silver-Tongued Devil
Body Language (Ex): The savant has learned Not every rogue is a stealthy sneak-thief with a
to read people’s thoughts by how they move sharp blade ready for a quick sneak attack.
and act. The savant must study her subject for Many rogues survive more by their wits and
three rounds. During these three rounds of words than their reflexes and weapons. For a
study, the savant may take other actions but she gifted few, not even when their reputation for
may only take partial actions due to the focus deceit precedes them are their persuasive pow-
required. At the end of the three rounds, the ers noticeably diminished. These silver-
subject makes a Will saving throw (DC 15 + tongued devils, so it is said, can charm the birds
power level + savant’s Intelligence modifier). out of the trees and talk the stingiest miser out
If the subject fails the saving throw, the savant of a fortune.
may read the subject’s surface thoughts as if
she had cast a detect thoughts spell. The savant The silver-tongued devil is charming, affable,
can also detect falsehoods as if the subject were and supremely manipulative. Where a fighter
affected by a discern lies spell. The savant can has to battle his way past the gate guards, the
sustain this ability with concentration for a silver-tongued devil can proceed not only
number of minutes equal to her power level. unchallenged but as a welcome visitor. His
The savant automatically succeeds at any quick wit and cunning words can cajole, dis-
Sense Motive skill checks used on the subject arm, and bamboozle with ease. Few people can
for the duration of the ability. resist the silver-tongued devil’s honeyed words
for long. As he grows in legendary status, ani-
Glibness (Su): Once per day per power level, a mals, plants, and even inanimate objects bend
savant may speak with such fluency and sin- to his whims.
cerity that her lies and deceptions are unde-
tectable. The savant gains a +5 legendary Tales of silver-tongued devils are a mixed bag.
bonus per power level on all Charisma-based They are widely hailed as heroic figures while
skill checks and a +2 legendary bonus per at the same time propriety dictates the tale-
power level on saving throws against magic teller shake his or her head in at least mild dis-
and mundane effects that would reveal her approval of the silver-tongued devil’s exploits.
motives, lies, or deceptions, such as the detect For those who are not the target of the silver-
thoughts and discern lies spells or the body lan- tongue devil’s cunning locutions, there is much
guage class ability of another savant. Each use to admire. His victims, however, tell different
of the ability lasts for 10 minutes per power stories, assuming the victims realize that they
level. have been duped.
Veiled Lore: The savant learns an amazing Hit Die: d6.

variety of obscure pieces of lore. This ability
functions just like the bardic knowledge ability, Requirements
except that the savant makes her knowledge
check with a bonus equal to four times the To qualify to become a silver-tongued devil, a
power level plus her Intelligence modifier. If character must fulfill the following require-
the savant also has the bardic knowledge abili- ments.
ty, add her bard class levels to this check.
Charisma: 13+.
Voice of Reason (Sp): The savant can be a rea- Feats: Alertness, Skill Focus (Bluff), Skill
sonable person, and can use reason to convince Focus (Sense Motive).
others to act as they would not otherwise. By Skills: Bluff 15 ranks, Concentration 7 ranks,
taking a full round action to speak with the Diplomacy 15 ranks, Listen 15 ranks, Sense
Motive 15 ranks, Spot 15 ranks.
108
Quests
• When a character feels ready to become a sil-
ver-tongued devil, he must approach an NPC
with which the character has had no past

friendly interactions. Using nothing but his per-
suasive powers, the rogue has one day to get
the NPC to willingly give him at least 7,500 gp
in some form or another. If the mark cannot
donate this much wealth, the rogue must start
over again. The rogue must repeat this feat two
more times on different NPCs within the next
30 days.
• After establishing his reputation for talking

people out of their possessions, the character
turns his talents to monsters. He must track
down a powerful, intelligent monster whose
CR is at least 4 higher than the character’s
level. He must enter the monster’s lair. Using
nothing but his persuasive powers, the rogue
has one day to confront the monster and con-
vince it to give him at least 22,000 gp in some
form or another. If the chosen monster does not
have this much wealth, the rogue has 30 days to
track down another powerful, intelligent mon-
ster to make up the difference, abiding by all
the restrictions above.
Class Skills
The silver-tongued devil’s class skills (and the
key ability for each) are Animal Empathy (Cha,
exclusive skill), Appraise (Int), Balance (Dex),
Bluff (Cha), Climb (Str), Craft (Int), Decipher
Script (Int, exclusive skill), Diplomacy (Cha),
Disable Device (Int), Disguise (Cha), Escape
Artist (Dex), Forgery (Int), Gather Information
(Cha), Hide (Dex), Innuendo (Wis), Intimidate
(Dex), Pick Pocket (Dex), Read Lips (Int,
exclusive skill), Search (Int), Sense Motive
(Wis), Speak Language, Spot (Wis), Swim
Class Features
All the following are class features of the sil-
ver-tongued devil.
Weapon and Armor Proficiency: A silver-

tongued devil is proficient with all simple
weapons and with light armor. He is not profi-
109
Table 2-13: The Silver-Tongued Devil
Base
Class Attack
Level Bonus Fort Ref Will Special
1 +1 +0 +2 +2 Silver-Tongued Devil Ability
cient with shields. Note that armor check caster level is equal to his character level. Each
penalties for armor heavier than leather apply spell-like ability can be used once per day per
to the skills Balance, Climb, Escape Artist, power level.
Tumble. Also, Swim checks suffer a –1 penal- Prodigious Lie (Su): For one hour per day per
ty for every 5 pounds of armor, equipment, or power level, a silver-tongued devil gains a +5
loot carried. legendary bonus per power level to Bluff
checks. So amazing is his ability to lie with this
Silver-Tongued Devil Abilities ability that even magic cannot detect the false-
hoods. It is not necessary to use the entire hour
Keenly Perceptive (Ex): The silver-tongued as a single block of time. The silver-tongued
devil gains a +1 legendary bonus to Wisdom devil can divide the time into smaller incre-
per power level. ments as needed, but any usage counts as at
least 5 minutes. The bonus provided by this
Silver-Tongued (Ex): The silver-tongued devil ability does not stack with the way with words
gains a +1 legendary bonus to Charisma per ability.
power level.
Way with Words (Ex): A silver-tongued devil
Inscrutable (Ex): It is impossible to read a sil- can always take 10 on Bluff, Diplomacy, and
ver-tongued devil’s thoughts with the detect Sense Motive checks, even if rushed or under
thoughts spell. Likewise, he is immune to dis- duress. He gains a +1 legendary bonus to Bluff,
cern lies and spells that reveal alignment. Diplomacy, and Sense Motive checks per
Against mind-affecting magic, his saving power level.
throws enjoy a +1 legendary bonus per power
level.
Master of All Languages (Su): This ability

enables the silver-tongued devil to read other-
wise incomprehensible writing as per the com-
prehend languages spell and to speak and
understand the language of any intelligent crea-
ture as per the tongues spell. Master of all lan-
guages functions for 2 hours per power level
per day. The silver-tongued devil can divide
this total time into smaller increments as need-
ed, but any usage counts as at least 5 minutes.
Prodigious Charm (Sp): When a silver-

tongued devil gains this ability, he gains the
ability to use one of the following spells per
power level as a spell-like ability: animate
objects, charm monster, dominate person,
command plants, and control undead. His
110
CHAPTER THREE: Core Classes
CHAPTER THREE
Core Classes
Adventures: Chameleons adventure for many

Introduction reasons. Most are rogues at heart and use their
talents to gain entry to those places where valu-
ables are kept in order to abscond with the
This chapter contains several new alternate goods. Some chameleons are nobler and work
core classes that can be easily integrated into to further some good cause. These chameleons
your campaign to provide players a unique play are often in the employ of a monarch or a gen-
experience. These classes include the eral, and they are deployed against their lieges’
chameleon, the con artist, and the psychic thief. enemies. Of course, there are wicked
chameleons as well who make their living as
The names and game statistics of the classes saboteurs and assassins, whether as mercenar-
are designated as Open Game Content, as are ies or lackeys to some evil master.
all rules derived from the d20 System
Reference Document. Background and Characteristics: Chameleons, like rogues, are
descriptive text are designated as closed con- highly skilled individuals. They must survive
tent. by their wits and their knowledge. The
chameleon’s chief ability is her uncanny skill
Chameleon of disguise. Like the rogue, she is often also
knowledgeable about mechanical devices such
The chameleon is a master of disguise and sub- as locks and traps. Close combat is not a
terfuge, an ideal spy and infiltrator. She can chameleon’s forte, but she does possess a
change from one costume to the next with knack for the sneak attack (although not to the
remarkable speed and skill. Her mind also same degree as a rogue). As already mentioned,
becomes camouflaged, masked behind a pro- chameleons learn to cast arcane spells. They
tective screen of thoughts just as her true keep spellbooks just as wizards do. The
appearance is masked by her costume. She is a chameleon’s selection of spells is rather limit-
master of languages and of persuasion. The ed. It is an unwise chameleon who relies too
chameleon’s training also includes matters heavily on her spells rather than on her
arcane, and she is able to cast spells to assist skills and intelligence.
her deceptions.
111
Alignment: Chameleons are more likely to be
chaotic than lawful and neutral than good or
evil. There are, however, no restrictions, and
chameleons may be of any alignment.
Religion: Chameleons most commonly wor-

ship gods of trickery, deception, and thievery.
Evil chameleons are often attracted to the gods
of assassins. As with alignment, there are no
requirements. Chameleons may worship any
god, and some pay at least lip service to sever-
al deities.
Background: Chameleons are often inducted

into a thieves’ guild at an early age. It is this
guild that instructs the young chameleon in the
tricks of the trade. There are also a large num-
ber of chameleons that learn their skills either
on their own or with the assistance of a solitary
mentor. Even an experienced chameleon can
use a young, eager lad or lass to assist in some
scam or scheme. Chameleons are most often
from larger urban areas where there are plenty
of faces to blend in with.
Races: The best chameleons are often human

or half-elf. Gnomes, with their natural aptitude
for illusion magic and trickery, also make ideal
chameleons. Halflings and elves can become
competent chameleons as well, but halflings, in
general, prefer rogue as a career choice.
Dwarves and half-orcs are seldom chameleons.
Most dwarves are too rigid to change roles
quickly or well, and most half-orcs lack the
subtlety needed to be a chameleon. Among the
evil humanoids, it is somewhat paradoxically
those of a more lawful bent who are most like-
ly to become a chameleon. This seems espe-
cially true of goblins. Goblin chameleons excel
at disguising themselves as halflings or
gnomes.
Other Classes: Chameleons cannot help but

appreciate the virtues of working with fighters,
sorcerers, and wizards. The chameleon’s com-
bat skills are noticeably lacking, and their
arcane talents lack scope and breadth, especial-
ly when it comes to dealing damage. Since
chameleons are usually of larcenous bent, law-
ful characters, especially paladins, are viewed
warily. Best of all, chameleons prefer working
with rogues, especially since a rogue’s knowl-
edge of traps exceeds the chameleon’s.
112
Game Rule Information
Chameleons have the following game statis-
tics. Disguise Bonus: As a chameleon increases in
level, her mastery of disguise increases as well.

Abilities: Dexterity and Charisma affect many Table 3–1: The Chameleon shows the compe-
chameleon skills. Intelligence is of prime tence bonus a chameleon receives on Disguise
importance for spells as well as learning as checks at each level.
many skills as possible.
Quick Change (Ex): A chameleon can prepare
Alignment: Any. and wear more than one disguise at once.
Basically, she layers her disguises one under
Hit Die: d6. the other by means of prosthetics, reversible
clothing, quick-drying dyes, and so on. At 1st
Starting Gold: 4d4 x 10 gp. level, a chameleon can have two disguises
ready at one time. Each disguise must be pre-
Class Skills pared as described under the Disguise skill.
The chameleon chooses which disguise is cur-
The chameleon’s class skills (and the key abil- rently visible. The other disguise is hidden
ity for each skill) are Appraise (Int), Balance under the first. As a full-round action that pro-
(Dex), Bluff (Cha), Climb (Str), Concentration vokes attacks of opportunity, a chameleon can
(Con), Craft (Int), Decipher Script (Int, exclu- switch between prepared disguises. Each
sive skill), Diplomacy (Cha), Disable Device switch after the first grants others a cumulative
(Int), Disguise (Cha), Escape Artist (Dex), +2 circumstance bonus to detect the disguise
Forgery (Int), Gather Information (Cha), Hide since the act of quick changing slowly
(Dex), Innuendo (Wis), Jump (Str), Listen degrades the quality of each prepared disguise.
(Wis), Move Silently (Dex), Open Lock (Dex), At 5th level, a chameleon can have three dis-
Perform (Cha), Pick Pocket (Dex), Profession guises prepared at one time. For every five lev-
(Wis), Read Lips (Int, exclusive skill), Search els thereafter, she can have one additional dis-
(Int), Sense Motive (Wis), Spot (Wis), Speak guise prepared (up to six prepared disguises at
Language, Spellcraft (Int), and Swim (Str). 20th level).
Skill Points at 1st Level: (8 + Int modifier) x Evasion: At 2nd level, a chameleon gains eva-
4. sion. If exposed to any effect that normally
allows a character to attempt a Reflex saving
Skill Points at Each Additional Level: 8 + Int throw for half damage, the chameleon takes no
modifier. damage with a successful saving throw.
Evasion can only be used if the chameleon is
Class Features wearing light armor or no armor. Evasion is an
All of the following are class features of the extraordinary ability.
chameleon.
Sneak Attack: At 3rd level, the chameleon
Weapon and Armor Proficiency: A gains the ability to sneak attack as a rogue. Any
chameleon’s weapon training focuses on time the chameleon’s target would be denied a
weapons suitable for stealth and sneak attacks. Dexterity bonus to AC (whether the target actu-
Thus, all chameleons are proficient with the ally has a Dexterity bonus or not), or when the
crossbow (hand or light), dagger (any type), chameleon flanks the target, the chameleon’s
dart, light mace, sap, shortbow (normal and attack deals extra damage. Should the
composite), and short sword. Chameleons are chameleon score a critical hit with a sneak
proficient with light armor but not with shields. attack, this extra damage is not multiplied.
Of course, a chameleon suffers arcane spell Ranged attacks can only count as sneak attacks
failure when wearing armor as normal. Note if the target is within 30 feet. The chameleon
that armor check penalties for armor heavier can’t strike with deadly accuracy from beyond
than leather apply to the skills Balance, Climb, that range. With a sap (blackjack) or an
Escape Artist, Hide, Jump, Move Silently, Pick unarmed strike, the chameleon can make a
Pocket, and Tumble. Also, Swim checks suffer sneak attack that deals subdual damage
113
Table 3-1: The Chameleon
Base
Attack Fort Ref Will Disguise

Level Bonus Save Save Save Bonus Special
1 +0 +0 +2 +2 +1 Quick change (2 disguises)
2 +1 +0 +3 +3 +1 Evasion
3 +2 +1 +3 +3 +2 Sneak attack +1d6
4 +3 +1 +4 +4 +2
5 +3 +1 +4 +4 +3 Quick change (3 disguises)
6 +4 +2 +5 +5 +3 Masked aura
7 +5 +2 +5 +5 +4 Sneak attack +2d6
8 +6/+1 +2 +6 +6 +4
9 +6/+1 +3 +6 +6 +5
10 +7/+2 +3 +7 +7 +5 Quick change (4 disguises), special ability
11 +8/+3 +3 +7 +7 +6 Sneak attack +3d6
12 +9/+4 +4 +8 +8 +6
13 +9/+4 +4 +8 +8 +7 Hidden thoughts
14 +10/+5 +4 +9 +9 +7 Special ability
15 +11/+6/+1 +5 +9 +9 +8 Quick change (5 disguises), sneak attack +4d6
16 +12/+7/+2 +5 +10 +10 +8
17 +12/+7/+2 +5 +10 +10 +9
18 +13/+8/+3 +6 +11 +11 +9 Special ability
19 +14/+9/+4 +6 +11 +11 +10 Sneak attack +5d6
20 +15/+10/+5 +6 +12 +12 +10 Quick change (6 disguises)
instead of normal damage. The chameleon can- or less by damage in combat (from a weapon or
not use a weapon that deals normal damage to other blow, not a spell or special ability), the
deal subdual damage in a sneak attack, not chameleon can attempt to roll with the damage.
even with the usual –4 penalty. A chameleon She makes a Reflex saving throw (DC = dam-
can only sneak attack a living creature with a age dealt) and, if successful, takes only half
discernible anatomy. Any creature that is damage from the blow. The chameleon must be
immune to critical hits is also not vulnerable to aware of the attack and able to react to it in
sneak attacks. The chameleon must be able to order to execute the defensive roll - if the
see the target well enough to pick out a vital Dexterity bonus to AC is denied, the
spot and must be able to reach a vital spot. The chameleon can’t roll. Since this effect would
chameleon cannot sneak attack while striking a not normally allow a character to make a
creature with concealment or striking the limbs Reflex save for half damage, the chameleon’s
of a creature whose vitals are beyond reach. evasion ability does not apply to the defensive
roll.
Masked Aura (Su): At 6th level, a chameleon
is continually immune to attempts to magically Skill Mastery: The chameleon selects a number
discern her alignment. of skills equal to 3 + Intelligence modifier.
When making a skill check with one of these
Hidden Thoughts (Su): At 13th level, a skills, the chameleon may take 10 even if stress
chameleon is continually immune to the spells and distractions would normally prevent the
detect thoughts and discern lies. chameleon from doing so. The chameleon may
gain this special ability multiple times, select-
Special Ability: At 10th, 14th, and 18th levels, ing additional skills for it to apply to each time.
a chameleon can choose a special ability from
the following list. Slippery Mind: If a chameleon with a slippery
mind is affected by an enchantment and fails
Defensive Roll: Once per day, when a the saving throw, 1 round later the chameleon
chameleon would be reduced to 0 hit points can attempt the saving throw again. The
114
Table 3-1a: The Chameleon’s Spells per Day

Spells per Day
Level 0 1 2 3 4 5 6
1 2 — — — — — —
2 3 0 — — — — —
3 3 1 — — — — —
4 3 2 0 — — — —
5 3 3 1 — — — —
6 3 3 2 — — — —
7 3 3 2 0 — — —
8 3 3 3 1 — — —
9 3 3 3 2 — — —
10 3 3 3 2 0 — —
11 3 3 3 3 1 — —
12 3 3 3 3 2 — —
13 3 3 3 3 2 0 —
14 4 3 3 3 3 1 —
15 4 4 3 3 3 2 —
16 4 4 4 3 3 2 0
17 4 4 4 4 3 3 1
18 4 4 4 4 4 3 2
19 4 4 4 4 4 4 3
20 4 4 4 4 4 4 4
chameleon only gets this one extra chance to sleep and spending one hour studying her spell-
succeed. This is an extraordinary ability. book. While studying, the chameleon decides
which spells to prepare. To learn, prepare, or
Traps: As one of her special abilities, a cast a spell, a chameleon must have an
chameleon can learn to detect and disarm com- Intelligence score of at least 10 + the spell’s
plex traps. The chameleon can use the Search level. A chameleon’s bonus spells are based on
skill to locate traps when the task has a Intelligence. The Difficulty Class for saving
Difficulty Class higher than 20. Furthermore, throws against chameleon spells is 10 + the
she can find magic traps. Finding a magic trap spell’s level + the chameleon’s Intelligence
has a DC of 25 + the level of the spell used to modifier.
create it. Chameleons can use the Disable
Device skill to disarm magic traps. A magic At 1st-level, a chameleon knows a number of
trap generally has a DC of 25 + the level of the 0-level spells equal to 5 + her Intelligence
spell used to create it. A chameleon who beats modifier and a number of 1st-level spells equal
a trap’s DC by 10 or more with a Disable to 3 + her Intelligence modifier. Whenever she
Device check can generally study a trap, figure gains a level, she learns two new spells of any
out how it works, and bypass it (with his party) levels she is able to cast. A chameleon can add
without disarming it. new spells to her spellbook as can a wizard (see
Arcane Spells, PHB).
Feat: A chameleon may gain a feat in place of
a special ability. Con Artist
Spells: A chameleon casts arcane spells, but While most rogues take, con artists pride them-
only those spells from the following schools: selves on being given what they want. Of
Abjuration, Divination, Enchantment, and course, their marks are inspired to do so by lies,
Illusion. She is limited to a certain number of deceit, and trickery, so few grant them the
spells of each spell level per day, according to moral high ground they claim. Con artists
her class level. A chameleon must prepare share the roguish goal of getting things
spells ahead of time by getting a good night’s that other people don’t want them to
115
have, but relish getting it by persuading others
to let them have it after all.
Adventures: Con artists usually say that they

adventure to make the world a better place. In
truth, they are usually after easy treasure and

the adulation of the masses. Those who remain
adventurers quickly learn that, while a silver
tongue can get you through doors that would
stymie any burglar, the rewards of adventuring
are not easily gained.
Characteristics: Con artists lie. They rarely

use force and rarely try to avoid detection.
Instead, they convince everyone that they
belong wherever they are. Their cons get them
into trouble, and then out again.
Alignment: Lawful con artists are very rare, as

deceit sits ill with lawful ideals. Good con
artists are more common than many think,
because evil folk are as vulnerable to trickery
as the virtuous.
Religion: Con artists are rarely pious, though

they sometimes use religion in their schemes
and scams. Those few con artists who are
devoutly religious typically revere gods of
luck, fortune, deception, and trickery.
Background: Con artists rarely work with one

another, although there are a few small teams
who specialize in elaborate cons. There is cer-
tainly no feeling of professional camaraderie.
Rather, conning another con artist is a great
boost to your ego and reputation.
Races: Humans, adaptable and unprincipled as

they are, are often con artists. Gnomes find the
class highly appealing, as a con is, after all,
merely a kind of trick. Halflings, elves, and
half-elves also produce a number of con artists.
Dwarf and half-orc con artists are rare, which
means that those there are have the advantage
that people do not suspect them.
Other Classes: Con artists love working with

other classes, because deception can only get
you so far. Once direct action is needed, the con
artist steps back and leaves things to his allies.
There is often tension between con artists and
lawful characters, particularly paladins, and
many con artists are scrupulously and com-
pletely honest with their friends, so as to gain
and retain their trust.
116
ture, make a magical suggestion to a fascinated
creature, help others peform skills better, or
Con artists have the following game statistics. cause ineptitude. A deaf con artist suffers a
20% chance to fail with deceptive oration
Abilities: Charisma and Wisdom are the most because she cannot effectively communicate

important abilities for con artists, Charisma for with her mark.
conning others and Wisdom for not getting
conned yourself. Intelligence is also useful for Fascinate (Sp): A con artist with 3 or more
developing the skills and schemes on which a ranks in Bluff can use her verbal tricks and
con artist relies. flowery oration to cause a single creature to
become fascinated with her. The creature to be
Alignment: Any. fascinated must be able to see and hear the con
artist and must be within 90 feet. The con artist
Hit Die: d6. must also see the creature. The creature must
be able to pay attention to the con artist. The
Starting Gold: 4d4 x10 gp. distraction of a nearby combat or other dangers
prevents the ability from working. The con
Class Skills artist makes a Bluff check, and the target can
negate the effect with a Will saving throw equal
The con artist’s class skills (and the key ability to or greater than the con artist’s check result.
for each skill) are Appraise (Int), Bluff (Cha), If the saving throw succeeds, the con artist can-
Climb (Str), Decipher Script (Int, exclusive not attempt to fascinate that creature again for
skill), Diplomacy (Cha), Disable Device (Int), 24 hours. If the saving throw fails, the creature
Disguise (Cha), Escape Artist (Dex), Forgery sits quietly, listening to and watching the con
(Int), Gather Information (Cha), Hide (Dex), artist for up to 1 round per level of the con
Innuendo (Wis), Jump (Str), Knowledge (any) artist. While fascinated, the target’s Spot and
(Int), Listen (Wis), Move Silently (Dex), Open Listen checks suffer a –4 penalty. Any potential
Lock (Dex), Perform (Cha), Pick Pocket (Dex), threat (such as an ally of the con artist moving
Read Lips (Int, exclusive skill), Search (Int), behind the fascinated creature) allows the fas-
Sense Motive (Wis), Spot (Wis), Use Magic cinated creature a second saving throw against
Device (Cha, exclusive skill). a new Bluff check result. Any obvious threat,
such as cast a spell, drawing a sword, or aim-
Skill Points at 1st Level: (8 + Int modifier) x ing, automatically breaks the effect.
4.
While fascinating (or attempting to fascinate) a
Skill Points at Each Additional Level: 8 + Int creature, the con artist must concentrate, as if
modifier. casting or maintaining a spell. Fascinate is a
spell-like, mind-affecting charm ability.
Class Features
All of the following are class features of the Inspire Competence (Su): A con artist with 6 or
con artist. more ranks in Bluff can use her spurious logic
and fast-talking to help an ally succeed at a
Weapon and Armor Proficiency: A con artist task. The ally must be able to see and hear the
is proficient with all simple weapons and with con artist and must be within 30 feet. The con
light armor. Note that armor check penalties for artist must also see the ally. Depending on the
armor heavier than leather apply to the skills task that the ally has at hand, the con artist may
Balance, Climb, Escape Artist, Hide, Jump, use her deceptive oration to instill (perhaps
Move Silently, Pick Pocket, and Tumble. Also, unwarranted) confidence or to trivialize (or
Swim checks suffer a –1 penalty for every 5 exaggerate) the risks and consequences of fail-
pounds of armor, equipment, or loot carried. ure. The ally gets a +2 competence bonus on
his skill checks with a particular skill as long as
Deceptive Oration: Once per day per level, a he continues to hear the con artist’s oration.
con artist can use sleight-of-hand, fast-talking, The con artist can maintain the effect for 2 min-
or staged events to produce magical effects on utes (long enough for the ally to take 20).
those around her. Depending on the ranks she Inspire competence is a supernatural,
has in her Bluff skill, she can fascinate a crea- mind-affecting ability.
117
Suggestion (Sp): A con artist with 9 or more At 6th level, the con artist can work out what a
ranks in Bluff can make a suggestion (as the mark wants. This takes 10 minutes of observa-
spell) to a creature that he has already fascinat- tion, but as it is an extraordinary ability the
ed. The suggestion doesn’t count against the mark need not be doing anything particular in
con artist’s daily limit on deceptive orations that time. This ability requires a Sense Motive
(one per day per level), but the fascination check against a DC equal to the mark’s result
does. A Will saving throw (DC 13 + the con from taking 10 on a Bluff check. If it succeeds,
artist’s Charisma modifier) negates the effect. the con artist knows what sorts of offers the
Suggestion is a spell-like, mind-affecting mark wants to believe, and thus exactly what to
charm ability. say to get the –5 adjustment to her Bluff DC.
The Bluff may still attract penalties for being
Cause Ineptitude (Su): A con artist with 12 or implausible, but these will be at least partially
more ranks in Bluff can use verbal and logical offset. A successful result also grants a +5 cir-
acrobatics to cause ineptitude and incompe- cumstance bonus to Diplomacy checks, as long
tence in an opponent. For every three levels the as the con artist can plausibly offer what the
con artist attains beyond 9th, the con artist can mark desires.
cause ineptitude in one additional creature. To
cause ineptitude, the con artist must speak and At 11th level, a con artist can read body lan-
the creature must hear the con artist speak for a guage so well that she gets a +2 circumstance
full round. The creature must also be within 30 bonus to all Bluff, Diplomacy, and Gather
feet. A creature targeted by this ability must Information checks. This bonus rises to +4 at
make a Will saving throw (DC 15 + the con 14th level, +6 at 17th, and +8 at 20th.
artist’s Charisma modifier) to negate the effect.
If the save fails, the target gains one negative Special Abilities (Ex): On achieving 10th level
level as long as the con artist continues to speak and every three levels thereafter (13th, 16th,
and for 5 rounds thereafter. This negative level and 19th), a con artist gets a special ability of
is automatically removed when the effects of her choice from among the following:
the ability end. Cause ineptitude is a supernat-
ural, mind-affecting enchantment ability. Consuming Bluff: If a con artist with this abili-
ty successfully uses her Bluff skill against
Second Attempt (Ex): Con artists are very someone, the victim devotes his full attention
good at recovering a failing con. At 1st level, to dealing with the bluff. He can be distracted
they may retry failed Bluff, Diplomacy, or from this normally, but he is flat-footed (even if
Disguise checks, and if the second attempt suc- he was already in combat when bluffed). If a
ceeds the first failure is ignored. con artist with this ability tells someone that his
shoes are untied, he fiddles with his shoes until
Assess Mark (Ex): Con artists are highly they are either tied or he has confirmed that
skilled at picking out “marks,” or potential vic- they were tied in the first place.
tims for their scams. Starting at 3rd level, the
con artist can make a Sense Motive check and Double Bluff: If someone is successfully
learn how good the mark’s Sense Motive abili- deceived, by the con artist or anyone else, the
ty is relative to the con artist’s ability to bluff. con artist may immediately follow up with
The DC for the check is equal to the mark’s another Bluff, which she links to the first so
total from taking 10 on a Bluff check. On a suc- that the mark feels that he must believe this if
cessful check, compare the mark’s Sense he believes the other. This grants the con artist
Motive total (that is, ranks in Sense Motive a +10 circumstance bonus to her skill check.
plus Wisdom modifier) to the con artist’s Bluff The connection between the two deceptions
total. If the mark’s total is lower by 10 or more, need not be obvious to the players, as this abil-
she is very gullible. If it is lower by five to nine ity means that the con artist can convincingly
points, she is gullible. If it is lower by two to link very disparate lies.
three points, she is slightly gullible. If the
mark’s total is within one point of the con Improved Second Attempt: The con artist may
artist’s, the mark is average. If the mark’s total roll twice whenever she uses Bluff, Diplomacy,
is more than one point higher than the con or Disguise and take the better result.
artist’s, she is a hard target. Making this
assessment is a full-round action. Insight into Deceit: If the con artist is deceived
118
Table 3-2: The Con Artist
Base

Attack Fort Ref Will
1 +0 +0 +0 +2 Deceptive performance, second attempt
2 +1 +0 +0 +3
3 +2 +1 +1 +3 Assess mark (gullibility)
4 +3 +1 +1 +4
5 +3 +1 +1 +4
6 +4 +2 +2 +5 Assess mark (desires)
7 +5 +2 +2 +5
8 +6/+1 +2 +2 +6
9 +6/+1 +3 +3 +6
10 +7/+2 +3 +3 +7 Special ability
11 +8/+3 +3 +3 +7 Assess mark (+2 circumstance bonus)
12 +9/+4 +4 +4 +8
13 +9/+4 +4 +4 +8 Special ability
14 +10/+5 +4 +4 +9 Assess mark (+4 circumstance bonus)
15 +11/+6/+1 +5 +5 +9
16 +12/+7/+2 +5 +5 +10 Special ability
17 +12/+7/+2 +5 +5 +10 Assess mark (+6 circumstance bonus)
18 +13/+8/+3 +6 +6 +11
19 +14/+9/+4 +6 +6 +11 Special ability
20 +15/+10/+5 +6 +6 +12 Assess mark (+8 circumstance bonus)
in any way, she may make an immediate Will

save to see through the deceit. The DC for the Delver
save is either the save DC for the deceiving
spell or power, or the total roll for the deceiv- Delvers are scholarly researchers and adventur-
ing skill check. ous explorers. They pore over musty manu-
scripts, tracking down legends of mysterious
Skill Mastery: The con artist selects a number locations and fabulous treasures, then they ven-
of skills equal to 3 + her Intelligence modifier. ture out to find them. This pursuit requires a
When making a skill check with one of these particular combination of mental and physical
skills, the con artist may take 10 even if stress prowess, coupled with a wide range of knowl-
and distractions would normally prevent her edge and skills. Knowing where to find some-
from doing so. She becomes so certain in her thing is not the same as getting there, and
skill that she can use her skill reliably even delvers train themselves for both tasks. Their
under adverse conditions. The con artist may skill with piecing together scraps of story, his-
gain this special ability multiple times, select- tory, and legend gives them information about
ing additional skills for it to apply to each time. the challenges that face them, and their physi-
cal prowess and diverse skills gives them the
Slippery Mind: This ability represents the con ability to overcome those challenges. Armed
artist’s ability to wriggle free from magical with a strong knowledge of their quarry and
effects that would otherwise control or compel their trusty notebooks, delvers brave dangerous
her. If a con artist with a slippery mind is sites to gain the treasures hidden there.
affected by an enchantment and fails her saving
throw, one round later she can attempt her sav- Adventures: Delvers generate many of their
ing throw again. She only gets this one extra own adventures, finding clues to lost caches of
chance to succeed at her saving throw. money or artifacts, and then going out to find
them. They can be invaluable in any explo-
Feat: A con artist may take a feat instead of a rations, often having detailed knowledge
special ability. of a given location gleaned through their
researches, and sometimes remembering
119
a snippet or two of legend that gives important taking long-forgotten treasures from places
clues to specific puzzles. Many delvers are where they will not be missed. They build their
attached to centers of learning, such as colleges academic skills to augment their more stealthy
and cartography guilds, and some are abilities, rather than vice-versa.
employed directly by governments for their
research and investigation skills. No matter Within the small community of delvers, there is
what their affiliation, they spend a fair bit of usually a strong rivalry for bragging rights.
time seeking out the sites revealed to them by Delvers attached to institutes of higher learning
their research, and a like amount of time in often compete fiercely among themselves for
libraries expanding their notebooks. funding and recognition but are more than
ready to band together to oppose delvers from
Alignment: Delvers may be of any alignment. other establishments. There are exceptions to
Lawful delvers tend to be careful, methodical, this general rivalry: Some of the greatest (and
thorough researchers, who like to be certain of most profitable) finds have been made by pairs
their facts before entering a dangerous situa- or small teams of delvers, each concentrating
tion. Their notebooks are neat, divided into sec- on a single area of endeavor.
tions by subject matter and extensively cross-
referenced. Chaotic delvers prefer to trust to Races: Human and gnome scholars often find
their natural proclivities and abilities to get themselves drawn to the adventurous excur-
them out of any trouble and are prone to rush sions of the delver, seeking to spice up the dry
into exploration with less research. Their note- academia with a little excitement. Elves often
books tend to be a mass of collected data, follow the opposite route, as their love of learn-
marked by dog-eared pages and bookmarks ing leads their more unprincipled fellows to
made from pieces of other books, rags, string, researching targets of larceny and potential
and twigs. Delvers of good alignment tend to profit. Half-elves are drawn by the same lures
seek out their information and objectives as both halves of their heritage, and dwarves
through a love of pure research and explo- find the skills and abilities of the delver to be
ration, with the intent of sharing their knowl- ideal in seeking out lost halls, mines, and other
edge and discoveries with others. Evil delvers remnants of the older dwarven empires.
covet the secrets of the past for themselves and Halflings are perhaps the most common
strive to keep the treasures they unearth, delvers, their consuming curiosity and love of
increasing their personal power at the expense adventure combining to make this path ideal
of others. for them. Half-orcs and other humanoid races
tend to lack the scholarly bent that is so impor-
Religion: Gods of secrets, knowledge, travel, tant to delvers.
and exploration hold a great appeal for delvers.
Indeed, some churches of these faiths support Other Classes: Delvers are far happier work-
contingents of delvers to unearth hidden secrets ing with other classes than with other delvers—
and increase the knowledge of the world. They they don’t need to share the credit and bragging
hold a special place in the hierarchy of such rights with a rival. They find the specialist abil-
temples, standing between the clergy and the ities of other classes tremendously useful in
laity, respected by both for the direct and prac- their expeditions, though they tend to forget
tical services they perform for their gods. themselves and try to take charge whenever
they get excited about exploring a new site,
Background: Most delvers come to their pro- treating their companions the same way they
fession through one of two paths. Some begin treat their tools. They especially value spell-
as scholars, studying history and legends, until casters of all types for dealing with magical
their curiosity and love of adventure drives protections and puzzles and are quick to shelter
them to begin doing their own exploration. The behind fighters when combat occurs. They still
skills they develop in the field, built around the view themselves as self-sufficient, as they can
strong academic background, help them uncov- manage to fight should they need to and they
er more information about the sites they visit can often find a way through protective magics.
and bring them back safely to their libraries. They tend to view rogues as unschooled ruffi-
Other delvers start along the same path as ans, although they can appreciate skill when
rogues but come to see the advantages of they see it.
studying their targets and the profitability of
120
pounds of armor, equipment, or loot carried.
Delvers have the following game statistics.
Delver Notebook: Delvers are scholars as well
Abilities: Dexterity and Intelligence are of pri- as adventurers. They spend a great deal of time

mary importance to delvers, who rely on their in their formative years haunting libraries, col-
knowledge as much as on their quickness to leges, museums, and listening to old tales.
evade danger. Wisdom is helpful both because Everything of interest gets recorded in their
of its positive effect on skills and the increase personal notebook for future reference, filling a
in Will saves. Charisma is also beneficial for number of pages each level equal to their
when delvers need to take charge of a situation Intelligence modifier x 5. This gives them a
or persuade their institution to finance their lat- solid base of knowledge that they can then
est expedition. draw on in the field, though the knowledge is
focused on the history, tales, and legends relat-
Alignment: Any. ed to mysterious sites, lost civilizations, mon-
sters and creatures, heroes and villains, and
Hit Die: d6. items of special significance. When faced with
a question concerning these matters, the delver
Starting Gold: 4d4 x 10 gp. may make a special delver notebook check
with a bonus equal to his level + his
Class Skills Intelligence modifier to see whether he has
recorded some relevant, useful information
The delver’s class skills (and the key ability for pertaining to the question. This is a full round
each skill) are Alchemy (Int), Appraise (Int), action. The delver may take 10 on this check if
Balance (Dex), Bluff (Cha), Climb (Str), Craft he has an hour to peruse his notebook and may
(Int), Decipher Script (Int, exclusive skill), take 20 if he has access to an entire library and
Diplomacy (Cha), Disable Device (Int), Escape a full day to check his notes against other
Artist (Dex), Gather Information (Cha), Hide sources of information. The DM determines the
(Dex), Innuendo (Wis), Intuit Direction (Wis), Difficulty Class of the check by referring to the
Jump (Str), Knowledge (any) (Int), Listen table below.
(Wis), Move Silently (Dex), Open Lock (Dex),
Profession (Wis), Search (Int), Sense Motive Without access to his notebook, a delver may
(Wis), Speak Language (none), Spot (Wis), still make a check to remember a piece of infor-
Swim (Str), Tumble (Dex), Use Magic Device mation as a free action in a round. He may only
(Cha, exclusive skill), and Use Rope (Dex). add his Intelligence bonus to this roll.
Skill Points at 1st Level: (8 + Int modifier) x When they have the opportunity, delvers often
4. take time in a library to research forthcoming
expeditions. This can yield detailed informa-
Skill Points at Each Additional Level: 8 + Int tion about the site that the delver can then add
modifier. to his notebook, referring to it at need. In game
terms, the delver spends a week in a library
Class Features with his notebook and takes 20 on his delver
All of the following are class features of the notebook check. This yields one specific piece
delver. of information that the delver was researching.
This information can be recorded by the player
Weapon and Armor Proficiency: Delvers get and referred to during play with no penalty or
a little training in combat as a precautionary roll required, but referring to the notebook for
measure. They are proficient in all simple the information is still a full-round action.
weapons and may choose proficiency in one
martial or exotic weapon of their choice. They A typical delver notebook is a leather-bound
are proficient in light armor but not with volume with 100 heavy parchment pages and
shields. Note that armor check penalties for quickly fills up with notes, copied passages
armor heavier than leather apply to the skills from books, sketches, maps, and reproduc-
Balance, Climb, Escape Artist, Hide, Jump, tions. Many notebooks have metal corner
Move Silently, Pick Pocket, and Tumble. Also, caps, clasps and locks, and other rein-
121
DC Type of Knowledge Examples
10 Common, easy to find, very general Which people built a given site; the powers of a his-
torically significant magical artifact; the answer to a
famous riddle from legend; the mythical guardian of a
legendary temple
20 Uncommon, known only to serious Which specific person built a given site; the powers of
students, recorded in scholarly tomes, a common major magic item; the solution to a com-
moderately specific mon complex puzzle; the types of traps favored by the
constructors of a site
25 Obscure, known only to experts, General layout of a specific site; the powers of a
recorded only in rare tomes or common medium item; the solution to a difficult
personal journals, quite specific and rare puzzle; the use and location of secret doors in
a given site
30 Extremely obscure, known only to a Blueprints or maps of a specific site; the powers of a
few experts, recorded in ancient and common minor magic item; the secret password to a
forgotten tomes and journals, exacting treasure vault; the specific security surrounding a
treasure vault; the recognition signals needed to
bypass a mystic guardian; details of a specific trap in
a site (trigger mechanism, type of poison, etc.).
forcements or protections to help ward off ball), he takes no damage with a successful
mishap and deliberate damage. saving throw. Evasion can only be used if the
delver is wearing light armor or no armor. It is
If a delver loses his notebook, he must attempt an extraordinary ability.
to rebuild it. This is a long, painstaking process
and requires a good, comprehensive library. Uncanny Dodge (Ex): At 3rd level and above,
The delver must make an Intelligence check a delver retains his Dexterity bonus to AC (if
(DC 15) each day to make progress, and each any) if caught flat-footed or struck by an invis-
successful check allows the delver to track ible attacker.
down and transcribe a number of pages equal to
his Intelligence modifier. At 6th level, the delver can no longer be
flanked. A rogue at least four levels higher can
Traps: Delvers, like rogues, can use the Search still flank the delver.
skill to locate traps when the task has a
Difficulty Class higher than 20. Finding a non- At 11th level, the delver gains a +1 bonus to
magical trap has a DC of at least 20, higher if it Reflex saves made to avoid traps and a +1
is well hidden. Finding a magic trap has a DC dodge bonus to AC against attacks by traps. At
of 25 + the level of the spell used to create it. 14th level, these bonuses rise to +2. At 17th,
they rise to +3, and at 20th they rise to +4.
Delvers can use the Disable Device skill to dis-
arm magic traps. A magic trap generally has a Bonus Feat: At 7th level, the delver gains a
DC of 25 + the level of the spell used to create bonus feat. Every three levels thereafter (10th,
it. 13th, 16th, and 19th), he gains another. These
bonus feats must be drawn from the following
A delver who beats a trap’s DC by 10 or more list: Alertness, Combat Reflexes, Dodge
with a Disable Device check can generally (Mobility, Spring Attack), Expertise (Improved
study a trap, figure out how it works, and Disarm, Improved Trip, Whirlwind Attack),
bypass it (with his party) without disarming it. Improved Initiative, Iron Will, Lightning
Reflexes, Quick Draw, Run, Skill Focus (class
Evasion (Ex): At 2nd level, a delver gains eva- skill only), Weapon Finesse, Weapon Focus.
sion. If exposed to any effect that normally
allows a character to attempt a Reflex sav-
ing throw for half damage (such as a fire-
122
Table 3-3: The Delver
Base

1 +0 +0 +2 +0 Delver notebook, traps
2 +1 +0 +3 +0 Evasion
3 +2 +1 +3 +1 Uncanny dodge (Dex bonus to AC)
4 +3 +1 +4 +1
5 +3 +1 +4 +1
6 +4 +2 +5 +2 Uncanny dodge (Can’t be flanked)
7 +5 +2 +5 +2 Bonus feat
8 +6/+1 +2 +6 +2
9 +6/+1 +3 +6 +3
10 +7/+2 +3 +7 +3 Bonus feat
11 +8/+3 +3 +7 +3 Uncanny dodge (+1 against traps)
12 +9/+4 +4 +8 +4
13 +9/+4 +4 +8 +4 Bonus feat
14 +10/+5 +4 +9 +4 Uncanny dodge (+2 against traps)
15 +11/+6/+1 +5 +9 +5
16 +12/+7/+2 +5 +10 +5 Bonus feat
17 +12/+7/+2 +5 +10 +5 Uncanny dodge (+3 against traps)
18 +13/+8/+3 +6 +11 +6
19 +14/+9/+4 +6 +11 +6 Bonus feat
Characteristics: A psychic thief is most note-

Psychic Thief worthy for his ability to augment his roguish
abilities with psionic powers and psionic feats.
A few individuals are able to tap the mind’s Although a psychic thief is not as skilled as a
psionic potential and manifest remarkable rogue and lacks some of the rogue’s class fea-
powers. Some of these individuals bend their tures (or has those class features to a lesser
psychic potential toward stealth, deception, and degree at a comparable level), a clever psychic
thievery. Like the psychic warrior, the psychic thief’s psionic powers can be used to level the
thief strives to develop both the mind and the playing field between the two classes. A psy-
body, but his bent is not toward things martial. chic thief’s psionic powers have little direct
Instead, his will is focused on mastery of those offensive or defensive value. Instead they focus
skills archetypal of the rogue: disabling traps, more on movement, deception, and gathering
opening locks, moving silently and unseen, and information.
pilfering people’s pockets.
Alignment: Psychic thieves lean heavily
Adventures: Psychic thieves adventure toward chaotic alignments, but there are no
because such a life is the crucible in which their alignment restrictions for this class. Like the
skills are refined by the fires of challenge and rogue, psychic thieves’ alignments run the full
danger. Along the way, while meeting and beat- spectrum from lawful good to chaotic evil, all
ing these challenges, the psychic thief grows in depending on individual upbringing and phi-
psionic power and thiefly skill. That he also losophy.
increases his personal wealth is, of course, a
welcome consequence of his path toward per- Religion: Psychic thieves most commonly
fection. Most psychic thieves are too indepen- worship chaotic gods of trickery, deception,
dent to work for anyone other than themselves, and thievery. Evil psychic thieves are often
at least for too long. A few psychic thieves, attracted to the gods of assassins. As with
however, can be found in at least the semi-per- alignment, there are no requirements. The
manent employ of some noble, warlord, or psychic thief’s emphasis on self-reliance
other master.
123
often makes him a supplicant of questionable
integrity.
Background: Psychic thieves most often grow

up as outcasts in urban centers, occupying the
lowest rungs of the social ladder. Their psionic

powers often manifest during adolescence and
can be difficult to control. As a result, it is not
uncommon that psychic thieves have experi-
enced persecution and abandonment. There
are, however, many people who appreciate the
psychic thief’s gifts. These people, most
unscrupulous, recruit young psychic thieves
with promises of love, a sense of belonging,
and an opportunity for payback for wrongs suf-
fered. As such, many psychic thieves received
their initial training in a thieves’ guild or under
the auspices of a mentor. In the latter case, the
mentor was almost always a psychic thief as
well.
Races: Psionic talent seems to be a wildcard

ability as likely to manifest in any of the
humanoid races. Still, there does seem to be a
strong correlation between urban centers and
the emergence of psychic thieves. It is theo-
rized that the crowded, chaotic conditions
found in larger communities are conducive to
developing the particular powers of the psychic
thief. Psychic thieves are known to exist among
the mind flayers. Mind flayer psychic thieves
are almost always dangerous outcasts.
Other Classes: Psychic thieves tend to view

other classes in strictly utilitarian terms. For
example, a fighter is a good companion
because he is a fighter, not because the psychic
thief feels the need for companionship. Given
the difficult childhoods faced by most psychic
thieves, they are often slow to trust and slower
to forgive. Still, a psychic thief who is treated
with respect by an adventuring group may
come to view his fellow adventurers as a sort of
surrogate family. In these cases, the psychic
thief’s loyalty and devotion can be stronger
than steel.

Psychic thieves have the following game statis-
tics.
Abilities: Dexterity, Wisdom, and Charisma

are perhaps most important for a psychic thief.
These three ability scores are the bases for
many skills and psionic powers, especially
those powers of higher levels. Dexterity also
124
provides much-needed defense since psychic and Tumble. Also, Swim checks suffer a –1
thieves seldom wear much in the way of armor. penalty for every 5 pounds of armor, equip-
A high Intelligence is also beneficial for addi- ment, or loot carried.
tional skill points as well as for those skills
based on Intelligence. Sneak Attack: Any time the psychic thief’s

target would be denied a Dexterity bonus to AC
Alignment: Any. (whether the target actually has a Dexterity
bonus or not), or when the psychic thief flanks
Hit Die: d6. the target, the psychic thief’s attack deals extra
damage. Should the psychic thief score a criti-
Starting Gold: 4d4 x 10 gp. cal hit with a sneak attack, this extra damage is
not multiplied. Ranged attacks can only count
Class Skills as sneak attacks if the target is within 30 feet.
The psychic thief can’t strike with deadly accu-
The psychic thief’s class skills (and the key racy from beyond that range. With a sap (black-
ability for each) are Autohypnosis (Wis), jack) or an unarmed strike, the psychic thief
Appraise (Int), Balance (Dex), Bluff (Cha), can make a sneak attack that deals subdual
Climb (Str), Concentration (Con), Craft (Int), damage instead of normal damage. The psychic
Decipher Script (Int, exclusive skill), Disable thief cannot use a weapon that deals normal
Device (Int), Disguise (Cha), Escape Artist damage to deal subdual damage in a sneak
(Dex), Forgery (Int), Gather Information (Cha), attack, not even with the usual –4 penalty. A
Hide (Dex), Innuendo (Wis), Intuit Direction psychic thief can only sneak attack a living
(Wis), Jump (Str), Listen (Wis), Move Silently creature with a discernible anatomy. Any crea-
(Dex), Open Lock (Dex), Pick Pocket (Dex), ture that is immune to critical hits is also not
Profession (Wis), Read Lips (Int, exclusive vulnerable to sneak attacks. The psychic thief
skill), Search (Int), Sense Motive (Wis), Spot must be able to see the target well enough to
(Wis), Swim (Str), Tumble (Dex), Use Psionic pick out a vital spot and must be able to reach
Device (Cha, exclusive skill), and Use Rope a vital spot. The psychic thief cannot sneak
(Dex). attack while striking a creature with conceal-
ment or striking the limbs of a creature whose
Skill Points at 1st Level: (6 + Int modifier) x vitals are beyond reach.
4.
Evasion: At 2nd level, a psychic thief gains
Skill Points at Each Additional Level: 6 + Int evasion. If exposed to any effect that normally
modifier. allows a character to attempt a Reflex saving
throw for half damage, the psychic thief takes
Class Features no damage with a successful saving throw.
All of the following are class features of the Evasion can only be used if the psychic thief is
psychic thief. wearing light armor or no armor. Evasion is an
extraordinary ability.
Weapon and Armor Proficiency: A psychic
thief’s weapon training focuses on weapons Uncanny Dodge: At 3rd level and above, she
suitable for stealth and sneak attacks. Thus, all retains her Dexterity bonus to AC (if any) if
psychic thieves are proficient with the cross- caught flat-footed or struck by an invisible
bow (hand or light), dagger (any type), dart, attacker. At 8th level , the psychic thief can no
light mace, sap, shortbow (normal and com- longer be flanked. Another psychic thief at
posite), and short sword. Medium-size psychic least four levels higher can still flank. At 13th
thieves are also proficient with certain weapons level, the psychic thief gains a +1 bonus to
that are too big for Small psychic thieves to use Reflex saves made to avoid traps and a +1
and conceal easily: club, heavy crossbow, dodge bonus to AC against attacks by traps. At
heavy mace, morningstar, quarterstaff, and 16th level, these bonuses rise to +2. At 19th,
rapier. Psychic thieves are proficient with light they rise to +3.
armor but not with shields. Note that armor
check penalties for armor heavier than leather Traps: At 6th level, a psychic thief can use
apply to the skills Balance, Climb, Escape the Search skill to locate traps when the
Artist, Hide, Jump, Move Silently, Pick Pocket, task has a Difficulty Class higher than
125
Table 3-4: The Psychic Thief
Base

1 +0 +0 +2 +0 Sneak attack +1d6, two psionic combat modes
2 +1 +0 +3 +0 Evasion
3 +2 +1 +3 +1 Uncanny dodge (Dex bonus to AC), psionic combat mode
4 +3 +1 +4 +1
5 +3 +1 +4 +1 Sneak attack +2d6
6 +4 +2 +5 +2 Traps
7 +5 +2 +5 +2 Psionic combat mode
8 +6/+1 +2 +6 +2 Uncanny dodge (can’t be flanked)
9 +6/+1 +3 +6 +3 Psionic combat mode
10 +7/+2 +3 +7 +3 Sneak attack +3d6, psionic combat mode
11 +8/+3 +3 +7 +3
12 +9/+4 +4 +8 +4 Special ability, psionic combat mode
13 +9/+4 +4 +8 +4 Uncanny dodge (+1 against traps), psionic combat mode
14 +10/+5 +4 +9 +4
15 +11/+6/+1 +5 +9 +5 Sneak attack +4d6, special ability, psionic combat mode
16 +12/+7/+2 +5 +10 +5 Uncanny dodge (+2 against traps), psionic combat mode
17 +12/+7/+2 +5 +10 +5
18 +13/+8/+3 +6 +11 +6 Special ability
20 +15/+10/+5 +6 +12 +6 Sneak attack +5d6
20. He can also find psionic traps. Psionic traps opportunity for that round. Even a psychic thief
follow exactly the same rules as magic traps. with the Combat Reflexes feat can’t use the
opportunist ability more than once per round.
Special Ability: At 12th, 15th, and 18th levels,
a psychic thief can select a special ability from Skill Mastery: The psychic thief selects a num-
the following list. ber of skills equal to 3 + Intelligence modifier.
When making a skill check with one of these
Defensive Roll: Once per day, when a psychic skills, the psychic thief may take 10 even if
thief would be reduced to 0 hit points or less by stress and distractions would normally prevent
damage in combat (from a weapon or other the psychic thief from doing so. The psychic
blow, not a spell or special ability), the psychic thief may gain this special ability multiple
thief can attempt to roll with the damage. She times, selecting additional skills for it to apply
makes a Reflex saving throw (DC = damage to each time.
dealt) and, if successful, takes only half dam-
age from the blow. The psychic thief must be Slippery Mind: If a psychic thief with a slippery
aware of the attack and able to react to it in mind is affected by an enchantment and fails
order to execute the defensive roll—if the the saving throw, 1 round later the psychic thief
Dexterity bonus to AC is denied, the psychic can attempt the saving throw again. The psy-
thief can’t roll. Since this effect would not nor- chic thief only gets this one extra chance to
mally allow a character to make a Reflex save succeed. This is an extraordinary ability.
for half damage, the psychic thief’s evasion
ability does not apply to the defensive roll. Feat: A psychic thief may gain a feat in place
of a special ability.
Opportunist: Once per round, the psychic thief
can make an attack of opportunity against an Powers: A psychic thief manifests psionic
opponent who has just been struck for damage powers. A psychic thief begins play knowing
in melee by another character. This attack two 0-level powers (talents). At each level, the
counts as the psychic thief’s attacks of psychic thief discovers one or more previously
126
Table 3-4a: The Psychic Thief’s Psionic Powers
Powers Discovered

Level PP/Day 0 1 2 3 4 5 6
1 2 2 — — — — — —
2 3 3 — — — — — —
3 4 3 1 — — — — —
4 5 3 2 — — — — —
5 8 3 3 1 — — — —
6 11 3 3 2 — — — —
7 16 3 3 2 1 — — —
8 21 3 3 3 1 — — —
9 26 3 3 3 2 — — —
10 33 3 3 3 2 1 — —
11 40 3 3 3 3 1 — —
12 47 3 3 3 3 2 — —
13 56 3 3 3 3 2 1 —
14 65 3 3 3 3 3 1 —
15 75 3 3 3 3 3 2 —
16 85 3 3 3 3 3 2 1
17 96 3 3 3 3 3 3 1
18 107 3 3 3 3 3 3 2
19 118 3 4 3 3 3 3 2
20 129 3 4 3 3 3 3 3
latent powers, as indicated on Table 3–4A: The 0-level Powers: Also called talents, 0-level
Psychic Thief’s Psionic Powers. These powers powers have a special power point cost. A psy-
are chosen from the psychic thief power list. chic thief can manifest any talent he knows for
free a number of times per day equal to his
To manifest a power within a particular disci- level +2. After exhausting his daily allotment,
pline, a psychic thief must have a key ability the psychic warrior must pay 1 power point per
score of at least 10 + the power’s level. Psionic manifestation of a 0-level power for the rest of
attack and defense modes are exempt from this the day.
restriction and do not possess levels. The DC
for saving throws to resist a psychic thief’s Psionic Combat Modes: At 1st level, a psy-
powers is 1d20 + the power’s level + the psychic thief can choose to learn two of the 10
chic thief’s key ability modifier. The 1d20 roll psionic combat modes. At succeeding levels,
is made by the attacking character when the he can learn one additional psionic combat
power is manifested. Certain powers can be mode according to the above table.
enhanced as they are manifested at the cost of
additional power points. Note: A psychic thief Psychic Thief Powers
may choose to discover a lower-level power in
place of a higher-level power normally granted 0—level (talents): bolt (Int), burst (Dex), cat-
by level advancement, just as psions can. fall (Dex), control shadow (Con), daze (Cha),
detect psionics (Wis), distract (Cha), elfsight
Power Points: A psychic thief can manifest a (Str), far hand (Con), float (Dex), know direc-
certain number of 1st-level and higher powers tion (Wis), talons (Str), valor (Str), verve (Str)
per day based on her available power points.
Psychic thieves do not gain bonus power points 1st—level: call weaponry (Dex), compression
for exceptional ability scores, and so at 1st (Str), conceal thoughts (Cha), expanded vision
level have only 2 power points. Special rules (Wis), feather fall, feel light (Str), feel sound
govern the manifestation of 0-level powers and (Str), hear light (Str), hustle (Str), know
psionic combat modes. location (Wis), lesser mindlink (Cha),
object reading (Wis), spider climb (Dex)
127
2nd—level: body equilibrium (Str), chameleon Individually targeted spells have a 50% chance
(Str), darkvision (Wis), invisibility (Con), to fail against the character while blinking
knock (Dex), levitate (Dex), sensitivity to psy- unless the character’s attacker can target invis-
chic impressions (Wis), slipping the ranks* ible, ethereal creatures. Likewise, the charac-
(Dex), sudden minor creation (Int), vigilance ter’s own spells have a 20% chance to activate
(Wis) just as the character goes ethereal, in which

case they typically do not affect the Material
3rd—level: blink* (Dex), danger sense (Wis), Plane.
dimension slide (Dex), displacement (Str),
false sensory input (Cha), nondetection (Wis), While blinking, the character takes only half
poison sense (Wis), ubiquitous vision (Wis) damage from area attacks (or full damage from
those that extend onto the ethereal plane). The
4th—level: amplified invisibility (Con), character strikes as an invisible creature (+2
dimension door (Dex), fate of one (Wis), free- attack), denying the character’s target any
dom of movement (Dex), mindwipe (Cha), Dexterity bonus to AC. The character suffers
steadfast perception (Wis), tailor memory only half damage from falling, since the char-
(Cha) acter falls only while the character is material.
5th—level: adapt body (Str), clairtangency While blinking, the character can step through
(Con), mind probe (Cha), seeming* (Cha), (but not see through) solid objects. For each 5
sending (Dex), sense psionics (Cha), teleport feet of solid material the character walks
(Dex) through, there’s a 50% chance that the charac-
ter becomes material, with regrettable conse-
6th—level: aura alteration (Cha), ethereal quences (see below). The character can move
jaunt (Dex), mislead* (Cha), retrieve (Dex), only at three-quarters speed: Movement on the
suspend life (Str), true seeing (Wis), veil* ethereal plane is at half speed, and the charac-
(Cha) ter spends about half the character’s time there
and half the character’s time material.
Blink
Since the character spends about half the char-
Psychoportation (Dex) acter’s time on the ethereal plane, the character
Level: Psychic Thief 3 can see and even attack ethereal creatures. The
Display: Vi character interacts with ethereal creatures
Manifestation Time: 1 action roughly the same way the character interacts
Range: Personal with material ones. For instance, the charac-
Target: The character ter’s spells against ethereal creatures are 20%
Duration: 1 round/level (D) likely to activate just as the character goes
Power Points: 5 material and be lost.
The blink effect rapidly cycles the character in An ethereal creature who becomes material
and out of the ethereal plane. Blinking has sev- while in a material object is shunted off to the
eral effects: nearest open space and takes 1d6 points of
damage per 5 feet so traveled.
Physical attacks suffer a 50% miss chance, and
the Blind-Fight feat doesn’t help (since the
blinker is ethereal and not merely invisible). If
Mislead
the attack is capable of striking ethereal or Telepathy (Cha) [Mind-Affecting]
incorporeal creatures, the miss chance is only Level: Psychic Thief 6
20% (for one-half concealment). If the attacker Display: Ma
can see invisible creatures, the miss chance is Manifestation Time: 1 action
also only 20%. If the attacker can both see and Range: Close (25 ft. + 5 ft./2 levels)
strike ethereal creatures, he suffers no penalty. Target/Effect: The character/one illusory dou-
Likewise, the character’s own attacks suffer a ble
20% miss chance, since the character some- Duration: 1 round/level (D)
times goes ethereal just as the character is Saving Throw: Will partial
about to strike. Power Resistance: No
Power Points: 18
128
An illusory double of the character appears,
Slipping the Ranks
and at the same time, the character becomes
invisible (as amplified invisibility). The charac- Psychoportation (Dex) [Teleportation]
ter is then free to go elsewhere while the char- Level: Psychic Thief 2
acter’s double moves away. The double appears Display: Vi

within range but thereafter moves according to Manifestation Time: 1 action
the character’s intent at the time of casting. The Range: Personal
character can make the double appear superim- Target: The character
posed perfectly over the character’s own body Duration: 1 round/level
so that observers don’t notice an image appear- Power Points: 3
ing and the character turning invisible. The
character and the double can then move in dif- The character can perform a 10-foot teleporta-
ferent directions. The double moves at the tion in place of a 5-foot step. Moving in this
character’s speed. The double cannot attack or manner does not provoke an attack of opportu-
manifest powers, but it can pretend to do so. nity and is subject to all the normal rules gov-
Those who make their Will save know that the erning a 5-foot step. If the area the character
double is a fake, but they cannot see through arrives in is occupied by a solid object, he
the amplified invisibility. becomes trapped in the astral plane. Returning
from the astral plane can be accomplished in
Seeming the same manner as described under dimension
door.
Telepathy (Cha) [Mind-Affecting]
Level: Psychic Thief 5
Veil
Display: Me
Manifestation Time: 1 action Telepathy (Cha) [Mind-Affecting]
Range: Close (25 ft. + 5 ft./2 levels) Level: Psychic Thief 6
Targets: One person/two levels, no two of Display: Me
which can be more than 30 ft. apart Manifestation Time: 1 action
Duration: 12 hours Range: Long (400 ft. + 40 ft./level)
Saving Throw: Will negates (harmless) Targets: One or more creatures, no two of
Power Resistance: Yes (harmless) which can be more than 30 ft. apart
Power Points: 9 Duration: Concentration + 1 hour/level (D)
Saving Throw: Will negates (see text)
The character changes the appearance of one Power Resistance: Yes (see text)
person for every two levels. Those affected can Power Points: 11
seem 1 foot shorter or taller, thin, fat, or in
between. The character cannot change the body The character instantly changes the appearance
type. For example, a human could look human, of the subjects and then maintains that appear-
humanoid, or like any other generally human- ance for the power’s duration. The character
shaped bipedal creature. Otherwise, the extent can make the subjects appear to be anything the
of the apparent change is up to the character. character wishes. A party might be made to
The character could add or obscure a minor resemble a mixed band of brownies, pixies, and
feature, such as a mole or a beard, or look like faeries led by a treant. The subjects look, feel,
an entirely different person. The power does and smell just like the creatures the spell makes
not provide the abilities or mannerisms of the them resemble. Affected creatures resume their
chosen form. It does not alter the perceived tac- normal appearances if slain. The character
tile (touch) or audible (sound) properties of must succeed at a Disguise check to duplicate
those affected or their equipment. A battleaxe the appearance of a specific individual. This
made to look like a dagger still functions as a spell gives the character a +10 bonus on the
battleaxe. If the character uses this spell to cre- check. Unwilling targets can negate the spell’s
ate disguises, the character gets a +10 bonus on effect on them by making Will saves or with
the Disguise check. Affected creatures resume PR. Those who interact with the subjects can
their normal appearances if slain. attempt Will saves to see through the veil, but
PR doesn’t help.
Unwilling targets can negate the spell’s effect
on them by making Will saves or with PR.
129
CHAPTER FOUR: The Rogue’s Tools
CHAPTER FOUR
The Rogue’s
Tools
The powder’s useful properties begin with its
New unique composition, but do not stop there. With
the addition of water, the powder bonds to the
surface on which it lies, resulting in a bright,
Equipment rosy glow that will not come off (much to the
horror of many a thief caught red-handed). The
more water added, the brighter the glow. The
This section presents new equipment of partic- powder can only be removed with the use of a
ular interest to rogue characters. Availability of companion liquid called “thief’s soap,” avail-
these items will be restricted to specialty ven- able exclusively to agents of the crown and
dors, thieves’ guilds, or other individuals who usually only offered to the accused in exchange
specialize in illegal items or highly question- for their confession. This has given rise to the
able clientele. As such, any items that need to colloquial phrase, “come clean,” meaning to
be custom made or that are highly sensitive confess. Without the thief’s soap to remove it,
may be raised in price as much as 150%, if the the glow wears off in 3d4 days.
DM feels it is appropriate to his campaign. The
names and game statistics of entries in this sec- False Seal: A seal is a piece of metal engraved
tion are designated as Open Game Content. with a design representing a noble title or fam-
ily, official government or church correspon-
Burglar’s Bane: This powder is a favorite of dence, or otherwise wealthy or important indi-
investigators and others charged with uphold- viduals. These seals are often cast into rings or
ing the crown’s laws. Alchemical in nature, this set into the end of a wood block. They are used
ultra-fine powder is tasteless, odorless, and along with heated wax to place an imprint on a
translucent, making it nearly invisible to an document in question, verifying the official
untrained observer. It is typically dusted upon signature of a person in authority. The same
papers, art objects, jewels, or other valuables method is also used to seal letters, designating
that are feared to be the targets of intruders. to whom this correspondence belongs. In parts
The reason for this is that the powder provides of the world where this custom is observed, a
a harmless but invaluable service to the prop- false or forged seal is a necessity for anyone
erty’s rightful owners. who indulges in a bit of forgery (or who has a
130
desperate need to read the Count’s correspon- to listen in on, then place your ear to the base
dence without being noticed). of the cup. Conversation-level sounds that were
once muffled become far clearer, allowing for
A false seal can only be obtained from a skilled evildoers to be caught red-handed. Best of all,
gold or silversmith or from a thieves’ guild the collapsible size of the cup means that get-

with the appropriate connections. Anyone try- ting rid of an awkward prop (“Who was that
ing to create a seal using the Craft skill must man, and why did he have a cup?”) is as simple
treat the project as a masterwork item. A well- as twist and drop. Using the cup when attempt-
forged seal gives a –4 penalty to anyone ing to listen through a door or wall reduces the
attempting to detect the forged document on DC penalty by 3. For example, the +5 DC
which it was used. It should be noted, however, penalty to listen to a conversation through a
that being caught with a false official or noble door is reduced to a +2 DC penalty.
seal is typically considered a capital offence.
Lock Powder: Available from many
Gossamer Line: This thin gray silken cord is alchemists, this fine black powder looks inno-
unnaturally tough, made from alchemically cent enough at first glance, like fine coal dust,
created putty that is then stretched into strands though with an unusually silken feel in the
and woven together to form a cord. The result hand. That odd feel is the first hint of its special
is light, thin, and nearly impossible to see properties and the reason for its favored status
against any background, night or day. At the among stealthy rogues. Lock powder is a dry
same time, it can support the same weight as a powder with the amazing ability to act exactly
hemp rope at a fraction of the size. It is recom- like oil when it comes to fixing squeaky hinges
mended that gloves be used with this rope, as or freeing rusty locks. Its dark color and pow-
rapid descent down such a thin line can cut dery consistency, however, can hide the traces
unprotected skin. of an industrious rogue from even the most
eagle-eyed guard, with no telltale shine of a
Gossamer line has 6 hp and can be burst on a newly oiled padlock to spoil the evening’s fun.
successful Strength check (DC 24). It incurs a In addition, should the cap on the powder flask
+4 increase to the Difficulty Class on Spot ever loosen, a good dusting is all the other
checks for noticing the rope. occupants of the pouch will need—a blessing
for anyone who’s ever lost a document or gar-
Hanging Man’s Harness: This full-body har- ment to an oil spill. Lock powder grants a +2
ness is designed for those who need to get into circumstance bonus to Open Lock and Disable
a tight space and yet have every available limb Device checks, as well as a +2 circumstance
free. It is made from leather straps and metal bonus to Move Silently checks when inside
rings and can be configured to allow for upside buildings. A single jar is sufficient for 10 appli-
down descent or horizontal work. It is not cations.
quick to get in or out of, nor was it designed for
everyday wear, but for hands-free ability when Thief’s Perfume: This viscous liquid alchemi-
you dangle from the ceiling, it can’t be beat. cal concoction is typically sold in small, tight-
ly stoppered opaque glass or metal vials. Each
The harness gives an armor bonus of +0 but vial contains a thin metal wand attached to the
incurs a –1 armor check penalty if worn while stopper, designed to allow precise application
on the ground. of the liquid without actually coming in contact
with it—a fortunate thing, given the strong
Listening Cup: Sometimes called the “eaves- burnt-tar and sulfur smell of the substance
dropper’s friend,” this collapsible metal cup within.
gives rogues a sorely needed advantage when it
comes to obtaining valuable information. The The purpose of thief’s perfume is to cover a
cup itself is small and cunningly made, rough- person’s scent and throw any who might try to
ly two inches wide at the thick base and three track that scent off the trail. While the smells
and a half wide at the top. It is four inches tall left behind by an individual are typically too
but collapses down like a small spyglass to a faint for humans to notice, any trainable animal
one-inch-tall spiral. The instructions for its use with a keen nose can pick up the traces of a
are simple: merely place the top of the cup person’s passing and be taught to follow
firmly on the wall or door to the room you want them. Some races with enhanced senses
131
reacts with the ink on the page and creates a
copy of the document below it, the words burn-
ing into the trace paper while leaving the orig-
inal untouched. This process takes 3 combat
rounds to complete, and each sheet of trace
paper can only be used once.
New
Weapons
This section presents two new weapons of par-
ticular interest to rogue characters. The names
and game statistics of theses weapons are des-
ignated as Open Game Content.
Braid Blade: Braid blades are small, dagger-

like blades that can be woven into a character’s
hair or beard. If the character’s hair is at least
three feet in length, the blade can be used to
attack a foe within 5 ft. This blade can be used
in combination with another weapon and acts
in all respects like a light, off-hand weapon for
purposes of attack penalties and other issues. A
character could carry a weapon or shield in his
are also able to track scents, especially with off hand, but he cannot gain benefits from them
magical aid. See Chapter 3: Running the Game in any round in which he uses the braid blade
in the DMG for more information on tracking as an off-hand weapon.
by scent.
Although braid blades are melee weapons,
Thief’s perfume is a particularly strong, foul- characters gain no Strength bonus to attack or
smelling solution that completely overwhelms damage rolls when using them. Instead, a char-
sensitive noses, rendering them unable to track acter applies his Dexterity bonus to all attack
by scent. With a few drops placed discreetly at rolls with braid blades. In addition, because of
the threshold of a room, dogs or other scent- the unusual and surprising nature of this
tracking animals who encounter the substance weapon, creatures lose their Dexterity bonus to
will be unwilling to enter the affected room and AC when attacked by a braid blade for the first
unable to track by scent for 1d6 hours after- time. This applies only to a single attack, and
ward. Each three-drop dose lasts 30 minutes the creature regains its Dexterity bonus on sub-
from the time it is applied. Care must be taken sequent attacks whether or not the initial attack
with the vial, however: Should the contents be is successful. This does not affect attacks with
spilled or the vial be broken, anything coming other weapons, even those made in the same
in contact with the contents will reek for days round.
until the smell wears off. Each vial contains 12
doses. Blow Tube: A blow tube is a hollow wooden
tube reinforced with metal rings. It is about one
Trace Paper: This alchemically treated paper inch in diameter at the business end and tapers
looks and feels normal, though the accompany- down to about a quarter-inch at the mouth-
ing faint scent of acid is a dead giveaway to piece. Powdered poison can be packed in light
those who are familiar with it. Trace paper paper or plant fiber packets and then inserted
comes in bundles of 10 sheets, each carefully into the tube. A sharp exhalation into the
wrapped in an oiled vellum envelope. When mouthpiece launches the poison packet toward
removed from the envelope and placed on a single target. A successful ranged touch
top of a written document, the trace paper attack hits the target and bursts the poison
132
New Equipment
Item Cost Weight

Burglar’s bane 10 gp —
False seal 75 gp —
Gossamer line (25 ft.) 25 gp 1 1/2 lb.
Hanging man’s harness 35 gp 5 lb.
Listening cup 5 gp —
Lock powder 25 gp 1/2 lb.
Thief’s perfume 50 gp —
Trace paper (10 sheets) 40 gp —
New Weapons
Exotic Weapons • Ranged
Weapon Cost Damage Critical Range Increment Weight Type
Medium-size
Blow tube 2 gp — — 10 ft. 1 lb. —
Exotic Weapons • Melee

Small
Braid blade 4 gp 1d4 19–20/x2 — 1 lb. Slashing
packet. Obviously, only inhaled or contact poi- item is transferred into an extradimensional
sons are effective projectiles for a blow tube. A holding space. A hand-drawn sketch of the item
blow tube’s maximum range is 20 feet. appears on the page (front and back), accompa-
Reloading a blow tube is a full-round action nied by a detailed description of the item and
that provokes attacks of opportunity. any known qualities or history thereof. When a
page is touched and the command word spoken
a second time, the item appears in the user’s
New Magic hand. Each item stored can be no larger than 6
cubic feet in size.
Items The number of pages in the book varies, though

naturally books that are found may have any
number of their pages currently in use. There
This section presents a number of new magic are typically three sizes of book found, and
items of particular interest to rogue characters. their prices are as follows:
Names and game statistics are designated as
Open Game Content. Book # of Market
Type Pages Weight Price
Book of Useful Items: This book, its ordinary Small 25 1 lb. 25,000 gp
appearance notwithstanding, is one of the most Medium 35 1 1/2 lb. 35,000 gp
useful items a rogue can possess. The book Large 50 2 lb. 50,000 gp
itself is of an unusually portable size, only 5
inches wide and 7 inches tall, ranging from 1 to Caster Level: 13th; Prerequisites: Craft
1 1/2 inches in width. It is typically nondescript Wondrous Item, secret page, vanish.
in appearance, with a brown leather cover and
rough-edged pages. Cipher Rings: Each cipher ring is a silver
band inset with a row of marquis-cut semi-
Each blank page is actually a storage unit. precious stones (garnet, amethyst, mala-
When an item is placed on a blank page, the chite, and tiger-eye are only some of the
133
possibilities). They are typically made in Market Price: 8,400 gp; Cost to Create: 4,200
matching sets of two, though sets of three or gp + 336 xp.
more are not unknown. The larger the number
of rings, however, the greater the risk of one Dust of Distraction: This is a hard, gritty pow-
falling into the wrong hands. A ring created on der, almost like sand, made of black granules
its own is incompatible with any others, though that sparkle in the light as though faceted.
a ring created while wearing an already exist- When sprinkled from the bag, the dust creates
ing ciphering ring will be attuned to the exist- an illusion that may be used to distract guards
ing one. or other observers. Each dose affects roughly a
2-ft. by 2-ft. area.
Cipher rings allow an individual to create
extremely difficult codes, either as obviously To activate the powder, simply sprinkle it on
encoded missives or as innocuous-looking the floor or any other surface. The dust acti-
maps, ledgers, or other common documents as vates in three combat rounds. Once activated,
described under New Skill Use, page 136. The the dust creates a subtle illusion roughly five
individual creating the original document feet in height, just above the dusted area, which
receives a +20 circumstance bonus to any lasts for 1 round. The illusion is subtle and
existing Decipher Script skill check for the pur- indistinct, consisting mostly of dim flashes of
poses of creating a coded message. Anyone not light, muted colors, and faint scraping sounds
already possessing the skill can use the ring’s reminiscent of weapons being drawn from
ability, which automatically takes 10 on behalf sheaths. The overall effect is similar to catching
of the user on top of the +20 bonus (giving the a glimpse of someone attempting to remain
code a DC 30 to decipher). unseen from the corner of your eye. At no time
is the illusion of a person complete, but it is
Decoding a message with a linked cipher ring sufficient to distract guards and possibly lure
is automatic and requires no roll. Anyone not them away from their station for a short time. If
wearing a linked cipher ring (including those the dust is disturbed after the illusion has start-
who own cipher rings not linked to the original) ed (for instance, if someone walks through it),
must make a Decipher Script check to decode the effect is dispelled and the dust turns dull.
the message, with the DC equal to the original
check result of the code’s creator. Caster Level: 3rd; Prerequisites: Craft
Wondrous Item, minor image; Market Price;
Caster Level: 5th; Prerequisites: Forge Ring, 300 gp per dose.
secret page; Market Price: 8,000 gp per ring
created. Gloves of Filching: These delicate, well-made
gloves are constructed out of light black suede
Clanwarden’s Stick: This magical club is the or lambskin. Designed to make a rogue’s life
signature weapon of a halfling clanwarden. It is easier, they are multi-function items that any
usually distinctive, resembling a walking stick pickpocket would love to have. Their first
with bronze, iron, or steel tips, and engraved function is to grant a +10 circumstance bonus
with appropriate clan signs. The weapon’s to all Pick Pocket checks undertaken while
upper half is usually bored and the cavity filled wearing the gloves. In addition, should the
with iron to give added heft when swung. A rogue’s skill fail and his attempt be discovered,
clanwarden’s stick is generally available to any the gloves can cast modify memory as a touch
lodge member who can afford the weapon’s attack once per day, allowing the rogue to
market price, assuming the community has a cover his mistake by removing the victim’s
caster able to craft the weapon. A clanwarden’s memory of the failed theft.
stick is a +2 club that when wielded or carried,
usually across the back, grants a +2 compe- Caster Level: 10th; Prerequisites: Craft
tence bonus to Climb, Jump, Hide, Listen, and Wondrous Item, modify memory; Market Price:
Move Silently checks. A clanwarden’s stick 18,000 gp.
does not glow as a side effect of the magic
imbued within it. Gossamer Cloak: This filmy, lacy garment
looks like an extravagant half-cloak, a suitable
Caster Level: 5th; Prerequisites: Craft Magic accessory for court wear or evening dress. The
Arms and Armor, creator must be a halfling; real function of the cloak is hidden, however,
134
Sound Catcher

# of Minutes Contained Special Effect Additional Damage
100 Deafened for 1d6 rounds 1d6
200 Deafened for 2d6 rounds 2d6
300 Deafened for 1 turn 3d6
400 Deafened for 1d6 turns 4d6
500 Deafened for 24 hours 5d6
until the command word is uttered. At that a 15-ft. radius, similar to the effect of a silence
point, the translucent drapes of the cloak trans- spell. The effect lasts until the bottle is stop-
form into functional wings, allowing the wear- pered again. It is important to note that the
er to feather fall as the spell. sounds are not erased from existence, merely
trapped. Each bottle has a limited capacity for
Caster Level: 2nd; Prerequisites: Craft storage, a total of 500 minutes worth in all.
Wondrous Item, feather fall; Market Price: Sounds cannot be freed except by destroying
3,600 gp. the bottle, which releases a sonic shockwave in
a 20-ft.-radius spread from the point of origin
Lookout Strips: These ingenious strips of dark (the broken bottle). Any creature within the
gray paper can be a rogue’s best friend when it area of the shockwave suffers the effects listed
comes to making sure you aren’t surprised by in the above table.
an untimely interruption. These strips are made
of a sturdy paper with dried glue on one side. A successful Fortitude save (DC 17) reduces
When moistened and stuck in place across the the damage by half and negates the deafening
opening of a closed door or window, they acti- effect. Any exposed brittle or crystalline object
vate and fade into invisibility. When the strip is or crystalline creature takes twice the listed
broken by the opening of the door or window damage from the attack, though a successful
(or tug of a trip line, etc.), a mental alarm is Fortitude save can reduce the damage to the
triggered in the mind of the individual who listed amount. Creatures holding fragile objects
placed the strip. can negate damage to them with successful
Reflex saves (DC 22). A deaf character, in
Caster Level: 1st; Prerequisites: Craft addition to the obvious effects, suffers a –4
Wondrous Item, alarm; Market Price: 50 gp penalty on initiative and a 20% chance to mis-
per strip. cast and lose any spell with a verbal (V) com-
ponent. Previously deafened characters still
Sound Catcher: This cleverly made bottle take damage.
stands roughly eight inches tall and six inches
in diameter and is made of a thick opaque Additionally, there is no accurate method by
glass, either brown or white with swirls of red which to judge the number of storage minutes
or blue through its depths. The stopper to the remaining. As the bottle fills with sound, it will
bottle is made of the same glass and curiously begin vibrating for 10 rounds at the end of each
shaped, fitted to the inside of the neck so that it use; gently at first, but more strongly the more
can be raised from the mouth of the bottle but it gets used. When it reaches the end of its
not withdrawn. The stopper of the bottle will 500th minute, the vibrations will become so
remain raised when opened until someone strong as to shatter the bottle at the end of the
either pushes it back into place or until 10 min- round, causing the maximum damage as listed
utes have expired, at which time it will close on above to anyone within the area of effect.
its own.
Caster Level: 7th; Prerequisites: Craft
The puzzle of the stopper’s creation and place- Wondrous Item, sculpt sound; Market Price:
ment, however, is not the only interesting thing 21,000 gp.
about the item. When the stopper is raised, the
bottle absorbs sounds into it, muting sounds in
135
garden—in short, anything innocuous you care
to think of. Codes such as this are very useful
New Skill in that most people who read them will not
realize that there is a code to be broken. They
masquerade under the guise of an innocent
Uses (and typically boring) document with nothing

to hide, and thus are often disregarded. These
codes are actually easier to break, however, as
The following section presents a number of they must be created to conform with their
new uses for existing skills. This section is des- external appearance, limiting their complexity.
ignated as Open Game Content.
Disguising a code within another type of docu-
Decipher Script (Int; Trained ment applies a –5 circumstance penalty to the
roll for the code’s creation, thus reducing the
Only; Bard, Rogue Only) difficulty to crack the code. Before it can be
attempted, however, the individual wanting to
While Decipher Script is well known for its
break the code must realize that one exists. A
ability to render intelligible otherwise unfamil-
Spot check (DC equal to the difficulty of the
iar, archaic or symbolic language, it also has
code) may enable the code to be found within
another natural application that is largely over-
the document in question.
looked: cryptography. Cryptography is the
study of codes and ways to break them. It has
If someone attempts to crack the code in docu-
wide application in both math and linguistics,
ments where no code was hidden in a random
and has been used by secret societies and spies
attempt to find information (or if they did not
since such things first came into existence. The
succeed at a Spot check for a coded document,
nature of the Decipher Script skill is the learned
but wish to try anyway), the DM is free to
ability to see patterns and derive new informa-
make up whatever he or she wishes and pass it
tion from them. It is therefore easy to see how
on to the player as the “result” of the code
it can apply to code creation and codebreaking.
breaking. At the DM’s discretion, a Wisdom
check (DC 5) may be rolled on their behalf to
In order to create a code, the rogue must make
see if they realize their efforts are worthless.
a Decipher Script check. The result is the
code’s Difficulty Class for someone attempting
to break it. The time taken to create a code is Disguise (Cha)
equal to 10 minutes per page. Retries are
allowed, with 10 minutes per attempt. When Disguise is a skill that allows you to change
making a code, you can take 10 or take 20, your appearance or that of another person, typ-
assuming conditions allow you to do so. ically with the goal of making yourself unrec-
ognizable or otherwise disguising your appear-
In order to break a code, a rogue must make a ance. Disguise has another use, however: that
successful Decipher Script check, with a DC of accentuating your appearance so as to
equal to the result of the roll made by the increase your influence among others.
code’s creator (essentially making opposed
Decipher Script checks). It takes one hour to With judicious use of makeup and costume,
decode a page of text. Retries are allowed, but Disguise can be used to accentuate your
at each failure the DM makes a Wisdom check appearance, making you seem more attractive,
(DC 5) for you to see if you avoid drawing a imposing, or otherwise creating a positive
false conclusion about the text. (Success means effect in the minds of observers. Everyone is
that you do not draw a false conclusion; failure impacted by appearance, and the more visually
means that you do.) The DM should secretly attractive someone seems, the more they are
make each roll, so that you can’t tell if the code noticed and the better their treatment is likely
has been correctly broken or not. to be, in addition to increasing their own self-
esteem and confidence (two other important
As a note, it is possible to create a code that qualifiers that determine how attracted others
looks like something else: a map, a house- are to us). People are naturally attracted to
keeping list, a journal entry, a ledger page, a those who seem more charismatic, and this use
letter to your mother regarding the turnip of the Disguise skill takes advantage of that.
136
This use of this skill can also allow you to fit in character not only knows the latest information
more seamlessly in a culture not your own, to on the street, but she also knows where to get it
make an impression on the right people, and and how it travels. An alternative use for this
otherwise influence NPCs in a positive manner. skill, therefore, is taking that networking infor-
As this is not a disguise as such, Spot is not mation and using it to disseminate information
used in opposed rolls with the Disguise skill in instead of simply receiving it. Information dis-
this instance. bursement with the Gather Information skill
has two major uses: misinformation and rumor
To determine how well you may have succeed- mongering.
ed in influencing an NPC, the DM should make
a Charisma check for the NPC in question to Misinformation is designed to let you mislead
determine how charismatic they appear at that those who might be trying to gather informa-
particular moment. The player then makes an tion about you. If you wish to try to mislead or
opposed Disguise check, with their DC being confuse your pursuers, the DM must make a
equal to the result of the NPC’s result. A suc- Gather Information check for the individual
cess indicates that the character receives a +2 (typically an NPC) attempting to find out about
circumstance bonus to interactions with that you. You must then make a Gather Information
NPC for the next encounter. Exceeding the DC check as well (DC equal to the result of the
by 10 results in a +4 circumstance bonus for the DM’s roll). If you succeed, then you are able to
next week; exceeding the DC by 20 results in misdirect the inquiries about you and retain
an extraordinary success and gives the charac- your privacy for a while. This is typically a
ter a +8 circumstance bonus for the next month continuing process, with a new check being
with that NPC. required each day. As a note, you can also
attempt to gain information about the party
Gather Information (Cha) interested in you, but they can use the same tac-
tics, leading to a sort of shadow war where
The Gather Information skill can be a rogue’s each party attempts to out-think the other.
best friend, keeping her one step ahead of the
competition (and the law). With this skill, a
137
Rumor mongering is the art of spreading false in question, then he gains no protection and is
information about someone with the goal of subject to the full effect of the spell. As an
making the person’s life more difficult. By dis- example, a chaotic good rogue mistakenly
seminating unflattering information (“I heard emulating a neutral good alignment to get
she cheated poor Ralph out of his winnings last around a protection from chaos spell is still
time”), you can make it more difficult for affected when the spell turns out to be protec-
someone to interact favorably with other NPCs, tion from good.
applying penalties to their Charisma checks or
other social skills. In order to spread rumors The rogue must make a successful Use Magic
about someone, the DM must make a Charisma Device check (DC equal to the spellcaster’s
check for the NPC in question. You must then primary spellcasting ability score [i.e.,
make a successful Gather Information check Charisma, Intelligence, or Wisdom] + caster
(DC equal to the result of the NPC’s Charisma level). Divination spells add a +5 to the
check). Success indicates that the target Difficulty Class for this check. If he succeeds,
receives a –2 circumstance penalty to all he may bypass the spell without incident. If he
socially based Charisma skill checks (Bluff, fails, he forfeits his chance at any possible sav-
Diplomacy, Gather Information, Intimidate, ing throw and suffers the full effect of the spell.
and Perform) for the next week. Exceeding the The DM should make Spellcraft checks and
DC by 20 gives the target a –4 penalty to the emulation rolls secretly, so that the player will
above-listed skill checks for a week. not know whether they have succeeded or
failed.
Use Magic Device (Cha;
Trained Only; Bard, Rogue Use Rope (Dex)
Only) As listed, the Use Rope skill allows you to tie
knots and bind people effectively. Ropes can be
Typically, the Use Magic Device skill is help- used in a number of other ways, however, even
ful in emulating qualities you don’t actually in combat. To accomplish this requires an alter-
possess in order to meet the requirements to use nate use of the Use Rope skill to make and
certain restricted magic items. That same tal- accurately throw a lasso.
ent, however, can also serve in another capaci-
ty: fooling spells. A lasso is a length of rope with a small loop
tied in the end, through which the rope passes.
There are a number of spells in existence This creates a larger sliding loop at the end of
whose effects are dependent on some quality of the rope. With sufficient skill, the lasso is
the individual who encounters them, such as twirled over the head so that the loop stays
protection from chaos/evil/good/law. These open, then thrown toward a target. The loop
spells apply penalties (or damage) to those of a settles over the top of the target and is pulled
specific alignment. There might even be spells tight, effectively capturing the target or secur-
in some places that could ward an area or dam- ing the rope to an immovable object. Creating
age those who possess a certain quality such as a lasso requires a successful Use Rope check
race, gender, age, or other determinate attribute (DC 20).
just as magic items sometimes do. The Use
Magic Device skill, however, can allow a To throw a lasso, you must make a successful
determined rogue to bypass such protections ranged touch attack using your Use Rope check
without penalty or damage. result in place of a normal attack roll. If the tar-
get is aware of the attack, she can make a
To fool a spell, the rogue must first know Reflex save (DC 15) and avoid being entan-
which quality he needs to emulate (alignment, gled. If the target manages to avoid becoming
race, class, etc.), meaning that it is helpful to entangled but the attack is successful, then the
know what spell is being cast. The Spellcraft attacker can only control their movements
skill could be useful to determine this but isn’t within the limits of the rope by succeeding at
necessary to make the attempt. Using this skill an opposed Strength check. The lasso does no
takes the place of any saving throw to which damage and cannot limit the target’s movement
you might otherwise be entitled. If the rogue toward the attacker (unless the target is cap-
emulates the wrong condition for the spell tured by multiple lassos from flanking posi-
138
tions). Spellcasters who are successfully cap- Intelligence score of 3 or higher that can nor-
tured by a lasso must make Concentration mally be affected by sneak attacks.
checks (DC 15) to cast spells. A captured indi-
vidual may use their arms freely, including
actions such as cutting the rope (if they are
Desperate Interrupt

armed). [General]
If the target fails her Reflex save, then she is You can act quickly to interrupt someone act-
effectively entangled. A creature entangled by a ing before you in a combat round.
lasso suffers a –2 penalty on attack rolls and a
–4 penalty on effective Dexterity. If you suc- Prerequisite: Dexterity 13+, Improved
ceed at an opposed Strength check, the entan- Initiative, Lightning Reflexes
gled creature can only move within the limits
that the rope allows. If the entangled creature Benefit: By sacrificing your next action in the
attempts to cast a spell, it must succeed at a combat round, you may take an immediate par-
Concentration check (DC 15) or be unable to tial action to interrupt someone acting before
cast the spell. Spells that require somatic com- you. You may only take a partial action, and
ponents cannot be cast, even after passing the may not use this feat twice in the same round.
Concentration check. The entangled creature
can escape with an Escape Artist check (DC Normal: You may only act to interrupt some-
20) that is a full-round action. one acting after you in the combat sequence if
you have a held partial action.
A lasso is only useful against creatures from
size Small to Large. Parts of larger creatures or Eye for Opportunity
items that are of a similar size may be lassoed,
but are not considered captured. A lasso may be [General]
used as a means of securing a rope to a project- You have a natural gift for noticing details and
ing object (an outcropping of rock, the end of a interpreting them to your advantage.
beam, a small post, etc.) in order to climb more
easily. Benefit: You gain a +2 bonus on Appraise and
Read Lips checks.
Feats Favored Destiny [General]

This section provides a number of new feats of Regardless of the odds, you seem to escape
interest to rogue characters. The text of this death just when it seems that your luck has run
section is designated Open Game Content. out.
Prerequisites: Lucky, Dex 13+.

Intimidating Sneak Attack
[General] Benefits: Once per week, a character with this
feat can completely avoid what would other-
Your fearsome ambushes strike terror into the wise be lethal damage (from any source). To do
hearts of your enemies. so requires a successful Reflex saving throw
(DC = the standard difficulty for the spell or
Prerequisites: Sneak attack, Intimidate 5+ ability (if applicable) or the damage of the
ranks. attack). A failed save negates the possibility of
evading the blow through other special abilities
Benefit: Once per round when you make a suc- or saving for half damage. Since this effect
cessful sneak attack, your opponent must make would not normally allow a character to make
a Will save (DC 10 + 1/2 your character level). a Reflex save for half damage, the rogue’s eva-
If the save fails, the opponent is shaken for 1 sion ability does not apply to the favored des-
round plus your Charisma modifier and you tiny feat.
cannot use this feat against the opponent again
for the duration of the encounter. This feat can
only be used against a living creature with an
139
always considered flat-footed. A character is
unaffected by this condition when flying, levi-
tating, or otherwise moving without using his
legs for support and mobility. This condition
lasts until the opponent receives a successful
Heal check (DC 10 + 1/2 your character level)

or benefits from a spell that cures ability dam-
age (e.g., lesser restoration, restoration, etc.).
This feat can only be used against living crea-
tures that can normally be affected by sneak
attacks.
Lucky [General]
The gods seem to have blessed you and your
endeavors, regardless of how undeserving you
may seem.
Benefits: You receive a +1 luck bonus on all

saving throws.
Magical Savant [General]

You have unusual insight into the nature of
magic items.
Prerequisites: Gadgeteer, Cha 15+, 6 ranks in

Use Magic Device.
Gadgeteer [General] Benefit: You can activate a magic item as per
You possess a natural mechanical aptitude. the Use Magic Device skill (Skills, PH), except
that you are not required to know in advance
Prerequisites: None. which condition you are emulating.
Benefit: You gain a +2 bonus on all Disable Monkeywrencher [General]

Device and Use Magic Device checks.
Your talent at using magic items not normally
available to you is so advanced that you can
Hamstring [General] occasionally allow others to use those items as
You know how to strike with painful precision well.
to hobble your foes.
Prerequisites: Int 15+, Gadgeteer, Magical
Prerequisites: Sneak attack, base attack bonus Savant, 10 ranks in Use Magic Device skill.
+5 or higher.
Benefit: On a successful Use Magic Device
Benefit: Once per round when you use a full- check (DC 30), a person with the
round action to make a single successful sneak Monkeywrencher feat can rig a magical device
attack, your opponent must make a successful for a single activation by another character who
Fort save (DC 10 + 1/2 your character level). If would ordinarily be restricted from using it.
the save fails, the opponent is hobbled. The The character using the item may not be nor-
hobbled character’s speed is reduced by half mally disqualified from using the item by more
and he suffers a –6 penalty to effective than one restriction. For example, an elven
Dexterity. This penalty does not apply for cleric could be allowed a single activation of an
actions such as ranged combat and spellcast- item that typically works only for elven fight-
ing that do not require lower-body move- ers but could not use an item designed specifi-
ment. In addition, a hobbled character is cally for dwarven fighters.
140
At the time of the test, the intended user of the
item must be specified. Once successful, the
next usage of the item in question must be by
the intended person, though there is no time
limit on when that next usage must be. Should

anyone else use the item before the intended
person does, the effect of this feat is nullified
and must be performed again.
Quick Death Attack

[General]
You have learned to prepare quickly and strike
with little warning.
Prerequisites: Death attack, base attack bonus

+8 or higher.
Benefit: You can make a death attack after

studying your opponent for only two rounds.
Normal: You must normally study your foe for

three rounds before attempting a death attack.
Stealth Mastery [General]

You have refined both your innate awareness of
your surroundings and your skill with the arts ly outcome of a situation the majority of the
of stealth to the point that others find it difficult time. You gain a +4 bonus to any rolls to deter-
to spot you, unless you wish them to do so. mine surprise in a combat situation. In addi-
tion, when you set up an ambush against an
Prerequisites: Rogue levels 5+, Move Silently enemy ahead of time, your opponents receive a
skill, Hide skill. –4 penalty on ability or skill checks to deter-
mine surprise.
Benefit: A rogue character who has the Move
Silently or Hide skills has reached the point
where their use is second nature. Unless the
Unexpected Attack
rogue chooses to make it simple for others to [General]
find her, all characters wishing to detect the
rogue receive a –2 penalty to their Spot or When the flow of a battle provides unexpected
Listen checks. This penalty is cumulative with openings in your opponent’s defenses, you
any other penalties and applies whether or not know how to make your attacks count.
the rogue is consciously using her skills.
Prerequisites: Combat Reflexes, base attack
bonus +5 or higher.
Student of Fortune
[General] Benefit: Your opponents lose their Dexterity
bonus to Armor Class when you make attacks
You have studied the realms of probability and of opportunity.
fate enough to gain some small insight into
their ways.
Prerequisites: Wis 13+, Int 13+.
Benefit: You have become the king of educat-

ed guesses, and can correctly surmise the like-
141
CHAPTER FIVE: Schools and Organizations
CHAPTER FIVE
Schools &
Organizations
Anyone who finds and trains under these mas-
ters of the shadowy arts is called a student. A
Shadow student may pay gold and spend XP to learn a
master’s secrets and apply them in his own
adventures. Typically, each master offers a
Schools series of 10 lessons, each progressively more
difficult to learn. Once a student has learned
five or more lessons from a single master, he
This section lists several specialized schools, may in turn teach others the tricks he knows.
paths, and traditions that rogue characters can Each master’s body of knowledge is known as
take advantage of to develop their skills and a school, though his body of knowledge is
abilities. The game rules and mechanics rarely presented in a codified manner. Instead,
describing each lesson are designated as Open each master draws on his experience and the
Game Content. Background information and bits of knowledge gleaned from older rogues to
flavor text is designated as closed content. form the basis of his instructions. Despite this
scattershot approach, over the decades and cen-
Since the civilized races first learned to engage turies, a few typical schools have emerged that
in trade, there have been those who seek to share the same lessons and knowledge.
profit from the hard work of others. Burglars,
flimflam men, and pickpockets invariably arise
in any area where money changes hands. While Each lesson must be studied in order, from the
those who practice these talents rarely seek any first to last. A student cannot initially master
formal training, there exist experts of such the third lesson and then proceed to the fifth or
exceeding ability and talent that eager young first. Furthermore, it becomes progressively
rogues seek them out to learn their tricks and more difficult for a student to learn the ways of
techniques. In some cases, these masters estab- more than one school. The first school a stu-
lish informal schools for training the next gen- dent studies with is known as his primary
eration of confidence men and robbers. After school. When training in schools other than his
all, these experts can make more coin pawning primary one, a student must pay twice the XP
their experience to others rather than going costs as he struggles to juggle his original train-
to the trouble of applying it. ing and his new talents.
142
Training Cost and Time
XP Time Level

Lesson Cost Cost Cap
1 100 1 week 1
2 300 1 day 2
3 600 2 days 4
4 1,000 3 days 6
5 1,500 4 days 8
6 2,100 1 week 10
7 2,800 10 days 12
8 3,600 2 weeks 15
9 4,500 3 weeks 18
10 5,500 1 month 20
The level cap listed on the table reflects the Gather Information check (DC 25) and 1d4
general worldliness and experience a student weeks of searching. Note that the prospective
should have before attempting to master a spe- student need not be the one who makes this
cific talent. A master’s teachings draw on both check. For example, Alewic the bard could
the master’s and the pupil’s experiences and search for a master on behalf of his friend
knowledge. A student may attempt to learn a Barnabas. Upon finding a master, a student
lesson if he does not meet the level cap but he must either undertake some task or complete a
must pay an additional 20% XP to complete his test to prove himself worthy. Otherwise, a hefty
training. The student struggles to keep up with bribe is often proof enough of a student’s wor-
the master and must devote additional energy thiness. Wandering masters offer the advantage
to learning talents that are beyond his under- of individual training. Cut the time needed to
standing. train under such a tutor by 15%.
Finding a Master Each individual school or master has specific

tests and requirements they expect from those
While a few of the schools presented here are who seek to train under them. The specific
supported by secretive organizations or schools list these prerequisites.
thieves’ guilds, most are taught by lone indi-
viduals who take on pupils who strike their
fancy, impress them with their talent, or offer
The Blade Dancers
them enough gold to deflect any and all objec- In the criminal underworld, a warrior must
tions. Each school notes whether it is support- learn to fight without the benefit of heavy
ed by a guild, secret society, or other small armor and shield. A thief who seeks to slip into
organization. Otherwise, it lists a lone master a heavily guarded temple and loot its riches
who either wanders the land and passes along cannot afford the noise and weight of chainmail
his knowledge when the mood strikes him or or plate armor. During turf wars, such protec-
subsists off training young rogues in the talents tive gear does little more than attract the atten-
he has mastered. tion of town guards and others who are best left
untroubled by the politics of the night.
Organizations have the advantage of being both
easier to find and relatively simple to handle. Blade dancers learn to rely on their reflexes and
These groups are in the business of grooming awareness rather than armor to survive a battle.
young bravos. Most require some form of ser- They duck wild hacks, knock aside arrows, and
vice or test of loyalty before allowing a use speed and instincts rather than leather and
prospective student to study in their ranks. steel to ward off danger. The blade dancer’s
training is known by many names in different
Wandering masters, on the other hand, are cities and regions of the world. However, the
harder to find and more difficult to deal with. body of knowledge this fighting style
Tracking down one of these experts requires a embodies remains constant, no matter
143
what a particular master, thieves’ guild, or civ- complexion marks him as a desert nomad, and
ilization may call it. for decades he wandered the sands as an assas-
sin for hire, thief, and tomb robber. On his final
Academy robbery, he made the mistake of pillaging a set
of jewels promised to a powerful efreeti lord by
The Slayers’ Brotherhood nominally supplies the sorcerer who owned them. Pursued by fire
mercenaries and guards for nobles, caravans, demons and howling genies, Arragat used a
and other legitimate businesses. During times magical talisman to teleport himself halfway
of need, it has even provided warriors to the around the world. Unfortunately for Arragat, a
town guard to help control riots and reign in particularly determined efreeti caught hold of
bold criminals. However, its primary mission is his left hand as the spell took effect, rending the
to provide criminal gangs and the thieves’ guild limb from his body.
with muscle capable of working quickly and
quietly. Today, Arragat lives in a small, rundown tene-
ment in the city’s slums. He long ago pawned
Prospective members must demonstrate their his weapons, armor, and other gear to heal his
skill and technique to the brotherhood. They wounds and purchase food and shelter. He hap-
may opt to defer payment on their training by pily charges eager young thieves and fighters
accepting contracts with the Slayers, working who, in his words, see the error in their simple
as a guard or thug to work off their debt. fighting styles and wish to learn how a real
Adventurers who break this promise of service warrior, a man of the desert, fights. Arragat
find themselves pursued by some of the best does this partly to earn a few extra gold, but
freelance warriors in the city, fighters drawn mostly because at night he is plagued with
from the brotherhood’s own ranks. visions of fiery, flying demons streaking
through the darkness on a relentless hunt to
Traveling Master: Arragat Bladehand track him down and carry his soul to hell.
This elderly warrior (male human N Arragat knows his day of reckoning approach-
Ftr6/Rog6) has made and lost a dozen for- es and he wishes to have as many allies on hand
tunes in his lifetime. His dark, swarthy as possible when it comes.
144
Lesson 7 – Improved Burst of Speed
Lessons
The blade dancer’s combat speed increases by
In order to train as a blade dancer, a character an additional 5 ft. Otherwise, this ability func-
must have a Dexterity of 13 or higher. In additions as burst of speed.
tion, all of the following abilities function only

when a character wears light armor or no Lesson 8 – Ultimate Dodge
armor. The blade dancer may use superior dodge as
many times as he wishes per round. The penal-
Lesson 1 – Blade Dancer’s Stance ty to his attack rolls remains –5.
A warrior must learn to hold his ground,
deflecting blows while preparing to deliver the Lesson 9 – Vorpal Hurricane
final strike that ends a duel. A character with After mastering the ability to use his speed and
this ability gains an additional +2 dodge bonus agility for defense, the blade dancer now learns
to AC when using the total defense combat to turn his talents to the attack. In combat, a
maneuver or fighting defensively. blade dancer may move up to half his speed
between attacks using the full attack action.
Lesson 2 – Superior Dodge Note that the blade dancer may not combine his
By accepting a –5 penalty to hit on all of his Spring Attack feat with this ability.
attacks for that round, the blade dancer may
make a Reflex save with a +10 circumstance Lesson 10 – Ultimate Spring Attack
bonus to avoid a single attack. The blade When using the Spring Attack feat, the blade
dancer must use this ability before his oppo- dancer ignores all attacks of opportunity
nent makes an attack. The attack must equal or caused by movement.
exceed the blade dancer’s Reflex save in order
to hit. A blade dancer may use this ability once
per round.
The Confidence Man
Buying and selling form the backbone of any
Lesson 3 – Tumbling Attack economic system. The market generates money
The blade dancer learns to make sudden, acro- for those who produce items while putting
batic moves that confuse his opponent and ruin needed goods in the hands of consumers. With
his defense. As a move-equivalent action, a all that money moving back and forth between
blade dancer may move half his speed and buyers and sellers, an enterprising thief can
make a Tumble check opposed by his oppo- insert himself into the system and reap tremen-
nent’s attack roll at his best base attack bonus. dous profits. The confidence man plays on one
If the blade dancer succeeds, his opponent of the most basic issues of trust between buyers
loses his Dexterity bonus to AC against any and sellers. He passes off shoddy, inferior, and
attacks the blade dancer makes that round. flawed items as genuine masterpieces, earning
tremendous profits on goods that cost only a
Lesson 4 – Burst of Speed few copper pieces to produce.
In combat, the blade dancer’s speed increases
by 5 ft. This bonus does not apply when calcu- As a confidence man gains experience with the
lating the blade dancer’s speed outside of bat- art of lying, he learns to expand his talent for
tle, such as during a chase or while traveling deceit beyond bargaining and dealing. Selling
cross-country. an item requires a confidence man to learn how
to play on a person’s emotions, hopes, and
Lesson 5 – Improved Superior Dodge desires, reading them in a few short moments
The blade dancer may now use superior dodge to expose their weaknesses. By the same token,
twice per round. The penalty to his attack rolls any social interaction can be turned to the con-
remains –5. fidence man’s advantage with a few well-
placed, carefully formulated lies. The confi-
Lesson 6 – Agile Attack dence man learns to talk his way out of any-
When using the Spring Attack feat, the blade thing, using a few words to accomplish more
dancer does not draw attacks of opportunity than a hundred swords or the mightiest spell.
due to movement from one opponent of his While others seek to cow their opponents
choice, in addition to the creature he attacks. with brute force, the confidence man pulls
off a much finer trick. He convinces oth-
145
ers to desire what he wants them to need, turn- tions and desires in a few moments and tailors
ing others to help him rather than stand in his lies to cater to them. If a con man can spend
way. more than five minutes in conversation with his
mark, he gains a +4 insight bonus to Bluff
Academy checks he makes during that conversation and
in later encounters with the NPC.

Formal schools of con artistry simply do not
exist. As a school of training predicated on Lesson 3 – Energetic Presence
lying and deception, con artists cannot afford to The con man brims with enthusiasm and confi-
gather in easily targeted guilds or unions. More dence when he lies. His deceptions benefit
importantly, a con artist’s natural inclination to from his presence and boundless energy. When
lie and cheat makes it unlikely that these rogues attempting to use his Bluff skill against a crowd
can ever gather without the inevitable double- of more than a dozen people, the con man gains
cross, scam, or betrayal. The one time a small a +2 circumstance bonus to his Bluff check and
band of these rogues tried to gather in one spot, can use his skill in half the time normally
the inn they chose to meet at was overrun with required.
bounty hunters, all called in by con artists eager
to turn in all their associates for a share of the Lesson 4 – Masterful Bargainer
prices on their heads. The confidence man’s skill and experience in
making deals allows him to sell goods for 10%
Still, an eager young flimflam man can find a more than usual and buy goods at a 10% dis-
small community of cons if he looks hard count.
enough. Most traders’ guilds number at least a
few shysters in their ranks. These tricksters rely Lesson 5 – Tangled Twist of Words
on a thin veneer of respectability to aid them in When finely selected words fail, the con man
their schemes. A rogue who is willing to aid in can always fall back on a confusing swarm of
their schemes can learn a few tricks from them. invective, pleas, and wild accusations. This tac-
tic fails utterly in calm situations, as the non-
Traveling Master: Maddox Thinwhistle sensical nature of the con man’s speech is read-
A young, curly haired moppet of a halfling, ily apparent. In combat, the emotion and chaos
Maddox relies on his charming looks and easy of the situation allow the con man’s energetic
manner to hoodwink his victims. He plays on personality and forceful will to shine through
the expectations, especially among humans, his nonsense, confusing his opponent and para-
that one so small and youthful could never pose lyzing him with indecision for one critical
a threat. Maddox’s small size and fear of vio- moment. Once per encounter, the con man may
lence drives him to take on young associates, make a Bluff check opposed by his opponent’s
teaching them the ways of a successful con Will save. If he succeeds, his opponent loses
while relying on them for support in his his next action as per the daze spell. The con
endeavors. However, as an ardent con artist man does not have to share a language with his
Maddox cannot help but cheat even his stu- target, but the victim of this ability must have
dents, sometimes taking the cash they pay him and use some form of spoken language. This is
for his instruction and running, or more often, a mind-affecting ability.
setting them up as patsies in his plans.
Lesson 6 – Rumor Monger
Lessons The con man’s understanding of communica-
tion and interpersonal relations extends beyond
Lesson 1 – Sharp Bargainer the personal interactions he normally engages
A con artist starts slowly, learning the basics of in. He learns to spread rumors about his scams
bargaining and reading others’ emotions before that make people in a region more amenable to
he can move to elaborate tricks and complex his lies. If the con man spends a day seeding an
schemes. This lesson allows him to increase the area with rumors, he gains a +2 circumstance
price of goods he sells by 5% and decrease the bonus to all Bluff checks he makes in that area
cost of items he buys by the same percentage. for a number of days afterward equal to 1d4 +
his Charisma modifier. This area may be as
Lesson 2 – Convincing Liar large as a town or a specific district within a
The con man’s understanding of others larger city.
slowly increases. He reads a person’s emo-
146
Lesson 7 – Master Trader
The con man’s innate understanding of deals
and trade allows him to sell goods for 20%
more than normal and spend 20% less than the
listed price when purchasing items.

Lesson 8 – Supreme Confidence
The con man brims with enthusiasm and confi-
dence in his lies and tricks. He easily bowls
over any concerns others may have with his
energy and self-assurance. When using his
Bluff skill, creatures with 5 or fewer HD may
not use Sense Motive or other skills to resist his
check. Weak or inexperienced creatures simply
crumple in the face of his skillfully crafted lies.
Lesson 9 – Verbal Bull Rush

The con man’s personality allows him to brush
aside even the most imposing person for a short
period of time. If an NPC attempts to use Sense
Motive against the con man, he must first make
a Will saving throw with a DC equal to the con
man’s Bluff check. On a failed saving throw,
the NPC is treated as if he failed his Sense
Motive check for a number of rounds after the
attempt equal to 1d4 + the con man’s Charisma
modifier. The con man’s bluster and confidence
throw his mark on the defensive, confusing him
and forcing him to spend a few moments col- thetics, costumes, makeup, and other tools use-
lecting his bearings. ful in altering and obscuring their appearance.
To a master of disguise, appearance is only half
Lesson 10 – Sell the Moon the equation. In addition to looking the part,
This final lesson teaches a con man how to pull they learn to act it, adopting mannerisms,
off some of the most audacious tricks ever accents, speech patterns, and even points as
attempted. He learns to not only project his lies subtle as posture and a walking gait to forge a
on to others, but to convince them to believe in new identity.
them with their heart and soul. The con man
can convince others to believe his lies, no mat- Masters of disguise work in a wide range of
ter how outrageous. If an NPC misses a Sense areas, from spies who uncover an enemy’s
Motive check that opposes the con man’s Bluff secrets to thieves who use their disguises to
check by 10 or more, the NPC becomes con- throw off any pursuit. Some masters of dis-
vinced of the con man’s lies to the point that he guise are merely actors and performers who
refuses to reconsider their reliability. For 2d6 have taken the theatrical arts to a level beyond
days afterward, the NPC deeply believes the parlor tricks and simple entertainment. These
con man’s lies, to the point that he clings to masters make hundreds of gold coins by per-
them with a fanatic’s abandon. No amount of forming for kings and emperors. Extreme cir-
debate short of blatant, physical evidence can cumstances, such as their duty to the crown,
convince him otherwise. push these artisans to employ their skills in
much riskier arenas.
The Master of Disguise Academy
With a few properly placed dashes of makeup The Royal Theatrical Company offers exten-
and just the right outfit, a master of disguise sive training in makeup, acting, and other skills
can assume a wholly new identity. These necessary to become a master of disguise.
experts in deception combine their knowledge The king’s secret police and elite corps of
of psychology with an intense study of pros- spies study with the actors and artisans
147
of the company, often without their knowledge.
Lessons
The company’s director, Seeram Vaal (female
half-elf LN Brd8), serves as a secret member of Lesson 1 – Master of Speech
the king’s inner council on security. She selects The student of disguise gains an additional lan-
promising young actors and helps steer them guage of his choice. This may be any tongue
into the king’s service and provides a conve- commonly spoken by a race in the campaign
nient cover story for agents sent to train in world but does not include any secret or hidden
adopting accents, using makeup, and other language. In addition, the student learns to
skills useful for undercover work. quickly assimilate accents and local dialects of
languages he already knows. With 5 – his
Normally, the fee paid to gain the lessons avail- Intelligence modifier days of study, he can
able through this school are paid to the crown learn the speech patterns used by the locals for
or charged in the form of missions a character any language he already knows.
must undertake on behalf of the kingdom.
These may include tasks such as recovering a Lesson 2 – Superior Disguise
magical item, hunting down a wanted criminal, The student learns to better create disguises
or guarding an ambassadorial mission. that radically alter his appearance. Using pros-
thetics and other tools, he may ignore the stan-
Traveling Master: Nine-Faced Whitaker dard penalties to the Disguise skill for altering
his sex, race, age, or character class.
Attempting to describe Nine-Faced Whitaker
(male human NG Rog10) is an exercise in futil- Lesson 3 – Clever Improvisation
ity. This brilliant master of disguise is said to While applying a useful disguise takes time,
never go out in public wearing the same dis- sometimes the master of disguise does not have
guise more than once. So great is his skill, and the time necessary to create a full disguise. The
so widespread the stories of his capers, that student learns to don a disguise in 1d3 x 10
some criminals manage to succeed in robberies rounds, rather than minutes, at the cost of a –5
merely by claiming to be Whitaker in disguise. circumstance penalty to his Disguise check.
Since none know his true face, any such claims Furthermore, the master of disguise cannot
are invariably treated with caution. Whitaker is make any drastic changes to his appearance,
known not only as an expert in disguise but such as altering his race, sex, height, or age.
also a skilled swordsman.
Lesson 4 – Master of Words
The truth is much less threatening than the leg- While in disguise, the student gains a +2 com-
end. Whitaker is a skilled spy and thief who petence bonus to all Bluff checks. He learns to
over the years has taken a number of young- so thoroughly sink into the roles he assumes
sters under his wing. Working through them, he that he believes his own lies. Half-truths and
has established a small but highly effective net- falsehoods come easily to him when they are
work of agents who seek to disrupt slavers, part of his role.
bandits, and others who prey on the weak.
Whitaker or one of his associates posing as the Lesson 5 – Mimic
old spy approaches the villains and insinuates If the master of disguise has at least three days
himself into their network, destroying it from to study a specific figure, he can adopt that per-
the inside. With their skill in disguise, Whitaker son’s mannerisms and dress and claim his iden-
and his allies leave their victims without an tity. The master’s skill with disguise and thor-
enemy to target and allow themselves to con- ough study of his target’s mannerisms reduces
tinue their activities. the bonus his target’s friends and acquaintances
receive to penetrate his disguise by 2.
Characters who distinguish themselves as
clever, industrious, and dedicated to the com- Lesson 6 – Cloak Nature
mon good may be approached by Whitaker to Magical divinations are the bane of any spy,
work with him and his benevolent conspiracy. but the master of disguise learns to so thor-
The gold and time spent in training go to fund- oughly immerse himself into his chosen role
ing efforts to help the disadvantaged and stand that the sheer force of his belief can foil some
vigilant against predatory criminals. divinations. When subject to detect chaos,
detect evil, detect law, or detect good, the mas-
148 ter of disguise is allowed a Will save to detect
as the alignment of his choice. The save DC enough to learn how to make poisons. The
equals 10 + the spell’s level + the caster’s rele- master of venoms must also know how to use
vant ability modifier. them.
Lesson 7 – Masterful Linguist In many civilized regions this school is either

The master of disguise learns a single secret tightly regulated or banned outright. As many
language of his choice and may use the Speak of its students are evil, the master of venoms
Other Language skill to acquire new secret lan- has acquired a sinister, untrustworthy reputa-
guages. The master’s contacts and research tion. Those who study the use and manufacture
uncovers the information necessary to acquire of poison conduct their business in hidden,
such a language. tightly guarded workshops kept behind other-
wise trustworthy facades.
Lesson 8 – Magical Alertness
By studying the nature and methods of divina- Academy
tion magic, the master of disguise learns to spot
their effects. When targeted with a divination The White Brotherhood is a small alliance of
spell of any type, the master of disguise is assassins, thugs, and alchemists who sell poi-
allowed a Will saving throw to notice the sub- sons to the highest bidder. With small, secretive
tle signs of such magic. On a successful save, cells in most of the large cities and towns of the
the spell fails to function or reveals information region, the brotherhood has access to most of
of the master’s choice as appropriate. The mas- the exotic chemicals and ingredients to make
ter of disguise uses mental exercises and other all of the common poisons and many of the
mundane countermeasures to ruin the spell’s rarer ones. Their membership is strictly con-
effects. trolled. Only those who have personally
worked with the brotherhood’s members in the
Lesson 9 – Alias past and proven themselves trustworthy time
The master of disguise learns to perfectly and again are offered membership. The broth-
duplicate the mannerisms and actions of a spe- erhood focuses primarily on the manufacture
cific person that he studies for two weeks. After and sale of poison, though a few of its members
this period of time, the master of disguise may focus on using poisons for assassinations, rob-
adopt his target’s identity. Associates of his tar- beries, and other crimes. However, the brother-
get receive a bonus 6 less than normal to detect hood takes care to limit the members in its
his disguise. ranks who follow such active professions, lest
they call too much attention to the brother-
Lesson 10 – Perfect Disguise hood’s activities.
The master of disguise crafts such cunning
deceptions that only the most observant people Finding the brotherhood requires a Gather
he encounters suspect a thing, even after per- Information check (DC 25) and 1d4 days of
sonally interacting with the master. Creatures work. Obviously the brotherhood wishes to
or NPCs with 5 or fewer Hit Dice never suspect find new clients, yet it is sensitive to the fact
the master’s disguise unless they are specifical- that one misstep can spell the end of its profits.
ly told to look for him. Normally, the brotherhood deals with cus-
tomers through runners, messengers, and other
intermediaries.
The Master of Venoms
Even the mightiest beast or most powerful Traveling Master: Syric ul’Thon
noble can quickly succumb to a small dose of a The villainous, treacherous derro are masters of
properly concocted, noxious chemical. The creating poisons. While they must face crea-
master of venoms brews poisons and uses them tures bigger, stronger, and tougher than they are
to eliminate his foes in battle. The vast majori- in their underworld realms, their use of poison
ty of these experts are evil, but a few are sim- levels the playing field and has played a major
ple hunters and alchemists who use their wares role in their conquest of portions of the subter-
to overcome monsters and beasts. The master ranean world. Syric ul’Thon (male derro LE
of venoms learns not only how to brew poisons Exp12) was for a time one of the most
and properly employ them against his targets respected, knowledgeable alchemists
but also how to use them in battle. It is not among his people. His designs for poi-
149
of his student’s morals or motives, so long as
their gold is good.
Lessons
Lesson 1 – Venom Handler

One of the most important lessons a master of
venoms learns is how to handle dangerous sub-
stances without exposing himself to risk. When
using a poison on a weapon, the master of ven-
oms does not run the risk of accidentally poi-
soning himself while applying venom to a
sword or using it to prepare alchemical items or
more powerful poisons. However, the master of
venoms still runs the risk of accidentally poi-
soning himself on a “natural 1” when using a
poisoned weapon in combat.
Lesson 2 – Venom Merchants

In the course of studying poisons and their use,
the master of venoms comes into contact with
alchemists, craftsmen, and others who prepare
and sell poisons. He can purchase any poison at
a 5% discount on its listed price.
Lesson 3 – Weapon Handler

When attacking with a poisoned weapon, the
master of venoms does not risk injuring him-
sons and other alchemical substances netted self with his weapon and exposing himself to
him a tremendous income and the luxuries nor- the poison he uses. He learns subtle fighting
mally afforded only to the most powerful of the techniques that reduce his chance of a fatal
derro. error to zero.
Still, such comforts were not enough for him. Lesson 4 – Harvest Poisons
Always eager to add more coins to his trea- As the master of venoms learns more of the
suries, he took to selling his wares to duergar, noxious chemicals he employs and their manu-
kuo-toa, drow, and any other race that could facture, he studies creatures that use poison and
meet his asking prices. At the height of a derro- learns how to harvest and use their venom.
duergar war, his business reached its peak. With a successful Alchemy or Heal check (DC
Both sides were eager for his poisons. 20) the master of venoms can extract 1d3 doses
Unknown to each, he simply played them of poison from a freshly killed creature that has
against each other and sold to the highest bid- a poison special attack. This poison functions
der. With Syric’s coffers bulging and several exactly as the creature’s venom.
derro patrols falling to crossbow bolts coated
with suspiciously familiar poisons, the derro Lesson 5 – Poison Craftsman
leaders put two and two together. Soon, Syric As the master of venom’s training progresses,
was running for his life with a cadre of derro he learns to concoct poisons from their base
inquisitors close behind him. Through pure ingredients. He may use the Alchemy or Craft
luck, Syric stumbled into the sewers of a (poison) skills to produce any poison that costs
human city. The derro who pursued him were 200 gp or less per dose. Treat the poison as any
caught in the city above and slaughtered by the other item created using the Craft skill.
town guard. Since then, Syric has lived within
an abandoned tenement. He managed to steal Lesson 6 – Poison Dealer
enough equipment to begin producing poisons The master of venoms may now purchase poi-
and selling them to robbers and bandits. To sons at a 10% discount. His increasing skill and
supplement his income, he has eagerly taken renown in his art puts him into contact with
on apprentices. Syric makes no judgement likeminded craftsmen who offer him good bar-
150
gains in exchange for advice and assistance in turned into a full-blown war, many razorfiends
their endeavors. were forced to flee to the surface rather than
remain in the underworld and face torture and
Lesson 7 – Strengthen Poison execution at the hands of their enemies. Using
The master of venoms learns to create more connections with black market traders who

potent versions of standard poisons by mixing ventured into drow cities, a few of these war-
them in highly concentrated doses. By combin- riors were able to secure passage to the realms
ing two doses of a single poison, he may create of mankind. Once there, many sought employ-
a single dose with an increased save DC of +2. ment as bodyguards and assassins. A few, not-
ing that none on the surface could match their
Lesson 8 – Expert Craftsman talents, sought more profitable work as tutors
With his education nearing its completion, the amongst slayers’ brotherhoods and thieves’
master of venoms may now create any poison, guilds. With a razorfiend’s training, a rogue
regardless of its cost, with his Alchemy or Craft with a knife can be as deadly as a fully armored
(poison) skills. knight.
Lesson 9 – Venomous Strike Razorfiends exploit the dagger’s strength to

Not only does the master of venoms learn how their advantage. They use a flurry of lightning
to create poisons, but he also learns how to use fast slashes to push their opponents back, then
them. He may poison a weapon as a free action launch a single, specific blow that slices ten-
once per round. With a practiced flick of his dons, severs arteries, and leaves their foes crip-
wrist and a swift motion, he drips venom on to pled and helpless.
a weapon and strikes with it in one fluid act.
The master of venoms must carry a vial of poi- Academy
son in one hand to execute this maneuver.
The Society of Wine Merchants deals in rare
Lesson 10 – Deadly Injection vintages, wines imported from distant locales,
When fighting with a poisoned weapon, the and the occasional murder. Long ago, this mer-
master of venoms learns to strike at areas that cantile company learned it could make tremen-
are particularly suited to delivering his poisons. dous profits selling dark elf wine as vintages
On a critical hit, he may opt to deny his oppo- imported from distant, foreign lands. In the
nent a saving throw to resist his poison in process, it soon became the primary contact
return for inflicting no damage with his attack. between black marketeers and the drow. Over
With his opponent’s guard down or a gap the years, the Society has grown to the point
appearing in his armor, the master of venoms that its legitimate activities are now merely a
delivers his poison with a quick slash of his cover for an extensive, profitable trade between
weapon. The victim loses its saving throw only the surface and the underworld. In the after-
against the initial damage caused by the poison, math of the dark elf civil war, a small cabal of
not the secondary damage. fugitive drow assassins seized control of the
society’s outposts beneath the earth. They now
control the society in everything but name and
The Razorfiends have expanded their dealings to include their
trained specialty, murder.
In the deepest caverns of the earth, the drow
plot and scheme among their great houses, bru-
In a bid to expand their profits, the dark elves
tally oppressive temples, and cunning wizards.
now train humans, dwarves, and other surface-
In these subtle wars of politics, trade, and
worlders in the razorfiend’s art. A potential stu-
social influence, the razorfiend stands as the
dent must complete two tasks for the Society of
weapon of choice to resolve a dispute for once
Wine Merchants, typically assassinations or
and for all. Trained to use a set of small daggers
murders committed against rival merchants or
in combat, the razorfiend learns to slice an
adventurers who have come too close to uncov-
opponent to pieces with a rapid flurry of care-
ering the society’s secret.
fully aimed, perfectly timed blows.
For centuries, this school of knife fighting

remained wholly unknown to the surface
world. In the wake of a political struggle that
151
count earlier. This does not modify the initia-
Traveling Master: Oleg Karnakov (a.k.a.
tive he rolled. For example, a razorfiend rolls a
Uphal Mendliss) total of 15 for his initiative. On his first action,
The master drow warrior Uphal Mendliss he runs towards his target on 15. The next
(male drow CN Rog10/Ftr5) earned a death round, he attacks with a dagger. When initiative
sentence for his murder of not one, but three count 16 comes up, he completes that action.
high priestesses of the dark elf church. As a On the third round, he slashes at the wizard and
youth, the temple had ordered the execution of leaps through a window to escape an approach-
the majority of his family for treason and sold ing golem. Since this action does not involve a
him into slavery. His natural athleticism and full-attack action, he goes on initiative count
cunning made him an ideal candidate to receive 15. The razorfiend gains this bonus only if he
an assassin’s training. For years, he fulfilled his does nothing but attack with a dagger on his
duties with the utmost loyalty and competence. action.
Finally, after centuries of work, he established
the contacts and mastered the skills to wreak Lesson 2 – Stinging Cut
his vengeance. In one bloody night, he slaugh- When the razorfiend strikes his foe, he turns
tered the clerics of the temple, leaving behind and twists his blade to rend flesh and cut into
only a mithral pendant of his family’s seal on his opponent. He can use his Dexterity modifi-
each victim before fleeing to the surface world. er instead of his Strength modifier on damage
rolls when fighting with a dagger.
Today, Uphal travels in the guise of Oleg
Karnakov, a wiry, balding human thief from the Lesson 3 – Flurry of Cuts
eastern tundra. Using a hat of disguise, he sub- When using the full-attack action with a dag-
sists by preying on criminals and tyrants who ger, the razorfiend may make an extra attack at
prey upon the weak, all while keeping one step his best base attack bonus if he takes a –2
ahead of the temple avengers sent to drag him penalty to all of his attacks for that round.
back to the underworld for torture and execu-
tion. A potential student who proves his brav- Lesson 4 – Quickest Strike
ery and daring can gain Uphal’s trust and train- This ability functions as swift strike, except the
ing from him. A character who fights against a razorfiend now gains a +2 bonus to initiative.
tyrant or aids “Oleg” against the drow who
hunt him may train with the drow warrior. Lesson 5 – Tendon Strike
However, only under the direst circumstances When fighting a creature armed with a weapon,
does “Oleg” reveal his true nature or identity. If the razorfiend may attempt to slice his foe’s
pressed, he claims that the dark elves seek him tendons in order to disarm him. The razorfiend
for his involvement with a band of adventurers uses a full-attack action to strike a single blow
who sacked a drow temple. against his opponent. If he hits, he rolls damage
as normal. His opponent must then make a
Lessons Fortitude save with a DC equal to the damage
inflicted or be disarmed. Creatures that are not
Before studying as a razorfiend, a prospective subject to critical hits are immune to this abili-
student must have the following feats: Weapon ty.
Finesse (dagger) and Weapon Focus (dagger).
Lesson 6 – Precise Blow
Note that some of the razorfiend’s abilities The razorfiend learns to study his opponent’s
require him to use a full-attack action to make protective gear and strike a blow that lands at
a single attack. He may only use one of these the intersection of two armored plates or a sim-
abilities per round. For example, a razorfiend ilar vulnerable spot. If the razorfiend uses a
cannot use tendon strike and precise blow in full-attack action to make a single blow with a
the same round. dagger, he may ignore half his opponent’s
armor bonus to AC. Note that magical armor
Lesson 1 – Swift Strike provides both an enhancement and armor
The razorfiend learns to strike hard and fast. He bonus to AC. For example, +2 chainmail
gains a +1 bonus to initiative when he uses the grants a +5 armor bonus and a +2 enhancement
full-attack action with a dagger. Rather than bonus to AC.
declare his action on his regular initiative
count, the razorfiend declares his attack one
152
Lesson 7 – Hurricane of Cuts
This ability functions as per the flurry of cuts
lesson, except the razorfiend may now suffer a
–5 penalty to all of his attacks for the round in
return for two additional strikes (instead of

one) at his best base attack bonus.
Lesson 8 – Lightning Strike

This ability functions as swift strike, except the
razorfiend now gains a +3 bonus to initiative.
Lesson 9 – Deadeye Strike

This lesson functions as the precise blow abili-
ty, save that the razorfiend now ignores all of
his opponent’s armor bonus to AC.
Lesson 10 – Hobbling Strike

The razorfiend’s knowledge of anatomy and
ability to make precise, telling blows against
his enemies allows him to quickly reduce even
the heartiest warrior to a cripple. The razor-
fiend uses a full-attack action to make a single
strike. He deals damage as normal, and his
opponent must make a Fortitude save equal to
the damage the razorfiend inflicted +5. On a
failed save, the victim suffers as if affected by
the spell slow for 3d6 rounds.
well-placed blows that topple their leadership
The Shadowlurkers and scatter the survivors to the wind.
Waiting in the shadows just beyond a torch’s
light, carefully watching and waiting for that Academy
one perfect moment to strike, the shadowlurk- The First Royal Hussars regiment is an elite
ers are a study in patient observation punctuat- group of special operatives charged by the king
ed by brief moments of swift, decisive vio- with rooting out monster infestations and elim-
lence. These spies and murderers are among inating them before they become a threat.
the most feared assassins in the realm, and for These scouts wander the wilderness at the
good reason. By the time a shadowlurker kingdom’s edges, looking for signs of bandits
strikes his target, he has already plotted out his and other threats, shadowing the monsters they
victim’s habits, abilities, resources, and pat- do discover and striking at their leaders to dis-
terns. Before the shadowlurker draws a weapon rupt and ruin their efforts. Considered the king-
to finish his deed, his intense study of the mis- dom’s first line of defense, membership in the
sion at hand has allowed him to script the entire regiment is extended to adventurers, soldiers,
encounter. Drawing on the information he has and others who have proven themselves valor-
gathered, the shadowlurker can anticipate his ous in battle and loyal to the king. Most of the
foe’s every move. Killing is nasty business, and hussars are only informally connected to the
the shadowlurker seeks to keep the uncertain- army. In return for training, they agree to oper-
ties and risks he takes to a minimum. ate in the kingdom and respond to any muster
of the army. Many of the independent adven-
While assassination is typically reserved for turing companies that operate in the kingdom
blackhearted scoundrels, not all shadowlurkers number one or two hussars among their ranks.
are evil. Some are hunters and guardsmen who
stalk criminals, learning their ways and uncov- As recruitment into the regiment does not come
ering their crimes before swooping in for an with a period of bonded service, adventur-
arrest. Others track bandits, orcs, and other ers and others who sign on must pay the
threats, removing them as a danger with a few standard gold cost for training. Only full-
153
time members of the king’s army are exempt ining a location where he later engages in a
from this debt. fight, his knowledge of that place grants him
either a +1 competence bonus to attacks or a +1
Traveling Master: Eli Olcam dodge bonus to AC. The shadowlurker uses the
terrain to his advantage. Only one location at a
A veteran of the goblin wars and various other time may be studied and used in this manner.
border skirmishes along the northern frontier,
Eli Olcam (male half-orc N Ftr5/Rog8) spends Lesson 4 – Connections
his retirement years tending to his farm. Few in The shadowlurker cultivates contacts in a wide
the area suspect that he was at one time an elite variety of places. He may now use Gather
spy and assassin who helped blunt innumerable Information at 10 times the necessary time and
humanoid invasions before they could gain 20 times the cost to learn about a single, spe-
enough momentum to threaten the civilized cific, public figure who lives in a civilized area.
south. One dagger to the right throat was often He can uncover a person’s character level,
enough to disrupt most assaults before they alignment, and daily routine.
started. To most travelers and residents of the
area, Eli is a simple farmer who prefers to be Lesson 5 – Escape Route
left alone. After studying a location using his scout loca-
tion ability, the shadowlurker can plot an
Though too old to ever again wield a blade in escape route from that area. When fighting
battle, Eli still helps train the next generation of within that area, the shadowlurker may ignore
warders and protectors who must help stem the all attacks of opportunity caused by movement
tide of barbarism and evil. Young scouts and for one round as he uses the terrain to cover his
infiltrators are sent to his farm to learn the actions. During this round, the shadowlurker
shadowlurker’s secrets. Eli puts his charges to may do nothing but move.
work on the farm, punctuating their days of
grueling labor with lessons in stealth, trickery, Lesson 6 – Silent Killer
ambushes, and other tactics. With several While hiding or sneaking through an area, the
months of backbreaking work and intense shadowlurker may make a grapple check as a
instruction under their belt, his students are free action before attacking a victim in order to
ready for the shadowlurker’s demanding task. silence him. If the grapple succeeds, his victim
cannot scream or cry out until he breaks free.
Lessons
Lesson 1 – Information Network Lesson 7 – Sniper
A shadowlurker thrives on information. As he After scouting a location, the shadowlurker can
learns more of his target’s history, actions, and pick a place to snipe at his targets if appropri-
abilities, he slowly weaves a web that can ate. For example, a shadowlurker cannot act as
entrap and destroy his enemy. A shadowlurker a sniper in a 10-foot-by-10-foot dungeon room.
may use Gather Information at 10 times the In an appropriate area, the shadowlurker gains
listed time and gold necessary to learn about a +5 circumstance bonus to Hide checks. After
any subject that he could normally hear of attacking from hiding, his opponents must
using that skill. Using a network of informers make a Spot check to see him. If he attacks
and spies, the shadowlurker spreads word that again, he is discovered as normal.
travels via merchants, wizards, travelers, and
others, eventually filtering the information he Lesson 8 – Contacts and Informants
seeks back to him. Distance is no longer a bar- The shadowlurker can now learn one of the fol-
rier to using the Gather Information skill. lowing facts about a specific person, even pri-
vate figures: spells known and commonly used,
Lesson 2 – Face in the Crowd magical items owned, or magical abilities com-
When using the Disguise skill to mimic a monly used. He must make a Gather
guard, servant, or other person who is a mem- Information check (DC 25) and spend two
ber of a large, organized body, the shadowlurk- weeks and 2d6 x 100 gp to pay off informants
er gains a +2 circumstance bonus to his check. and uncover this information. The shadowlurk-
er may use this ability once per person and may
Lesson 3 – Scout Location only pursue information on one subject at a
If the shadowlurker spends one hour exam- time.
154
Lesson 9 – Devious Escape realm. Though they do not maintain any guild-
When pursued by his opponents, the shad- halls or similar institutions, the local chapters
owlurker is an expert at doubling back, using meet regularly at a tavern or festhall to discuss
obstacles and other tricks to escape. Those who their findings and share knowledge with one
attempt to track him suffer a –5 circumstance another.

penalty to their Wilderness Lore checks. When
directly pursued, the shadowlurker may make a Joining the Trapspringers is a matter of making
Tumble, Jump, or Dexterity check opposed by contact with a member and attending a few
his pursuer’s own checks. Those who fail must meetings. Newcomers are steered to experi-
give up the chase as the shadowlurker crosses enced adventurers and sages who have the time
an obstacle or performs a trick that leads them and inclination to take on students. The group
astray. has no formal dues or rules of entry. Instead, a
prospective member must simply get along
Lesson 10 – Surprise Attack with the Trapspringers and make friends with
When attacking with surprise, the shadowlurk- the local chapter’s members.
er strikes with quick, decisive blows. He may
use the full-attack action to attack a single vic- Traveling Master: Shayla Firestone
tim during a surprise round.
A cunning engineer and expert stonemason,
Shayla Firestone (female dwarf LG
The Trapspringers Exp8/Rog3) is the most trusted trap designer in
the city. Her long, fiery red hair is normally
Adventurers who plunge into the depths of
kept tied back from her face, allowing her to
ancient ruins, abandoned crypts, and other dun-
pore over her diagrams and designs without
geon environments know the value of a rogue
interference. A doting, matronly woman, she
who can find and disable traps. A single trap
takes in would-be Trapspringers and eagerly
can detonate a fireball or similar spell that
imparts her wisdom and experience to them.
destroys an expedition. The Trapspringers are
However, she is known to be somewhat over-
an order of explorers, sages, and engineers who
protective and at times can smother her charges
study traps both ancient and modern. They
with worry and concern. More than one brave,
learn not only how to defeat traps, but also
dashing rogue been deeply embarrassed when
study the theory and skills used to construct
Shayla stormed into the tavern where he held
and install them. Trapspringers learn to pick
court to dress him down for making her worry
out locations that are normally trapped, to
about his fate by not coming directly to her
study a trap to determine the effects it can have
shop upon returning to town from his latest
when triggered, and analyze magical traps to
adventure.
make an educated guess as to the exact spell the
trap holds.
Despite Shayla’s overprotective attitudes, she
truly cares for her students and takes care to
Trapspringers are most commonly rogues, but
instruct them in the finer points of the
a few are bards who specialize in acquiring
Trapspringer’s arts. Her students rank as some
engineering and mechanical lore. A fair number
of the most successful and knowledgeable
of experts and sages study this school’s teach-
adventurers in the city.
ings, but most of these trapspringers build traps
and design security plans for clients. Few of
them engage in active adventuring. Lessons
Trapspringers are a closely knit bunch, meeting Lesson 1 – Trap Lore
in local chapters to discuss trap designs and The Trapspringer’s intense study of non-magi-
talk about the traps they have encountered in cal traps and their function gives him a +2
dungeons, orc lairs, and other places. insight bonus to Disable Device checks made
to disarm them.
Academy
Lesson 2 – Trap Placement
The Trapspringers are an informal brotherhood
The Trapspringer learns not only how traps
of sages, experts, rogues, and bards, all of
work but where they are commonly placed.
whom share a common interest in building and
He gains a +2 insight bonus on all Search
disarming traps. They form a loose network
checks to find traps.
that extends to most of the civilized areas of the
155
Lesson 6 – Magic Trap Lore
The Trapspringer’s intense study of magic
traps and their function gives him a +1 insight
bonus to Disable Device checks made to dis-
arm them.
Lesson 7 – Foil Trap

After analyzing a trap, the Trapspringer can
take measures to ensure that if the trap does
activate its effects are partially ruined. After
successfully analyzing a trap, the Trapspringer
may make a Craft (trapmaking or any relevant
woodworking, smithing, or stoneworking skill)
(DC 15) to lessen the trap’s effectiveness. On a
successful check, the trap’s save DC or base
attack bonus (as appropriate) is reduced by 2.
Lesson 8 – Analyze Magic Trap

The Trapspringer may now use his analyze trap
ability against magical traps. After successfully
analyzing a magic trap, the Trapspringer deter-
mines the spell the trap casts when it is trig-
gered.
Lesson 9 – Predict Trap

After successfully analyzing a non-magical
trap, the Trapspringer’s experience and knowl-
edge allow him to exactly predict the trap’s
Lesson 3 – Know the Trap effects. If the trap should somehow activate,
A Trapspringer can recognize the design ten- the Trapspringer always makes his saving
dencies and patterns that emerge in the work of throw against it or the trap automatically miss-
a specific trap builder’s products. After suc- es him. The Trapspringer’s analysis allows him
cessfully disarming a trap in a dungeon or other to anticipate the trap’s effects and avoid them.
area, he receives a +2 circumstance bonus to
disarm all other traps in the area if they were Lesson 10 – Trap Sense
made by the same trap builder. When exploring a ruin or venturing into a
tomb, the Trapspringer has an innate sense for
Lesson 4 – Analyze Trap how traps are laid out and used. His study of
After in-depth study and practice with traps, their uses teaches him to anticipate a trap’s
the Trapspringer learns to analyze a trap’s placement. When the Trapspringer moves with-
design and anticipate its function based on his in sight of a trap’s position, he may make a
knowledge of trap design. After finding a trap, Spot check (DC equal to the trap’s Search DC
the Trapspringer may make a Disable Device + 5) to sense the trap’s presence. He must still
check with a +5 circumstance bonus to study it make a Search check to find it, but a sixth sense
rather than disarm it. On a successful check, the or intuitive feel for traps tells him one is near.
Trapspringer gains a +4 competence bonus to
disarm the trap and can anticipate in general
terms what will happen if the trap is triggered. The Unfettered Falcons
This ability does not apply to magical traps. Chains, locks, and bars—all are used to put a
captive thief in his place. The forces of law and
Lesson 5 – Dodge Trap order rely on jails and vigilant guards to put a
After successfully analyzing a trap, the wrongdoer away for life. The rogues of the
Trapspringer gains a +2 dodge or competence Unfettered Falcon seek to counter these mea-
bonus to avoid the trap’s effects. This bonus is sures, using their training and natural talents to
applied to either the Trapspringer’s AC or to breach prisons, pop open locks, and evade even
his saving throw attempt, as appropriate. the most suffocating chains. These master
156
escape artists slide out of the tightest grip with black sack, and dropped into a glass case filled
ease and attempt death-defying stunts merely with freezing water, only to escape moments
to test their own bravery and talent. later to the wild applause of his audience, can
now barely tie his own shoes.
The Unfettered Falcons function both as an

academy and society of escape artists and also Doron eagerly takes on a youngster who shows
as a mercenary band of experts in springing a good heart and a deep enthusiasm for his art.
captives from prison. Their secretive brother- On the first point, Doron is unshakeable. A
hood passes down their techniques and training prospective student must demonstrate that he
from generation to generation. Some use these means to use his talents for good and not to
talents to entertain others, traveling with carni- harm others. Years ago, Doron unwittingly
vals or setting up stage shows in large cities. instructed an assassin who used his teachings
Others are experienced spies and infiltrators to eliminate a popular, kindly merchant.
who slip into tightly guarded locations and Wracked with guilt, Doron has since been
escape before any alarm can be sounded. While reluctant to take on a student short of a true
the motives and applications of these skills hero.
among the Unfettered Falcons are wide and
diverse, they all share a love of danger and a Lessons
thrill in putting themselves in dangerous situa-
tions and using their skills to escape. In order to train as an Unfettered Falcon, a
character must have at least 4 ranks in both
Escape Artist and Open Locks.
Academy
The Order of Escapists, Entertainers, and Lesson 1 – Conceal Tools
Acrobats trains its members in the Unfettered A master escape artist must first learn to never
Falcons’ techniques and methods. This union lose his tools. Without them, locks can prove
consists primarily of circus performers and insurmountable. The student must carry a set of
traveling entertainers, yet the elite core of thieves’ tools hidden in his mouth for a full
escape artists develop talents far beyond the week. Over this time, he learns to tuck them
typical parlor tricks and legerdemain of the within his cheeks, beneath his tongue, and
average member of this union. Joining the alongside his teeth. Discovering these hidden
Order is simply a matter of paying its yearly tools requires a Search check (DC 30). Once
dues of 5 gp. It maintains a membership hall in the lesson is learned, the character can carry
a rambling old mansion found in the heart of thieves’ tools in his mouth with no discomfort
the old city. Members can rent rooms and take or hindrance to normal activities.
meals in this place at half the standard rate.
Many of the Order’s most successful members Lesson 2 – Rapid Escape
founded a trust to help provide for less fortu- Speed is of the essence to a master escape
nate performers and artists, allowing it to artist. A student of the Unfettered Falcon learns
charge lower than normal rates. In times of to free himself from chains, manacles, and
need, a destitute performer can earn food and other items much faster than normal. He takes
lodging in return for running errands and help- only half the normal time to make an Escape
ing out around the mansion. Artist check. A check that takes a full-round
action requires only a standard action, while a
Traveling Master: Doron Oldfingers standard one counts as move-equivalent.
Once a master thief and escape artist without Lesson 3 – Rapid Lock Picking
rival, old Doron (male human NG Brd6/Rog8) Just as a student of the Unfettered Falcon
now spends his time in a local inn regaling chil- escapes from a chain’s clutches in record time,
dren with his tales of daring adventures and his so too does he learn to jimmy locks quickly and
brief period of fame as an acrobat and escape confidently. Using the Open Locks skill
artist who entertained some of the most promi- requires half the normal time, as per the rapid
nent nobility of his youth. Age, in the form of escape ability.
severe arthritis, has robbed Doron of his talents
in picking locks and wriggling free from ropes Lesson 4 – Improvise Tools
and manacles. The man who was once locked Even when denied the tools of his trade,
in three dozen mithral chains, stuffed inside a the Unfettered Falcon can still make do.
157
When using improvised tools with his Open
Lock skill, the student does not suffer the stan-
dard –2 penalty to his check.
Lesson 5 – Lock Knowledge

organizations
Unfettered Falcons study locks and learn their This section provides archetypes and templates
inner workings, giving them an edge when for several organizations that serve the interests
attempting to open them. Before attempting to of rogue characters in various capacities. Game
open a lock, the student may make an mechanics and statistics describing member-
Intelligence check (DC 20). On a successful ship requirements and benefits are designated
test, the student recognizes some aspect of the as Open Game Content. Background infor-
lock’s manufacture, gaining a +2 circumstance mation and descriptive text are designated as
bonus to his Open Lock check. closed content.
Lesson 6 – Contortionist The Assassins’ Guild

When trapped in chains, manacles, or any other
restraint, the Unfettered Falcon gains a +4 There will always be a “need” for professional
insight bonus to his Escape Artist check and killers, men and women who are skilled in the
may use his skill as a free action once per myriad ways of eliminating those that are
round. deemed undesirable for one reason or another.
The Assassins’ Guild exists as an organization
Lesson 7 – Lock Sense of such bloody-minded people, providing them
The Unfettered Falcon’s fingers grow so sensi- a structure in which to acquire contracts for
tive to the tumblers and other mechanisms in a murder and other even more immoral activities.
lock that he can feel them vibrate and move Being an association of murderers, the Guild is
along his tools. He may pick a lock in the dark a dangerous place for the unwary, but it is also
at no penalty. one in which an ambitious thug can gain the
skills he needs to become the ultimate killer.
Lesson 8 – Lock Master The Guild also protects its members against
The Unfettered Falcon becomes so adept at those who, quite reasonably, wish to end their
working with locks and has such a wide range filthy business once and for all. Despite this,
of experience with them that he may use his most major cities boast an Assassins’ Guild—a
Open Lock skill once per round as a free testament to the brutal and capricious nature of
action, so long as the DC to open the lock is no most mortal species.
more than his total ranks in Open Lock + 5.
Membership Requirements
Lesson 9 – Multitask To qualify for each rank of this organization,
To become a truly masterful escape artist, the the character must meet the following mini-
Unfettered Falcon must learn to shed multiple mum requirements.
chains, locks, and other restraints at a time. He
may now use a standard action to make two Rank 1 – Bravo: An established record of hav-
Escape Artist or Open Lock checks (or one of ing killed others for payment; sponsorship of a
each) in the same round. member of the Guild (rank 3+).
Lesson 10 – Lightning Escape Rank 2 – Executioner: 1 rank in Disguise; 3
The Unfettered Falcon learns to extend his ranks in Hide or Move Silently; Base Attack
escape skills beyond chains, ropes, and mana- Bonus +2.
cles. When a creature attempts to grapple him,
he may use his Escape Artist skill rather than a Rank 3 – Assassin: 3 ranks in Disguise; 5
grapple check at any point during the grappling ranks in Hide or Move Silently; Base Attack
attack against him. He does not gain this abili- Bonus +4.
ty when he initiates a grapple or seeks to grab
or pin an opponent. Rank 4 – Expert Assassin: 5 ranks in
Disguise; 7 ranks in Hide or Move Silently;
Base Attack Bonus +6.
158
Rank 5 – Senior Assassin: 7 ranks in Rank 3 – The permission to recommend new
Disguise; 9 ranks in Hide or Move Silently; members to the Guild, as well as to act as a
Base Attack Bonus +8. mentor to them. A +2 circumstance bonus to all
Intimidate checks when dealing with NPC-
Rank 6 – Guildmaster: The murder of the cur- class characters in the town or city where the
rent guildmaster, followed by the approval of Assassin’s Guild is located. Access to poisons
the majority of the rank 5 members of the as above, but they are sold at 75% listed mar-
Guild. ket prices. A +2 bonus on Fortitude saves
against poisons.
Benefits
Rank 4 – A +3 circumstance bonus to all
Immediately upon being inducted to each rank Intimidate checks when dealing with NPC-
of this organization, the character gains the fol- class characters in the town or city where the
lowing benefits. Guild is located. Access to poisons as above,
but they are sold at 50% market prices. A +3
Rank 1 – Access to the local Assassins’ bonus on Fortitude saves against poisons.
Guildhall and the use of its facilities for a fee.
Each new member is also assigned a mentor Rank 5 – Lifetime free access to the
(rank 3+ member), who is the character’s Guildhall’s services. Waiver of monthly dues.
“chaperone” within the Guild and who assigns Position on the Ruling Council of the Guild,
him minor jobs to prove his worth to the orga- which sets policy and adjudicates disputes
nization. within the organization. A +4 circumstance
bonus to all Intimidate checks when dealing
Rank 2 – Access to the Guild hiring hall, with NPC-class characters in the town or city
where postings of jobs are made available to all where the Assassin’s Guild is located.
rank 2+ members. Access to poisons that would
otherwise be difficult to find, which are sold at Rank 6 – Absolute rulership of the
listed market prices. A +1 bonus on Fortitude Guild—until someone can kill the char-
saves against poisons. acter and take his place.
159
Drawbacks
Hermod’s Traveling
There are two drawbacks to membership in the
Assassin’s Guild. The first is purely monetary. Exhibition of Wonders
Every month, a guild member is expected to
The dreary, humdrum nature of many peasants’

pay a fee based on his current rank. The fee lives makes the need for diversion very impor-
structure is as follows: tant. That is why traveling shows, carnivals,
and players have always had an important role
Rank 1 – 20 gp/month to play in the lives of those living in rural
Rank 2 – 40 gp/month areas—and even many urban ones as well.
Rank 3 – 100gp/month Hermod’s Traveling Exhibition of Wonders is a
Rank 4 – 500 gp/month good example of these groups. Founded sever-
Rank 5 – free al decades ago by an aging wizard with a pen-
Rank 6 – free chant for the bizarre, the Exhibition has sur-
vived the wizard’s death and expanded its
The second drawback is that the Assassins’ focus beyond the grotesquerie that was the
Guild is an illegal organization in all but the original. In addition to the freak show that was
most evil cities and nations. Unlike even the its primary attraction in the old days, the
Thieves’ Guild, the Assassins’ Guild is hunted Exhibition now includes acrobats and athletes,
mercilessly by the forces of law and order, as well as animal trainers and other performers.
which see it as nothing more than an organiza- The Exhibition is quite well traveled and
tion of murderers—and, of course, that’s exact- moves from town to town, giving its members
ly what it is. Being a member of the Guild car- the opportunity to see many places they might
ries a stiff penalty in many lands, never mind if otherwise not, as well as the chance to improve
evidence can be found to link the member to their skills and pick up new ones from their fel-
any hired killings. Consequently, members low performers.
must maintain absolute secrecy or else face the
penalties for the revelation of their shadowy
connections.
To qualify for each rank of this organization,
Causes for Expulsion the character must meet the following mini-
mum requirements.
Even more so than the Thieves’ Guild or other
criminal organizations, members of the Rank 1 – 3 ranks in Balance, Escape Artist,
Assassin’s Guild are expected to abide by a Handle Animal, Performance, or Tumble.
strict and unerring code of silence. Any mistake
is cause not for expulsion but for death. The Rank 2 – 5 ranks in two of the following:
Guild survives by keeping its location and Balance, Escape Artist, Handle Animal,
activities secret. Anyone who threatens that Performance, or Tumble.
secrecy in any way must be eliminated as swift-
ly as the target of any of the Guild’s contracts. Rank 3 – 7 ranks in two of the following:
The Guild is meritocratic in a bloodthirsty sort Balance, Escape Artist, Handle Animal,
of way. Any slights or insults are expected to be Performance, or Tumble.
handled by recourse to violence rather than a
formal procedure. Consequently, an assassin Rank 4 – 7 ranks in three of the following:
may freely kill his superiors or inferiors, pro- Balance, Escape Artist, Handle Animal,
vided he can get away with it. There are no Performance, or Tumble.
official sanctions against such actions, except
possible revenge by partisans of the deceased. Rank 5 – 9 ranks in three of the following:
This creates a mood of cautious paranoia with- Balance, Escape Artist, Handle Animal,
in the Guild that has itself only encouraged the Performance, or Tumble.
homicidal behavior for which it is known.
Benefits
Immediately upon being inducted to each rank
of this organization, the character gains the fol-
lowing benefits.
160
Rank 1 – Food and lodging as the character bottom line that matters most of all. Surly or
travels with the exhibition. provocative behavior that does not get in the
way of acquiring gold coins will usually be
Rank 2 – A +1 circumstance bonus to all treated less harshly than similar behavior that
Balance, Escape Artist, Handle Animal, jeopardizes the Master’s profit margins.

Performance, or Tumble checks while working
with other members of the Exhibition. League of Bounty Hunters
Rank 3 – A +2 circumstance bonus to all Sometimes, legitimate law enforcers are not
Balance, Escape Artist, Handle Animal, practical to use when hunting down criminals
Performance, or Tumble checks while working and other unsavory elements. In such cases,
with other members of the Exhibition. even good-aligned kingdoms are left with little
choice but to post bounties, sums of money to
Rank 4 – A +3 circumstance bonus to all be paid to anyone who can bring back a crimi-
Balance, Escape Artist, Handle Animal, nal to face justice—dead or alive. Of course,
Performance, or Tumble checks while working many realms don’t like the idea of heavily
with other members of the Exhibition.. armed individuals wandering about acting as
self-appointed agents of the law, especially if
Rank 5 – A +4 circumstance bonus to all they are doing so for no other reason than pay-
Balance, Escape Artist, Handle Animal, ment. The League of Bounty Hunters was
Performance, or Tumble checks while working formed to resolve the matter, creating a struc-
with other members of the Exhibition.. ture for these individuals and guaranteeing a
certain minimum standard of proficiency that
Drawbacks puts most nations at ease. Loosely organized,
the League gives bounty hunters a place to
There are few drawbacks to membership in the
socialize with others in the same profession, as
Exhibition. For the most part, members are
well as somewhere to hone their skills so as to
treated well by the places they visit and their
become even better at their unique vocation.
skills are lauded as remarkable. The only sig-
nificant drawback is that there are places where
the Exhibition’s reputation as little more than a Membership Requirements
freak show (which it once was) will make the To qualify for each rank, the character must
characters unwelcome. However, this is a rari- meet the following minimum requirements.
ty. Most locales view the Exhibition with a
combination of awe and admiration, given the Rank 1 – Apprentice Hunter: 1 rank in
prodigious abilities of its members. Beyond Gather Information; Track feat.
that, the only other drawback is that it is the
Master of the Exhibition who determines the Rank 2 – Journeyman Hunter: 1 rank in
course of its caravan. Thus, members have lit- Intimidate; 3 ranks in Gather Information.
tle or no say over where and when they travel,
which places them at the whims of the some- Rank 3 – Hunter: 1 rank in Spot; 3 ranks in
times irrational Master, who believes himself Intimidate; 5 ranks in Gather Information.
to have an unerring nose for profit.
Rank 4 – Eminent Hunter: 3 ranks in Spot; 5
Causes for Expulsion ranks in Intimidate; 7 ranks in Gather
Information.
The Exhibition is a traveling show. Any mem-
ber who fails to perform for an audience when
Rank 5 – Master Hunter: 5 ranks in Spot; 7
he is scheduled to do so will be first repri-
ranks in Intimidate; 9 ranks in Gather
manded and then expelled. This is the primary
Information.
reason for a member to be kicked out of the
organization. There are other possibilities as
well, but they are rare. If a member’s actions Benefits
bring the Exhibition into disrepute or otherwise Immediately upon being inducted to each rank
threaten its activities, it may result in the mem- of this organization, the character gains the
ber’s expulsion. Since the Exhibition is a mon- following benefits.
eymaking venture first and foremost, it is the
161
Drawbacks
The primary drawback of joining the League of
Bounty Hunters is the notoriety that members
gain as a result. Bounty Hunters are usually not
well liked, especially in law-abiding societies

of a good or neutral bent. Even many evil
realms dislike them, since they are seen as
untrustworthy mercenaries. This means the
character suffers a –1 penalty to most
Charisma-based skill checks in lands where
bounty hunters are viewed with disdain. At the
same time, though, in such lands, the character
also gains a +1 circumstance bonus to all
Intimidate checks, the only exception to this
penalty.
Causes for Expulsion

The League is a very loose organization and
there are few causes for expulsion. Members of
the League run the gamut from well-meaning
amateur law enforcers to cruel killers more
interested in bringing back their quarry dead
than alive. The League itself provides few ser-
vices, mostly the maintenance of guildhalls
throughout civilized areas, as well as making
its members aware of bounties that have been
posted by legitimate (and not so legitimate)
authorities. The League also offers training in
the finer points of tracking. Short of destroying
a guildhall and killing all the members within,
however, there is little a bounty hunter can do
to be expelled. If a hunter is expelled, the
League revokes his charter, which means little
Rank 1 – Access to League guildhall for a fee, in most cases. Some kingdoms will not work
where bounties are posted. The member may with unlicensed hunters, but this is more the
also find other bounty hunters with whom to exception than the rule.
work in the League’s hiring hall.
Penitents
Rank 2 – A +1 competence bonus to all
Wilderness Lore checks used in conjunction Even the worst rogues can reform—or so say a
with the Track feat number of good-aligned faiths. They might
even be right, as the organization known as the
Rank 3 – A +2 competence bonus to all Penitents attests. The Penitents are a motley
Wilderness Lore checks used in conjunction crew of former thieves, cutthroats, and thugs,
with the Track feat. all of whom have “seen the light” and aban-
doned their former avaricious ways. Since their
Rank 4 – A +3 competence bonus to all conversion, they have decided to use their
Wilderness Lore checks used in conjunction skills for a better end: the protection of the tem-
with the Track feat. ple and its faithful. Operating like a roving
band of extraordinary agents, the Penitents go
Rank 5 – A +4 competence bonus to all wherever their superiors in the temple ask
Wilderness Lore checks used in conjunction them. They likewise do whatever is asked of
with the Track feat. them, even if it means undertaking quests that
somewhat step out of the bounds of what is
generally considered acceptable for a member
162
of the temple. The Penitents, therefore, are a bless once per day as a cleric of the member’s
secret fighting force whose members are will- character level.
ing to risk their souls—again—for the good of
their temple. Drawbacks

Although Penitents are not themselves clerics,
Membership Requirements they operate under many of the same restric-
To qualify for each rank of this organization, tions as the clerics of their newfound religion.
the character must meet the following mini- In almost every significant respect, they are
mum requirements. bound by all the same oaths and vows as their
clerical superiors. The primary difference is
Rank 1 – Novice: Formerly of evil or neutral that Penitents exist outside the hierarchy of
alignment and now good; at least 1 rank in their faith. They can only be commanded by
Hide and Move Silently; acceptance into the clerics who are specifically assigned to oversee
Penitents by a cleric of the character’s new them. Otherwise, they are treated as lay people
faith. who look to clerics for moral guidance but not
specific commands. Penitents are nevertheless
Rank 2 – Acolyte: 1 rank in Knowledge (reli- expected to give up 10% of their monthly
gion); 3 ranks in Hide and Move Silently. income (whether it be gold, magic items, etc.)
to the temple as an offering and show of
Rank 3 – Penitent: 1 rank in Open Locks; 3 thanksgiving.
ranks in Knowledge (religion); 5 ranks in Hide
and Move Silently. Causes for Expulsion
Rank 4 – Adept: 3 ranks in Open Locks; 5 The life of a Penitent is difficult. Few would
ranks in Knowledge (religion); 7 ranks in Hide deny that. Consequently, there are many causes
and Move Silently. for expulsion from the organization. The sim-
plest (and most common) is backsliding. If a
Rank 5 – Champion: 5 ranks in Open Locks; Penitent returns to his old ways in any fashion,
7 ranks in Knowledge (religion); 9 ranks in he is immediately expelled. Should he betray
Hide and Move Silently. the principles of his newfound faith, he is not
necessarily expelled. He is treated like any
other wayward member of the faith and given
Benefits the opportunity to atone after he has been made
Immediately upon being inducted to each rank aware of his error. Only if he remains obstinate
of this organization, the character gains the fol- in his sin is he cast out of the organization per-
lowing benefits. manently. Failure to obey the orders of a cleric
assigned by the temple to oversee the Penitents
Rank 1 – Access to healing at the hands of is also grounds for expulsion, although again
temple clerics whenever the member returns this penalty is usually only applied in the case
from a mission. of continued obstinacy. Minor transgressions
are treated more charitably if the Penitent
Rank 2 – A +1 bonus on Will saves against any shows the desire to correct them. Finally, fail-
effect (including magic) that would make the ure to provide the temple with the requisite por-
character act against the principles of his new- tion of one’s monthly income is cause for
found faith. expulsion, since the temple sees that offering as
its rightful share of the Penitent’s fortune.
Rank 3 – A +1 sacred bonus to all Hide and Without the temple, the member would simply
Move Silently checks while under orders from be a criminal and have no legitimate income, so
a cleric of the character’s newfound faith. it feels no compunction about making a claim
on a small portion of the Penitent’s wealth.
Rank 4 – A +2 bonus on Will saves against any
effect (including magic) that would make the
character act against the principles of his new-
found faith.
Rank 5 – The ability to cast the divine spell

163
Rank 3 – Promise of assistance from any other
Pickpockets’ Alliance pickpockets in the character’s city. They will
aid the character in whatever way they can in
Not all criminals are as ambitious as those of times of need short of risking their own lives or
the Thieves’ Guild. For that matter, not all freedom.
criminals wish to give up a portion of their take

to a guildmaster who does little to earn it. For Rank 4 – A +2 competence bonus to Gather
these enterprising petty miscreants, there is the Information, Pick Pocket, or Search checks,
Pickpockets’ Alliance, a loose organization depending on the skill in which the character
made up of rogues who wish to stay out of the possesses the most ranks.
way of the Thieves’ Guild but nevertheless
wish to avail themselves of a support network Rank 5 – The ability to call upon a number of
made up of their comrades. The Alliance acts rank 3 and lower members equal to the charac-
primarily to spread knowledge and informa- ter’s Charisma modifier who act as accom-
tion, including training in the niceties of pick- plices for a single endeavor. The accomplices
pocketing and other minor crimes. Not surpris- will not risk life or freedom for the character
ingly, the Alliance generally escapes the notice but will use their skills to the best of their abil-
of the legal authorities, who have bigger con- ity to aid the character. This ability can only be
cerns in the Thieves’ and Assassins’ Guilds— used once per week.
just the way the Alliance likes it.
Drawbacks
There are two drawbacks to joining the
To qualify for each rank of this organization, Pickpockets’ Alliance. The first is that, like all
the character must meet the following mini- criminal groups, the local law enforcers often
mum requirements. target the Alliance. That means that members
can expect to be harassed and often arrested
Rank 1 – 1 rank in Gather Information, Pick during periodic sweeps to restore order to the
Pocket, or Search; another existing member of city. Of course, the Thieves’ Guild is usually a
the Alliance who will vouch for the character’s bigger target, so these sweeps are comparative-
trustworthiness to join. ly few—much to the chagrin of the Guild,
which resents the existence of the Alliance.
Rank 2 – 3 ranks in Gather Information, Pick This is the second drawback: the enmity of the
Pocket, or Search. Thieves’ Guild, which considers the Alliance a
challenge to its control of the city’s under-
Rank 3 – 5 ranks in Gather Information, Pick world. Members of the Guild regularly threat-
Pocket, or Search. en and bully pickpockets to get them to join the
Thieves’ Guild instead. Occasionally, it goes
Rank 4 – 7 ranks in Gather Information, Pick beyond threats and escalates to physical vio-
Pocket, or Search; 3 ranks in the other two. lence.
Rank 5 – 9 ranks in Gather Information, Pick Causes for Expulsion
Pocket, or Search; 5 ranks in the other two.
The Pickpockets’ Alliance places a lot of stock
Benefits in trust. Its members are bound by no oaths or
chains of command. They assist one another
Immediately upon being inducted to each rank because they must. As the weakest members of
of this organization, the character gains the fol- the criminal underworld (many orphans and
lowing benefits. young people are members of the Alliance),
they feel they must stick together or else they
Rank 1 – Access to hiding places and boltholes will suffer the consequences. Anyone who acts
known to other members of the Alliance. in a way that runs counter to this shared sense
of community will be shunned by other mem-
Rank 2 – A +1 competence bonus to Gather bers. He will immediately lose all benefits
Information, Pick Pocket, or Search checks, deriving from the assistance of other pickpock-
depending on the skill in which the character ets (ranks 1, 3, and 5). In addition, the charac-
possesses the most ranks. ter’s former comrades will never again come to
164
his aid, even when in genuine distress. The coastal areas live in fear of raids by these fear-
worst offense is capitulating to the Thieves’ some pirates.
Guild. Any pickpocket who gives in to the
Guild’s threats will not merely be shunned. He Membership Requirements
will be turned into the authorities. The Alliance
considers such individuals traitors of the high- To qualify for each rank of this organization,
est order and will do everything it can to the character must meet the following mini-
remove them from involvement in the city’s mum requirements.
underworld.
Rank 1 – Recruit: 1 rank in Use Rope; no
ranks in Swim; convincing the current captain
Rodrik’s Band of the band to allow the character to join.
There are more places to make a career as a
Rank 2 – Swab: 1 rank in Climb; 3 ranks in
criminal than cities and towns. The high seas
Use Rope.
hold many opportunities for those willing to
brave their dangers. Pirates are common in
Rank 3 – Crewman: 3 ranks in Climb; 5 ranks
many regions of the world, particularly where
in Use Rope.
waterborne commerce is regular. Rodrik’s
Band is a typical example of a pirate group that
Rank 4 – First Mate: 5 ranks in Intimidate; 5
preys upon merchant vessels that use the
ranks in Climb; 7 ranks in Use Rope; character
oceans to transport goods to and from distant
level 7+.
lands. The band was originally led by Captain
Gwillem Rodrik, who terrorized the seaways
Rank 5 – Captain: Support of the majority of
for over a decade before meeting his death in a
the crewmen (rank 3+) aboard the ship as the
drunken brawl. Rodrik’s memory lives on,
new captain, no matter how the character came
however, and others (originally his first mate
to claim the captaincy.
and then others) have taken up where he left
off, commanding his ship and his men. The
band is just as efficient as ever and many
165
the band, no member would allow another to
Benefits
fall into the hands of an enemy and would do
Immediately upon being inducted to each rank everything within his power to prevent such an
of this organization, the character gains the fol- occurrence. Failure to do so is a capital offense.
lowing benefits. The only offense that is not punishable so
harshly is learning to swim. The band is super-

Rank 1 – Food and lodging aboard the ship; stitious and believes that learning to swim is an
one-sixth of any booty seized, which is divided affront to the sea gods. Consequently, any
equally among all rank 1 members of the band. pirate who learns to swim is immediately cast
overboard and never allowed to set foot on the
Rank 2 – Martial Weapon Proficiency feat; ship again. Assuming he can swim back to
one-sixth of any booty seized, which is divided shore, he is allowed to live—a rarity for such
equally among all rank 2 members of the band. brutal cutthroats.
Rank 3 – A +1 bonus on Fortitude saves to

resist the effects of disease; one-sixth of any
Royal Society of Explorers
booty seized, which is divided equally among and Antiquarians
all other rank 3 members of the band.
This organization is an unusual one in that its
Rank 4 – The ear of the captain and the author- members are all respected within society as
ity to speak in his name; one-sixth of any booty scholars and loremasters. Their areas of spe-
seized. cialty include all facets of the past, including
history and archeology. Where these individu-
Rank 5 – Control of the ship and the authority als differ from other scholars is that they prefer
to determine when and where the band acts; to take an active role in investigating the past.
two-sixths of any booty seized. Rather than sitting at a desk reading musty
tomes, the Society’s members organize expedi-
Drawbacks tions into ancient ruins to loot them of their
contents. Of course, the Society dismisses such
Pirates are by definition criminals and Rodrik’s a characterization (as well as those who deri-
Band is no different. The authorities of several sively call them “tomb raiders”), saying that
different nations want the band, all of whom what they are doing is preserving the past from
have suffered at their hands. Being captured by the ravages of time. By going into tombs and
any of these nations is in all likelihood an auto- sepulchers, they ensure that the treasures that
matic death sentence, since piracy is consid- exist there will be seen by all and will not suf-
ered a grave offense. The band has vowed to fer because foul monsters have chosen to take
rescue any member who is captured, but even up residence in the same locale. Thus, the
so, the chances of being tried and executed are Royal Society has a well-deserved reputation
great. In addition, the band itself is filled with for being made up of eccentric men and women
factions and power groups, each vying for con- who combine their scholarship with remark-
trol and plotting the placement of one of their able athletic and fighting skills—a rare combi-
own as the next captain. Being caught on the nation indeed.
wrong side of an internal power play can be
almost as deadly as being arrested. Membership Requirements
Causes for Expulsion To qualify for each rank of this organization,
the character must meet the following mini-
Betraying the band or otherwise going against mum requirements.
its code of conduct is cause for death, not
expulsion. Rodrik’s Band does not believe in Rank 1 – Apprentice: 3 ranks in Knowledge
giving second chances to those whose actions (history) and Disable Device, Open Lock, or
jeopardize their activities. Besides the more Search; the sponsorship of a rank 3+ member
obvious forms of betrayal, there is failing to aid of the Society.
a brother pirate in time of need. All members of
the band swear an oath to protect and defend Rank 2 – Initiate: 5 ranks in Knowledge (his-
their comrades, even at the cost of their own tory) and Disable Device, Open Lock, or
lives. Despite the factions that exist within Search.
166
Rank 3 – Junior Fellow: 7 ranks in Membership Committee.
Knowledge (history) and Disable Device, Open
Lock, or Search. Rank 4 – A seat on the Membership
Committee, which determines whether a new
Rank 4 – Senior Fellow: 9 ranks in pledge may be admitted to the Society. The
Knowledge (history) and Disable Device, Open character also gains a +2 circumstance bonus to
Lock, or Search. all Charisma-based skill checks when dealing
with lower-ranking members of the Society, as
Rank 5 – Master: 11 ranks in Knowledge (his- well as any other scholars who are familiar
tory) and Disable Device, Open Lock, or with the Society’s work.
Search.
Rank 5 – The ability to sponsor new expedi-
Benefits tions, which will summon a number of rank 3
and lower members equal to double the charac-
Immediately upon being inducted to each rank ter’s Charisma modifier. These members will
of this organization, the character gains the fol- join the character and do everything within
lowing benefits. their power short of offering up their lives to
assist in the expedition’s goals. This ability
Rank 1 – Limited access to the Society’s may only be used once per month.
library and information on its current activities;
ability to join Society expeditions.
Drawbacks
Rank 2 – A +2 circumstance bonus to There are very few drawbacks to being a mem-
Knowledge (history) checks, because of ber of the Royal Society of Explorers and
expanded access to the restricted collections of Antiquarians, aside from its rather steep entry
the Society’s library. requirements. Beyond that, the graduated
schedule of membership fees that most con-
Rank 3 – The ability to sponsor new members cerns new members. The fees are as fol-
into the organization, with the approval of the lows.
167
ers of wisdom rather than as a training ground
for dungeon delvers, despite the external simi-
larities between the two occupations.
The Thief Catchers

There’s an old saying that “it takes a thief the

catch a thief.” The Thief Catchers are an orga-
nization dedicated to that very proposition.
Composed of men and women who once made
their livings as professional burglars and
rogues, the group now works with local author-
ities to solve crimes and assist the law in catch-
ing unreformed members of their class. This is
an admittedly unusual choice of vocation, but
the Thief Catchers believe that it serves sever-
al valuable purposes. Aside from keeping them
out of prison (a very important consideration),
the organization provides its members with the
opportunity to hone their skills in the cause of
justice rather than theft. Thus, they continue to
increase in proficiency without having to take
up their old ways—a compromise that seems to
have worked quite well, given the increasing
number of Thief Catchers seen in many nations
across the world.
Rank 1 – 250 gp/month Membership Requirements

Rank 2 – 500 gp/month To qualify for each rank of this organization,
Rank 3 – 1000gp/month the character must meet the following mini-
Rank 4 – 2000 gp/month mum requirements.
Rank 5 – 4000 gp/month
Rank 1 – Neophyte: 1 rank in Disable Device,
Causes for Expulsion Hide, or Open Locks; 3 ranks in Sense Motive.
The Royal Society operates according to a
Rank 2 – Apprentice: 3 ranks in Disable
strict code of ethics. Despite its reputation, it is
Device, Hide, or Open Locks; 5 ranks in Sense
not some slapdash bunch of ne’er-do-wells
Motive.
masquerading as scholars. In point of fact, the
Society’s members are not interested in raiding
Rank 3 – Thief Catcher: 3 ranks in two of the
tombs for reasons of self-aggrandizement or
following: Disable Device, Hide, or Open
enrichment. Instead, they genuinely seek to
Locks; 7 ranks in Sense Motive. Successfully
preserve knowledge for future generations.
catching a thief in the commission of a crime.
Consequently, the unauthorized personal
appropriation of any artifacts, mundane or
Rank 4 – Expert Thief Catcher: 5 ranks in
magical, from an expedition site is cause for
two of the following: Disable Device, Hide, or
immediate expulsion from the Society.
Open Locks; 9 ranks in Sense Motive.
Likewise, any member who knowingly misrep-
resents his findings during an expedition will
Rank 5 – Master Thief Catcher: 7 ranks in
be expelled. Ex-members are typically shunned
Disable Device, Hide, and Open Locks; 11
and treated as pariahs by their former col-
ranks in Sense Motive.
leagues. The Society wishes to protect its
image as best it can, so it tends to be quite
unforgiving of its members if they overstep the
bounds of propriety or academic sensibility.
The Society sees itself as a haven for seek-
168
Benefits Causes for Expulsion
Immediately upon being inducted to each rank Any Thief Catcher who reverts to his old ways
of this organization, the character gains the fol- will not only be expelled but also be punished
lowing benefits. for his lapse by imprisonment. The same holds

if any member fails to pursue an active thief
Rank 1 – Permission to use rogue skills (such with whom he once had a previous profession-
as Disable Device, Open Locks, etc.) within a al or personal relationship. Thief Catchers are
city or nation provided they are used in catch- expected to foreswear any special treatment for
ing criminals. Access to Thief Catcher safe other thieves, no matter what the member’s
houses and other residences in the area of oper- previous connection to them. Finally, Thief
ation. Catchers are duly recognized agents of the law.
Consequently, they are expected to behave in a
Rank 2 – A +1 competence bonus on all Sense fashion befitting that position. Should they do
Motive checks. anything that brings disrepute upon the law or
the legal authorities of the city or nation where
Rank 3 – The authority to act in the name of they are employed, they will be expelled, even
the law and arrest those who are perpetrating a if it is not an illegal action. In a similar vein,
crime. Thief Catchers must cooperate with other
agents of the law when working on matters of
Rank 4 – A +2 competence bonus on all Sense mutual interest. Failure to do so may result in
Motive checks. expulsion.
Rank 5 – A +3 competence bonus on all Sense

Motive checks; ability to temporarily deputize
The Thieves’ Guild
others (whether low-ranking Thief Catchers or Wherever there are people, there are thieves.
not) to act as agents of the law. The number of Lurking in the shadows, living by theft and vio-
new deputies cannot exceed the character’s lence, these criminals exist for one purpose: to
Charisma modifier and can be used no more enrich themselves at the expense of others. Of
often than once a month. course, most civilized locales have some type
of law enforcement body, which protects the
Drawbacks innocent from the depredations of these unsa-
vory elements—at least in theory. To combat
The drawbacks associated with membership in
these attempts to maintain law and order, the
the Thief Catchers are twofold. The first is that
Thieves’ Guild arose. Modeled on the guilds of
many people, both legal authorities and com-
other professions, the Thieves’ Guild assists
mon citizenry, do not trust these reformed
rogues, cutthroats, and other dubious charac-
rogues. They still look at them as if they were
ters in their criminal endeavors, including
the thieves they once were. This gives them a
shielding them from the law. In many cities, the
–1 penalty to all Charisma-based checks when
Thieves’ Guild has become immensely power-
dealing with individuals who view them with
ful, overshadowing even the legitimate govern-
skepticism (except for Intimidation, where they
ment in terms of its wealth and influence. In
get a +1 circumstance bonus because of their
others, the Guild is less impressive but never-
unsavory reputation). This sometimes hinders
theless significant. In all cases, the Thieves’
the member’s ability to act as an investigator
Guild provides its members with aid and com-
into certain crimes. The second—and more
fort as they pursue their chosen “profession.”
dramatic—drawback is that unreformed rogues
view the Thief Catchers as traitors. They see
them as “sell-outs” who have betrayed their Membership Requirements
comrades for the safety and security that offi- To qualify for each rank of this organization,
cial sanction brings. Consequently, these for- the character must meet the following mini-
mer colleagues often go out of their way to hurt mum requirements.
or injure Thief Catchers, with some going so
far as to pursue their revenge in even more Rank 1 – Footpad: A record of accomplish-
elaborate and gruesome fashions. ment as a thief (character level 2+); recom-
mendation of an existing member of the
Guild.
169
exchange for a cut of all profits earned in crim-
inal undertakings (see below). Each new mem-
ber is also assigned a mentor (rank 3+ mem-
ber), who is the character’s official advocate
and instructor in the traditions of the Guild.
Rank 2 – Permission to form partnerships with

other members of the Guild to found any sort of
criminal enterprise they wish, provided they
give the Guild its requisite cut of all profits (see
below). The member may also fence stolen
goods of any sort, as well as purchase ordinary
items that others in the Guild have for sale.
Rank 3 – The permission to recommend new

members to the Guild, as well as to act as a
mentor to them. The ability to purchase any
magic items the Guild may acquire. A +1 cir-
cumstance bonus to all Intimidate checks when
dealing with NPC-class characters in the town
or city where the Thieves’ Guild is located.
Rank 4 – A junior seat on the ruling council

that advises the Guildmaster of Thieves,
including the ability to vote for the next
Guildmaster when the position becomes vacant
(although the character is ineligible for the
position himself). A +2 circumstance bonus to
Rank 2 – Cutpurse: 1 rank in Climb; 3 ranks all Intimidate checks when dealing with NPC-
in Hide, Move Silently, and Open Locks. class characters in the town or city where the
Thieves’ Guild is located.
Rank 3 – Footpad: Renown as a thief (charac-
ter level 5+); 1 rank in Disable Device; 3 ranks Rank 5 – A senior seat on the ruling council
in Climb; 5 ranks in Hide, Move Silently, and that advises the Guildmaster of Thieves,
Open Locks. including the ability to vote for the next
Guildmaster when the position becomes
Rank 4 – Thief: 3 ranks in Disable Device; 5 vacant. The character is now eligible for the
ranks in Climb; 7 ranks in Hide, Move Silently, position, should he be chosen by a majority of
and Open Locks. all other rank 5 members. A +3 circumstance
bonus to all Intimidate checks when dealing
Rank 5 – Master Thief: 5 ranks in Disable with NPC-class characters in the town or city
Device; 7 ranks in Climb; 9 ranks in Hide, where the Thieves’ Guild is located.
Move Silently, and Open Locks; infamy as a
thief (character level 8+). Rank 6 – Absolute rulership of the Guild.
Rank 6 – Guildmaster: Infamy as a thief Drawbacks
(character level 12+); support of a majority of
the rank 5 members of the Thieves’ Guild. The Thieves’ Guild has two primary draw-
backs. The first is that the Guild is a strict hier-
Benefits archy and transgressing its strictures leads to a
harsh punishment. Higher-ranking members of
Immediately upon being inducted to each rank the Guild expect to be obeyed by those of lower
of this organization, the character gains the fol- ranks, as well as treated with respect. Anyone
lowing benefits. who chooses to ignore these expectations may
be physically harmed—even killed—by their
Rank 1 – Access to the Thieves’ Guild’s superiors without compunction. This is espe-
headquarters and the use of its facilities in cially true if the lower-ranking members’
170
actions threaten the security and stability of the sibly with death. Indeed, most transgressions
Guild. Likewise, no lower-ranking member against the Guild are usually cause for bodily
may ever harm or kill his superior without the harm rather than expulsion. The Thieves’ Guild
express permission from the Guild’s ruling rarely allows members who wish to leave to do
council, which must approve all such actions. so, since that too might pose a risk to its secu-
rity. Consequently, anyone who acts against his
The second drawback is that all members of the superiors, withholds a portion of his monthly
Guild are expected to give a percentage of their tribute, or who undermines the Guild will find
monthly income to the Guild, to line the pock- himself brutally (but quietly) eliminated, his
ets of the members of the ruling council. This body never to be found. The Thieves’ Guild
percentage decreases as the member gains operates under a code of silence and expects all
greater rank and influence within the organiza- its members to abide by it or face the ultimate
tion. penalty.
Rank 1 – 40%
Rank 2 – 30%
The Web of Lies
Rank 3 – 20% Knowledge is power, or so goes the old saying.
Rank 4 – 10% Many rulers have taken this wisdom to heart
Rank 5 – 5% and formed spy networks to ensure that they
Rank 6 – 0% always have more knowledge than their ene-
mies. The Web of Lies is one such spy network.
Causes for Expulsion Created by a good king with an interest in the
affairs of his evil neighbors, the Web’s mem-
As an organization of cutthroats, the Thieves’
bers infiltrate these wicked societies and oper-
Guild has many hidden dangers for those who
ate from within in order to gather the informa-
pay little heed to its rough standards of justice.
tion that might save their homeland from suf-
Any member that does not obey his superiors,
fering at the hands of villainy. Members of
as noted above, or whose reckless actions jeop-
the Web are ever on the verge of discov-
ardize the Guild, will be punished harshly, pos-
ery, the penalty for which may well be
171
their very lives. For this reason, the Web con- Will saves to resist mind-affecting and
sists entirely of neutrally aligned individuals enchantment effects.
who nevertheless understand that evil cannot
be allowed to rise to power, even if preventing Drawbacks
this occurrence can only be achieved at the cost
of their own lives. The only true drawback to being a member of

the Web of Lies is the danger and isolation that
go with membership. Because the Web oper-
Membership Requirements ates in an evil kingdom hostile to the charac-
To qualify for each rank of this organization, ter’s homeland, he can never let his guard
the character must meet the following mini- down, lest his cover be exposed. Likewise, he
mum requirements. cannot travel often between the land where he
is stationed and his homeland, since this too
Rank 1- Informant: 3 ranks in Gather would draw suspicion. Instead, he must remain
Information; non-good alignment; approval of away from the very place he is protecting.
the sponsoring kingdom. Worse still, if the character is discovered, he
will in all likelihood experience painful torture
Rank 2- Observer: 1 rank in Disguise or (as the evil kingdom tries to extract informa-
Bluff; 3 ranks in Spot or Search; 5 ranks in tion from him), followed by death.
Gather Information.
Causes for Expulsion
Rank 3- Spy: 3 ranks in Disguise or Bluff; 5
ranks in Spot or Search; 7 ranks in Gather The Web of Lies only functions if all of its
Information. members remain loyal to its ideals. Any mem-
ber that chooses to reject those ideals will be
Rank 4- Senior Spy: 5 ranks in Disguise or expelled. That is, any member who breaks his
Bluff; 7 ranks in Spot or Search; 9 ranks in cover, identifies his comrades, or reveals
Gather Information. secrets that could jeopardize the Web’s mission
will be immediately expelled. In extreme cases,
Rank 5- Spymaster: 7 ranks in Disguise or offending members may be killed as well, since
Bluff; 9 ranks in Spot or Search; 12 ranks in they might threaten the success of the Web’s
Gather Information. overall mission, in which case there will be
reluctant orders to eliminate the former mem-
ber. Such occasions are rare, however, since the
Benefits Web employs a decentralized structure that
Immediately upon being inducted to each rank makes it difficult for the enemy to infiltrate.
of this organization, the character gains the fol- Even if a single cell of members is uncovered,
lowing benefits. it will not necessarily compromise other cells.
This structure does make the Web’s mission
Rank 1 – Plausible false identity within an evil more difficult since it relies heavily on individ-
kingdom, along with another member (rank 3+) ual initiative, but that is an acceptable price for
who acts as the character’s mentor and contact. security.
Rank 2 – A +1 competence bonus to all Gather

Information checks.
Rank 3 – A +2 competence bonus to all Gather

Information checks; ability to cast undetectable
alignment once per day as a sorcerer of the
member’s character level.
Rank 4 – A +3 competence bonus on all Gather

Information checks; +1 bonus to Will saves to
resist mind-affecting and enchantment effects.
Rank 5 – A +4 competence bonus to all

Gather Information checks; +2 bonus to
172
INDEX
abyssal infiltrator 81-83 magic items 133-135
acolyte of chance 5-7 Magical Savant 140
aerialist 8-11 Maidens of Majestic Grace 33-34
Assassins’ Guild 158-160 master burglar 99-102
Blade Dancers 143-145 Master of Disguise 147-149
blood thief 83-86 Master of Venoms 149-151
blow tube 132 Midnight Sentinels 30-31
Bobo’s Raiders 43 Monkeywrencher 140
book of useful items 133 myste 24-26
braid blade 132 night hunter 28-30
Brotherhood of Sailors 61-63 noble decoy 32-33
burglar’s bane 130 Order of the White Rose 73-75
chameleon 111-115 organizations 158-172
Children of Tumbolo 11-13 ossorus 34-39
cipher ring 133 packrat 41-42
Clanwarden Lodge 23-24 Penitents 162-163
clanwarden’s stick 134 Pickpockets’ Alliance 164-165
con artist 115-119 psychic interloper 43-46
Confidence Man 145-147 psychic thief 123-129
Cult of Mysteries 26-27 queen of shadows 102-104
delver 119-122 queen’s coronet 47-50
Desperate Interrupt 139 Queen’s Coronets 50-51
dust of distraction 134 questioner 51-53
Ebon Chain 15-16 Quick Death Attack 141
ebon link 13-15 Razorfiends 151-153
equipment 130-132 Rodrik’s Band 165-166
Eye for Opportunity 139 rogue prince 104-106
falconer 16-19 royal assassin 55-57
Falconer’s Guild 19-21 Royal Society of Explorers and Antiquarians 166-168
false seal 130 sail master 58-61
Favored Destiny 139 savant 106-108
feats 139-141 schools 142-158
fortune’s fool 86-87 shadow hunter 63-66
Gadgeteer 140 Shadowlurkers 153-155
Ghosts of the Desert 77-78 Silent Circle 57-58
gloves of filching 134 silver-tongued devil 108-110
gossamer cloak 134 skills 136-139
gossamer line 131 sound catcher 135
grey hand 88-90 Stealth Mastery 141
halfling clanwarden 21-22 Student of Fortune 141
Hamstring 140 The Ossorus 39-41
hand of the reaper 90-92 The Questioners 53-55
hanging man’s harness 131 Thief Catchers 168-169
Hermod’s Traveling Exhibition of Wonders 160-161 thief’s perfume 131
Hunters of Shadow 66-67 Thieves’ Guild 169-171
incantator 92-94 trace paper 132
Interlopers at the Mind’s Doors 46-47 Trapspringers 155-156
Intimidating Sneak Attack 139 unblinking eye 67-70
jack o’ the green 97-99 Unexpected Attack 141
jack-of-knives 94-97 Unfettered Falcons 156-158
Knights of the Coin 7-8 Unsleeping Watch 70-71
League of Bounty Hunters 161-162 weapons 132-133
listening cup 131 Web of Lies 171-172
lock powder 131 white rose 71-73
lookout strips 135 windrider 75-77
Lucky 140
Traps & Treachery Spells & Spellcraft Draconic Lore (DD33
(DD17 $24.95): The (DD28 $24.95): This $14.95): This 64-page soft-
definitive resource for essential hardcover cover is a compendium of
traps, tricks, puzzles, voluem presents more awesome and terrifying
and poisons. This 176- than 100 new spells, rules dragons of sky, land, and
page hardcover volume for construct design and sea. It presents more than
includes more than 60 familiars, rituals and cere- 30 new species of dragons
detailed magic and monies, and new magical with which to torment and
mechanical traps, puz- traditions. delight your players.
zles, challenges, and poisons.
Traps & Treachery II Path of Shadow (DD34
Mythic Races (DD18 (DD29 $24.95): The $24.95): This character
$24.95): The essential sequel to the bestselling resource for rogues pre-
resource for new charac- and critically acclaimed sents more than 30 new
ter races and racial pres- Traps & Treachery, this prestige classes and leg-
tige classes. This beauti- hardcover presents more endary classes of interest
fully illustrated source- than 150 new magic and to rogue characters. This
book presents more than mechanical traps, new 176-page hardcover vol-
two dozen fully detailed poison rules, new rules ume also offers new feats,
and original races. for upgrading and enhancing traps, and new equipment, weapons, and magic items, as well
puzzles and challenges. as shadow schools and roguish organizations.
Seafarer's Handbook
(DD27 $24.95): A com- Path of the Sword Necromantic Lore
plete compendium of (DD30 $24.95): This (DD35 $14.95): This is a
seafaring lore for aquat- character resource for compendium of horrify-
ic campaigns and fanta- barbarians, fighters, ing new undead from
sy adventure on the high monks, and rangers pre- your darkest nightmares.
seas. This hardcover is sents new feats, prestige It presents more than 30
packed full of new feats, classes, alternate core new undead creatures
skills, classes, races, classes, and schools of that will haunt your play-
spells, and magic items, as well as rules for combat for characters ers for weeks to come.
underwater combat, ship design, and ship-to- devoted to the fighting arts. The book also
ship combat. introduces legendary classes, truly unique Path of Faith (DD36
options for high-level characters. $24.95): This hardcover
presents a host of new
Path of Magic (DD31 and exciting options for
$24.95): This character clerics, druids, and pal-
resource for bards, sor- adins, including new
cerers, and wizards pre- class abilities, ecclesias-
sents new feats, prestige tical organizations, new
classes, legendary class- feats, prestige classes,
es, and magical tradi- legendary classes, and rules for paladin
tions for characters mounts, holy symbols, cults, and much more.
devoted to the arcane
arts. The book also offers new rules for Dungeoncraft (DD37
bardic performances, arcane organizations, $24.95): This hardcover
eldritch staffs, and other unique magic items. volume contains com-
plete rules for designing
Monster's Handbook (DD32 dungeons, from deter-
$24.95): This resource for customizing mining the dungeon's
and creating new monsters provides layout and denizens to
more than 60 new monster feats, new exciting new dungeon
monster prestige classes, new special templates that can recre-
attacks, qualities, and traits, dozens of ate everything from the tunnels beneath a
new monster templates, and rules for volcano to the cracks beneath a glacier.
making the monsters in your campaign
even more challenging. Legends & Lairs TM & ©2002 Fantasy Flight Publishing, Inc. ‘d20
System’ and the ‘d20 System’ logo are Trademarks owned by
Wizards of the Coast and are used according to the terms of the
d20 System License.
OPEN GAME LICENSE Version 1.0a Identity, including as an indication as to compatibility, except as
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System Reference Document Copyright 2000, Wizards of the Coast,
3. Offer and Acceptance: By Using the Open Game Content You Inc.; Authors Jonathan Tweet, Monte Cook, Skip Williams, based on
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Path of the Sword Copyright 2002, Fantasy Flight Publishing, Inc.
4. Grant and Consideration: In consideration for agreeing to use this Tournaments, Fairs, and Taverns, Copyright 2002, Natural 20 Press
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What classes and organizations are discussed in Chapter 1?

What classes and organizations are discussed in Chapter 1?

What is discussed in Chapter 2?

What is discussed in Chapter 2?

Path of Shadow

GRAPHIC & COVER DESIGN

FANTASY FLIGHT GAMES

Core Classes 111

The Rogue’s Tools 130

Schools & Organizations 142

Fantasy Flight Games is pleased to present

Chapter 1 contains 19 new prestige classes for

Chapter 2 details more than a dozen new leg-

Skill Points at Each Level: 4 + Int modifier.

Weapon and Armor Proficiency: The acolyte

Aura of Chance Abilities: Beginning at 1st

Lucky Strike (Ex): The acolyte of chance has a

Close Call (Ex): The acolyte of chance always

One More Time (Su): A loosely based affilia-

CHAPTER ONE: Prestige Classes

acolyte of chance possesses any cleric levels

Rogues, bards and fighters are naturals for this

CHAPTER ONE: Prestige Classes

Hit Die: d6.

Feats: Ambidexterity, Skill Focus (Tumble).

Skill Points at Each Level: 8 + Int modifier.

Weapon and Armor Proficiency: Aerialists

Class Attack Fort Ref Will

CHAPTER ONE: Prestige Classes

CHAPTER ONE: Prestige Classes

Class Attack Fort Ref Will

CHAPTER ONE: Prestige Classes

The spell, however, had a flaw, a flaw that Leader

CHAPTER ONE: Prestige Classes

Skills: Bluff 5 ranks, Diplomacy 5 ranks,

Skill Points at Each Level: 6 + Int modifier.

Weapon and Armor Proficiency: Falconers

Class Attack Fort Ref Will Spells per Day

CHAPTER ONE: Prestige Classes

few interested, but wealthy merchants and indi-

CHAPTER ONE: Prestige Classes

Move with Ease (Ex): A clanwarden epito-

Uncanny Dodge (Ex): Starting at 2nd level,

Knockout Attack (Ex): At 3rd level, a clan-

CHAPTER ONE: Prestige Classes

Each clanwarden lodge operates independently

protecting its residents. A clanwarden lodge

Clanwarden lodges are also ideal for urban

More established PC halflings with member-

Normally only rogues and bards may become

CHAPTER ONE: Prestige Classes

Slippery Mind (Ex): This extraordinary abili-

CHAPTER ONE: Prestige Classes

Kildorn did not fall victim to the will of Campaign Integration

CHAPTER ONE: Prestige Classes

The night hunter can only sneak attack living

Imbue Weapon (Su): By surviving the trial of

Bane of Lycanthropes (Ex): For the night

Class Attack Fort Ref Will