Hd3 the City of the Spider God

The City of theSpider-God

For the Conan RPG

"Know, O prince, that between the years when the oceans drank Atlantis and the gleaming cities, and in theyears of the rise of the sons of Aryas, there was an Age undreamed of, when shining kingdoms lay spread acrossthe world like blue mantles beneath the stars - Nemedia, Ophir, Brythunia, Hyperborea, Zamora with its dark-haired women and towers of spider-haunted mystery...”

This module provides a complete setting for play with the Conan RPG rules. Contained herein is backgroundinformation, a large-scale referee's map with a matching partial map for players, referee's notes, special explo-ration and encounter pieces, a hex map detailing an enormous valley area, a special temple map, encounterand map matrix keys, and additional sections pertaining to unique new creatures for use with this module andwith the game as a whole. This module can be played alone, or as part of a grand campaign.

If you enjoy this module, watch for future releases from Xoth.net Publishing!

An adventure for character levels 9-12

HD3

http://hyboria.xoth.net

HD3: The City of the Spider-God

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DESIGNER’S NOTES

This is an homage to the original classic adventure module, “D3 Vault of the Drow”, by Gary Gygax,reimagined for sword and sorcery gaming in Robert E. Howard’s Hyborian Age using Mongoose’sConan RPG ruleset. Many of the original’s high fantasy elements have been removed or toneddown, but the module should be instantly familiar to those familiar with the classic scenario, asmuch of the text is verbatim from Gygax’s original manuscript. I have turned the subterranean Vaultinto the valley of Yezud, changed the drow into Zamorians, and converted the priesthood of Lolthinto the cult of Zath the Spider-God. I have also borrowed liberally from de Camp’s “Conan andthe Spider-God” and the relevant stories from Marvel Comics, including the recent “Lord of theSpiders”. The amount of treasure (and magic) has been significantly reduced from the original. Thegraphic design (cover page, use of fonts, etc.) emulate the original adventure module, while thenew artwork is taken mainly from Marvel’s various Conan issues.

- Thulsa

For more Hyborian Age RPG materials, visit the website at http://hyboria.xoth.net/

Table of ContentsCreditsIntroductionStarting the AdventureNotes for the Dungeon MasterPrelude: The Rose of KhorusunPart One: The Black Tower of KhesronPart Two: The City of YezudPart Three: The Great Fane of Zath

Appendix A: Non-Player CharactersAppendix B: New MonstersAppendix C: New SorceryAppendix D: Random EncountersAppendix E: License

CREDITS

Original design by Gary Gygax.Original art by David C. Sutherland III,David A. Trampier, Jeff Dee, David S.LaForce and Erol Otus.New art by Les Edwards, John Buscemaand E. R. Cruz.New design, layout, revised rules andadditional text by Thulsa.

DISCLAIMER

This is a fan-written adventure and men-tion of or references to Conan and AD&Delements are not a challenge to thetrademark or copyright concerned.

The Conan character and themes areproperty of Conan Properties InternationalLLC. Advanced Dungeons & Dragons and“Dungeon Module D3: Vault of the Drow”are copyright TSR Games. The d20 Systemis copyright Wizards of the Coast, Inc.

Introduction

“These people were strange and mysteri-ous to him; they were not of his kind — noteven of the same blood as the morewesterly Brythunians, Nemedians, Kothiansand Aquilonians, whose civilized mysterieshad awed him in times past. The peopleof Zamora were very ancient, and, fromwhat he had seen of them, very evil.” –The Tower of the Elephant

Zamora is an eastern kingdom founded bythe ancient Zhemri people several thou-sand years before the Age of Conan,about the time that Hyperborea the Elderwas overthrown by barbarian Aesir hordes.Hyborians conducted slave raids intoZamora in the early days, but they nevermanaged to seize the government.

The nation is southeast of Hyperborea,east of Brythunia and Corinthia, north ofKoth, and west of the Turanian steppe. Onits eastern boundary are the KezankianMountains, beyond which are marchesnominally subject to Zamora but increas-ingly nibbled away by Turan. The KarpashMountain range lies on the western borderand a small, worn range rises on thesouthern border. The passes are usuallyblocked by snowfall and spring rains. TheZamorians always place crude forts at theapproaches to their mountain passes fortariffs and protection.

The capital of Zamora, Shadizar, is on theRoad of Kings, principal trade-route of theHyborian world. Zamora is an ancient andpeculiar kingdom. It is an absolute despot-ism, with the current king dominated by asorcerer. A multitude of gods are wor-shipped, among them the spider-godZath, whose cult is centered at Yezud.

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Starting the AdventureConsider any of the following ideas toinvolve the player characters with the cultof Zath in Yezud:

The wealth of the spider-temple and thebeauty of the temple-virgins is well knownacross the Hyborian world. Few adventur-ers would resist a simple mission to lootand kidnap — but the temple is well-protected.

One of the henchmen, relatives or patronsof the player characters has been kid-napped by the spider-cult for eventualsacrifice. To top it off, the kidnappedcharacter has something the player

characters need (an item, information,secret location of treasure hoard, etc.).The PCs must sneak into Yezud, rescue thecaptive, and get him/her out again.

The player characters have come into thepossession of an item sacred to the cult,such as one of the green signet rings wornby senior priests. It’s not necesarily veryvaluable, but it being in the characters’hands is seen as a blasphemy. The spider-priests can track the location of the itemusing divination spells. They want the itemback, and they want to take the charac-ters captive and sacrifice them for theiraffront. So if the PCs fight off the initialattack, there is motivation for them to


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travel to Yezud and finish off the cultiststhat tried to kidnap them; if they arekidnapped, you can run the adventure asan escape from the city as the charactersare in cells awaiting sacrifice.

Same as above, except the spider-priestsare going to be trickier. Rather thanengage in physical combat, they contactthe characters through an intermediarysaying that they are looking for mercenar-ies to take out a rival cult (perhaps that ofAzoth, Set, or the Midnight God). The PCswill be paid well in magic and treasure fortravelling to Yezud and killing the priests’enemies. Of course, it’s all a setup, thepriests just want the item back, and to killthe blasphemers also. When the charac-ters arrive after travelling incognito, thepriests try to ambush and kill them insteadof hiring them.

An agent of Astyages (one of the nobles inYezud) hires the characters to attack thespider cult (the noble has another agentthat can smuggle the PCs into the temple)and kill the leaders. As a reward they canloot the treasures of the temple. Little dothe characters or Astyages realize thespider-priests are on to the secret missionthrough spies of their own, and will let thePCs enter the temple only to ambushthem at the right time.

Agents of the cult of Zath have kidnappeda beautiful girl from Shem or Turan, andare bringing her back to Yezud to brain-wash her and train her as a temple-virgin.The player characters stumble across thecaravan and come to blows with thekidnappers, killing a senior priest in dis-guise. The dying curse of the priest is topoison one of the PCs; the character willslowly die before the next full moon unlessthe curse is lifted by smashing the grandaltar of the spider-god — in Yezud!

Notes for the DungeonMasterThis module is ideal for elaboration andextensive development by the DungeonMaster. The subject matter deserves this,and it should be done by you in order toput personality and finishing touches intoa set-piece scenario which lacks theindividuality particular to your campaign.

A considerable period of game time canbe spent by the party when they enter thevalley and city of Yezud. Because of thechaotic nature of the Yezudians, theircontinual feuding, and the degeneratenature of the city dwellers, there is noreason why a clever group cannot suc-cessfully muck around, harry farmsteads(and possibly even nobles) and not attractundue attention so long as they do notengage in wholesale destruction ofproperty, mass killings, or open warfareagainst the rulers. The threat of a generaluprising of slaves or similar breaking of thestatus quo will certainly bring all of theYezudians into full co-operation, and thatmeans the adventurers will likely meettheir doom.

Encounter Levels: The adventure has beendesigned for a party of four to six charac-ters of at least 9th level, preferably with amix of fighting, stealth, and magic skills.Note that due to the nature of the adven-ture, the player characters may findthemselves quickly overwhelmed byhostile forces if they use a brute-forceapproach to all challenges.

New Race: KezankianHillmenAlong the eastern borders of Zamora andKoth a low mountain range rises, inhabitedby a number of small tribes. These tribes,hostile to strangers, consist of lean,bearded barbarians with black eyes. Everyclan wars with the other clans in long-standing blood feuds. They like to be closeto their ambushes to prevent their preyfrom having much time to react to theattack.

Culture: The Kezankian hillmen wearturbans, leather vests, voluminous trousersand forked beards. They fight with tulwars.They live in a savage culture of blood-feuds and eternal clan wars.

Names: These are essentially Arabic,examples include: Akkadan, Basrakan,Djinar, Farouz, Jbeil, Jhal, Karim, Ruhallahand Tirjas.

Religion: The savage Kezankian tribesmenworship primitive totemic deities anddemons, such as the spirits of earth, air,water and fire. They believe their ancientgods are true and the gods of the

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Zamorians and other civilized peoples arefalse. They believe if they are cursed as atraitor, their spirits will wander for all time,trapped between this world and the next,alone except for other traitors and de-mons. Their religious needs are served byhundreds of Imallas (shamans) who carryword of the ancient gods from clan toclan, safe from feud and battle andidentified by their scarlet robes. Theacolytes of the Imallas wear black robeswith scarlet, green and gold turbans. Theterm Imalla is appended to the end of theshaman’s given name; Basrakan Imalla, forexample.

Racial Features: All of the following areKezankian racial features:

+2 circumstance bonus to all Hide, Listen,Move Silently, Survival and Spot checksmade in any hills and mountains. TheKezankian tribes know every inch of theirnative hills and rarely descend from them

except to raid the richer lands below.

+1 racial bonus to all Hide and MoveSilently checks. Though the tribes areoccasionally led to open battle by aparticularly charismatic chieftain, theyprefer to attack their enemies by stealthyraids and midnight assasinations.

The Kezankians seem to be at war withevery other tribe, as well as the Zamoriansand Turanians, as a result the Kezankiansgain the Toughness feat for free at 1stlevel.

Background Skills: Climb, Hide and MoveSilently.

Favoured Class: Barbarian.

Prohibited Classes: Noble, Pirate.

Automatic Languages: Kezankian.

Bonus Languages: Zamorian, Hyrkanian.


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Prelude: The Rose of Khorusun

This introductory section assumes that theplayer characters start out somewhere inthe western parts of Turan.

To travel into Zamora from the northernTuranian Steppes, the player charactersmust cross the Kezankian Mountains (thealternative is a lengthy detour through thepasses of Khauran, and then past theunpredictable lands around Shadizar theWicked). Although the route through theKezankian mountains is hazardous, it isrelatively quick compared to the alterna-tives. The only problem is that the hiddenpasses are a closely guarded secret.Through initial investigation, the PCs havelearned that a certain Kozaki bandit-leader can be bribed to reveal thelocation of the mountain passes that cutacross the mountains into Zamora.

THE CAMP OF THE KOZAKISThe Kozaki are a horde of outlaws, alsocalled “Free Companions”, that roam theTuranian Steppe west of the Vilayet Sea.The word means “wastrel”. They are a mixof many nationalities. Infighting and feudsare common among them, although theystand united against their primary enemy,the Turanians.

A band of Kozaki, led by Vazek the Swift,has recently kidnapped a Turanian prin-cess in a raid on a caravan en route fromKhorusun to Yaralet. Vazek intended toclaim a great ransom from her family, but

in an ironic twist of fate, his prize wassnatched from him by a band of man-apes coming down from the slopes of theKezankian mountains.

Vazek knows of the secret passes acrossthe mountains into Zamora and Yezud,and is perhaps willing to reveal it for theright price, but before he will send any ofhis men as guides for the player charac-ters, he demands that they help him bygoing after the man-apes and bring backthe Turanian girl. If the PCs refuse, andforce Vazek into revealing the secretpasses at swordpoint, the wily Kozakpretends to cooperate, but instead directsthe party straight into man-ape territory.Vazek’s band currently consists of 23Kozaki raiders. They have 15 light war-horses and half a dozen dirt-stained silkentents of Turanian manufacture.

The Turanian noble girl, Fathiyah, can befound several miles from the Kozaki camp.She sits on the damp floor of an 80-feet pit(Climb DC 20), while a band of five man-apes roam the boulder-strewn mountainslopes nearby. The man-apes are dressedin ragged clothing and jewelry (worth atotal of 323 sp) they stole from the Kozakis.Fathiyah (female Turanian Noble 1) wearsa torn yellow and white silken dress, threethin gold rings (worth 50 sp each) and asilver pendant in the shape of a crescent(worth 120 sp) between her breasts. At 23,she is the oldest daughter of the bey(governor) of Khorusun.

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THE CAVES OF THE KEZANKIAN HILLMENThe Kezankian Mountains trends north tosouth along the eastern borders of Zamoraand Koth. The hill people here are hostileto strangers. A temple dedicated to adivinity known simply as “the BloodstainedGod” is reputed to lie somewhere be-tween its forbidding peaks. The NezvayaRiver runs through the northern part of therange. This Hyperborean river is fed fromrunoff from the Graaskal Mountains. Itturns eastward at the Zamoran border andempties into the Vilayet Sea after piercingthe Kezankian Range. The Turanian city ofYaralet lies on the Nezvaya’s northernbank, east of the Kezankians.

If the random encounter tables or othercircumstances lead the player charactersinto contact with the hillmen, use thebelow description of their cave-homes asthe basis for further development.

In a cave complex somewhere in themountains east of Yezud dwells four largebands of Kezankian hillmen. Severalguards (5-8) are always on watch. Thereare two small cave mouths on each flankof a gaping cavern opening in themountainside; numbering from west toeast these contain:

1) A long cave which has many smallprotrusions houses 21 male hillmen and asubchief with a bardiche. There are 16females and 18 young. Each hillman has 5-20 sp, the leader has 1 sp per hit point,plus 1-4 base 50 sp gems. There are onlyrude furnishings in this (and all other)cave(s).

2) Two caves in a figure eight shape, thelarger being the one further from theentrance. This place houses 19 hillmenand a subchief. There are 21 females and15 young here. Treasure is the same as 1)above.

3) Six hillmen stand guard at the entrance— these are male warriors typical of all theothers in this place. A large cavern, about70 feet wide and 135 feet long to thesouth is the special assembly place for allthe Kezankian hillmen in the area. To thewest and east in the forepart are severalspur passages used to house the warriorsand 20 females and 16 young. At thedeepest part of the cavern is a limeydeposit in a chairlike formation which isused by Kariman, the Chieftain. Thismassive man is clad in pieces of chainmail and plate and has a huge curvedsaber which he wields two-handed. TheChieftain has a gold earring with a 300 sptopaz, and eight more of these stones (50sp value each) are set in his broad belt.Always nearby are 12 hand-picked guards(as subchiefs, above) armored and armedas normal hillmen, but each equippedwith a heavy crossbow and 6 bolts. Behindthe Chieftain’s seat is a locked iron chest

holding 242 gp, 4,123 sp, and a leatherpouch with 19 base 10 sp gems.

4) This cave is almost identical to 1) above,but it is somewhat longer, and it houses 24hillmen, 19 females, and 15 young. Thesubchief is armed with two large warhammers, one of which he will hurl beforeclosing. Treasure and furnishings are as in1) above.

5) Four small caves radiate from a roughlycircular entry cave to house 22 hillmen, 18females, and 16 young. The subchief has atwo-handed sword. Furnishings andtreasure are as stated in 1) above.

Loud noise in any one of these caves willdraw hillmen from all other locations. If arandom encounter is indicated near thisarea it will be Kezankians coming to orleaving the caves 75% of the time.


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Part One: The Black Tower of Khesron

The city of Yezud is nestled into a corner ofthe wooded valley of Khesron, which inturn is surrounded by the tall mountainpeaks of Mount Graf, the western range ofthe Kezankian Mountains. The playercharacters will enter the valley from thesouth; the steep jagged hillsides of MountGraf which surround the city on all othersides are extremely dangerous to climbeven for the most experienced hillmen(Climb DC 35).

Refer to the valley map for the numberedlocations.

2. THE BLACK TOWERA full mile from the southern pass into thevalley, a mesa-like mound of rock rises todominate the landscape. This is rather likea cork in the bottle neck of the entrance,and the Yezudians maintain a strongguard post at this point, a black stonetower with walls 10 feet thick. This cylinderrises 40 feet above the plateau, topped bya notched battlement. It is 55 feet indiameter, but due to the thickness of thewalls, the interior is 35 feet across. Thestructure will be detailed a bit further on.

The road branches left and right at thebase of the mesa, with an obviously well-traveled path in the middle going north-wards up a fair incline. All traffic allowedinto the valley is ordered to report to the

tower. It is the customs house and check-point for all foreigners entering the city. Allapproaching are questioned brieflyregarding the purpose of their visit (trade,worship, gambling, learning, or whatever)and are then permitted to move freely toand within the city to the north or evenwander about the valley anywhere southof the great river — at their own risk, ofcourse.

The smooth and massive blocks of thetower have no sharp corners (Climb DC20), for the very ages have been at work.Atop the fortress are eight city guardsarmed with dagger, short sword, andhand crossbow. These sentinels watch onlyfor unusual or suspicious behavior —groups coming up to the tower are, afterall, expected. They each man an ballista(damage 3d6, range increment 120 feet)clipped to an iron ring which circles thetower top so as to command a full view ofthe surrounding area. It requires three fullrounds to wind one of these weaponsafter it has been discharged. Near thecenter of the roof are four cases whichhold 12 of the missiles to be fired.

Entry is near the northern battlement,where a trapdoor gives access to astaircase circling the walls. Here and therein the tower small arrow slits pierce itssmooth exterior, but the only visibleentrance is a great arch with massive

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bronze valves (which are open unlesswarning of invaders has reached thetower) hinged outwards. Entrants passalong a 20 feet wide, 15 feet high corridor,with slits in the walls and murder holesabove.

At the end of this tunnel are another pairof gates, oak bound with adamantitealloy, closed and barred (2 in. thick;Hardness 5; hp 20; Break DC 25), but with asmall door (3 feet wide and 6 feet tall)which normally stands open. Those step-ping through will find themselves within acircular room 25 feet across. In the centeris a long table behind which sits the HighBailiff of the Tower, a 7th level soldierarmed with dagger, short sword, and ahand crossbow (before him on the table).Zarkovan, the High Bailiff, in going overvarious manifests, notices and the like, hisbusiness as usual. He wears a silver chainset with nine semiprecious stones aroundhis neck (worth a total of 200 sp). Behindhim are two chests of wood, one withplain cloaks, the other with three metalboxes inside — one with important papers(all pertaining to trade), one with fourcinnabar lumps (worth 20 sp each), andthe last (triple locked) holds 120 sp, six 100sp gems, and (in a secret space in the lid;Search DC 30) a small piece of parch-ment written in Zamorian saying: “Thebearer is my most trusted servant andmust be speeded and aided as is hisneed. Astyages”. A successful Knowledge(nobility) check (DC 20) identifies Astyagesas head of one of Yezud’s noble houses.

There are a few benches around the walls,steps circling upwards to the second storyalong the western one, and a rampleading downwards behind and underthem. Flanking the entrance are twoguards, and six others stand along thenorthern wall. Reaction to attack will beimmediate, and all troops will rush to thedefense of an attacked area if they arecalled or hear the sounds of battle.

Note: There is a secret passage on thenorth wall of the audience chamber(Search DC 20), the entrance screened bya rack filled with parchments and scrollspertaining to various trade matters, duties,tariffs, etc. It gives to a stair to the lowerlevel, where a second secret door (SearchDC 25) leads into the basement or a longtunnel may be followed northwards to ahidden exit at the base of the mesa. If anyencounter is obviously hopeless, the HighBailiff, the Bailiff, and any guards nearbywill flee to alert the watch at Yezud.Scouts from the city will screen the area ofthe tower within two hours, and a force ofaround 120 city guards accompanied by20 cavalry will move to surround the wholeplateau within eight hours. Thereafter, ifinvaders are still within the tower, morecavalry and hundreds of infantry, archers

and pikemen will converge to assault theplace and put to slow death any within.(The adventure is all over for the party ifthey are still there. All escape will beblocked, so just tell them a heroic struggleresults in death for many of the Yezudiansand their allies, but all of the party eventu-ally fall. Finis.)

Cellar: The tower basement has twoguards (as above, but neither have handcrossbows) who serve as grooms for twoTuranian warhorses. These creatures arestabled near the secret door to theescape tunnel/steps up to the audiencechamber. There is a small kitchen areahere, a provision room filled with food-stuffs, a cistern, and eight small cells whichhold two slaves (or prisoners) each —there are currently ten slaves and oneTuranian noble prisoner held in these cells,and they will help any liberators to fightthe Yezudians. (Determine race of eachslave by standard random means.)

Second Story: The stairs circling upwardshave a small landing here, and thencontinue upwards to the next level of thetower. This level provides quarters for theHigh Bailiff in a large northern room. Thischamber is slightly over half the total areaof the level. It contains a wide and silk-strewn bed, a table and four chairs, achest (locked, with 28 sp and two base 50sp gems), a wardrobe, a desk, and achest of drawers. Zarkovan has a few lewdand erotic statuettes and tapestriesdecorating the place, but they are of nogreat value.

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The southern 2/5ths of the second storyhouse the Bailiff, Vlodar. At the moment ofentry, he will be at ease in his chamber.The Bailiff has stats equal to a cavalryman(see the NPC appendix) and is armed withdagger, sword, and hand crossbow. Hewears a silver chain set with five semipre-cious stones around his neck (worth 100sp). His furnishings are similar to those ofZarkovan’s, but the bed is smaller andthere are but two chairs. Vlodar has 25 spand a scroll in a gold tube set with lapislazuli (six stones worth 10 sp each). Hehides these in a secret compartment in aleg of his desk (Search DC 25), and thereinalso is a small silver serpent engraved withStygian symbols.

A 6 feet wide section between the twochambers is given over to an armory,entered from the Bailiff’s apartment. In thisspace are 12 swords and 64 javelins, 48 ofthe massive bolts for the ballistae on thetop of the tower, 12 pollaxes, 10 handcrossbows, and 40 cases with 10 bolts ineach.

Third Story: This area is entirely open, beinggiven over to exercise and workout usage.There are six tables and twelve benchesaround the walls, leaving the centralspace open. The stair continues upwards.

Fourth Story: There is a large barracksroom and two small private rooms here.There are triple-tiered cots along the wallssufficient for 36, with pegs for gear, and asmall chest for each bunk (all containnothing of value). The two small roomshave a single cot, chair, chest (with

nothing of value), and pegs also. Thereare 14 soldiers in the barracks. The troopshere carry 1-4 sp each.

5. THE SPIDER-PITThis road leading to this desolate area islittle-used and overgrown with vegetation.It takes a successful Survival check (DC 15)to follow the road here (so characterswithout the Tracking feat or class abilitywill not be able to follow it).

Among the vegetation there is a hill with acave opening. As soon as the cavern canbe observed, the PCs see a welter ofbones, exoskeletons, dried mummy-likehusks, and other unidentifiable materials.Closer examination shows that theseremains are of small and large animals , aswell as humans and sundry unknown partsof dead things. However, such examina-tion requires that the party steps into thearea. Approaching creatures must suc-ceed on a Spot check (DC 20) to notice aspider web; otherwise they stumble into itand become trapped as though by asuccessful web attack.

50 feet above, in a network of webbingwhich covers the whole roof, lurk sevengiant spiders. If any of the characters arecaught in the webs, these monsters hastendown to attack the party.

The numbered tunnel spurs are the lairs ofthese spiders. Each tunnel is about 45 feetabove the floor of the cavern, a roughlycircular opening of 8 feet diameter. AreaE is a deserted lair. Areas 1-7 are spun with


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webs but contain no treasure. Area 8 is thelair of the queen spider of this nest — aparticularly bloated and disgusting mon-ster of unusual size and virulent venom(treat as a temple spider with maximum hitpoints and +4 to poison save DCs). Sheseldom ventures forth from her tunnel, butif any creature sets foot in it she will rush toattack the one who dares violate herabode.

Far back in the place (Search DC 20) isthe treasure she guards, a golden idolmade in the likeness of a monstrous spider.A successful Knowledge (religion) check(DC 18) reveals that this is the likeness ofOmm, an ancient spider-god venerated inthe days of Acheron. The relic is onlyabout 1 feet long and about as widewhere the legs project. It weighs some 10pounds, so it is obviously hollow. On thebulging abdomen of the spider statue arefour spinnerets.

Holding this idol will impart knowledge thatthe possessor can command any of thefollowing powers: send the equivalent of aweb spell up to 40 feet distant from thespinnerets simply by pointing them at thetarget and thinking of the result (up tothree times per day), be immune to allwebs, have the power to travel alongwebs as a giant spider would, and theability to speak with spiders.

Possessing the idol has two great dangers.The foremost danger is that of completedesire for the object. The characterpicking it up must make a Will save (DC22) or be overwhelmed with the convic-tion that he or she alone can withstandthe danger of the idol, so none other thanhe or she must ever touch it. Each personhandling the idol must so save, and thosefailing their save will be convinced that allothers handling it will (or have) becomeevil. Thus, desire is masked in altruism andthe “certain knowledge” that the charac-ter is acting in the best interests of theparty by retaining the idol and attackingany member who subsequently may havehandled it and been subjected to the evilthat he or she alone can withstand.

The second and more insidious danger liesin the slow metamorphosis that the posses-sor of the statue will certainly undergo. Forsix days nothing happens except that acareful examination of the character’slimbs will reveal that he or she has blackand bristly hairs peeping forth, and if theidol is removed from the possessor prior tothe end of the sixth day, this hair growthwill slowly disappear. After the sixth daythrough the 66th day of possession a slowbut inexorable series of changes takeplace: Four vestigal legs gradually emergeand grow into those of a giant spider,while the legs of the victim change tobecome the same as a spider’s; thecharacter’s abdomen swells and rounds;mandibles begin to grow from the victim’smouth, and as the head enlarges, thebuds of new, multi-lensed eyes can beseen. On the 67th day the transformationwill be complete and totally irreversible —the victim will have the mind of a giantspider and nothing will ever bring backthe original form.

Treasure: If the idol can be brought wholefrom the place it will fetch 5,000 sp in alarge city (except in Yezud, where thepriests of Zath most certainly will claim itand/or seek to take it by force), althoughto so dispose of it can have repercussionsfor the campaign world as the worship ofOmm is revived by unwitting victims whoare transformed by the idol’s power. Anymutilation of the idol destroys both itspowers and its evil curse (and its monetaryvalue).

Amidst the jumble of remains of thespiders’ victims can be found (Search DC17) a diamond-studded silver goblet(worth 500 sp), a carved ivory dragonfigurine from Khitai (worth 125 sp), a smallmetal container with a dose of goldenlotus juice, a rotten backpack containing100 sp, a pouch with eight gems of 50 spbase value, and the remains of foodrations long since rotted away.

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6. FARMSTEADThere are 16 of these multiple buildingstrongholds, one for each of Yezud’s majorlandholder clans. Each farmstead consistsof a walled compound with a large house(with around 20 rooms) surrounding astone warehouse (see below), a privategarden, a stable for the pack animals,barracks above to one side of the com-pound, several smaller buildings (3-5 roomseach) and a slaves’ quarters on the other,and a small gate house. A clan device willbe shown above the gate. Landholderclans are nominally allied in pairs to anoble house, thus making a perfectbalance of power, but due to intrigue andfeuding between the yeomen and nobles,there is an uneven balance. Feuding andraids are fairly common.

A villa houses the following creatures: 1-3riding horses, 2-8 pack horses, 19-30 slaves(race determined randomly), 13-18inexperienced Brythunian mercenaries(2nd level soldiers, with spears andpolearms for defense of the 20 feet highcompound wall), 21-40 females, 9-16males, 2-12 children, 2 elite guards, andthe head of the clan, a 10th-level com-moner.

The following treasure will be held in eachvilla, secured in locked iron chests (Hard-ness 5, 15 hp, Break DC 23, Open Lock DC25): 21-40 silver ingots worth 10 sp each,200-800 sp, 100-400 gp, 10-100 gems ofbase 10 sp value, and 2-20 pieces ofjewelry (worth 25 sp each). In addition,each individual in the stronghold will have1-4 sp per level.

Inside each compound is a stone ware-house, about 30 feet by 70 feet, and onlysome 15 feet high. Each warehousecontains lumber, bales of plain cloth, winekegs, leather and leather goods, varioussorts of pottery, parchment, animal-skins,dried fruit, tin ingots, bronze ingots, ironpigs, and boxes of crude weapons such asspears, axes, heavy morningstars, javelins,and daggers. There is also about a dozensets of padded armor, studded leatherarmor, and ring mail jacks. From 3-18bucklers and shields are stored withweapons and armor, and all such materi-als are always kept in a small lockedchamber in the rear of the warehouse.Near the front is a heavy bronze chest,well-locked (Open Lock DC 30), whichholds various vessels and containerscarved from crystal. Each is about a cubicfoot in volume and worth 10 sp. There willbe from 10-60 such items in each chest.


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Part Two: The City of Yezud

There are eight minor noble houses inYezud, each ruled by a lord and alltechnically subservient to the King ofZamora in Shadizar, but due to Yezud’sremote location, most royal edicts areignored or subverted to the interests of thenoble houses. The noble houses have theirpalaces to the north of the city, while theirallied yeomen run the farmsteads to thesouth of the city.

Both the nobles and (especially) thecommon folk worship the spider-god,partly due to tradition, but mostly out offear. A steady stream of sacrifices isbrought to the temple to propitiate thespider-god, which is believed to offerprotection against the natural and un-natural spiders that plague the region.These sacrifices have made the cult verywealthy, and influential far beyond Yezud(for instance, the sorcerer Yara of Arenjunis believed to have been a member of thecult). The cult has a network of spies in thecity and even inside most noble houses inthe valley. Some nobles, such as the lordAstyages, resent the influence of thespider-cult, but hesitate to act openlyagainst it.

8. THE GREAT GATE TO THE CITYAlthough there are a number of smalldoors in the walls of this ancient Zamoriancity, this is the only entry permitted forregular traffic. The gatehouse is a largepile of old black stone, frescoed withscenes of battles and triumph. Two spiked

bronze valves (2 in. thick; Hardness 10; hp60; Break DC 28) stand open at of thepassage. The city walls are 20 feet thick,and those of the gatehouse 10 feetthrough. The construction is 70 feet wideand 40 feet deep and high. The tunnelwhich passes through its center is 20 feetsquare, with slits and murder holes guard-ing its length.

At the entry are four guards and a guardcaptain. At the inner end are another fourguards and another captain. Each set ofguards watches for troublemakers. Anyweapons larger than arming swords arenot allowed into the city, unless thewielder is a noble or a guard or mercenaryin the employ of a noble house. Prohibitedweapons will be confiscated by theguards (assume the guards take 10 ontheir Search checks). Those caught withillegal weapons inside the city are throwninto jail for at least three months.

The gatehouse proper houses an addi-tional twelve guards, and three captainson the left, as well as twelve guards andthree captains on the right side — allarmored and armed as those on gateduty. The overall gate commander (usesenior officer statistics) is an ally of theHouse of Astyages.

9. THE CITY OF YEZUDThis northern Zamorian stronghold iscountless centuries old. It is surrounded bywalls of black stone (Climb DC 25), 30 feethigh and adorned with crenelated battle-

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ments above that. At irregular intervalsaround the perimeter are eleven squaretowers, 40 feet on a side, 45 feet tall, andcrenelated battlements adding over 6feet to the towers’ height. The walls arepatrolled by pairs of city guards (asabove) passing between towers, andeach tower houses ten additional guardson its two upper floors. The second level isa dayroom, and the first is used for theoffices and quarters of the captain who isin overall command of the tower.

Note: The untowered river wall of Yezud(to the north) is the special province ofguards loyal to the temple of the spider-god. This wall is very smooth (Climb DC 25)and 50 feet high. Near the center of thisedifice is a thickened wall section intowhich is built a set of special double gates(2 in. thick; Hardness 10; hp 60; Break DC28) protected from each side by portcul-lises (2 in. thick; Hardness 10; hp 60; Lift DC25; Break DC 28). The place houses 20temple guards, four elite temple guards,two temple acolytes, and one senior priestof Zath. This so-called Noble Gate guardsthe access to the bridge which spans theriver and leads to the high plateau uponwhich the noble families have their es-tates.

The alien and strangely disturbing buildingsof Yezud are crowded together in a welterwhich confuse any not born and bred tothe place. Its crooked, narrow streets andalleys are dimly illuminated by greasytorches. Horrors lurk in the sewers beneath,and the rooftops are home to many sortsof deadly spiders.

The main ways of this ancient and de-praved city are thronged with as unlikely amixture of races as can be imagined. PaleHyperboreans and bearded outcastKezankians rub shoulders with Zamorians.Turanians and Kothians are common, asare Corinthians and Shemites. The crowdspart hurriedly for Yezudian nobles ridingmighty Balkhana warhorses, while mer-chants with pack mules must slowly forcetheir way through traffic. Beggars of allsorts are seen, and Zamorian thieves,pimps, and harlots are as common as theenslaved Brythunian and Nemedianprostitutes displayed before certainestablishments.

Between 8,000 and 9,000 Zamorians live inthe city, and half that number of foreign-ers, servants, and slaves. To this permanentpopulation can be added a thousand orso wandering merchants, mercenaries,and thieves. The spires and towers ofYezud reek of debauchery and deca-dence, and the city’s inhabitants aredegenerate and effete. Those with anypromise and ability are brought out of theplace to serve the yeomen or noblehouses. The rest are left to wallow in

Yezud’s sinkhole of depravity which almostrivals Shadizar. The most popular places inthe city are the gambling dens, bordellos,taverns, drug saloons, and even lesssavory shops along the two main streets.The back streets and alleyways too boastof brothels, lotus dens, bars, and tortureparlors. Unspeakable things transpirewhere jaded merchants and corruptsorcerers seek pleasure, pain, excitement,or arcane knowledge, and sometimesthese seekers find they are victims. Allvisitors are warned that they enter theback streets of the city at their peril.

A patrol of twelve city guards (each with atrained dog) police the main streets of thecity every hour, but they are indifferent tothe fate of any foreigner and seek only toprevent major riots or destruction. Theparty will encounter creatures every tenminutes they roam the streets, and everyhour spent inside any establishment opento public traffic.

The Bridge and Plateau Beyond: Asmentioned previously, the only personspermitted to leave the city by the NobleGate are those on business of the noblefamilies or the cult of the spider-god. Inother words, only those with the properdevices and a good reason (fabricated orreal) are allowed to pass over the bridgeto the area north. The bridge joins theplateau about 30 feet higher than itssouthern end. The road beyond risessteeply to the top of the noble lands.

10.-17. LANDS OF THE NOBLE FAMILIESThe plateau serves as the exclusive pre-serve of the Yezudian nobles. Each of theeight noble houses has its own estate anda palace-fortress complex thereon. Thearea is lightly wooded, with small copsesgrowing along the road and betweenestate boundaries. Nobles often hunt wildboars and other game in the forests here.

Each estate consists of a large (30+ rooms)palace surrounded by outbuildings andconnecting walls to form a large com-pound. Outbuildings include 2-4 smallvillas, barracks, stables, menagerie, andslave quarters.

Each estate will have the following crea-tures and personnel: 7-12 riding horses, 2-5Turanian warhorses, 2-8 guard dogs, 21-50slaves, 30-60 male and female common-ers, 4-16 children, 30-60 guards, 11-20 eliteguards, and the noble head of the family.In addition, there is a 25% chance that thenoble employs 2d4 experiencedBrythunian mercenaries.

All troops have polearms for wall defense.


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Part Three: The Great Fane of Zath

“He had entered the part of the cityreserved for the temples. On all sides ofhim they glittered white in the starlight -snowy marble pillars and golden domesand silver arches, shrines of Zamora’smyriad strange gods. He did not troublehis head about them; he knew thatZamora’s religion, like all things of acivilized, longsettled people, was intricateand complex, and had lost most of thepristine essence in a maze of formulas andrituals. He had squatted for hours in thecourtyards of the philosophers, listening tothe arguments of theologians and teach-ers, and come away in a haze of bewil-derment, sure of only one thing, and that,that they were all touched in the head.” –The Tower of the Elephant

Note: The priests of Zath are able toconverse with, and sometimes control,giant spiders. Spiders attacked but nottotally exterminated will hasten to informtheir masters that there are enemiesapproaching.

18. LESSER TEMPLE OF THE SPIDER-GODThe road northeast from the flying bridgewhich spans the river between Yezud andthe nobles’ plateau leads to a broad andhigh gallery, 100 feet and more wide andover a mile long. Its walls have beencarved by slaves over centuries, so thateverywhere the eye rests a grinningdemon face, feeding spider, gibberingspirits, or scenes of disgusting practices orweb-covered landscapes will sicken theviewer (Will DC 16 to avoid becomingsickened for 10-30 minutes, unless themotives are only briefly glanced at). Skullsand orgy scenes are the typical motifsused to border major reliefs. The sculptur-ing becomes more detailed, more disgust-ing, more horrible as the end of thepassage nears.

The party sees a squat building of yellow-ish rock (60 feet by 100 feet by 30 feet)that completely blocks the passageway.The trail leads directly to the ugly structure,It too is ornately sculpted in demoniacbas-relief, for the building is the LesserTemple of the Spider-God. Its open interioris pillared, and has a large sacrificial altarand two flanking frames which resemble

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spider webs. When a ritual sacrifice ismade at the altar, two victims are alsoplaced into these frames for feeding ofthe temple spiders. These trained spidersare large hunting spiders with strongervenom than normal, and will attack anynon-cultist observed. There are eight ofthese monsters dwelling on the ledgeswhich run around the interior of the place,and they have webs spun about 20 feetabove the floor, so that they can movequickly about the whole interior. Theyhave no treasure.

An obscene tapestry at the rear of thetemple screens a pair of double doorswhich lead to the utilitarian areas of theplace. Here are storerooms, a kitchen,cells for sacrifices (three current victimstherein), and slave barracks where adozen prisoners are kept when notlaboring for the glory of Zath (roll forrandom race determination for all sacri-fices/slaves). There is a suite of six roomswhere the clerics of the temple dwell. Asmall barracks provides for the templeguards.

The staff of the Lesser Temple consists of aHigh Priest named Zuthraxes, two seniorpriests, four elite temple guards, and eighttemple guards. Each wears a goldenspider brooch (worth 25 sp).

Treasure: The treasury of the temple ishidden as follows: A secret trapdoor(Search DC 30) in the floor of the sleepingchamber of Zuthraxes leads down 10 feet.The second rung of the ladder is set tocome loose and precipitate the climber tothe bottom, where a covered pit dropsthe victim another 40 feet onto a bed ofpoisoned spikes (no attack roll necessary[5d6], +10 melee [1d4 spikes for 1d4+4points of damage per hit plus templespider poison]; Reflex save [DC 20] avoids;Search [DC 20]; Disable Device [DC 20]).

In the 20 feet by 10 feet room there is alocked chest (Hardness 5; hp 15; Break DC23; Open Lock DC 30) with 2,780 sp andtwelve pieces of wrought gold jewelry(worth 100 sp each). There is a secret door(Search DC 30) in the pit, however, whichwill open to reveal a small coffer (Hard-ness 5; hp 1; Break DC 17) which contains10 base 50 sp gems and 1,000 sp. A loosestone beneath the coffer (Search DC 20)hides a temple service (chalice, dish, andewer) of gem-studded gold worth 500,1,000, and 1,250 sp respectively.

19. THE GREAT FANE OF THE SPIDER-GODAt the very center of the valley is a moundupon which is built the great temple toZath, the Fane where only cult membersand distinguished visitors are allowed toenter. The edifice is a pagoda-like struc-ture, decorated with many carved spiders

and demon statues. To prevent intrudersclimbing its walls, the stone is coated witha sticky black material which has theproperties of a web produced by agargantuan monstrous spider (EscapeArtist DC 20, Break DC 24, 16 hp per 5-footsection, DR 5). Ten temple spiders arehiding atop the pagoda, attacking anycreatures caught by the sticky stone.

The enclosed map should be used withthe following sub-key for adventures in theFane of the Spider-God.

Level #1:

1) Balistraded steps leading up to the mainstory of the Fane. These stairs are fash-ioned to resemble a spider web. The gatesare of iron (2 in. thick; Hardness 10; hp 60;Break DC 28) and can be barred from theinside (+2 to Break DC).

2) The foyer of the temple is deserted. Theblack stone of the floor is shot with web-like traceries of white, and the marblepillars are veined with black webbing.Normally, some noble comes only this farwhen a special favor is requested, forminor sacrifices are made at 3) and 4).The walls of the place are hung with gauzymaterial, and the overall effect is that ofstanding amidst endless webs.


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3) An altar where offerings of goods areplaced. It is carved with many spidershapes, and two candles burn on eitherend. It bears an octagonal offering-plattermade of beaten gold (1,000 sp value),and the candleholders are of onyx inlaidwith gold (200 sp value each).

4) This altar is similar to 3), but it is for minorblood offerings, so there is a bowl ratherthan a plate.

5) Behind the gauzy web-tapestries in theeast wing of the foyer is the dwelling-roomof eight voluptous temple-virgins, knownas the Brides of the Spider-God. One ofthese girls is Sharanah, a spy in the employof Astyages, a noble of Yezud. There arerunes inlaid in silver in the floor whichpraise the spider-god in the Zamorianlanguage. The girls are naked except forstrands of black pearls, resembling webs,draped over their bodies. The brides of thespider-god use their wiles to delay, seduceand possibly attack intruders.

6) This area looks the same as 5), exceptthe runes are inlaid in mother of pearl.Chained in the southwestern corner is apet of the priests, a particularly massiveman-ape (maximum hit points) capturedin the Kezankian mountains. Its leash is 35feet long. The man-ape obeys the priestsof the temple and will not harm thetemple guards and slaves, but attacksanyone that looks unfamiliar if they cometoo close.

7) This room is a council chamber, with along table in its center. There are severalchairs around the table and severalcomfortable couches along the walls. Thefloor is covered with soft carpeting, andthe walls are hung with gossamer veils.Those who have sacrificed richly to Zathare brought here for rest, refreshment, andclerical advice. The secret door to thewest (Search DC 25) has small spy holeswhich can be opened to permit viewingand listening. The presence of the secretdoor to the north (Search DC 30) is onlyknown to Sharanah. It leads to a smallhidden chamber beneath the stairs.

8) This room is identical to 7) above.

9) Two temple guards are on duty here atall times. The room is sparsely furnishedwith table, a few chairs, and a couch.

10) This room is identical to 9) above.

11) Inner Sanctum: The massive doubledoors to this room (2 in. thick; Hardness 10;hp 60; Break DC 28; Open Lock DC 35) aredecorated with a huge spider design. Thefloor is of traceried black stone here also.At the back of the room is a huge stoneidol in the shape of a spider (see Area 14below). Those making great offerings arepermitted to come to this area escortedby priests. There is a 50% chance that 1-2high priests are here, accompanied by 1-4elite guards and 2-8 acolytes.

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Directly in front of the idol is a metal grillethat covers a 30 feet deep pit that con-nects with the dungeon level below. Thesides of this pit are covered with webs,from which spider swarms may emerge atthe command of the priests. There arecurrently eight spider swarms in the pit.

12) These web-like stairs climb upwards tothe levels above. A temple spider guardsthe steps from a position about half-wayupon them, attacking any creature not

garbed as a temple servant, guard orpriest.

13) Other than for the fact that these stairsdescend to the dungeon beneath theFane, they are the same as 12).

14) Idol of the Spider-God: Two silverbraziers of incense smoke gently on eitherside of a huge idol of polished stone in theshape of a monstrous spider. The eight


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eyes of the idol are fist-sized black opals(worth 5,000 sp each, even more as a set,although finding a buyer can prove to bevery difficult as the eyes are believed tobe cursed). Each eye can be pried loosewith a successful Break check (DC 18).Merely touching the idol is a great sacri-lege in the eyes of the cult, of course.

15) This is a guard post where four templeguards and one elite guard are always onduty. They make periodic (hourly) roundsof the whole level.

16) This post is the same as 15), with roundsbeing made every hour on the half hour.

17) Slave quarters here at the back of theFane are stark, with only the barest ofnecessities for sleeping and sanitation. Thedoor has a small window (which can beclosed) and heavy locks (Open Lock DC25). The rooms contain 11-16 slaves ofvarious races.

18) This slave quarters area is exactly thesame as 17).

Dungeon Level:

1) As the party descends, they will notethat the lower level is illuminated by aweird greenish light coming from wall-settorches. The walls are covered withluminescent frescoes of spiders feedingupon prey and lesser demons draggingsacrifices — horror-stricken humans andlike creatures — to torture and death.These murals are everywhere on thedungeon walls.

2) This area is where only the High Priestand his senior assistants may enter andsacrifice to the living Zath. The floor is awebbing of silver inlaid in black onyx, andthe walls in the area show only likenessesof Zath. There are eight temple spiderscrawling on the walls and ceiling here.

3) Here stands an altar stone of jet (Hard-ness 8; hp 90; Break DC 35), hollowed so asto hold a man-sized form of up to 8 feet inlength. It has inlays in ivory, silver, andprecious stone (20 rubies of 400 sp valueeach) of skeletons and spiders. A creaturelaid into the hollow is instantly enmeshedin webs which spring forth from tiny holeson either side of the hollowed-out portion.

To either side of the altar are small silvercages. Into these are thrust additionalsacrificial victims when an especially greatoffering is made to the spider-god, andZath will paralyze these victims and thentake them to feed upon at her leisure. Inthe right-hand cage there is a maleprisoner placed into captivity yesterdayand paralyzed by the spider-god. He isYalek, a hillman subchief (male KezankianBarbarian 8) captured during a raid on amerchant caravan outside Yezud.

4) The passage here is totally screened offby thick webs cast by Zath. While thesewebs appear to be normal spider strands,they burn at half the normal rate. Theyare, of course, sticky. A tunnel down thecenter permits Zath to come and go asshe wills.

5) The lair of the spider-god of Yezud. Thewalls and ceiling are covered with webs.At irregular intervals along the walls, man-sized cocoons are suspended, containingparalyzed but as yet undevoured victims.

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The floor is strewn with skulls and bones ofboth humans and large animals.

Zath attacks any creature which daresenter its abode. Note that the one-waydoors to the north (too small for Zath) arehidden by webs. In the middle of theroom is a 20 feet wide and 100 feet deeppit, covered with webs, that connectswith the caverns beneath Area 7. If Zath isseverely damaged, the spider-godretreats down into the pit.

6) In this area of 30 feet wide corridorthere are five barred and locked cellsholding eleven slave sacrifices, and onthe west wall are six cubicles whereindwell the guards who watch over theseprisoners, eight ghoulish creatures whosebodies swarm with tiny spiders (see theNew Monsters appendix).

7) Secret door (Search DC 30) sinks toallow passage along a 4 feet wide corri-dor and steps down to a 10 feet widetunnel to Area 20 thereafter, passing aseries of mazelike caverns that teem withthe numerous offspring of Zath.

Level #2:

1)-3) Each of these simple and spartanrooms is a barracks for four temple guards.

4)-7) Each of these rooms quarters onesenior priest. The rooms are richly car-peted, tapestried, and furnished with softcouch, inlaid wood table, padded chairs,etc.

8)-11) These four rooms serve as sleeping-quarters for twelve acolytes, three perroom. The rooms are rather plain andfunctional.

12) This room quarters two elite templeguards who act as guard commanders.The area is richly furnished, and the roomto the west is likewise well appointed, withtwo soft couches covered with silks. Thesmall closet off the sleeping area is anarsenal which contains 30 crossbows, 30cases of bolts, and temple spider venomsufficient for 50 applications.

13) The open areas of the level havenarrow tables and benches along thewalls. At this point there are always twoelite temple guards on alert, as onlyacolytes, priests and commanders of theguard are permitted to go above.

Level #3:

This level is reserved for the senior priests ofthe Fane and their favored acolytes. Allrooms are richly carpeted and hung withtapestries.

1) Quarters for four acolytes. They assist inthe more common rituals but are notpermitted to venture into the lower (dun-geon) level.

2) Chamber of one senior priest.

3) Suite of rooms belonging to one seniorpriest.

4) This area is where the priests dine andgenerally enjoy themselves. There arenumerous couches, small tables, cushions,etc. scattered about. There are eight goldservices (plate, bowl, flagon, utensils), foursets of which are worth 100 sp each, twosets are worth 300 sp each, and two setsare worth 500 sp each. All are set withsmall gems.


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5) These chambers are those of anothersenior priest. Amongst his belongings is agreat ebony table (worth 250 sp) and anecklace of black pearls, like those wornby the brides of the spider-god (worth 100sp).

6) Room of a senior priest exactly con-forming to 2) above.

7) Quarters of four acolytes exactlyconforming to 1) above.

Level #4:

1) This is the administrative and relaxationarea for the high priests of the Fane. Thereare three desks, six chairs, one large andtwo small tables, and four couches in thearea.

2) Dayroom and quarters of high priest Ur-Khaddar. His chamber is hung with twelvecostly (but lewd) tapestries which have anaverage commercial value of 200 speach. He wears a gold spider broochworth 200 sp.

3) Dayroom and quarters of high priestXeridates. His apartment is also veryexpensively and lavishly furnished, andamidst the articles are several lewdstatuettes worth 100-600 sp each (2-5 jadecarvings) and 14 tapestries of an averagevalue of 150 sp each. Like the other highpriests, he wears an emerald signet ringwhich makes him impervious to spidervenom.

Level #5:

This level is the private domain of theGrand High Priest of Zath, Hamadara, amighty and ruthless sorcerer-priest.

1) This is a lounge decorated with innumer-able perverted and lewd paintings,tapestries, statues, etc. Even the softVendhyan carpets are obscene. Atintervals, however, are silver threadedhangings which have a spider embroi-dered upon them, with 100 sp rubies set aseyes (two per tapestry). One hangs at theend of the west passage, two on the northwall, and two on each the east and southwalls, while an eighth depends from thewall beside the door to room 2.

If any creature other than Hamadaratouches them, the embroidered spider

becomes a giant temple spider. The HighPriest can command any to life by anincantation (a standard action).

There are various containers for wine andspirits scattered about, and several sorts ofdrugs (mushroom powder, poppy juice,black lotus dust) are contained in goldand crystal dishes on a bone and silverstand. Debauchery is the keynote of thisplace. A special warning device (a thinrope and tiny bell) connected to the stairsalerts Hamadara of trespassers, and he willobserve them through the slit of the secretdoor of room 2.

2) The bed chamber of the High Priest is aslewdly and evilly decorated as the outerroom. There are no spider tapestries here,merely opulent furnishings, includingvarious jeweled objects of great value (13items with a worth of 100-800 sp each) —including a strange platinum rod set withblack opals (if it is touched, a smokeserpent is summoned and immediatelyattacks).

3) This small room is the abode ofHamadara’s bodyguard, Pejaarik, aHyperborean barbarian of massive size

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and strength, who obeys the priest’s everycommand and is never far from his mas-ter’s side.

The room doubles as a torture chamber;there are several whips and torture instru-ments on one wall, and near them is agag and a masterwork curved dagger.

4) This is the treasury room of the Fane,hidden behind a panel in the wall (SearchDC 25). All four chests in the room arelocked (Open Lock DC 30), have poisonneedle traps in the handles and latches(mechanical; touch trigger; repair reset;lock bypass [Open Lock DC 30]; Atk +17melee [1 plus poison, needle]; poison[temple spider, DC 17 Fortitude save resists(poison only), 1d8 Str/1d8 Str]; Search DC22; Disable Device DC 17), and areconstructed from silver-inlaid iron with leadlinings.

In front of the chests is a small metal idol ofa spider. If this palm-sized sculpture istouched, it sprays grey lotus mist in a 30foot radius (mechanical; touch trigger;repair reset; no attack roll necessary; greylotus blossom [inhaled, DC 22 Fortitudesave resists, 2d6 Wis and madness/1d6Wis]; Search DC 22; Disable Device DC17).

Chest 1 contains 11,230 sp. Chest 2 holds4,389 sp. Chest 3 contains 20 potions(various lotus and alchemical prepara-tions) and eight scrolls dealing with thehistory and religion of Zamora. Chest 4contains 37 pieces of jewelry set with

gems (100-300 sp value each), a sack of1,000 sp, and an ivory box lined with satinwhich holds 13 diamonds (base value 500sp each) and a crystal ball. The diamondsare wrapped in a velvet cloth, and thecrystal ball in a strangely printed silksquare. If the latter is laid atop the former,it will reveal writing in Acheronean runes.This writing tells of a city in the empire ofAcheron where Omm the Unspeakable,an ancient spider-god, was worshipped,and hints at the location of this ruined city.

20. WHARF CAVERNThe Fane maintains a secret base here, forits agents travel the waters of the river (atributary to the Nezvaya River, which inturn eventually empties into the VilayetSea) east towards the Turanian steppesand west towards Brythunia. Moored at astone jetty are two small galleys, about 40feet long, with eight oars per side andblack sails. Two senior priests, four eliteguards and 20 temple guards dwell in thecavern, serving as guards and crew forthe vessels.

A galley can hold 16 rowers, 24 otherpersons, and sufficient food and water forall for about two weeks or so. This leavessufficient room for about 100 cubic feet ofcargo in addition.

THIS ENDS THE JOURNEY INTO THE CITY OFTHE SPIDER-GOD BUT BEGINS MANY NEWAND EXCITING PROSPECTS


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Appendix A: Non-Player Characters

Kozak RaiderMale Hyborian Nomad 2/Thief 1Hit Dice: 2d10+2 plus 1d8+1 (22 hp)Initiative: +8 (+3 Dex, +5 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 17 (+1 base, +3 Dex, +1Dodge, +1 Light-Footed, +1 FavoredTerrain)DV (Parry): 12 (+1 base, +1 Str)DR: 0 (no armor)Base Attack/Grapple: +2/+3Attack: Scimitar +3 melee (1d8+1, 18-20/x2, AP 2) or Hyrkanian bow +5 ranged(1d10+1, 19-20/x2, AP 3, range increment100 ft.)Full Attack: Scimitar +3 melee (1d8+1, 18-20/x2, AP 2) or Hyrkanian bow +5 ranged(1d10+1, 19-20/x2, AP 3, range increment100 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Sneak Attack Style(scimitar), Sneak Attack +2d6/+2d8.Special Qualities: Choose 2 extra classskills, gain +2 competence bonus to extraclass skills, wield Hyrkanian bow as martialweapon instead of exotic weapon, +1racial bonus to Fate Points, Track, Fa-voured Terrain +1 (plains), Born to theSaddle, Trapfinding.Saves: Fort +4, Ref +8, Will +0Abilities: Str 13, Dex 16, Con 12, Int 11, Wis10, Cha 11Skills: Climb +6, Hide +9, Ride +8, Survival+5, Knowledge (local) +4, Tumble +7.Feats: Dodge, Light-Footed, MountedCombat, Ride-By Attack.Languages: Turanian, Zamorian, Shemitish.

Possessions: Clothing, scimitar, Hyrkanianbow, 20 arrows, Turanian warhorse, 15 sp.Description: The Kozakis wear a chaoticmix of clothes, such as brightly coloredsilken shirts, baggy trousers and fur caps.Special Note: These Hyborian Kozaks canuse the Hyrkanian bow (rather than thegreatsword, which is more commonamong the western Hyborians) as amartial weapon instead of an exoticweapon.

Vazek the Swift,Kozak HetmanMale Hyborian Nomad 5/Thief 4Hit Dice: 5d10+5 plus 4d8+4 (59 hp)Initiative: +12 (+4 Dex, +8 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 22 (+4 base, +4 Dex, +1Dodge, +1 Light-Footed, +2 FavoredTerrain)DV (Parry): 18 (+4 base, +4 Str)DR: 0 (no armor)Base Attack/Grapple: +8/+12Attack: Scimitar +13 melee (1d8+4, 18-20/x2, AP 2) or Hyrkanian bow +12 (+8 base,+4 Dex) ranged (1d10+4, 19-20/x2, AP 3,range increment 100 ft.)Full Attack: Scimitar +13/+8 melee (1d8+4,18-20/x2, AP 2) or Hyrkanian bow +12/+7ranged (1d10+4, 19-20/x2, AP 3, rangeincrement 100 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Nomad Charge +1,Sneak Attack Style (scimitar, Hyrkanianbow), Sneak Attack +3d6/+3d8.Special Qualities: Choose 2 extra classskills, gain +2 competence bonus to extraclass skills, wield Hyrkanian bow as martialweapon instead of exotic weapon, +1racial bonus to Fate Points, Track, Fa-voured Terrain +1, Born to the Saddle,Endurance, Favoured Terrain +2, Mobility,Trapfinding, Eyes of the Cat, Trap Sense+1.Saves: Fort +6, Ref +12, Will +3Abilities: Str 18, Dex 19, Con 13, Int 11, Wis13, Cha 12Skills: Bluff +9, Hide +12, Ride +12, Survival+9, Appraise +7, Escape Artist +11, Knowl-edge (local) +7, Sleight of Hand +11,Tumble +11.Feats: Combat Reflexes, Dodge, Leader-ship, Light-Footed (b), Mounted Archery,Mounted Combat, Ride-By Attack,Weapon Focus (scimitar).Languages: Hyrkanian, Brythunian,Zamorian, Shemitish.

Possessions: Clothing, scimitar, Hyrkanianbow, 20 arrows, Turanian warhorse, goldchains (worth 250 sp), 55 sp.Description: Vazek is bald, has a longdrooping moustache, and is adorned withseveral gold chains around his neck.Special Note: Vazek can use theHyrkanian bow (rather than thegreatsword, which is more commonamong the western Hyborians) as amartial weapon instead of an exoticweapon.

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Kezankian HillmanMale Kezankian Barbarian 3Hit Dice: 3d10+9 (30 hp)Initiative: +5 (+2 Dex, +3 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 14 (+2 base, +2 Dex)DV (Parry): 14 (+1 base, +3 Str)DR: 4 (leather jerkin)Base Attack/Grapple: +3/+6Attack: Tulwar +7 melee (2d8+4, 18-20/x2,AP 3) or javelin +5 ranged (1d8+3, 20/x2,AP 1, range increment 30 ft.)Full Attack: Tulwar +7 melee (2d8+4, 18-20/x2, AP 3) or javelin +5 ranged (1d8+3, 20/x2, AP 1, range increment 30 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Versatility (-2 penalty),Bite Sword, Crimson Mist.Special Qualities: +2 circumstance bonusto Hide, Listen, Move Silently, Survival andSpot checks in hills and mountains, +1racial bonus to Hide and Move Silentlychecks, Track, Fearless, Trap Sense +1,Endurance.Saves: Fort +5, Ref +5, Will +1Abilities: Str 16, Dex 14, Con 14, Int 10, Wis11, Cha 9Skills: Climb +9, Hide +8, Move Silently +8,Survival +6.Feats: Exotic Weapon Proficiency (tulwar),Fighting-Madness, Toughness (b), WeaponFocus (tulwar).Languages: Kenzankian, Zamorian,Hyrkanian.

Possessions: Leather jerkin, tulwar, javelin, 5sp.Description: Kezankians wear turbans,leather vests, voluminous trousers andforked beards; they fight with tulwars.

Kezankian SubchiefMale Kezankian Barbarian 6Hit Dice: 6d10+15 (52 hp)Initiative: +7 (+2 Dex, +5 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 17 (+4 base, +2 Dex, +1Dodge)DV (Parry): 16 (+2 base, +4 Str)DR: 5 (leather jerkin, steel cap)Base Attack/Grapple: +6/+10Attack: Tulwar +11 melee (2d8+6, 18-20/x2,AP 3) or javelin +8 ranged (1d8+4, 20/x2,AP 1, range increment 30 ft.)Full Attack: Tulwar +11/+6 melee (2d8+6,18-20/x2, AP 3) or javelin +8/+3 ranged(1d8+4, 20/x2, AP 1, range increment 30ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Versatility (-2 penalty),Bite Sword, Crimson Mist.Special Qualities: +2 circumstance bonusto Hide, Listen, Move Silently, Survival andSpot checks in hills and mountains, +1racial bonus to Hide and Move Silentlychecks, Track, Fearless, Endurance,Uncanny Dodge, Mobility, Trap Sense +2.Saves: Fort +7, Ref +7, Will +3

Abilities: Str 18, Dex 14, Con 14, Int 10, Wis12, Cha 10Skills: Climb +13, Hide +11, Move Silently+11, Survival +10.Feats: Diehard (b), Dodge, Exotic WeaponProficiency (tulwar), Fighting-Madness,Power Attack, Toughness (b), WeaponFocus (tulwar).Languages: Kenzankian, Zamorian,Hyrkanian.

Possessions: Leather jerkin, steel cap,tulwar, javelin, 30 sp.Description: Kezankian subchiefs have fullbeards and wear steel caps under theirturbans.

Kariman,Kezankian ChieftainMale Kezankian Barbarian 11Hit Dice: 10d10+36 (95 hp)Initiative: +9 (+2 Dex, +7 Ref)Speed: 25 ft. (5 squares)DV (Dodge): 21 (+8 base, +2 Dex, +1Dodge)DV (Parry): 20 (+4 base, +6 Str)DR: 9 (mail shirt and breastplate, class)Base Attack/Grapple: +11/+17Attack: Tulwar +18 melee (2d8+9, 15-20/x2,AP 3) or javelin +13 ranged (1d8+6, 20/x2,AP 1, range increment 30 ft.)Full Attack: Tulwar +18/+13/+8 melee(2d8+9, 15-20/x2, AP 3) or javelin +13/+8/+3 ranged (1d8+6, 20/x2, AP 1, rangeincrement 30 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Bite Sword, Crimson Mist,Versatility (no penalty), Greater CrimsonMist.Special Qualities: +2 circumstance bonusto Hide, Listen, Move Silently, Survival andSpot checks in hills and mountains, +1racial bonus to Hide and Move Silentlychecks, Track, Fearless, Trap Sense +1,Diehard, Improved Uncanny Dodge, TrapSense +3, Improved Mobility, DamageReduction 1/-.Saves: Fort +10, Ref +9, Will +4Abilities: Str 22, Dex 14, Con 16, Int 11, Wis13, Cha 14Skills: Bluff +16, Climb +20, Intimidate +16 ,Jump +20.Feats: Diehard (b), Dodge, Endurance (b),Fighting-Madness, Improved Critical,Improved Sunder, Leadership, PowerAttack, Toughness (b), Weapon Focus(tulwar).Languages: Kenzankian, Zamorian,Hyrkanian.

Possessions: Mail shirt and breastplate,tulwar, javelin.Description: Kariman is a bull of a man,garbed in heavy armor stolen from thecorpse of a Turanian general who led apunitive expedition into the mountains.


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Zamorian Peasant or SlaveMale/Female Zamorian Commoner 1Hit Dice: 1d4 (2 hp)Initiative: +1 (+1 Dex, +0 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 11 (+0 base, +1 Dex)DV (Parry): 10 (+0 base, +0 Str)DR: 0 (no armor)Base Attack/Grapple: +0/+0Attack: Unarmed strike +1 melee (1d4, 20/x2, AP 0, finesse)Full Attack: Unarmed strike +1 melee (1d4,20/x2, AP 0, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: None.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Illiteracy.Saves: Fort +0, Ref +1, Will +0Abilities: Str 10, Dex 12, Con 10, Int 10, Wis10, Cha 12Skills: Craft (any mundane) +4, HandleAnimal +5, Profession (any appropriate)+7.Feats: Skill Focus (profession).Languages: Zamorian.

Possessions: Clothing.Description: Slaves are usually more well-dressed and healthier than peasants,since it is in the slave owner’s interest tokeep them clean and well-fed. Zamorianpeasants, on the other hand, are in realityowned by their feudal lords, who care littleabout the wellbeing of their downtroddensubjects.

Zamorian MerchantMale Zamorian Commoner 5Hit Dice: 5d4 (15 hp)Initiative: +1 (+0 Dex, +1 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 12 (+2 base, +0 Dex)DV (Parry): 12 (+2 base, +0 Str)DR: 0 (no armor)Base Attack/Grapple: +2/+2Attack: Short sword +2 melee (1d8, 19-20/x2, AP 1, finesse)Full Attack: Short sword +2 melee (1d8, 19-20/x2, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: None.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,

+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Illiteracy.Saves: Fort +1, Ref +1, Will +2Abilities: Str 11, Dex 10, Con 10, Int 14, Wis12, Cha 12Skills: Handle Animal +9, Listen +9, Profes-sion (merchant) +9, Ride +8, Spot +9.Feats: Alertness, Martial Weapon Profi-ciency, Skill Focus (profession) (b).Languages: Zamorian, Shemite, Kothic,Brythunian.

Possessions: Clothing, short sword, 135 sp.Description: Merchants are caravan-masters, traders and moneylenders. Theyare usually protected by mercenaries andserved by slaves.

Riffraff or Guttersnipe ofYezudMale/Female Zamorian Thief 2Hit Dice: 2d8 (12 hp)Initiative: +10 (+3 Dex, +3 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 15 (+1 base, +3 Dex, +1 Light-Footed)DV (Parry): 11 (+1 base, +0 Str)DR: 0 (no armor)Base Attack/Grapple: +1/+1Attack: Dagger +4 melee (1d4, 19-20/x2,AP 1, finesse)Full Attack: Dagger +4 melee (1d4, 19-20/x2, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Sneak Attack Style(dagger), Sneak Attack +2d6/+2d8.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Trapfinding, Eyes of the Cat.Saves: Fort +0, Ref +6, Will +1Abilities: Str 10, Dex 16, Con 11, Int 10, Wis12, Cha 12Skills: Appraise +5, Bluff +6, Disguise +6,Hide +8, Knowledge (local) +5, MoveSilently +8, Search +5, Sleight of Hand +8.Feats: Improved Initiative, Light-Footed.Languages: Zamorian, Corinthian.

Possessions: Filthy clothing, dagger, 3 sp.Description: These dregs of society inhabitthe back alleys of Yezud, where they preyupon the unwary, weak or drunk. Theyavoid anyone who looks as if they couldput up a fight.

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Thief or Burglar of YezudMale/Female Zamorian Thief 4Hit Dice: 4d8 (21 hp)Initiative: +12 (+4 Dex, +4 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 18 (+2 base, +4 Dex, +1 Light-Footed, +1 Dodge)DV (Parry): 14 (+2 base, +2 Str)DR: 0 (no armor)Base Attack/Grapple: +3/+5Attack: Arming sword +7 melee (1d10+2,19-20/x2, AP 2, finesse) or dagger +7ranged (1d4+2, 19-20/x2, AP 1, rangeincrement 10 ft.)Full Attack: Arming sword +7 melee(1d10+2, 19-20/x2, AP 2, finesse) or dagger+7 ranged (1d4+2, 19-20/x2, AP 1, rangeincrement 10 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Sneak Attack Style(arming sword, dagger), Sneak Attack+3d6/+3d8.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Trapfinding, Eyes of the Cat, Trap Sense +1.Saves: Fort +1, Ref +8, Will +2Abilities: Str 14, Dex 18, Con 11, Int 10, Wis12, Cha 12Skills: Appraise +7, Climb +9, DisableDevice +7, Hide +11, Move Silently +11,Open Lock +11, Search +7, Tumble +11.Feats: Combat Reflexes, Dodge, ImprovedInitiative, Light-Footed (b).Languages: Zamorian, Brythunian,Corinthian.

Possessions: Clothing, arming sword,dagger, thieves’ tools, 15 sp.Description: These criminals are special-ized in the art of breaking and entering,

stealing from merchant villas, inns, andminor noble strongholds.

Zamorian Thug, Slaver orKidnapperMale Zamorian Thief 2/Soldier 2Hit Dice: 2d8+4 plus 2d10+4 (31 hp)Initiative: +8 (+1 Dex, +3 Ref, +4 ImprovedInitiative)Speed: 40 ft. (8 squares)DV (Dodge): 13 (+2 base, +1 Dex)DV (Parry): 16 (+2 base, +3 Str, +1 Parry)DR: 4 (leather jerkin)Base Attack/Grapple: +3/+6Attack: Club +7 melee (1d8+3, 20/x2, AP 1)Full Attack: Club +7 melee (1d8+3, 20/x2,AP 1)Space/Reach: 5 ft./5 ft.Special Attacks: Sneak Attack Style (club),Sneak Attack +1d6/+1d8.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Trapfinding, Eyes of the Cat.Saves: Fort +5, Ref +4, Will +0Abilities: Str 16, Dex 12, Con 14, Int 10, Wis10, Cha 9Skills: Bluff +4, Climb +8, Disguise +4,Forgery +5, Hide +6, Intimidate +4, Listen+5, Move Silently +6, Ride +6.Feats: Fleet-Footed, Improved Initiative,Parry, Sneak Subdual, Weapon Focus(club).Languages: Zamorian, Shemite, Kothic,Brythunian.

Possessions: Leather jerkin, club, net, 35 sp.Description: Often found near the roadsand crossroads of Zamora, gangs ofslavers prey upon travellers and those whocamp for the night.


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Iktar-Mekri,Merchant of ZamboulaMale Stygian Thief 10Hit Dice: 10d8+10 (58 hp)Initiative: +15 (+4 Dex, +7 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 21 (+5 base, +4 Dex, +1 Light-Footed, +1 Dodge)DV (Parry): 18 (+5 base, +3 Str)DR: 0 (no armor)Base Attack/Grapple: +7/+10Attack: Short sword +12 melee (1d8+3, 19-20/x2, AP 1, finesse)Full Attack: Short sword +12/+7 melee(1d8+3, 19-20/x2, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: +1 racial bonus to attackrolls with Stygian bows, Sneak Attack Style(short sword, dagger), Sneak Attack +6d6/+6d8.Special Qualities: +2 racial bonus to allKnowledge (arcana), Perform (ritual) andCraft (alchemy) checks, -2 racial penaltyto saves against Corruption, proficient withStygian bow, Trapfinding, Eyes of the Cat,Special Ability (crippling strike, sorcerousprotection), Poison Use, Trap Sense +3.Saves: Fort +4, Ref +11, Will +4Abilities: Str 16, Dex 18, Con 12, Int 12, Wis12, Cha 16Skills: Appraise +14, Bluff +16, Diplomacy+16, Forgery +14, Hide +17, Knowledge(local) +14, Knowledge (nobility) +14,Move Silently +17, Sense Motive +14.Feats: Dodge, Improved Initiative, Light-Footed (b), Striking Cobra, Weapon Focus(shortsword).Languages: Stygian, Shemitish, Darfari,Hyrkanian, Zamorian.

Possessions: Loose silken robe, short sword,one dose of grey lotus blossom, turban setwith gems (worth 250 sp), purse with 500sp.Description: A corpulent slave-merchantoriginally from Zamboula, now relocatedto Zamora, Iktar-Mekri dresses in flappingrobes of yellow and red silk, and a turbanset with gems. His official allegiance is tothe noble house of Astyages, but he iswell-connected with the criminalunderworlds of Yezud and Shadizar, and issecretly in league with the cult of Zath.

Bodyguard of Iktar-MekriMale Darfari Barbarian 8Hit Dice: 8d10+16 (55 hp)Initiative: +7 (+1 Dex, +6 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 18 (+6 base, +1 Dex, +1racial)DV (Parry): 18 (+3 base, +5 Str)DR: 0 (no armor)Base Attack/Grapple: +8/+13Attack: War club +15 melee (2d6+7, 20/x2,AP 4)

Full Attack: War club +15/+10 melee(2d6+7, 20/x2, AP 4)Space/Reach: 5 ft./5 ft.Special Attacks: +1 racial bonus to attackrolls with any bludgeoning melee weapon,bite attack (+1 damage and deals lethalpiercing damage when grappling), +1dodge bonus to DV when unarmored, BiteSword, Crimson Mist, Versatility (no pen-alty).Special Qualities: Proficient with huntingspear and club, -2 racial penalty on all Willsaves against Terror, illiterate, +1 racialbonus to all Perform (drums) checks, Track,Fearless, Uncanny Dodge, Mobility, TrapSense +2, Improved Uncanny Dodge.Saves: Fort +8, Ref +7, Will +2Abilities: Str 20, Dex 12, Con 14, Int 10, Wis10, Cha 8Skills: Hide +12, Intimidate +10, MoveSilently +12, Spot +11.Feats: Combat Reflexes, Diehard (b),Endurance (b), Fighting-Madness, Im-proved Sunder, Power Attack, WeaponFocus (war club).Languages: Darfari, Stygian, Shemitish.

Possessions: Loincloth, war club.Description: Iktar-Mekri has two of theseblack giants as his personal bodyguards.They are dressed in purple silken loincloths.

Brythunian VeteranMercenaryMale Hyborian Soldier 6Hit Dice: 6d10+24 (61 hp)Initiative: +3 (+1 Dex, +2 Ref)Speed: 35 ft. (7 squares)DV (Dodge): 14 (+3 base, +1 Dex)DV (Parry): 22 (+4 base, +3 Str, +1 Parry, +4large shield)DR: 6 (brigandine coat)Base Attack/Grapple: +6/+9Attack: Broadsword +10 melee (1d10+3,19-20/x2, AP 3) or crossbow +7 ranged(2d6, 20/x2, AP 4, range increment 60 ft.)Full Attack: Broadsword +10/+5 melee(1d10+3, 19-20/x2, AP 3) or crossbow +7/+2ranged (2d6, 20/x2, AP 4, range increment60 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat(heavy infantry).Special Qualities: Choose 2 extra classskills, gain +2 competence bonus to extraclass skills, wield greatsword as martialweapon instead of exotic weapon, +1racial bonus to Fate Points.Saves: Fort +8, Ref +3, Will +4Abilities: Str 16, Dex 12, Con 16, Int 10, Wis10, Cha 10Skills: Intimidate +9, Knowledge (geogra-phy) +9.Feats: Combat Reflexes, Fleet-Footed, IronWill, Parry, Point Blank Shot, Power Attack,Toughness, Weapon Focus (broadsword),Weapon Specialization (broadsword).

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Languages: Brythunian, Kothic, Zamorian.

Possessions: Brigandine coat, large shield,broadsword, crossbow, 20 bolts, 30 sp.Description: These are battle-hardenedmembers of a Brythunian Free Companyof mercenaries.

Zamorian City Watch orInfantryMale Zamorian Soldier 2Hit Dice: 2d10+2 (17 hp)Initiative: +2 (+2 Dex, +0 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 13 (+1 base, +2 Dex)DV (Parry): 15 (+1 base, +1 Str, +1 Parry, +2buckler)DR: 5 (leather jerkin, steel cap)Base Attack/Grapple: +2/+3Attack: Short sword +5 melee (1d8+1, 19-20/x2, AP 1, finesse) or bill +4 melee(2d8+1, 20/x3, AP 6) or crossbow +4ranged (2d6, 20/x2, AP 4, range increment60 ft.)Full Attack: Short sword +5 melee (1d8+1,19-20/x2, AP 1, finesse) or bill +4 melee(2d8+1, 20/x3, AP 6) or crossbow +4ranged (2d6, 20/x2, AP 4, range increment60 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: None.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions.Saves: Fort +4, Ref +2, Will +1Abilities: Str 12, Dex 14, Con 12, Int 10, Wis12, Cha 11Skills: Knowledge (local) +5, Search +5.Feats: Parry, Point Blank Shot, WeaponFocus (bill or short sword).Languages: Zamorian, Brythunian.

Possessions: Leather jerkin, steel cap,buckler, short sword, pike, crossbow, 20bolts, 20 sp.Description: The city watch is armed withbills and crossbows; infantry soldiers haveshort swords, bucklers and crossbows. Bothhave plain steel caps, bronze greaves,and leather jerkins studded with bronzebuttons. City watchmen are accompa-nied by trained dogs (with statistics similarto wolves).

Zamorian Light CavalryMale Zamorian Soldier 4Hit Dice: 4d10+4 (30 hp)Initiative: +3 (+2 Dex, +1 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 14 (+2 base, +2 Dex)

DV (Parry): 18 (+3 base, +3 Str, +2 buckler)DR: 6 (mail shirt, steel cap)Base Attack/Grapple: +4/+7Attack: Heavy lance +8 melee (1d10+5,20/x3, AP 3) or arming sword +7 melee(1d10+3, 19-20/x2, AP 2, finesse)Full Attack: Heavy lance +8 melee(1d10+5, 20/x3, AP 3) or arming sword +7melee (1d10+3, 19-20/x2, AP 2, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat (lightcavalry).Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions.Saves: Fort +5, Ref +3, Will +2Abilities: Str 16, Dex 14, Con 12, Int 12, Wis12, Cha 12Skills: Intimidate +8, Ride +9, Search +8.Feats: Mounted Combat, Parry, Ride-ByAttack, Weapon Focus (heavy lance),Weapon Specialization (heavy lance).Languages: Zamorian, Kothic, Brythunian.

Possessions: Mail shirt, steel cap, heavylance, arming sword, Turanian war horse,35 sp.Description: The light cavalry of Zamorarides warhorses descended from Turanianstock. They wear plain steel caps andcarry heavy lances, often hung withcrimson and white bannerets.

Zamorian Guard Captain orNoble BodyguardMale Zamorian Soldier 7Hit Dice: 7d10+14 (57 hp)Initiative: +4 (+2 Dex, +2 Ref)Speed: 25 ft. (5 squares)DV (Dodge): 15 (+3 base, +2 Dex)DV (Parry): 24 (+5 base, +4 Str, +1 Parry, +4large shield)DR: 6 (scale corselet, steel cap)Base Attack/Grapple: +7/+11Attack: Broadsword +13 melee (1d10+6,19-20/x2, AP 3) or javelin +9 ranged(1d8+4, 20/x2, AP 1, range increment 30ft.)Full Attack: Broadsword +12/+7 melee(1d10+6, 19-20/x2, AP 3) or javelin +9/+4ranged (1d8+4, 20/x2, AP 1, range incre-ment 30 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat(heavy infantry, heavy cavalry).Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations or


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powers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions.Saves: Fort +7, Ref +4, Will +5Abilities: Str 18, Dex 14, Con 14, Int 14, Wis12, Cha 13Skills: Climb +14, Intimidate +11, Knowl-edge (local) +12, Search +12.Feats: Combat Reflexes, Iron Will, Parry,Power Attack, Steely Gaze, Weapon Focus(broadsword), Weapon Specialization(broadsword).Languages: Zamorian, Hyrkanian, Kothic,Brythunian.

Possessions: Scale corselet, masterworkbroadsword, large shield, 2 javelins, 125 sp.Description: Officers wear scale corselets,crested silver helmets with dusky plumes,and carry javelins and swords with jew-elled hilts.

Zamorian Guard Com-mander or Army GeneralMale Zamorian Soldier 8/Noble 2Hit Dice: 8d10+16 plus 2d8+4 (77 hp)Initiative: +4 (+2 Dex, +2 Ref)Speed: 25 ft. (5 squares)DV (Dodge): 16 (+4 base, +2 Dex)DV (Parry): 24 (+7 base, +3 Str, +1 Parry, +4large shield)DR: 8 (breastplate, great helm)Base Attack/Grapple: +9/+12Attack: War sword +14 melee (1d12+5, 17-20/x2, AP 3)Full Attack: War sword +14/+9 melee(1d12+5, 17-20/x2, AP 3)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat(heavy infantry, heavy cavalry).Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions, Title,Rank Hath Its Privileges, Wealth, SpecialRegional Feature +1.Saves: Fort +8, Ref +5, Will +8Abilities: Str 17, Dex 14, Con 14, Int 13, Wis12, Cha 14Skills: Intimidate +13, Ride +13, Search +12,Diplomacy +7, Knowledge (nobility) +6.Feats: Cleave, Combat Reflexes, Im-proved Critical (war sword), Iron Will,Leadership, Parry, Power Attack, WeaponFocus (war sword), Weapon Specialization(war sword).Languages: Zamorian, Shemite, Hyrkanian,Kothic, Brythunian.

Possessions: Breastplate, great helm,

masterwork war sword, 200 sp.Description: Commanders have helmetswith towering horse-hair crests, breast-plates slung with wolfskin cloaks, bronzegreaves, and masterwork war swords.

Zamorian NobleMale/Female Zamorian Noble 10Hit Dice: 10d8+30 (80 hp)Initiative: +9 (+2 Dex, +3 Ref)Speed: 40 ft. (8 squares)DV (Dodge): 15 (+3 base, +2 Dex)DV (Parry): 23 (+5 base, +3 Str, +1 Parry, +4large shield)DR: 0 (no armor)Base Attack/Grapple: +7/+10Attack: Arming sword +14 melee (1d10+3,19-20/x2, AP 2, finesse) or dagger +9ranged (1d4+3, 19-20/x2, AP 1, rangeincrement 10 ft.)Full Attack: Arming sword +14/+9 melee(1d10+3, 19-20/x2, AP 2, finesse) or dagger+9/+4 ranged (1d4+3, 19-20/x2, AP 1,range increment 10 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Lead by Example +4.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions, Title,Rank Hath Its Privileges, Wealth, SocialAbility (family ties, smear others), En-hanced Leadership, Special RegionalFeature +2.Saves: Fort +6, Ref +7, Will +10Abilities: Str 16, Dex 14, Con 16, Int 13, Wis16, Cha 18Skills: Bluff +17, Diplomacy +17, Knowl-edge (nobility) +14, Ride +15, SenseMotive +16.Feats: Fleet-Footed, Parry, Power Attack,Weapon Focus (arming sword).Languages: Zamorian, Shemite, Hyrkanian,Kothic, Brythunian.

Possessions: Noble’s clothing, large shield,masterwork arming sword, dagger,Balkhana warhorse, four gold rings (worth150 sp each), purse with 700 sp.Description: Nobles wear gold-trimmedblue and scarlet cloaks, and golden ringson their fingers. They are armed with smalljewel-hilted swords, and ride mightyBalkhana warhorses, always surroundedby a retinue of bodyguards, advisors andservants. Astyages is a noble of Yezud.

Temple SlaveMale/Female Zamorian Commoner 3Hit Dice: 3d4 (8 hp)Initiative: +3 (+2 Dex, +1 Ref)Speed: 40 ft. (8 squares)

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DV (Dodge): 13 (+1 base, +2 Dex)DV (Parry): 12 (+1 base, +1 Str)DR: 0 (no armor)Base Attack/Grapple: +1/+2Attack: Unarmed strike +3 melee (1d4+1,20/x2, AP 0, finesse)Full Attack: Unarmed strike +3 melee(1d4+1, 20/x2, AP 0, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: None.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Illiteracy.Saves: Fort +1, Ref +3, Will +2Abilities: Str 13, Dex 14, Con 11, Int 10, Wis12, Cha 12Skills: Handle Animal +7, Listen +7, Profes-sion (any) +10.Feats: Fleet-Footed, Skill Focus (Profession).Languages: Zamorian, Brythunian.

Possessions: Loincloth, 1 sp.Description: The temple slaves wear greensilken loincloths and sandals. Their headsare shaved (both male and female slaves,although the females often wear wigswhen serving their masters in private) andthey are branded with a black spidersymbol over the right ear. They can beseen on errands in the city.

Bride of Zath(Temple Virgin)Female Zamorian Temptress 8Hit Dice: 8d6+8 (38 hp)Initiative: +14 (+4 Dex, +6 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 19 (+4 base, +4 Dex, +1 Light-Footed)DV (Parry): 13 (+3 base, +0 Str)DR: 0 (no armor)Base Attack/Grapple: +6/+6Attack: Stiletto +10 melee (1d4 plus poison,20/x4, AP 1, finesse)Full Attack: Stiletto +10/+5 melee (1d4 pluspoison, 20/x4, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Improved Secret Art(sneak attack +3d6).Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,

Comeliness, Savoir-Faire, SeductiveSavant, Binding Contract, Seductive Art+2, Compelling Performance 2/day,Admirers, Inspire.Saves: Fort +3, Ref +10, Will +8Abilities: Str 10, Dex 18, Con 12, Int 13, Wis14, Cha 19Skills: Bluff +15, Diplomacy +15, GatherInformation +15, Heal +13, Hide +16, MoveSilently +16, Perform (dance) +15, Sleightof Hand +15, Tumble +15.Feats: Combat Expertise, Improved Feint,Improved Initiative, Light-Footed, TeamFlanking.Languages: Zamorian, Brythunian,Corinthian.

Possessions: Black pearl “clothing”, stiletto,two doses of temple spider venom (Injury,Fort DC 17, initial damage 1d8 Str, second-ary damage 1d8 Str), one dose of weakred lotus blossom perfume (Will DC 18). Inaddition, Sharanah has one dose ofgolden wine of Xuthal.Description: These supposedly virginaltemple dancers, recruited or kidnappedinto the cult based on their seductivebeauty, are called the “brides” of Zath,but this is something of a misnomer, sinceZath itself is actually a female (althoughthis is a secret not generally known outsidethe cult). The temple dancers are nakedbut adorned with long strings of blackpearls that form web-like garments.

Temple Guard of ZathMale Zamorian Soldier 3Hit Dice: 3d10 (21 hp)Initiative: +4 (+3 Dex, +1 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 15 (+1 base, +3 Dex, +1Dodge)DV (Parry): 14 (+2 base, +2 Str)DR: 4 (leather jerkin)Base Attack/Grapple: +3/+5Attack: Bill +6 melee (2d8+3, 20/x3, AP 6)or crossbow +6 ranged (2d6 plus poison,20/x2, AP 4, range increment 60 ft.)Full Attack: Bill +6 melee (2d8+3, 20/x3, AP6) or crossbow +6 (+3 base, +3 Dex)ranged (2d6 plus poison, 20/x2, AP 4,range increment 60 ft.)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat (lightinfantry).Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions.Saves: Fort +3, Ref +4, Will +1Abilities: Str 14, Dex 16, Con 10, Int 10, Wis11, Cha 10


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Skills: Climb +8, Search +6.Feats: Dodge, Point Blank Shot, Poison Use,Weapon Focus (bill).Languages: Zamorian, Hyrkanian,Corinthian.

Possessions: Leather jerkin, bill, crossbow,20 bolts, two doses of temple spidervenom (Injury, Fort DC 17, initial damage1d8 Str, secondary damage 1d8 Str), 30 sp.Description: The temple guards haveclean-shaven heads and are dressed inleather armor embossed with a blackspider motif.Special Note: Due to their affiliation withand training within the temple of Zath, theusual prerequisites for the Poison Use featare ignored.

Elite Temple Guard of ZathMale Zamorian Soldier 5/Thief 3Hit Dice: 5d10+5 plus 3d8+3 (53 hp)Initiative: +12 (+4 Dex, +4 Ref, +4 ImprovedInitiative)Speed: 40 ft. (8 squares)DV (Dodge): 17 (+3 base, +4 Dex)DV (Parry): 17 (+4 base, +3 Str)DR: 6 (mail shirt, steel cap)Base Attack/Grapple: +7/+10Attack: Arming sword +13 melee (1d10+3,19-20/x2, AP 2, finesse)Full Attack: Arming sword +13/+8 melee(1d10+3, 19-20/x2, AP 2, finesse) and shortsword +11/+6 melee (1d8+3, 19-20/x2, AP1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Formation Combat (lightinfantry), Sneak Attack Style (armingsword), Sneak Attack +2d6/+2d8.Special Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Trapfinding, Eyes of the Cat, Trap Sense +1.Saves: Fort +6, Ref +8, Will +2Abilities: Str 16, Dex 18, Con 12, Int 10, Wis11, Cha 10Skills: Climb +11, Search +8, Hide +10,Listen +6, Spot +6, Tumble +10.Feats: Combat Reflexes, Fleet-Footed,Improved Initiative, Improved Two-Weapon Combat, Iron Will, Weapon Focus(arming sword), Web of Death.Languages: Zamorian, Shemitish,Hyrkanian, Corinthian.

Possessions: Mail shirt, steel cap,masterwork arming sword, short sword, 75sp.Description: The elite guards of the templewear a special red tunic embroideredwith a silver spider motif over their armor to

denote their status. The hilts of their bladesare shaped like spiders and inset withblack pearls.

Pejaarik,Bodyguard of HamadaraMale Hyperborean Barbarian 13Hit Dice: 10d10+39 (98 hp)Initiative: +9 (+1 Dex, +8 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 20 (+9 base, +1 Dex)DV (Parry): 20 (+4 base, +6 Str)DR: 2 (class)Base Attack/Grapple: +13/+19Attack: Greatsword +21 melee (2d10+9,19-20/x2, AP 6)Full Attack: Greatsword +21/+16/+11melee (2d10+9, 19-20/x2, AP 6)Space/Reach: 5 ft./5 ft.Special Attacks: Bite Sword, Crimson Mist,Versatility (no penalty), Greater CrimsonMist.Special Qualities: Choose 2 extra classskills, gain +2 competence bonus to extraclass skills, wield greatsword as martialweapon instead of exotic weapon, -1racial penalty to all Diplomacy, GatherInformation and verbal-oriented Performor Bluff checks, +2 racial bonus to Intimi-date checks, Fearless, Trap Sense +1,Improved Uncanny Dodge, ImprovedMobility, Trap Sense +4, Damage Reduc-tion 2/-.Saves: Fort +11, Ref +9, Will +4Abilities: Str 23, Dex 12, Con 17, Int 8, Wis10, Cha 8Skills: Climb +22, Intimidate +15, Tumble+17.Feats: Cleave, Diehard (b), Endurance (b),Drive Your Enemy Before You, GreatCleave, Improved Bull Rush, Power Attack(b), Weapon Focus (greatsword).Languages: Hyperborean, Brythunian,Zamorian.

Possessions: Loincloth, Akbitaniangreatsword, bone necklace (worth 175sp).Description: This freakishly hugeHyperborean hillman wears a loincloth ofman-ape fur and a necklace of mam-moth ivory and human rib bones. He isslow of speech, and very violent, butfaithfully obeys his master like a dog. Hespent his youth as a slave, fighting in a pitin Haloga, but escaped during a slaveuprising and fled south into Zamora wherehe was welcomed into the cult of Zath.Pejaarik’s great blade, which is black anddecorated with a green spider symbol,was a gift from the high priest, especiallycommissioned from the weaponsmiths ofShem.Special Note: Pejaarik uses the barbarianpit-fighter variant rule from Hyboria’sFiercest. Due to his indoctrination andfanatical loyalty to Hamadara, he gets a+6 circumstance bonus to Will saves.

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Acolyte of ZathMale Zamorian Scholar 4Hit Dice: 4d6+4 (20 hp)Initiative: +2 (+1 Dex, +1 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 14 (+1 base, +2 Dex, +1Dodge)DV (Parry): 11 (+1 base, +0 Str)DR: 0 (no armor)Base Attack/Grapple: +3/+3Attack: Short sword +5 melee (1d8, 19-20/x2, AP 1, finesse)Full Attack: Short sword +5 melee (1d8, 19-20/x2, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: SorcerySpecial Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Scholar, Background (lay priest), BasePower Points, Knowledge Is Power, +1Power Point.Saves: Fort +1, Ref +3, Will +6Abilities: Str 10, Dex 14, Con 11, Int 12, Wis14, Cha 14Skills: Concentration +7, Craft (alchemy)+8, Craft (herbalism) +8, Gather Informa-tion +9, Heal +9, Knowledge (nature) +8,Knowledge (arcana) +8, Move Silently +9,Perform (ritual) +9.Feats: Dodge, Toughness.Magical Attack Bonus: +4Base/Max Power Points: 7/14Sorcery Styles and Spells: Curses (WeaponCurse, Lesser Ill-Fortune), Nature Magic(Summon Beast, Speak with Spiders, SpiderClimb), Oriental Magic (Calm of theAdept, Darting Serpent)Corruption: 0Languages: Zamorian, Kothic, Corinthian.

Possessions: White robes of Yezud, shortsword, two green globes of Yezud, 50 sp.Description: Acolytes of Zath have shavenheads and wear simple white robes withgreen web designs. They carry longceremonial daggers (statistics as shortswords) and small glass globes filled withtiny spiders which they hurl at enemies.To be initiated into the cult of Zath, acandidate must survive the lethal bite of avenomous spider (Fort DC 12; initial andsecondary damage 2d6 Con) during aspecial ceremony.As the acolyte progresses through theranks of the cult, other trials must befaced, such as being thrown into a pitfilled with spider swarms, and being sealedinside a webbed cocoon for days withoutfood and drink. Those who fail these ritualsmay become ghouls of Yezud (see theNew Monsters appendix).

Priest of ZathMale Zamorian Scholar 8Hit Dice: 8d6+8 (31 hp)Initiative: +4 (+2 Dex, +2 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 15 (+3 base, +2 Dex)DV (Parry): 14 (+3 base, +1 Str)DR: 4 (black robe of Yezud)Base Attack/Grapple: +6/+7Attack: Staff +8 melee (2d4+1, 20/x2, AP 1,finesse, reach 10 ft.) or stiletto +8 melee(1d4+1 plus poison, 20/x4, AP 1, finesse)Full Attack: Staff +8/+3 melee (2d4+1, 20/x2, AP 1, finesse, reach 10 ft.) or stiletto +8/+3 melee (1d4+1 plus poison, 20/x4, AP 1,finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Sorcery, poisonSpecial Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Scholar, Background (lay priest), BasePower Points, Knowledge Is Power, +2Power Points, Increased Maximum PowerPoints (triple).Saves: Fort +3, Ref +4, Will +10Abilities: Str 12, Dex 14, Con 12, Int 13, Wis15, Cha 16Skills: Concentration +12, Craft (alchemy)+12, Craft (herbalism) +12, Decipher Script+12, Heal +13, Knowledge (nature) +12,Knowledge (arcana) +12, Move Silently+13, Perform (ritual) +14.Feats: Iron Will (b), Poison Use, Priest, RitualSacrifice.Magical Attack Bonus: +7Base/Max Power Points: 8/24Sorcery Styles and Spells: Curses (Lesser Ill-Fortune, Gelid Bones, Curse of Yezud),Divination (Astrological Prediction), NatureMagic (Become Swarm, Summon Beast,Speak with Spiders, Spider Climb, ControlSpider, Web), Oriental Magic (Calm of theAdept, Darting Serpent)Corruption: 0Languages: Zamorian, Shemite, Kothic,Corinthian.

Possessions: Black robes of Yezud, staff ofYezud, ring of Yezud, stiletto, two doses ofblack lotus powder, two doses of templespider venom (Injury, Fort DC 17, initialdamage 1d8 Str, secondary damage 1d8Str), 200 sp.Description: Priests of Zath wear tallturbans in the Zamorian fashion, and darkblue or black robes embroidered withgreen web designs. Their skin underneaththe robes is ritually scarred with webdesigns; gained as part of the initiationrites into the upper echelons of the cult.


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Each priest wears a green signet ring setwith an emerald, inside which is trapped atiny black spider.

High Priest of ZathMale Zamorian Scholar 12Hit Dice: 10d6+12 (49 hp)Initiative: +9 (+2 Dex, +3 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 16 (+4 base, +2 Dex)DV (Parry): 15 (+4 base, +1 Str)DR: 4 (black robes of Yezud)Base Attack/Grapple: +9/+10Attack: Staff +11 melee (2d4+1, 20/x2, AP 1,finesse, reach 10 ft.) or stiletto +11 melee(1d4+1 plus poison, 20/x4, AP 1, finesse)Full Attack: Staff +11/+6 melee (2d4+1, 20/x2, AP 1, finesse, reach 10 ft.) or stiletto +11/+6 melee (1d4+1 plus poison, 20/x4, AP 1,finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Sorcery, poisonSpecial Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects, +1circumstance bonus to Climb, Hide, Listen,Move Silently and Spot checks in urban andunderground conditions, Scholar, Back-ground (lay priest), Base Power Points,Knowledge Is Power, +3 Power Points,Increased Maximum Power Points (triple).Saves: Fort +4, Ref +5, Will +10Abilities: Str 12, Dex 14, Con 12, Int 14, Wis16, Cha 18Skills: Concentration +16, Craft (alchemy)+17, Craft (herbalism) +17, Decipher Script+17, Heal +18, Knowledge (arcana) +17,Knowledge (nature) +17, Knowledge(religion) +17, Move Silently +17, Perform(ritual) +19.Feats: Improved Initiative, Iron Will (b),Opportunistic Sacrifice, Poison Use, Priest,Ritual Sacrifice.Magical Attack Bonus: +9Base/Max Power Points: 10/30Sorcery Styles and Spells: Curses (Lesser Ill-Fortune, Gelid Bones, Curse of Yezud,Shrinking Doom), Divination (AstrologicalPrediction, Visions), Nature Magic (BecomeSwarm, Summon Beast, Speak with Spiders,Spider Climb, Control Spider, Web), Necro-mancy (Raise Corpse, Death Touch, Agonis-ing Doom), Oriental Magic (Calm of theAdept, Darting Serpent, Shape-Shifter[spider forms only])Corruption: 0Languages: Zamorian, Shemite, Hyrkanian,Kothic, Corinthian.

Possessions: Black robes of Yezud, staff ofYezud, ring of Yezud, stiletto, two doses ofblack lotus powder, two doses of templespider venom (Injury, Fort DC 17, initial

damage 1d8 Str, secondary damage 1d8Str), golden pectoral (worth 175 sp), threegold rings (worth 75 sp each), 300 sp.Description: The high priests are garbed asthe priests, except their robes have gold-trimmed hoods and each wears a largegolden pectoral (in the shape of a spiderwith outstretched legs) across the chest.The high priests wear several normal goldrings in addition to their signet cult ring.

Hamadara, Grand HighPriest of ZathMale Zamorian Scholar 15Hit Dice: 10d6+15 (52 hp)Initiative: +11 (+2 Dex, +5 Ref, +4 ImprovedInitiative)Speed: 30 ft. (6 squares)DV (Dodge): 17 (+5 base, +2 Dex)DV (Parry): 16 (+5 base, +1 Str)DR: 0 (purple robes of Yezud)Base Attack/Grapple: +11/+12Attack: Staff +13 melee (2d4+1, 20/x2, AP1, finesse, reach 10 ft.) or stiletto +13melee (1d4+1 plus poison, 20/x4, AP 1,finesse)Full Attack: Staff +13/+8/+3 melee (2d4+1,20/x2, AP 1, finesse, reach 10 ft.) or stiletto+13/+8/+3 melee (1d4+1 plus poison, 20/x4, AP 1, finesse)Space/Reach: 5 ft./5 ft.Special Attacks: Sorcery, poisonSpecial Qualities: +2 racial bonus to allOpen Lock, Disable Device and Sleight-of-Hand checks, +1 racial bonus to all Craftchecks, +2 circumstance bonus to allGather Information checks that relate totheft, assassinations and the locations orpowers of legendary or magical objects,+1 circumstance bonus to Climb, Hide,Listen, Move Silently and Spot checks inurban and underground conditions,Scholar, Background (lay priest), BasePower Points, Knowledge Is Power, +4Power Points, Increased Maximum PowerPoints (quadruple).Saves: Fort +6, Ref +7, Will +13Abilities: Str 12, Dex 14, Con 12, Int 14, Wis18, Cha 20Skills: Concentration +19, Craft (alchemy)+20, Craft (herbalism) +20, Decipher Script+20, Heal +22, Knowledge (arcana) +20 ,Knowledge (nature) +20, Knowledge(religion) +20, Move Silently +20, Perform(ritual) +23.Feats: Improved Initiative, Iron Will (b),Leadership, Opportunistic Sacrifice, PoisonUse, Priest, Ritual Sacrifice.Magical Attack Bonus: +12Base/Max Power Points: 12/48Sorcery Styles and Spells: Curses (Lesser Ill-Fortune, Gelid Bones, Curse of Yezud,Shrinking Doom), Divination (AstrologicalPrediction, Mind-Reading, Visions, Dreamof Wisdom, Projection), Nature Magic(Become Swarm, Summon Beast, Speakwith Spiders, Spider Climb, Control Spider,Web, Creeping Doom, Kiss of Zath),

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Necromancy (Raise Corpse, Death Touch,Agonising Doom), Oriental Magic (Calm ofthe Adept, Darting Serpent, Shape-Shifter[spider forms only])Corruption: 0Languages: Zamorian, Shemite, Hyrkanian,Kothic, Brythunian, Corinthian.

Possessions: Purple robes of Yezud, staff ofYezud, ring of Yezud, stiletto, two doses ofblack lotus powder, two doses of templespider venom (Injury, Fort DC 17, initialdamage 1d8 Str, secondary damage 1d8Str), one orb of Acheronian demon-fire,two orbs of Kothic demon-fire, goldenpectoral (worth 175 sp), three gold rings(worth 75 sp each), 300 sp.Description: The grand high priest’s cer-emonial robe is purple with gold trim andset with hundreds of small black pearls.Hamadara is in his late forties, with pierc-ing green eyes and a black goatee.Special Note: Hamadara knows theProjection spell (from Scrolls of Skelos)even though he doesn’t meet all theprerequisites (he lacks the Hypnotism styleand so doesn’t know the Illusion spell). Asa result, the effective range of this spell isonly one-tenth of the normal whenHamadara casts it.


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Appendix B: New Monsters

Ghoul of YezudMedium-size UndeadHit Dice: 6d12 (39 hp)Initiative: +4 (+2 Dex, +2 Ref)Speed: 30 ft. (6 squares)DV (Dodge): 15 (+10 base, +2 natural, +2Dex, +1 Dodge)DR: 2 (web-covered skin)Base Attack/Grapple: +3/+8Attack: Claw +9 melee (1d4+5, 20/x2, AP0)Full Attack: Claw +9/+9 melee (1d4+5, 20/x2, AP 0) and bite +6 melee (1d8+1, 20/x2,AP 4)Space/Reach: 5 ft./5 ft.Special Attacks: Spider spray, spidertransferSpecial Qualities: Undead traitsSaves: Fort +2, Ref +4, Will +5Abilities: Str 20, Dex 14, Con —, Int 8, Wis10, Cha 16Skills: Listen +9, Move Silently +11, Spot +9Feats: Dodge, Multiattack, Weapon Focus(claw)Climate/Terrain: YezudOrganization: Solitary, patrol (2-4) or gang(5-20)Advancement: —

The “ghouls” of Yezud are not related tothe flesh-eating ghouls of the HyborianAge. Rather, they are the result of humanvictims slain by temple spiders combinedwith certain necromantic rituals per-formed by the priests of Zath.

The creature appears as a zombieshrouded in thick webs with hundreds oftiny black spiders crawling over its bodyand into and out of its ears, eyes, andmouth. Ghouls of Yezud do not under-stand or speak any languages they knewin life.

Spider Spray (Ex): Once every 1d4 roundsas a standard action, a ghoul of Yezudcan send a spray of spiders from its mouthin a cone 20 feet long. Each creature inthe area must make a Reflex save (DC 16)or be hit by 2d6 spiders. A successful savereduces the number of spiders that hit byone–half. The spiders quickly spreadacross the opponent’s body in the sameround they contact it. An opponent caneasily dispatch a number of spiders equalto its Dexterity bonus (to a minimum of 1)on its turn as a full round action. On theghoul’s next action, all spiders automati-cally bite (using the ghoul’s attack bonus,+1 for every 3 spiders that bite), delivering

a highly debilitating poison that deals 1d4points of Strength damage if the oppo-nent fails a Fortitude save (DC 16, +1 forevery 3 spiders that bite). One minute lateranother Fortitude save (same DC) must bemade to avoid another 1d4 points ofStrength damage. (Only one attack roll ismade, and a creature can only take initialand secondary damage once per round,regardless of the number of spiders that acreature actually has on it.) The save DC isCharisma-based.

Spider Transfer (Ex): Whenever a ghoul ofYezud successfully hits an opponent with anatural attack, 1d4 spiders are automati-cally transferred to the opponent. Thespiders quickly spread and bite a foe (asdetailed in the spider spray ability above).They are dispatched as above.

Undead Traits (Ex): Immune to mind–influencing effects (charms, compulsions,phantasms, patterns, and morale effects),poison, sleep, paralysis, stunning, disease,and death effects. Not subject to criticalhits, nonlethal damage, ability damage,ability drain, energy drain, death frommassive damage, exhaustion, fatigue, orany effect that requires a Fortitude save(unless the effect works on objects).

Giant Spider of YezudMedium VerminHit Dice: 4d8+4 (22 hp)Initiative: +4 (+2 Dex, +2 Ref)Speed: 30 ft. (6 squares), climb 20 ft.DV (Dodge): 14 (+10 base, +2 natural, +2Dex)DR: 1 (exoskeleton)Base Attack/Grapple: +3/+5Attack: Bite +5 melee (1d8+3 plus poison,20/x2, AP 0)Full Attack: Bite +5 melee (1d8+3 pluspoison, 20/x2, AP 0)Space/Reach: 5 ft./5 ft.Special Attacks: Poison (Fort DC 16, 1d8Str/1d8 Str), web (Escape Artist DC 13,Break DC 17, hp 12)Special Qualities: Darkvision (60 ft.),tremorsense (60 ft.), vermin traitsSaves: Fort +8, Ref +5, Will +2Abilities: Str 15, Dex 17, Con 12, Int —, Wis10, Cha 2Skills: Climb +11, Hide +7, Jump +2, Spot+4Feats: —Climate/Terrain: Yezud and environsOrganization: Solitary or colony (2-5)Advancement: 5-7 HD (Medium)

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These spiders are part of the natural faunaof Yezud and its environs. They can befound lurking everywhere, and are a greatmenace to the population as they feedon cattle and humans alike. Commonmen and women sacrifice to the templeof Zath in hopes of placating the spider-god to avoid encounters with these giantspiders.

Temple SpiderLarge VerminHit Dice: 8d8+16 (52 hp)Initiative: +5 (+2 Dex, +3 Ref)Speed: 40 ft. (8 squares), climb 20 ft.DV (Dodge): 16 (+10 base, +5 natural, +2Dex, -1 size)DR: 2 (exoskeleton)Base Attack/Grapple: +6/+14Attack: Bite +9 melee (2d6+6 plus poison,20/x2, AP 0)Full Attack: Bite +9 melee (2d6+6 pluspoison, 20/x2, AP 0)Space/Reach: 10 ft./5 ft.Special Attacks: Poison (Fort DC 17, 1d8Str/1d8 Str), web (Escape Artist DC 16,Break DC 20, hp 14)Special Qualities: Darkvision (60 ft.),tremorsense (60 ft.), vermin traitsSaves: Fort +8, Ref +5, Will +2Abilities: Str 19, Dex 17, Con 14, Int —, Wis10, Cha 2Skills: Climb +12, Hide +3, Jump +4, Spot+4Feats: —Climate/Terrain: Temples of ZathOrganization: Solitary or colony (2-5)Advancement: 9-15 HD (Large)

Temple spiders are the result of the selec-tive breeding of monstrous spiders. Atemple spider has a tougher exoskeletonand stronger poison than an otherwisenormal monstrous spider of its size. Alltemple spiders are of the hunting variety(meaning they move faster, but cannotuse their webs as weapons the way web-spinners can).

Spider SwarmDiminuitive Vermin (Swarm)Hit Dice: 2d8 (9 hp)Initiative: +6 (+3 Dex, +3 Ref)Speed: 20 ft. (4 squares), climb 20 ft.DV (Dodge): 17 (+10 base, +0 natural, +3Dex, +4 size)DR: 0Base Attack/Grapple: +1/—Attack: Swarm (1d6 plus poison)Full Attack: Swarm (1d6 plus poison)Space/Reach: 10 ft./0 ft.Special Attacks: Distraction, poisonSpecial Qualities: Darkvision (60 ft.),immune to weapon damage, swarm traits,tremorsense (30 ft.), vermin traitsSaves: Fort +3, Ref +3, Will +0Abilities: Str 1, Dex 17, Con 10, Int —, Wis10, Cha 2

Skills: Climb +11, Spot +4Feats: —Climate/Terrain: Warm forestsOrganization: Solitary, tangle (2-4 swarms),or colony (7-12 swarms)Advancement: —

A spider swarm seeks to surround andattack any living prey it encounters. Aswarm deals 1d6 points of damage to anycreature whose space it occupies at theend of its move.

Distraction (Ex): Any living creature thatbegins its turn with a spider swarm in itsspace must succeed on a DC 11 Fortitudesave or be nauseated for 1 round. Thesave DC is Constitution-based.

Poison (Ex): Injury, Fortitude DC 11, initialand secondary damage 1d3 Str. The saveDC is Constitution-based.

Swarm Traits: In order to attack, a singleswarm moves into opponents’ spaces,which provokes an attack of opportunity.


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It can occupy the same space as acreature of any size, since it crawls all overits prey, but remains a creature with a 10-foot space. Swarms never make attacks ofopportunity, but they can provoke attacksof opportunity.

Unlike other creatures with a 10-footspace, a swarm is shapeable. It canoccupy any four contiguous squares, andit can squeeze through any space largeenough to contain one of its componentcreatures.

Swarms are extremely difficult to fight withphysical attacks. However, they have afew special vulnerabilities, as follows: A littorch swung as an improvised weapondeals 1d3 points of fire damage per hit. Alit lantern can be used as a thrownweapon, dealing 1d4 points of fire dam-age to all creatures in squares adjacent towhere it breaks.

Skills: A spider swarm has a +4 racial bonuson Hide and Spot checks and a +8 racialbonus on Climb checks. It uses its Dexteritymodifier instead of its Strength modifier forClimb checks. It can always choose totake 10 on a Climb check, even if rushedor threatened.

Spider Swarm, GreaterDiminuitive Vermin (Swarm)Hit Dice: 9d8-9 (31 hp)Initiative: +7 (+4 Dex, +3 Ref)Speed: 20 ft. (4 squares), climb 20 ft.DV (Dodge): 18 (+10 base, +0 natural, +4Dex, +4 size)DR: 0Base Attack/Grapple: +6/—Attack: Swarm (2d6 plus poison)Full Attack: Swarm (2d6 plus poison)Space/Reach: 10 ft./0 ft.Special Attacks: Distraction (DC 13),poison (DC 13)Special Qualities: Darkvision (60 ft.),immune to weapon damage, swarm traits,tremorsense (30 ft.), vermin traitsSaves: Fort +5, Ref +7, Will +3Abilities: Str 1, Dex 19, Con 8, Int —, Wis 10,Cha 2Skills: Climb +12, Spot +4Feats: —Climate/Terrain: Warm forestsOrganization: Solitary, tangle (2-4 swarms),or colony (7-12 swarms)Advancement: —

This is similar to a standard spider swarm,except the spiders that make up theswarm are slightly bigger.

Zath, the Spider-Godof YezudGargantuan VerminHit Dice: 32d8+64 (208 hp)Initiative: +12 (+2 Dex, +10 Ref)Speed: 30 ft. (6 squares), climb 20 ft.DV (Dodge): 26 (+10 base, +18 natural, +2Dex, -4 size)DR: 8 (exoskeleton)Base Attack/Grapple: +24/+51Attack: Bite +35 melee (4d8+15 pluspoison, 20/x2, AP 1)Full Attack: Bite +35 melee (4d8+15 pluspoison, 20/x2, AP 1)Space/Reach: 20 ft./15 ft.Special Attacks: Poison (Fort DC 28, 2d8Str/2d8 Str), web (Escape Artist DC 28,Break DC 32, hp 18)Special Qualities: Darkvision (60 ft.),tremorsense (60 ft.), vermin traitsSaves: Fort +20, Ref +12, Will +10Abilities: Str 31, Dex 15, Con 14, Int —, Wis10, Cha 2Skills: Climb +16, Hide -6, Jump +10, Spot+7Feats: —Climate/Terrain: Temple of Zath in YezudOrganization: UniqueAdvancement: —

The current spider-“god” is actually afemale spider. Whether the priests ofYezud consider it a divinity, or merely amonster which can be exploited to gainwealth, power and influence, is a matterof speculation. The steady supply ofhuman and animal sacrifices given to Zathby the priests seems to keep it satisfied inits lair, but one suspects that not even thehigh priest would be able to fully controlthe monstrous god should it suddenly gainan appetite for its own worshippers.Note: Zath is a web-spinner (as opposedto a hunting spider) and can use its websas weapons, up to eight times per day.

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Appendix C: New SorceryThe priests of Zath use a sub-style of NatureMagic called “Arachnomancy” (which inthe strictest sense means studying theappearance and behaviour of spiders, orthe patterns of their webs, for use indivination, but which in this context istaken to mean any magic dealing witharachnids).

The following spells are only available tomembers of the cult.

Become Swarm(Defensive Blast)Power Point Cost: All remaining pointsComponents: VCasting Time: ImmediateRange: PersonalDuration: 1 minute/power pointPrerequisites: Must be a member of thecult of Zath in Yezud

When this spell is cast, the caster’s bodydissolves into a spider swarm (see the NewMonsters appendix). All clothing and itemsworn or carried fall to the ground. Sincethe swarm form is impervious to most formsof weapon damage, it usually allows thecaster to escape his opponents by crawl-ing away to safety.

Speak with SpidersPower Point Cost: 1 pointComponents: V, SCasting Time: 1 standard actionRange: PersonalTarget: YouDuration: 1 minute/levelPrerequisites: Knowledge (nature) 4 ranks,must be a member of the cult of Zath inYezud

You can comprehend and communicatewith spiders, of both the normal and giantvarieties. You are able to ask questions ofand receive answers from spiders, al-though the spell doesn’t make them anymore friendly or cooperative than normal.Furthermore, spiders have limited intelli-gence and are likely to be terse andevasive.

Spider ClimbPower Point Cost: 2 pointsComponents: V, S, M

Casting Time: 1 standard actionRange: PersonalTarget: YouDuration: 10 minutes/levelPrerequisites: Knowledge (nature) 6 ranks,must be a member of the cult of Zath inYezud

You can climb and travel on verticalsurfaces or even traverse ceilings as wellas a spider does. You must have yourhands free to climb in this manner. Yougain a climb speed of 20 feet; further-more, you need not make Climb checksto traverse a vertical or horizontal surface(even upside down). You retain yourDexterity bonus to defense (if any) whileclimbing, and opponents get no specialbonus to their attacks against you. Youcan also pass unimpeded through webs.You cannot, however, use the run actionwhile climbing or navigating webs.

Material Component: A drop of bitumenand a live spider, both of which must beeaten by the caster.

Control SpiderPower Point Cost: 1+ pointsComponents: V, SCasting Time: 1 standard actionRange: Close (25 ft. + 5 ft./2 levels)Target: One spiderDuration: 1 round/levelSaving Throw: Will negatesPrerequisites: Knowledge (nature) 8 ranks,must be a member of the cult of Zath inYezudMagic Attack Roll: Sets DC for target’s Willsaving throw

You can enchant a spider (who, asvermin, are normally immune to mind-affecting magic) and direct it with simplecommands such as “Attack,” “Run,” and“Fetch.” Suicidal or self-destructive com-mands (including an order to attack acreature two or more size categorieslarger than the dominated spider) aresimply ignored.

The PP cost is 1 for a spider of up to Smallsize, 2 for a Medium-size spider, 4 for aLarge spider, 8 for a Huge spider, 16 for aGargantuan spider, and 32 for a Colossalspider.

Control spider establishes a mental linkbetween you and the subject creature.The spider can be directed by silent

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mental command as long as it remains inrange. You need not see the spider tocontrol it. You do not receive directsensory input from the spider, but youknow what it is experiencing. Because youare directing the spider with your ownintelligence, it may be able to undertakeactions normally beyond its own compre-hension. You need not concentrateexclusively on controlling the spider unlessyou are trying to direct it to do somethingit normally couldn’t do. Changing yourinstructions or giving a dominated spider anew command is the equivalent ofredirecting a spell, so it is a move action.

WebPower Point Cost: 4 pointsComponents: V, S, MCasting Time: 1 standard actionRange: Medium (100 ft. + 10 ft./level)Effect: Webs in a 10-ft.-radius spreadDuration: 1 round/level (D)Saving Throw: Reflex negates; see textPrerequisites: Knowledge (nature) 10ranks, must be a member of the cult ofZath in YezudMagic Attack Roll: Sets DC for target’sReflex saving throw

Web creates a many-layered mass ofstrong, sticky strands. These strands trapthose caught in them. The strands aresimilar to spider webs but far larger andtougher. These masses must be anchoredto two or more solid and diametricallyopposed points or else the web collapsesupon itself and disappears. Creaturescaught within a web become entangledamong the gluey fibers. Attacking acreature in a web won’t cause you tobecome entangled.

Anyone in the effect’s area when the spellis cast must make a Reflex save. If this savesucceeds, the creature is entangled, butnot prevented from moving, thoughmoving is more difficult than normal forbeing entangled (see below). If the savefails, the creature is entangled and can’tmove from its space, but can break looseby spending 1 round and making aStrength check (DC 20) or a Escape Artistcheck (DC 25). Once loose (either bymaking the initial Reflex save or a laterStrength check or Escape Artist check), acreature remains entangled, but maymove through the web very slowly. Eachround devoted to moving allows thecreature to make a new Strength checkor Escape Artist check. The creaturemoves 5 feet for each full 5 points bywhich the check result exceeds 10.

If you have at least 5 feet of web be-tween you and an opponent, it providescover. If you have at least 20 feet of webbetween you, it provides total cover.

The strands of a web spell are flammable.Any fire can set the webs alight and burnaway 5 square feet in 1 round. All crea-tures within flaming webs take 2d4 pointsof fire damage from the flames.

Material Component: A bit of spider web.

Creeping DoomPower Point Cost: 2 points/swarmComponents: V, SCasting Time: 1 standard actionRange: Close (25 ft. + 5 ft./2 levels)/ 100 ft.;see textEffect: One swarm of great spiders per twolevelsDuration: 1 minute/levelSaving Throw: NonePrerequisites: Magic attack bonus +7 orhigher, must be a member of the cult ofZath in Yezud

When you utter the spell of creepingdoom, you call forth a mass of greatspider swarms (see the New Monstersappendix). You summon one swarm pertwo caster levels, to a maximum of tenswarms at 20th level, which need notappear adjacent to one another.

You may summon the spider swarms sothat they share the area of other crea-tures. The swarms remain stationary,attacking any creatures in their area,unless you command the creeping doomto move (a standard action). As a stand-ard action, you can command anynumber of the swarms to move towardany prey within 100 feet of you (using theswarms’ normal speed). You cannotcommand any swarm to move more than100 feet away from you, and if you movemore than 100 feet from any swarm, thatswarm remains stationary, attacking anycreatures in its area (but it can be com-manded again if you move within 100feet).


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Curse of Yezud(Sorcery Style: Curses)

Power Point Cost: 4 pointsComponents: VCasting Time: 1 standard actionRange: Evil Eye, Touch or Magical LinkTarget: One creatureDuration: One monthSaving Throw: Will negatesPrerequisites: Lesser Ill-Fortune, must be amember of the cult of Zath in YezudMagic Attack Roll: Sets DC for target’ssaving throw

This specialized curse causes the victim toautomatically fail all subsequent Fortitudesaving throws against spider venom for theduration of the spell.

Kiss of Zath(Sorcery Style: Curses)

Power Point Cost: 2 points/HD of targetComponents: V, S, M, FCasting Time: 1 hourRange: Evil Eye, Touch or Magical LinkTarget: One living creatureDuration: One monthSaving Throw: Will negates (see text)Prerequisites: Lesser Ill-Fortune, DeathTouch, Ritual Sacrifice, magic attackbonus +7, must be a member of the cult ofZath in YezudMagic Attack Roll: Sets DC for target’ssaving throw

This dread curse is used to slay enemiesfrom afar and to punish those who havefallen out of favor with the cult of Zath.

The spell must be cast either on the nightof the full moon, or on the night of thenew moon. The next time the targetsleeps, he must make a Will saving throw. Ifhe fails, he experiences a nightmare inwhich he is bitten by a spider. When thetarget wakes up, he finds a bite mark onhis chest, above the heart. Over the nextfour weeks (until the next full or newmoon), a purple color gradually expandsfrom the bite mark to cover the target’sentire body as a magical poison spreadsthrough his body. At the end of the spell,one month later, the target dies (FatePoint expenditure notwithstanding).

If the target successfully saves, he merelyhas a disturbing, spider-haunted dream,but no harm befalls him.

Note that if the target has had sexualcontact of any sort with a temple-dancer(or other member of the cult of Zath) priorto the casting of this spell, no saving throwis allowed, and the curse cannot bedispelled by Warding and similarcounterspells.

Material Component: A vial of spidervenom.

Focus: An altar, dedicated to the spider-god and decorated with valuables worthat least 500 sp. If the focus is destroyed,the spell ends prematurely, and the curseis lifted from the target.

New Magic Items

Ring of Yezud: This is the signet ring wornby the priests of the cult, a gold ring setwith an emerald, inside which is trapped atiny black spider. The ring grants immunityto spider venom; it has a maximum of 25charges and must be recharged byperforming a special ceremony andsacrifice at the grand altar of Zath in theGreater Temple of the Spider-God.

Green Globe of Yezud: When this apple-sized green glass sphere is thrown at theground within 30 feet of the wielder, itshatters and releases a swarm of tinyspiders (see the New Monsters appendix).The spider swarm attacks any creaturewho does not worship the spider-god.Unless slain, it dissipates after 1 hour.

White Robe of Yezud: This garment is wornby the acolytes of the cult. It grants a +4bonus to saving throws against spidervenom.

Black Robe of Yezud: This elaborate blackrobe is worn by the senior priests of Zath. Itgrants a Damage Reduction value of 4(not cumulative with armor) due to itsspecial webbed fabric. If donned by anon-cultist, it transforms into a templespider which attacks immediately.

Purple Robe of Yezud: This unique item isworn by the grand high priest of Zath. It isancient and possibly a relic crafted by thecult of Omm in the age of Acheron. Anyliving creature touching, or hitting thewearer with a melee weapon, is instantlypoisoned (Fort DC 22 negates; initial andsecondary damage 1d8 Con and 1d8 Str).Non-cultists who don the robe automati-cally fail the saving throw; undead whowear it gain no benefits from the robe.

Staff of Yezud: This is a masterwork blackwooden staff, topped with a spiderfigurine. It grants a circumstance bonus of+2 to all Perform (ritual) checks. It can alsobe used to deliver touch spells.

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Appendix D: Random Encounters

Kezankian Mountains1. Wolves2. Man-apes3. Kezankian hillmen ambush4. Avalanche5. Chasm6. Cave entrance

Valley of Khesron1. Slavers or kidnappers2. Merchant caravan3. Peasants and taskmaster4. Zamorian cavalry patrol5. Kezankian hillmen raiding party6. Giant spiders

Noble Estates1. Zamorian cavalry patrol2. Noble hunting party3. Priest of Zath with entourage4. Wild boar5. Noble with entourage6. Giant spiders

City of Yezud1. Zamorian noble with entourage2. City watch3. Temple slave4. Priest of Zath with entourage5. Thugs6. Beggar7. Merchant with guards8. Mercenary company9. Cutpurses10. Prostitutes11. Scholar with entourage12. Giant spider13. Fire14. Public execution15. Jail break16. Holy day17. Curfew18. Kidnappers19. Escaped slaves20. Entertainers


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System Reference Document Copyright 2000-2003,Wizards of the Coast, Inc.; Authors Jonathan Tweet,Monte Cook, Skip Williams, Rich Baker, Andy Collins,David Noonan, Rich Redman, Bruce R. Cordell, John D.Rateliff, Thomas Reid, James Wyatt, based on originalmaterial by E. Gary Gygax and Dave Arneson.

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Appendix E: License

Documents

Hd3 the City of the Spider God