UPPER DUNGEONS LEVEL TWO 65 YELLOW FANG BOSS.

65 YELLOW FANG BOSS. This is the home of the lord of the Yellow Fangs and his three wives.

Yndall, Yellow Fang Gnoll Chief (AC 3; MV 9”; HD 4; hp 22; #AT 1; D Two-handed sword +3 to damage due to strength of 18/01-50; XP 148)

Yndall is unusually stupid but has able counselors in his clergyman, Ruggovion, and his mother Cthgul (see Room 66). He carries a pouch with four moonstones worth 50, 60, 60, and 100 gold crescents. In addition to his two-handed sword he also carries a battle axe.

3 Yellow Fang Gnoll Females (AC 5; MV 9”; HD 1; hp 5, 6, 3; #AT 1; D Short sword; XP 15, 16, 13)

The females wear yellow gowns and veils like the ones in Room 64. Each has a yellow purse with 1d12 gold crescents, 4-26 (2d12+2) silver spanners, and 1d6 copper pieces. In addition the first wears a silver ankle brace worth 50 gold crescents, the second wears a platinum nose ring worth 250 gold crescents, and the third wears a gold bracelet worth 145 gold crescents.

There is a single monstrous bed with an iron frame, a large wooden toolbox, and a heavy wooden chest.

The toolbox holds three small hammers, eighty four nails, a handsaw, a vise, fourteen pieces of deformed metal, a pair of pliers, and a strip of adamantine valued at 800 gold crescents.

A wooden chest holds 83 gold crescents, 431 silver spanners, 533 copper pieces and an idol of Bulg the God of Beastmen. It is made of wood, but inset with gold detail work and worth 500 gold crescents.

UPPER DUNGEONS LEVEL TWO 64 YELLOW FANG GNOLL COMMON ROOM.

64 YELLOW FANG GNOLL COMMON ROOM. The inside of the door to the south has dozens of tiny bells attached to it, causing the gnolls to be surprised 1 in 6 less often. All the gnolls will fight if they are defending their lair.

4 Yellow Fang Gnoll Males (AC 5; MV 9”; HD 2; hp 12, 9, 12, 6; #AT 1; D By weapon type +1 to damage due to strength; XP 44, 38, 44, 32)

Each male wears a yellow skull cap and yellow vest. Each has 0-9 (1d10-1) gold crescents, 0-22 (2d12-2) silver spanners, and 0-22 (2d12-2) copper pieces. Each will carry a broad sword and one second weapon: two carry two-handed swords, two carry fauchard-forks.

7 Yellow Fang Gnoll Females (AC 5; MV 9”; HD 1; hp 2, 3, 5, 4, 3, 6, 2; #AT 1; D Short sword; XP 12, 13, 15, 14, 13, 16, 12)

The females wear yellow gowns and delicate yellow veils (like brides). Each has a little yellow purse with 1d12 gold crescents, 4-26 (2d12+2) silver spanners, and 1d6 copper pieces.

4 Yellow Fang Gnoll Youngsters (AC 5; MV 9”; HD 1 to 4 hit points; hp 3, 3, 2, 3; #AT 1; D Dagger; XP 8, 8, 7, 8)

They wear yellow trousers and carry no treasure.

There is a 30% chance that Ruggovion (see Room 61) will be here, tending to the spiritual needs (such as they are) of the gnolls. If he is here, he will have his pet gnawga 50% of the time.

The gnolls sleep on mats made from animal hides and discarded human clothing. A crude wooden table is in the center of the room. Twelve extra spears are in the southwest corner. Alongside them are three crates and seven large metal tins.

Fried lizards, rats, and slub beetles are on the table, evidently prepared as snacks. A tapped half barrel of small beer is here as well and the gnolls have been sampling its contents using wooden cups.

The crates hold dried apples, walnuts, and rice. Three of the tins contain salt pork and four hold tuna in olive oil.

UPPER DUNGEONS LEVEL TWO 63 ROOM OF THE POOL.

63 ROOM OF THE POOL. A large but shallow pool (four feet deep) filled with slightly discolored water occupies the central portion of the room. It is fed from below by a clean water source and drained by a series of grates. The water would be even fresher if the gnolls did not use this room as a source of both drinking water and waste elimination.

Monsters are attracted to this room, double chances of encountering them while the party remains here.

UPPER DUNGEONS LEVEL TWO 62 ROOM OF THE PIT.

62 ROOM OF THE PIT. A covered pit trap is near the entrance to the room. If it is not discovered and avoided there is a 4 in 6 chance it will open. Anyone who steps on it must save vs paralyzation or fall in. It is ten feet deep and full of broken glass (for a total of 1d6+1d4 damage). Near the south wall is a juvenile killer mimic disguised as a treasure chest.

Killer Mimic (AC 7; MV 3”; HD 4; hp 18; #AT 1 pseudopod: D 2-7; SA Glue, surprise; SD Camouflage; XP 157)

There actually was a treasure chest here before, which the mimic ate. The treasure is still in its guts: 328 silver spanners and an amethyst worth 200 gold crescents.

UPPER DUNGEONS LEVEL TWO 61 WITCHDOCTOR'S LAIR.

61 WITCHDOCTOR'S LAIR. The door to this room is decorated with a cow skull. It is locked. There is a 20% chance that the witchdoctor will be here with his pet gnawga unless he has already been encountered and killed. If here is not here, there is a 50% chance his gnawga will be here by itself.

Ruggovion, Chaotic Evil male gnoll Witchdoctor (AC 5; MV 9”; C2/MU2; hp 12; #AT 1; D Footman's mace; SA Spell use, attacks as a 2+ hit die monster; XP 86)

First Level Cleric Spells:

Cure Light Wounds

First Level Magic User Spells:

Shield

Ruggovion is young and impetuous. He resents the high standing of the Black Tooth shaman Scardros. In addition to his wooden holy symbol of Bulg he has a red leather pouch holding 6 gold crescents, 23 silver spanners, 46 copper pieces, and a stoppered metal tube holding powdered brass (for the Push spell). About his neck is a silver chain (50 gold crescents) holding the key to this room.

Gnawga (AC 5; MV 15”; HD 2+1; hp 14; #AT 1 bite; D 2-8; SA See below; XP 77)

This gnawga is the devoted pet of Ruggovion and it will attack as a 6+ hit die monster if Ruggovian is injured.

The room is decorated as a bedroom with sloppily built furniture including a bed and wardrobe holding multiple yellow cloaks with fur lining that Ruggovion uses for ceremonial occasions (these are moth eaten and have no real value). Ruggovion hides his spell book in the straw he uses to stuff his mattress. It has the following magic user spells: Affect Normal Fires, Push, and Shield.

UPPER DUNGEONS LEVEL TWO 60A CLOSET TRAP.

60A CLOSET TRAP. Opening this door releases falling rubble causing 1d8 damage to whoever opens it unless they make a saving throw versus paralyzation at -4. The Yellow Fang gnolls will reset this trap, but they are lazy and it will take them at least a week to get around to it.

UPPER DUNGEONS LEVEL TWO 60 YELLOW FANG GUARD ROOM.

60 YELLOW FANG GUARD ROOM. This is supposed to be a guard room, but the guards are slacking off and have left up a small sign “Back in 5 minutes”. Even if the party waits 5 minutes the gnolls will not come back.

This room is equipped with a small wooden table and two rickety chairs. A pair of spears are resting against the east wall.

UPPER DUNGEONS LEVEL TWO 59 LOUNGE.

59 LOUNGE. This large room holds 1d3+2 Black Tooth gnolls and 1d3+2 Yellow Fang gnolls. They use this room for recreational purposes to compete and show each other up.

Black Tooth Gnolls (AC 5; MV 9”; HD 2; hp 9, 9, 13, 12, 8; #AT 1; D By weapon type +1 to damage due to strength; XP 38, 38, 46, 44, 36)

Yellow Fang Gnolls (AC 5; MV 9”; HD 2; hp 10, 8, 9, 12, 10; #AT 1; D By weapon type +1 to damage due to strength; XP 40, 36, 38, 44, 40)

Black Tooth gnolls have applied a black substance to their teeth for beauty purposes. Yellow Fang gnolls wear a yellow skull cap and yellow vest. Each gnoll has 0-9 (1d10-1) gold crescents, 0-22 (2d12-2) silver spanners, and 0-22 (2d12-2) copper pieces. They will each carry a broad sword and one second weapon: 30% chance of battle axe, 30% chance of morning star, and 40% chance of a glaive-guisarme.

When the party enters they will be engaged in one of the following relaxing activities:

1d12	Activity
1	Betting on giant rat races
2	Betting on gnome races
3	Comparing teeth collections
4	Doing nuthin'
5	Drinking beer
6	Painting the walls
7	Playing shuffleboard
8	Practicing their fighting moves
9	Smoking cigars
10	Snacking on fried rat skin
11	Telling stories about their exploits
12	Using small hammers to crack snail shells, then eating said snails

Betting on giant rats:

4 Giant Rats (AC 7; MV 12"//6"; HD 3 each; hp ; #AT 1 bite; D 1-3; SA Disease; XP 10 each)

Each giant rat will be wearing a yellow, black, orange, or brown harness. They are trained to run fast from one side of the room to the other.

Betting on gnomes:

4 Gnomes (AC 6; MV 6”; HD 1; hp 7 each; #AT 1; D By weapon type; XP 17 each)

Each gnome will be wearing a yellow, black, orange, or brown smock. These are slaves and have no weapons. There is a 50% chance that they are lawful good surface dwellers and a 50% chance they are chaotic evil gnomes from elsewhere in the dungeon.

Comparing teeth collections:

The teeth have no intrinsic value

Doing nuthin':

The gnolls are sitting around on couches. They have an extra 1 in 6 chance to be surprised since they are not being careful.

Drinking beer:

They have opened a keg the purchased from the hobgoblins on this level. They are drinking from wooden cups. The beer is almost gone but the gnolls have a high tolerance and are not inebriated.

Painting the walls:

The gnolls are busy painting scenes of dungeon life on the walls. They use a lot of yellows, blacks, browns, and especially red (for blood spilled). Their art skills are awful and the paintbrushes are in poor shape.

Playing shuffleboard:

Replace the gnolls' weapons with sharp shuffleboard sticks, which should be treated as military forks.

Practicing their fighting moves:

The gnolls are already up with their weapons ready. They are 1 in 6 less likely to be surprised.

Smoking cigars:

The gnolls bought these cigars from the hobgoblins. They are low quality and the smoke causes everyone in the room (gnolls included) to attack at -2 on “to hit” rolls and make saves at -2. The gnolls will continue to smoke as they fight.

Snacking on fried rat skin:

A gnollish delicacy.

Telling stories about their exploits:

This will make them feel more powerful and be more aggressive. Deduct 10% from reaction rolls (page 63 of the Dungeon Master's Guide),

Cracking snail shells:

Another gnollish delicacy. The hammers are not big enough to be used as effective weapons.

The room is supplied with several dirty and worn couches. Paints are piled in the southwest corner and the shuffleboard equipment is usually kept in the southeast corner. The gnolls keep this room lit with large oil lamps.

UPPER DUNGEONS LEVEL TWO 58 RUST MONSTER.

58 RUST MONSTER. The entrance to this natural cavern is an archway decorated with a pair of crossed swords upon the keystone. The walls of this area are loaded with iron pyrite. A rust monster is having a meal here. Its dining has unearthed six amethysts (valued at 100, 100, 90, 140, 200, and 230 gold crescents). The gems glitter invitingly, but the adventurers will have to get past the rust monster first.

Rust Monster (AC 2; MV 18”; HD 5; hp 24; #AT 2 antennae; D Nil; SA Destroys metal; SA Hit on monster destroys metal; XP 281)

UPPER DUNGEONS LEVEL TWO 57 (YOU DON'T HAVE TO LIVE LIKE A) REFUGEE

57 (YOU DON'T HAVE TO LIVE LIKE A) REFUGEE. The door to this room is held in place by a solid wooden cabinet (as if barred) from the inside. Luisa, the fiance of Emiliano Triskelion, is recovering here after the slaughter of her adventuring party.

Luisa, Lawful Good female human Cleric of Adriel (AC 5; MV 9”; C4; hp 20; #AT 1; D Hammer +2; SA Spell use; SD Fire resistance; S 15, I 12, W 16, D 10, C 13, CH 17; XP 305)

First Level Cleric Spells:

Create Water, Cure Light Wounds (X2), Light, Protection From Evil

Second Level Cleric Spells:

Augury, Chant, Find Traps, Know Alignment

Luisa wears battered chain mail and carries a hammer +2. She wears a ring of fire resistance and has a cleric spell scroll with the second level spells detect charm and slow poison. If Emiliano Triskelion (Outer Ward Third Floor Room 28) is with the party she will be overjoyed to see him. In any case, she will hope that the party can escort her out of the dungeon for a while.

The room is tiled in wood and furnished as a bedroom. A candelabra provides ample light.

Luisa's backpack is on the dusty bed. She has a tinderbox, a pouch of 34 gold crescents, three broken candles, a weeks worth of rations, seven sticks of incense, two vials of holy water, a pouch of white dragon teeth (used for the augury spell), a full waterskin, and two sapphires valued at 130 and 250 gold crescents.

UPPER DUNGEONS LEVEL TWO 56 EMPTY ROOM.

56 EMPTY ROOM. The door to this room is stuck, as though unused for a long period of time. It will open under with a strong push, not requiring an “open doors” roll. Within, the room is dry and there is a fine layer of dust on the floor.

UPPER DUNGEONS LEVEL TWO 55 THUGBEAR.

55 THUGBEAR. The door to this room is locked. This room is home to a violently insane bugbear.

Psycho Killer Bugbear (AC 5; MV 9”; HD 3+1; hp 25; #AT 1; D Bardiche +3 due to frenzied strength; SA Surprise on a 1-3, Attacks as a 5+ hit die monster; SD Displacement, saves as a 5+ hit die monster; XP 175)

He wears a silver and lapis lazuli Collar of displacement (apparent value 300 gold crescents) similar to the cloak of the same type.

Using his strength and magic he has been a terror in the locale. He sleeps on an odoriferous fur pelt in the center of the room. Hanging from a hook on the west wall is a smelly sack holding the key to this room, 24 gold crescents, 195 silver spanners, and 99 copper pieces. Tacked to the east wall are nine gnoll pelts. In the alcove to the south is a skinned giant rat, a dagger, four bugbear skulls, and the strange staff that fits the statue in Room 39.

UPPER DUNGEONS LEVEL TWO 54 SPEAKEASY STYLE BAR.

54 SPEAKEASY STYLE BAR. The door to this room is fitting with an sliding viewer at eye level. Operated only from inside, it allows a person standing inside to get a good look at a potential patron before opening the door.

The door itself is not locked. The ceiling height is twenty feet and there are four chandeliers. A few splintered fragments of chairs and tables are here and it should be obvious that this place has been looted. There is a long bar running horizontal to the south wall.

Behind the bar are shelves lined with empty and broken bottles. Nevertheless, among the debris are four unblemished bottles:

Bottle label	Contents	Description of fluid
“flight”	Potion of delusion that will cause the imbiber to believe that it is a potion of flying	Light blue with chunks of a green spongy material, tastes of rum
“Pompano's tears”	Philter of love	Pink, tastes of rum
“firewater”	Potion of speed	Color and consistency of quicksilver, tastes minty
“rum”	Rum	Clear, tastes of rum

UPPER DUNGEONS LEVEL TWO 53 TWILIGHT EXILES.

53 TWILIGHT EXILES. There are a set of barred double doors leading to this room. Three male twilight dwarf heroes are here. They are triplets and they have identical statistics:

Ercole, Emmano, and Ermete, Neutral Evil male twilight dwarf Fighters (AC 5; MV 6”; F4; hp 20 each; #AT 1; D By weapon type +1 to damage due to strength; S 16, I 10, W 10, D 13, C 15, CH 10; XP 190 each)

All three wear chainmail armor, each decorated with a different highlighted color. Ercole wears blue, uses a hammer, and carries 24 gold mabans, 46 electrum lugdushes, and 2 copper ganes. Emmano wears red, uses a battle axe, and carries 33 gold mabans, 28 silver khurams, and 75 copper ganes. Ermete wears green, uses a footman's military pick, and carries 14 gold mabans, 1 silver khuram, and 57 copper ganes.

These three are so unpleasant that even the other twilight dwarves couldn't tolerate them anymore. They now live here in the main dungeon complex. They are rude, spiteful, and willing to kill to for wealth.

Two large candelabras burn here. The brothers are sitting at a round table set with a meal of pork, vegetables, and small beer. The stairs lead down twenty five feet to Level 3, Area 56.

UPPER DUNGEONS LEVEL TWO 52 OIL STORAGE.

52 OIL STORAGE. Near the south wall of this room is a sturdy wooden table with a huge glass container and spigot, resembling a beverage dispenser. It currently holds enough lamp oil to fill forty one flasks, but it looks like it could hold about four hundred flasks worth if full. A cork stopper at the top is the method used to refill the container. If the adventurers leave this room and return at a later date, they will find the level of oil slowly decreasing as it is being used by other dungeon dwellers.

UPPER DUNGEONS LEVEL TWO 51 PIT TRAP.

51 PIT TRAP. A covered twenty foot deep pit trap is here. It will open on a roll of 1-2 on d6, causing all those within ten feet to take 2d6 damage unless they save versus paralyzation at -8. This trap will reset itself in eight hours, if sprung and not disabled.

UPPER DUNGEONS LEVEL TWO SPITTING SPIDERS.

50 SPITTING SPIDERS. This room is the home of three monstrous spiders of an unusual breed.

3 Giant Spitting Spiders (AC 5; MV 15”; HD 3+3; hp 19, 15, 14; #AT 1 bite; D 1-4; SA Spittle, poison; XP 266, 250, 246)

These creatures may attack with a poisonous bite for d4 damage, or emit a blinding spittle up to 3” at any single creature. A victim hit by spittle must make a saving throw vs poison or lose vision for 2d4 turns.

The remains of their meals are in in chamber as well. In addition to the lizards, bats, rats, slub beetles, and similar creatures that constitute the majority of the spider's prey, there are the skeletal remains of two gnolls, a bugbear, and a human.

The first gnoll's corpse has 4 silver spanners, 13 copper pieces, and a broad sword. The second has 6 gold crescents, 8 copper pieces, a broad sword, and a battle axe. The bugbear has 4 gold crescents, 23 silver spanners, 5 copper pieces, a morningstar, and a battle axe. The man has torn (unusable) chain mail armor, a long sword, a shield with a gray griffon design, 7 gold crescents, 34 silver spanners, 22 copper pieces, and a gold signet ring, which is engraved with the name “Sir Artrand Cozzio”. He was the second son of a local minor noble and the ring has a value of 350 gold crescents, twice that if returned to the Cozzio family with an explanation of Artrand's fate.

UPPER DUNGEONS LEVEL TWO 49 ABANDONED WORK SHOP.

49 ABANDONED WORK SHOP. The walls of this quaint little room are paneled in pale yellow-tan wood and the floor is blue-gray tile. It is lit by a glass continual light sphere on a black iron tripod.

A large desk and heavy wooden chair are near the south wall, the chair with its back to the door. The east and west walls hold shelves with thousands of colored stones, of every shape imaginable.

Seated within the chair is a an unanimated skeleton wearing a blue and green smoking jacket. The desk holds dried ink, quills, a tinder box, a journal, a clear spindle shaped ioun stone and a crystal vial.

The journal is labeled “XXI” and contains research notes on the creation of a philosopher's stone. It is incomplete, being only one of many volumes. The last page reads:

“At last I have created a stone! Is this the secret to immortality? Well, I must stop writing now, as I am somewhat fatigued and my chest pains have started again.”

The vial holds a potion of cloud giant strength, it is silver with flecks of gold and tastes like plain water. It works, but has a side effect. When the potion is consumed the user will gain incredible musculature which will last as long as the spell is in effect. This is impressive, but adventurers wearing armor will take damage from the change as though they had just turned into a werebear (see page 23 of the Dungeon Master's Guide). The vial is the same as those used to hold holy water and is worth 5 silver spanners all by itself.

The stones on the shelves are pretty, but of no intrinsic value.

UPPER DUNGEONS LEVEL TWO 48 SWEAT SHOP.

48 SWEAT SHOP. This room is filled with smashed spinning wheels. The floor is covered with straw. Some of the strands of straw are actually made of gold, 543 gold crescents worth, as a matter of fact.

UPPER DUNGEONS LEVEL TWO 47 GRANARY.

47 GRANARY. Five brown ratkin and twelve giant rats are here.

5 Brown Ratkin Guards (AC 6; MV 12”//6”; HD 2; hp 16, 13, 14, 8, 8; #AT 1 weapon or 1 bite; D Short sword or 1-4; SA Disease; XP 60, 54, 56, 44, 44)

12 Giant Rats (AC 7; MV 12"//6"; HD 1-4 hit points; hp 4, 4, 4, 3, 3, 3, 3, 2, 2, 1, 1, 1; #AT 1 bite; D 1-3; SA Disease; XP 11, 11, 11, 10, 10, 10, 10, 9, 9, 8, 8, 8)

The ratkin are refugees from the Rat Warrens, having found disfavor in the eyes of the king and having fled rather than face his wrath. Each will have 1d4 gold crescents, 1d6 silver spanners, and 1d10 copper pieces in accumulated treasure.

This room has a ceiling height of twenty feet. It holds six cylindrical wooden structures, each topped by a cone. These hold grain and each have a diameter of ten feet and a height of sixteen feet. Three are against the east and wall and another three against the west. All have been breached spilling wheat, corn, barley, rye, rice, and oats. This room is a natural attractant for wandering monsters, double normal chances for any time spent here.

UPPER DUNGEONS LEVEL TWO 46 TREASURE HOARD.

46 TREASURE HOARD. This corridor terminates with a small treasure hoard. There is a spitoon holding 320 gold crescents, a small chest with 980 silver spanners, and an arrow of direction in a special ornamental box (the box itself valued at 120 gold crescents). The arrow glows bright orange and is useful as a weapon, functioning as a arrow +2. However, if used in combat it loses all its magic properties. A hook on the wall holds a finely made deep green cloak with pale ermine trimming valued at 250 gold crescents.

UPPER DUNGEONS LEVEL TWO 45 SINISTER SENTINEL.

45 SINISTER SENTINEL . Someone has painted a red 'X' on the floor of the corridor leading to this room.

In the center of the room is a creature that looks like some insane crossbreed between a giant beetle and a robot. It has a dull gray to black carapace and two glowing green eyes. It is animated by some lost dark magic and will attack immediately.

Grotesque Guard (AC 3; MV 12”; HD 7; hp 34; #AT 4 claws; D 2-7 (X4); SD Fast healing, limited spell immunity; XP 890)

This being is not truly alive, and so it cannot be affected by spells like sleep, charm, and hold. It always takes half damage or no damage from cold-based spells, depending on whether it makes a saving throw. It heals one sixth of any damage it has taken every turn, so it will heal completely from damage if allowed to rest for one full hour. It will not give chase to fleeing adventurers.

UPPER DUNGEONS LEVEL TWO 44 GUARD ROOM.

44 GUARD ROOM. The door to this room is barred by a thick wooden beam. Three bugbears are here. They sit on heavy wooden chairs and play at dice on a sturdy wooden table. It is a wonder the bugbears are not choking on the greasy smelling smoke from the oil lamp they have here.

Bugbear 1 (AC 5; MV 9”; HD 3+1; hp 15; #AT 1; D Morningstar or broad sword +1 due to strength; SA Surprise on a 1-3; XP 195)14 gold crescents, 12 silver spanners, and 23 copper pieces

Bugbear 2 (AC 5; MV 9”; HD 3+1; hp 13; #AT 1; D Big club (d8 damage) +1 due to strength; SA Surprise on a 1-3; XP 187) 8 gold crescents, 2 silver spanners, and 12 copper pieces

Bugbear 3 (AC 5; MV 9”; HD 3+1; hp 12; #AT 1; D Footman's mace or short sword +1 due to strength; SA Surprise on a 1-3; XP 183) 10 gold crescents, 10 silver spanners, and 6 copper pieces

The bugbears wear purple and green striped odd-looking clothing and similarly colored caps.

The corridor to the west ends abruptly in rubble from a localized collapse of the ceiling. The stairs descend twenty five feet to Level 3, Room 36.

UPPER DUNGEON LEVEL TWO 43H THE GOODS.

43H THE GOODS. A very large dementing sits here atop a pile of loot. This dementing is very odd looking, being the only one who has eyes. Its eyes are round, the size of dinner plates, and look a bit like silvered mirrors.

The Guardian (AC 6; MV 3”; HD 4+2; hp 25; #AT 2 claws and 1 bite; D 3-6/3-6/1-8; SA Surprise on a 1-3; SD Never Surprised; XP 265)

In addition to its acute hearing, the Guardian's great eyesight gives it resistance to being surprised. If it can, it will make a whooping holler which will attract the attention of the dementings in Room 43G. They will arrive to bring succor to the Guardian in 1 round.

The wealth of the dementings consists of bric-a-bric that they have gathered for years. Most of the stuff is junk: broken casks, leather straps, clothing, etc. However the following treasure is also present:

• 2367 copper pieces in a dented metal urn
• A suit of silver 'coin armor' consisting of 985 silver spanners sewn onto leather, providing armor equivalent to ring mail in terms of protection, but having 1135 gp weight.
• A book titled “Esoteric Demon Lore” by Vladimavan Triskelion describing a non-standard demon classification system dividing demons into 13 minor types (A to M) and 13 major types (N to Z). It should also be considered a spell book and includes the magic-user spells Cacodemon and Contact Other Plane.
• A left boot holding 46 gold crescents
• A bone scrollcase made from a giant's tibia holding a single scroll with the druid spells Call Lightning and Plant Door.

UPPER DUNGEONS LEVEL TWO 43G THE BIG 'UNS.

43G THE BIG 'UNS. Four dementings of unusually large size are here, along with several of their smaller brethren.

4 Huge Dementings (AC 6; MV 3”; HD 3+2; hp 17, 17, 16, 14; #AT 2 claws and 1 bite; D 2-5/2-5/1-6; SD Immune to sight-based attacks; XP 153, 153, 149, 141)

7 Dementings (AC 8; MV 12"; HD 1-4 hit points; hp 1, 1, 4, 3, 4, 2, 3; #AT 1; D 1-3; SD Immune to sight-based attacks; XP 8, 8, 11, 10, 11, 9, 10)

The tunnel leading to 43F is just above seven feet from the floor.

UPPER DUNGEONS LEVEL TWO 43F THE RABBLE.

43F THE RABBLE. This is the den of the dementings. This room is a bit unusual in that its floor is about 12 feet from the tunnel to Room 43E. The ceiling height is about 18 feet, so there is a about 3 feet between the top of the tunnel to 43E and the ceiling. Another small tunnel in the south wall connects this room to 43G (the dashed lines on the map). This tunnel is just about flush with the ceiling and also just shy of 3 feet in diameter.

53 Dementings (AC 8; MV 12"; HD 1-4 hit points; hp 4 (X 15), 3 (X 13), 2 (X 10), 1 (X 15); #AT 1; D 1-3; SD Immune to sight-based attacks; XP 11 (X 15), 10 (X 13), 9 (X 10), 8 (X 15))

The room is filthy, with the floor having accumulated generations of droppings from dementings. The dementings like to cling to the ceiling and walls in groups for comfort.

UPPER DUNGEONS LEVEL TWO 43E MOUTH OF THE DAMNED.

43E MOUTH OF THE DAMNED. A large chasm stretches from the south to the east wall. On the west wall, there is a giant stone face of a bat with huge red gems for eyes.

There is a 10% chance for each 500 gp weight that the floor within 2 feet of the edge of the chasm will crumble when weight is placed upon it. It will then require a saving throw versus petrification at -2 to keep from falling in. It is a drop of about 40 feet to Room 33 of The Upper Dungeons Level Three, doing 4d6 damage. The chasm is about eight feet at its widest point.

The eyes of the statue are huge rubies worth 5000 gold crescents each. The stone bat face is huge and the eyes are about seven feet off the floor (ceiling height is about ten feet).

There is a 10% chance each round that this room is occupied that the dementings in Room 43F will use their exceptional hearing to perceive an intruder. This goes up to 90% if the party is being very loud, and 99% if the party causes a rockslide in the chasm or tries to pry out the eyes.

The huge mouth of the stone bat face (about five feet off the floor) connects with Room 43F through a cylindrical tunnel, about 14 feet long by 3 feet in diameter. The dementings travel through this tunnel in waves of 1d4+1 per round.

UPPER DUNGEONS LEVEL TWO 43D TOMB.

43D TOMB. Each of the doors to this room are marked with the following glyph of warding.

The power of each glyph is intense light. It will deal 28 points of burning damage to undead. Unlike other glyphs, it is visible and it will only activate for undead.

The coffin in the corner contains black dirt and the desiccated corpse of a bat-headed humanoid with a wooden stake driven through its heart. It is a vampiric being and will immediately return to power if the stake is removed.

Nykterran (Ancestral Dementing) Vampire (AC 1; MV 12”/18”; HD 8+3; hp 44; #AT 1; D 5-10 or by weapon +4 due to strength of 18/76; SA Energy drain, charm; SD +1 or better weapon to hit, limited spell immunity; XP 4328)

Though it has a head resembling that of a bat, it has standard vampire powers. The vampire is a member of the ancient race that was the progenitors of the dementings. Undead, it remained for millennia watching as its race sunk into atavism and decay. It speaks only ancient Nykterran.

UPPER DUNGEONS LEVEL TWO 43C STRANGE STATUE.

43C STRANGE STATUE. A statue stands near the south wall. It resembles a typical tripartite Triskelion statue, but the features of the heads are bat-like. In its hands it holds the staff, sword, and nine tailed whip, now so familiar.

Touching the statue will cause it to emit a three dimensional programmed illusion showing scenes from the ancient Nykterran civilization. In the first of three scenes the adventurers will appear to be standing in a city deep below the ground. The buildings are huge (skyscraper size). They look like giant black stalagmites and hold hundreds of round windows but there are no doors. The inhabitants are humanoid bat-like creatures that fly between the buildings. These creatures resemble dementings, but stand fully erect, six feet tall with functional wings and eyes. The adventurers are not really there, so they cannot interact with the citizens.

The next scene will be in a large room filled with strange equipment. The bat-like creatures appear to be conducting sorcerous and scientific experiments. It is obvious that they are a very advanced species.

The final scene is really a collage of sorts showing multiple disasters that toppled the civilization of the bat men. There are attacks from giant creatures resembling dark furred toads and from strange pale men riding dragon like creatures. The city is also plagued by purple worms and giant shadowy forms that can not be made out distinctly.

Each scene takes about a turn to play out, but the doors will not be visible while the illusion is ongoing. If the adventurers wish to leave before the illusion finishes they will have to search to find them.

The statue will remain dormant for one day after creating the illusion, as it recharges.

UPPER DUNGEONS LEVEL TWO 43B CORRIDOR.

43B CORRIDOR. The staircase ends with a corridor extending to the west. The ceiling height is seven feet and feels cramped compared to most other areas in the dungeon. The walls, floor, and ceiling are slimy with filth.

UPPER DUNGEONS LEVEL TWO 43A OVAL ROOM.

43A OVAL ROOM. This vast room has a high arched ceiling of forty feet. It is a haven for bats, as a central chimney is here which leads to the surface. There are thousands of normal bats and twenty two giant bats hanging from the ceiling.

22 Giant Bats (AC 8; MV 3”/18”; HD 1; hp 7, 7, 5, 5, 4, 4, 4, 3, 3, 3, 3, 3, 3, 2, 2, 2, 2, 2, 1, 1, 1, 1; #AT 1 bite; D 1-4; SA Disease; XP 17, 17, 15, 15, 14, 14, 14, 13, 13, 13, 13, 13, 13, 12, 12, 12, 12, 12, 11, 11, 11, 11)

The giant bats dislike light, especially torchlight. There is a 80% chance per round that they will attack if torches or other sources of open flame are used in this room. This is reduced to 45% if lanterns or smaller lights such as candles are used. Magical light (such as from magic swords or a light spell) carries a 30% chance. If no light is used, the chance of attack is only 10% per round.

If the giant bats are disturbed and attack, the normal bats will also be roused. The normal bats have no effective attack, but are extremely disruptive as they fly about causing non-bats to strike at -2 on to hit rolls in combat.

A monstrous statue of a bat headed woman, at least twenty feet tall, rises from the floor in the eastern portion of the room. The floor is covered in guano and crawling with noisome life: small insects, arachnids, slugs, and fat grubs. Ground movement is reduced by half while slogging through this mess.

A small metal door is located on at the base of the statue on its eastern aspect. The door is five feet high, not locked but covered with slimy guano. Within is a staircase leading down twelve feet to Room 43B.