Wednesday, January 28, 2026

Condensing the Palace of the Silver Princess Sandbox

As you may have already seen, I did a readthrough of Dungeon Module B3: Palace of the Silver Princess (both the orange and green versions) on Bluesky. I also wrote a comparison of the two with some reasons why you might run one version over the other.

One reason I gave for running the orange version was its regional sandbox, which places the Palace in context alongside a host of settlements and geographic features:

One thing I do not like about this regional map is the scale. It feels too big for the number of locations we're given, and I hate measuring in inches when determining the distance between points of interest. I also just enjoy making my own sandboxes for these old modules. B1 did not include a sandbox, so I got to create my own from scratch. B2 included a rather anemic sandbox, so I took the existing locations and added some new ones to beef it up a little bit.

B3 presents a different challenge. I want to simply shrink the sandbox a bit, adding new locations only as needed. How can I do that?

Well, first, let's identify the locations provided by the module. Obviously there is the Palace itself, but we also have a few settlements, like Gulluvia, a city ruled by Lady D'hmis, a Chaotic baroness, where men are second-class citizens:

There's also Dead Mule, a delightfully-named town occupied and terrorized by Gulluvian soldiers:

There's N'Sau, a relatively idyllic village:

There's Thorold, another village, which is ruled by Lady D'hmis's distant cousin:

Mere, a third village, inhabited primarily by halflings, where escaped slaves and prisoners are given refuge:

And Velders, a hamlet on the other side of the Abaddon Woods, plagued by orcs, kobolds, and "other vile creatures":

So far we have the following locations:

  • Velders (hamlet)
  • Mere (village)
  • N'Sau (village)
  • Thorold (village)
  • Dead Mule (town)
  • Gulluvia (city)
  • Palace of the Silver Princess (ruin)

To determine what other points of interest should be included, we must look at the geographic features. There's the Misty Swamp, a strange place where magic is unpredictable:

It sounds like the Swamp may contain a dwarf lair and a tower ruled by an evil wizard. The three-headed, three-armed, and three-legged creatures are the ubues described later in the module, so they must have a lair there as well. The colored mist could be will-o-wisps, and the creatures with no visible forms could be other undead, invisible stalkers, or the like.

There's the Abaddon Woods, inhabited by a nondescript Evil:

We know from the description of Velders that there are at least orcs and kobolds there, so they probably have lairs as well.

There's the Moorfowl Mountains, where healing moss grows:

There are non-descript Evil creatures in the mountains, plus barren mines once worked by the dwarves. We should include at least one abandoned mine for the player characters to explore.

Finally, the Thunder Mountains, plagued by storms:

There is another evil wizardess rumored to live here in a giant hollow oak. Let's call that a stronghold.

Our list of locations now looks like this:

  • Velders (hamlet)
  • Mere (village)
  • N'Sau (village)
  • Thorold (village)
  • Dead Mule (town)
  • Gulluvia (city)
  • Misty Swamp tower (stronghold)
  • Thunder Mountains hollow oak (stronghold)
  • Moorfowl mines (ruin)
  • Palace of the Silver Princess (ruin)
  • Dwarves (lair)
  • Invisible beings (lair)
  • Kobolds (lair)
  • Orcs (lair)
  • Ubues (lair)
  • Will-o-wisp (lair)

Of course - and stop me if you've heard this one - if I ever run B3, I'm going to be something of a heretic and give it a whirl in AD&D instead of B/X. Likewise, I'll be using the AD&D DMG's Inhabitation table as a benchmark to determine how big my new sandbox should be:

If we count just settlements, strongholds, and ruins, we have 10 locations to include. If, according to the AD&D DMG, 16 out of 100 hexes contain one of these locations, that means we need about 62.5 hexes total. I want to attempt to preserve the original proportions of the B3 map (8.5" x 11"), so I put a hex grid over it in Roll20 and get this:

That's 8 hexes by 9 hexes - 72 total, so a little bigger than I thought it would be, but we'll make it work. We'll need to add an extra settlement, stronghold, or ruin, which isn't a problem - plenty of places to put it!

This is bigger than both my B1 and B2 sandboxes (25 and 49 hexes respectively), but much smaller than the region depicted in B3 (21 hexes by 27 hexes assuming 6-mile hexes - a whopping 567 hexes total). If I used the same rule of thumb with a region of that size, I'd have 90 to 91 locations.

My new 72-hex sandbox could look like this:

I had to compromise on some of my usual aesthetic values for the sake of (relative) accuracy. I don't usually like to place swamps next to mountains or hills. I like my mountains to be surrounded by a ring of foothills. I like hills next to forest hexes to be forested hills, and I like mountains next to forested hills to be forested mountains. This condensed sandbox doesn't leave a lot of room to breathe, however. The two mountain ranges dominate the map, and they are most definitely not forested, so this is what I ended up with.

The interior of the region was tricky as well, because it's a mix of grassland with scattered, light forest. I started by making the whole region forested, then cleared out the hexes which would contain settlements and roads, as that made the most sense to me (excepting the road to Velders, which explicitly goes through the Abaddon Woods, and Thorold, which is pretty clearly within a forested area, even though they apparently breed horses - I'm okay with a village in the forest).

For my extra "inhabited" location, I rolled a ruined village (but I'm going to call it a thorp). Since Velders is already on the outskirts of the barony and threatened by orcs and kobolds, I decided to place it between Velders and the orc lair. I decided to omit the formless beings in the swamp because my swamp is already pretty crowded. I gave the swamp an extra hex of territory and extended the Moorfowl Mountains so that they could contain it as described in the module.

Assuming player characters can travel 3 miles per hour/24 miles per day on foot, roads negate terrain modifiers, and trails cut them in half, it takes two hours to travel from Gulluvia to Dead Mule or from N'Sau to Thorold, six hours from Dead Mule to N'Sau, seven hours from Gulluvia to Mere, eight hours from Gulluvia to Velders, and nine hours from N'Sau to Mere.

All that remains is to figure out where my extra monster lairs should go. I have the following unoccupied/uninhabited hexes:

  • 13 plains (10% chance each)
  • 12 forest (20% chance each)
  • 14 low mountains (30% chance each)
  • 5 medium mountains (35% chance each)
  • 2 high mountains (40% chance each)
  • 1 swamp (40% chance)

I'm going to add one lair on the plains, two in the forest, four in the low mountains, and one in the medium mountains. I'll remove the text labels and instead use the hex numbers so the map isn't so crowded. I ended up with this:

  • 01.07: Gnoll Lair
  • 02.01: Palace of the Silver Princess
  • 02.02: Thorold
  • 02.03: N'Sau
  • 02.06: Tribesmen Lair
  • 02.08: Hollow Oak
  • 03.01: Moorfowl Mines
  • 03.02: Ogre Mage Lair
  • 03.05: Dead Mule
  • 03.09: Brigand Tower
  • 04.01: Stone Giant Lair
  • 04.04: Gulluvia
  • 04.05: Bandit Camp
  • 05.01: Black Stone Tower
  • 05.07: Orc Lair
  • 06.01: Dwarf Lair
  • 06.02: Mere
  • 06.05: Giant Wasp Lair
  • 06.07: Thorp Ruins
  • 07.01: Ubue Lair
  • 07.04: Vampire Lair
  • 07.06: Kobold Lair
  • 07.07: Velders
  • 08.01: Will-O-Wisp Lair

This gives us giant wasps and a vampire in the Abaddon Woods in addition to the orcs and kobolds (I guess we know now what the great evil there is!), ogre magi and stone giants in the Moorfowl Mountains, and gnolls, tribesmen, and brigands in the Thunder Mountains. There are also bandits at Dead Mule/Gulluvia's front door - maybe these are actually the Gulluvian soldiers occupying Dead Mule?

Here's a writeup of each of these locations:

01.07 The Bone Warrens: This deep, twisting mountain cavern smells of blood and beasts. 200 gnoll warriors, 100 noncombatant adults, and 400 young live here. They are commanded by a Packlord, Kargash Bonebreaker (AC 3, 22 hp, attacks as a 4 HD creature and does 2d4+2 damage per attack) with a retinue of 15 Red Guards (AC 4, 20 hp, attack as 3 HD creatures and do 2d4+1 damage per attack). Groups of 20 gnolls (called a "Fang") are commanded by one of ten Fang Captains (16 hp, attack as 3 HD creatures).

The gnolls calls themselves the Gnarrakh ("those who laugh in blood"). The journey to Dead Mule (03.05) is too long for the town to be the target of any substantial raiding, and the town is occupied by Gulluvian soldiers, so the Gnarrakh largely ignore it. They instead target the Windward Folk (02.06) to the east, meeting at the mutual border of each group's hunting grounds. 

The Gnarrakh carry off those they slay to be devoured. Occasionally, they find that a captive has been accidentally left alive, and these become slaves ("Live Meat"), which are guarded by the Meat Keepers. There are twenty such slaves kept in the Bone Warrens currently.

The Gnarrakh know little of the evil wizardess who dwells in the Hollow Oak (02.08), except that she brings great storms which shroud her chosen peak in winds, snow, rain, and lightning. They avoid her and do not venture higher into the mountains.

Making me realize I should have probably put some centaurs in here...

02.01 Palace of the Silver Princess: See Dungeon Module B3: Palace of the Silver Princess (orange cover version).

02.02 Thorold: A rather large village of 900 situated in a forested glade, known for its exceptional horses and its ruler's loyalty to Lady D'hmis.

The village is ruled by the mayor, Lord Lucien D’Marrec (CN 12th level fighter), a distant cousin of Lady D'hmis of Gulluvia (04.04). Though a capable warrior, he is viewed as little more than a sycophant who follows D'hmis's laws and orders to the letter. He dwells within a large walled castle with a keep in the village center. He dreams of one day turning Thorold into a town to rival Dead Mule (03.05). He fears D'hmis, and skims more than his share of Thorold's taxes to build his castle into a fortress complex to secure himself against a potential takeover. He is preoccupied with obtaining My Lady's Heart from the Palace of the Silver Princess (02.01) to use as a bargaining chip against his cousin.

The half-elf Alaric Thornvale (LG fighter 11/magic-user 12/thief 12) rules the village's other stronghold, a large concentric castle on the settlement's northern outskirts, guarding against monstrous incursions from the Moorfowl Mountains. The castle actually predates Lord D'Marrec's, and is the site around which the village was originally established. Alaric is cooperative with Lord D'Marrec, but frequently shelters escaped prisoners and slaves, for whom he secures passage to Mere (06.02). He is aware of Aleigha, the werebear who wields the Sword of Spartusia and who is currently sheltered in the Palace of the Silver Princess. He is interested in securing My Lady's Heart for her to legitimize her claim to the barony.

Elira (LG 1st level transmuter) is a young human mage hoping to become Alaric's next apprentice. She hopes to secure her apprenticeship by bringing Alaric My Lady's Heart, but is penniless and unequipped to adventure on her own. She can be recruited as a henchman by a non-Chaotic non-Evil character in a party intent on journeying to the Palace of the Silver Princess.

The village is home to the Iron Bridle, the best stable and livery in all of the barony. The best horses are reserved for Gulluvia's military, but with Lady D'hmis's or Mayor D'Marrec's permission, adventurers can purchase good horses here as well, including heavy warhorses. The stablemaster is Bramholt (LG), a local, good-natured, lowborn natural horseman who chafes under Galluvian rule. He has little patience for politics, knows every horse by name, and may be persuaded to "lose" some horses in service of the greater good, if Alaric vouches for the recipients.

The village has friendly relations with N'Sau (02.03) to the south - N'Sau provides Thorold with wheat, and Thorold provides N'sau with fine draft horses to plow the fields.

Villagers from Thorold occasionally travel into the Moorfowl Mountains to gather moss used in compounding healing tonics and salves. In the mountains to the northeast, they have encountered the ogre magi of Grimrock Hold (03.02), though few have returned to speak of it. Because the ogre magi walk the surface polymorphed into the shape of humans, the villagers know only rumors of a coven of warlocks and witches dwelling somewhere in the mountains, snatching foragers.

Other Character-type NPCs:

  • 11 1st to 3rd level non-henchmen (3 humans, 3 dwarves, 3 elves, and 2 half-elves).
  • Serah Windmere: 4th level NG human fighter. A sharp-eyed young horsewoman born and raised in Thorold. She is the village's patrol leader and captain of its militia, but is more loyal to Alaric and the village citizens than to Lord D'Marrec.
  • Pellivar Greysong: 6th level NG human magic-user. A white-bearded, stooped, and frail elderly hedge wizard who retired to the country. Though advanced in age, he continues his studies under Alaric. He is good-natured and will aid those of similar intent.
  • Tillo Quickstep: 8th level N gnome thief. A flamboyant young gnome more motivated by curiosity and profit than moral scruples. He aids Alaric's resistance network for the right price, but will serve Gulluvia's interests as well. He dreams of moving to Dead Mule or Gulluvia and establishing his own guild.

02.03 N'Sau: A small farming village of 600. The village is known for growing wheat and for so far being untouched by the hand of Lady D'hmis. From the outside, N'sau appears dull, docile, and unimportant, so it has been able to avoid interference.

N'sau is ruled by Halen Crowe (N 4th level thief), a village reeve who controls the flow of grain throughout the barony's provinces. He ensures that Gulluvia (04.04) receives grain shipments and taxes reliably and on time, and quashes any visible signs of rebellion or unrest among his citizens. He is skilled in subterfuge, using careful bribes and false reports to divert any attention he might draw. He plays both sides, securing shelter, transportation, and provisions for escaped prisoners and slaves heading to Mere (06.02) for the right price. He is calm, observant, and unassuming, neither heroic nor cruel.

Other character-type NPCS:

  • 6 1st to 3rd level (4 humans, 1 dwarf, and 1 elf)

02.06 The Windward Folk: This tribe has lived in the lands now controlled by Gulluvia (04.04) for as long as anyone can remember. With the settlement of the region, they were pushed into the Thunder Mountains, and now live in the shadow of its stormy peaks. 

Their numbers have dwindled, and they now count just 60 warriors among them, plus a like number of noncombatant adults and children. They are led by the priestess Eira (N 8th level druid) and their chief, Korran (N 5th level fighter). Eira is served by two Stonewardens (6th level druids) and six Pathkeepers (4th level druids). Korran is served by two Ridgewardens (4th level fighter sub-chiefs). Bands of ten warriors are led by one of six Ridge-Walkers (3rd level fighters).

The Folk come into conflict with the gnolls of the Bone Warrens (01.07) on the southwest border of their hunting grounds. The Folk simply wish to be left alone, but the gnolls are intent on hostilities. While any warriors lost to the gnolls are presumed dead, the Folk have managed to capture eight of the gnolls' own warriors, hoping to use them as bargaining chips in negotiating a peace - little do they know that the gnolls care not for their captive kin.

The Folk are aware of the wizardess who lives in the Hollow Oak (02.08) in the mountains high above, but know not where exactly, and fear her powerful magic.

The Folk possess gold nuggets (800 gp worth) and uncut gems (840 gp worth) recovered from mountain streams, and will use these in bartering with adventurers in exchange for resolving the dispute with the gnolls. Failing that, the Folk will have little choice but to migrate east along the mountain ridges.

02.08 Hollow Oak: This colossal, ancient oak is rooted atop a sheer, snowy mountain ridge, shrouded in storm clouds. Lightning frequently strikes the tree but does not damage it. The paths into the mountains are shrouded in blinding rain, sleet, and snow, and howling winds tear climbers from cliffs during their ascent. Lightning continually strikes all avenues of approach.

The oak is hollow on the inside, containing many of the trappings of a magic-user's tower. 

The Hollow Oak is ruled by Mistress Aerindra, Arbiter of Thunder (LE 12th level magic-user). She is tall, severe, and pale skinned, with long black hair bound in silver rings. She has mastery of storm magic, and the elements in general. The storms which plague the Thunder Mountains are her own creation, and serve not only to protect her domain against intrusion but to power her magical experiments as well. 

She cares little for what goes on in the lands beneath her lair, confident that none will ever reach it. Her only concern is perfecting her mastery of the elements. If intruders should reach her lair and do not intend her harm, she is neither welcoming nor hostile, more amused than anything else that anyone has made it this far.

The Hollow Oak is guarded by Aerindra's henchmen, men-at-arms, and bound elementals.

03.01 Moorfowl Mines: A dungeon for 2nd level player characters. This was once the major mine worked by the dwarves of Moorfowl Mountains, where they first found My Lady's Heart and gifted it to the Silver Princess. It is barren and no longer worth working, though some dwarven treasures remain.

The entry halls are now overgrown with shrieker fungi whose shrills screams echo into the depths, calling monsters to prey upon intruders. Vermin such as giant centipedes and spiders infest the surface levels. Deeper within, gargoyles carved and animated by the dwarves watch over their ancient vaults. The deepest vault is haunted by the evil spirit of the dwarves' king...or so they say. 

In reality, the offender is Nerxil the Unloved, a quasit which is the familiar of the mage of Black Stone Tower (05.01). Nerxil felt that his service was unappreciated, and in a moment of capriciousness the quasit fled its master and now hides in the mines. It remains invisible, using its daily blast of fear to frighten away those who manage to break into its lair, hence the rumors of some evil spirit haunting the place. 

Nerxil wishes to get revenge on its old master and reap his soul. While Nerxil is unfriendly to most intruders, it will attempt to ally itself with a Chaotic Evil cleric or magic-user, offering to become their familiar once the old master is slain.

03.02 Grimrock Hold: This fortified mountain cavern complex is the lair of two ogre magi men, two women, and three children. They are led by Magroth, a chief of great strength (+2 hp per HD, attacking and saving as a 9 HD creature). 

The ogres walk the surface polymorphed into the shape of humans, so they are often mistaken for warlocks or witches. They hold captive two villagers of Thorold (02.02) whom they captured while the latter were gathering healing moss in the mountains. When Magroth and Thorold were both young, Magroth was captured by adventurers and brought back to the village to be ransomed back to his clan. He has held a grudge against the village to this day.

Due to their ability to fly, the ogre magi are familiar with the locations of the Palace of the Silver Princess (02.01), Moorfowl Mines (03.01), Granite Hollow (04.01), and Black Stone Tower (05.01). They can reveal these locations (and may even provide transportation to them) for the right price, but will hold a generational grudge against any who force them to provide this information or service.

03.05 Dead Mule: This little shire is home to 1,500 people. It is made up of low stone and timber cottages with a market green in the center. Two shallow iron mines are all but exhausted. The old mule's burial cairn still rests by the side of the eastern road. Since Dead Mule is relatively small, it is basically one big neighborhood organized around the market green.

A Gulluvian Soldier Camp (04.05) lies just beyond Dead Mule's borders, occupying farmland sandwiched between it and Gulluvia (04.04). They mostly keep their distance from Dead Mule, but occasionally storm in for unannounced searches and raids, employing their trained barics in search of sheltered refugees. They also occupy the northeast road between Dead Mule and Gulluvia, carefully monitoring who comes in and out.

Dead Mule's de facto leader is the half-elf Althoren (CG cleric 8/ranger 7). He is mayor, judge, and protector of the town. He is young but weathered, lean, and calm, with sun-browned skin and dark hair. He dresses simply in travel-stained vestments. He mediates disputes between Dead Mule's citizens and attempts to maintain peace between them and the Gulluvian soldiers, healing the wounded - including the soldiers - when conflict erupts. 

Althoren maintains the Shrine of the Burdened Path, a place of worship dedicated to the Old Wayfather, the town's god of endurance, travel, and mercy. Pilgrims leave worn shoes, broken packs, and walking sticks at the altar within. From the Shrine, Althoren organizes a clandestine resistance network of about 90 fanatical followers who disguise themselves in their comings and goings as pilgrims of the Burdened Path, working secretly with Alaric of Thorold (02.02) and Halen Crowe of N'Sau (02.03). 

Althoren recently provided aid and shelter to the werebear Aleigha, and recommended that she seek out the cleric Cathrandamus at the Palace of the Silver Princess (02.01) and work with him to obtain My Lady's Heart and secure her claim to the barony (not knowing that Cathrandamus is not the altruistic and just priest that rumor suggests him to be). Althoren suspects that the presence of Gulluvian soldiers outside his town is a consequence of this aid.

Brynja Stonevein (NG 1st level fighter) is an old dwarf warrior descended from the very clan that once worked the mines of Moorfowl Mountains in service of the Silver Princess. She retired in Dead Mule due to her age, but has since gone broke and must once more take up arms and armor and adventure to keep her belly full. She can be recruited as a henchman by a non-Evil character and is intent on investigating rumors of a restless spirit haunting Moorfowl Mines (03.01). She is patient and slow to anger, dryly humorous, suspicious of grand promises, and fiercely protective of common folk.

Corven Pike (CN 3rd level fighter) is a middle aged human warrior who was once a Gulluvian auxiliary. He deserted after witnessing one too many "examples" made of villagers and now attempts to lay low in Dead Mule. He'd like to get out, but only if the pay is good and discipline is lax. He can be recruited as a henchman by a non-Lawful character higher than 11th level. He is sardonic, pragmatic, and morally flexible, but draws the line at pointless cruelty. He knows the ins and outs of the Gulluvian military structure and even has some contacts within it, but he doesn't like the soldiers, and they don't like him. He wouldn't mind driving the soldiers out of Dead Mule, but won't participate in any suicide missions.

Other Character-type NPCs:

  • 11 1st to 3rd level (7 humans, 1 dwarf, 1 elf, 1 gnome, and 1 halfling)
  • Sir Haldrin Wayfar: LG 4th level human fighter. A venerable man who walks with a cane and wears battered mail. He is a devout follower of the Old Wayfather and guards Althoren and the Shrine of the Burdened Path. He is the oldest man in the town and looks as if he could drop dead any day now.
  • Veyra Korr: LE 7th level human fighter. A middle aged warrior in unassuming dress. She is secretly an officer of Gulluvia and is in disguise in town to monitor suspicious activity. Her sister is Silvetta, the supreme commander of Gulluvia's military. She is partnered with Thessrik (see below).
  • Thessrik: NE 7th level human magic-user. A young, pale, sharp-faced mage who never blinks. He is polite but detached. He is here to serve Gulluvia alongside Veyra Korr, and is likewise in disguise, assigned to root out the town's secret resistance network. The pair are greatly interested in activities surrounding the Shrine of the Burdened Path.
  • Jaren Foxmere: NG 7th level human thief. A young, charismatic, fast-talking, and genuinely kind operator who aids Althoren's resistance operations, smuggling escapees in and out of Dead Mule's abandoned mines for shelter and transport along the network.

03.09 Blackwind Watch: This old mountainside tower is partially ruined and overlooks the eastern passes into the Thunder Mountains. It is four stories tall, with a collapsed outer wall forming a rough yard and corral for a few mounts and pack animals (six riding horses, two heavy warhorses, and two pack mules). Black pennants and stripped shields hang from the walls and whip and rattle in the mountains' gale force winds.

The Blackwind Cutters, a force of about 100 brigands, use the tower as a bastion. They are a mix of former Gulluvian soldiers, deserters, desperate refugees, and the worst of the barony's escaped prisoners. They shelter here during the winter. During the summer, they make their way down into the grasslands surrounding Velders (07.07) and raid to provision themselves for the harsher months.

50 indentured camp followers and slaves provide manual labor, serve as cooks, grooms, and porters, or as personal servants of officers. They are kept in tents in the outer yard or in cells beneath the tower.

Aerindra once used the tower as a stronghold, but abandoned it once she found the Hollow Oak (02.08). She loathes the brigands that have infested her former home, and delights in sending especially malevolent storms to harry their fortifications.

The Cutters are led by Vargan (CE 9th level fighter), a Gulluvian deserter turned mercenary, pit fighter, and finally, reaver. He is brutal, intelligent, and paranoid. To instill fear, he executes insubordinates publicly and in dramatic fashion. To sow confusion and discord among those who might threaten his station, he changes orders capriciously and encourages rivalry among his officers. He is easily manipulated by those who flatter his ego.

Vargan is advised by the mage Malreth (NE 8th level magic-user), a former apprentice wizard of Gulluvia (04.04), expelled by his master for cruel experiments and a lack of remorse. He is cold, methodical, and self-serving. He is the tower's quartermaster, keeping meticulous records and trading goods for influence and information. He hopes to someday find the wizardess of the mountains and usurp her stronghold. He uses Aerindra's former laboratory as a testing ground for his own experiments.

Vargan's lieutenant is Serrek (N 7th level fighter), a former Gulluvian soldier who chafed under the leadership of female officers. He oversees the tower's daily operations, including discipline - short of execution - organizing watches, and mediating the disputes stoked by Vargan. He has no loyalty to Vargan and no love for Malreth. He believes the tower is cursed and secretly wouldn't mind absconding to Velders to live out his days in peace.

Vargan, Malreth, and Serrek share a retinue of six guards (2nd level fighters). A dozen petty officers (all fighters - five 3rd level, three 4th level, two 5th level, and two 6th level) command smaller groups of brigands.

In Blackwind's dungeons are four important prisoners - Grashka (CE), an orc captured in Ashwillow (06.07), Elric Vanner (CN), a citizen of Velders, Garrik Horne (CE), a Gulluvian soldier captured on the road through Abaddon Woods, and Skrit (LE), a kobold captured near Velders. Malrec interrogates these assets to gather information about the Cutters' potential rivals and targets for summer raids.

04.01 Granite Hollow: This deep mountain cavern is home to a clan of nine stone giants - two adult males, two adult females, and five young (one noncombatant with the hit points of an ogre and four juveniles with hit dice, damage, and attack rolls equal to hill giants).

The giants keep seven cave bears as pets - one belonging to each adult and another three to guard the young. They keep a herd of giant goats for milk, cheese, butter, and meat - seven adults and three young.

The leader of the giants is Harthuun Deepdelver. Though the giants are reclusive, Harthuun finds adventurers somewhat amusing - so long as they do not intend harm to his clan - and will trade simple stone bead jewelry, healing moss, goat's milk, cheese, and butter in exchange for cloth, herd animals, coins, and gemstones. He is slow to anger and slower to forgive.

The giants have a cool but amicable relationship with the ogre magi of Grimrock Hold (03.02), occasionally trading for useful commodities plundered from the lands surrounding Thorold (02.02).

The giants venture down to the Misty Swamp to catch the fish that swim there. They have encountered patrols from Black Stone Tower (05.01) and occasionally trade with them as well.

04.04 Gulluvia: A city of 30,000, ruled by the firm and unforgiving hand of the baroness Lady D'hmis (CE, 20th level fighter). After sunset, only Gulluvian soldiers, city officials, and men with writs of service may walk the streets without a female escort of at least 15 years of age. All violators are arrested, beaten, enslaved, or even killed. All roads into the city lead to the Iron Ward at its center. To the northwest lies the Gilded Coil, the Chainward is to the south, and the Sprawl to the north.

The Iron Ward is Gulluvia's seat of power, a highly militarized, silent, and oppressive neighborhood. Soldiers patrol the district's wide streets, and banners of D'hmis hang from every tower. High-ranking female officers, administrators, court functionaries, and D'hmis's favored male champions and lovers live here. Features include the Baronial Citadel, Tribunal Hall, Execution Square, and the Commandery of the Crimson Mantle (D'hmis's elite officers). Connections: The Sprawl (N), Chainward (S), Gilded Coil (NW)

Iron Ward NPCs:

  • Draven the Veiled: 9th level LE human cleric. He rules a religious stronghold in the Iron Ward. He is a state inquisitor and operates a cult of terror in the name of Zharvek, Gulluvia's deity of law, fear, and punishment.
  • Virexia Nocturne: 10th level LE human magic-user. She is Lady D'hmis's court mage. Without a stronghold of her own, she dwells in the Baronial Citadel with the baroness, controlling magical surveillance and bending the Lady's ear.
  • Silvetta Korr: 16th level LE human fighter. The supreme commander of Gulluvia's military. She despises chaos and schemes to supplant D'hmis as Gulluvia's ruler. Has her own stronghold in the Iron Ward.
  • Varkul: 19th level CE human fighter. The champion of Lady D'hmis's bodyguard and her favored paramour and executioner. His stronghold is the Commandery of the Crimson Mantle in the Iron Ward.

The Gilded Coil is where Gulluvia's elite - including merchants, collaborators, black-market magnates, and political climbers - live in luxury. It is lavish, decadent, and rife with social danger. Lady D'hmis and other political operators have informants everywhere. It features noble villas, exclusive auction halls where slaves and magic items are bought and sold, pleasure houses where enslaved entertainers and gladiator entertain the wealthy, and the Serpent Bazaar, where all of Gulluvia's finest goods are available for purchase. Many members of Gulluvian high society are dependent on Anterian Brandy imported from the Misty Swamp. Connections: The Sprawl (NE), Iron Ward (SE)

Gilded Coil NPCs:

  • Selannar Quickwind: CG elf fighter 10/magic-user 11/thief 11. The leader of Gulluvia's enclave of elves and companion to Elicerys (see below). Her thieves' guild, the Shadowdancers, located in the Gilded Coil, use their talents to aid resistance networks - when not at war with other guilds.
  • Karlitis: 15th level LN human thief. The leader of the Silver Knives, Gulluvia's supreme thieves' guild. Operates a fortified guildhall in the Gilded Coil.

The Chainward is where most of Gulluvia's slaves, overseers, and low-ranking soldiers are put to work. The air is loud with the crack of whips, choked by smog and the smell of iron and blood. It features foundries and tanneries, slave pens, prison labor yards, river docks, and massive storehouses. Connections: Iron Ward (N)

Chainward NPCs:

  • Brottan Deepkey: 9th level LN dwarf thief. Gulluvia's preeminent freelance burglar. He lives in the Chainward, and it is said he can open any lock. He aspires to found his own guild which will compete with the city's other thieves.
  • Borim Stoneward: LG dwarf cleric 10/fighter 12. The religious and martial leader of Gulluvia's dwarf enclave, where he oversees the work of dwarf artisans and ensures they are protected from the city's harshest punishments. He has a religious stronghold in the Chainward.
  • Yesenia: 15th level LN human fighter. Second in command to Silvetta Korr (see below), but has her stronghold in the Chainward, where she is charge of putting down strikes and rebellions.

The Sprawl is where Gulluvia discards its leavings, and where the endangered flee when they do not wish to be seen. Refugees, criminals, and escaped slaves hide here while seeking passage out of the city. It is lawless but carefully monitored, brutal and desperate. It features collapsed buildings, hidden shrines, refugee camps, smuggler tunnels, and a black market which provides forged writs of service - for the right price. Connections: Iron Ward (S), Gilded Coil (SW)

Sprawl NPCs:

  • Haldrik Vaun: 9th level LG human fighter. He keeps a stronghold in the Sprawl, sheltering escapees until they can be funneled into the resistance network.
  • Thaelrix the Laughing Mage: 13th level CN human magic-user. He is Gulluvia's preeminent magic-user, but mostly isolates himself within his tower in the Sprawl, conducting mad and dangerous magical experiments where the authorities care not to bother him.
  • Karn Blackmaw: 14th level CE human fighter. Lady D'hmis's second most-favored paramour. He commands a secondary stronghold of the Crimson Mantle in the Sprawl, ensuring that looming threats in that district do not grow to a point that they might threaten Lady D'hmis.
  • Elicerys: A CG half-elf cleric 12/fighter 12/magic-user 12. Runs a temple and religious stronghold in the Sprawl. She works with others in the resistance network to aid escapees on their way to Mere (06.02).

Other Character-type NPCs:

  • 36 1st to 3rd level henchmen (24 humans, 3 dwarves, 3 elves, 1 gnome, 3 half-elves, 1 halfling, and 1 half-orc)
  • 213 1st to 3rd level (142 humans, 18 dwarves, 17 elves, 8 gnomes, 19 half-elves, 8 halflings, and 1 half-orc)
  • 64 4th to 7th level (43 humans, 5 dwarves, 6 elves, 2 gnomes, 5 half-elves, 2 halflings, and 1 half-orc)
  • 30 7th to 12th level (21 humans, 2 dwarves, 3 elves, 1 gnome, 2 half-elves, 1 halfling)

04.05 Gulluvian Soldier Camp: This riverside camp is home to a host of 90 soldiers (use bandits) from Gulluvia (04.04), currently charged with occupying Dead Mule (03.05). They mostly keep their distance from the town, but occasionally storm in for unannounced raids, searching for escaped prisoners and slaves sheltered by resistance networks. They also maintain a presence on the road leading into town, monitoring comings and goings, and nominally patrol the northern segment of the forested road leading to Velders (07.07) - the latter posting is viewed as a punishment as such patrols are subject to attacks from orcs and giant wasps.

The camp is surrounded by a palisade of sharpened stakes and wagons arranged in a wall formation. The soldiers drill constantly in the muddy inner yard, where the command pavilion sits on a raised timber platform, flanked by iron cages containing prisoners brought in for questioning. 80 horses (16 medium light and eight medium) are kept in a corral. Four trained barics are kept in iron cages covered by heavy cloth. They are brought out only on raids into Dead Mule. About a dozen indentured camp followers cook, clean, and tend to the animals.

Among the soldiers are ten petty officers: four 3rd level fighters, three 4th level fighters, two 5th level fighters, and a 6th level fighter.

Zena Vorrenn (CE, 8th level fighter) is the camp captain. She is young, tall, sharp-featured, and ruthless. She enjoys psychological warfare for its own sake, making her the ideal commander for Gulluvia's terror campaign against Dead Mule. She is the only one who knows that the true purpose of the camp's presence is to root out Aleigha, the true threat to Lady D'hmis's legitimacy.

Renvar Doss (N, 7th level fighter) is Zena's lieutenant. He is a gray-bearded old soldier with a limp, valued less so these days for his combat prowess than for his experience and attention to detail. He oversees the camp's supplies and softens Zena's worst impulses when he can. He has his suspicions about the campaign's true purpose but never voices them.

The camp hold nine prisoners - most of them devoted followers of Althoren's resistance network or Dead Mule citizens suspected of collusion. Among them is Gruthak (LE), an orc scout captured in Abaddon Woods. Zena secretly admires the work of the orcs in Ashwillow (06.07), and would like to negotiate a similar attack on Dead Mule for which she could deny culpability. Her interrogators are attempting to learn the location of the Blacktusk Warrens (05.07) to propose such an operation, but Gruthak doesn't trust their intentions and will not talk.

05.01 Black Stone Tower: This massive tower of shiny black stone is half-sunken into the surrounding muck.

It is ruled by Malrec the Black (CE), a sadistic and theatrical magic-user (12th level) obsessed with the legend of the Silver Princess and her ruby. He believes that My Lady's Heart is a corrupting force and a conduit for great power and evil, and wishes to obtain it for himself.

Malrec is responsible for the mist that hovers over the swamp and causes spells to go awry, though it does not affect his magic. He created the ubues from the folk that once dwelled in the swamp, and even sent some of them across the Moorfowl Mountains to the Palace of the Silver Princess (02.01) to obtain My Lady's Heart for him.

Currently, Malrec is preoccupied by the escape of Nerxil, his quasit familiar who (unbeknownst to him) fled to Moorfowl Mines (03.01). When Nerxil is present at the tower, Malrec operates as a 13th level magic-user. In Nerxil's absence, Malrec functions instead as an 11th level magic-user, cutting off his access to 6th level spells. Malrec knows that if Nerxil were to perish, his powers would diminish even more so (down to 8th level). He has also come to depend on Nerxil's ability to commune with the Lower Planes in all his decision-making. Without this ability, Malrec has become despondent and directionless.

While he is not generally receptive to visitors, Malrec will welcome any adventurers who seem capable of bringing Nerxil safely home, at which point his obsessions will turn back to obtaining My Lady's Heart.

The tower's men-at-arms patrol the swamp surrounding the tower via keelboat. They occasionally encounter the stone giants of Granite Hollow (04.01) and trade with them for provisions and information about expeditions spotted in the Moorfowl Mountains. 

There is mutual enmity between the dwarves of Brumhold Fen (06.01) and Malrec. Malrec is addicted to Anterian Brandy and wishes to control its production and distribution, but the dwarves won't treat with him and will no longer sell him any Brandy. The two factions' forces clash whenever their keelboats meet.

05.07 Blacktusk Warrens: This forested cavern is a maze of dugouts, collapsed barrows, and timber-reinforced pits. Crude totems of split skulls and boar tusks mark the perimeter immediately surrounding the cave. 

The lair contains 80 orc warriors, 55 noncombatant adults, and 110 children. Groups of 30 orc warriors are commanded by a leader with three assistants (8 hp each). The orcs retain two ogres as guards.

The Blacktusks are led by Urzak Skullrender (LE), a towering orc chief with a jagged iron crown welded directly onto his helm. He is protected by a retinue of 11 bodyguards (Urzak and his bodyguards are AC 4, have 13-16 hp each, attack as 3 HD monsters, and deal 2d4 damage per attack).

The upper warrens are filled with spiked pits, falling log traps, and narrow chokepoints. Most warriors, as well as the two ogres, are housed here in patrol dens.

The middle warrens house feast halls, the war council chambers, leaders' quarters, and Urzak's throne room and bodyguard.

The lower warrens are home to noncombatant adults and children, with an underground escape route leading to Ashwillow Ruins (06.07), should the need arise, where the orcs maintain an outpost.

The Blacktusks are divided by Urzak's three leaders and their factions, which pull the chief in different directions:

  • The Bloodfangs believe that the Blacktusks' survival depends on dominating their neighbors. They pushed for the sack of Ashwillow and now advocate for doing the same to Velders (07.07). They attack Gulluvian patrols on the road through Abaddon Woods on sight. They are led by Kroth Bloodfang, a towering berserker who promises glory through conquest for all his followers. Kroth, his three assistants, and his 30 Bloodfang warriors are currently stationed in Ashwillow, carefully monitoring Velders.
  • The Coin-Eyes believe that the Blacktusks can thrive through peaceable trade backed by a strong military presence. They wish to use the threat of further violence against Velders as a bargaining chip to negotiate an advantageous arrangement with Gulluvia (04.04), with the orcs perhaps serving as Gulluvian mercenaries for profit. They wish to continue to occupy Ashwillow and to turn it into a proper above ground orc settlement. They are led by Zulgar Coin-Eye, a lean and articulate orc with a copper coin in place of one eye. 
  • The Stonehides believe that the sack of Ashwillow was an overreach, bringing unwanted attention, and advocate for abandoning the forward outpost and fortifying the Warrens against a counterattack from Gulluvia. They are led by Morgath Stonehide, a grim, scarred veteran who speaks little but commands great respect.
The Blacktusks have a contentious relationship with the kobolds of the Needleburrow (07.06). Currently, the orcs use their greater strength to extort resources from the kobolds (the Coin-Eyes' policy). The Bloodfangs advocate for subjugating the kobolds for use as fodder on further raids, eradicating them once they've outlived their usefulness, while the Stonehides wish to offer up the kobolds' lair as a concession to Gulluvia, on the condition that the Blacktusks are left alone.

06.01 Brumhold Fen: A community of floating dwarven homesteads and workshops is anchored here in the swamp and connected by causeways and canals. The dwarves here are an offshoot of those who once served the Silver Princess, and many are old enough to remember a time before the Palace of the Silver Princess (02.01) lay in ruin.

220 fighting dwarves live here along with 110 non-warriors (who will nonetheless fight if their home is threatened) and 55 dwarf children. Each group of 40 is led by a fighter of 2nd to 6th level (five total). The community is further protected by seven fighters from 2nd to 5th level and four fighter/clerics of 2nd to 4th level in each class. A 6th level fighter is commander of the whole army, and a 4th level fighter is lieutenant. The dwarves use five 3 HD giant frogs as guard animals.

Their leader is Thrainor Fenguard (LG), a fighter 4/cleric 4. He is stern but fair, difficult to impress, quietly devout, and practical above all else. He and his dwarves are generally helpful, but highly secretive.

The dwarves brew Anterian Brandy from swamp water using other unknown reagents and distillation methods which are closely guarded from the outside world and even other dwarves. They navigate the swamp via keelboat and trade the Brandy with Gulluvia (04.04) and the other human inhabitants of the region via halfling middlemen in Mere (06.02). They have been known to shelter escaped prisoners and slaves from Mere and secure them passage through the swamp.

They do not trade with Malrec of Black Stone Tower (05.01) due to their suspicion that the wizard wishes to divine the Anterian Brandy formula for his own use, nor with the ubues (07.01), who could not afford it anyway. They navigate the swamp using keelboats, clashing with Malrec's patrols and ubue scouts whenever they meet.

06.02 Mere: This mountain village is made up of burrow homes and surface cottages built into the cliffsides. Grain silos are guard towers in disguise, and a network of secret tunnels connect the cellars of important buildings and play a pivotal role in hiding escaped prisoners and slaves. The village is home to 130 stout halfling warriors, 130 noncombatant adults, and 78 children. 

They are led by Perrin Underbough (LG, 3rd level fighter), a calm, observant, and fearless leader. Groups of 30 warriors are led by a 3rd level cleric (four total, which serve the halflings' gods of hearth and harvest, mercy and protection, travel and freedom, and hidden places) and two 2nd level fighters (eight total). Due to their close relationship with the dwarves of Brumhold Fen (06.01), their warriors employ more hammers and maces in combat than do typical halflings.

The village is also home to the Dogs of Mere, a collection of about 300 well-bred and trained hounds used as scouts, trackers, and an early warning system against raids from Gulluvia (04.04). Most serve as sentries, pack animals, and messengers, but about 50 are mastiff-sized hounds trained in combat and capable of carrying warriors into battle. Because of the dogs, it is almost impossible to catch the community unawares.

The halflings work closely with the dwarves of Brumhold Fen, acting as intermediaries in the trade of Anterian Brandy. This connection to one of Gulluvia's most desired commodities is one of many reasons that the village hasn't already been raided and conquered. The halflings also aid in handing off escapees to the dwarves, who transport them partway across the Misty Swamp.

06.05 Giant Wasp Nest: This giant paper nest is built around a 40-foot-tall blackened tree stump in a light-starved glade, fused with hardened resin and hanging combs. It is home to 35 giant wasps and their 350 eggs, larvae, and pupae. Being giant insects, they are driven by instinct and simply hunt the surrounding forest in groups of 1 to 20, preying on Gulluvian patrols, orcs, kobolds, and travelers on the road, which they paralyze and carry back to the nest to be devoured by their young.

It is possible to climb up into the nest and navigating its twisting tunnels on foot, but it is full of narrow passages, tall vertical shafts, and sudden drops.

The kobolds of the Needleburrow (07.06) sometimes come here to smoke out the wasps, climb up into their nest, and harvest their larvae.

06.07 Ashwillow Ruins: This ruined thorp is nestled within a copse of willow trees, overgrown with tall, bitter grass. All that remains are burned cottages collapsed into rings of stone and blackened timber. The thorp was home to 60 settlers. Their meager militia of half a dozen fell easily to a raid from the Blacktusk Warrens (05.07). All who lived there were slain, imprisoned, or fled to Velders (07.07).

The ruin is now held as a forward outpost by Blacktusk orcs - Kroth Bloodfang and his three assistants (8 hp each) and 30 Bloodfang orc warriors. They patrol the ruin and surrounding fields and monitor Velders from a distance at night, awaiting orders from their chief, Urzak Skullrender.

The orcs have surrounded the ruin's perimeter with a palisade of sharpened stakes, and use surviving chimneys as crude watch towers. The corpses of the thorp's inhabitants are hung from the ruin's walls as a warning and provocation. The survivors are kept locked in a farmhouse root cellar, used as food or entertainment in cruel blood sport.

07.01 The Threefold Fen: This village of raised platforms and bone and hide huts atop a tangled mound of peat and driftwood is home to 23 ubue adults and 11 ubue children. In the center is a raised mound which holds the chief's home, a dueling ground, and the shaman's hut. Around it are nine family huts connected by slippery causeways.

Generations ago, the mage of Black Stone Tower (05.01) sent several ubue families to the Palace of the Silver Princess (02.01) to bring him My Lady's Heart. These ubues never returned, but the ubues of the Threefold Fen believe they someday will.

The village shaman is Bonereader Korra (N), a young female ubue whose heads see disparate omens when reading bones - one of life, one of death, and one of exile. One prophecy maintains that the ubues sent to the Palace will bring My Lady's Heart to Black Stone Tower, the wizard will conquer the land beyond the mountains, and bring the ubues with him to prosper as his chosen people. Another prophecy says that the wizard will instead destroy the ubues, as they will have outlived their usefulness. The third says that the wizard will make the swamp unlivable, and the ubues will need to depart for a new home. The various interpretations trouble Korra deeply.

The ubues are led by Threxx of the Three Crowns (CN), a strong young male ubue. His two male heads often argue over how best to punish his enemies, while his female head advocates for mercy. He believes in all of Korra's prophecies at once - that the wizard will uplift Threxx and his allies, destroy his enemies, and exile the weak.

The ubues despise the dwarves of Brumhold Fen (06.01), believing that the manufacture of Anterian Brandy pollutes the swamp with its eponymous mist. The two parties clash wherever their keelboats meet.

07.04 Abaddon Graves: This ancient, overgrown burial ground is the resting place of the disciples of the Black Verdancy, a heretical sect of Gullivia's (04.04) worship of Zharvek. Rather than law and punishment, they believed in chaos and exile, and fear instilled not by the state but by the primordial forces of nature. The Most Eminent High Priestess Velathra (CE, 9th level cleric), fled the city with her followers to establish a place of worship in Abaddon Woods. There, they constructed a sepulcher in a cave beneath a twisted tree, feeding the soil with the blood of heretics which they captured and ritually sacrificed.

Eventually, Velathra transformed herself by drinking from a chalice of grave earth and blood. She allowed her acolytes to slay her and bury her beneath the roots of a tree. Three nights later, she rose as a vampire, with all her clerical powers, and devoured her own devotees. She buried each of them in turn and is now bound to the gravesite, alone, preaching only to her congregation of wolves.

Because she must return to her gravesite to rest and in event of her being slain, she does not wander far. She occasionally goes out hunting for kobolds from the Needleburrow (07.06), but prefers the blood of humans. To appease her, the kobolds capture villagers from Velders (07.07) and bring them to the halfway point between their lairs (07.06) to be claimed.

07.06 The Needleburrow: This low-ceilinged warren is hidden beneath a tangled thicket of bramble, briar, and thorns. 

The burrow is home to 210 kobold warriors, 105 noncombatant adults, 21 young, and 157 eggs. Each group of 40 warriors is commanded by a leader (five total) with two guards (20 total). Leaders and guards attack as goblins, have 4 hp each, AC 6, and do 1d6 damage. Noncombatant adults are artisans, trap smiths, fungus farmers, and egg tenders, while children act as messengers, lookouts, and trap resetters.

The chief of the burrow is Skrix (LE). He is patient and calculating, paranoid, and interested purely in survival. He maintains authority over the burrow by his control of the egg vaults. He is served by an elite bodyguard of four warriors. Skrix and his bodyguards attack as 1+1 HD monsters, have AC 5, 7 hp each, and do 1d8 damage.

The outer warrens house 80 warriors and their leaders. They are heavily trapped, and designed to delay and bleed invaders. The warriors always retreat to the middle warrens if overwhelmed, where noncombatants work and are protected by another 80 warriors and their leaders. The inner warrens are where Skrix holds court along with his bodyguard and an additional 50 warriors. Skrix keeps three wild boars as pets which he unleashes on intruders who make it this far. The hoard pit and egg vault is also contained within.

The kobolds are extorted for resources by the orcs of Blacktusk Warrens (05.07) - mostly treasure, bespoke traps and other gadgets, and the occasional human captive taken from Velders (07.07).

The kobolds occasionally venture to the Giant Wasp Nest (06.05) to collect larvae, which they raise to maturity in the middle warrens. The wasps' wings are burned off so that they can be kept in pens. When they're matured, they're killed and harvested for their venom, which is sealed in clay pots and stored in the inner warrens for use by Skrix and his retinue of guards, who poison their weapons.

The kobolds also occasionally bring human captives to 07.05 as an offering to Velathra of Abaddon Graves (07.04). If they fail to do so, they know that it is they who will instead become Velathra's next meal.

07.07 Velders: A small, struggling frontier canton of roughly 400 souls, clinging to existence at the edge of Abaddon Woods. Though technically under the protection of Gulluvia (04.04), it receives little real aid, as the road through the Woods is dangerous and poorly maintained. 

The people feel forgotten by the world. They are wary of outsiders but desperate for help. Houses are built closely together for defense, and the canton is surrounded by ditches and spiked hedges. Fires are dimmed at night, bells are strung between buildings, and dogs and geese are used as warning systems.

The trading post at the center is used as warehouse, inn, garrison, and stronghold. It is operated by Saelwyn Thornecloak (LN 8th level thief), a mysterious and influential elf trader. He is responsible for the canton's governance, carefully organizing the settlement's defenses against threats from brigands, orcs, and kobolds. It is because of his efforts alone that Velders has survived this long.

  • Halvek: LE 1st level human cleric. He is an emissary of the Gulluvian Church, here to preach the gospel of Zharvek to the barbarian people of Velders. Though he frequently says the people are sinners living in chaos, he has a vested interest in the canton's survival and will participate in its defense if needed. He is secretly disillusioned with the lack of a Gulluvian presence in the canton.
  • Tyressa: CE 1st level human magic-user. A hunched old crone living in a moss-covered leaning stone hut on the fringes of Velders. Though she is feared for her strange experiments on animals and has no love for the people, she will gladly participate in defense of the canton, if only for the opportunity to test her magic.
  • Branna: CN 2nd level human thief. A young, independent rogue who chose Velders precisely for its distance from authority. She thinks Saelwyn is a stick in the mud and frequently sneaks in and out of the ruins of Ashwillow (06.07), past the orc patrols, if only to prove she can.
  • Ysil: NE 3rd level human thief. A young, ambitious student of Saelwyn. He knows a great deal about the operations of Velders's defenses and would sell out the canton for the right price. Saelwyn ensures that his offer if always better.

Velders is preyed upon by Blacktusk orcs from Ashwillow Ruins (06.07) and by kobolds from the Needleburrow (07.06). The occasional woodsman or traveler on the road through Abaddon Woods is carried off to the Giant Wasp Nest (06.05), or waylaid by a Gulluvian patrol.

08.01 Mire of False Paths: This maze of sunken stone markers and broken causeways is the final stop along the path to freedom for escaped prisoners and slaves. Unfortunately, it was discovered by the ubues of the Threefold Fen (07.01), who launched an attack on the refugees camped there carrying off or killing them and their guards.

Not all prisoners of Gulluvia (04.04) were imprisoned for the wrong reason, however, and at least one evil cutthroat, exiled warlock, or heretical priest fell into the sucking mud and drowned. Their death panic and the strange magic of the swamp combined and gave rise to the Gloamlight - what the locals call the will-o-wisp who now haunts this place.

With no one to maintain it, the resistance checkpoint fell into ruin. The mists of the swamp hang thick here, the water and mud dense with bones and personal effects. Torches and lantern lights dim and sputter out so that only the Gloamlight is visible, just out of reach. Is it the beacon light, signaling the edge of the causeway which finally leads out of this dismal place to freedom? No, the beacon hasn't been lit in years. But maybe...

The Gloamlight feeds on the negative energies created by the confusion, frustration, and despair of refugees who meet their end so close to their goal. It leads them astray, into quicksand pits, the feeding grounds of swamp beasts, and thick tangles which render their keelboats immobile. The dwarves of Brumholt Fen (06.01) will warn against following the strange light, but even that will not guard against the spirit's trickery. When ignored, it will attempt to lead travelers on the safe path, so that in avoiding it, they run into trouble all the same.

Conclusion

I am aware, as you may now be, of the irony of naming this post "Condensing the Palace of the Silver Princess Sandbox", then proceeding to write what may be the longest post yet on this blog. Would I have been better of simply detailing those areas described in the module itself, rather than adding gnolls, ogre magi, stone giants, wasps, a vampire, and the like? Perhaps! But I am not disappointed by the result.

This is a highly gameable, condensed (as in shrunken in scale) yet expounded upon (in terms of complexity) region for a game using Dungeon Module B3. While the Palace itself is the focus of that module, it hints at a much greater world. At the heart of it is a small barony terrorized by a cruel baroness with a vested interest in obtaining the Palace's treasure. At the edges is a strange wilderness filled with mystery and evil creatures which threaten the land as well.

In this sandbox, the tyranny of Lady D'hmis and the resistance network organized to oppose her take center stage, with all sorts of deadly monsters and evil magic-users at the periphery. Almost every location and NPC deals somehow with the Palace and My Lady's Heart or with Gulluvian politics and resistance. Almost every monster or wilderness ruler poses some threat to their corner of the map or to the barony itself.

I would probably start the player characters in Velders, give them the opportunity to fend off orcs and kobolds, then venture through the Abaddon Woods to Gulluvia, where they will get a much better understanding of the region's politics and pressing issues. They might travel to the Palace and recover My Lady's Heart, using it as a bargaining chip in their dealings with any number of factions. Along the way they might aid the resistance network or the Gulluvian state. They may make the Misty Swamp safe for refugees once more, venture into the Thunder Mountains to investigate rumors of the evil wizardess, or root out the vampire haunting Abaddon Woods. In time, they might liberate Thorold, Dead Mule, and even Gulluvia itself.

It is a complex, dynamic sandbox with room for the player characters to grow within it, and I think it makes for a great supplement to Palace of the Silver Princess, turning a single dungeon into a full campaign.

Wednesday, January 21, 2026

Which Version of Palace of the Silver Princess Should You Run?

Over on Bluesky I did a readthrough of both the orange cover and green cover versions of Dungeon Module B3: Palace of the Silver Princess. My reading of the orange version was more in-depth, whereas my reading of the green version was more for the sake of comparison. I thought it would be productive to summarize my thoughts in an easily-digested blog post.

For those who don't know, the publication history of this module is a mess. The Wikipedia article about the module sums it up pretty well. Essentially, Jean Wells wrote the original, orange version of the module. For one reason or another, TSR waited until the day before the module's publication (when the copies arrived at the office for shipping) to decide that it was unacceptable. All of the copies were recalled or confiscated and destroyed.

The explanation at the time was that the illustration of "The Illusion of the Decapus" by Laura Rosloff was objectionable because it was overtly sexual and was exposing children to the S&M fetish. This was also in the midst of the Satanic Panic, so another explanation was that the illustration gave credence to the claim that D&D was promoting devil worship.

Since then, the story has changed. It is now widely believed that the actual objectionable image was Erol Otus's illustration of the ubues (three-headed, -armed, and -legged monsters with both male and female heads), which depicted the monsters with heads that were essentially caricatures of TSR executives (notably Brian and Kevin Blume, though accounts vary). Apparently, Wells had wanted to replace this illustration before the module went to print, but was told it was too late.

Whatever the exact reason, the end result was the same. The original version of this module was essentially memory-holed. Many players from that time are familiar with only the revised green version, which is the version that was officially released after the original underwent many significant revisions at the hands of Tom Moldvay. You can read Wizards of the Coast's own flawed hagiography and download the orange version for free here.

The original version was similar to Dungeon Module B1: In Search of the Unknown, with many rooms empty of monsters, traps, and treasure, with instructions for the DM to determine these elements their self (the quality of these empty rooms, in my opinion, is not quite as good as those found in B1).

Not every room was empty, however. The module also contained several intentionally designed encounters with unique monsters, among them the aforementioned ubues and decapus (pictured on the cover of both versions), sentient bubbles, a giant six-legged rat with a toothy duck bill and as many hit dice as an owlbear, an amoeba which disguises itself as a pool of water, paralyzes you, and dissolves you, a giant snake with an enchanting whistle, giant marmoset monkeys large enough to serve as mounts for halflings, and a moss that puts you to sleep and then grows over, suffocates, and devours your unconscious body.

The original module was a relatively straightforward site-based adventure - an ancient palace in ruins, and legends of a giant ruby still hidden within. What will you do with that information? Well, probably go explore the dungeon and try to find the ruby - classic D&D stuff.

In addition to the dungeon, there was a minimally-detailed map of the surrounding region with short entries about settlements and geographic features - a city ruled by a Chaotic baroness (the only living descendant of the titular Silver Princess, who wants the ruby for herself), a shire occupied and terrorized by the baroness's soldiers for unknown reasons, a halfling village which is home to escaped prisoners and slaves, a canton cut off from the barony by a dark and foreboding wood, a swamp inhabited by strange monsters, where spellcasting is unpredictable, a mountain range riddled with abandoned dwarven mines, and another range plagued by storm clouds conjured by an evil wizardess.

The module was filled with mystery. According to legend, the kingdom ruled by the Silver Princess fell into ruin when a stranger arrived at a party to see the Princess's ruby. A red dragon appeared over the valley and burned the land, a man in silver and blue armor upon its back. However, upon exploring the ruined palace, the players may find that the relationship between the Princess and the stranger was not as adversarial as it seemed - or, perhaps, she was corrupted by this sinister interloper. So what exactly happened?

The module does not provide an answer, because the DM was expected to. It is filled with unanswered questions. The land surrounding the Palace is wandered by a tinker in a special wagon that can float across rivers and lakes. Should the players have occasion to visit his home, they will find in his bedroom a suit of silver armor covered by a blanket, and a strange set of riding equipment too large for a horse - intriguing! Inside the dungeon is a chaotic cleric, Catharandamus, who has partnered with Aleigha, a werebear with a ruby sword, who is believed to be another descendant of the Princess. It is possible for the player characters to align themselves with the two, but it's unclear why they're at the Palace and what they're trying to accomplish. And what of the soldiers with the wolf insignia, who can be found on the random encounter tables? Who are they, and what are they doing here?

By comparison, the green version is much more focused and utterly non-mysterious. The region surrounding the Palace is totally omitted. Rather than being an ancient ruin, the Palace was recently besieged by Arik, an evil outsider akin to a godlike entity. The ruby is a vessel of sorts to Arik, which drove some of the Palace inhabitants mad, petrified the others, and trapped the Princess and the dragon-rider (who is unambiguously good in this version) inside the ruby itself. The Palace is held within in a stasis field while Catharandamus (teleported there by Arik's magic) tries to summon Arik into the world.

The party is visited in their dreams by the Protectors, a race of magical beings from the land of Faerie who beseech the player characters to enter the palace and free the Princess. (The Protectors are also in the original version, but they are simply magical guardians of the Palace's tower, warding it against evil so that the party can safely rest within.) Throughout the adventure, the Protectors serve as the voice of the DM, giving the players hints as to where to go next, how to destroy the ruby, and the like. If the Princess is freed, the land returns to normal, and all is more or less hunky dory.

Gone too are the module's original monsters (excepting only the decapus - which loses its ability to create hyper-specific and horrifying torture illusions - and some deadly plants). Instead, the magic of Arik has attracted the usual D&D fare - goblins, hobgoblins, orcs, and the like - to terrorize the place. These creatures were present in the original as well, but it is suggested that they are minions of Catharandamus, which he has brought there as an insurance policy against the berserkers who serve Aleigha. Although the two are aligned, the former does not trust the latter. 

There is a hint of faction play in the original. This nuance is totally absent from the green version. Aleigha and her dwarf henchmen are replaced by a werewolf and some orcs. Aleigha's ruby sword (a magical heirloom which introduces a complication to the evil baroness's claim to the Palace and ruby) is now the Sword of Arik, one of many MacGuffins which can be used to destroy the ruby and yield the module's happy ending. The mysterious tinker, himself a potential complicating piece of the puzzle, is omitted entirely.

I would be remiss not to mention Travis. In the orange version, he is a paranoid old adventurer who tortured and killed his party out of greed and now wanders the dungeon holding "court" - capturing, torturing, and killing adventurers to take their treasure. In the green version, he is instead a Palace guard driven mad by the magic of Arik, but otherwise doing more or less the same.

That all is not to say that the green version is without its merits. What might compel you to run one version over the other? Well...

If you want a classic old school D&D dungeon, run the orange version. In the orange version, the Palace is an ancient ruin filled with odd monsters, tricks, and traps. The party's goal is to go there and find the ruby, doing with it whatever they please. The player characters are not assumed to be do-gooders with any higher purpose to their motivations. It's a classic D&D smash-and-grab operation.

If you want a narrative-driven adventure or your player characters are assumed to be heroes, run the green version. The green version has more of a high fantasy vibe - an unambiguously good princess and her kingdom in peril at the hands of an unambiguously evil villain. There are magical fairies which can serve as the DM's voice to nudge the players along the intended path. If the player characters are victorious, they're heroes of the realm and earn a substantial reward, a day of thanksgiving in their honor, and even a ceremony where they're presented with medals.

If you want the Palace to be part of a larger world, run the orange version. The orange version includes a regional map with additional locations like the evil barony and its surrounding settlements, and mysterious wilderness locations like the Abaddon Woods, Misty Swamp, and Thunder Mountains. There are multiple factions suggested by the module's descriptions of these locations, which place the Palace within a larger context and give the players other activities to pursue before or after finding the ruby. The locations are minimally detailed, so you will have to do some legwork to bring them to life.

If you want the Palace to be self-contained (or want to drop it into an existing sandbox), well, you can probably run either version, but I would still lean towards the orange version. Both versions describe a decent dungeon, but I lean towards the orange one because of the Palace's age in that version, which lends itself towards being plopped down as just another ruin on the map. In the green version, the calamity is extremely recent and the kingdom is in immediate peril as a result. It seems harder to just drop that into any old sandbox.

If you want a dungeon that "makes sense", well, neither version really does. Whichever version you use, the dungeon layout is somewhat nonsensical and "random". The green version feels more "palatial" and provides names to all the rooms, which makes it easier to imagine what those places were originally used for, but there's also weird details like tapestries, mosaics, and paintings depicting the Princess and the dragon-rider. The dragon-rider apparently arrived at the Palace the day before Arik struck, so why is there so much artwork of him? This makes more sense in the orange version, where an indeterminate amount of time passed between the dragon-rider's arrival and the ruin of the Palace.

If you want to make the dungeon "yours", run the orange version. Several rooms in the dungeon have space for the DM to add monsters, traps, and treasure. This ensures that no two DMs' version of the dungeon will be the same. Likewise, many characters' motivations are not made explicitly clear. You will have to come up with these yourself, but by the end you will have your own private Palace of the Silver Princess.

If you want everything figured out for you, run the green version. This version's keying of the dungeon is much more complete. You won't have to do any prep beyond the usual or rolling to find out at the table, and you won't have to figure out what any NPC's "deal" is.

If you want original monsters, run the orange version. As I've already mentioned, this version of the module has some truly horrifying, memorable, and silly original monsters. I like the living bubbles that drown you, but if a six-legged duck-billed giant rat as tough as an owlbear is too goofy for you, you may not like this version as much.

If you want your standard D&D monsters, run the green version. While goblins, hobgoblins, and orcs aren't anything new, that doesn't mean they're bad. There are merits to every dungeon containing unique monsters, but there are also drawbacks. If your setting is otherwise plagued by monstrous humanoids, maybe you want your Palace to be overrun by them as well. It might be odd if your campaign features the usual D&D fare, only for this one location to randomly have very weird creatures that don't show up anywhere else in your game.

If you want faction play, run the orange version. The faction play in this version of the module is not especially strong, but it does exist. In the green version, basically everything in the Palace is a minion of Arik and united against the player characters. In the orange version, there is at least tension between Catharandamus and Aleigha and their respective minions. The ubues are a faction of their own and may play the party against Catharandamus, align themselves with him, or even help the party against him. That's not to mention the faction play you can have between the evil baroness and the other settlements in the region, plus Aleigha, who may also be the rightful heir to the Princess.

If you want to make Travis an imposing foe, run the green version. Travis the insane adventurer/palace guard is probably my favorite NPC here. I really like the idea of this crazy old fighter ruling a corner of the Palace like a kingdom, torturing intruders, holding court, and training giant apes to guard his treasure. In the orange version, Travis is a lone operator, a 1st level fighter, and has just 4 hit points. Shame! In the green version, he has 16 hit points, is a 3rd level fighter, and commands a retinue of orcs which he dresses in guard uniforms. Cute! He apparently hangs out in his office writing gibberish reports on the conditions of his orc troops, mimicking the behavior of the guard captain he slew. This is welcome additional detail. 

You could also easily take the suped up Travis and plant him in the orange version along with his orc guards. I probably would not have Travis wandering the dungeon all on his lonesome and relatively easy prey for adventurers - I'd have him fortified in his lair, sending his orcs out to round up intruders. It would be very cool if the orc guards captured the player characters and brought them before Travis for judgement.

To conclude, here's a random miscellany of other neat features from both versions:

  • If you want your player characters to be able to hitch a ride on a wagon that floats across rivers and lakes, run the orange version (or add the Tinker to the green version if you're dropping it into a sandbox).
  • If you love paralyzing your player characters and depriving them of air, run the orange version. Many monsters in the module have paralyzing attacks. There's a whole section in the introduction with drowning rules based on what armor the character is wearing, and many monsters and traps try to drown the characters or suffocate them.
  • If you want snakes in unusual places, run either version.
  • If you want "good" boxed text, run the green version. The orange version mixes the typical "at a glance" information with stuff that the players would only learn once their characters investigate an object in the room (the contents of buckets and barrels, for example). The green version's boxed text is much more consistent with what you'd usually expect from these descriptions.
  • If you want your lady thieves to be HOT and evil and not just "above average-looking" and friendly, run the green version (or run the orange version but make the lady thieves HOT and evil).
  • If you want your player characters to be able to capture and sell or tame a young cave bear, run the orange version.
  • If you want a trap to drop 20 pounds of glitter on the player characters, run the orange version.
  • If you want a harp made of ice that can magically calm any beast, run the orange version (or assign this property to the same harp in the green version, which in that version is just another MacGuffin that can destroy the ruby, rather than a more generally useful magic item).
  • If you like strange eggs in unusual places, run the orange version.
  • If you want to teach your players a lesson about robbing a Palace they're supposed to be saving, run the green version. When they free the Princess at the end of the module, she will get angry at them if they looted the Palace on their way, demanding that they return the stolen treasure and giving them a lesser reward. For a game like D&D (especially this era of D&D), this is quite cruel!

Overall, it probably sounds like I prefer the orange version...and I do! In fact, reading both versions has convinced me that there's little if any reason for the green one to exist at all. Obviously, Jean Wells was screwed over by TSR, thrown under the bus, and her work appropriated and basically erased entirely by the revision. 

The orange version is certainly incomplete, with unstocked rooms, dungeon history, and important NPC motivations left to the imagination of the DM, but this is pretty consistent with the trend in modules published at the time. There seems to be a belief that Moldvay was needed to "finish" the module, regardless of the other justifications for its burial, however I would argue that he does a poor job. This is not intended as a dig at Moldvay, who was put in a position which is probably not conducive to good adventure writing. 

What results is a module with an entirely different feel than the original. It is less unique and weird. It wields clumsy narrative devices in service of a black-and-white, linear adventure of unambiguous heroism which feels more at home among the content published by Wizards of the Coast today, rather than among the B series adventures of the time. 

The fault is not with Wells or Moldvay, Rosloff or Otis, but with TSR themselves. Whatever the actual reason for the reaction to the orange version, the failure is not one of imagination or execution, but of development and oversight. If there was objectionable material, it should have been identified before the module went to print, and it should have been the original authors, illustrators, and editors who were left to determine how to correct the issue, not another writer brought in to hastily patch and retcon the initial work in the eleventh hour.

As I have demonstrated, there are reasons why one might wish to run the green version over the original. I may have even convinced you that the green version is right for you, but I have not convinced myself. For me, it's Jean Wells's Palace of the Silver Princess all the way.