TEXT: 1
  BENEFITS OF
  MEMBERSHIP
  Substitution Levels for Minor
  Valorous Organizations in
  Champions of Valor
  CREDITS
  Design:
  Robert Wiese
  Editing:
  Penny Williams
  Typesetting:
  Nancy Walker
  Design Manager:
  Christopher Perkins
  Web Production
  Bart Carroll
  Web Development:
  Mark A. Jindra
  Graphic Design:
  Sean Glenn, Cynthia Fliege
  and Jen Page
  Based on the original DUNGEONS & DRAGONS® game by E.
  Gary Gygax and Dave Arneson and on the new edition of the
  DUNGEONS & DRAGONS game designed by Jonathan Tweet,
  Monte Cook, Skip Williams, Rich Baker, and Peter Adkison.
  D&D, DUNGEONS & DRAGONS, and DUNGEON MASTER are registered trademarks owned
  by Wizards of the Coast, Inc. The d20 logo is a trademark owned by Wizards of the
  Coast, Inc. All Wizards characters, character names, and the distinctive likenesses
  thereof are trademarks owned by Wizards of the Coast, Inc. 
  This material is protected under the copyright laws of the United
  States of America. Any reproduction or unauthorized use of the
  material or artwork contained herein is prohibited 
  without the express written permission of 
  Wizards of the Coast, Inc.
  ©2006 Wizards of the Coast, Inc. 
  All rights reserved. 
  Made in the U.S.A. 
  This product is a work of fiction. 
  Any similarity to actual people, organizations, places, 
  or events is purely coincidental.
  This Wizards of the Coast game product contains no Open Game Content. 
  No portion of this work may be reproduced in any form without 
  written permission. To learn more about the Open Gaming License 
  and the d20 System License, 
  please visit www.wizards.com/d20.
  For more DUNGEONS & DRAGONS articles, adventures, and information, 
  visit www.wizards.com/dnd
  Champions of Valor discusses what it means to be valor-
  ous and heroic in Faerûn. The book introduces heroic
  ideals, as well as new feats, prestige classes, and substi-
  tution levels for heroes associated with the major valor-
  ous organizations. However, it does not provide any
  alternate mechanics for heroes belonging to all the
  minor valorous organizations in its pages. Some of
  these organizations are more suited for player charac-
  ters than others, and several seem to cry out for some
  player character options. Thus, this web enhancement
  offers substitution levels for members of six minor val-
  orous organizations.
  Champions of Ruin, on the other hand, discusses
  what it means to be evil in Faerun, but it offers no sub-
  stitution levels for any of the organizations that appear
  in its pages. To rectify this apparent oversight, substitu-
  tion levels for the Zhentarim fighter and the Dark
  Moon monk are provided here as well.
  As always, feel free to adapt the material presented
  here as you see fit to make it work with your campaign.
  PREPARATION
  You (the DM) need the D&D core rulebooks—the
  Player’s Handbook, the Dungeon Master’s Guide, and the
  Monster Manual—as well as Champions of Valor a n d
  Champions of Ruin—to use this material. The informa-
  tion presented here utilizes the D&D v.3.5 rules. 
  ORGANIZATION-BASED
  SUBSTITUTION LEVELS
  To get the benefits of the substitution levels described
  here, your character has to join the appropriate organiza-
  tion. Membership has its privileges, as someone once said.
  All the new class features for the various substitu-
  tion levels are described in detail here. The descrip-
  tions for any class features that are identical to existing
  ones may be found in the appropriate sections of the
  Players Handbook.
  GOLDEN HANDS OF VERGADAIN
  (ROGUE)
  The Golden Hands of Vergadain defend the interests of
  the dwarves, particularly in areas of commerce and
  trade. Furthermore, the members of this organization
  work to eliminate threats to dwarven commercial ven-
  tures and recover goods stolen from dwarf merchants.
  The training provided by the Golden Hands helps
  members track foes of the dwarves and deal with them
  appropriately.
  Hit Die: d6.
  
  2
  Requirements
  To take a Golden Hands substitution level, a character
  must be a dwarf, a member of the Golden Hands of
  Vergadain, and about to take his 2nd, 3rd, or 6th level
  of rogue.
  Class Skills
  A Golden Hand of Vergadain has the same selection of
  class skills as a standard rogue does, plus Survival.
  Skill Po i nts at Each Level : 8 + Int modifier.
  Golden Hands Substitution Levels
  Base
  Attack
  Fort
  Ref
  Will
  Level
  Bonus
  Save
  Save
  Save
  Special
  2nd
  +1
  +0
  +2
  +0
  Evasion, favored
  enemy
  3rd
  +2
  +1
  +3*
  +1
  Sneak attack +2d6,
  t r a c k
  6th
  +3
  +2
  +4*
  +2
  Urban tracking
  *These values are each lowered by 1 if the character has also taken
  the 2nd Golden Hand substitution level.
  Class Features
  All the following are features of the Golden Hands sub-
  stitution levels.
  Fa vo red Enemy (Ex ) : A Golden Hand of Ver-
  gadain can choose any organization in Faerûn that
  opposes dwarves as a favored enemy, in the same way
  that a ranger chooses favored enemies. The Golden
  Hand gains a +2 bonus on weapon damage rolls
  against recognized members of the chosen organiza-
  tion, and a +2 bonus on Bluff, Listen, Sense Motive,
  Spot, and Survival checks when using these skills
  against such individuals. This ability cannot be used
  to “detect” members of the chosen organization, and it
  applies only against actual members. Thus, the
  Golden Hand cannot simply declare someone a
  member to gain the bonuses.
  This benefit replaces the +1 bonus on Reflex saves
  that a standard rogue gains at 2nd level. From this point
  forward, the Golden Hand’s Reflex save modifier is 1
  point lower than that of a standard rogue.
  Track (@@): A Golden Hand of Vergadain gains
  Track as a bonus feat. This benefit replaces the trap
  sense class feature that a standard rogue gains at 3rd
  level. Any time thereafter that the Golden Hand
  would normally gain an increase in the trap sense
  ability, he gains a +1 bonus on any check made to
  track instead.
  Urban Tracking (Ex ) : A Golden Hand of Ver-
  gadain can use the Gather Information skill to track
  targets in an urban setting. The tracking DCs and
  results are the same, but the skill used is different.
  This benefit replaces the +1 base attack bonus that a
  standard rogue gains at 6th level. From this point
  forward, the Golden Hand’s base attack bonus is 1 point
  lower than that of a standard rogue.
  HARMONIOUS KNIGHT (PALADIN)
  Paladins of the Harmonious Order, called Harmonious
  Knights, serve Milil and do good works in his name,
  though they tend to be egotistical and overly sure of
  themselves. Milil grants paladins of this order musical
  abilities to complement their fighting.
  Hit Die: d10.
  Requirements
  To take a Harmonious Knight substitution level, a char-
  acter must have Milil as his patron deity and be about
  to take his 1st, 6th, or 9th level of paladin.
  Class Skills
  A Harmonious Knight adds Perform to the standard
  paladin’s list of class skills.
  Skill Po i nts at Each Level: 2 + Int modifier.
  Class Features
  All the following are features of the Harmonious
  Knight substitution levels.
  In s p i re Courage (Su ) : A Harmonious Knight
  can use songs to inspire courage in his allies and him-
  self. As a standard action, he can sing rallying or inspir-
  ing war songs that grant all allies that hear him a +1
  morale bonus on attack and damage rolls. This effect
  lasts as long as the Harmonious Knight sings, and for 5
  rounds afterward. This ability is usable once per day per
  paladin level, and Harmonious Knight substitution
  levels count as paladin levels for this purpose.
  This benefit replaces the standard paladin’s detect evil
  ability.
  In s p i re Competence (Su): A 6th-level Harmo-
  nious Knight with at least 4 ranks in Perform can use
  Harmonious Knight Substitution Levels
  Base
  Attack
  Fort
  Ref
  Will
  Spells per Day
  Level
  Bonus
  Save
  Save
  Save
  Special
  1st
  2nd
  3rd
  4th
  1st
  +1
  +2
  +0
  +0
  Aura of good, inspire courage, smite evil 1/day 
  —
  —
  —
  —
  6th
  +6/+1
  +5
  +2
  +2
  Inspire competence 
  1
  —
  —
  —
  9th
  +9/+4
  +6
  +3
  +3
  Inspire greatness 
  1
  0
  —
  —
  
  3
  singing to help an ally (but not himself) succeed at a task.
  The ally must be within 30 feet and able to see and hear
  the Harmonious Knight. The ally gains a +2 competence
  bonus on skill checks made with a particular skill as long
  as she continues to hear the Harmonious Knight’s
  singing (maximum 2 minutes). Inspire competence is a
  mind-affecting ability and is usable once per day.
  This benefit replaces the remove disease ability that
  the standard paladin gains at 6th level. From this
  point onward, the character has one fewer weekly
  uses of remove disease than a normal paladin of his
  level does.
  In s p i re Greatness (Su ) : A 9th-level Harmo-
  nious Knight with at least 5 ranks in Perform can sing
  to inspire greatness in himself or one chosen ally as a
  standard action. The effect lasts for as long as the ally
  hears the Harmonious Knight sing and for 5 rounds
  thereafter. The affected ally gains 2 bonus Hit Dice
  (d10s), the commensurate number of temporary hit
  points (applying the target’s Constitution modifier, if
  any, to both extra Hit Dice), a +2 competence bonus on
  attack rolls, and a +1 competence bonus on Fortitude
  saves. The bonus Hit Dice count as regular Hit Dice for
  determining the effect of spells such as s l e e p . I n s p i r e
  greatness is a mind-affecting ability and is usable once
  per day.
  This benefit replaces the second weekly use of
  remove disease that the standard paladin gains at 9th
  level. From this point onward, the Harmonious
  Knight gains another daily use of inspire greatness
  or inspire competence (if he took the 6th Harmo-
  nious Knight level) instead of each additional
  weekly use of remove disease that he would otherwise
  have gained.
  HIN DISCIPLE (MONK)
  Halfling monks of the Hin Fist are trained to use a foe’s
  size against it. Their fighting style emphasizes bringing
  down larger foes and evading their attacks.
  Hit Die: d6.
  Requirements
  To take a Hin Disciple substitution level, a character
  must be a halfling member of the Hin Fist order and be
  about to take his 1st, 6th, or 9th level of monk.
  Class Skills
  A Hin Disciple has the same selection of class skills as a
  standard monk does.
  Skill Po i nts at Each Level : 4 + Int modifier.
  Class Features
  All the following are features of the Hin Disciple sub-
  stitution levels.
  Bonus Fe a t s : At 1st level, a Hin Disciple monk
  may choose either Underfoot Combat or Stunning Fist
  as a bonus feat, instead of Improved Grapple. At 2nd
  level, he can choose between Improved Trip and
  Combat Reflexes as a bonus feat. He need not meet the
  prerequisites for these feats. The Hin Disciple does not
  gain a bonus feat at 6th level. 
  Underfoot Combat: You can move into or through a
  space occupied by a Large or larger foe without provok-
  ing attacks of opportunity. While you are in a square
  occupied by a Large or larger creature, you gain a +4
  cover bonus to AC against all attacks, even those made
  by the creature whose space you occupy.
  Blur of Motion (Ex ) : A 6th-level Hin Disciple
  with at least 5 ranks in Tumble can use the total
  defense option and still make a single attack in the
  same round. Blur of motion is a full-round action that
  can be used only against Large or larger foes.
  This benefit replaces the choice of bonus feats that a
  standard monk gains at 6th level.
  The Ha rder They Fall (Ex ) : A 9th-level Hin Dis-
  ciple monk who has taken Improved Trip may grant
  allies some of that feat’s benefit. When the Hin Disciple
  trips a foe whose square he occupies, every ally within
  melee reach of the downed foe may immediately make
  a single attack at its full attack bonus on that opponent.
  Each ally also gains the +4 bonus on attack rolls for
  attacking a prone foe. This attack is made on the Hin
  Disciple’s turn and does not count against the number
  Hin Disciple Substitution Levels
  Base 
  Unarmed
  Unarmed
  Attack
  Fort
  Ref
  Will
  Base
  AC
  Speed
  Level
  Bonus
  Save
  Save
  Save
  Special
  Flurry of Blows Attack Bonus
  Damage*
  Bonus
  Bonus
  1st
  +0
  +2
  +2
  +2
  Bonus feat,
  –2/–2 flurry of blows,
  1d4
  +0
  +0 ft.
  improved unarmed strike
  6th
  +4
  +5
  +5
  +5
  Blur of motion, 
  +3/+3
  1d6
  +1
  +20 ft.
  slow fall 30 ft.
  9th
  +6/+1
  +6
  +6
  +6
  The harder they fall
  +6/+6/+1
  1d8
  +1
  +30 ft.
  *Base damage is for Small monks, since only Small monks qualify for these levels.
  
  of attacks that the allies can make on their own turns.
  No combination of feats or abilities can grant a second
  attack by any ally during the Hin Disciple’s turn.
  This benefit replaces the standard monk’s improved
  evasion ability. Furthermore, the Hin Disciple may never
  gain improved evasion from any class in the future.
  SHADOW CLOAK KNIGHT (PALADIN)
  For many decades, the gnome paladins belonging to
  the Knights of the Shadowy Cloak have worked to
  eliminate evil humanoids. To minimize the possibility
  of retaliation against gnome communities, they have
  developed ways to work in secret.
  Hit Die: d10.
  Requirements
  To take a Shadow Cloak Knight substitution level, a
  character must be a gnome, a member of the Knights of
  the Shadowy Cloak, and about to take her 4th, 6th, or
  9th level of paladin.
  Class Skills
  A Shadow Cloak Knight has the same class skills as a
  standard paladin does, plus Hide and Move Silently.
  Skill Po i nts at Each Level : 2 + Int modifier.
  Class Features
  All the following are features of the Shadow Cloak
  Knight substitution levels.
  Fa vo red Enemy (Ex ) : A Shadow Cloak
  Knight paladin trains to fight the gnomes’ tradi-
  tional enemies and learns special tactics to defeat
  them. She gains humanoids as her favored enemy
  type and can choose any of the humanoid subtypes
  indicated for rangers on page 47 of the Player’s Hand-
  b o o k . The Shadow Cloak Knight gains a +2 bonus on
  weapon damage rolls against her favored enemy and
  a +2 bonus on Bluff, Listen, Sense Motive, Spot, and
  Survival checks when using these skills against crea-
  tures of this type.
  Hide in Plain Sight (Ex): A 6th-level Shadow
  Cloak Knight can use her Hide skill even when she has
  nothing to hide behind, or when she is being observed.
  To do so, she must be within 10 feet of any area of shad-
  owy illumination in which she could hide, or in the dark.
  She cannot hide in her own shadow, and she can hide in
  the shadow of a creature only if it is Large or larger. She
  cannot use a creature’s own shadow to hide from it.
  One with the Da rkness (Sp): Once per day, a
  Shadow Cloak Knight paladin can become invisible, as
  if using the 2nd level sorcerer/wizard spell i n v i s i b i l i t y .
  Caster level equals paladin level, and Shadow Cloak
  Knight substitution levels count as paladin levels for
  this purpose.
  HIGH ONE WARRIOR-WIZARD
  (WIZARD)
  Some paladins of Azuth belong to the Order of the
  Swords of the High One. These rare warriors must
  progress as paladins before studying wizardry fulltime,
  since they cannot multiclass freely. This dual focus
  fuses their paladin training with their wizardry.
  Hit Die: d4.
  Requirements
  To take a level of High One warrior-wizard, a character
  must be a member of the Swords of the High One,
  have at least two paladin levels, and be about to take her
  2nd, 4th, or 5th level of wizard.
  Class Skills
  High One warrior-wizards have all the class skills that a
  standard wizard does, plus Diplomacy, Handle Animal,
  Heal, and Ride.
  Skill Po i nts at Each Level : 2 + Int modifier.
  4
  Shadow Cloak Knight Substitution Levels
  Base
  Attack
  Fort
  Ref
  Will
  Spells per Day
  Level
  Bonus
  Save
  Save
  Save
  Special
  1st
  2nd
  3rd
  4th
  4th
  +4
  +4
  +1
  +1
  Favored enemy
  0
  —
  —
  —
  6th
  +6/+1
  +5
  +2
  +2
  Hide in plain sight 
  1
  —
  —
  —
  9th
  +9/+4
  +6
  +3
  +3
  One with the darkness 
  1
  0
  —
  —
  High One Warrior-Wizard Substitution Levels
  Base 
  Attack
  Fort
  Ref
  Will
  Spells Per Day
  Level
  Bonus
  Save
  Save
  Save
  Special
  0
  1
  2
  3
  4
  5
  6
  7
  8
  9
  2nd
  +1
  +0
  +0
  +3
  Wizardly smiting
  4
  1
  —
  —
  —
  —
  —
  —
  —
  —
  4th
  +2
  +1
  +1
  +4
  Reduce armor hindrances
  4
  3*
  1
  —
  —
  —
  —
  —
  —
  —
  5th
  +2
  +1
  +1
  +4
  Familiar mount
  4
  3*
  2*
  1
  —
  —
  —
  —
  —
  —
  *These values could be reduced by 1 if the High One warrior-wizard took the previous substitution levels.
  
  5
  Class Features
  All the following are features of the High One warrior-
  wizard substitution levels.
  Wi z a rdly Smiting (Su ) : At 2nd level, a High
  One warrior-wizard can smite evil as a paladin (see page
  44 of the Player’s Handbook). Her wizard levels stack
  with her paladin levels for the purpose of determining
  how many times per day she can use this ability.
  This benefit replaces the 1st-level spell that a stan-
  dard wizard gains at 2nd level. From this point forward,
  the character has one fewer 1st-level spells that she can
  prepare per day than a standard wizard does.
  Reduce Armor Hindrances (Ex ) : The High
  One warrior-wizard’s training in spellcasting allows her
  to ignore some of the hindrances of armor. The arcane
  spell failure chance imposed by her armor is reduced
  by 20% (minimum 0%). Thus, she can wear light armor
  without penalty, or medium or heavy armor with
  reduced penalties.
  This benefit replaces the 2nd-level spell that a stan-
  dard wizard gains at 4th level. From this point forward,
  the character has one fewer 2nd-level spells that she
  can prepare per day than a standard wizard does.
  Familiar Mo u nt : If a High One warrior-wizard
  has access to a special mount based on her paladin
  levels, this creature gains the characteristics of a famil-
  iar as well as those of a paladin mount. The High One
  warrior-wizard must dismiss her familiar (if she has
  one) to gain this benefit, but she takes no penalties for
  doing so. She then uses her wizard level to determine
  the natural armor bonus, Intelligence, and special abili-
  ties that her familiar should have and applies those to
  her special paladin mount. Her High One warrior-
  wizard levels count as wizard levels for this purpose. 
  The mount’s natural armor bonuses from both
  sources stack, and it gains the greater of the two Intelli-
  gence scores. Thus, the mount has all the abilities of a
  special mount appropriate to the character’s paladin
  level and a familiar appropriate to her wizard level.
  Bonuses of the same type do not stack, except as noted
  above, and the mount cannot gain the same ability
  twice; it takes the better version to which it is entitled.
  The High One warrior-wizard does not lose experi-
  ence points if the familiar mount is killed because she
  can summon a new one according to the rules given for
  paladins.
  This benefit replaces the bonus feat that a standard
  wizard gains at 5th level.
  WAYWARD WARDEN (PALADIN)
  Wayward Warden paladins dedicate their lives to
  defending halfling communities and trade caravans.
  Because they use both stealth and honorable confronta-
  tion to achieve their goals, paladins in this organization
  train in abilities that use the sneakiness of their com-
  panions to the group’s advantage.
  Hit Die: d10.
  Requirements
  To take a Wayward Warden substitution level, a charac-
  ter must be a halfling, a member of the Wayward War-
  dens organization, and about to take her 3rd, 5th, or
  10th level of paladin.
  Class Skills
  A Wayward Warden has the same class skills as a stan-
  dard paladin does.
  Skill Po i nts at Each Level: 2 + Int modifier.
  Class Features
  All the following are features of the Wayward Warden
  substitution levels.
  Distracting Presence (Su): When confronting
  evil, a Wayward Warden can focus the attention of her
  foes on herself, causing each of them to take a –4
  penalty on Spot and Listen checks while she is present.
  This benefit replaces the aura of courage class fea-
  ture gained by a standard paladin at 3rd level.
  Use Your Allies (Ex ) : When a Wayward Warden is
  flanking a foe at least one size category larger than her-
  self, she deals an extra +1d6 points of damage on every
  attack. This extra damage applies even if the foe cannot
  be flanked or is immune to flanking, but it does not
  apply when the foe is simply denied its Dexterity bonus.
  Use your allies is otherwise the same as the rogue sneak
  attack ability (see page 50 in the Player’s Handbook) .
  This benefit replaces the second daily use of smite
  evil that a standard paladin gains at 5th level. From this
  point onward, she has one fewer daily use of smite evil
  than a standard paladin does.
  Wayward Warden Substitution Levels
  Base
  Attack
  Fort
  Ref
  Will
  Spells per Day
  Level
  Bonus
  Save
  Save
  Save
  Special
  1st
  2nd
  3rd
  4th
  3rd
  +3
  +3
  +1
  +1
  Distracting presence, divine health 
  0
  —
  —
  —
  5th
  +5
  +4
  +1
  +1
  Special mount, use your allies
  0
  —
  —
  —
  10th
  +1 0 / + 5
  +7
  +3
  +3
  Commanding presence 
  1
  1
  —
  —
  
  6
  Commanding Presence (Su ) : A 10th-level
  Wayward Warden can influence the battlefield with
  her very presence. Once per day, as a standard action,
  she can grant her allies (but not herself) a competence
  bonus on attack rolls equal to her Charisma bonus
  (maximum +5). Only allies within 60 feet of the Way-
  ward Warden that can see and hear her are eligible to
  receive this bonus. It lasts for 1 round per paladin
  level that the character possesses, and Wayward
  Warden substitution levels count as paladin levels for
  this purpose.
  This benefit replaces the 3rd daily use of the smite
  evil ability that a standard paladin gains at 10th level.
  From this point forward, she has one fewer daily use of
  smite evil than a normal paladin does, or two fewer
  uses if she also took the 5th-level Wayward Warden
  substitution level.
  DARK MOON DISCIPLE (MONK)
  The Monks of the Dark Moon are sorcerer-monks who
  have dedicated their bodies, minds, and souls to Shar,
  the Lady of Loss. Because they deal with shadows and
  the Shadow Weave, they have developed special
  powers to take advantage of their connection to Shar.
  Hit Die: d6.
  Requirements
  To take a Dark Moon Disciple substitution level, a char-
  acter must be a member of the Monks of the Dark
  Moon sect, have Shar as her patron deity, and be about
  to take her 3rd, 7th, or 12th level of monk.
  Class Skills
  A Dark Moon Disciple has the same selection of class
  skills as a standard monk does.
  Skill Po i nts at Each Level : 4 + Int modifier.
  Class Features
  All the following are features of the Dark Moon Disci-
  ple substitution levels.
  Darkvision (Ex): At 3rd level, a Dark Moon Dis-
  ciple gains darkvision with a range of 60 feet.
  This benefit replaces the still mind class feature that
  the standard monk gains at 3rd level.
  Sh a d ow Blend (Su): In any conditions other
  than full daylight, a 7th-level Dark Moon Disciple can
  disappear into the shadows, gaining total concealment.
  Artificial light does not negate this ability, though a
  daylight spell does.
  This benefit replaces the wholeness of body class
  feature that the standard monk gains at 7th level.
  Walk the Sh a d ows (Su ) : At 12th level, a Dark
  Moon Disciple can jump from shadow to shadow. This
  ability works like the dimension door spell, except that
  the Dark Moon Disciple can leave and arrive only in
  areas of shadowy illumination. The caster level equals
  the character’s monk level, and Dark Moon Disciple
  substitution levels count as monk levels for this pur-
  pose. This ability is usable once per day.
  This benefit replaces the abundant step class feature
  that a standard monk gains at 12th level.
  ZHENTARIM SOLDIER (FIGHTER)
  The Zhentarim work across Faerun to bring other
  realms under their influence and eventual control. To
  that end, Zhentarim Soldiers learn that intimidation is
  as effective for coercing the masses as physical force is.
  Hit Die: d10.
  Requirements
  To take a Zhentarim Soldier substitution level, a char-
  acter must be a member of the Zhentarim and about to
  take his 3rd, 5th, or 9th level of fighter.
  Class Skills
  A Zhentarim Soldier fighter has the same selection of
  class skills as a standard fighter does, plus Bluff and
  Diplomacy.
  Skill Po i nts at Each Level : 2 + Int modifier.
  Zhentarim Soldier Substitution Levels
  Base
  Attack
  Fort
  Ref
  Will
  Level
  Bonus
  Save
  Save
  Save
  Special
  3rd
  +3
  +3
  +1
  +1
  Bonus feat
  5th
  +5
  +4
  +1
  +1
  Extended intimidation 
  9th
  +9
  +6
  +3
  +3
  Swift demoralization
  Class Features
  All the following are features of the Zhentarim Soldier
  substitution levels.
  Dark Moon Disciple Substitution Levels
  Base 
  Unarmed
  Unarmed
  Attack
  Fort
  Ref
  Will
  Base
  AC
  Speed
  Level
  Bonus
  Save
  Save
  Save
  Special
  Flurry of Blows Attack Bonus
  Damage*
  Bonus
  Bonus
  3rd
  +2
  +3
  +3
  +3
  Darkvision
  +0/+0
  1d6
  +0
  +10 ft.
  7th
  +5
  +5
  +5
  +5
  Shadow blend
  +4/+4
  1d8
  +1
  +20 ft.
  12th
  +9/+4
  +8
  +8
  +8
  Slow fall 60 ft., 
  +9/+9/+9/+4
  2d6
  +3
  +40 ft.
  walk the shadows
  
  7
  Bonus Fe a t : A Zhentarim Soldier gains Skill
  Focus (Intimidation) as a bonus feat at 3rd level.
  Extended Intimidation (Ex): A target success-
  fully intimidated by a 5th-level Zhentarim Soldier suf-
  fers lasting effects. Instead of ending when the
  Zhentarim Soldier leaves, as is normal for the Intimi-
  date skill, the intimidation effect lasts for 24 hours after
  his departure. Thereafter, the target’s attitude toward
  the Zhentarim Soldier shifts to unfriendly, but a linger-
  ing fear remains. Whenever the Zhentarim Soldier
  returns to someone he has previously intimidated, he
  gains a +4 bonus on his Intimidate check to re-establish
  the effect.
  Swift Demoralization (Ex): A 9th-level Zhen-
  tarim Soldier can use the demoralize opponent aspect
  of the Intimidate skill as a swift action rather than as a
  standard action.
  ABOUT THE AUTHOR
  Robert Wiese entered the gaming hobby through the
  Boy Scouts and progressed from green recruit to head
  of the most powerful gaming fan organization in the
  world. He served as head of the RPGAT M Network for
  almost seven years, overseeing the creation of the
  Living Greyhawk and Living Force campaigns, among
  other achievements. Eventually, he returned to private
  life in Reno, Nevada, where he spends as much time as
  possible with his wife, new son Owen, and many pets.
  He is still involved in writing, organizing conventions,
  and playing, and in his spare time, he models proteins
  for the Biochemistry Department of the University of
  Nevada, Reno.
  
SOURCE: textdata/thevault/Dungeons & Dragons [multi]/D&D 3rd Edition/WOTC Web Archive/Web Enhancements/Benefits of Membership.pdf