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  DEMONS
  DEMONS
  DEMONS
  DEMONSPORE
  PORE
  PORE
  PORE    
   
   
  Throne of the Toad King 
  --------------------------- 
  Stone Cyst of the Shroom Priests 
   
   
   
  Credits 
  Author and Cover Artist: Matt Finch 
  Interior Artwork: Jason Sholtis 
   
  Copyright 2011, Matthew J. Finch 
   
   
  
  2 
   
  Table of Contents 
  Introduction  
   
  2 
  Death of a Demi-God  
  2 
  Throne of the Toad King 
  3 
  Stone Cyst of the 
   
  Shroom Priests 
  30 
  New Monsters  
   
  68 
  Maps  
   
   
  76 
  Legal  
   
   
  84 
   
  Introduction 
  Demon-Spore is a two part module beginning with Throne 
  of the Toad King and followed by Stone Cyst of the 
  Shroom Priests. The second module, Stone Cyst of the 
  Shroom Priests, is a standalone adventure that can be used 
  without playing Throne of the Toad King first. Throne of 
  the Toad King is designed for 4-8 characters of level 3-5, 
  and Stone Cyst of the Shroom Priests is recommended for 
  4-8 characters of level 4-6. Both are written for the Swords 
  & Wizardry Core Rules, but they are compatible with most 
  other old-school fantasy roleplaying games written from 
  1974-1999.  
   
  Both adventures may be set easily into any campaign 
  world; Throne of the Toad King, as the first in the series, is 
  even designed so that it can be located at the end of some 
  corridor (or river) in an existing dungeon if the Referee 
  desires. 
   
  Death of a Demi-God 
  In the distant past, lost to all recorded histories of the 
  present age, a powerful Chaos-being of rot and parasitism 
  twisted forth from the earth, a poison against the natural 
  ordering of life. Its physical manifestation rose to horrible 
  maturity in the shape of a contorted, toadstool-like fungus 
  dripping with mold and slime, towering more than a 
  hundred feet into the prehistoric skies.  
   
  The existence and the eventual death of this demi-god have 
  been lost to the memory of all races except one, but these 
  events set into motion a chain of circumstances that the 
  characters will now encounter thousands of years later, in 
  deep and forgotten caverns. Some of the original 
  worshippers of the Chaos-being have gathered from their 
  scattered lairs, returning to reclaim their legacy … and 
  they have found it.  
   
  The location of this adventure is greatly affected by the 
  way in which the ancient monstrosity perished – its death 
  caused by the eruption of a volcano several miles away. 
  The prehistoric eruption buried the mushroom-god’s 
  physical body in smothering ash, which hardened into rock 
  as the god died over the course of centuries. When at long 
  last its immortality failed and its body rotted away, the 
  decomposition left behind a vast, empty space beneath the 
  rock where it had long survived. This great cyst in the 
  stone lay undiscovered for countless years. However, some 
  hundred years ago, an expedition by cultist descendants of 
  the mushroom-god’s original followers returned to the 
  unholy ground of their origins, where they discovered the 
  cyst-cavern. These beings were Shrooms, a devious race of 
  toadstool-creatures well versed in the arts of magic and 
  alchemy. Within the cyst, the Shroomic exploration-party 
  discovered a completely unexpected treasure – before it 
  died, the demigod had created two spores to reproduce 
  itself, and these were recovered by the Shroomic zealots. 
  Establishing themselves in the cyst left by their dead god, 
  this group of Shrooms, a race known for bizarre projects 
  and subtle objectives, have now been working for decades 
  on the strangest task in their strange history. 
   
   They are growing themselves a new god. 
   
  
  3 
   
  Part One: 
  Throne of the Toad King
  Introduction 
  In Throne of the Toad King, the characters encounter the 
  vile, degenerated remnants of an ancient subterranean race. 
  A skillfully-played adventure is likely to reveal evidence 
  that a far subtler villainy has been at work behind the 
  scenes. If the players choose to investigate further, the trail 
  will lead them to the Stone Cyst of the Shroom Priests. 
   
  Background 
  Deep beneath the ground, in those regions where the 
  echoes of mankind’s feet are seldom heard, where even 
  firelight is a bizarre intruder from a long-forgotten place, 
  the foes of mankind breed and multiply. It is a realm of 
  dark chaos – for these creatures of the echoing deeps count 
  each other as rivals and enemies. It is a place without 
  peace, a place without virtues, a place where every 
  countenance of evil is to be found in sluggish torpor, 
  stirring restlessly in dreams of cruelty and hatred. 
   
  Perhaps a hundred years ago, there dwelled in these dark 
  places a race of toad-men known as the Obor, inheritors of 
  secret knowledge and lore. Introspective and aloof rather 
  than innately cruel, the Obor followed strange philosophies 
  and sought their own alien enlightenment, creating art and 
  sculpture in accordance with their own nature. These 
  beings thought little of mercy or kindness, but subscribed 
  to strong beliefs in an ordered cosmos, where Chaos 
  threatened their sought-after harmony. Few creatures of 
  Chaos survived long in the territories of the monastic 
  Obor, who killed such intruders without compunction. 
   
  However, the wisdom and fighting prowess of the Obor 
  has eventually failed to protect them against a different 
  type of threat, one posed by an evil race far more subtle 
  and sinister than themselves. For in the wanderings of one 
  of the members of the Obor race, the unfortunate traveler 
  happened to encounter the subterranean beings known as 
  the Shroom, a race of tall mushroom-creatures. The 
  Shroom are powerful sorcerers and versed in many dark 
  arts undreamed of in the nightmares of even the blackest-
  hearted human necromancers, and it was this race into 
  whose hands the wandering Obor fell. When he returned to 
  the great cavern-halls of the toad-men, he was greatly 
  changed.  
   
  The captured Obor was subjected to enchantments that 
  made him an unknowing slave of the Shrooms, and with 
  their gifts and assistance he managed to raise himself to 
  the position of king over the other toad-men. From that 
  point onward, the Shrooms have been free to wreak 
  devastating changes upon the race of toad-men. Finding 
  other toad-men who hungered for power rather than 
  internal harmony, the Shrooms have created a new 
  priesthood among the toad-men, making subtle changes 
  not only to the philosophies, but even to the appearance of 
  the patron deity the toad-men worship. This new 
  priesthood, the Batrachi Priests, has been influenced to 
  believe that the destiny of the toad-men lies in physical 
  strength and ferocity rather than in harmony with the 
  cosmos. In an even more sinister twist, the Shrooms 
  provided the Batrachi Priests with alchemical elixirs and 
  mixatives that have been used to make fundamental and 
  permanent changes to the toad-men. 
   
  And so it is that the Shrooms have managed to wreak great 
  changes upon the Obor by means of deception and lies. 
  Strange, brutish spawn of the Obor now grow to a much 
  larger size than before, and are no longer of their 
  ancestors’ contemplative disposition. The race of the Obor 
  has degenerated into feral barbarism over the course of a 
  mere two generations, and the intricately-built caverns of 
  the Obor have become … the Halls of the Toad-King. 
   
  Referee Notes 
   
  The Present Situation 
  The Toad-King: In his youth, a toad-man was enchanted 
  by the Shrooms two full generations ago, and since then he 
  has taken complete control of the subterranean halls where 
  the toad-men dwell, establishing himself as their king with 
  the subtle assistance of his insidious allies.  To support his 
  
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  claim to leadership by divine right, the toad-king 
  established a false priesthood, the “Batrachi Priests” to 
  replace the monastic leaders of the toad-men. To 
  symbolize and reinforce his authority, he created a throne 
  room in the Halls, where he placed a great throne from 
  which to issue his commands and edicts. This throne is 
  much more than it appears to be; a gift from the Shrooms, 
  it is in fact a means for the Shrooms to influence and 
  control the king. It is a deadly artifact, the growing spore 
  of a quasi-god, although it has by no means matured to its 
  full power and is still comparatively weak. This lesser 
  spore is not the Demonspore itself – it is the second of two 
  spores that the Shrooms discovered, and is much less 
  powerful than the well-nurtured and cultivated spore that is 
  in the possession of the Shrooms (see Stone Cyst of the 
  Shroom Priests). 
   
  The Batrachi Priests: The Batrachi Priests oversee the 
  “ceremonies” of the Toad God. This religion has been 
  altered considerably since the Batrachi priests took control, 
  now involving alchemical rituals that have changed the 
  very nature of the toad-men. With the exception of Julgoor 
  the high priest, who has been directly charmed by the 
  Shrooms, the Batrachi priests are not aware that their 
  rituals are a sham, or that their alchemy is altering the 
  toad-men. In any case, at this point the knowledge would 
  make no significant difference to the priests, who are 
  convinced that the race of toad-men needs to become 
  stronger and more feral. 
   
  The Shrooms: Although they are the authors of the 
  corruption and decay of the race of toad-men, the Shrooms 
  do not appear as physical foes in Throne of the Toad King, 
  with the single exception of the Shroom ambassador, 
  Fthormidor. Fthormidor can exert considerable control 
  over the toad-men if necessary – this is what the toad-men 
  are being bred for at this point – but he will be extremely 
  unwilling to disclose the extent of his control. 
   
  The precise details of the Shroomic plot to enslave the 
  toad-men, and the effects of their success, are revealed in 
  various encounter areas where elements of the plan are 
  described.  The source of the corruption ultimately lies in 
  the Stone Cyst of the Shroom Priests, the sequel to this 
  adventure, but if the characters are successful in this 
  module, the immediate threat will have been eliminated 
  and it is not necessary to progress to the next adventure 
  unless the Referee and players decide to do so. For an 
  overview of the details, if you prefer to read the main 
  points before reading from start to finish, you may wish to 
  review the description of the Spawning Pool (AREA 24), 
  the Chambers of Julgoor the High Priest (AREA 30) 
  and the Throne Room, (AREA 43). At the end of the two 
  adventures, if they are skilled enough to discover the 
  nature of the Shroomic threat, the players should have the 
  sense that their characters have brushed against something 
  very sinister and evil, a thing that is outside the realm of 
  explanations. 
   
  Reading and Playing the Module 
  The module is extremely flexible in terms of how to fit it 
  into an ongoing campaign; there are four possible 
  approaches to the Halls of the Toad-King, two of which 
  are underground passages that can be linked to one of your 
  own dungeons or might simply lead to the surface. There 
  are also two river entrances, one of which is guarded, 
  allowing a frontal assault or a negotiation type of 
  adventure, and the other of which is more difficult to enter, 
  but is not guarded. This second river entrance might be 
  used if the adventure is to be more of an infiltration. 
   
  Most of the locations have italicized text at the beginning 
  with a 
  short description of the area’s physical 
  characteristics. This is mainly as a quick reference for the 
  Referee, but may be used as read-aloud text if the Referee 
  prefers.  
   
  General Features of the Halls 
  The main feature of the Halls of the Toad King is the pair 
  of great caverns, one to the north and one to the south. 
  These areas are large enough that the characters could take 
  any number of paths through them, encountering threats 
  and opportunities in different order depending upon the 
  way they progress. If the adventure is treated entirely as a 
  frontal assault, it is unlikely that the characters will 
  survive. Intelligent players will use some mix of lies, 
  stealth, and combat to make their way through the module. 
   
  Cavern Ceiling 
  The ceilings of the great caverns are very high, as much as 
  a hundred feet above the cave floor in many places. These 
  heights are the roosts of innumerable stirges, for there are 
  small fissures and tunnels leading through the ceiling to 
  other caverns and eventually to the surface. The toad-men 
  hunt the stirges with nets, so although a few stirges venture 
  to the lower depths of their cavern to hunt toad-men, they 
  are not a frequent threat; the bravest of the stirges have 
  already been netted and eaten. However, the constant 
  squeaking and chirruping of stirges might be quite 
  disconcerting if the characters realize what they are, and 
  how many of them there are in the cavern heights. Other 
  
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  than in the two great caverns, the ceilings are no more than 
  ten feet or so in height. 
   
  The Hours of Mystery 
  Day and night are, of course, foreign concepts deep 
  beneath the ground in a world of unceasing darkness. 
  During each twenty-four hour period, the toad-men refer to 
  eight of these hours as the “Hours of Mystery.” During the 
  hours of mystery, visitors are locked up (or are supposed to 
  be), and most of the toad-men rest in a quiescent torpor. If 
  the adventurers manage to remain at large during the 
  Hours of Mystery, they will find that most of the toad-men 
  are less alert. Any toad-men they meet will be extremely 
  suspicious about seeing foreigners in the Halls during this 
  time, but by the same token they are less mentally alert and 
  less likely to spot the party in the first place (assuming that 
  the adventurers are trying not to draw attention to 
  themselves). Even the normal sentries will be sluggish and 
  dulled during the Hours of Mystery, although not the 
  King’s guards or the Batrachi Priests. 
   
  When the adventurers arrive at the Halls, determine the 
  “time.” Roll 1d3 to divide the day into three 8-hour 
  segments. If the roll is a 1, they have arrived during the 
  Hours of Mystery. Then roll 1d8 to see how many hours 
  are left in that particular 8-hour portion of the day. Thus, 
  rolling a “2” on 1d3 (meaning that it is not in the Hours of 
  Mystery), followed by a “1” on 1d8, would indicate that it 
  is 9 hours until the beginning of the Hours of Mystery (1 
  hour left in segment 2 of the day, added to the 8 hours of 
  segment 3). 
   
  The Bell of Mystery (which is actually a gong) is located 
  in AREA 25. 
   
  Perhaps the most important aspect of the Hours of Mystery 
  is that the only wandering monster encounters which will 
  take place are those not involving toad-men. If a 
  wandering monster is indicated, and the result is an 
  encounter with toad-men, treat the result as “no 
  encounter.” 
   
  Languages 
  The toad-men speak the common tongue in addition to 
  their own language; they can communicate with the 
  characters, but the characters will not be able to understand 
  what the toad-men are saying to each other. 
   
  Wandering Monsters in the Great Caverns 
  Unless the party has alerted the Halls by engaging in 
  combat or otherwise showing their hostile intents, the 
  Halls will contain a fair number of the Toad-Men 
  wandering around on their daily business. The table below 
  is for encounters when the toad-men still believe that the 
  characters are simply passing through the Halls as a way 
  station to some other destination. In general there will not 
  be any random encounters outside of the great caverns, as 
  the great caverns are the only common areas in the Halls. 
   
  Regular toad-men have the following statistics:  
  • 
  Toad-man: HD 2+1; AC 6[13]; Atk 1 fishing 
  spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  There is a 50% chance per turn to encounter a wandering 
  monster in the great caverns. Roll 1d10 on the table below 
  to determine what the party encounters. 
   
  1. 1 Toad-man carrying a bucket of eels 
  2. The human magic-user Karamantis (AREA 29)* 
  3. 1d4 Toad-Men who follow the party curiously for 
  1d3 turns. 
  4. The Toad-Hydra attempts to eat one of the Toad-
  Men in the South Hall. If the party is not present 
  at the time, they will hear deep roaring and the 
  screaming of Toad-Men. If they are present, they 
  will see the hydra rise from the Black Lake, 
  roaring, and trying to catch a Toad-Man who has 
  ventured too close without a bucket of guts to 
  feed the monster with. Since the Toad-Men are 
  quite wary of the hydra, there is only a 5% chance 
  that the hydra will actually make a kill; otherwise, 
  the toad-man will escape. 
  5. 1d6 Toad-Man guards march past 
  6. 1d4+1 Toad-Men are engaged in reproductive 
  activities in a sort of pile-up. 
  7. A toad-man is dying of the plague or curse. He is 
  mildly contagious; anyone venturing within 10ft 
  must make a saving throw or catch the disease. 
  8. A toad-man is somewhat deranged, and begins to 
  follow the party talking to himself about how they 
  look delicious. Eventually he will attack unless 
  the party deals with the situation in some way. 
  (this encounter will not be repeated) 
  9. A wave of particularly nasty stench drifts through 
  the area, necessitating that all characters make a 
  saving throw or suffer -1 to all attacks, damage, 
  and saving throws for 1d6 turns (the effect is not 
  
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  cumulative; a character that has previously been 
  affected by stench will not suffer double effects). 
  10.  1d6+2 stirges attack the party. If this happens 
  near any of the toad men, the Toad-Men will 
  actually assist in the combat, but once a Toad-
  Man has killed a stirge it will depart to work on 
  gulping the nasty thing down. 
   
  *An encounter with Karamantis presumes, of course, that 
  he is still alive. If this encounter takes place, and if he is 
  approached in the right way, it is possible that Karamantis 
  will voice his suspicions that something odd is going on in 
  the Halls. Since his survival may depend upon knowing as 
  much as he can, Karamantis might even offer the party 
  some information if they can discover what is happening. 
  If they agree, he will tell them that there is some sort of 
  spawning cavern that can be entered from beneath the lake, 
  and that he suspects this is the source of some of the 
  strange events he has noticed (i.e., the changing and feral 
  nature of the toad-men). He will warn them of the hydra in 
  the water, and offer them the five potions of water 
  breathing he has accumulated for his own use. 
   
  MAP KEY 
   
  1.    The Underground River    
  The river flows from the northeast to the south, though an 
  underground tunnel with a ledge to either side. This is one 
  of the ways by which an adventuring party might enter the 
  Halls of the Toad King. The specifics of the river (e.g., 
  whether there is a ledge to either side or not) are not 
  important to running the adventure, so the details of the 
  river can be altered at will to fit with whatever adventures 
  have preceded this one in the campaign. 
   
  2.    The Black Lake    
  This cavern is filled with a lake of black water, the cavern 
  walls arching thirty feet or so over the still surface. Strange 
  ripples and moving ribbons of light reflect on the stone 
  above from your light sources. The waters of the lake 
  extend all the way to the cavern walls: the cavern floor is 
  entirely underwater, at some unknown depth. 
   
  Monsters (25% chance to contain toad-men fishing in the 
  lake) 
  • 
  Toad-Men Fishermen (up to 6): HD 2+1; HP 9, 11, 
  10, 13, 9, 8; AC 6[13]; Atk 1 fishing spear (1d8); 
  Move 9 (Swim 12); Save 16; AL C; CL/XP 2/30; 
  Special: None. 
  Description 
  The Black Lake is of fairly recent construction. At one 
  time the river ran through this cavern without widening, 
  making its way from the northern to the southern ends of 
  the cave in a normal channel. The toad-men have dammed 
  up the river at the southern side (AREA 4), using the 
  resulting lake as a fishing area. 
  Toad-men are not usually present in the lake cavern. There 
  is a 25% chance that1d6 toad-men will be encountered 
  here, in which case they will be fishing the lake with large 
  nets and spears. All of them will be carrying blowguns; the 
  darts from the blowguns do not inflict measurable damage 
  from the darts themselves, but they are coated with a very 
  weak poison that inflicts 1d4 points of damage (no save) 
  with no other effect. Thus, any character that is immune to 
  poison actually takes no damage from the blowgun darts. 
   
  Toad-Men fishing in the lake will try not to draw attention 
  to themselves. Rather, they will float with only their eyes 
  protruding above the surface of the dark waters. They will 
  remain outside the radius of a party’s light sources, and 
  paddle slowly and quietly along with the party, trying to 
  find out if the adventurers are a threat by listening to their 
  conversations. Once the party is at the spillway gate 
  (AREA 4), the toad-men will either attack or drift back to 
  their fishing depending upon the party’s actions. If the 
  characters seem to be attacking the Halls, the toad-men 
  will attack from behind, gaining surprise on a d6 die roll of 
  1-5. This assumes that the party is only using light sources 
  that would reflect the top of the water (the toad-men will 
  approach by staying beneath the surface). If the party is 
  holding a magical light under the water, the toad-men will 
  only have a normal chance to gain surprise, since their 
  shadows will be visible beneath the water as they swim 
  toward the characters. 
   
  Treasure: Each toad-man carries 1d10gp in a belt pouch. 
  One of them will be carrying a key to re-open the 
  portcullis gate at AREA 4. 
   
  3.    Entrance Halls and Portcullises    
  The walls of this broad passage are wet and slimy, 
  decorated with faded paintings so old that they are almost 
  invisible with age. However, certain details are still 
  visible: a pagoda standing in a beautiful reed-filled lake, 
  with fat men wearing samurai-style armor or orange robes 
  standing nearby. 
   
  Description 
  The wall carvings depict the Pagoda of the Ancient 
  Masters (which the party will find further into the caverns 
  
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  in AREA 27) during the days when the toad-men were 
  Lawful in alignment, before their degeneration. The fat 
  samurai and orange-garbed monks are not human at all, 
  but are toad-men: however, the paintings are so faint that 
  the webbed feet and large eyes of the painted creatures are 
  no longer obvious. If the players specifically have the 
  characters look minutely at the details of the eyes or feet 
  (this is possible if they have already received some clue 
  that toad-men might inhabit this area) they will be able to 
  tell that the eyes are larger than those of humans and that 
  the feet are broad and webbed. Significantly, the toad-men 
  in the painting are not as large as the degenerated toad-
  men that now inhabit the Halls, not do they have the tusk-
  like teeth the party will observe once the characters enter 
  the Halls. 
   
  As you move forward through the great tunnel, you see 
  ahead of you the ominous shape of a huge and massive 
  portcullis of iron, entirely closing off all access. Strange 
  toad-like shapes move in the shadows. 
   
  Monsters 
  • 
  Toad-Man Sentries (4): HD 2+1; HP 9, 11, 8, 10; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: None. 
  Description 
  The two portcullises in the north and south are the main 
  defenses of the Toad-King’s Halls, closing them off from 
  unwanted intruders.  Small parties of travelers are 
  permitted through the gates if they pay a toll (see below), 
  and there are even some guest quarters in the Halls for 
  those who might wish to rest before traveling further along 
  the stygian halls of the subterranean realms. 
   
  The portcullis is strong enough to require two full turns of 
  hacking, bending, levering, or other means of opening it 
  from the outside. The bars are too thick for a human to 
  bend them without tools. 
   
  Each portcullis is guarded by 4 toad-man sentries, who 
  guard the gate and admit those who pay a toll. Their orders 
  are to admit not more than ten individuals at a time. The 
  toll to pass the gates is 25gp per person, and 5gp per pack 
  animal. The toad-men will warn visitors that the same toll 
  will be charged a second time to exit the Toad-King’s 
  realm. Anyone lacking the funds to pay for departure will 
  be taken as a slave after one week of residence in the 
  Halls. 
   
  The portcullises can be opened by means of a cranking-
  wheel set into the cavern wall twenty feet back from the 
  gate itself. If the toad-man sentries are attacked, they will 
  summon reinforcements from the nearby guardposts 
  (AREA 41 for the North Gate, and AREA 16 for the 
  South Gate), but they will not make any attempt to 
  counterattack unless the party actually begins trying to 
  force the gate. 
   
  4. . . . The Gate and Dam    
  A stone wall has been built here to dam up the river’s flow. 
  A stout wooden portcullis built of iron-banded wooden 
  beams allows the lake to flow over the top of a spillway 
  here. Most of the stones are hacked crudely into blocks, 
  but four or five of them are of beautiful workmanship, not 
  only well-shaped but incised with delicate carvings of 
  goldfish and cattail reeds. 
   
  Description 
  A section of the portcullis, ten feet tall and five feet wide, 
  can be opened without lifting the portcullis itself. The gate 
  is kept locked at all times by means of a large iron lock. 
  The hinges of the gate are on the Hall side of the spillway. 
  This gate is not kept guarded, because the true defensive 
  portcullis is beyond at AREA 5. 
   
  
  8 
   
  The rock shelves to either side of the river are about three 
  feet above the water level. They are somewhat slippery, 
  but not dangerously so except right at the drop-off to the 
  river, where the smooth rock slopes down sharply. 
  Otherwise, they are level enough to avoid any serious risk 
  of falling. In combat, however, any character has a 1 in 20 
  chance to fall and drop all held items when attempting a 
  melee attack. 
   
  If the adventurers have a light source and are gathered at 
  the gate, the toad-men at the Lake Portcullis (AREA 5) 
  will call out to them, telling them that there is no way 
  through without paying the toll. 
   
  5. The Lake Portcullis 
  A massive portcullis of wooden beams, bolted together 
  with iron, bars the way across the tunnel and river. The 
  unpleasant smell of rotten fish is heavy in the air. 
   
  Monsters 
  • 
  Toad-Man Sentries (2): HD 2+1; HP 11, 5; AC 6[13]; 
  Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  Description 
  Two toad-man sentries guard this portcullis. Because the 
  dam beyond (AREA 4) is also protected by a locked gate 
  and portcullis, guards at this portcullis are almost never 
  particularly alert. If a party of adventurers calls out from 
  the gate at the dam, or lingers very long there making 
  noise or carrying a light, the guards will raise the portcullis 
  and go to find out who seeks entrance into the Halls from 
  the river. Obviously, this is a foolish way of manning the 
  defenses since it leaves the portcullis open. However, it 
  has been so long since the Halls faced any serious attack 
  from the river entrance that the toad-men are not cautious 
  at this entrance. Just inside the portcullis there are five 
  reeking wooden buckets, half-filled with what appear to be 
  fish guts. These are used to placate the toad-hydra beneath 
  the bridge at AREA 9. If the party peacefully buys 
  entrance into the Halls, the sentries will hand them a 
  bucket of fish guts, and explain, “For crossing the bridge.” 
   
  The central part of the portcullis, which descends into the 
  river, has longer bars than the rest of the gate, descending 
  into the river itself. However, the bars do not actually 
  extend all the way down to the riverbed, and if the party is 
  entering (or leaving) the Halls under the river, it would be 
  easy to squeeze underneath. 
   
  Treasure: One toad-man carries a pouch containing 10gp 
  and a small crystal worth 50gp. The second toad-man 
  carries 22gp and a potion of healing. 
   
  6. Guard Room 
  This room reeks with a strange smell of rotting reeds and 
  stagnant water. There are seven straw pallets on the stone 
  floor, each with a wooden chest beside it. The room is of 
  stone construction, cut from the natural rock by skillful 
  hands. Worn bas-reliefs of graceful, curvilinear shapes are 
  carved into the base of the walls. 
   
  Monsters 
  • 
  Toad-Man Sentries (5): HD 2+1; HP 10, 10, 9, 11, 8; 
  AC 6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 
  16; AL C; CL/XP 2/30; Special: None. 
   
  Description 
  The smell in this room is simply due to the constant 
  presence of toad-men guards as they change shifts and 
  sleep. Unless the party has caused some sort of alert that 
  has called the sentries away to defend the gates or some 
  other part of the Halls, there will be five toad-men present 
  here. Two of them will be asleep, and the others will most 
  likely be gambling or bragging to each other in a group, 
  clustered near the northeast corner. 
   
  7. Captain Houmbal’s Quarters 
  The walls of this room are the natural stone of the caverns, 
  but they have been decorated with long illustrated scrolls 
  that appear to be some kind of thin paper. 
   
  Monsters 
  • 
  Captain Houmbal: HD 5; HP 34; AC 6[13]; Atk 1 
  spear (1d8); Move 9 (Swim 12); Save 12; AL C; 
  CL/XP 5/240; Special: 50% chance to deflect missiles. 
   
  Description 
  There are six of the illustrated scrolls, which are drawn 
  with colored inks on something similar to rice paper. Two 
  of them are quite old and have been executed with 
  considerable skill and talent, showing robed toad-men 
  sitting cross-legged or standing in stylized poses. The other 
  three are crudely drawn and depict an armored toad-man 
  killing goblins. The two older scrolls are worth 200gp 
  each; the three crudely drawn paintings are the work of 
  Captain Houmbal, and are – at best – completely 
  worthless. 
   
  
  9 
   
  Captain Houmbal considers himself to be a highly talented 
  artist, and also to be the most attractive possible subject for 
  a painting. If anyone enters his room, his immediate 
  reaction will be violent, but if the adventurers immediately 
  compliment the paintings on the wall, the big toad-man 
  will desist from his attack to listen to such praise of his 
  talent. 
   
  As with many of the better-trained toad-men in the Halls, 
  Captain Houmbal has picked up a vestige of the battle 
  skills once common to his more civilized forebears. He has 
  a 50% chance to deflect any missile aimed at him. 
   
  8. South Cavern Entrance 
  The walls of this vast cavern rise high above the radius of 
  your light, disappearing into darkness overhead. In the vast 
  darkness of the upper cavern you can hear squeaking 
  noises that sound a bit like bats, but unpleasantly different 
  in some way. 
   
  Description 
  The squeaking sounds overhead are, of course, stirges. 
  Knowing that they are the natural prey of the toad-men, 
  these nasty predators seldom fly down to the cavern’s 
  lower reaches. They roost in the ledges and crevices of the 
  upper cavern, flying through small fissures and tunnels to 
  hunt elsewhere in places that are not as dangerous to them 
  as the floor of their own roosting-cavern.  
   
   
   
   
   
   
   
   
   
   
   
  
  10 
   
  9. Bridge of the Toad-Hydra 
  A long, low bridge arches over a thirty-foot span of water 
  to cross the lake. The bridge is supported by graceful stone 
  columns carved with fish and dragonflies, and it would be 
  a pleasant sight if it were not for the unpleasant 
  subterranean water that ripples against the columns. 
   
  Monsters 
  • 
  Guts-Seller (normal toad-man): HD 2+1; HP 10; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: None. 
   
  • 
  Four-Headed Toad Hydra: HD 6; HP 30; AC 7[12]; 
  Atk up to 4 bites (1d6+3) and/or up to 4 tongues 
  (grab); Move 6 (Swim 12); Save 11; AL N; CL/XP 
  8/800; Special: Tongues can grab to gulp opponents 
  (see description). 
   
  Description 
  A toad-man in a floppy leather hat sits at the northern end 
  of the bridge, with a small barrel of fish guts, a ladle, and a 
  bucket. He will sell the fish guts at a price of 1gp per 
  bucket (one bucket is enough to placate the toad-hydra (see 
  below). Obviously, the guts-merchant sells to toad-men at 
  a much lower price (1cp), but he increases his prices for 
  visitors. If the party inquires about the purpose of the 
  bucket of fish guts, the vendor explains about the hydra; 
  however, if the party does not ask, he will assume that they 
  already know about the peril lurking under the water.  
   
  A four-headed toad-hydra lurks in the water beneath the 
  bridge. It is capable of leaping to the bridge from the 
  water, but after it pokes a head from beneath the surface it 
  will wait for a few moments to see if it is going to be fed. 
  If the party throws it a bucket of fish guts, it will subside 
  back under the water to feed. If it is not fed, however, it 
  will launch itself onto the bridge with a surge of its 
  webbed feet and attack. 
   
  Treasure: If the party swims around in the water under the 
  bridge (which is 30ft deep), they will eventually find the 
  toad-hydra’s lair, which contains 200gp, a +2 spear, a suit 
  of plate mail (with skeleton inside), and three gems (50gp, 
  250gp, and 1,000gp). Obviously, the party is unlikely to 
  have enough time to swim around under the lake, but they 
  might think of recruiting a toad-man to retrieve the 
  treasure for them once the hydra is obviously dead… 
   
   
   
   
   
   
   
   
  
  11 
   
  10. The Shelf of Bones 
  This rock shelf appears to be empty, but it is scattered with 
  a fair number of bones, which do not appear to be human. 
   
  Description 
  The rock shelf is often used by the Batrachi Priests to 
  dispose of spawn or toad-men who have been too much 
  affected by the priesthood’s alchemical mixtures and have 
  suffered crippling deformities. If the characters look at the 
  bones they will soon realize that most of the skeletons 
  from which they came were extremely malformed or 
  twisted. As soon as they find a skull, it will be clear that 
  the bones are probably those of toad-men. 
   
  11. Butcher’s Hut 
  A two-story stone hut appears to have been carved directly 
  from the stone of the cavern, like a statue. It has graceful 
  curves and a pagoda-like roof. The ground floor of the hut 
  is mostly open to the air, little more than four supporting 
  pillars at the corners and a delicate staircase leading up to 
  the top level. The pillars are carved with elegant designs, 
  pleasing to the eye, but they are spattered all over with 
  blood and gore, as is most of the ground floor, which is 
  apparently in use as some kind of slaughterhouse. The 
  carcasses of two pigs, several stirges, and some sort of 
  long eel with many fins and a mouth full of teeth hang 
  from hooks set in the ceiling. A very large toad-man stands 
  in the middle of the hut’s ground floor, carrying a massive 
  meat-cleaver. 
   
  Monsters 
  • 
  Uobo the Butcher (4HD Toad-Man): HD 4; HP 18; 
  AC 6[13]; Atk 1 cleaver (1d8); Move 9 (Swim 12); 
  Save 13; AL C; CL/XP 4/120; Special: None. 
   
  Description 
  Uobo the Butcher slaughters pigs and other animals 
  (including, sometimes, captured humans) to sell to the 
  toad-men of the hall, who much prefer a good meal of raw 
  red meat to their standard diet of fish and stirges. 
   
  The upper floor of the hut is furnished with a bed and a 
  chest, and the wall is decorated with three shields hanging 
  from wooden pegs. One of the shields appears to be of 
  human manufacture, and the other two are cruder, 
  probably orcish. The chest contains 310gp, 700sp, and a 
  gem worth 200gp. 
   
  12. Sentry Post 
  Two toad-men armed with spears stand here. 
   
  Monsters 
  • 
  Toad-Man Sentries (2): HD 2+1; HP 10, 11; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: None. 
   
  Description 
  Two toad-men will be standing sentry duty here unless 
  they have already left to respond to a threat to the Halls. 
  Note that the large corridor between the major caverns has 
  a much lower ceiling than the caverns themselves. If a 
  wandering monster encounter is indicated in this central 
  area, it will not be stirges. 
   
  13. West River Exit and Bridge 
  A bridge crosses the water here, carved directly from the 
  cavern wall and protruding five feet over the water’s 
  surface. Beneath the bridge, the river bubbles downward 
  into a tunnel with a very low clearance over the water’s 
  surface, about two feet. The exit is blocked by wooden 
  bars socketed into the bridge, and is apparently not 
  guarded. 
   
  From the inside of the Halls, it will take only a short time 
  for the characters to discover a lever that will open the 
  gate: it is ten feet from the tunnel and is not concealed. The 
  toad-men do not anticipate any assault from this direction, 
  since attackers would have to swim upstream for quite a 
  distance before arriving at the portcullis. As a result, the 
  western river exit is not kept guarded. 
   
  14. Leaning Hut 
  A rude hut, made of river rocks mortared together. The hut 
  is one story tall, and leans slightly to one side. 
   
  Monsters 
  • 
  Toad-Men (2): HD 2+1; HP 10, 8; AC 6[13]; Atk 1 
  spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  Description 
  The hut is inhabited by a mated pair of toad-men, who fish 
  in the black lake beyond the dam, and participate in the 
  occasional raiding party mounted by the Toad-King. The 
  hut contains 4 nets (10x10ft), several short, pronged 
  fishing spears (1d3 damage), and some baskets. Most of 
  the baskets contain filthy loincloths and other scraps of 
  
  12 
   
  toad-man clothing, but at the bottom of one basket is a 
  small leather bag containing four gems, each of which is 
  worth 50gp. 
   
  15. Southern Gate 
  Four shadowed forms stand beside the gate, chatting with 
  each other in deep, basso voices. They do not appear to be 
  particularly alert. 
   
  Monsters 
  • 
  Toad-Man Sentries (4): HD 2+1; HP 15, 9, 7, 10; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: None. 
   
  Description 
  As described in AREA 3, four toad-man sentries guard 
  this gate; one of them is seated in the shadows beside the 
  portcullis and is not readily visible from the inside or the 
  outside. If the characters approach in a non-hostile manner, 
  the toad-men will assume that they are simply traveling 
  through the underground tunnels, and will attempt to exact 
  the normal toll for passage through the Halls. Just inside 
  the portcullis there is a large brass gong that can be rung to 
  alert the inhabitants of the Halls that an attack is under 
  way. 
   
  Treasure: Each of the sentries carries 1d100gp in a belt 
  pouch. 
   
  16. Sleeping Chamber 
  This small side-cave contains six straw pallets. 
   
  Monsters 
  • 
  Toad-Man Sentries (2): HD 2+1; HP 10, 10; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: None. 
   
  Description 
  This chamber is a sleeping area for the gate sentries and 
  the two sentries that are off duty. It contains six straw 
  pallets, but only the two off-duty guards will be present 
  here. 
   
  Treasure: Each of the toad-men carries 1d100gp in a belt 
  pouch. One of the belt pouches is beautifully embroidered 
  (although somewhat stained) and is worth 25gp). 
   
  17. Hut of Moomnag the Misshapen 
  This is an unstable-looking hut made of dried mud and a 
  few large, smooth river stones. 
   
  Monsters 
  • 
  Moomnag the Misshapen (Toad-Man): HD 5; HP 26; 
  AC 6[13]; Atk 1 club (1d8); Move 9 (Swim 12); Save 
  12; AL C; CL/XP 6/400; Special: Disease spores. 
   
  Description 
  This hut is the home of Moomnag the Misshapen, a toad-
  man who was over-exposed to the alchemy of the Batrachi 
  Priests (see AREA 22) and changed in an unusual way, 
  into a diseased abomination. Moomnag’s skin is covered in 
  very large warts which, if they are damaged, release 
  diseased spores into the air. Moomnag is also much larger 
  than a normal toad-man, a hulking and misshapen creature 
  even by the standards of hulking, misshapen creatures like 
  the toad-men. 
   
  When Moomnag is hit by an opponent, some of the spores 
  on his skin will burst, throwing a cloud of damp spores 
  into the air. Anyone within ten feet must make a saving 
  throw or contract the disease carried by these spores. An 
  infected person will make all saving throws at a penalty of 
  -1 for the duration of the disease. At the end of 1d6 days, 
  the infected person must make a second saving throw if 
  not cured. Success at this saving throw means the character 
  has fully recovered; failure means that the character 
  succumbs to the disease and dies. 
   
  Treasure: Moomnag has only 20cp in treasure; he is not 
  interested in metal. When the Toad-King’s forces go out to 
  raid, Moomnag is usually rewarded with meat from fallen 
  enemies and allies. 
   
  18. Underwater Tunnel 
  Note: This tunnel is under water, and will not be found 
  unless the characters are exploring beneath the waters of 
  the lake.  
   
  An underwater tunnel has been carved into the cavern wall 
  beneath the surface of the lake, disappearing into the 
  murky darkness. The cave mouth is surrounded by harsh, 
  ugly symbols that have been cut deeply into the stone.  
   
  Description 
  The script-carvings around the tunnel mouth are in the 
  language of the toad-men, and have enough magical power 
  to keep the toad-hydra from entering the caverns behind 
  
  13 
   
  the tunnel. A read languages spell will reveal that the 
  carvings indicate a protected place, and seem also to refer 
  to a project or task being undertaken by or on behalf of a 
  deity. 
   
  19. Shelf Cavern of the Land Lampreys 
  The floor of the underwater tunnel begins to slope sharply 
  upward, and enters into an air-filled cavern. The river ends 
  at the bottom of a ten-foot tall ledge of rock, which would 
  need to be scaled in order to reach the cavern floor above 
  the water. 
   
  Monsters (not immediately encountered) 
  • 
  Land Lampreys (9): HD 1; HP 7, 6, 8, 4, 2, 3, 6, 5, 3; 
  AC 3[16]; Atk 1 bite (1d3); Move 15; Save 17; AL N; 
  CL/XP 2/30; Special: Attach and drain blood 
   
  Description 
  The characters will discover as they climb the ledge up to 
  the cavern that this area is the lair of 12 land lampreys. The 
  land lampreys will begin sliding down from the top of the 
  ledge almost immediately upon hearing the characters in 
  the water below, and will most likely be able to begin their 
  attack while the characters are still climbing. Note that the 
  Granddaddy Land lamprey from AREA 20 will eventually 
  emerge to join the combat, but not for 6 rounds. 
   
  Treasure: Among the various fish-bones scattered on the 
  cavern floor, there is the intact skeleton of a toad-man. Its 
  belt pouch has rotted away, but there are 37gp scattered 
  around the skeleton. A 38th gold piece has fallen into a 
  crack in the stone; it is visible but almost impossible to 
  remove since it is about an inch deep into the crack. There 
  is nothing unusual about the gold piece. 
   
  20. Lair of the Granddad Lamprey 
  A cavern opening leads into a cave-area beyond. Several 
  large bones are scattered around the opening. 
   
  Monster 
  • 
  The Granddad Land Lamprey: HD 5; HP 38; AC 
  6[13]; Atk 1 bite (1d6); Move 12; Save 12; AL N; 
  CL/XP 6/400; Special: Attach and drain blood, does 
  not stop until opponent is dead. 
   
  Description 
  This cave is the lair of an enormous (5HD) land lamprey, 
  the parent of the ten smaller ones in AREA 19. The 
  monster is almost ten feet long and is as thick as a barrel. It 
  will not emerge immediately, even if it hears noise in 
  AREA 19, but it will investigate in 6 rounds after the 
  sound of fighting begins. Note that this huge lamprey is 
  slower than its smaller kin and, being slower, is also easier 
  to hit. However, unlike the smaller ones it will drain its 
  victims dry rather than letting go once it is sated. 
   
  Treasure: There are several skeletons in this side cavern, 
  mainly of toad-men, for the granddaddy land lamprey eats 
  larger prey than fish. Scattered in with the skeletons are 
  312gp, 2045sp, 4000cp, a potion of water breathing, a 
  potion of healing, and a potion of invisibility. 
   
  21. Caretakers of the Spawn 
  You emerge from the underwater tunnel into the bottom of 
  a cavern pool, in the northern part of a large natural 
  cavern. The waterline is ten feet below the rest of the 
  cavern floor, with a steep rock shelf leading up to the rest 
  of the cavern. From the surface of the water, you cannot 
  see over the ledge into the rest of the cavern. 
   
  If the party makes much noise while getting to the top of 
  the ten-foot shelf, they may be opposed by the Caretakers 
  of the Spawn (see below) 
   
  From the top of the rock shelf, the rest of the cavern is 
  visible. It is a weird and macabre sight. Three large cages 
  are the most immediately noticeable features of the cave 
  chamber. One contains five humans, pale and obviously in 
  very bad condition. A second cage is filled with chittering 
  stirges, perhaps ten of them. The third cage is possibly the 
  most disturbing of all, for it is your first sight of young 
  toad-people. These things are somewhat smaller than a 
  human being, but they have an utterly feral appearance. 
  Their eyes gleam madly, and they begin to hurl themselves 
  against the bars of the cage, snarling and yammering, 
  gnashing their fangs in a wild frenzy. In addition to the 
  cages, the cavern also contains a stone table with a cleaver 
  and several long knives set upon it. The table and the 
  knives are black with the stains of dried blood. A pile of 
  bones lies beside the table, some of which are apparently 
  the bones of humans. 
   
  Monsters 
  • 
  Batrachi Priests (2): HD 3; HP 12, 14; AC 6[13]; Atk 
  1 trident-spear (1d8); Move 9 (Swim 12); Save 14; AL 
  C; CL/XP 4/120; Special: Spells. 
  • 
  Priest 1: cause light wounds, cure light wounds, hold 
  person 
  • 
  Priest 2: cause light wounds, cure light wounds, 
  silence 15ft radius 
  
  14 
   
  • 
  Stirges (10): HD 1+1; HP 9, 8, 7, 6, 5, 5, 5, 4, 3, 2; AC 
  7[12]; Atk 1 proboscis (1d3); Move 3 (Fly 18); Save 
  17; AL N; CL/XP 1/15; Special: blood drain (1d4), +2 
  to hit bonus. 
   
  • 
  Toad-Spawn (8): HD 1; HP 8, 4, 6, 5, 4, 6, 4, 3, 1, 1; 
  AC 6[13]; Atk 1 bite (1d6); Move 9 (Swim 12); Save 
  18; AL C; CL/XP 1/15; Special: None. 
   
  Description 
  This is the cavern in which the Batrachi Priests feed and 
  train the “purified” spawn of the toad-men, unknowingly 
  following the sinister dictates of the evil Shrooms. This 
  chamber essentially contains the food chain of the spawn: 
  human blood is drained to feed captured stirges that have 
  been netted in the great caverns, and the stirges, when 
  fattened up, are fed in chunks to the toad-spawn. The eight 
  spawn are utterly insane and vicious, not coming into any 
  sort of measurable sapience until they are matured – and 
  even then, they are irrevocably Chaotic and cruel. 
   
  There are two Batrachi Priests in the cavern, and they will 
  immediately recognize the adventurers as a serious threat. 
  Rather than fighting, they will first attempt to unleash 
  some unpredictable allies: the stirges and the toad-spawn. 
  The stirges will choose their opponents randomly, but the 
  toad-spawn are somewhat frightened of the priests and are 
  unlikely to attack them. When the toad-spawn are released, 
  each one has a 5% chance (1 in 20) to attack one of the 
  priests; if a toad-spawn is determined not to be attacking 
  the priests it will attack the adventurers. 
   
  22. The Alchemical Temple 
  This chamber of the caverns is filled with several large 
  pieces of alchemical equipment, and a strange statue of a 
  four-armed toad carrying a trident in one hand and what 
  appears to be a potion bottle in another hand. The most 
  noticeable of the alchemical equipment is a line of four 
  large glass vats, containing numerous white spheres about 
  six inches in diameter. The vats are ten feet tall, and the 
  spheres float in a greenish liquid, about ten spheres to each 
  vat. 
   
  Description 
  The spheres contained in the huge vats are toad-man eggs, 
  for this is where the Batrachi Priests use alchemy to 
  change and “purify” the essence of toad-men before they 
  are even hatched into tadpoles. The Batrachi Priests 
  believe that most of their alchemy is actually due to the 
  religious influence and divine intervention of their toad-
  god, whose statue stands over the process as if the deity is 
  supervising. In point of fact, the Batrachi Priests do not 
  understand the mechanics of what they are doing at all, 
  though they approve of the results. The priests are simply 
  following alchemical recipes given to them by the evil, 
  subterranean race called the Shrooms. They are unaware 
  that their own high priest is mentally dominated by the 
  Shrooms, and that their concoctions are not only having 
  the desired result of making the toad-men bigger and more 
  vicious, but are enslaving the race of toad-men into the 
  service of the Shrooms. 
   
  There is, of course, a variety of other interesting 
  alchemical equipment in the chamber, since this is where 
  all the concoctions are prepared, following the deceptive 
  instructions given by the Shrooms. There are 27 bottles of 
  various ingredients, all of which are unidentifiable 
  substances pre-prepared by the Shroom priesthood of the 
  Stone Cyst. Combining these various substances can have 
  strange results. If the characters start mixing up their own 
  potions, use the following table to determine what the 
  resulting substance will do. A modifier is available on the 
  die roll: see the description of the distilling apparatus, 
  below. Assume that each combination uses half of a bottle, 
  which means that a total of 27 experiments (maximum) 
  will be possible. 
   
  1) Big Explosion (roll 1d10 to see how many d6 
  damage will be caused, and roll 1d6 x10ft to find 
  the diameter of the blast). A saving throw allows 
  half damage. 
  2) Sizzles into acid, eats away the container and cuts 
  1d3 feet deep into the stone floor 
  3) Sublimates explosively into a potion cloud with a 
  diameter of 1d4 x10ft. Roll 1d4 for the effect: 1) 
  make a saving throw or die, 2) heals all damage, 
  3) causes extreme hair growth, 4) turns characters 
  in diameter automatically into a bilious blue 
  gaseous form for 1d6+6 turns, and the character 
  remains this color for 1d6 days afterwards 
  4) Explosion (roll 1d4 to see how many d6 damage 
  will be caused, and roll 1d6 x10ft to find the 
  diameter of the blast). A saving throw allows half 
  damage. 
  5) Creates dazzling beams of light in all directions 
  (radius 100ft) 
  6) The substances ignite and burn, but cause no 
  particularly dramatic effects other than this. 
  7) Substances combine to form a potion of 
  invisibility 
  8) Substances combine to form a potion that turns 
  the imbiber into a lion for 24 hours 
  
  15 
   
  9) Explosion (roll 1d4 to see how many d6 damage 
  will be caused, and roll 1d6 x10ft to find the 
  diameter of the blast). A saving throw allows half 
  damage. 
  10) Loud bang and a bit of smoke. The smoke is 
  heavier than air, and does not disperse for 6 
  hours. It is, however harmless. 
  11) Mixture changes to a random color, but has no 
  other effect. 
  12) A cloud 10ft in diameter forms; anyone breathing 
  the gas will gain 1 point of Dexterity. 
  13) Mixture changes from liquid to gas, but without 
  any increase in volume. It also becomes very 
  heavy. This gas is poisonous, and will seep 
  downward when it is poured out. 
  14) The drinker becomes able to read the thoughts of 
  any nearby toad-man. This effect lasts for 1d6+6 
  turns. 
  15) The drinker grows fungus all over the body. It 
  itches, causing a -1 penalty on all die rolls, and it 
  will not go away unless the character is fully 
  immersed in water. Anyone else in the water at 
  the same time has a 25% chance of needing to 
  make a saving throw; failure means that the other 
  character contracts the fungus infection. Such a 
  secondary infection cannot be removed by 
  immersion in water, but it will go away of its own 
  accord in 1d6+6 turns. 
  16) A pink cloud with a 20ft radius forms, reaching 
  all the way to the ceiling of the cavern (30ft 
  above); gravity is reversed within this cloud. 
  17) The mixture creates a powerful vacuum. The 
  bottle will shoot toward the nearest large object 
  and stick to it forever unless the bottle is broken. 
  If the bottle is broken, however, there will be an 
  explosive concussion similar to a 3HD fireball. 
  18) The drinker exudes a powerful pheromone that 
  operates only on toad-men. Anyone drinking this 
  potion, for a period of 1d6+6 turns, will be 
  extremely attractive to any toad-man (the toad-
  men are hermaphrodites, so the effects of the 
  potion are not specific to any gender). This will 
  result in a very favorable reception to suggestions 
  (or lies) from the character since the toad-man 
  will be disposed to be as helpful as possible. On 
  the downside, it could lead to a coterie of 
  hangers-on when the party would prefer to be 
  operating unobserved. 
  19) The drinker is polymorphed into a toad-man, for a 
  duration of 1d6+6 turns 
  20) The imbiber suffers no visible effects, but when 
  given an order in the High Shroomic language, 
  even if the character does not understand High 
  Shroomic, a saving throw is necessary to avoid 
  following that command (other than commands 
  that will obviously result in the character’s death, 
  which will be overridden by the character’s 
  survival instinct). 
  21) The imbiber grows an inch taller and gains 1 
  point of Strength, but when given an order in the 
  High Shroomic language, even if the character 
  does not understand High Shroomic, a saving 
  throw is necessary to avoid following that 
  command (other than commands that will 
  obviously result in the character’s death, which 
  will be overridden by the character’s survival 
  instinct). 
  22) The imbiber is thereafter able to understand the 
  High Shroomic language (this is not treated as an 
  additional language in terms of the limits imposed 
  by low intelligence). 
   
  In addition to the various reagents, the alchemical 
  equipment 
  includes 
  a 
  complicated 
  apparatus 
  for 
  distillation. If a reagent is distilled before being mixed 
  with another, the roll on the mixture table is made at +1. If 
  both reagents are distilled, the roll is made at +2. It takes a 
  full turn to distill a reagent. 
   
  The cavern is empty, but any sort of loud noise will cause 
  the Batrachi Priests from AREA 22 to investigate. 
   
  23. Cavern of the Batrachi Priests 
  The walls of this cavern are decorated with crude bas-relief 
  carvings of a four-armed toad man carrying a trident and 
  an ornate bottle. Seven stone beds are set against the walls 
  here, and the floor is strewn with several luxuriously deep 
  carpets. 
   
  Monsters 
  • 
  Batrachi Acolyte (Taoboam): HD 3; HP 10; AC 6[13]; 
  Atk 1 spear (1d8); Move 9 (Swim 12); Save 14; AL C; 
  CL/XP 3/60; Special: 1 cure light wounds spell. 
   
  • 
  Batrachi Priests (2) (Yulgol and Bolboa): HD 4; HP 
  13, 15; AC 6[13]; Atk 1 trident-spear (1d8); Move 9 
  (Swim 12); Save 14; AL C; CL/XP 5/240; Special: 
  Spells. 
  Yulgol: cause light wounds, cure light wounds, hold 
  person 
  Bolboa: cause light wounds x2, hold person 
  
  16 
   
   
  Description 
  This cavern is the communal living area for the Batrachi 
  Priests, with the exception of High Priest Julgoor (see 
  AREA 30). If they have not previously responded to 
  unusual noises (including explosions) coming from AREA 
  22, there will be three of the Batrachi Priests in this room. 
   
  Treasure: Each of the Batrachi, including the acolyte, 
  carries a belt pouch with 2d10gp. In addition, there is a 
  sack under each of the seven beds in the room containing 
  the possessions of a Batrachi Priest. 
  • 
  Bag #1: Seventeen small jade toads worth 25gp 
  each 
  • 
  Bag #2: A 100gp gem and six soiled loincloths 
  • 
  Bag #3: A rotten egg (still unbroken), 231gp, a 
  potion of flying, and a potion that allows one to 
  see 120ft in the dark, including around corners, 
  for 1d6+6 turns 
  • 
  Bag #4: A potion that polymorphs the drinker into 
  a toad-man for 1d6+6 turns and allows the drinker 
  to read and speak High Shroomic (and no other 
  language, including the common tongue) 
  • 
  Bag #5: 600gp and 350cp 
  • 
  Bag #6: A potion that allows the user to breathe 
  fire (2d6 damage) once per turn for 1d6+6 turns. 
  Breathing fire is painful and causes 1hp damage, 
  but it is even worse to hold it in, which causes 
  2hp damage per turn that the drinker does not 
  breathe fire. 
  • 
  Bag #7: 700gp and a gem worth 1,000gp 
   
  24. The Spawning Pool 
  The main feature of this natural cavern is the great pool in 
  its southern part. The water of the pool is strangely dark 
  and seems to reflect very little light. Bubbles rise to the 
  surface in several different parts of the pool. A Batrachi 
  Priest stands to the south of the pool, its arms raised, 
  chanting to the waters. 
   
  Monsters (Tadpoles not immediately visible) 
  • 
  Mulgoama the Priest: HD 4; HP 22; AC 6[13]; Atk 1 
  trident-spear (1d8); Move 9 (Swim 12); Save 13; AL 
  C; CL/XP 5/240; Special: Spells. 
  Spells: cause light wounds (1d6+1 damage, range 
  50ft, automatic hit) x2, hold person. 
  • 
  Toad-Man Tadpoles (1d6+2): HD 1; AC 7[12]; Atk 1 
  bite (1d4); Move 6 (Swim 12); Save 18; AL N; CL/XP 
  1/15; Special: None. 
   
   
  Description 
  The pool in this cavern is a spawning pool where toad-man 
  eggs are hatched into tadpoles. When the tadpoles have 
  formed into their bipedal shape, they are removed to the 
  cage in AREA 21 until they become less feral and more 
  capable of intelligent thought. The feral nature of young 
  toad-men is due to the alchemical concoctions infused into 
  the eggs and also poured into this pool; after decades of 
  this sort of breeding the entire toad-man race has been 
  transformed from an essentially Lawful and Neutral 
  species into one that is Chaotic to the very core of its 
  nature. The original race of toad-men no longer exists in 
  the world; it has been corrupted and changed by the 
  influence of Shroomic alchemy. What remains is a species 
  that is vicious to the bone and, more importantly to the 
  Shrooms, innately susceptible to being controlled by the 
  Shrooms themselves. In terms of altering the toad-men into 
  a Chaotic and barbaric race, the breeding alchemy 
  performed by the Batrachi Priests is no longer necessary, 
  but it continues the transformation of the toad-men into 
  larger and more subservient creatures as the generations 
  pass. 
  
  17 
   
   
  Every few days, the Batrachi Priests brew alchemical 
  formulas in accordance with the “mystic” instructions 
  given to them by the Shrooms, and pour them into the 
  waters where the newly hatched tadpoles are growing. 
  Mulgoama the priest has just finished with making the 
  latest infusion into the pool, and is now chanting the 
  “mystical” words, a ceremony with no effect or meaning 
  whatsoever that the Shrooms simply added on to make 
  their deception seem more religious in nature. Mulgoama 
  will be furious when foreign intruders enter these precincts 
  and disturb his chanting, and he will attack immediately. 
   
  If Mulgoama summons them forth for reinforcements (as 
  soon as he feels mildly threatened), 1d6+2 tadpoles will 
  swarm from the pool and attack. The tadpoles are two feet 
  long and have nasty, biting teeth. 
    
  Treasure:  Mulgoama has seven bottles beside him. Three 
  of these are empty. One is a leftover bottle of the infusion, 
  which is poisonous. The other three are potions: one is a 
  potion of levitation, one is a potion of heroism, and one is a 
  potion of invulnerability. 
   
  25. Gate of Serenity and the Bell of Mysteries 
  A great stone archway has been cut into the cavern wall 
  here, closed off by a strong wooden gate painted red, with 
  white pictures of songbirds flying over a bed of reeds and 
  cattails. The gate is quite large, almost ten feet tall and five 
  feet across. Unlike the rest of the cave complex that you 
  have seen, which has a disturbing aura of degeneration and 
  rot, this gate almost seems to give forth a feeling of 
  serenity and calmness. Beside the gate, there is a huge 
  bronze gong, with a two-handed mallet leaning against it. 
   
  Description 
  The Gate can be opened with no effort whatsoever, 
  allowing access to The Cavern of Enlightenment (AREA 
  26). Once a group of people have entered the Cavern of 
  Enlightenment, the Gate of Serenity will slowly and 
  silently close itself again. This is not a trap; it can be re-
  opened at will; however, the dweomer placed upon the 
  door will cause it to radiate a peaceful sort of magic if the 
  party is using a detect magic spell. 
   
  The massive bronze gong is the Bell of Mysteries. Ringing 
  it will tell the Toad-Men of the Halls that an eight-hour 
  rest period has begun, during which many of them will 
  relax and sink into a torpor. Unless the gong is rung within 
  an hour or two after the real Hours of Mystery ended, none 
  of the Toad-Men will notice that it sounded at the wrong 
  time, and they will settle into their rest. Their sense of time 
  is only approximate, and they are no longer as intelligent 
  as their ancestors. If, however, the gong is sounded only an 
  hour or two after the last time, it will create a great deal of 
  confusion, and several guards will come to see what is 
  happening. In other words, unless the gong is rung at 
  absolutely the wrong time it will have the opposite effect 
  of a warning alarm: it will assure the toad-men that all is 
  well and that it is time to rest. Note, however, that if the 
  gong is rung twice, that signifies the end of the Hours of 
  Mystery. 
   
  The monks in AREA 26 completely ignore the gong. It is 
  not a doorbell for admittance through the gate, much as it 
  might appear to be so. The Gates simply push open; the 
  gong is for a different purpose entirely. 
   
  26. Cavern of Enlightenment 
  Beyond the red gate, you discover a large, startlingly 
  unusual cavern. The cavern floor glitters with deposits of 
  quartz, like a rippling field of diamonds. An ornate stone 
  pagoda, twenty feet by thirty feet and one story high, 
  stands majestically in the eastern part of the cavern, 
  separated from the rest of the chamber by a moat of clear 
  water. At the edges of the moat, some green reeds and 
  rushes seem to be growing directly from the stone of the 
  cavern floor. 
   
  Description 
  As the race of toad-men rapidly degenerated under the 
  influence of Shroomic lies and alchemy, the original 
  monastic leaders of the toad-men held less and less 
  influence, eventually choosing to simply wall themselves 
  off from the barbaric descendants of the original race. This 
  cavern is the last home of the original toad-men, all of 
  whom have reached a high level of enlightenment even as 
  their younger brethren beyond the gate have fallen into the 
  grasp of deep Chaos. 
   
  There are three monks who live here in the pagoda; the 
  Ancient Master, the Mystic Master, and the Wandering 
  Master. The Ancient Master and the Mystic Master no 
  longer leave the Pagoda. The Wandering Master, on the 
  other hand, occasionally leaves this cavern to see what is 
  happening in the Halls themselves, travels around the 
  various tunnels and caverns beyond the Halls, and even 
  makes the occasional journey to the surface world to see 
  what is happening.  Indeed, it is possible that something 
  the Wandering Master has done in the outside world has 
  led, directly or indirectly, to the party’s arrival in the Halls 
  of the Toad King. 
  
  18 
   
   
  27. Pagoda of the Ancient Masters 
  The interior of the pagoda is virtually empty except for 
  four small trees, one growing in each corner of the 
  building. There is a low table in the center of the building, 
  upon which there sits a delicate earthenware teapot and 
  four small cups. At the northern side of the table floats an 
  almost-translucent toad-man, an expression of perfect 
  serenity upon his face. At the southern side of the table, 
  facing the translucent floating toad-man, is a second, more 
  substantial toad-man who wears white monk’s robes 
  embroidered with layered patterns of white thread, 
  virtually indistinguishable from the cloth of the robe. The 
  robed toad-man turns toward you – the floating one 
  remains in his trancelike reverie. A third toad-man, this 
  one slender and wearing a green robe, clearly notices you, 
  but has no reaction to your arrival. 
   
  Monsters 
  • 
  The three Ancient Masters 
   
  Description 
  The floating toad-man is the monk known as the 
  “Venerable” Master, and the white-robed one is the 
  “Mystic” Master. The third monk, the one in the green 
  robes, is the “Wandering” Master. 
   
  The Venerable Master is a thousand-year-old being. His 
  skin generates a faint glow, and he is slightly translucent 
  without being entirely invisible. Despite his age and the 
  fact that he has not eaten for the last hundred years or so, 
  he is still comfortably fat by human standards, though he is 
  a bit svelte by the standards of toad-men. The Venerable 
  Master is so attuned to the harmonies of the universe that 
  he no longer speaks. He drinks tea when it is served to 
  him, but takes no other actions no matter what happens. If 
  the party is generally Lawful in alignment and seems to be 
  planning to destroy the Chaotic remnants of the toad-man 
  race, they will find that being in the presence of the 
  Venerable Master has imbued them with a bless spell that 
  will persist for as long as they remain in the Halls of the 
  Toad-King without departing. 
   
  The Mystic Master is five hundred years old. He also has 
  no need of food or drink, but he is not as close to complete 
  enlightenment as the Venerable Master, and still interacts 
  with his surroundings. The Mystic Master is the monk 
  whose presence intimidates the barbaric toad-men badly 
  enough that they leave this area alone. If he is attacked by 
  the party he will simply teleport them into the Spawning 
  Chamber (AREA 24) and let them fight their way out, 
  essentially forcing them to attack the toad-men. He will 
  not communicate with the party other than in typically 
  cryptic monk-like answers to their questions. The Referee 
  may determine these randomly, or pick whichever one 
  seems best for the particular question. The Mystic Master 
  has no qualms about repeating himself or making no sense. 
  1) “That which changes in the dark is doomed to be 
  changed.” 
  2) “The essential mistake of the barbarian is the 
  illusion that size matters.” 
  3) “That which goes around in the circle of being 
  shall later come around.” 
  4) “Rot sets in where the search for enlightenment is 
  abandoned.” 
   
  The Wandering Master is no more than two hundred years 
  old, and still has a calm curiosity about events in the 
  world. He is the only one out of the three with any interest 
  in changing the world in any way, and he occasionally 
  indulges himself by nudging events gently in directions 
  that will assist the cause of Law and fight the threat of 
  Chaos. Like the Mystic Master, he will only communicate 
  in cryptic comments, although his comments are a bit more 
  useful (especially the invitation to have some tea, which 
  will act as a potion of healing and will also remove 
  diseases). 
  1) “Have some tea.” 
  2) “Our people have listened without disbelief, and 
  disbelieved when they should have listened. All 
  ears are now closed.” 
  3) “A toad sits upon the cap of a mushroom. Does it 
  sing to itself, or does it hear the song of the 
  mushroom?” 
  4) “That which is spawned in poisons shall become 
  poison. That which is spawned in Law shall 
  become Lawful. That which is steeped in water 
  shall become tea.” 
   
  The characters will receive no further help or information 
  from the monks. 
   
  28. Antechamber Hall 
  This chamber is carpeted with rugs of decent quality, and 
  the stone walls have been painted in an off-white sort of 
  color. 
   
  Monsters 
  • 
  Toad-Man Sentry: HD 2+1; HP 14; AC 6[13]; Atk 1 
  spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  
  19 
   
  Description 
  This room is an antechamber to the quarters of three 
  important residents of the Halls. 
  One toad-man stands guard here, and will not allow 
  admittance to humans unless they bribe him well or appear 
  to have business with Karamantis (AREA 29), Julgoor 
  (AREA 30), or Fthormidor (AREA 31). 
   
  Treasure: The toad-man carries two gems worth 100gp 
  each, hidden within its loincloth. 
   
  29. Karamantis the Mage 
  A luxurious room furnished with an ornate desk, a carved 
  wooden bed, and a wardrobe. 
   
  Monsters 
  • 
  Karamantis (Human MU5): HD 5 (d4); HP 15; AC 
  9[11]; Atk 1 staff (1d6); Move 12; Save 10; AL N; 
  CL/XP 7/600; Special: Spells. 
  Spells (4/2/1): 
  Level 1: charm person x2, hold portal, shield 
  Level 2: invisibility, phantasmal force 
  Level 3: slow 
   
  Description 
  This room is the home of the only regular human resident 
  of the Halls, the magic-user Karamantis, who serves as a 
  mercenary wizard to the Toad-King. As the toad-men lost 
  their monk-like powers in the process of degeneration, it 
  soon became clear to the Toad-King and the Batrachi 
  Priests that the brute force of their “improved” toad-men 
  often failed to win battles against magic-using opponents. 
  When Karamantis ventured into the subterranean realms a 
  few years ago, seeking treasure and knowledge, he 
  stumbled across the Toad-King’s Halls and was promptly 
  recruited by the King as a mercenary to round out the 
  King’s raiding forces. 
   
  Karamantis has realized that there is something mysterious 
  going on behind the scenes in the Halls, but does not know 
  what it is. This is a matter of some concern to him; he is a 
  cunning individual and realizes that what he does not know 
  could kill him. He is aware of the existence (but not the 
  purpose) of the spawning caverns that can be accessed 
  from beneath the lake (AREA 18), but knows that his life 
  would be in great jeopardy if he began making inquiries or 
  tried to explore the area himself. If the characters seem 
  useful and reliable, he will offer them his 5 potions of 
  water breathing if they plan to explore the spawning 
  caverns, provided that they tell him what they discover 
  there. 
  Treasure: The wardrobe itself contains five robes of good 
  quality, and other such clothing. The wardrobe has a secret 
  compartment underneath the bottom, containing 5 potions 
  of water breathing, 600gp, spellbook containing all listed 
  first level spells and all Karamantis’s memorized spells, 
  plus detect invisibility, mirror image, and dispel magic. He 
  also owns a scroll of protection against drowning and a 
  pair of boots of leaping. 
   
   
   
  There is a half-written letter on Karamantis’s desk, which 
  reads as follows: 
  Dear Yaradaq, 
  I hope that my last letter to you, about my odd exploration 
  beyond the red door, found its way to the academy. These 
  toad creatures are extremely strange, almost insane, but I 
  am becoming increasing certain that there is something 
  going on here in addition to the “normal” predatory but 
  straightforward life of an underground marauder-tribe. 
  Something sinister appears to be working behind the 
  scenes, and I am not at all sure that the King who has hired 
  me is actually the one in charge of this place. 
  (the letter is not finished or signed) 
   
  
  20 
   
  30. Chambers of Julgoor the High Priest 
  This luxuriously-appointed chamber is unevenly hewn 
  from the rock, but tapestries on the walls somewhat 
  disguise the shoddy workmanship. A stone bed with a 
  large feather mattress and a table made of inlaid rare wood 
  indicate that the room’s inhabitant is an important member 
  of the strange race of toad-men that inhabits these halls. 
  On the northern wall there is a painting of the four-armed 
  toad god, carrying a trident and a bottle. Unlike other 
  representations you have seen in the Halls, however, the 
  face of the toad-god in this painting seems to have an 
  oddly ironic smirk on his face. 
   
  Monsters 
  • 
  Julgoor the High Priest (Clr6): : HD 6 (d6); HP 22; 
  AC 2[17]; Atk +1 toad-headed mace (1d6+1); Move 
  9; Save 10; AL C; CL/XP 7/600; Special: +2 save vs. 
  paralysis or poison, spells. 
  Spells (2/2/1/1): 
  Level 1: cure light wounds, cause light wounds 
  Level 2: hold person, silence 15ft radius 
  Level 3: remove curse 
  Level 4: sticks to snakes 
   
  Description 
  This is the residence chamber of High Priest Julgoor, the 
  only one of the Batrachi Priests who knows that the 
  religion is a sham designed and orchestrated by the 
  Shrooms. Julgoor, however, is not aware that the alchemy 
  of the Shrooms and the false rituals of the Batrachi Priests 
  are actually turning the toad-men into unknowing slaves of 
  the Shrooms; he simply believes that the Shrooms have 
  given the Toad-King and the Batrachi Priests a tool for 
  altering the course of the toad-man race into something 
  darker and more formidable. 
   
  Treasure: There is a secret compartment in Julgoor’s table 
  that can be opened by removing one of the larger wood 
  inlays at the center of the table; if any of the characters 
  checks the height of the tabletop, it will be clear that there 
  is enough room for a compartment inside, and from that 
  point it is simply a matter of finding the right piece of 
  inlay. The table is worth 1000gp, so smashing it open 
  would be an unfortunate choice of methods for gaining 
  access to the compartment.  
   
  The secret compartment contains some interesting things. 
  1) Several sheets of parchment containing sketches 
  of the toad-god image seen in several places in 
  the Halls. What is interesting about these sketches 
  is that they are not the same. One shows a toad-
  god with six arms rather than four. One shows the 
  toad-god holding a mushroom and a whip rather 
  than a trident and a bottle. One shows the toad-
  god with much longer horns than the traditional 
  image. Finally, one shows the toad-god’s 
  traditional image, with four arms, holding the 
  bottle and trident – written on this parchment are 
  the words, “This one.” 
  2) If the Referee plans to use the sequel to this 
  adventure, Stone Cyst of the Shroom Priests, 
  there will be a map from the Halls of the Toad 
  King to the Stone Cyst. 
  3) A gem worth 2,000gp 
  4) A backpack containing a loincloth, a scouring 
  pad, a week’s worth of rations, and 400gp. 
   
  31. Residence of the Shroom Ambassador  
  This room is almost entirely barren of contents. A polished 
  wooden bowl five feet across appears to be some kind of 
  furniture, and there is a large wooden box beside it. 
   
  Monsters 
  • 
  Fthormidor, Ambassador of the Shrooms: HD 6+1; 
  HP 26; AC 6[13]; Atk 1 weapon (1d6); Move 9; Save 
  11; AL C; CL/XP 8/800; Special: Spells. 
  Spells (3/2) 
  Level 1: charm person x2 
  Level 2: phantasmal force 
   
  Description 
  This is the residence of Ambassador Fthormidor, who is 
  ostensibly here to provide advice and counsel to the Toad-
  King. In actuality, he is here to observe and, if necessary, 
  manipulate the Shroomic program to subtly enslave the 
  race of toad-men. Although the Toad-King does not know 
  it, he is virtually incapable of denying Fthormidor’s 
  suggestions, and the Shroom has almost the same level of 
  control over the High Priest Julgoor (AREA 30). 
   
  If Fthormidor has a chance to prepare before combat, 
  assuming that the Referee allows the spell to be used in 
  this way, he will use the phantasmal force spell to make 
  the interior of his room appear as a small 5ftx5ft closet, the 
  walls of which are coated in green slime. He will cast his 
  charm person spells while the party is still looking into the 
  “closet,” doing so from behind the illusionary wall. If he 
  deems it to be the right move, he may follow the party at a 
  distance, waiting for a good opportunity to strike as 
  effectively as possible. 
   
  
  21 
   
  He may, however, summon the Spore-Demon of Khostia 
  from its decanter in AREA 44, in which case the demon 
  will arrive in 1d4+1 rounds. He is unlikely to do this 
  unless his life is clearly in danger, since doing so would 
  reveal to the Toad-King that the Shrooms have kept 
  control of at least one of the “gifts” they have given to the 
  toad-men. 
   
  Treasure: The wooden box beside Fthormidor’s bed 
  contains the few possessions brought by the ambassador 
  on his visit to the Hall of the Toad-Men. These possessions 
  include: a +2 bastard sword, +3 vs. batrachian creatures, 6 
  potions of water breathing, a scroll of excellent vitality 
  (cures disease, removes curses, and heals the reader to full 
  hit points – usable by members of any character class), 
  475gp, and a gem worth 50gp.   
   
  In addition to the wealth that Fthormidor carries with him, 
  the box also contains some papers that might give the 
  characters a clue as to what is going on behind the scenes 
  in the Halls. The first of these is a letter from one of 
  Fthormidor’s colleagues, a Shroom called Rmotham. It is 
  written in High Shroomic, and it is likely that the 
  characters would need a read languages spell to decipher 
  it. The note reads as follows: 
   
  Fthormidor, 
  Good luck upon your journey. In all friendliness, you are 
  cautioned not to carry out any of your own innovations to 
  the plan we have all agreed upon, and especially not to 
  force any of the slaves-to-be into personal loyalties to 
  yourself. If you try to create your own personal fiefdom 
  among the slaves-to-be, it will be dealt with. Our other 
  project matures well, and we all send our affection and 
  gratitude to you for undertaking what will certainly be a 
  tedious and irritating task. 
  Rmotham 
   
  A second document might prove extremely useful if the 
  players follow up the connection to the Shrooms (whether 
  in an adventure designed by the Referee or by using the 
  sequel to this adventure). It reads: 
   
  “The toad-man carrying this letter of free passage is my 
  servant, and is not to be eaten or otherwise harmed. 
  Fthormidor” 
   
  32. Northern Great Cavern 
  The tunnel widens into an enormous chamber of natural 
  rock. The walls of the cavern rise high above the radius of 
  your light, disappearing into darkness overhead. In the vast 
  darkness of the upper cavern you can hear squeaking 
  noises that sound a bit like bats, but unpleasantly different 
  in some way. 
   
  A. Entrance to Palace 
  At the edge of the cavern here, the natural rock walls 
  suddenly give way to carved stone and masonry. A great 
  triangular platform is reached by three tall steps, each 
  about two feet high. At the platform, there is a great iron 
  gate in the wall, leading out of the cavern. The gate is 
  incised with the picture of a toad-man sitting upon a huge 
  throne. In front of the gate stand two very large toad-men 
  wearing full armor and carrying great halberds topped with 
  a three-tined military fork. 
   
  Monsters 
  • 
  Toad-Man Sentries (2): HD 2+1; HP 14, 14; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  AL C; CL/XP 2/30; Special: Disarm with polearm 
   
  Description 
  The training of the palace guards gives them a chance, 
  when using their polearms, to disarm any opponent who 
  misses an attack against them. If an opponent misses, the 
  toad-man has a 25% chance to fork the attacker’s weapon 
  away, throwing it a distance of 1d6 x10ft. This is simply 
  the defensive part of their normal combat; the polearms are 
  used to attack at the same time. 
   
  B. Blacksmith’s Hut 
  This is a two-story stone building, poorly built of unevenly 
  matched river stones mortared together. The ground floor 
  is a blacksmith’s workshop, with a forge, bellows, and the 
  other tools of the blacksmith’s trade. 
   
  Monsters 
  • 
  The Blacksmith (Toad-Man): HD 4; HP 19; AC 6[13]; 
  Atk 1 hammer (1d8); Move 9 (Swim 12); Save 13; AL 
  C; CL/XP 4/120; Special: Attacks at +2 due to 
  immense strength. 
   
  Treasure: Under his anvil (which requires several people 
  to lift), the blacksmith keeps 300gp in a leather sack. 
   
   
   
  
  22 
   
  C. Hut of the Stirge-Fishers 
  You see a two-story stone hut built of mortared river 
  stones. Huge piles of some sort of rough-woven cloth are 
  stacked against the side of the building, and long poles, 
  fifty feet or more, are set beside the hut. Two poles have 
  been placed upright into sockets in the stone, so that they 
  stand vertically about sixty feet from each other. 
   
  Monsters (Spiders not immediately apparent) 
  • 
  Stirge-Fisher Toad-Men (4): HD 2+1; HP 9, 11, 9, 8; 
  AC 6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 
  16; AL C; CL/XP 2/30; Special: None. 
   
  • 
  Giant Spiders (2) (4ft diameter): HD 2+2; HP 14, 10; 
  AC 6[13]; Atk 1 bite (1d6 + poison); Move 18; Save 
  16; CL/XP 5/240; Special: lethal poison, 5 in 6 chance 
  to surprise prey. 
   
  Description 
  The four toad-men who live in this hut make their living 
  by netting the stirges that fly in the upper reaches of the 
  caverns, a hundred feet or more over the rest of the activity 
  in the Halls. The nets they use are made of a very light 
  substance, spider-silk that is not sticky, but which can 
  tangle the wings of a stirge thoroughly enough to trap it in 
  the net. Their giant spiders live with them in the ground 
  floor of the hut; they are well trained not to attack toad-
  men, and during the day they instinctively repair damages 
  to any nets that are placed in front of them. 
   
  Treasure: On the upper floor of the hut there are four 
  straw-stuffed sleeping pallets. Each toad-man has rather 
  uncreatively hidden his possessions in his sleeping pallet. 
  The four pallets contain: 
  1) 40gp and a toad-man voodoo doll with pins in it 
  2) 1 gem (100gp), 6 worthless gem-like stones, 
  12gp, 200sp 
  3) Sack of strange blue feathers (these are from 
  some strange underground bird and are worth 
  200gp). 
  4) 2000sp and a carved wooden stick (worthless) 
   
  D. HUT 
  This is a crudely built hut, built of large, smooth river 
  stones held together with some sort of mud or mortar.  
   
  Monsters 
  • 
  Toad-Men (2): HD 2+1; HP 5, 11; AC 6[13]; Atk 1 
  spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  Description 
  The hut is the residence of two toad-men. 
   
  E. SUSHI POND 
  A toad-man sits at the edge of a large pool, about ten feet 
  across. He holds a net with a wooden handle. 
   
  Monsters 
  • 
  Toad-Man Fishmonger: HD 2+1; HP 14; AC 6[13]; 
  Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; AL C; 
  CL/XP 2/30; Special: None. 
   
  Description 
  This toad-man sells fish from his pool, where they are 
  stocked after being caught in the Black Lake (AREA 2). A 
  nice fish costs 1gp, and the fishmonger can be bargained 
  down to 1sp. If someone buys a fish, the fishmonger will 
  use his net to get one out. He will be a bit puzzled if the 
  purchaser does not eat the fish raw. 
   
  33. Guest Chambers 
  A side-tunnel disappears into the black darkness. There is 
  a rusty metal portcullis over the cave mouth that can be 
  lowered to block the entrance. A sign beside the portcullis 
  has been crudely lettered: in the common tongue it reads, 
  “Guest Quarters.” 
   
  Description 
  Travelers are not unknown in the vast tunnel-networks of 
  the subterranean dark, and since the Halls of the Toad-
  King sit at the crossroads of two naturally-formed 
  subterranean thoroughfares, it is not particularly unusual 
  for strange beings to emerge from the darkness seeking 
  passage through. Many of these travelers wish to use the 
  Halls as a waypoint, resting and re-provisioning before 
  moving onward through these stygian realms. Since many 
  of the journeyers carry gold or other valuable items of 
  barter, the Toad-King has rescinded the monks’ policy of 
  barring such strangers of Chaotic alignment, and the Halls 
  are now an open crossroad for evil to migrate through the 
  deeps of the earth. However, the toad-men are not foolish; 
  they are quite aware that many such visitors are quite 
  powerful indeed, especially in large numbers. It is for this 
  reason that only a few outsiders are permitted into the 
  Halls at one time, and those who wish to rest here are 
  incarcerated in the Guest Chambers during certain hours. 
   
  If the party has been guided to the guest quarters by the 
  toad-men, they will be told that they are expected to be in 
  
  23 
   
  the cavern shortly after the Bell of Mysteries tolls, and that 
  they need to pay their guest fee now (5gp each). 
   
  The Bell of Mysteries, which is actually a huge bronze 
  gong, is in AREA 25. It is sounded once for the beginning 
  of the “night,” and twice to signify the arrival of 
  “morning,” a period of eight hours. The “night” of the 
  toad-men, here in the endless darkness, is referred to as the 
  “Hours of Mystery” rather than “night.” The different 
  terminology might confuse the characters, but they will 
  likely figure out that this is the time when most of the 
  toad-men are quiescent. They will even be told that the bell 
  tolls once to begin the Hours of Mystery, and twice to 
  signify that they have ended. 
   
  The cavern behind the portcullis is where the toad-men 
  allow visitors to sleep if they pay 5gp per night. During the 
  eight-hour period of time the toad-men call “the Hours of 
  Mystery,” all guests are expected to be in this cavern so 
  that they can be locked in for the night. Despite 
  appearances, this cavern is not a prison: it really is the 
  toad-men’s equivalent of an inn for travelers, although the 
  prison is located on the far side of the guest quarters. 
   
  The straw pallets are for guests to sleep on; they are moldy 
  but not uncomfortable or dangerous. The chests are 
  provided for guests to store their possessions in, and the 
  key on each chest corresponds to the lock. At the end of 
  the eight hour long Hours of Mystery, the south portcullis 
  is opened and visitors are allowed to enter and leave at 
  will. 
   
  34. Prison 
  The cavern beyond the portcullis is starkly furnished with 
  ten straw pallets, a chest beside each one. The chests have 
  locks, and a key sits atop each of the chests. In the 
  northern part of the cavern, a second portcullis – this one 
  lowered – blocks off about half the cave. 
   
  Description 
  Behind the northern portcullis of the Guest Chambers cave 
  (AREA 34) is the prison where the Toad-Men keep 
  anyone too valuable to feed to the spawn in AREA 21. At 
  present, the prison is occupied by three prisoners: 
   
  Prisoner #1 is a toad-man by the name of Six-Failed. In a 
  truly bizarre reaction to the Shroomic alchemy which is 
  used to modify the new breed of toad-men, Six-Failed 
  turns to stone during the Hours of Mystery and remains so 
  for 8 hours, after which he changes back into flesh. The 
  Batrachi priests do not want to feed him to the spawn in 
  case the affliction might be passed on to them, but they 
  keep Six-Failed to study him from time to time, wondering 
  what went wrong. 
  Prisoner #2 is a human with amnesia; he cannot remember 
  his name or much of his past. He does, however, recall that 
  he was an adventurer who stumbled across a strange group 
  of mushroom-people while he and his companions were 
  searching for lost treasures underground; this is the last 
  thing he remembers before awakening in this prison. 
  Prisoner #3 is a human thief named Aldrous, who was 
  caught trying to rob the tower of an evil wizard. The 
  wizard sold him to an ogre, who sold him to some orcs, 
  who traded him to the toad-men in exchange for passage 
  through the Halls. As soon as the Batrachi Priests decide 
  that they need to feed more human flesh to the spawn, 
  Aldrous is on the menu. 
   
  • 
  Aldrous (Th4): HD 4(d4); HP 12; AC 9[10]; Atk by 
  weapon (has none); Move 12; Save 11; CL/XP 4/120; 
  Special: Thief abilities. 
  Thief Abilities: Climb 88, Delicate 30, Hear 4 in 6, 
  Hide 25, Move 35, Open 25. 
   
  35. Empty Room 
  This room is empty, although it appears that some 
  furnishings have recently been removed. 
   
  Description 
  This room was the home of a guard captain (Soumbatha) 
  who was recently sent to the Shrooms as a servitor. 
   
  36. Jailer and Mate 
  This noisome cavern is strewn with filth and refuse. There 
  is a single large bed in the northernmost part of the cave, 
  with a big wooden chest beside it. 
   
  Monsters 
  • 
  Head Jailer (Toad-Man): HD 4; HP 18; AC 6[13]; Atk 
  1 trident-spear (1d8) and whip (1d2 + chance to 
  entangle); Move 9 (Swim 12); Save 14; CL/XP 4/120; 
  Special: Whip (20% chance to entangle opponent with 
  hit) 
   
  • 
  Second Jailer (Toad-Man): HD 2+1; HP 13; AC 6[13]; 
  Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  CL/XP 2/30; Special: None. 
   
   
   
   
  
  24 
   
  Description 
  This chamber is the home of the two jailers of the Halls, a 
  mated pair of toad-men. The head jailer, in addition to his 
  club, wields a whip that can be used in combat to entangle 
  an opponent. He is capable of using both weapons at one 
  time. 
   
  Treasure: The big wooden chest contains the possessions 
  of the two jailers, including goods that once belonged to 
  their prisoners. The chest contains 300gp, 2306sp, a pearl 
  worth 50gp, a set of lock-picks belonging to Aldrous the 
  thief, a +1 hand axe that belonged to prisoner #2 (who 
  does not remember that it was once his), a shoe that no one 
  has bothered to throw away yet, a broken pair of scissors, 
  and a corkscrew. 
   
  37. Palace Entrance 
  The walls of this room are hung with two tapestries. One 
  of them is delicate and beautiful, depicting an underground 
  pagoda in a large cavern, surrounded by a moat. The 
  second tapestry is sloppily woven of rough yarns, and 
  appears to show a toad-man in an underground field of 
  large mushrooms, holding aloft a large egg. 
   
  Description 
  This room will be empty whether or not the toad-men have 
  been alerted to a threat; it is not usually occupied during 
  the normal activities of the Halls, and if the toad-men are 
  defending the complex they are more likely to establish 
  their redoubt in AREA 38.  
   
  38. Palace Antechamber 
  The walls of this room are hung with 3 ugly tapestries, 
  each depicting a large Toad-Man seated upon a throne. 
   
  Monsters 
  • 
  Toad-Men (1d8): HD 2+1; AC 6[13]; Atk 1 spear 
  (1d8); Move 9 (Swim 12); Save 16; CL/XP 2/30; 
  Special: None. 
   
  Description 
  During the normal operations of the Toad-King’s Halls, 
  this room is used for discussions, negotiations, and 
  conversation among those who are awaiting an audience 
  with the Toad-King in his throne room (AREA 43). 
   
  Except during the Hours of Mystery, there will be 1d8 
  toad-men in this room. 
   
  Treasure: Each toad-man carries 1d10gp. 
  39. Bed-Chamber 
  There are three thick pallets on the floor here, apparently 
  made of badly-cured leather stuffed with some sort of hair 
  that sticks out in tufts here and there from rips in the 
  leather sacks. The walls of the room have clearly been 
  carved from the natural rock, but the workmanship is poor; 
  the walls do not meet at precise right angles, and the 
  ceiling slopes downward a bit to the east. 
   
  Monsters 
  • 
  Toad-Men (3): HD 2+1; HP 9, 11, 8; AC 6[13]; Atk 1 
  spear (1d8); Move 9 (Swim 12); Save 16; CL/XP 
  2/30; Special: None. 
   
  Description 
  A trio of toad-men lives in this room, which has no 
  function other than as a residence. It was carved out to 
  accommodate the increasing number of toad-men being 
  spawned since the decline of their higher culture. 
   
  Treasure: There is a sack hidden in each of the pallets, 
  containing the toad-man’s treasure. The first sack contains 
  a human scalp, 25gp, 200sp, ten agates worth 5gp each, 
  and a bronze spoon. The second sack contains a holy 
  symbol (four-armed toad-god holding a potion bottle and a 
  trident), 50gp, a dagger, and a chunk of salted meat. The 
  third sack contains a silver mirror (50gp), 10gp, 15sp, and 
  a bottle containing a clear liquid (water). 
   
  40. Ordinary Residence 
  This room has been roughly hacked out from the stone into 
  a roughly square-shaped area. In the northern part of the 
  room there is a crude statue of a four-armed toad-man, 
  which wears a bejeweled necklace. There are also four 
  straw mattresses on the floor, with a large wicker basket 
  next to each. 
   
  Monsters 
  • 
  Toad-Men (4): HD 2+1; HP 12, 11, 8, 6; AC 6[13]; 
  Atk 1 spear (1d8); Move 9 (Swim 12); Save 16; 
  CL/XP 2/30; Special: None. 
   
  Description 
  This room is the residence of 4 toad-men. 
   
  Treasure: The wicker baskets contain mostly clothing, 
  although there is a total of 116gp and 300sp in them. The 
  bejeweled necklace on the toad-god idol is worth 1,000gp. 
   
  
  25 
   
  41. Barracks 
  This chamber has been chopped out from the cavern stone 
  by unskilled hands; the walls are jagged and uneven, 
  although the shape of the room is essentially rectangular. 
  There are 12 straw pallets jumbled around the room in no 
  particular order or arrangement; each one has a large, 
  covered wicker basket beside it. 
   
  Monsters 
  • 
  Toad-Men (8): HD 2+1; HP 17, 11, 11, 13, 9, 12, 6, 
  12; AC 6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); 
  Save 16; CL/XP 2/30; Special: None. 
   
  Description 
  This chamber is a combination guard post and barracks for 
  the toad-men charged with guarding the portcullis at 
  AREA 3. 8 toad-man guards are present here unless the 
  Halls have been alerted to the presence of hostile intruders 
  – the room’s other four occupants are at AREA 3. 
   
  Treasure: Each of the toad-men here carries 1d100gp in a 
  belt pouch. The strongest one also wears a bracelet with 
  three large garnets, worth 300gp. 
   
  42. Sunken Pagoda 
  Beneath the waters of the dammed-up lake, you discover 
  the roof of a submerged building under the water. It has a 
  sharply-peaked roof of tile shingles, but little more can be 
  discerned about it without diving down to inspect it more 
  closely. 
   
  Monsters 
  • 
  Giant Moray Eel: HD 4; AC 7[12]; Atk 1 bite (2d6); 
  Move 0 (Swim 9); Save 13; CL/XP 4/120; Special: 
  None. 
   
  Description 
  The roof beam of the sunken pagoda is close to the surface 
  of the water, no more than two feet down, although the 
  edges of the peaked roof are ten feet below, well-covered 
  by the shrouding dark water of the lake. A boat rowed over 
  the pagoda will run into the peak of the roof. When the 
  degenerated toad-men decided to dam up the river in this 
  cavern, they simply allowed the water to cover the now-
  unused pagoda. 
   
  The pagoda has a one-room interior. The building was 
  once surrounded with rock-bordered gardens, and any 
  exploration of the lake-bottom around the sunken building 
  will discover the remaining lines of these gardens, which 
  are now choked with lake-weeds and algae. Inside the 
  pagoda itself there dwells a giant moray eel. Toad-men 
  fishing the lake avoid the pagoda, and the giant eel does 
  not bother to hunt beyond its lair, since fish unsuspecting 
  fish often swim right in to be caught and eaten. 
   
  The pagoda contains a broken stone statue of a toad god. It 
  has two arms and a benevolent expression on its face. It is 
  quite different from the feral, four-armed images of the 
  toad-god that the characters will encounter if they proceed 
  further into the Halls.  
   
  Treasure: A few treasures are scattered around the interior 
  of the submerged pagoda. Assuming that the party has a 
  way of breathing underwater, they can recover 11gp, 30sp, 
  and 200cp. Searching the pagoda will reveal the presence 
  of a human skeleton wearing a suit of rotted leather armor, 
  a belt, a backpack, and a longsword. None of the 
  equipment is usable after long submersion, but the 
  backpack contains one uncorked potion bottle and a 
  second one with an airtight stopper and some pale green 
  liquid inside. This is a potion of water breathing (so was 
  the other one, but the adventurer drank it). 
   
  43. Throne Room 
  You are looking upon a vast hall, carved roughly from the 
  cavern stone into a rectangular shape, with a tall, raised 
  dais against the eastern wall. Pillars line the hall, four 
  along the northern side and four along the southern side. 
  These are crude blocks of stone hacked into cylinders, and 
  they appear to be sagging slightly under the weight of the 
  ceiling overhead. The room’s most immediately apparent 
  feature, however, is the great throne upon the eastern dais. 
  The dais is irregularly shaped, almost like a natural rock 
  formation that somehow formed in three tiers, and the 
  throne rises from it without any apparent seams or joins, as 
  if it were an outgrowth itself. A huge toad-man sits upon 
  the throne, wearing ornate but barbaric armor. Four 
  bodyguards stand upon the dais near the throne, carrying 
  barbed tridents. 
   
  Monsters 
  • 
  The Toad-King: HD 6: HP 38; AC 3[16]; Atk 1 
  bastard sword (1d8); Move 9 (Swim 12); Save 9; AL 
  C; CL/XP 8/800; Special: magic resistance 10%, +1 
  on saves (while on throne). 
   
  • 
  Elite Bodyguards (4): HD 3; HP 12, 12, 14, 10; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 14; 
  CL/XP 3/60; Special: None. 
   
  
  26 
   
  • 
  The Weird of the Throne: HD 5; HP 30; AC 7[12]; 
  Atk 1 bite (1d8); Move 0; Save 12; CL/XP 8/800; 
  Special: Sleep spores, Re-forms, vulnerable to fire. 
   
  Description 
  The huge toad-man sitting on the throne is, of course, the 
  Toad-King. His four bodyguards are fanatically loyal and 
  will throw themselves immediately into the fray if the 
  Toad-King appears to be threatened in any way. 
   
  The throne of the Toad-King is a powerful and sentient 
  artifact. It is carved from one of two sacred rhizomes of 
  the dead mushroom god of the Shrooms, rhizomes that 
  were left encased for centuries beneath volcanic ash after a 
  volcanic eruption buried and smothered the god itself. 
  Essentially, it is a god-seed that has begun to germinate 
  into something inhuman, subtle, and terrifying. Shortly 
  after the Toad-King (at that time not a king at all) was 
  enchanted by the Shroom and co-opted into their service, 
  the mushroom priests presented their agent with the 
  rhizome as a tool to help him gain power over the rest of 
  the toad-men. It was only later, once the Toad-King had 
  attained control in the Halls with the help of the seed’s 
  influence, that the rhizome was carved into the shape of a 
  throne, to serve as a symbol of the Toad-King’s new 
  authority. 
   
  The throne exerts a magical influence over the toad-men, 
  making them more and more subject to its influence and 
  the influence of the Shrooms. As with most gifts of Chaos, 
  however, the gift of the throne has not performed its task 
  exactly as the Shrooms planned. The throne itself is 
  growing more and more sentient, for it is the developing 
  seed of a demi-god of Chaos, although its powers have not 
  yet fully awakened. It is not a mere instrument of 
  corruption, but is now subtly guiding the Toad-Men in its 
  own interests just as its sister-seed, which is being 
  cultivated by the Shrooms in their own citadel. 
   
  While seated on his throne or standing on the dais (which 
  is actually a part of the throne) the Toad-King has magic 
  resistance of 10% and makes all saving throws at +1. He 
  will not retreat from combat, not because he is particularly 
  brave but because the Throne will exert control over him 
  to keep him from abandoning it in combat. He may, 
  however, summon the Spore-Demon of Khostia from its 
  decanter in AREA 44, in which case the demon will arrive 
  in 1d4+1 rounds. 
   
  Treasure: The Toad-King wears a bejeweled circlet worth 
  1,000gp and a jeweled belt worth 500gp. The guards carry 
  1d10gp each. 
  The Throne itself, in its present stage of development into 
  a quasi-deity, has a limited ability to take physical action 
  in the shape of a fungus weird (see “New Monsters”). 
   
  44. King’s Residence Main Room 
  This room contains a large map table in the center, and 
  several chairs all built to the proportions of the toad-men. 
  There is a barred gate in the room’s western wall, and a 
  very ornate door in the southern wall. On the map table 
  stands an ornate decanter made of smoky-colored glass. 
   
  Description 
  The decanter is a Decanter of Khostia; it is actually one of 
  the room’s defenses, although it does not function except 
  at the command of the Toad-King (it will also function at 
  the behest of Fthormidor the Shroom Ambassador, but the 
  Toad-King is unaware of this). When the Toad-King 
  commands, the decanter will release a Spore-Demon of 
  Khostia that the Shrooms have imprisoned within it. The 
  demon will follow the commands of the King unless the 
  Ambassador gives it different orders. The demon is not 
  bound to the service of anyone summoning it, just these 
  two specific individuals – and either of them can summon 
  the demon from anywhere within the Halls. 
   
  There are some maps on the map table, showing a few of 
  the underground chambers near the Halls of the Toad-
  King. These are not necessarily large areas, and it is left to 
  the Referee to create such areas as may be desired. If the 
  Referee wishes to allow the party the choice of 
  investigating the connection with the Shrooms, a map from 
  the Halls to the Cyst should be included in the papers (see 
  CONCLUDING THE ADVENTURE). 
   
  45. Torture Chamber 
  This room is apparently a private torture chamber. It is 
  barred off with a padlocked iron gate, through which you 
  can see a rack, thumbscrews, and manacles on the walls.  
   
  Description 
  The room is empty of prisoners at the moment, but there is 
  a large concealed flagstone underneath the rack which 
  covers a 10ft x 10ft chamber containing six human 
  skeletons. One of these wears a bracelet worth 250gp. 
   
   
   
  
  27 
   
  46. Royal Bedroom 
  This room is fabulously, and completely tastelessly, 
  decorated with all kinds of treasure, wall hangings, and 
  carpets. A big four-post bed made of wood, clearly 
  something that has been brought here from the surface 
  world, stands in the room, draped with what were once 
  velvet curtains, now stained and ill-smelling. If there is 
  anything on the bed, it is hidden by these curtains. Shelf-
  brackets, most of which are not perfectly level, have been 
  hacked into the walls to display a bizarre mix of treasures 
  that include a vase of pink glass, a mother-of-pearl 
  trumpet, a stuffed fish with gems for eyes, and a large 
  mirror. 
   
  Description 
  The velvet curtains are worthless. The vase of pink glass is 
  worth 25gp, the mother of pearl trumpet is worth 250gp, 
  the gems in the stuffed fish are worth 250gp each, and the 
  large mirror is worth 100gp. 
   
  47. Secret Treasure Room 
  This small room is obviously the Toad-King’s treasure 
  room, containing two large treasure chests, both 
  padlocked. There are also three large bolts of cloth leaning 
  against the wall, two rolled-up carpets beside the chests, 
  and a large statue carved from what appears to be some 
  kind of quartz.  
   
  Description 
  The bolts of cloth are worth 250gp each, and the statue 
  (which weighs 400 pounds) is worth 500gp. 
  Treasure Chest #1: Contains a number of papers (see 
  below), 25gp, 1,000sp, 300cp, and a flawed diamond 
  worth 300gp. 
  Treasure Chest #2: Contains 200gp, 3,000sp, a +1 dagger, 
  5 +1 arrows, a +1 crossbow bolt, and a cloak of elvenkind. 
   
  The papers in chest #1 include a scroll of web and 
  invisibility. Some of them appear to be a division of spoils 
  among several raiders, with an incredible number of 
  mathematical errors and scratch-outs. A few of the papers 
  are more interesting, being written communications 
  between the Shrooms and the Toad-King. If you do not 
  intend to carry this adventure forward toward an 
  investigation of the Shrooms and their influence, these 
  should be omitted from the treasure. 
   
   “To the Toad-King: 
  We desire that you send us ten of your warriors.” 
   
  “To the Toad-King: 
  We desire that you send us a chest of gold and seven 
  human captives. If you do not have the captives, acquire 
  them.” 
   
  “To the Toad-King: 
  Report on the excavation of the spawning chambers below 
  the lake, by your next courier.” 
   
   
   
   
   
  
  28 
   
  CONCLUDING THE 
  ADVENTURE 
  This adventure contains many clues that will allow the 
  players to discover that there is an outside influence at 
  work in the Halls of the Toad-King, and they may wish to 
  investigate further. The sequel to this adventure, Stone 
  Cyst of the Shroom Priests, is designed to serve as the end 
  result of such investigations. However, if the Referee has a 
  different sort of sinister enemy in mind rather than 
  toadstool-creatures, it is certainly not required to use Stone 
  Cyst of the Shroom Priests as the sequel. Other than the 
  fact that the insidious corruptors of the Toad-Men have 
  some skills in alchemy, no actual facts about these 
  deceivers are revealed by the materials in this module. The 
  Referee may want to replace Ambassador Fthormidor in 
  AREA 31 with a member of the substitute villain race, 
  since Fthormidor has papers indicating that he is of the 
  same race as the deceivers. 
   
  The clue that links the Stone Cyst of the Shroom Priests 
  and the Throne of the Toad-King is located in AREA 44, a 
  map in the Toad-King’s private chambers. The exact 
  details of this map are left to the Referee, since the 
  distance and the complexity of the actual journey are best 
  tailored to the particular characters and campaign. The 
  map might be virtually nothing more than a line between 
  two points labeled “Halls of the Toad King” and “The 
  Stone Cyst,” with just enough side passages marked to 
  allow the characters not to make a wrong turn, or it might 
  be a complex map showing other areas that the Referee 
  chooses to design as side-adventures for the journey. 
   
  Another possible lead that the party may follow up upon is 
  Karamantis’s letter to Yaradaq. It is left to the Referee 
  whether it will be possible for the party to discover any 
  information about Yaradaq’s identity, and where it might 
  lead. Is he another magic-user of Chaotic alignment, like 
  Karamantis? Is he a more powerful wizard who has sent 
  Karamantis to spy upon the toad-men for some unknown 
  reason? Perhaps he is not even human, but is an intelligent 
  monster of some kind. The details are left to the Referee, 
  to develop in whatever way best fits the individual 
  campaign. 
   
   
  MONSTER ROSTER 
   
  Toad-Men 
  15 Toad-Men that are not keyed (these sleep on the floor 
  or with others due to overcrowding in the Halls). 
  Casualties from wandering monster encounters should be 
  deducted from these first. 
  4 Sentries (AREA 3) 
  2 Sentries (AREA 5) 
  5 Sentries (AREA 6) 
  Captain Houmbal (AREA 7) 
  Guts-Seller (AREA 9) 
  Uobo the Butcher (AREA 11) 
  2 Sentries (AREA 12) 
  2 Toad-Men (AREA 14) 
  4 Sentries (AREA 15) 
  2 Sentries (AREA 16) 
  Moomnag the Misshapen (AREA 17) 
  2 Batrachi Priests (AREA 21) 
  10 Spawn (AREA 21) 
  1 Batrachi Acolyte (AREA 23) 
  2 Batrachi Priests (AREA 23) 
  Mulgoama the Priest (AREA 24) 
  20 Tadpoles (AREA 24)** 
  3 Ancient Masters (AREA 27)*** 
  1 Sentry (AREA 28) 
  Julgoor the High Priest (AREA 30) 
  2 Sentries (AREA 32A) 
  The Blacksmith (AREA 32B) 
  4 Stirge-Fishers (AREA 32C) 
  2 Toad-Men (AREA 32D) 
  Fishmonger (AREA 32E) 
  2 Jailors (AREA 36) 
  1d8 Toad-Men (AREA 38) 
  3 Toad-Men (AREA 39) 
  4 Toad-Men (AREA 40) 
  8 Toad-Men (AREA 41) 
  The Toad-King (AREA 43) 
  4 Elite Bodyguards (AREA 43) 
   
  Humans 
  Karamantis the Mage (AREA 29) 
  3 Prisoners (AREA 34)*** 
   
  Shrooms 
  Fthormidor the Ambassador (AREA 31) 
   
   
   
  
  29 
   
  Other 
  10 Land Lampreys (AREA 19)*** 
  Granddad Lamprey (AREA 20)*** 
  2 Giant Spiders (AREA 32C)* 
  Giant Moray Eel (AREA 42)*** 
  The Weird of the Throne (AREA 43)** 
  Spore-Demon of Khostia (Anywhere)* 
   
   
   
   
  *These monsters can be brought to a combat by the Toad-Men if there is a prolonged pitched battle. 
  **These creatures are allied with the Toad-Men, but cannot leave their keyed locations and thus will not factor into a pitched 
  battle. 
  ***These beings are not allied with the Toad-Men, and will stay in their keyed locations in the case of a pitched battle. 
   
   
   
   
   
   
   
   
   
  
  30 
   
  Part 2: 
  Stone Cyst of the Shroom Priests 
   
  Introduction 
  In Stone Cyst of the Shroom Priests, the characters 
  encounter the heart of the Shroomic plot to cultivate the 
  spore of their dead god into a fully-grown Chaos-being 
  that will lead them to new heights of power and 
  domination. The party might be following up on 
  unresolved mysteries from the preceding module, Throne 
  of the Toad King, they might be investigating the Stone 
  Cyst as part of a defined mission, or they might simply 
  have stumbled onto it in the course of exploring this region 
  of the subterranean wilderness. 
   
  Background 
   “In the distant past, lost to all recorded histories of the 
  present age, a powerful Chaos-being of rot and parasitism 
  twisted forth from the earth, a poison against the natural 
  ordering of life. Its physical manifestation rose to horrible 
  maturity in the shape of a contorted, toadstool-like fungus 
  dripping with mold and slime, towering more than a 
  hundred feet into the prehistoric skies.” 
   
  This being of Chaos grew from unspeakable fonts of evil 
  near the site of a great volcano, whose smoke plumes 
  created a constant shadow many miles in diameter. In the 
  darkness of this twilight-shaded realm, the ancient 
  ancestors of the present-day Shrooms worshipped the 
  Chaos-being as a god, feeding it the rotting bodies of 
  prehistoric beasts and sapient creatures that ventured into 
  the nearby regions. Eventually, after many thousands of 
  years, the volcano was to erupt, covering the surface with 
  ash that rose to a depth of more than a hundred feet, 
  completely covering the Chaos-god and choking out its 
  immortal life over centuries of imprisonment as the ash 
  hardened into rock. The Shrooms themselves were driven 
  underground as unforgiving light returned to their once-
  shadowed surface domain, and they migrated slowly away 
  from the area following the pathways of underground 
  rivers and natural caverns. Eventually these scattered 
  bands lost contact with each other, separating further and  
   
  further into isolated fiefdoms as members of the race 
  turned more and more toward their own individual brands 
  of villainy. 
   
  A century ago, a group of Shrooms returned to the site 
  where their vast demigod had ruled, only to find that the 
  monstrosity had rotted away beneath the earth, leaving a 
  huge, mushroom-shaped empty space beneath the surface, 
  where the ash around the rotting body had hardened into 
  rock. The Shrooms occupied the empty space, digging 
  caverns to create living-chambers and other structures 
  required for their purposes. In the course of these 
  excavations, the Shrooms discovered two spores that had 
  been left by the demigod, and recognized the possibility of 
  growing an heir to the creature that had once granted them 
  vast powers of dominion over their enemies.  
   
  After this discovery, the various highly-individualistic 
  Shrooms, whose relations with each other had always been 
  unstable and mutually perilous, suddenly coalesced behind 
  a new task. Formidable even as individuals, the Shrooms 
  began to achieve considerable power and influence when 
  working in cooperation with each other, even though their 
  newly united community still remained little more than a 
  loose confederation. 
   
  The cultivation of the growing demigod has been a project 
  requiring immense quantities of energy: the Shrooms’ 
  ability to provide meat, souls, and alchemy has 
  increasingly been taxed to its very limit by the growing 
  hungers of the nascent god. The increasing demands of 
  their project have required the Shrooms to reach far 
  beyond their traditional isolation and to increase the reach 
  of their malignant influence as far as possible. They have 
  managed to transform and corrupt a nearby community of 
  toad-men into subservient raiders, who deliver captives 
  and foodstuffs into the furnace of consumption that the 
  Cyst has become (see Throne of the Toad King). The 
  Shrooms have even lowered themselves to engage in 
  bartering with several pockets of underground creatures of 
  sufficient intelligence, although they much prefer to 
  enslave or co-opt outsiders as minions rather than to treat 
  with them as partners. 
   
  
  31 
   
  The Shroomic race is little known even in the deep wild 
  caverns of the vast realms beneath the earth, for they 
  seldom work in concert with each other, much less other 
  subterranean races. Unlike most denizens of the dark, they 
  are not a scavenging species: Shrooms manipulate and 
  change their surroundings with often-bizarre methods, 
  employed 
  toward 
  goals 
  that 
  are 
  frequently 
  incomprehensible to non-shrooms. Nevertheless, their 
  sinister ingenuity is inexplicably successful. Creatures in 
  the areas around a Shroom’s hidden lair are often subtly 
  dominated by the Shroom’s influence, and the lairs 
  themselves are usually laden with dangerous traps and 
  protections. 
   
  Referee Notes 
  The entire hollow left by the dead god of the Shrooms is 
  referred to as the Stone Cyst. It is divided into three major 
  parts: the LOWER CAVERNS beneath the mushroom 
  shape, the GREAT STEM, and the DOME OF THE 
  DEMONSPORE at the top. The LOWER CAVERNS are 
  the remnant of a rhizome structure (similar to roots), the 
  GREAT STEM is the remnant of the god’s stem, and the 
  DOME is the remnant of the mushroom-like cap.  
   
  Encounter areas in the LOWER CAVERNS are numbered 
  separately, but the areas of the rest of the complex are 
  numbered sequentially from the bottom of the Stem 
  upward to the Dome, lowering the risk of referencing the 
  wrong encounter area during play. 
   
  The three areas are quite different from each other in terms 
  of threats and opportunities presented to the characters, so 
  each area is preceded by separate Referee Notes specific to 
  that area. Because of the potentially complex tactical 
  challenges involved in each area, it is extremely important 
  for the Referee to be familiar with the material before 
  running the adventure.  
   
   
  LOWER CAVERNS 
   
  Referee Notes 
   
  General Description 
  The LOWER CAVERN is the party’s first step into the 
  open area left behind when the enormous mushroom-god 
  rotted away beneath its cover of volcanic ash. This lowest 
  level is left from the decomposition of the wide rhizome 
  complex under the god that extended beneath it in the 
  same way that roots would extend beneath a tree. Although 
  the floor of the cavern is slick with condensation, the 
  presence of lichen growths and floor moss provide some 
  traction. Normal walking and fighting offer no risk of 
  falling; running, however, causes a character to have a 1 in 
  6 chance of slipping and falling. 
   
  This area is largely ignored by the Shrooms, who live 
  above these caverns in the GREAT STEM and even higher 
  up in the DOME OF THE DEMONSPORE. 
   
  Absent the use of teleportation or other magical travel, the 
  Winding Stair (AREA 1) will be the place where the 
  adventurers enter the Cyst. 
   
  Wandering Monsters 
  For every three turns spent in the LOWER CAVERN, 
  there is a 1 in 6 chance to encounter 1d4 giant centipedes. 
  The inhabitants of the GRET STEM do not ordinarily 
  come down into this area. 
   
  • Giant Centipedes, 1d4 (small, lethal): HD 1d2hp; AC 
  9[10]; Atk 1 bite (0 + poison); Move 13; Save 18; AL 
  N; CL/XP 2/30; Special: poison bite (+4 save or die). 
   
  1.  The Winding Stair 
  The stairs leading downward are carved into a very wide 
  tunnel ten feet across, with an arching roof that drips 
  occasionally with water. There is no mortared stone here; 
  apparently the entire tunnel including the stair is carved 
  from the living rock. You note that this descent was 
  apparently not carved for the comfort of humans; the steps 
  are broad and shallow, about three feet across but only six 
  inches tall, which makes for slow downward progress. The 
  tunnel makes numerous switchbacks as it wends its way 
  deeper into the stygian darkness. As you descend, you 
  notice that the further you get, the more the damp humidity 
  of the tunnel has spawned the growth of many lichens and 
  other fungi on the walls, ceiling, and even the steps 
  themselves, although the traffic of some sort of creature 
  seems to have kept larger fungi from growing successfully 
  in the middle of the stairs.  As light shines across the 
  fungus growth, you notice small bits of some glittering 
  substance attached to the fleshy stems of some of the 
  larger plants. Every once in a while, a gentle breeze blows 
  upward from the depths below, unaccountably warm and 
  humid, setting loose small drifts of spores from the fungi. 
  
  32 
   
   
  There are no monsters guarding the stairs. The signs of 
  passage on the stairs are limited to the squashed remains of 
  a few toadstools, which might be anywhere from a few 
  hours to a few days old. 
   
  The breeze-borne spores may cause some consternation for 
  the party, but these spore-drifts pose no danger to the 
  characters other than possibly some mild sneezing fits. 
   
  Examining the glittering substance found in many of the 
  fungus growths will reveal that these are extremely tiny 
  bits of volcanic mineral. The characters will be able to 
  recognize the minerals as being valuable, although these 
  particular bits are too small to be worth anything. 
  Nevertheless, their presence should suggest that there 
  might be considerable riches further down. Indeed, the 
  eruption of ash that buried the mushroom-god contained a 
  significant quantity of semi-precious stone. 
   
  2. Lower Cavern Entry 
  After a long trek downward along the shallow, winding 
  stair, you emerge into a natural cavern. The floor is 
  extremely irregular, and both ceiling and walls have a 
  weirdly fibrous appearance, although they are clearly 
  formed of stone. For a cavern of this size, the ceiling is 
  strangely low, no more than ten to fifteen feet from the 
  cavern floor. Patches of mushrooms and other fungi grow 
  from the walls and ceiling. The air is warm and wet, and 
  there is a faint smell of rot.  
   
  3. Main Cavern Entry 
  As you reach the tunnel opening, you find that you have 
  entered what must surely be one of the wonders of the 
  subterranean world. The ceiling of an enormous cavern 
  tapers outward and disappears into the great heights, 
  forming what seems to be a roughly circular opening 
  overhead. The vast regions over the top of the cavern are 
  filled with globular, luminescent shapes that emit a faint, 
  greenish light.  
   
  To put it in modern terms, it could be said that the cavern 
  resembles the world’s largest lava lamp, seen from the 
  bottom. The open area above the cavern is the GREAT 
  STEM, which is filled with these drifting light sources. 
  The effect of the light-globules is described with the 
  GREAT STEM; in the LOWER CAVERNS they are no 
  more than a light source providing very faint, green 
  illumination – in this Main Cavern area only. The side 
  caverns of this level remain effectively dark. 
   
  Because of the floating globules, it is not possible to see 
  any of the details of the GREAT STEM from the floor of 
  the LOWER CAVERN. The adventurers will begin to see 
  more as they climb the stairs (see AREA 6). If the party 
  flies upward to reconnoiter, refer to the description of 
  AREA 6 for what they can and cannot immediately see. 
   
  4. Lair of the Lithonnite 
  This is a natural cavern with smooth walls and a few 
  relatively small stalactites and stalagmites that have 
  formed on the cave ceiling and floor.  
   
  Monsters 
  • 
  Lithonnite: HD 8; HP 34; AC 2[17] (frontal shell), 
  6[13] (body); Atk 2 tentacles (2d6); Move 9; Save 8; 
  CL/XP 9/1100; Special: Body immune to blunt 
  weapons. 
   
  Description 
  This cavern, as with the rest of the LOWER CAVERNS, is 
  the hollow left by a rotted-out rhizome growth of the 
  original quasi-god. If the characters proceed more than ten 
  feet into it, they will note that there are many small holes 
  in the walls, ceiling, and floor. The holes are irregularly 
  spaced and of different sizes. These were rhizome-
  outgrowths branching off from the main root the party is 
  walking through; some are narrower than a finger, some 
  are large enough to stick an arm into. All of them are 
  twisty, so it is not possible to reach all the way into any of 
  them (some of them, indeed, were thirty or forty feet long 
  when the mushroom-god finally died). 
   
   
   
  
  33 
   
  A lithonnite (see “New Monsters”) makes its lair at the 
  furthest extent of the southern end of the cavern. It lies 
  quiescent most of the time, and there is a 90% chance that 
  it will be asleep when the party approaches it.  Since it 
  appears to be a boulder, the party is unlikely to notice at 
  first glance that there is anything unusual here other than 
  the ending of the tunnel. However, any closer inspection 
  will reveal that this “boulder” is apparently made of a 
  completely different type of rock than the tunnel itself. If 
  the party remains for long here, or taps at its shell, the 
  lithonnite will open its eyes and attack. 
   
  At the back of the rhizome-cave, where it becomes too 
  narrow for passage, there is a pile of the lithonnite’s 
  excretions, which includes several semi-precious minerals. 
  There are 50 red stones, each weighing one tenth of a 
  pound; these are worth 10gp each. There is also a blue 
  stone veined with black (500gp) 
   
  5. Wall-Carving Cavern 
  The cavern wall, which has been relatively featureless 
  everywhere else, is carved with a floor-to-ceiling bas-relief 
  here. The carving depicts a large mushroom surrounded 
  with many smaller mushrooms. To the side of the 
  mushrooms, there is carved a triangle or pyramid larger 
  than any of the other shapes in the carving. Many long, 
  curving lines extend from the top of the pyramidal shape, 
  curling to form a ceiling or sky over the top of the 
  mushrooms. 
   
  This carving was made by the Shroom pilgrims when their 
  expedition first reached the cyst left behind by their 
  decomposing god. It depicts, obviously, the eruption of the 
  volcano and the great ash cloud it released. If the 
  characters examine the carving closely, they will perceive 
  two details that are not immediately obvious. First, at the 
  top of the “pyramid,” some tiny flames have been carved. 
  Second, the small mushrooms surrounding the large one 
  have tiny little arms; the arms actually give some scale to 
  the carving, indicating that if the depiction is to scale, and 
  the mushrooms are the size of humans, the large 
  mushroom would be over a hundred feet tall. 
   
  6. Stairway to the GREAT STEM 
  A staircase is carved into the cavern wall here, leading 
  upward into the vast upper reaches of the cavern. The 
  stairs are washed with greenish light from the floating 
  globules overhead. 
   
  The stairs themselves have no unusual features, but as the 
  characters climb they will be able to perceive more details 
  about the vast, cylindrical cavern overhead, the GREAT 
  STEM. The same details, described below, will be visible 
  if the characters are flying or levitating to scout the details 
  of the cavern’s open ceiling: 
   
  As you ascend, you begin to see more details of the vast 
  overhead cavern you are approaching. It appears to be 
  roughly cylindrical, although the shape is not at all regular 
  or exact. The circling wall itself is a formation of natural 
  stone, with huge and irregular folds, ridges and 
  indentations running vertically upward as far as you can 
  see. 
   
  The whole interior of the enormous cylinder appears to be 
  filled with floating globules that emit green light. The size 
  of the globules varies from smaller ones about the size of a 
  fist all the way up to massive shapes larger than a 
  warhorse. The entire area is washed in their sickly green 
  light, which is not as bright as daylight but is sufficient to 
  let you see without the use of torches. However, you 
  cannot see very far into the cylinder at all because the 
  globules themselves block your vision. Even though they 
  are not very closely spaced, the mass of them across the 
  cylinder’s diameter, both near and far, obscures the view 
  of the far side except for the occasional glimpse when the 
  random movement of the globules creates a temporary gap 
  between the drifting shapes. 
   
  The stairs ahead of you rise to what seems to be a natural 
  ridge or balcony up above, and one of the momentary 
  clearings in the mass of globules gives you a fleeting 
  glimpse further up. More balconies are up above, 
  connected by stairs in a slowly rising spiral around the 
  wall of the cylinder. Before you can register any real 
  details, the gap in the mass of globules drifts closed again, 
  obscuring your ability to see far upward or across the 
  distance of the bizarre cavern. 
   
   
   
  
  34 
   
  7. Empty Rhizome-Tunnel 
  A side tunnel cuts from the floor to the ceiling of the main 
  cavern’s wall here. The walls are smooth and damp. 
   
  There is nothing of particular interest in this passage, other 
  than a few small puddles of stinking water pooled in small 
  depressions in the floor, with growths of mushrooms 
  clustered around the edges. 
   
  8. The Dreg-Pools 
  The pools of water in this area are dark, and have patches 
  of strangely-colored oil glistening on the surface. Shards of 
  glass and several broken potion bottles are scattered 
  around the water’s edge of each pool. Beside one pool 
  there is a crushed and twisted piece of metal that is still 
  vaguely identifiable as an alchemist’s distillation cauldron. 
   
  Description 
  Note that the rock walls (see map) rising around this area 
  do not have a ceiling overhead; each one is roughly twenty 
  feet tall. If the adventurers decide to scale one of these to 
  look more closely into the GREAT STEM, they will be 
  able to see roughly the same details that are described in 
  AREA 6. 
   
  A. The Salubrious Pool 
  A reeking pool of water seems to have collected in a 
  larger-than-ordinary low spot in the cavern floor. The 
  water stinks with a mineral smell, and is faintly grey in 
  color. As you draw closer, you notice wisps of steam rising 
  from the surface. 
   
  This water of this pool is tainted by alchemical ingredients 
  and byproducts that are dumped off the balconies in the 
  GREAT STEM up above. In consequence of various 
  chemical reactions and fungal ingredients used in 
  Shroomic and Myconidian alchemy, the pool is quite 
  warm, about the temperature of a hot bath. It is much 
  deeper than one would suppose, almost thirty feet at its 
  deepest point, although the edges are no more than three 
  feet deep. Bathing in the waters of this pool is quite good 
  for the health, at least with its current mix of ingredients: a 
  wounded character taking a bath of ten minutes or more 
  will be restored by 1d10 hit points. A character can only be 
  healed in this way once per 24 hours, however, since the 
  minerals of the first bath must leech out of the system 
  before another dose of them will offer any further effect. 
  Although the current mix of contents in the pool is quite 
  healthy for bathing, it is poisonous to drink it. Anyone 
  drinking from the pool must make a saving throw at +3 or 
  die within 1d6 hours. 
   
  B. The Insalubrious Pool 
  Mist drifts over the surface of this pool, which has an 
  unpleasant, bluish-black color. 
   
  This pool is shallower than the Salubrious Pool, and its 
  contents are definitely not healthy. Even sniffing close to 
  the water requires a saving throw to avoid the poisonous 
  vapor wafting across the water’s surface (failure means the 
  character takes 1d6 hit points of damage for 1d10 rounds 
  and gets a special effect as shown below). The save is 
  made at +2, but even if it succeeds the person who 
  breathed the vapors will take one point of damage and 
  have a random effect as follows (roll 1d6): 
   
  1) Warts develop around nose (permanent) 
  2) Nosebleed persists for 1d6 turns 
  3) Blinded for 1d6 turns 
  4) Lose sense of smell for 24 hours 
  5) Become invisible and visible at random intervals for 
  2d6+6 turns. At any given time, if it becomes 
  necessary to check, the character has a 50% chance 
  of being invisible. If it is necessary to know how 
  long the character will stay invisible, it will be for 
  1d10 rounds. 
  6) Character sneezes loudly, although not constantly, 
  for 1d6 turns 
   
  Actually touching or drinking the foul liquid in the 
  Insalubrious Pool is most likely to be deadly, although 
  there is a small chance that the particular alchemical 
  reaction it causes will be beneficial. Anyone touching or 
  drinking the liquid must make a saving throw or die. If the 
  saving throw succeeds, roll 1d10 below: 
   
  1) Die anyway. 
  2) Inflate like a balloon and begin levitating upward, 
  uncontrollably. Note that this will quickly (within 
  three or four minutes) raise the character out of the 
  Lower Caverns and up into the Stem of the Cyst. 
  3) Character 
  has 
  visions. 
  These 
  are 
  a 
  weird 
  combination of his own life flashing before his eyes, 
  visions of a volcano erupting to cover an enormous 
  mushroom under a vast plain of ash, and a dark, 
  malign intelligence that seems to be everywhere. 
  4) Character 
  loses 
  1d2 
  points 
  of 
  Constitution 
  permanently (unless they are magically restored). 
  
  35 
   
  5) Character gets an awe-inspiring nosebleed, with loss 
  of blood causing 1 hit point of damage each round 
  for 4d6 rounds. 
  6) Character enters a coma for 1d6+6 turns, then 
  awakens. 
  7) Character is affected as if by a fear spell. 
  8) Character has stress-induced narcolepsy for 1d6+6 
  turns. In stressful situations (combat or a saving 
  throw, as a rule of thumb) the character must make 
  a saving throw or fall asleep for 1 turn. 
  9) Character’s body suddenly blooms with fungus 
  growths everywhere. The fungi will die off in 24 
  hours, but until this time the character is studded 
  with small mushrooms, frilly lichens, and hair-like 
  mosses. 
  10) Character has visions, living through an entire life 
  in seconds. The character gains enough experience 
  points to be 1xp short of gaining a level.  
   
  C. The Diluted Pool 
  The water in this pool appears normal. 
   
  The water is indeed normal and safe to drink, but it tastes 
  foul. 
   
  9. Squalgemorph Lair 
  The floor of this cavern is fouled with dung and scattered 
  with bones. 
   
  Monsters 
  • 
  5 Squalgemorphs: HD 3+3; HP 15, 16, 12, 13, 14; 
  AC 7 [12]; Atk 2 tentacles (1d4) and bite (1d8); 
  Move 9; Save 14; CL/XP 5/240; Special: Random 
  alchemical changes. 
   
  This cavern is the lair of five squalgemorphs (see “New 
  Monsters”). The alchemically fouled water in the dreg-
  pools of AREA 8 has caused an unintended consequence: 
  various denizens of nearby caverns such as spiders, rats, 
  and other vermin used these pools as a watering hole 
  before the Shrooms arrived, and continued to drink from 
  the water after it was befouled with arcane fluids and 
  powders. Several of these creatures have mutated into 
  strange forms and developed odd characteristics. This 
  cavern is the lair of five squalgemorphs. 
   
  Note: It will be useful in this encounter to track the 
  squalgemorphs and their conditions with a table such as 
  the one below. 
   
  Treasure: The squalgemorphs have eaten quite a few 
  things over the years, and the post-digestion remains are to 
  be found in piles in their lair. The treasure includes 510gp, 
  14,240sp, 1,105cp, 5 garnets (10gp), and an emerald 
  (500gp). 
   
   
  Squalgemorph Tracking Table 
  Round 
  #1 
  Status/HP 
  #2 
  Status/HP 
  #3 
  Status/HP 
  #4 
  Status/HP 
  #5 
  Status/HP 
  0 
  Invisible / 15hp 
  None / 16hp 
  Haste / 12hp 
  Slow / 13hp 
  Color / 14hp 
  1 
   
   
   
   
   
  2 
   
   
   
   
   
  3 
   
   
   
   
   
  4 
   
   
   
   
   
  5 
   
   
   
   
   
  6 
   
   
   
   
   
  7 
   
   
   
   
   
  8 
   
   
   
   
   
  9 
   
   
   
   
   
  10 
   
   
   
   
   
   
   
   
   
  
  36 
   
  10. Spiders’ Larder 
  Several man-sized cocoons are hanging from the ceiling of 
  this cavern. The statue of a giant spider stands underneath 
  one of the cocoons, as if poised to leap forward. 
   
  Description 
  This cavern is the larder of the two giant spiders in AREA 
  11. If any of the cocoons is opened, the contents are rather 
  grisly: desiccated husks of various creatures including two 
  humans, three orcs, and what appear to be the remains of a 
  cockatrice. 
   
  Treasure: There are 6 cocoons hanging in the cavern at 
  each location marked with an “x.” The one containing the 
  cockatrice remains has no treasure in it, but the other 5 do.  
  Cocoon #1 (human): suit of chain mail, a longsword, and a 
  belt pouch containing 50gp.  
  Cocoon #2 (human): scroll case containing a scroll of 
  shield, web, and fly.  
  Cocoon #3 (orc): chain mail, scimitar, helmet with gem 
  (100gp) 
  Cocoon #4 (orc): leather armor, broken scimitar, pouch 
  with 20gp 
  Cocoon #5 (orc): leather armor, scimitar, potion of healing 
   
  11. Giant Spider Lair 
  This cavern appears to be empty. There is a stone statue of 
  a giant spider at the northern end of the cave, and the 
  ceiling above is completely obscured by vast sheets of 
  spider webs. 
   
  Monsters 
  • 
  Giant Spiders (2) (6ft diameter): HD 4+2; HP 19, 22; 
  AC 4[15]; Atk 1 bite (1d6+2 + poison); Move 4; Save 
  13; CL/XP 7/600; Special: lethal poison, webs. 
   
  Description 
  This cavern is the lair of two giant spiders, the only 
  survivors from an attack by a hungry cockatrice. The 
  spiders are lurking out of sight in the deep curtain of webs 
  across the cave ceiling; the webs are almost ten feet thick 
  at the cavern heights. 
   
  12. Empty Cavern 
  This side cavern appears to be empty. The dust on the 
  ground appears to have been moved or swept in some sort 
  of pattern. 
   
  Description 
  The patterns in the dust are tracks left by the 
  squalgemorphs from AREA 9, for they occasionally move 
  around this cave looking for food. 
   
  13. Storage Cavern 
  Several large wooden boxes are stacked in this room. They 
  are covered with dust and cobwebs. 
   
  Description 
  This cavern is used for storage by the Shrooms. Because 
  entering this level of the lair requires some precautions 
  against the creatures that live in this area, the Shrooms 
  mainly store only seldom-used items or backup supplies 
  here.  
   
  Box #1: contains ten bottles of acid (1d6 damage if 
  thrown) 
  Box #2: contains dried, strange-smelling fruit of some 
  unidentifiable kind. These are a subterranean fruit known 
  as Atara: a dwarf might possibly recognize it, but others 
  will not. Atara fruit is not actually poisonous, but for 
  humans and their ilk it produces nausea and vomiting. 
  Shrooms, on the other hand, find it tasty. 
  Box #3: Contains 100 small, empty glass vials packed in 
  sawdust. 
  Box #4: Contains five blank books with vellum pages and 
  leather binding 
  Box #5: Contains a bundle of 100 quill pens, a small box 
  of sealing wax, and several vials of ink 
  Box #6: Contains four jars of powdered sulfur 
   
   
   
  
  37 
   
  THE GREAT STEM 
   
  Referee Notes 
   
  General Information 
  The GREAT STEM presents a striking appearance. It is an 
  irregularly shaped vertical cylinder, with a series of 
  balconies and their connecting staircases spiraling upward 
  around the inside wall. 
   
  Most of the balconies in the stem are the provinces of a 
  single Shroom who is using his own methods for 
  generating food and materials to feed the growing 
  demonspore. These “factories” can be wildly different in 
  terms of the individual Shroom’s particular skills and 
  magic; there is a certain degree of competition, distrust and 
  even hostility between some of the balconies. Although it 
  would be extraordinarily unlikely that the characters could 
  cause active opposition among the Shrooms, the isolation 
  of each balcony makes it possible for the characters to hide 
  and rest in a secured area without the other Shrooms 
  realizing that one of their rivals’ balconies has been 
  invaded and taken.  
   
  The Stem is filled with hundreds, possibly thousands, of 
  weird liquid-like globules that float throughout the middle 
  of the cylinder, giving it – as mentioned in the notes to 
  AREA 6) – the appearance of the world’s biggest lava-
  lamp, lit with an eerie green light. Although the globules 
  provide illumination, they obscure vision across the 
  cylinder itself. From time to time it is possible to glimpse 
  other parts of the Stem, but only briefly, for gaps in the 
  drifting cloud of slow-moving globules do not last long. 
   
  In some places the pathway broadens into downward-
  sloping balconies, in some places it is narrow, and in some 
  places a steep natural-looking stairway joins two 
  balconies. It takes three turns of observation before these 
  details can all be recognized, since parts of the cylinder are 
  alternately revealed and hidden by the shifting movements 
  of the many hundreds of globules. Sometimes the party 
  will gain a glimpse of the upper architecture, and a 
  moment later it will be obscured. As would be expected, 
  the lower parts of the cylinder come visible at more 
  frequent intervals, and the upper reaches are essentially 
  invisible due to the larger number of globules intervening 
  over the longer distances. 
   
  The stem has eight sloping “balconies” of varying length 
  and width, separated by sharply climbing stairways. The 
  party is assumed to watch from the stairs long enough to 
  realize that there are several balconies, but cannot 
  determine whether there are more than five. However, 
  once the party is on the balconies, it is possible to catch 
  glimpses of the other balconies if time is spent peering into 
  the Stem, waiting for the screen of globules to part long 
  enough to see through it for a few moments. 
   
  Vision Distances in the GREAT STEM 
  From any given balcony, the party will be able to catch 
  glimpses of the opposite balconies as shown below. For 
  convenience, the beginning description of each balcony 
  also contains this information, together with a short 
  summary of what details might be seen. 
   
  It is also quite likely that the party will obtain a Flight 
  Fungus and use it to move around in the stem. In this case 
  vision is limited to a range of roughly 60ft, but the flying 
  character will be able to see all normal details in that 
  range. Monsters are also limited as to the distance they can 
  see into the middle of the stem: it is perfectly possible for a 
  flying character to “hide” in the cloud of globules to avoid 
  detection simply by staying beyond the 60ft range of 
  vision. 
   
  Flying in the GREAT STEM 
  It is extremely important that the players are allowed to 
  use the open middle of the Great Stem to the extent of their 
  abilities, or this adventure is nothing but an upward slog 
  through a series of rooms and encounters with few 
  meaningful decisions about how to gain access to the heart 
  of the adventure, the battle with the Shrooms. If the 
  players want to use fly spells, levitation, climbing, ropes, 
  or whatever creative thinking they can come up with – 
  allow it!  This doesn’t mean that the hollow area of the 
  Stem ought to be a piece of cake: there are plenty of risks 
  involved in trying to shortcut all or part of the upward-
  spiraling balconies. Just consider the hollow area of the 
  Stem to be one of the integral ways in which the characters 
  can maneuver their way through the adventure. 
   
  There are a few risks involved with flying in the GREAT 
  STEM. The light-globules are somewhat dangerous (see 
  below). If the characters are using fly spells or other easily-
  controlled methods of flight, there will be no accidental 
  contact with the light-globules. If the characters are 
  mounted on a flight-fungus, however, and are moving 
  faster than a movement rate of 6 (when 60ft is the extent of 
  vision range), they are moving quickly enough that if an 
  
  38 
   
  obstacle comes into sight, it may not be possible to steer 
  the flight-fungus away in time. There is a 1 in 10 chance 
  per point of movement rate over 6 that the flight-fungus 
  will risk a collision with an unexpected light-globule. If 
  this happens, the pilot of the flight-fungus is allowed a 
  saving throw to steer it away safely. The saving throw is 
  made at -2 if the pilot has no saddle, and at +2 if a saddle 
  is being used. 
   
  The Light-Globules 
  The light globules within the GREAT STEM are 
  somewhat acidic, and also have properties that disrupt 
  magic. There are two circumstances under which these 
  properties might come into play. The first is a collision 
  between a flying character and a light globule. This is 
  extremely unlikely if the character is using a fly spell, 
  because it is easy to avoid the slowly drifting globules, but 
  it is a hazard for anyone riding one of the flight-fungi. The 
  second possibility comes from the use of light-globules as 
  missile weapons, thrown from one of the jai-alai scoops. In 
  either case, light-glob, if it hits an opponent, causes 1d4 
  points of acid damage in the first round, followed by 1 
  point of damage in the second and third rounds. Moreover, 
  anyone who has been even slightly coated in light-glob 
  will be affected as if by dispel magic (all active spells are 
  terminated) and will not be able to cast spells for 1 turn. 
  Light-glob may be scraped off in 1d2 rounds. 
   
  Wandering Monsters in the Stem 
  It is possible to encounter wandering monsters on the 
  balconies of the Stem, in the corridors, and in the air (if the 
  characters are flying). There is a 1 in 6 chance for an 
  encounter every 3 turns. Roll on the applicable table below 
  to determine the nature of the encounter (rolling a 1 in 6 
  may still result in “no encounter” on the table itself): 
   
  Wandering Monster Encounters on Balconies (1d8): 
  1) Vegepygmies (1d8)* carrying buckets of strange 
  organic slop 
  2) Vegepygmies (1d8)* pouring a bucket of odd-
  smelling alchemical fluid off the edge of the 
  balcony 
  3) Vegepygmies (1d6)* scuttling up or down the 
  wall of the Stem rather than using the stairs. 
  4) Shroom (1)** 
  5) Green Brain (1) 
  6) Shroom (1)** on flier 
  7) Floralants (1d6) 
  8) No encounter 
   
  Wandering Monster Encounters in the Internal Corridors 
  (1d6): 
  1) Vegepygmies (1d8)* carrying buckets of strange 
  organic slop 
  2) Shroom (1)** On Balcony 5, treat this as “no 
  encounter” 
  3) No encounter 
  4) No encounter 
  5) Floralants (1d6) 
  6) Green Brain (1) 
   
  Aerial Encounters in the Stem (1d6): 
  1) Shroom (1)* on flying fungus 
  2) Vegepygmies (2)*** on flying fungus 
  3) Sporeslaves (2) on flying fungus 
  4) No encounter 
  5) Green Brain (1) 
  6) Green Brains (1d2) 
   
  * All of the vegepygmies encountered as a result of the 
  wandering monsters table will leave the party alone if they 
  are told the word “Gaaba” (see AREA 1) 
  ** Shroom encounters will be with one of two 
  “wandering” Shrooms described below. Once these two 
  Shrooms have been killed, any result on the table that 
  indicates a Shroom encounter should be treated as “no 
  encounter.” 
  ***Flying vegepygmies are messengers and will ignore the 
  adventurers since their orders are to deliver a message, not 
  to defend the area. 
   
  Wandering Shrooms 
  These two Shrooms do not appear on the map key. 
   
  • 
  Zmado the Shroom: HD 6+1; HP 24; AC 6[13]; Atk 1 
  weapon (1d6); Move 9; Save 11; AL C; CL/XP 8/800; 
  Special: Spells. 
  Spells (3/2) 
  Level 1: charm person, sleep 
  Level 2: phantasmal force 
  • 
  Ulpoana the Shroom: HD 6+1; HP 27; AC 6[13]; Atk 
  1 weapon (1d6); Move 9; Save 11; AL C; CL/XP 
  8/800; Special: Spells. 
  Spells (3/2) 
  Level 1: charm person x2 
  Level 2: web 
   
   
   
  
  39 
   
  Balcony 1:  
  Nests of the Vegepygmies 
   
  View of Balcony 3: It is possible to see Balcony 3 from 
  Balcony 1, although the visibility is poor and sporadic due 
  to the floating globules of light filling the Great Stem 
  across this distance. Each turn that the characters keep a 
  dedicated lookout spying on Balcony 3, there is a 10% 
  chance that they will see the Shroom Gmoldor walk out 
  onto the balcony from the tunnels behind it. Gmoldor 
  might take note of the characters, too, if this happens (25% 
  chance), but he will not be concerned about the presence of 
  strange beings on the lowest balcony; this happens very 
  frequently as minions of the Shrooms bring tribute or trade 
  goods into the Cyst. If the characters do observe Gmoldor 
  on the balcony, there is also a 25% chance that he will be 
  on his way to get the flying fungus and travel on an errand 
  to another balcony. If the party waits for a turn after 
  Gmoldor re-enters the tunnels, they will see him re-emerge 
  riding the fungus. 
   
  No other balcony is visible from Balcony 1 other than the 
  general sense that there are more balconies higher up. 
   
  1. Stair-Keeper 
  A small figure, perhaps three feet tall, stands at the top of 
  the stairway, looking down at you curiously. It is 
  completely dwarfed by the large implement it holds 
  upright, braced on the ground. The device is a ten-foot 
  long pole with a hook at the top, with a large bell-shape 
  hanging from the end of the hook. In the grotesque 
  greenish light shining from the floating globules, you can 
  make out a few details of the small creature, which is 
  definitely not related to humans, and is possibly not even 
  from the animal kingdom.  It is probably green, as far as 
  you can tell in the pervasive green light, stands on two feet 
  and has two arms, like a person. However, it has leafy 
  tendrils growing from it in several places, most 
  significantly a plume of them growing from the top of its 
  head. Large yellow eyes peer down at you, and it barks a 
  single word at you:  
   
  “Gaaba?” 
   
  Monsters 
  • 
  Vegepygmy Guard: HD 1; HP 7; AC 3[16]; Atk 1 
  short spear (1d6); Move 12; Save 18; CL/XP 2/30; 
  Special: Immunity to electricity, resistance to piercing 
  weapons (50%). 
   
  Description 
  The stair-keeper is a vegepygmy, and thus does not speak 
  the common tongue. Its only word is “Gaaba,” which 
  means “permitted guest.” As soon as it sees the party 
  approaching, it will shout its word as a question: “Gaaba?” 
  If the players respond with the same word (agreeing that 
  they are permitted guests), the vegepygmy will pick up its 
  big “bell” on a stick, and lower it over the top of the 
  shrieker, thus silencing the alarm system. If the characters 
  do not respond immediately, this is not a matter of concern 
  for the vegepygmy. It will wait as long as need be without 
  any suspicion arising in its little vegetable brain. If the 
  characters attempt to force their way past without telling 
  the pygmy that they are Gaaba, or if they attack, the 
  vegepygmy will become suspicious and fight back. It is 
  not instructed to sound an alarm itself, since this is the 
  shrieker’s task. 
   
  2. Winch Room 
  There is a large hole in the ceiling of this cut-stone room, 
  leading upward into darkness. A heavy chain descends 
  down the middle of the hole, attached to a large woven 
  basket that sits on the floor. Three large piles of bones 
  have been dumped here. 
   
  Monsters (only in shaft) 
  • 
  Stirges: HD 1+1;HP 3, 7; AC 7[12]; Atk 1 proboscis 
  (1d3); Move 3 (Fly 18); Save 17; AL N; CL/XP 1/15; 
  Special: blood drain (1d4), +2 to hit bonus. 
  Description 
  This room is the bottom level of a winch system that 
  allows bulky goods to be brought up to Balcony 5 (AREA 
  29) without having to be lugged up the narrow stairs 
  connecting the lower balconies. The winch itself can only 
  be worked from the upper level; there is no mechanism 
  here, just the basket. Climbing up the chain is possible, but 
  there is a 10% chance that anyone traveling up the shaft, 
  whether in the basket or not, will be attacked by 1d2 
  stirges that nest in a crevice of the wall in the round shaft. 
   
  The bones piled in this chamber are a mix of human, orc, 
  goblin, and smaller creatures such as stirges and giant rats. 
  They have recently been delivered by the goblin teamsters 
  located in AREA 5. The party of vegepygmies sent up to 
  the higher balcony to winch the cargo upward were killed 
  and eaten by the lichenthropes, and so far Captain 
  Soumbatha (AREA 6) has not noticed that the cargo is still 
  sitting here unattended. 
   
   
   
  
  40 
   
  3. Wagon Chamber 
  A pair of double doors blocks the end of the corridor. They 
  are large enough to allow a wagon to pass through, and 
  grooves worn into the soft rock floor of the corridor 
  indicate that wagons do, in fact, enter and leave the room. 
  There is a large padlock on the door. 
   
  Description 
  This large room contains three wagons and six small oxen. 
  The oxen are hobbled to iron rings in the floor, near a large 
  wooden water trough. Because the vegepygmies will eat 
  oxen (and also the contents contained in many of the 
  wagons that make their way to the Cyst), this room is kept 
  locked when it is occupied. 
   
  4. Empty Storeroom 
  This room is lined with wooden shelves on all of the walls, 
  but they are completely empty. The room smells of dust 
  and disuse. 
   
  All of the stores once kept in this room have been 
  depleted, taken up the stairs to be consumed by the hunger 
  of the Shrooms’ growing god. 
   
  5. Guest Quarters 
  This room contains three lines of wooden beds, twenty in 
  all. There is a wooden chest beside each bed, and each 
  chest has a key sitting on top of the lid. 
   
  Monsters 
  • 
  Goblins (3): HD 1d6hp; HP 3, 5, 2; AC 6[13]; Atk 1 
  short sword (1d6); Move 9; Save 18; AL C; CL/XP 
  B/10; Special: -1 to hit in sunlight. 
   
  Description 
  This room is used to house teamsters and other visitors to 
  the Stem. If the adventurers have managed to avoid 
  detection by anyone intelligent (such as Captain 
  Soumbatha in AREA 6 or one of the Shrooms), no one will 
  question it if the characters simply make camp here. 
  Everyone will assume that someone else has authorized 
  their presence, and that they have legitimate business in 
  the area. 
   
  The goblins are teamsters, slaves of a nearby tribe of orcs. 
  They are the drivers of the three wagons located in AREA 
  3, and have just finished making a delivery of bones to the 
  Cyst. They have no interest in attacking the characters. The 
  goblins plan to stay here until their rations are almost 
  depleted; staying at the Cyst is tedious, and the insanity of 
  the vegepygmies is nerve-wracking, but it is better than 
  returning immediately into their slavery with the orcs. 
   
  If the goblins are questioned, they will have no objection 
  to answering whatever questions the characters have, but 
  they will try to extort a bit of money for the information. 
  They can answer questions about their masters in the orc 
  tribe (whatever details the Referee chooses to invent), but 
  they know very little about the Cyst, since they have never 
  been above balcony 1. They can tell the characters that 
  over the course of the last year, the orcs have been 
  shipping all kinds of scavenged or looted goods here, and 
  they can also tell the party that saying “gaaba” to the 
  vegepygmies will (usually) keep the vegepygmies from 
  attacking. If the party asks about leaders, they will mention 
  that there is a toad-man on this level who seems to be in 
  charge of the vegepygmies (this is Captain Soumbatha in 
  AREA 6). They have also spotted a “large mushroom 
  man,” but only at a distance. They know that the flying 
  fungus creatures sometimes appear in the Stem, but will 
  not disclose this unless they have been well paid. 
   
  6. Guard-Captain Soumbatha 
  This irregularly-shaped cave chamber appears to have been 
  hewn from the rock by creatures with no concept of a right 
  angle; the walls are curved, the ceiling is not of a uniform 
  height, and the shape of the room is apparently random. 
  There is a wooden bed in the chamber, and the heads of 
  two vegepygmies have been nailed to the side of it. A large 
  leather bag lies at the foot of the bed. 
   
  Monsters 
  • 
  Captain Soumbatha (toad-man): HD 3; HP 20; AC 
  6[13]; Atk 1 spear (1d8); Move 9 (Swim 12); Save 
  14; CL/XP 3/60; Special: None. 
   
  Description 
  The Shrooms are well aware that their vegepygmy sentries 
  lack any kind of sane judgment, and that some kind of 
  supervision of the guard post is necessary. The Captain of 
  the Guards is a toad-man sent from the Halls of the Toad-
  King and placed in charge of making actual decisions 
  when these are necessary. He has a magic item, a long 
  stick that paralyzes vegepygmies, given to him as a way of 
  keeping order among the cannibalistic little plant-men. 
  After more than a year of trying to keep the vegepygmies 
  in line, he has developed an intense, almost homicidal 
  hatred of the things. 
   
  If Captain Soumbatha encounters the party, it is possible 
  for them to persuade him that they have legitimate 
  business of some kind with the Shrooms up above. If they 
  have been fighting vegepygmies and are covered in plant-
  gore, this will naturally make the captain suspicious, but he 
  will be predisposed to accept even a fairly thin 
  explanation, since he considers it natural to want to 
  slaughter vegepygmies. Indeed, he has to restrain himself 
  from doing so. Nevertheless, if the party is involved in a 
  battle with the vegepygmies and does not seem to have a 
  good explanation, Captain Soumbatha will defend his post 
  to the best of his abilities. Despite the captain’s hatred of 
  vegepygmies 
  and 
  slight 
  gullibility, 
  he 
  has 
  been 
  conditioned from birth to be loyal to the Shrooms (see 
  
  41 
   
  Throne of the Toad-King), and will immediately become 
  hostile if the characters announce that they intend to 
  attack, loot, or damage the Cyst or its Shroomic masters. 
  The captain is cunning enough to pretend to agree with 
  such a plan, but as soon as possible he will assemble a 
  force of 1d4+5 vegepygmies to attempt a counterattack. He 
  is not intelligent enough to seek out and warn any of the 
  Shrooms unless the party invites him to accompany them 
  and encounters a Shroom – at that point, the idea of 
  actually warning a Shroom will finally occur to him. 
   
  Treasure: Captain Soumbatha’s pygmy-stick has a bonus 
  of +5 to hit vegepygmies, and automatically paralyzes the 
  creature for 1d6 full turns with a successful hit. It has no 
  effect against any other type of creature whatsoever, 
  having been specifically enchanted by the Shrooms for use 
  against vegepygmies. Soumbatha also carries a large key 
  on a ring at his belt – this is the key to the padlock at 
  AREA 3. The leather bag at the foot of Soumbatha’s bed 
  contains 30gp, 400sp, 700cp, and a golden goblet worth 
  100gp.  
   
  7. Vegepygmy Nest 
  This room contains two big heaps of vegetation massed 
  against the walls, and several short spears leaning up 
  against the wall or stuck into the piles of plant matter. 
   
  Monsters 
  • 
  Vegepygmies (7): HD 1; HP 3, 7, 3, 6, 8, 5, 2; AC 
  3[16]; Atk 1 short spear (1d6); Move 12; Save 18; 
  AL C; CL/XP 2/30; Special: Immunity to electricity, 
  resistance to piercing weapons (50%). 
   
  Description 
  The 
  mounds 
  of 
  vegetation 
  are 
  actually 
  sleeping 
  vegepygmies, sleeping as they do piled up on one another 
  and relaxed as rag dolls. If the party uses the “Gaaba” 
  password, they will relax and return to their sleeping piles. 
   
  Treasure: The vegepygmies wear various adornments 
  (necklaces or bracelets), a bizarre mix of items, some of 
  which are utterly worthless and some of which are 
  valuable. The adornments include: a feather, a human 
  finger bone, a ruby necklace worth 100gp, a copper 
  bracelet worth 10gp, a rock on a leather lacing, a string of 
  emeralds worth 200gp, and the scalp of some unknown 
  creature. 
   
   
  
  42 
   
  8.  Vegepygmy Guards 
  There are five of the small vegetable-people standing in 
  this cavern. Four of them carry short spears, and one of 
  them carries a drum with two leather-covered drumsticks. 
  As the party approaches them, the drummer raises his 
  drumsticks and in a querying voice says, “Gaaba?” 
   
  Monsters 
  • 
  Vegepygmies (5): HD 1; HP 6, 4, 7, 4, 8; AC 3[16]; 
  Atk 1 short spear (1d6); Move 12; Save 18; AL C; 
  CL/XP 2/30; Special: Immunity to electricity, 
  resistance to piercing weapons (50%). 
   
  Description 
  This cavern is a guard post, designed to keep intruders 
  from passing between Balcony 1 and Balcony 2 without 
  using the outer stair that spirals around internal wall of the 
  GREAT STEM. If the party announces that they are gaaba, 
  however, the vegepygmies will let them past without 
  opposition. The drum carries by one of the vegepygmies is 
  not a weapon or a warning, simply a musical instrument. 
  The vegepygmy will bang away happily at it during a 
  combat until he is killed. Anyone overhearing it will 
  ignore it, since the drumming is frequent, and it will 
  actually obscure the sound of any combat. 
   
  9. Sloping Cavern 
  This cavern slopes dramatically upward from the south to 
  the north. The cavern floor and walls are covered with tiny 
  mushrooms and feathery lichens. 
   
  This cavern and the cavern beyond rise upward, linking the 
  caves behind Balcony 1 with the higher tunnels behind 
  Balcony 2; they are not as steep as the stairs connecting the 
  two balconies themselves, but the slope is extremely 
  pronounced and will be detected even by humans. 
   
  The mushrooms and lichens in this room are not inherently 
  dangerous, but they do give off invisibly small spores that 
  can cause dizziness and disorientation for human-like races 
  (with the sole exception of dwarfs). Anyone trying to reach 
  the higher northern side of the cavern has a 50% chance to 
  fall and roll back downward to the south. This would not 
  be a serious obstacle, but sounds in this cavern will attract 
  the notice of the two toad-men in AREA 10. 
   
  10. Another Sloping Cavern 
  The floor of this cave chamber slopes upward fairly 
  steeply from the south up toward its northern end. 
   
  Monsters 
  • 
  Toad-Man Sentries (2): HD 2+1; HP 9, 11; AC 
  6[13]; Atk 1 spear (1d8) or 1 javelin (1d6); Move 9 
  (Swim 12); Save 16; AL C; CL/XP 2/30; Special: 
  None. 
   
  Each of the toad-men carries 3 javelins. 
   
  Description 
  The two toad-man sentries have been recruited from the 
  Halls of the Toad-King, and their conditioning as tadpoles 
  has made them utterly loyal to the Shrooms. They will not 
  allow the characters to pass without a fight, insisting that 
  visitors are only authorized to travel upward by using the 
  outer stair. If they hear suspicious noises from AREA 9, 
  they will investigate; they are immune to the dizzying 
  effect of the spores in that area. The toad-men are brutish, 
  but they are not completely stupid – the characters would 
  need a very convincing tale to get past these sentries 
  without a fight. 
   
  Treasure: The two toad-men are carrying a total of 40gp 
  and 203sp. The larger one also carries a potion of flying, 
  for use in case he needs to fly upward and warn the upper 
  balconies of a threat. He will not attempt this, however, 
  unless he has already been wounded. 
   
  11. Light-Globulator 
  A tall, open-topped glass cylinder four feet wide and ten 
  feet tall stands on this rocky outcropping. It is filled with a 
  viscous green liquid similar to the globules of light that 
  float in the wide empty space above and below the upward 
  sloping balcony. The contents of the glass vat glows 
  slightly but not nearly as brightly as the airborne globules. 
   
  Description 
  This vat is produces more of the photo-luminescent liquid 
  that floats around in globules illuminating the Great Stem. 
  Eventually, as the proper ingredients are added and mix in 
  properly over time, some of the top liquid will break out 
  and float up into the Stem, replacing globules that have 
  gone bad with age. There is a 10% chance that this will 
  happen if the contents of the vat are disturbed in any way, 
  including such disturbances as pounding on the side of the 
  vat or trying to tip it over. The liquid is not poisonous, and 
  does not have any effect if it is consumed other than to 
  make the drinker glow with a faint green light for 24 
  hours. 
   
  
  43 
   
  Balcony 2:  
  Hives of the Floralants 
   
  View of Balcony 4: Balcony 2 is in sight of Balcony 4, and 
  if the characters spend time waiting for a gap in the 
  floating globules they have a 10% chance per turn to see 
  Balcony 4 come into sight for a minute or two. Balcony 4 
  is the mining balcony; the characters will see the flytrap 
  shamblers in AREA 23, and will also be able to notice that 
  there is a fair amount of vegepygmy activity on the 
  balcony, mainly carrying baskets. They may also see a 
  fight break out between two vegepygmies, ending quickly 
  with one vegepygmy killing the other and apparently 
  starting to eat the body. 
   
  General Information: This balcony is the production There 
  are several symbiotic ant-hills on this balcony. The anthills 
  are plants, and the “ants” (floralants), are actually moving 
  plants that enter and leave the hive-plant to deliver 
  nutrients. Some of the materials scavenged by the 
  floralants is delivered to the hive-plant, and the majority of 
  it is delivered to AREA 15. The process is monitored and 
  adjusted by Ula Bthon, the Shroom who developed and 
  bred the floralant hive, and whose residence is in the 
  tunnels behind this balcony (AREA 16). 
   
  The floralants are also used as food for the vegepygmies, 
  as a way of keeping the vegepygmies from killing and 
  eating each other too often. 
   
  12. Sandal Storage 
  The walls of this large cavern are unusually clean, and 
  contain numerous small holes that have been dug into the 
  stone, apparently by some sort of drilling. The cavern is 
  otherwise empty with the exception of a small pile of 
  wooden blocks about the size of bricks. 
   
  Monsters 
  • 
  Floralants (1d10): HD 1d4hp; AC 5[14]; Atk 1 bite 
  (1d3); Move 9; Save 18; AL N; CL/XP A/5; Special: 
  Weak cumulative poison. 
   
  Description 
  On closer inspection, the wooden blocks all have a pair of 
  leather straps that make two loops over one side of the 
  block. These are actually sandals; if they are worn, the 
  wearer is standing on ten-inch high wooden blocks. The 
  benefit of these sandals is that floralants will not attack 
  anyone wearing them. The downside is that the wearer 
  makes all attacks with a -2 penalty. The Referee will 
  assign any other relevant penalties as circumstances 
  dictate. Note that the vegepygmies do not need to wear 
  these shoes to avoid floralant bites. 
   
   
   
   
   
  13. Floralant Hive-Plant 
  A large, squat cylinder of some spongy material sits atop 
  an outcropping of the balcony. Fat tendrils droop over the 
  top of the cylinder, and there are several orifices at the 
  bottom. Green ant-like creatures march in and out of these 
  orifices, some of them scuttling directly down the side of 
  the vertical rock wall, some upwards, and several cross the 
  balcony itself into the tunnel entrance into the wall 
  opposite the outcropping. One of the small plant-men sits 
  atop the cylinder, facing out toward the glowing green 
  globs suspended in the air and waving its arms to them in 
  some sort of ritual gestures, waving its spear and making 
  quiet hooting noises. 
   
  Monsters 
  • 
  Floralants (10): HD 1d4hp; HP 2, 2, 3, 1, 4, 2, 4, 3, 2, 
  1; AC 5[14]; Atk 1 bite (1d3); Move 9; Save 18; AL 
  N; CL/XP A/5; Special: Weak cumulative poison. 
   
  Description 
  This is one of the two floralant hive plants that are used for 
  producing food on this balcony, the other being at AREA 
  14. The hive-plant itself is not dangerous, and neither is 
  the vegepygmy sitting atop it, who will completely ignore 
  the characters unless he is attacked. The green ants, 
  however, are a different matter. 
   
  14. Floralant Nest 
  A large, squat cylinder of some spongy material sits atop 
  an outcropping of the balcony. Fat tendrils droop over the 
  top of the cylinder, and there are several orifices at the 
  bottom. Green ant-like creatures march in and out of these 
  orifices, some of them scuttling directly down the side of 
  the vertical rock wall, some upwards, and several cross the 
  balcony itself into the tunnel entrance into the wall 
  opposite the outcropping. 
   
  Monsters 
  • 
  Floralants (7): HD 1d4hp; HP 2, 3, 1, 4, 2, 3, 2; AC 
  5[14]; Atk 1 bite (1d3); Move 9; Save 18; AL N; 
  CL/XP A/5; Special: Weak cumulative poison. 
   
  Description 
  This is a second floralant hive-plant, identical to the one in 
  AREA 13. 
   
   
   
  
  44 
   
  15. Syrup Thing 
  A massive, organic-looking basin grows from the middle 
  of the floor, with tentacles growing from its outer edges. 
  The tentacles reach into the basin, where they squirm and 
  stir the contents. The material in the basin is some sort of 
  green, syrupy-looking liquid.  
   
  Monsters 
  The syrup-thing does not attack or defend itself. It has an 
  armor class of 5[14] and 45 hit points. If it is killed, the 
  demonspore will send two green brains to investigate; if 
  these are not killed quickly enough to prevent them from 
  reporting to the Shrooms in the Dome of the Demonspore, 
  the Shroom Priest Lthaado (AREA 14 of the Great Dome) 
  will be sent to investigate this area. 
   
  Description 
  This room is where the bits and pieces scavenged by the 
  floralants are turned into food for the Heir of the 
  Mushroom God. The basin and tentacles are an extrusion 
  of the God Seed, which stirs and slowly digests the syrupy 
  contents at the center of its concave body, nourishing the 
  seed’s growth. 
   
  16. Ula Bthon (Shroom) 
  This cave chamber has several bookshelves carved into the 
  stone walls, a worktable with several alchemical devices 
  upon it, two large, concave disks about 5ft in diameter 
  sitting upon the floor, and a large number of earthenware 
  pots containing plants of different varieties. 
   
  Monsters 
  • 
  Ula Bthon: HD 6+1; HP 28; AC 6[13]; Atk 1 
  scimitar (1d8); Move 9; Save 11; AL C; CL/XP 
  8/800; Special: Spells, control plants, plant growth. 
   
  Spells (3/2): Charm person, detect magic, sleep, 
  phantasmal force, web  
   
  Description 
  This is the chamber of the Shroom who oversees the 
  production process of Balcony 2. The floralants, their 
  hives, and the basin are all his creations. Of all the various 
  individual projects being run by the Shrooms to create 
  sustenance for the Heir, this one is perhaps the most 
  efficient, relying as it does on small scale scavenging in 
  the area of the Cyst. It has been assigned to the 
  bottommost region of the Great Stem because the 
  floralants are somewhat dangerous if left to journey across 
  several balconies. The Shroom, whose name is Ula Bthon, 
  is one of the least intelligent, but the most savage, of the 
  Shrooms in who inhabit the Cyst. He is smaller than his 
  brethren and misshapen, having two small head-caps 
  sprouting from his stem rather than one. 
   
  In combat, Ula Bthon will cast plant growth upon himself, 
  becoming large enough to inflict double damage when he 
  hits. He attacks madly, without bothering to cast spells. 
  Treasure: There are 40 books on Ula Bthon’s shelves, all 
  on the topic of horticulture (although many of these make 
  reference to the use of alchemy in breeding unusual 
  plants). On average, the books are worth 50gp each. They 
  would be useful for a magic-user who intended to embark 
  on research about plant ingredients for potions, or magic 
  that affects plants in some way. The alchemical equipment 
  in the room is in poor repair, although it would likely be 
  worth 250gp. All told, it weighs about 1,000 pounds. Ula 
  Bthon wears a necklace of unknown semi-precious stones 
  (200gp). Also on the shelves are a potion of healing, a 
  potion of flying, and a potion of levitation. 
   
   
   
   
  Balcony 3: Balcony of the 
  Hallucinomancer 
   
  Balcony 3 is in view of Balconies 1 and 5, and if the 
  characters spend time waiting for a gap in the floating 
  globules they have a 10% chance per turn for one of these 
  balconies come into sight for a minute or two. A temporary 
  view of Balcony 1 will only reveal one or two 
  vegepygmies moving about. If he characters gain a view of 
  Balcony 5, they will see the lichenthrope guard (AREA 
  28) shambling around near the top of the stairs leading 
  from Balcony 4. 
   
  17. Gap in Stairs 
  The upward-spiraling stairs that lead up and around the 
  huge empty cylinder of this bizarre place suddenly end, 
  five feet short of the next balcony. A small plant-man sits 
  on the edge of the balcony, swinging his legs off the edge. 
  Beside him, there is what appears to be a large, rolled-up 
  carpet of some spongy, plant-looking material. 
   
  Monsters 
  • 
  Vegepygmy (1): HD 1; HP 8; AC 3[16]; Atk 1 short 
  spear (1d6); Move 12; Save 18; AL C; CL/XP 2/30; 
  Special: Immunity to electricity, resistance to 
  piercing weapons (50%). 
   
  Description 
  The fungus carpet can be thrown across the gap to become 
  as rigid as a wooden plank. Using the “Gaaba” password 
  will cause the vegepygmy to toss the carpet over the gap as 
  a drawbridge, and allow the characters to pass. 
   
   
   
  
  45 
   
  18. Larder of the Shroomlings 
  This large cavern appears to be empty with the exception 
  of several strange growths near the center. The growths 
  bear a resemblance to large bird cages, but each of them is 
  ripped open. 
   
  Description 
  On closer inspection, these fungi (there are seven), marked 
  on the map with an “x,” appear to be growing directly 
  from the stone floor. Each is indeed ripped open, and the 
  plants appear to be dying. These are cages that contain the 
  occasional prisoner of the Shrooms; each cage is grown 
  specifically for the prisoner until the Shrooms rip apart the 
  fibrous “bars” of the cage. The seven prisoners that were 
  housed here have already been fed to the Shroomlings in 
  AREA 22). At the back of the cavern there is an eighth 
  cage that is still alive and contains a prisoner, a female 
  human fighter named Phyasis. The seven other prisoners 
  were all part of an adventuring party that made the mistake 
  of agreeing to be hired by the Shrooms as mercenary 
  guards. Once Phyasis realizes that the adventurers are not 
  Shrooms coming to fetch her away, she will begin 
  shouting for help. 
   
  • 
  Phyasis (human Ftr3): HD 3; HP 15; AC 9[10]; Atk 
  unarmed; Move 12; Save 13; AL N; CL/XP 3/60; 
  Special: None. 
   
  Treasure: There is no treasure in the room. 
   
  19. The Gaping Maw 
  The middle of this cavern’s floor seems to be a large, 
  fleshy mouth half filled with slime. Green bits and pieces 
  float on top of the unpleasant, viscous material. Against 
  the wall there is a pile of several wooden buckets. 
   
  Description 
  This rather disgusting thing is an extrusion of the 
  Demonspore into the stone of the cyst. The slime inside it 
  is harmless, food for the Shroomlings in AREA 22. At the 
  bottom of the mouth, if it is probed, there is a hole leading 
  into the stone. From time to time, a few gallons of the 
  foodstuff prepared in AREA 15 by the syrup-thing will be 
  disgorged upward into this holding pool. The buckets are 
  normal; they are simply used to bring the feeding-syrup 
  from this cavern to the Shroomlings. 
   
  20. Empty Cavern 
  This cavern is empty and dusty. There are several opened 
  crates inside, covered with cobwebs of normal size. 
   
  Description 
  The cavern is indeed empty; as with some of the other 
  caverns of the Cyst, it was once used to hold supplies, but 
  has been emptied as the demands of the Demonspore for 
  food and magical power has increased. 
   
  21. Lair of Gmoldor the Shroom 
  This cavern is furnished with carpets on the floor, a large 
  concave disk on the floor about six feet in diameter, a 
  worktable, and several shelves of books. There is a ten-
  foot long trough in the room filled with soil, in which 
  several large mushrooms are growing. 
   
  Monsters 
  • 
  Gmoldor: HD 6+1; HP 35; AC 6[13]; Atk 1 scimitar 
  (1d8); Move 9; Save 11; AL C; CL/XP 8/800; 
  Special: Spells, control plants, plant growth. 
   
  Spells (3/2): Charm person, detect magic, sleep, 
  phantasmal force x2 
   
  Description 
  This is the lair of Gmoldor, an expert in hallucinatory and 
  illusionary magics. Gmoldor is perhaps the most fanatic of 
  all the Shrooms in his pursuit of Shroomic world 
  domination and the re-growth of the Demonseed. He has 
  taken upon himself the task of growing and educating new 
  Shrooms to increase the power of the Rhyzomarch and the 
  priests. 
   
  The long trough contains a large number of very young 
  Shrooms, which are not yet intelligent and most of which 
  will wither before they are grown enough to be 
  transplanted into the nursery (AREA 22). 
   
  The worktable is cluttered with various gardening 
  implements: trowels, buckets, a watering can, and similar 
  items. 
   
  The books are all written in High Shroomic, and can only 
  be translated with the help of a spell. Most of them are 
  about subterranean horticulture, but one of them is 
  immediately recognizable as being quite different. It is a 
  strange mix of mysticism, theology, and gardening, 
  apparently the manual for some extremely complicated 
  magical process that mixes ritualistic ceremonies, magical 
  spells, alchemical nutrients requiring many bizarre 
  ingredients, and a sequence of feeding and fertilization that 
  would apparently take decades to complete. The quantity 
  of materials required becomes huge toward the end of the 
  process, measuring in tons per day. The Shroom has 
  written notes in the margins of the book, which seem to 
  indicate that he believes the quantity of required materials 
  is larger and increases faster than the original writing 
  would have suggested. These notes are written up to about 
  the middle of the process, and then stop. 
   
  If Gmoldor is warned that intruders are nearby, he will 
  retreat quickly into the dead-end corridor in the western 
  wall of the chamber, and prepare for combat by casting his 
  first phantasmal force spell. He will use the first 
  phantasmal force to create an illusionary stone wall to 
  block his corridor off from view. He will then use the 
  second phantasmal force to create an image of a ballista 
  
  46 
   
  pointing a javelin-sized crossbow bolt directly at the tunnel 
  entrance to the chamber. Watching through his illusionary 
  wall, he will make the ballista turn toward whatever target 
  he wants to threaten; obviously if anyone approaches the 
  ballista and might touch it (thereby revealing that it is an 
  illusion) Gmoldor will quickly make it “fire” the bolt. 
  After firing the ballista once, Gmoldor will cause a second 
  bolt to “form,” and the ballista to re-cock itself, but it is 
  possible that the lack of sound will be strange enough to 
  alert the party that something is amiss. 
   
  22. Nursery of the Shroomlings 
  This room smells of rot. The source of the stench is 
  obvious: the floor surface is strewn with all kinds of 
  noxious refuse and reeking soil that is obviously several 
  inches deep. Five mushrooms are growing from this putrid 
  mess, each of them about 2ft in height. 
   
  Description 
  These are Shroomlings, immature Shrooms that are not yet 
  capable of walking. They are sapient, but not yet 
  particularly intelligent. The Shroomlings are not simply 
  growing to size in this cave, they are also receiving an 
  education of sorts from the Heir, in the form of mental 
  communion with the Heir. Humans and their ilk, not being 
  attuned to the mind of the Heir, will perceive these 
  communications in the form of hallucinations. 
   
  The hallucinations will immediately be perceived by 
  anyone entering the room. Some impressions will be 
  immediate, and if a brave character stays in the room to 
  eavesdrop, as it were, the extended exposure to the 
  hallucinations will provide considerably more information 
  that may be useful. 
   
  The immediate hallucination, the one that will be 
  perceived by anyone entering the room, is an image of an 
  impossibly huge mushroom at least two hundred feet in 
  height, being buried in ash by the eruption of a volcano. If 
  a character remains to see what other hallucinations might 
  follow, the next series of images are strange and 
  dreamlike; a fungus forest around the base of the huge 
  mushroom, with mushroom-men making terrible sacrifices 
  on an altar set before it. The image of several human 
  sacrifices flash before the eyes of the hallucinating 
  character, and these images are particularly strange, for the 
  humans appear shaggy-haired and somewhat bestial, and 
  they wear furs rather than normal clothing. 
   
  The third in the series of hallucinations is the image of 
  several Shrooms entering a vast underground cavern that is 
  clearly the one the characters have been exploring. As the 
  Shrooms advance into the cavern, one of them reaches 
  down and picks up something from the floor. He holds it 
  up, and reveals it to be a seed or a spore of some kind 
  before the image fades away. 
   
  Balcony 4: The Mines 
   
  Balcony 4 is in view of Balconies 2 and 6, and if the 
  characters spend time waiting for a gap in the floating 
  globules they have a 10% chance per turn for one of these 
  balconies come into sight for a minute or two. A temporary 
  view of Balcony 2 will reveal the two floralant hive-plants 
  on the balcony, assuming the party has not already 
  encountered or destroyed these on the way up. A view of 
  Balcony 6 will reveal a view of the light-globulater 
  (AREA 43) and, unless the party has already disrupted the 
  mining process in AREAS 45-47, vegepygmies carrying 
  baskets of mystical ooze can be seen emerging from the 
  tunnel and moving up toward Balcony 7. 
   
  23. Flytrap Shamblers 
  Two great masses of flowering vegetation are piled beside 
  the top of the stairway here, each of them having a head 
  similar to that of a venus flytrap protruding from the 
  foliage. Each of the piles appears to be holding a pike. 
   
  Monsters 
  • 
  Flytrap Shamblers (2): HD 3; HP 15, 16; AC 4[15]; 
  Atk 1 bite (2d6) and 1 polearm (1d8+1); Move 6; 
  Save 14; AL N; CL/XP 4/120; Special: Immune to 
  piercing weapons 
   
  Description 
  These plant-creatures are flytrap shamblers (see “New 
  Monsters”), cultivated to serve as more reliable defenders 
  of the higher levels than the unpredictable vegepygmies.  
   
  The flytrap shamblers do not treat “Gaaba” as a password. 
  The vegepygmies of the lower balconies are so 
  unpredictable and alien that their trainers decided to avoid 
  any subtleties in their training, settling on a simple 
  password 
  the 
  vegepygmies 
  could 
  recognize 
  and 
  pronounce. By contrast, the flytrap shamblers are, despite 
  their appearance, intelligent enough to listen to and 
  evaluate the party’s explanation of their presence. 
  Unfortunately, they cannot themselves talk. 
   
  24. Central Mining Area 
  Unlike the other rooms you have seen in this strange place, 
  this room is cut to a regular, rectangular floor plan, 
  although there are huge gaps in the northeast and 
  southwest walls that appear to enter other chambers. Large 
  baskets of rocks, or perhaps ore of some kind, stand along 
  the walls, each of them about three feet in diameter. The 
  chamber bustles with activity: in the southeast part of the 
  chamber, about ten of the little vegetable-people are 
  hacking apart what appears to be the body of an enormous 
  worm made of plant material, loading the pieces into 
  several bushel baskets.  
   
   
   
  
  47 
   
  Description 
  This is the central area of the mines (AREAS 25 and 26).  
  In addition to the volcanic ash which buried the mushroom 
  god in the ancient past and then solidified into rock, the 
  volcano also created several rich mineral veins where 
  molten metal or other substances were thrown outward by 
  the eruption. One such pocket of metals and minerals was 
  located near the Cyst, and the Shrooms are mining it for 
  supplies. 
   
  The giant plant-worm (which is a root-worm; see “New 
  Monsters”) is indeed recently dead, and it is being recycled 
  to serve as fertilizer for various of the other cultivation 
  projects underway in the Cyst. Among the vegepygmies 
  there is a chief, who can breathe out a cloud of spores. The 
  vegepygmies (including the chief) are having fun chopping 
  up the dead plant-worm, and will ignore the characters 
  unless they are attacked. 
   
  25. South Mining Chamber 
  It is obvious that mining operations are being carried out in 
  this large chamber, although they are mining operations 
  such as you have never seen before. There are two large 
  plant-worms in here, each of them ten feet long and about 
  five feet in diameter, both of them facing the walls. Thick 
  tendrils seems to be extended from the front of the worms, 
  actually growing into the cracks of the wall itself to break 
  the rock apart. Beside each of the worms stands an ogre 
  with a big hammer and several bushel-baskets. There are 
  scaffolds ten feet above the cavern floor, with several 
  shaky-looking ladders leading up to the narrow wooden 
  platforms. A dwarf is chained to one wall, occasionally 
  shouting orders to these monsters, and in the air over the 
  top of the activity floats a green brain about three feet in 
  diameter, with a single eye at the front and a few vines or 
  tendrils handing from the bottom of its convoluted body. 
   
  Monsters 
  • 
  Root Worms (2): HD 8; HP 36, 32; AC 4[15]; Atk 
  Roots (1d6) or bite (1d8) ; Move 6; Save 8; AL N; 
  CL/XP 9/1100; Special: Body immune to blunt 
  weapons. 
  • 
  Green Brain (1): HD 5; HP 24; AC 3[16]; Atk None; 
  Move 0/15 fly; Save 12; AL C; CL/XP 6/400; 
  Special: Mental Attack (cone). 
  • 
  Vegepygmies (15): HD 1; HP 6, 4, 4, 1, 7, 2, 4, 5, 4, 
  3, 8, 1, 7, 4, 4; AC 3[16]; Atk 1 claw (1d4) or 
  weapon (1d6); Move 12; Save 18; AL C; CL/XP 
  2/30; Special: Immunity to electricity, resistance to 
  piercing weapons (50%). 
  • 
  Ogres (2): HD 4+1; HP 17, 19; AC 5[14]; Atk 1 
  weapon (1d10+1); Move 9; Save 13; AL C; CL/XP 
  4/120; Special: None. 
  • 
  Glormen the Dwarf Prisoner (1): HD 1; HP 6; AC 
  9[10]; Atk unarmed; Move 12; Save 18; AL L; 
  CL/XP 1/15; Special: None (normal dwarf abilities) 
   
   
   
   
  Description 
  This cavern is, as it appears, a mining operation where the 
  servants of the Shrooms are digging out strange minerals 
  from the rock to fertilize the Demonspore or to trade for 
  food that it can consume. 
   
  The root-worms (see “New Monsters”) break apart the 
  rock with their tendrils, the ogre slaves then pick up the 
  big rocks left after the root worms have broken part of the 
  wall and break them into smaller chunks with hammers. 
  The vegepygmies then load their baskets and carry the 
  pieces of rock away. The dwarf (Glormen) is a prisoner 
  who has been forced to lend his mining experience to the 
  operation, and the green brain keeps an eye on the entire 
  process. 
   
  Combat in this area is likely to be extremely chaotic. 
   
  When the floating green brain sees the characters, it will 
  immediately send out a mental wave of power, effectively 
  yelling the words “Zoot-gaaba!” loudly into everyone’s 
  head, including the characters. After this, the vegepygmies 
  will understand that the characters are “Zoot” (not) 
  “Gaaba” (authorized). They will attack gleefully, with five 
  of them leaping onto the back of a root worm and ten of 
  them swarming up the ladders to the balcony. 
   
  The vegepygmies on board the root worm will direct it to 
  attack the characters, and the dwarf will frantically be 
  yelling for the characters to get on top of the other root 
  
  48 
   
  worm. If they do, and smack it in the direction of the 
  attacking worm, the two root worms will lock into mortal 
  combat with each other. The ogres will fight using their 
  hammers, and the vegepygmies on the scaffolding will 
  throw javelins and then rocks at the party. 
   
  Treasure: The bushel baskets beside the ogres (there are 
  15) contain the most recently dug out rocks, along with 
  bits of mineral and metal. Each basket contains 1d10 gold 
  nuggets worth 1d100gp each, and one of them contains a 
  diamond worth 1,500gp. 
   
  26. North Mining Chamber 
  This large cavern is clearly a mine, but it is currently 
  unoccupied.  
   
  Description 
  Dwarfs will note that the method of mining that has been 
  used here is quite strange; huge and completely irregular 
  gouges have been broken into the walls, and there are no 
  marks of mining tools around these areas. The chamber is 
  indeed empty, although searching it will reveal 1d6 gold 
  nuggets worth 1d10gp each that have fallen here and there 
  without being noticed. 
   
  27. Stairs up to Balcony 5 
  These stairs lead upward to AREA 28 in the GREAT 
  STEM. 
   
   
  Balcony 5: Kennels of the 
  Lichenthropes 
   
  The lichenthropes are a creation of the Shroom priests, 
  infected with spores to serve as minions of the 
  Rhyzomarch. The caverns along this balcony serve as their 
  living quarters.  
   
  Balcony 5 is in view of Balconies 3 and 7, and if the 
  characters spend time waiting for a gap in the floating 
  globules they have a 10% chance per turn for one of these 
  balconies come into sight for a minute or two. A temporary 
  view of Balcony 3 will reveal only the vegepygmy guard 
  at AREA 17 (assuming the party has not already killed him 
  on the way up. A view of Balcony 7 will allow the 
  characters to see the arrangement of the various tunnel 
  entrances, and there is a 25% chance that a pair of the 
  sporeslaves can be seen saddled up on a flight-fungus as 
  they take off into the open area of the STEM. 
   
  28. Stairs down to Balcony 4 
  A human stands at the top of these stairs. 
   
  Monsters 
  • 
  Lichenthrope Guard (1): HD 3; HP 15; AC 6[13]; 
  Atk 1 bite or weapon (1d6); Move 12; Save 14; AL 
  C; CL/XP 5/240; Special: Shapechange, 25% magic 
  resistance (in hound form only), contagion 
   
  Description 
  As the adventurers approach the “human” closely, they 
  will immediately notice that his skin is patchy and mottled 
  with some sort of mold. The creature is a lichenthrope, 
  capable of changing its material substance from flesh to 
  fungus. It is not entirely sane, but it is possessed of a 
  certain cunning; moreover, its loyalty is firmly with the 
  Shroom Priests. 
   
  If it is attacked, it will turn into its flying shape and soar 
  into the open center of the Great Stem, diving back and 
  forth to attack the characters.  
   
  29. Winch Room 
  There is an open shaft in the middle of the floor of this 
  cavern, and a large winch apparatus beside it. The chain of 
  the winch apparatus leads down the shaft into the darkness 
  below. 
   
  Description 
  The shaft leads down to AREA 2 on Balcony 1. The winch 
  is in good condition, and could easily be used by the party 
  if desired. The basket is currently at the bottom in AREA 2 
  unless the party did something with it in the lower balcony. 
  The winch apparatus can only be operated from this room. 
   
  30. Infection Chamber 
  There are three tables in this cavern chamber, each of 
  which is equipped with what appears to be some strange 
  alchemical equipment. A large glass jar is positioned on a 
  tall stand above each table, with tubes leading down to the 
  table itself, where the ends of the tubes have been inserted 
  into the neck of the table’s occupant. An unconscious toad-
  man is strapped down on each of the tables, as a nasty 
  looking liquid bubbles and drips slowly down from the 
  glass jar and into the creature’s bloodstream. 
   
  Description 
  This is the chamber where Porapptil (see AREA 40) 
  infuses various creatures with the alchemical concoctions 
  that cause lichenthropy. The three toad-men currently 
  being “treated” are not yet fully turned into lichenthropes, 
  but they are still utterly loyal to their Shroom masters, and 
  unless they are deceived into believing that the characters 
  are friends or minions of the Shrooms, they will not 
  provide any assistance (and might even sound an alarm). 
  The toad men are not particularly intelligent, and they 
  know that the Shrooms have minions from several 
  
  49 
   
  different races, so if the characters attempt this sort of 
  misdirection it is fairly likely to succeed. 
   
  31. Empty Cavern 
  This cavern appears to be empty. 
   
  Description 
  This cavern is not currently in use, although Porapptil (see 
  AREA 40) intends to use it for housing the increasing 
  numbers of his lichenthrope packs. 
   
  32. Lichenthrope Kennel 
  This cavern chamber contains a table and four chairs, and 
  four piles of slimy, strange-smelling vegetation. 
   
  Monsters 
  • 
  Lichenthropes (4): HD 3; HP 14, 18, 12, 22; AC 
  6[13]; Atk 1 bite or weapon (1d6); Move 12; Save 
  14; AL C; CL/XP 5/240; Special: Shapechange, 
  25% magic resistance (in hound form only), 
  contagion 
   
  Description 
  Four lichenthropes are kept in this kennel; the sleeping 
  creatures are the piles of vegetation. When they awaken, if 
  they are not under attack, they will wait for the most 
  opportune moment to attack. 
  Treasure: There is a loose flagstone in the floor of the 
  room where the lichenthropes keep their treasure. If any 
  sort of examination is made of the floor, the flagstone can 
  be located easily. The space underneath it contains a total 
  of 2,000gp, 7,000sp, a potion of slipperiness, a potion of 
  ethereality, and a scroll inscribed with a web spell. 
   
  33. The Mouldy Remains 
  At the center of this cavern it appears that some sort of 
  accident took place. Pieces of wooden tables are scattered 
  in a circular pattern around the middle of the room, 
  together with shards of broken glass, some pieces of 
  leather, and three clusters of human bones. The cavern 
  floor at the central area of the debris is stained with dark 
  soot. 
   
  Monsters 
  Black Mold: Any creature coming within ten feet of the 
  black mold must make a saving throw against the invisible 
  spores that surround the main body of the mold. Failing the 
  saving throw causes the victim to be infected with 
  madness; the victim will attack anyone in the vicinity for 
  1d6 rounds before falling into a coma that lasts for 12 
  hours. The black mold may be killed by the application of 
  fire, but it takes three weeks of daily burning to actually 
  kill it. 
   
   
  
  50 
   
  Description 
  As one might surmise, this is the remains of an alchemical 
  disaster. A lichenthrope-producing lab similar to the one 
  now located in AREA 29 exploded due to an improperly 
  mixed compound of fungus and other strange ingredients. 
  Before the area was cleaned away, the compounds, fungus 
  ingredients, and dead flesh of the experimental subjects 
  had turned into a black mold (see description above). 
  Rather than deal with this vexing problem, Porapptil 
  simply chose to abandon the cavern and build his 
  replacement processing room in AREA 30. 
   
  34. Empty Kennel 
  This cavern is empty, but contains four rather nasty-
  looking piles of slimy molds and plants. 
   
  Description 
  The group of lichenthropes that lives in this cavern is 
  currently out on an extended raid to capture slaves, or any 
  other resources they can find, to feed the quasi-god being 
  grown by the Shrooms. The piles of horrid plant matter are 
  their beds. The lichenthropes are not likely to return while 
  the party is in the Cyst, unless the characters actually take 
  up residence here for a month or more. 
   
  35. Empty Cavern 
  This cavern is empty, with the exception of a few patches 
  of (harmless) molds and lichens. 
   
  36. Garbage Cave 
  There is a stinking pile of rotting plant matter in the center 
  of this cavern. 
   
  The rotting vegetation is simply waiting to be processed; it 
  is the remainder of several vegepygmies, and examination 
  of it might find various eyeballs and fingers made of plant 
  matter, but it is neither dangerous nor valuable in any way. 
   
  37. Mouth Cavern 
  This cavern chamber is devoid of interesting features, with 
  the exception of a small pool of water near the 
  northeastern wall, fed by drips from the ceiling. A fleshy 
  vine grows from the cave wall and disappears into the 
  pool. 
   
  Description 
  If the characters enter the cavern, the horrid nature of the 
  vine will become apparent. The part of it that is currently 
  in the pool will rise up, revealing a mouth-like aperture at 
  the end, and the snake-like thing will slowly weave blindly 
  back and forth, sensing the characters but not able to find 
  their exact location. 
   
  The fleshy vine is an extrusion of the quasi-god, with a 
  sucking mouth at the end of it that laps water from this 
  small pool. The extrusion is not independently intelligent – 
  it is merely a feeding tube. If the characters attack it, the 
  quasi-deity might take notice, but if they simply pass it by, 
  it will not create any sort of alarm. 
   
  If the extrusion is attacked, it has armor class 9 [10] and 10 
  hit points are required to sever it, in which case it will die, 
  convulsing unpleasantly for a round or two before falling 
  motionless. It will yowl and thrash around while it is being 
  killed, but cannot actually attack. 
   
  38. Lichenthrope Guards 
  This cavern contains a rough wooden table with four chairs 
  around it. Three of the chairs are occupied by unwell-
  looking humans. 
   
  Monsters 
  • 
  Lichenthropes (3): HD 3; HP 18, 12, 15; AC 6[13]; 
  Atk 1 bite or weapon (1d6); Move 12; Save 14; AL C; 
  CL/XP 5/240; Special: Shapechange, 25% magic 
  resistance (in hound form only), contagion 
   
  Description 
  There are three lichenthropes in this chamber, standing 
  guard to protect Porapptil’s Lair (AREA 41). It is possible 
  that the characters might be able to persuade the 
  lichenthropes that they have legitimate business with 
  Porapptil, but it is unlikely; Porapptil is solitary and 
  seldom deals with anyone but his lichenthropes. This 
  might, of course, work to the advantage of the characters – 
  no one in the Stone Cyst will find it unusual if all 
  communications from this balcony were to cease. 
   
  Treasure: Each of the lichenthropes carries a belt pouch 
  with 2d10gp. One has a gem as well (250gp value). 
   
  39. Side Cavern 
  This cavern is fairly unremarkable, with the exception of 
  the fact that the entire cavern floor is coated with a lush 
  covering of emerald green moss. 
   
  Description 
  The moss is simply a growth of food for the various 
  occupants of the Stone Cyst, and is not dangerous. Indeed, 
  it is actually highly nutritious. 
   
  40. Seymour’s Bane 
  At the center of this cave chamber there is a dreadful sight, 
  a huge fleshy mouth that seems to grow from the stone 
  itself, ridged with great teeth and wet with slobber that 
  runs from it in slimy rivulets. 
   
  Monster 
  • 
  Giant Mouth: HD 3; HP 24; AC 8[11]; Atk 1 bite 
  (3d6 averaged across victims); Move 0; Save 14; AL 
  N; CL/XP 4/120; Special: Mental command affects 
  non-plant creatures 
  
  51 
   
  • 
  Lichenthropes (3): HD 3; HP 20, 16, 19; AC 6[13]; 
  Atk 1 longsword (1d8); Move 12; Save 14; AL C; 
  CL/XP 5/240; Special: Shapechange, 25% magic 
  resistance (in hound form only), contagion 
   
  Description 
  In addition to the great mouth in the floor, there are three 
  lichenthropes in the room, ready to defend it against 
  intruders. The 20hp lichenthrope carries the Sword of 
  Seymour (see below) but does not know how to use the 
  sword’s special powers. 
   
  The mouth in the floor is an extrusion of the quasi-god, 
  one of the places where food is emptied into it by its 
  minions. When anyone enters the chamber, the mouth 
  issues a powerful mental command: “Feed me!” Anyone in 
  the vicinity must make a saving throw or attempt to jump 
  into the mouth. The mouth inflicts 3d6 points of damage 
  per round, chewing and belching happily; the damage is 
  divided evenly among anyone who has jumped in to be 
  devoured. A character may be pulled out by any two other 
  characters. Other than its mental attack, which it can issue 
  once per three rounds, the mouth has no way of reaching 
  out to attack anyone. 
   
  The sound of combat in this chamber will eventually draw 
  Porapptil into the area, but he is very wary, and will make 
  any sensible preparations before investigating. 
   
  Treasure: The sword of Seymour is in this room, a +2 
  longsword with the letters “s-e-y-m-o-u-r” incised into the 
  blade near the hilt. Note: for reasons described below, spell 
  the letters out when you describe this to the characters! 
  The sword’s powers will become evident if anyone who 
  can use the sword speaks the word “Seymour” while 
  grasping the hilt. The sword has two possible powers, 
  depending on how the word is pronounced. If the word is 
  spoken as “see-more,” the sword allows clairaudience as 
  described below. If the word is spoken as “say-more,” the 
  sword permits clairaudience. 
   
  41. Porapptil’s Lair 
  This cavern chamber is comfortably furnished with a 
  crystal chandelier, a polished wooden table, a desk with 
  drawers, a large, somewhat concave wooden disk seven 
  feet in diameter, lying on the floor, a shelf of books, and 
  four luxurious-looking carpets on the floor. 
   
  Monster 
  • 
  Porapptil the Shroom: HD 6+1; HP 37; AC 6[13]; Atk 
  1 scimitar (1d8); Move 9; Save 11; AL C; CL/XP 
  8/800; Special: Spells, control plants, plant growth. 
   
  Spells (3/2): Charm person x2, detect magic, detect 
  invisibility, web 
   
   
  This is the lair and workplace of a Shroom named 
  Porapptil, the alchemist who developed the lichenthropy 
  formula. Porapptil will investigate strange noises from 
  AREA 40, but he will prepare for combat first. 
   
  Porapptil is perhaps the most solitary and cautious of all 
  the Shrooms in the Stone Cyst; he dislikes the company 
  even of his own kind. He prefers to surround himself with 
  his lichenthropes, and uses them as messengers for 
  communications with the other Shrooms. 
   
  Treasure: The drawers in Porapptil’s desk contain several 
  pages of parchment, made of a strange, fibrous material. 
  Five of the pages contain what appear to be notes about 
  alchemical infusions intended to cause some sort of 
  transformation in animal flesh. The sixth and seventh 
  pages appear to be letters (see below), and the remainder 
  (4 pages) are blank. In addition to these pages, the desk 
  drawers contain 4 potions of healing, 3 potions of 
  levitation, and a gem set into a long (shroom-sized) golden 
  necklace worth 2,500gp. 
   
  Letter #1: 
  “Porapptil, we are finding it highly annoying that you 
  refuse to attend the convocations in person, that you refuse 
  to allow visitors to your balcony, and that you persist in 
  communicating only in writing. If this behavior persists, 
  your next messenger will be fed to the GREAT SEED.” 
   
  Letter #2, in a different handwriting similar to the writing 
  on the alchemical notes, does not appear to be completer 
  yet: 
  “I hope the GREAT SEED enjoys the taste of this 
  messenger. Stay off my balcony.” 
   
  Balcony 6:  
  Thmoorn’s Portal 
   
  Balcony 6 is in view of Balconies 4 and 8, and if the 
  characters spend time waiting for a gap in the floating 
  globules they have a 10% chance per turn for one of these 
  balconies come into sight for a minute or two. A temporary 
  view of Balcony 4 will reveal the flytrap shamblers in 
  AREA 23, and a fair amount of vegepygmy activity on the 
  balcony, mainly carrying baskets to and fro.  
   
  A view of Balcony 8 will allow the characters to see the 
  bracelet of myconidians communing in AREA 63. 
   
  42. Stairs Between Balconies 5 and 6 
  The stairs are narrow and somewhat slippery, rising along 
  the edge of the wall. 
   
  Description 
  There is nothing unusual about the stairs 
  
  52 
   
   
  43. Light Globulator 
  A tall, open-topped glass cylinder four feet wide and ten 
  feet tall stands on this rocky outcropping. It is filled with a 
  viscous green liquid similar to the globules of light that 
  float in the wide empty space above and below the upward 
  sloping balcony. The contents of the glass vat glows 
  slightly but not nearly as brightly as the airborne globules. 
   
   
   
  This vat is identical to the one in AREA 11: it produces 
  more of the huge globules of green light that float around 
  in the open center of the GREAT STEM. 
   
   
   
   
  
  53 
   
  44. Empty Storage Room 
  This room contains stacks of barrels, about fifty in total. 
   
  Description 
  At one time, these barrels stored mystical ooze (see AREA 
  45), but the Demonspore’s demands for food have recently 
  increased so much that the stores have been depleted. All 
  of the barrels are empty, but since mystical ooze has 
  soaked into the wood they will all detect as magic. 
   
  45. Pulley System 
  A pulley system made of thick rope cable is apparently in 
  use as a conveyor belt in this cavern. It emerges from the 
  tunnel in the north wall, and runs along the ceiling, held in 
  place by large iron brackets bolted into the rock overhead. 
  Large wicker baskets are hung along the cable, spaced at 
  about a ten-foot interval. The terminus of the conveyor belt 
  is close to the cavern entrance, about ten feet away from 
  where the cavern opens out to the balcony. 
   
  Four of the short plant-people are bustling about at the end 
  of the conveyor, dumping the contents of the most recent 
  wicker basket into a larger basket placed on the ground. To 
  manage this, since the conveyor belt is high up near the 
  ceiling, one of the plant people is standing on a precarious 
  stepladder almost ten feet tall, trying to tip over the wicker 
  basket accurately into the one below. 
   
  Monsters 
  • 
  Vegepygmies (4): HD 1; HP 6, 4, 7, 4; AC 3[16]; Atk 
  1 short spear (1d6); Move 12; Save 18; AL C; CL/XP 
  2/30; Special: Immunity to electricity, resistance to 
  piercing weapons (50%). 
   
  Description 
  The conveyor belt is used to carry mystical ooze from 
  AREA 47 to the balcony entrance. When the characters 
  first enter this area, the conveyor will be in use (see 
  description above); if they return to the area later (possibly 
  because they spy on it and retreat), there will only be a 
  25% chance on subsequent visits for this area to be active. 
  If the area is inactive, this also means that there is no 
  mining activity going on in AREAS 46 and 47. 
   
  Mystical ooze is a substance that is occasionally found 
  growing in the empty gaps between different realities. It is 
  magical (and can be detected as such), but it is a raw 
  material rather than a usable “item.” The Shrooms are 
  using it as food for the Demonspore, although it could also 
  be used as an ingredient in all sorts of alchemical recipes. 
  The substance looks a bit like green slime. 
   
  46. Conveyor Belt 
  This cavern is empty. Aside from a few stalactites and 
  stalagmites, the only interesting feature of the chamber is 
  the pulley system running along the ceiling from the north 
  to the south. 
   
  Description 
  The conveyor belt (see AREA 45 for description) runs 
  through this room, delivering wicker baskets filled with 
  mystical ooze from AREA 47 where it is “harvested” to 
  AREA 45 where it is loaded up to be taken to other areas 
  in the Cyst. 
   
  47. Thmoorn’s Portal 
  A strange dome of greyish light rises from the irregular 
  stone floor of this room, casting shadows where shadows 
  ought not be. Suspended in the air over the top of it, 
  apparently levitating, seven different-colored stones 
  revolve around each other in a complex, apparently ever-
  changing pattern. 
   
  This chamber is the other end of the conveyor belt that 
  crosses through the southern caverns; it begins here, where 
  the cable is run around a large, vertical iron wheel with a 
  cranking apparatus for moving the rope along. Five of the 
  short plant-people are standing idly by the crank, 
  obviously waiting until it is time to move the next wicker 
  basket along the track. 
   
  Note: A zombie is also near the portal on the inside of the 
  demi-plane (see below). It will emerge within 1d4 rounds 
  carrying an armful of mystical ooze, and if it is not 
  disturbed by the characters it will dump the stuff into the 
  nearest wicker basket, then return to walk through the 
  portal back into the demi-plane. 
   
  Monsters 
  • 
  Vegepygmies (5): HD 1; HP 6, 4, 6, 7, 4; AC 3[16]; 
  Atk 1 short spear (1d6); Move 12; Save 18; AL C; 
  CL/XP 2/30; Special: Immunity to electricity, 
  resistance to piercing weapons (50%). 
  • 
  Quasit: HD 3; AC 2[17]; Atk 2 claws (1d2 + non-
  lethal poison), 1 bite (1d3); Move 14; Save 14; CL/XP 
  7/600; Special: Magic resistance (25%), non-lethal 
  poison, 
  regenerate 
  (1hp/round), 
  shape-change, 
  magical abilities. 
  Description 
  The dome of grey light is a portal that leads to a small, 
  unnamed demi-plane of existence located somewhere in 
  the vast gulfs of the cosmos. The Shroom Wizard-Priest 
  Thmoorn set himself the task of finding the best source of 
  food for the God Seed, and eventually discovered this 
  insignificant corner of quasi-reality, lodged in the gap 
  between several much more consequential alternate 
  realities. The tiny gap would have been nothing more than 
  an arcane curiosity, but for the one interesting 
  
  54 
   
  characteristic of the place – the inside of it oozes with a 
  substance that is steeped in mystical power. Thmoorn 
  tested the substance to ensure that it would act as a 
  fertilizer for the Demonspore, and then set about the task 
  of retrieving large quantities of it from the demi-plane. 
  This was not an easy task, for large quantities of the 
  substance must be distilled to create the fertilizer, and the 
  interior of the demi-plane contains no air. 
   
  Thmoorn’s solution was to animate a number of dead 
  bodies, creating zombies to enter the airless space of the 
  demi-plane, find pockets of the mystical ooze, and bring it 
  back out through the portal.  
   
  The vegepygmies in the room are present to load mystic 
  ooze into the baskets of the conveyor belt and crank it 
  southward to AREA 45. As with many of the vegepygmies 
  in the Cyst, they will not attack if the party shouts the word 
  “Gaaba” at them. A more dangerous opponent is 
  Thmoorn’s familiar, a quasit demon, which sits invisible at 
  the top of the conveyor belt. Depending upon what the 
  party does, the quasit is most likely to leap down from its 
  post (remaining invisible) and warn Thmoorn in AREA 49 
  about the intrusion. It will then return with Thmoorn to 
  deal with the situation. 
   
  Treasure: The seven stones orbiting the top of the planar 
  portal (and maintaining its existence) are worth 1,000gp 
  each, mainly because of the way Thmoorn has suffused 
  them with magic. Any detection of magic cast near the 
  stones will reveal them as extremely powerful. The stones 
  are not magic items in the sense of doing anything 
  specific; however, they can be used as a focal point to 
  channel magical forces, which makes them very useful for 
  creating magic items or for other sorcerous purposes such 
  as maintaining Thmoorn’s dimensional portal. 
   
  48. Chamber of Meetings and Contemplations 
  This room contains five large wooden disks on the floor, 
  each of them concave and about five feet in diameter. They 
  are intricately carved with arcane symbols around the rim, 
  and have a round cushion that almost fills the entire disk. 
  Each disk sits upon a wooden ring, apparently to keep the 
  disk from rocking. A low table stands roughly in the 
  middle of the ring of disks. 
   
  Description 
  The disks are chairs for Shrooms, for this is the chamber in 
  which Thmoorn (see AREA 49) meets and confers with 
  the other members of his sinister priesthood. The room is 
  normally empty, although if Thmoorn’s quasit has warned 
  him about intruders in AREA 47, the pair might be waiting 
  here if it seems imprudent to attack the party immediately. 
   
  49. Thmoorn’s Workshop 
  The natural contours of this chamber have clearly been 
  hewn into a more regular, rectangular shape than the 
  chambers leading to it. It is clearly in use as a laboratory of 
  some kind, for it contains a variety of strange devices, 
  some of them as large as ten feet in height. In addition to 
  these devices, there is a large concavity in the stone floor 
  lined with cushions. The concavity has a diameter of ten 
  feet. Two books sit beside it. 
   
  Monsters:  
  • 
  Thmoorn, the Shroomic Sage of Dimensions: HD 
  6+1; HP 32; AC 6[13]; Atk 1 staff (1d6); Move 9; 
  Save 11; AL C; CL/XP 8/800; Special: Spells, 
  control plants, plant growth. 
   
  Spells (3/2): Charm person x2, detect magic, detect 
  invisibility, web 
   
  Description 
  This is the workshop and living quarters of Thmoorn, the 
  Sage of Dimensions. In combat, Thmoorn uses his staff of 
  dimensional nuances, shifting into the ethereal plane and 
  using the staff to attack opponents in an attempt to turn 
  them into gaseous form. Once enough enemies have been 
  rendered helpless in this fashion, he will then take 
  whatever actions the circumstances seem to dictate. 
   
  Treasure: Thmoorn uses a staff of dimensional nuances, a 
  magic item that allows him to phase out of the material 
  plane and into the ethereal plane (and back) once per day 
  without using any of the staff’s charges. While ethereal, 
  the holder of the staff is immune to any physical attacks 
  from weapons that are not either silver or magical, and 
  likewise cannot attack anything on the material plane 
  without such a weapon. The holder of the staff is able to 
  walk through material objects such as walls, and remains 
  invisible while on the ethereal plane, regardless of whether 
  he makes attacks or not. By expending one of the staff’s 
  charges, the holder of the staff can cast a dimension door 
  spell or a strong passwall spell that extends up to 50ft in 
  depth rather than the ordinary 10ft.  A third use of the 
  staff, which also uses a charge, is to turn an opponent into 
  gaseous form for 1d3 turns. A successful hit is required, 
  and the target is allowed a saving throw: however, the 
  charge is not actually expended if the attempt is 
  unsuccessful. The staff has 25 charges, and may only be 
  used by a magic-user. 
   
  The first of the two books is Thmoorn’s spellbook, 
  containing the spells charm person, detect magic, detect 
  invisibility, web, and dispel magic. The second book is 
  entitled “Planyts Strange across the great Voids of Time 
  and Dimension.” This second book contains information 
  about dimensions and planar geometry, and is worth 
  2,000gp to the right buyer. 
   
   
  
  55 
   
  50. Empty Side Cavern 
  This is an empty cavern. 
   
  51. Stairs to Balcony 7 
   
  Monsters 
  • 
  Flytrap Shamblers (2): HD 3; HP 15, 16; AC 4[15]; 
  Atk 1 bite (2d6) and 1 polearm (1d8+1); Move 6; 
  Save 14; AL N; CL/XP 4/120; Special: Immune to 
  piercing weapons 
   
  Description 
  These stairs are guarded by a pair of alert and highly-
  suspicious flytrap shamblers, who will block the way with 
  their pikes until they are satisfied that the party has some 
  sort of legitimate business this high up in the Stem. 
   
  Balcony 7: Fliers and 
  Sporeslaves 
   
  Balcony 7 is in view of Balcony 5, and if the characters 
  spend time waiting for a gap in the floating globules they 
  have a 10% chance per turn for that balcony to come into 
  sight for a minute or two. A temporary view of Balcony 5 
  will show one or two “humans” (actually lichentropes) on 
  the balcony unless the party has already cleared out that 
  area. 
   
  52. Torn Saddle 
  A strange-looking saddle lies on the balcony floor here, 
  with a bad rip in the side, partially stitched up. The saddle 
  is round, and has a girth strap much longer than would be 
  used for a horse. 
   
  Description 
  The saddle is designed for use on a flight-fungus, which 
  accounts for the unusually long girth strap. The 
  vegepygmy who was repairing the saddle has left the job 
  and is climbing the wall high above the balcony, watching 
  the characters. He is merely interested, and when they 
  leave, he will return to finish repairing the saddle. By the 
  time the characters return to this area, the saddle will 
  probably be completely repaired. 
   
  53. Flight-Fungus Kennel 
  This large alcove in the cavern wall is about ten feet deep 
  and ten feet wide. Snuffling around inside it is what 
  appears to be a large, flat mushroom cap hovering an inch 
  or so above the alcove floor. Its movements are like those 
  of an animal rather than of a plant, but it does not seem 
  hostile or distressed at your presence. It seems, in fact, to 
  be sniffing the ground for food. 
   
   
  Monster 
  • 
  Flight-Fungus (1): HD 4; HP 20; AC 8[12]; Atk 
  none; Move 1/ 12 fly; Save 13; AL N; CL/XP 3/60; 
  Special: flies 
   
  Description 
  This alcove contains one of the flight-fungi bred by the 
  Shrooms (see “New Monsters”). The creatures can be 
  ridden in the air as mounts. 
   
  54. Flight-Fungus Kennel 
  This alcove contains another of the large, hovering 
  mushroom caps. 
   
  See AREA 51 for the description of the flight-fungus. 
   
  55. Empty Flight-Fungus Kennel 
  This is a large ten-foot by ten-foot alcove. It appears to be 
  empty. 
   
  The alcove contains nothing of interest; it is a kennel for a 
  flight-fungus similar to AREAS 53 and 54. 
   
  56. The Barn 
  This large open area is carved from the rock to create a 
  roughly rectangular chamber. It contains several piles of 
  leather saddles, and other equipment is lined up neatly 
  along the walls: rakes, large brushes, shovels, leather 
  straps, shallow earthenware dishes about five feet in 
  diameter, and other such things. There are several of the 
  short plant-men in the chamber, some of them gathered 
  around a large mushroom-cap that sits in one of the broad 
  earthenware dishes. 
   
  Monsters 
  • 
  Flight-Fungus (1): HD 4; HP normally 18 but 
  currently at 11; AC 8[11]; Atk none; Move 1/ 12 fly; 
  Save 13; AL N; CL/XP 3/60; Special: flies 
  • 
  Vegepygmies (5): HD 1; HP 3, 8, 6, 4, 7; AC 3[16]; 
  Atk 1 short spear (1d6); Move 12; Save 18; AL C; 
  CL/XP 2/30; Special: Immunity to electricity, 
  resistance to piercing weapons (50%). 
  • 
  Vegepygmy Chief (1): HD 6; HP 38; AC 3[16]; Atk 1 
  short spear (1d6); Move 12; Save 11; AL C; CL/XP 
  7/600; Special: Immunity to electricity, resistance to 
  piercing weapons (50%), spore attack. 
  • 
  Green Brain HD 5; HP 28; AC 3[16]; Atk none; Move 
  0/ 15 fly; Save 12; AL C; CL/XP 6/400; Special: 
  mental attacks (cone or beam) 
   
  Description 
  This area serves several general purposes, including 
  storage of the various items needed to care for the flight-
  fungi. The huge earthenware dishes are similar to feeding 
  troughs: since the flight-fungi draw nutrients through their 
  short stems, they are fed by setting them down into a food-
  filled dish. The flight-fungus with vegepygmies gathered 
  
  56 
   
  around it has been wounded and is currently being kept in 
  this chamber until it recovers. 
   
  The vegepygmy chief in this area is closely controlled by 
  the green brain. The tactic of yelling “Gaaba” at the 
  vegepygmies will only keep them from attacking for one 
  round before the green brain informs the vegepygmy chief 
  that the intruders are to be killed. Once this happens, the 
  vegepygmies will fight to the death. 
   
  Treasure: There are no valuable items in this room, but 
  there are five saddles that can be used for flight-fungi, if 
  the characters think of using them as flying mounts. A 
  sixth saddle is damaged; the damage will not be noticed 
  unless the saddles are specifically being checked for 
  problems. 
   
  57. First Octagon 
  This octagonal chamber contains three round tables that 
  have been pushed over to the northern wall. Each table is 
  covered with a clutter of test tube racks, empty glass test 
  tubes, some scalpels, and some rolls of twine. The 
  equipment is dusty and covered in cobwebs. 
   
  Description 
  This room is occasionally in use when Fsajor is engaged in 
  experiments or cross-breeding projects, but at present it is 
  vacant. 
   
  58. Second Octagon 
  This room contains nine huge earthenware dishes, each 
  one of them five feet across. The dishes are set out in a 
  square arrangement of three lines of three dishes each. The 
  dishes in the first line contain several short, broad-capped 
  mushrooms in each dish. The second line of dishes has 
  only two mushrooms in each, but the mushrooms are much 
  larger, each being 1-2ft in diameter. The last three dishes 
  contain one mushroom each, and these mushrooms are 4-
  5ft in diameter. 
   
  There are four long tables against the walls of the room, 
  holding a variety of equipment that ranges from bizarre 
  alchemical glassware to ordinary gardening implements. 
   
  Additionally, the room contains two large glass bottles 
  large enough for a human being to stand inside. These are 
  closed at the top, but a locking glass door is fitted into the 
  side of each bottle. The two bottles are connected at the 
  top by a number of tubes, some of which are metal and 
  some of which seem to be organic. 
   
  Description 
  This large room is the primary work place of Fsajor the 
  Flier, the Shroom whose breeding and alchemical skills 
  created the flight-fungi and several other plant-organisms. 
  The room is used to grow new flight fungi: the short-
  stemmed mushrooms in this room are all immature flight-
  fungi that Fsajor is in the process of raising to adult size. 
  The two massive glass jars in this room are used for 
  hybridizing different creatures; when there is a living 
  being in both of the two chambers, the doors of the 
  chambers will lock, and the two creatures within are 
  magically recombined with each other, each taking on 
  certain attributes of the other.  
   
  Exactly how this happens should be determined as follows: 
  1) Heads are switched. There is a 50% chance that the 
  brain goes with the head, a 49% chance that each 
  character retains the original brain, a 1% chance that 
  one of the brains is lost and both results have 
  identical brains, and a 1% chance that neither 
  creature ends up with a brain at all. 
  2) The two creatures are mixed up. If they are 
  characters, simply re-roll all attribute scores 
  3) One creature remains the same, and the other 
  becomes a plant version of its original form. 
  4) Both creatures must make a saving throw or be 
  turned into a horrid mass of guts and skin. 
  5) One creature gains a level (or a hit die) and the other 
  creature loses one. 
  6) Each creature must make a saving throw. If the 
  saving throw fails, there is a random +/- 1d3 to a 
  randomly determined attribute score. 
    
  59. Barracks of the Sporeslaves  
  This room contains 12 normal, human-sized wooden beds, 
  along with a table, chairs, and several wicker baskets. 
  There is a fire pit at the center of the room, with a spit 
  mounted over the top of it and several dishes and cups 
  arranged to one side. In addition to these comfortably 
  normal furnishings, there is some bizarre equipment 
  arranged along the room’s northern wall. These include a 
  number of what appear to be large, artificial bat wings 
  made of wood and leather, and several ten-foot long poles 
  capped with a curving scoop. 
   
  Monsters 
  • 
  Sporeslaves (10): HD 2; HP 8, 9, 16, 10, 7, 8, 7, 10, 
  12, 5; AC 6[13]; Atk spear (1d6), shortbow (1d6); 
  Move 9; Save 14; AL C; CL/XP 2/30; Special: 
  immune to charm spells other than those which 
  influence plants 
   
  This is the barracks of the sporeslaves (see, “New 
  Monsters”), who are used as pilots for the flight-fungi in 
  the GREAT STEM. The flight-fungi were originally bred 
  for use by the vegepygmies, but the plant-people were 
  found to be far too erratic and insane to be trusted as pilots. 
  After this initial setback, Fsajor (AREA 60) went back to 
  work and eventually developed the means of creating 
  sporeslaves to pilot his fungi. Although the sporeslaves 
  were originally created for the specialized purpose of 
  flying the aerial fungi, the Demonspore has dimly 
  recognized that Fsajor’s sporeslave infection represents a 
  tremendous opportunity for creating vast armies of slaves. 
   
  
  57 
   
  If the sporeslaves have not already been mobilized to 
  attack the characters, they will immediately recognize that 
  the party does not belong here, and will attack. Eight of 
  them will engage with their spears, and two will attempt to 
  use shortbows, if possible. 
   
  The “bat wings” along the northern wall are essentially 
  poor quality hang-gliders. If a sporeslave pilot falls from 
  his flight-fungus, he can pull on a ripcord to separate the 
  wings, then (hopefully) glide to one of the balconies of the 
  Stem. 
   
  The scoop-ended sticks are used to grab and throw bits of 
  the light globules that float in the Stem, much like a jai-
  alai or a lacrosse stick. As described in the introductory 
  material to the GREAT STEM, if light-glob hits an 
  opponent, it causes 1d4 points of acid damage in the first 
  round, followed by 1 point of damage in the second and 
  third rounds. Moreover, anyone who has been even 
  slightly coated in light-glob will be affected as if by dispel 
  magic (all active spells are terminated) and will not be able 
  to cast spells for 1 turn. Light-glob may be scraped off in 
  1d2 rounds. 
   
  Treasure: The sporeslaves do not own any personal 
  treasure. However, the mismatched cups and plates, 
  scavenged from raids and tossed into this chamber for 
  them to use, include an exquisite silver platter (100gp) and 
  a jeweled goblet (300gp) along with the other chipped 
  earthenware and dented tin implements. 
   
  60. Fsajor the Flier (Shroom) 
  This room is luxuriously furnished with deep-pile carpets, 
  a polished wood table, a treasure chest, and a concave 
  silver disk five feet in diameter. Beside the treasure chest 
  is a small potted plant. 
   
  Monsters 
  • 
  Fsajor the Flier: HD 6+1; HP 29; AC 6[13]; Atk 1 
  scimitar (1d8); Move 9; Save 11; AL C; CL/XP 8/800; 
  Special: Spells, control plants, plant growth. 
   
  Spells (3/2): Charm person x2, detect magic, 
  invisibility, web 
   
  • 
  Flytrap Shambler (if enlarged): HD 3; HP 15, 16; 
  AC 4[15]; Atk 1 bite (2d6); Move 6; Save 14; AL N; 
  CL/XP 4/120; Special: Immune to piercing weapons 
   
  Fsajor is the Shroom whose magic and alchemy create and 
  maintain the flight-fungi used by the Shrooms to shuttle 
  upward and downward in the Great Stem; he is also the 
  inventor of the infection that turns humans into 
  shroomslaves. This room is his bedroom – his laboratory is 
  in AREA 58. 
   
  The small potted plant is a very young flytrap shambler 
  that Fsajor is raising. If he is attacked, and has the 
  opportunity, he turn invisible, then will use his Shroomic 
  powers to grow the shambler to normal size and control it. 
   
  Treasure: The silver disk (Fsajor’s bed) is an alloy, rather 
  than being pure silver, but it is still worth 2000gp. 
  Unfortunately, it also weighs 300 pounds. The table, 
  likewise, is quite valuable, being worth 1500gp but 
  weighing 200 pounds. The carpets (there are 4) weigh 50 
  pounds each, and are worth 400gp each. The treasure chest 
  contains 3,000gp and three gems (250gp, 250gp, and 
  500gp). 
   
  61. Stairs to Balcony 8 
  These narrow stairs seem to grow from the wall of the 
  STEM, leading up to AREA 62. 
   
   
  
  58 
   
  Balcony 8: 
  The Myconidian Slaves 
   
  Balcony 8 is in view of Balcony 6, and if the characters 
  spend time waiting for a gap in the floating globules they 
  have a 10% chance per turn for that balcony to come into 
  sight for a minute or two. A temporary view of Balcony 6 
  will reveal a view of the light-globulator (AREA 43) and, 
  unless the party has already disrupted the mining process 
  in AREAS 45-47, vegepygmies carrying baskets of 
  mystical ooze can be seen emerging from the tunnel and 
  moving up toward Balcony 7. 
   
  The highest balcony of the GREAT STEM is the domain 
  of a tribe of Myconidians (see “New Monsters”), a race of 
  mushroom-people but quite different from the Shrooms. 
  The Shrooms are holding the alchemists of this tribe as 
  hostages in the cap, above, forcing the rest of the tribe into 
  obedience. If the characters establish communications with 
  the myconidians, they can gain a considerable advantage 
  from the alliance (not least being a place to rest and 
  recover). 
   
  62. Balcony of the Enslaved Myconidians 
  The top of the stairs is guarded by a six-foot tall mushroom 
  man with a bluish tint to his flesh. He spits at you. 
   
  Monsters 
  • 
  Myconidian (1): HD 3; HP 12; AC 9[10]; Atk 1 
  strike (1d4 x HD); Move 9; Save 14; CL/XP 3/60; 
  Special: Spores (telepathic) 
   
  Description 
  The myconidian is much thinner than a Shroom, and if the 
  party has already encountered Shrooms on their way up to 
  this point, they will notice the thinness and the bluish tint 
  as distinguishing this mushroom-man from the others 
  previously encountered. The myconidian spits telepathic 
  spores at the party in order to allow communication (unlike 
  Shrooms, myconidians do not have any vocal apparatus). 
  As the other inhabitants of the Great Stem are familiar 
  with this greeting, the myconidian does not expect his 
  action to be taken as hostility. 
   
  Treasure: None. 
   
  63. Flight-Fungus Alcove 
  This alcove contains a flight-fungus, and is essentially 
  identical to the description of AREA 51. 
   
   
   
  64. Unused Flight-Fungus Hangar 
  This room contains a shallow and dust-filled earthenware 
  dish about five feet in diameter. There is nothing else in 
  the area. 
   
  Description 
  This room would ordinarily be the kennel for a flight-
  fungus, but it has not seen use in some time. 
   
  65. Circle of Communion 
  The balcony of natural stone widens significantly here. 
  There are ten tall mushroom creatures arranged in a circle, 
  swaying and moving, all making the same movements at 
  the same time. You can perceive a faint humming in your 
  mind that seems to correspond to the movements of the 
  strange creatures. These beings are of similar appearance, 
  all having two human-like arms, but they vary wildly in 
  height, from about one foot tall, all the way up to two very 
  large ones that are probably no shorter than ten feet. 
   
  Monsters 
  • 
  Myconidians (2) (1HD): HD 1; HP 3, 5; AC 9[10]; 
  Atk 1 strike (1d4); Move 9; Save 17; CL/XP 1/15; 
  Special: None 
   
  • 
  Myconidians (2) (2HD): HD 2; HP 8, 9; AC 9[10]; 
  Atk 1 strike (2d4); Move 9; Save 16; CL/XP 2/30; 
  Special: None 
   
  • 
  Myconidians (2) (3HD): HD 3; HP 12,11; AC 9[10]; 
  Atk 1 strike (3d4); Move 9; Save 14; CL/XP 3/60; 
  Special: Spores (telepathic) 
   
  • 
  Myconidians (2) (4HD): HD 4; HP 18, 16; AC 9[10]; 
  Atk 1 strike (4d4); Move 9; Save 13; CL/XP 5/240; 
  Special: Spores (telepathic), spores (paralysis) 
   
  • 
  Myconidians (2) (5HD): HD 5; HP 20, 21; AC 9[10]; 
  Atk 1 strike (5d4); Move 9; Save 12; CL/XP 6/400; 
  Special: Spores (telepathic), spores (paralysis), 
  spores (hallucination) 
   
  Description 
  A full bracelet of myconidians (see “New Monsters”) is 
  communing with each other in this wide part of the 
  balcony. There are only ten members of the bracelet 
  present, because one of their number is being held hostage 
  in the Cap. All of the myconidians are swaying back and 
  forth, and there is a telepathic humming noise emanating 
  from them that is “audible” in the minds even of non-
  myconidians. 
   
  Treasure: None 
   
   
  
  59 
   
  66. Home-Quarters of the First Bracelet 
  The walls of this cavern are a riot of colors – lichens and 
  mosses of every hue grow on the stone surface in strange 
  patterns and spiraling shapes. There are ten large patches 
  of deep, soft moss, of varying sizes, growing in random 
  locations on the cave floor. 
   
  Description 
  This cavern is the sleeping area of the First Bracelet, a 
  group of 10 myconidians who are all currently in AREA 
  63. 
   
  Treasure: The treasure of the 10 myconidians is hidden in 
  the moss patches (there are no beds, since the myconidians 
  sleep standing up). 1850 The total treasure to be found 
  includes the following: 1,224gp, 3500sp, 3x50gp gems, 
  2x100gp gems, 1 500gp gem, a potion of levitation, a 
  potion of healing, and a scroll of fireball. 
   
  67. Home-Quarters of the Myconidian Chief 
  This cavern is filled with fungus growths of all different 
  kinds. The walls are lacy with mosses and lichens of all 
  different colors, and the floor is a multicolored riot of 
  mushrooms, toadstools, and tall, cylindrical growths of 
  some fibrous substance. 
   
  Monster 
  • 
  Phydraa the Myconidian Chief (6HD): HD 6; HP 39; 
  AC 9[10]; Atk 1 strike (6d4); Move 9; Save 11; 
  CL/XP 7/600; Special: Spores (telepathic), spores 
  (paralysis), spores (hallucination), spores (zombie) 
   
  Description 
  This cavern is the home of the Chief of this Myconidian 
  tribe. The Chief is the only one of the Myconidians with an 
  individual name, which is Phydraa. Chief Phydraa is in a 
  perpetual state of brooding melancholy, for his tribe is held 
  hostage by the Shrooms and he can perceive no way to 
  escape from the dilemma. Although he will be extremely 
  pessimistic about any plan that the characters might 
  suggest (assuming that the party manages to peacefully 
  establish communications with the myconidians), he 
  considers any attempt to be better than nothing as long as it 
  does not endanger the hostages or present extreme risks to 
  his tribe. 
   
  68. Garden Cavern of the Myconidians 
  This area contains a small, well-tended garden that extends 
  over most of the cavern floor. Leafy green plants grow 
  from a thick layer of rich soil, although there is also an 
  unpleasant smell of rot in the air. 
   
  Description 
  This is the cavern where the myconidians grow food for 
  themselves; they are not partial to the same foods that 
  nourish Shrooms, and consider many of those food sources 
  to be immoral as well as disgusting. The majority of the 
  plants in the garden are poisonous to humans and their ilk, 
  but out of the ten main types of plants in the area, one has 
  the effect of a potion of healing. There are enough of these 
  mushrooms to be used for 6 doses; if the party allies with 
  the myconidians, Phydraa will point these mushrooms out 
  to the party, and warn them away from the 9 poisonous 
  varieties. 
   
  69. Home-Quarters of the Second Bracelet 
  The floor of this cavern is patchy with growths of small 
  fungi. After a moment it becomes clear that these are 
  arranged to create pathways, and that the colors of the 
  fungi create harmonious blends of different colors quite 
  pleasing to the eye. 
   
  Monsters 
   
  • 
  Myconidians (3) (1HD): HD 1; HP 8, 3, 5; AC 9[10]; 
  Atk 1 strike (1d4); Move 9; Save 17; CL/XP 1/15; 
  Special: None 
   
  • 
  Myconidians (3) (2HD): HD 2; HP 8, 9, 2; AC 9[10]; 
  Atk 1 strike (2d4); Move 9; Save 16; CL/XP 2/30; 
  Special: None 
   
  • 
  Myconidians (2) (3HD): HD 3; HP 12,11, 20; AC 
  9[10]; Atk 1 strike (3d4); Move 9; Save 14; CL/XP 
  3/60; Special: Spores (telepathic) 
   
  • 
  Myconidians (2) (4HD): HD 4; HP 18, 16, 22; AC 
  9[10]; Atk 1 strike (4d4); Move 9; Save 13; CL/XP 
  5/240; Special: Spores (telepathic), spores (paralysis) 
   
  • 
  Myconidians (2) (5HD): HD 5; HP 27, 20, 21; AC 
  9[10]; Atk 1 strike (5d4); Move 9; Save 12; CL/XP 
  6/400; 
  Special: 
  Spores 
  (telepathic), 
  spores 
  (paralysis), spores (hallucination) 
   
  Description 
  This cave chamber is the living and sleeping area for the 
  second group, or “bracelet” of myconidians who live in the 
  Cyst.  
   
  Treasure: The treasure of this bracelet is kept in a single 
  treasure chest that is buried in the loam underneath one of 
  the patches of fungus. Examination of the fungus patches 
  will reveal that this one is unlike the rest: it is woven 
  together at the base of the various plants so that it forms a 
  carpet, which can be lifted up to reveal the earth 
  underneath it. The treasure chest buried here is encrusted 
  with a lichen growth; any disturbance of it will cause a 
  cloud of choking spores to rise. Anyone within 10ft of the 
  chest must make a saving throw or fall into a coma that 
  lasts 3d6 turns, and will have a 5% chance of choking and 
  dying during the course of the coma. The chest contains 
  2300gp, 5000sp, a potion of magic resistance (50%), and a 
  potion of heroism. 
   
  
  60 
   
  70. Stair Cavern 
  This cave chamber is the top of the staircase from AREA 
  69 on Balcony 5.  
   
  71. Stairs up to Balcony 8 Caverns 
  A steep, winding staircase hacked from the natural stone. 
   
  Monster 
  There are several patches of green slime on the ceiling of 
  the stairs as they wend their way upward. Using torches to 
  burn it away will allow the party to make the climb 
  without danger, although they may have an unpleasant 
  surprise the first time they encounter the slime, if they are 
  not wary. 
   
  Description 
  These stairs wind upward from the caverns behind 
  Balcony 5 all the way up to the caverns behind Balcony 8. 
  For much of the distance the stairs spiral sharply upward, 
  so the length of the stair is considerably longer than the 
  map’s top-down view makes it appear. 
   
   
   
   
  DOME OF THE DEMONSPORE 
   
  Referee Notes 
   
  It is extremely important for the Referee to get a sense of 
  the different elements that operate within the DOME, for 
  this is a complex encounter area. The Demonspore has a 
  radius of perception around it, which does not extend to 
  the balcony around the outer edge of the DOME. However, 
  it has eye-rhizomes on the balcony that could alert it to the 
  presence of the adventurers. It also has tentacle-rhizomes 
  that might blindly attack the characters, and there are 
  groups of flight-fungi and their sporeslave pilots ready to 
  respond if they receive orders. If the Demonspore is 
  directly attacked, there are Shrooms in the tunnels around 
  the open area of the DOME who will emerge to defend it. 
   
  Because of its immature judgment, the Demonspore is 
  unlikely to be on high alert even if the party has caused 
  some mayhem on their way up the STEM, unless the 
  conflict has become a pitched battle that has fully alerted 
  the Shrooms. The Shrooms are much more likely to 
  understand the danger earlier than the Demonspore if it 
  becomes clear that defenders they are dispatching to “deal 
  with the threat” are being slaughtered. 
   
  A cautious party will realize that the Demonspore is not 
  responding to their presence, and will work to eliminate 
  the other threats around the DOME before attacking and 
  alerting the Demonspore itself. A pitched battle in which 
  the Demonspore has the ability to call reinforcements is 
  extremely likely to end in the party’s defeat. 
   
   
  72. Dome of the Demonspore 
   
  This is an utterly vast cavern. The light-globules that fill 
  the cylinder below it do not float in mid-air here; rather, 
  they all seem to float directly to the top of the high 
  chamber, providing enough illumination to reveal that it is 
  an immense subterranean dome, over three hundred feet in 
  diameter and rising to an apex of perhaps one hundred feet 
  in height. The outer wall of the dome is ringed around with 
  a single wide balcony of weirdly organic-looking stone, 
  ranging in width from thirty feet to as broad as sixty or 
  seventy feet. The center of this chamber is mostly open to 
  the cylinder below it, dropping through a hundred feet of 
  open air. However, unlike the cylinder beneath, the dome 
  has several completely irregular stone paths spanning the 
  open area above the chasm, meeting in the center where 
  there is a huge chunk of stone at the hub, twenty-five or 
  thirty feet in diameter. A horrific thing squats upon this 
  platform at the center point of the dome. 
   
  Monsters 
  See descriptions of lettered locations, below. 
   
  Description 
  The Dome contains several important features, the most 
  important of which is Location A, the Demonspore itself. 
  These locations are indicated by letter, and described 
  separately below: 
   
   
   
  
  61 
   
  A. The Demonspore 
   
  The Thing at the center of the vast dome is a disgusting 
  growth of fibrous tendrils, slimy bulbs, and uncontrolled 
  fungus-blooms. It is shaped vaguely like a mushroom, but 
  a mushroom that reeks of evil and rot. Immediately upon 
  seeing it, the characters are aware that this monstrosity is 
  not only sapient but that it is possessed of a mind so 
  powerful that the rhythm of its thoughts seem to ripple in 
  the air like the beating of some dark, primordial heart. 
   
  Monster 
  • 
  The Demonspore: HD 10; AC 2[17]; Atk 2 tentacles 
  (2d6); Move 1; Save 5; AL C; CL/XP 14/2,600; 
  Special: Control plants, create tentacle, hallucination 
  cloud, immune to lightning 
   
  Description 
  The “horrific thing” referred to in the description of the 
  dome, above, is the Demonspore, the growing seed of an 
  evil demigod, whose influence is behind all the activity the 
  characters have seen during the course of the adventure. 
   
   
   
   
   
   
   
  The Demonspore is largely unaware of events beyond 
  120ft in radius, which means, roughly, that it cannot 
  perceive what is happening on the balcony around the 
  DOME. As soon as characters step onto the stone hubs that 
  lead toward the central rock where the Demonspore sits, it 
  will become aware of them, realize that it may be 
  threatened, and begin to act accordingly. It is possible for 
  the party to alert the Demonspore earlier than this, if they 
  should attack one of the green brains or enter the 
  perception radius around one of the eye-rhizomes. 
   
  B. Stairs 
  These are the stairs leading up into the Dome from 
  Balcony 8. 
   
  C. Flying Fungi 
  Each location “C” is the station of 4 flight-fungi with their 
  8 sporeslave pilots. If an alarm is sounded, two sporeslaves 
  will mount each of the flight-fungi (one piloting and one 
  armed with a short bow and scoop-stick). It will take the 
  sporeslaves a full turn to saddle their fungus mounts. 
   
  Monsters 
  • 
  Flight-Fungi (4): HD 4; AC 8[11]; Atk none; Move 1/ 
  12 fly; Save 13; AL N; CL/XP 3/60; Special: flies 
   
  • 
  Sporeslaves (8): HD 2; AC 6[13]; Atk spear (1d6) or 
  shortbow (1d6); Move 9; Save 14; AL C; CL/XP 2/30; 
  Special: immune to charm spells other than those 
  which influence plants 
   
  D. Tentacle-Rhizomes 
  Each location “D” is a place where the Demonspore has 
  extruded a great tentacle through the rock as it grows. The 
  tentacles have a reach of twenty feet; they are immune to 
  normal weapons, but have normal vulnerability to spells. 
  The tentacles do not have a strong sensory link to the 
  Demonspore’s mind, and do not have the ability to see; 
  they react more on reflex than by direction. However, 
  because they detect things by smell rather than by sight, 
  they will attack invisible creatures that come into range, 
  unlike the eye-rhizomes. 
   
   
  
  62 
   
  Monster 
  • 
  Rhizome-Tentacle: HD 6; AC 7[12]; Atk 1 strike (3d6 
  and hold); Move 0; Save 11; CL/XP 8/800; Special: 
  On a successful hit, the tentacle holds and 
  immobilizes the character, inflicting an automatic 
  1d10 points of damage each round. The character 
  cannot be freed except by the death of the tentacle. 
   
  E. Eye-Rhizomes 
  The Demonspore is only aware of what it can see through 
  the eyes of a green brain or through one of these eye-
  rhizomes (the tentacles, as described above, sense things 
  by smell and do not transmit information to the 
  Demonspore as the eye-rhizomes and green brains do). 
  The eye-rhizomes have a vision range of 15ft, for a 30ft 
  diameter. The Demonspore will immediately become 
  aware of anything or anyone passing through this area; 
  keep in mind for flying characters that it is possible to pass 
  directly over one of these areas while remaining high 
  enough to be outside the rhizome’s range of vision. 
   
  The first couple of times that the party is “seen” by the 
  Demonspore may not lead to much of a response. It is 
  curious, but does not quite realize that the party might be a 
  true threat. Once combat has started, however, and the 
  Demonspore realizes that it might actually be in danger, it 
  will pay very close attention to what it sees. It will respond 
  intelligently but not brilliantly: the Shrooms have protected 
  it in the past, and this is the first time it has ever been 
  directly threatened. Although it is a genius, it is not a 
  combat veteran. 
   
  73. The Great Manufactorium 
  This large cavern contains five large, free-standing 
  apparatuses made of glass tubing, iron ovens, bubbling 
  cauldrons, and rust-stained gears. Each of these complex 
  devices reaches ten or twenty feet in height, and they are at 
  least five feet across. A number of humans are in the room, 
  apparently working at the mechanisms, but they have a 
  very abnormal appearance: their heads and arms are 
  shrouded in a strange growth of fungus. 
   
  Monsters 
  • 
  Sporeslaves (12): HD 2; HP 15, 2, 8, 7, 11, 9, 10, 8, 
  6, 13, 5, 8; AC 6[13]; Atk 1 longsword (1d8); Move 
  9; Save 14; AL C; CL/XP 2/30; Special: immune to 
  charm spells other than those which influence plants 
   
  Description 
  This is the largest workroom in the Cyst, an area where 
  most of the large-scale alchemy is performed. The 
  “humans” in the area are sporeslave laborers.  
   
  A. Mineral Processor 
  This apparatus is topped with a huge funnel that leads 
  down through a series of tubes and cauldrons into a tub at 
  the bottom for the finished product. It is used for refining 
  some of the stranger foodstuffs that come into the Cyst, 
  including bones and mined minerals. 
   
  B. Lightning Generator 
  This apparatus is made up of several tall metal coils, each 
  five feet tall, mounted in a bewildering assembly of wires 
  and gears. A hose, made of some fibrous vegetable 
  substance, leads from the apparatus out to a length of 10 
  feet. The hose has a lever to open and close it. This 
  machine is a power generator that works from a 
  combination of mystical ooze (see AREAS 45 and 47) and 
  normal plant matter. Three large bags of this mixture are 
  stacked next to the apparatus. If a bag is emptied into the 
  funnel at the top of the apparatus, the metal coils will 
  glow, and sparks will fly from the gears as they operate. 
  When the valve on the hose is opened, a 4d6 lightning bolt 
  will erupt forth. Each bag of fuel will allow three lightning 
  bolts. Unfortunately, the lightning bolts can only be used 
  from this location. 
   
  C. Freezing Apparatus 
  This apparatus is a glass dome large enough to 
  accommodate a creature as large as a warhorse. It is hinged 
  on one side, allowing it to be tilted upward, and is 
  connected by organic-looking filaments to a bronze oven. 
  If any sort of fuel is placed into the oven, the apparatus 
  will begin to function, flash-freezing anything within the 
  closed dome. This has the effect of turning anything inside 
  to stone. If the oven is fueled but the dome is left open, 
  chilling air will blast from the area, but with no detrimental 
  effects. 
   
  D. Roborative Invigorator 
  This apparatus resembles Apparatus C; it is a hinged glass 
  dome connected to an oven. If the oven is fueled and a 
  creature is standing beneath the closed dome, a healing gas 
  will fill the glass container, restoring all lost hit points. An 
  individual can only be affected once per day by this gas.  
   
  E. Potion Mixer 
  This apparatus is a series of glass alembics, tubes, and a 
  cauldron that appears to have a mixing blade inside. At the 
  bottom of the mixing cauldron there is a faucet that allows 
  liquids to be emptied from the cauldron into a container. 
  At the top there are two funnels, and it is clear that the 
  purpose of the apparatus is to mix and process the 
  combination of two substances that are put into the funnel. 
  Next to this apparatus is a rack of 10 bottles containing 
  various different liquids, and at least thirty empty bottles.  
   
  This machine creates potions from the mixture of any two 
  ingredients. The ingredient bottles are clearly marked at 
  the halfway point; a half-bottle is used in each mixture, so 
  any particular combination of two ingredients may only be 
  made twice. If the characters have experimented with 
  ingredients before, in the Halls of the Toad King, they will 
  discover that these are all different ingredients from the 
  ones that were given to the toad-men (these are less 
  
  63 
   
  dangerous and more effective than the cheap materials 
  given by the Shrooms to their minions). 
   
  Roll 1d20 on the following table to determine the effect of 
  mixing any two ingredients. There are 10 ingredient bottle 
  (each good for two uses) 
   
  1) Big Explosion (roll 1d10 to see how many d6 
  damage will be caused, and roll 1d6 x10ft to find the 
  diameter of the blast). A saving throw allows half 
  damage. 
  2) Sizzles into acid, eats away the container and cuts 
  1d3 feet deep into the stone floor 
  3) Sublimates explosively into a potion cloud with a 
  diameter of 1d4 x10ft. Roll 1d4 for the effect: 1) 
  make a saving throw or die, 2) heals all damage, 3) 
  causes extreme hair growth, 4) turns characters in 
  diameter automatically into a bilious blue gaseous 
  form for 1d6+6 turns, and the character remains this 
  color for 1d6 days afterwards 
  4) Explosion (roll 1d4 to see how many d6 damage will 
  be caused, and roll 1d6 x10ft to find the diameter of 
  the blast). A saving throw allows half damage. 
  5) Creates dazzling beams of light in all directions 
  (radius 100ft) 
  6) The substances ignite and burn, but cause no 
  particularly dramatic effects other than this. 
  7) Substances combine to form a potion of invisibility 
  (duration 1d6+6 turns) 
  8) Substances combine to form a potion of plant control 
  (duration 1d6+6 turns) 
  9) Explosion (roll 1d4 to see how many d6 damage will 
  be caused, and roll 1d6 x10ft to find the diameter of 
  the blast). A saving throw allows half damage. 
  10) Loud bang and a bit of smoke. The smoke is heavier 
  than air, and does not disperse for 6 hours. It is, 
  however harmless. 
  11) Mixture changes to a random color, but has no other 
  effect. 
  12) A cloud 10ft in diameter forms; anyone breathing the 
  gas will permanently gain 1 point of Intelligence. 
  13) Substances combine to form a potion of invisibility 
  (duration 1d6+6 turns) 
  14) Substances combine to form a potion of diminution 
  (duration 1d6+6 turns) 
  15) The drinker grows fungus all over the body. It itches, 
  causing a -1 penalty on all die rolls, and it will not go 
  away unless the character is fully immersed in water. 
  Anyone else in the water at the same time has a 25% 
  chance of needing to make a saving throw; failure 
  means that the other character contracts the fungus 
  infection. Such a secondary infection cannot be 
  removed by immersion in water, but it will go away 
  of its own accord in 1d6+6 turns. 
  16) A pink cloud with a 20ft radius forms, reaching all 
  the way to the ceiling of the cavern (30ft above); 
  gravity is reversed within this cloud. 
  17) The mixture creates a powerful vacuum. The bottle 
  will shoot toward the nearest large object and stick to 
  it forever unless the bottle is broken. If the bottle is 
  broken, however, there will be an explosive 
  concussion similar to a 3HD fireball. 
  18) The imbiber is thereafter able to understand the High 
  Shroomic language (this is not treated as an 
  additional language in terms of the limits imposed by 
  low intelligence). 
  19) Substances combine to create a poisonous mixture; if 
  a saving throw is successful, the drinker is affected as 
  if by a haste spell, but without aging. 
  20) Substances combine to form a potion of flying 
  (duration 1d6+6 turns) 
   
  74. Phrafna’s Antechamber 
  This cave chamber is empty, with the exception of a small, 
  low table with a concave disk five feet in diameter on the 
  floor beside it. There is a single book on the table. 
   
  Description 
  The book on the table is handwritten in Shroomic; it is 
  Phrafna’s summary of the progress that has been made 
  thus far in the growth of the Demonspore (which the 
  Shrooms refer to as the GREAT SEED). If the book is 
  perused by a character who can read Shroomic, a cursory 
  glance will reveal that it pertains to a huge plant that the 
  Shrooms are cultivating. Reading it for an hour or so will 
  reveal that the plant is the seed of a demigod that has died 
  at some point in the distance past, as a result of being 
  covered in volcanic ash. Reading the book for six hours or 
  more will reveal the following facts: (1) the Demonspore 
  can currently only “see” at a distance of 120ft, (2) it can 
  control plants at a range of 60ft, (3) it can grow eye-
  rhizomes that allow it, by mental connection, to perceive 
  things that the eye-rhizome sees (at the Demonspore’s 
  current level of maturity, this range is measured by the 
  Shrooms to be a radius of 10ft). All of this is correct, with 
  one exception: the book is several months old, and the 
  vision range of the eye-rhizomes has increased to a 15ft 
  radius since the last measurements were taken. 
   
   
   
  
  64 
   
  75. Phrafna’s Chamber 
  This chamber is furnished with carpets and a concave disk 
  seven feet in diameter, with a crystal chandelier hanging 
  from the ceiling by a chain. 
   
  Monster 
  • 
  Phrafna the Shroom: HD 6+1; HP 40; AC 6[13]; 
  Atk 1 whirling-blade staff (3d6); Move 9; Save 11; 
  AL C; CL/XP 8/800; Special: Spells, control plants, 
  plant growth. 
   
  Spells (3/1): Charm person x2, detect magic, detect 
  invisibility 
   
  Phrafna’s whirling-blade staff is a non-magical piece 
  of weaponry that employs almost frictionless internal 
  parts. It uses a pulled chain to get started, at which 
  point all sorts of whirling blades click out from the 
  staff in a blur of chainsaw-like motion. If anyone 
  other than Phrafna uses the staff, it has a 1 in 10 
  chance to break permanently each time it is used in 
  an attempt to hit. 
   
  Description 
  The entire Shroomic race is characterized by an obsession 
  with altering and customizing their surroundings to suit 
  their plans, whether by means of engineering and building, 
  by breeding slave creatures, or by alchemy – but Phrafna 
  stands out, even among Shrooms, as a master craftsman of 
  the bizarre. He is the designer and builder of the machines 
  in the Manufactorium (AREA 73). Unlike the other 
  Shrooms in the Cyst, Phrafna does not see the Demonseed 
  as a venerated leader; he sees it as a potential minion. 
  Without the knowledge of the other Shrooms, Phrafna has 
  introduced certain alchemies into the Demonseed’s diet 
  that are intended, over time, to make it loyal to him as a 
  powerful 
  minion. 
  These 
  substances 
  have 
  actually 
  somewhat slowed the intellectual development of the 
  Demonseed; this is actually a benefit as far as Phrafna is 
  concerned, since he wants his potions to take effect before 
  the Demonseed attains the willpower of a full-fledged 
  demigod. 
   
  Treasure: The ten carpets in the room are worth 250gp 
  each, and the chandelier (which is very fragile) is worth 
  1,000gp. Phrafna also has a belt pouch containing 50gp. 
  See description of Phrafna’s whirling-blade staff above. 
   
  76. Myconidian Hostages 
  This cavern is locked by strong iron gates, each with a 
  large padlock. Spirals and circles have been scratched into 
  the rock walls, in a pattern that fills the entire available 
  space. 
   
  Monsters 
  • 
  Normal Myconidians (2): HD 3; HP 11, 19; AC 9[10]; 
  Atk 1 strike (3d4); Move 9; Save 14; CL/XP 3/60; 
  Special: Spores (telepathic) 
   
  • 
  Myconidian Alchemists (3): HD 5; HP 19, 28; AC 
  9[10]; Atk 1 strike (5d4); Move 9; Save 12; CL/XP 
  6/400; Special: Spores (telepathic), spores (paralysis), 
  spores (hallucination) 
   
  Description 
  This cavern is the prison where 5 myconidians are held 
  hostage by the Shrooms, forcing the rest of their tribe 
  (AREAS 62-69) into obedience as servants and laborers. 
  Two of the myconidians are ordinary ones, one member 
  from each of the tribe’s two bracelets. The other three are 
  the alchemists of the tribe, the experts whose skills are 
  highly valued by the Shroom Priests. The alchemist 
  myconidians are forced to work in the Manufactorium 
  (AREA 73), and the normal ones are employed to fetch 
  and carry items to the Demonspore. If befriended, the 
  myconidians can be useful allies. The alchemists can 
  describe the functioning of the various equipment in 
  AREA 73, and the normal myconidians can approach the 
  Demonseed in AREA 72 without alarming it. 
   
  Treasure: Because the myconidians are hostages rather 
  than prisoners, they have their possessions with them in 
  the barred cave chamber. Five sacks are arranged in a neat 
  circle at the middle of the room, each containing smaller 
  sacks of mushrooms (food) and with some treasure. The 
  combined valuables in the bags comprise 500gp, 30 
  semiprecious stones (25gp each), 5 emeralds (100gp each) 
  and a diamond (1,000gp). Although the myconidians 
  originally carried potions, the Shrooms have taken these 
  away in case they could be used in an escape attempt. 
   
  77. Xordal the Jailor 
  The walls of this cave chamber are lined with pegs and 
  shelves containing unfamiliar but unpleasant-looking 
  things that appear to be implements of torture. The floor is 
  covered in straw, and other than a concave wooden disk 
  8ft in diameter, there are no other furnishings. 
   
  Monster 
  • 
  Xordal the Jailer (Shroom): HD 6+1; HP 28; AC 
  6[13]; Atk 1 torture-implement (1d8 + pain); Move 
  9; Save 11; AL C; CL/XP 8/800; Special: Spells, 
  control plants, plant growth. 
   
  Spells (3): Charm person x2, shield 
   
  
  65 
   
  Xordal can grab any of the torture implements from 
  the wall and use it in melee combat to great effect. 
  Anyone he hits must make a saving throw or become 
  paralyzed with pain for 1 full turn (10 combat 
  rounds). The implements are not magical; Xordal 
  simply knows how to inflict crippling pain with 
  them. 
   
  Description 
  Xordal is not particularly skilled at magic, nor is he gifted 
  in any of the bizarre creative skills valued by the Shrooms. 
  He serves as the jailor for prisoners taken by the Shrooms, 
  although most of his wards are soon used to feed the 
  Demonspore’s voracious hungers. 
   
  Treasure: Xordal wears the keys to the padlocks in 
  AREAS 76, 78, and 79 on a belt ring, along with a pouch 
  containing 3 rubies (200gp each). 
   
  78. Prison 
  This cave chamber is closed off with a barred door. The 
  inside of the locked area has a scattering of straw on the 
  floor, but no other furnishings. 
   
  Description 
  The prison is empty: all of the prisoners have been fed to 
  the Demonspore. 
   
  79. Small Prison 
  There is an alcove in this otherwise-empty chamber, closed 
  off by a barred and padlocked iron door. A human sits 
  inside this small prison. 
   
  Description 
  The prisoner is Yaldomir, a second level fighter who was 
  captured by some of the minions of the Shrooms (orcs) on 
  a raid to the surface. He was knocked unconscious in the 
  battle and does not remember being brought here. 
  Yaldomir has no equipment, but if the characters provide 
  him with armor and weapons, he will fight the Shrooms 
  alongside them. 
   
  • 
  Yaldomir (Ftr2): HD 2; HP 14; AC 9[10]; Atk by 
  weapon; Move 12; Save 13; AL L; CL/XP 2/30; 
  Special: None 
   
  80. Guard Room 
  This chamber contains racks of weapons and armor. Most 
  of the armor is human-sized, but most of the weapons are 
  spears only four feet in length. 
   
  Monsters 
  • 
  Sporeslave Guards (10): HD 2; HP 10, 11, 8, 7, 9, 10, 
  3, 8, 6, 12; AC 2[17]; Atk 1 longsword (1d8); Move 
  6; Save 14; AL C; CL/XP 2/30; Special: immune to 
  charm spells other than those which influence plants 
   
  Description 
  This is a guard post to defend the Rhyzomarch’s chambers. 
  The sporeslaves here are outfitted with plate mail and 
  shields. If the Demonspore is being attacked, it will leave 
  these guards in place until the battle seems desperate, but it 
  is capable of calling them if the need arises. 
   
  Treasure: 20 longbows, 400 arrows, 60 short spears, 20 
  sets of plate mail, 20 shields, 20 longswords. One of the 
  quivers of arrows contains 5 +1 arrows. The sporeslaves 
  themselves have no treasure. 
   
  81. Antechamber of the Rhyzomarch 
  This chamber contains five concave disks sitting on the 
  floor, each with a diameter of five feet. 
   
  Description 
  This is the antechamber for the Rhyzomarch’s rooms, but 
  it is seldom in use. 
   
  82. Throne Room of the Rhyzomarch 
  This chamber is dominated by a raised stone dais, upon 
  which there sits a convex dish ten feet in diameter. A huge 
  but ancient-looking mushroom-man sits in this dish, 
  holding a large gold scepter studded with gemstones. The 
  mushroom-man is paled almost to a pure white color, and 
  his skin sags with great, wrinkled folds. 
   
  Monsters 
  • 
  The Rhyzomarch: HD 6+1; HP 40; AC 6[13]; Atk 1 
  sceptre (1d6); Move 0; Save 11; AL C; CL/XP 
  8/800; Special: Spells, control plants, plant growth. 
   
  Spells (3/2): Charm person x2, shield, phantasmal 
  force, web 
   
  The Rhyzomarch’s sceptre is a magic item, a staff of 
  beguiling with 25 charges remaining. Anyone 
  coming within 20ft of the staff mus make a saving 
  throw or regard the holder as a loyal friend for 4d4 
  melee rounds. 
   
  • 
  Sporeslave Guards (2): HD 2; HP 10, 12; AC 2[17]; 
  Atk 1 longsword (1d8); Move 6; Save 14; AL C; 
  CL/XP 2/30; Special: immune to charm spells other 
  than those which influence plants 
   
  • 
  Flytrap Shamblers (2): HD 3; HP 14, 14; AC 4[15]; 
  Atk 1 bite (2d6) and 1 polearm (1d8+1); Move 6; 
  Save 14; AL N; CL/XP 4/120; Special: Immune to 
  piercing weapons 
   
  Description 
  The Rhyzomarch is the oldest of the Shrooms in the Cyst, 
  and was the zealot who originally conceived of returning 
  to the hollow left by the dead god of the Shrooms. When 
  the expedition/pilgrimage found the two spores of the god, 
  
  66 
   
  he was the first to realize what they were. The body of the 
  ancient Shroom is so decrepit that he cannot move under 
  his own power, although when he needs to leave his 
  throne/bed he is carried by the two flytrap shamblers that 
  attend him. 
   
  Treasure: Other than the Rhyzomarch’s staff (see above) 
  there is no treasure in this room. If the scepter is not 
  identified as being magical, it is worth 5,000gp due to the 
  gems inlaid in it. 
   
   
   
  83. Unused Sleeping Chamber 
  This chamber is dusty and clearly has not been used 
  recently. It contains a large concave disk on the floor, 
  covered with cushions. 
   
  Description 
  This dusty room was once the sleeping chamber of the 
  Rhyzomarch, but it has not been used since the Shroom 
  lost the ability to move around and started sleeping on his 
  throne. Even the cushions on the disk-bed, once valuable, 
  are now ruined by dampness and dust. 
   
  Treasure: The Rhyzomarch keeps a chest (locked and 
  trapped with a poison needle) containing 5,000gp, in a 
  secret compartment under a loose stone in the floor. 
   
  84. Central Hall of the High Priests (Shrieker) 
  An incense burner stands on top of a large purple 
  mushroom in the middle of this cave chamber exudes a 
  wisp of fragrant green smoke. The chamber has no other 
  furnishings. 
   
  Monster 
  Shrieker: HD 3; HP 14; AC 7[12]; Atk None; Move 1; 
  Save 14; CL/XP 3/60; Special: Shriek. 
   
  Description 
  This incense burner is a normal incense burner, wafting 
  pleasant scents into the chambers of the three high priests 
  in AREAS 85, 86, and 87. If anyone enters the room, the 
  shrieker will scream out its alarm. 
   
  Treasure: The incense burner is worth 10gp. 
   
  85. Chambers of High Priest Lthaado 
  This chamber is starkly furnished with a low table and a 
  concave wooden disk of 6ft diameter on the floor. The 
  walls are painted with repeated images of a huge 
  mushroom surrounded by tiny mushroom worshippers. 
   
  Monster 
  • 
  High Priest Lthaado (Shroom): HD 6+1; HP 25; 
  AC 6[13]; Atk 1 staff (1d8); Move 9; Save 11; AL C; 
  CL/XP 8/800; Special: Spells, control plants, plant 
  growth. 
   
  Magic-User Spells (3/1): Charm person, hold portal, 
  invisibility 
  Cleric Spells (2): Cure light wounds x2 
   
  Description 
  This is the chamber of High Priest Lthaado, one of the 
  original leaders of the Shroom pilgrimage to the Cyst. 
  Lthaado is not particularly brave, and if he is given the 
  opportunity he will turn invisible, perhaps heal an ally or 
  two if there is a combat, and then attempt to sneak away. 
  
  67 
   
  Treasure: Lthaado’s bed (the concave disk) contains a 
  hidden compartment at the center, which has a potion of 
  flying, two potions of healing, and a scroll of 4 magic-user 
  spells (fireball, dispel magic, and dimension door). If 
  Lthaado is warned by the shrieker in AREA 84, he will 
  grab these items before leaving his chamber, and will use 
  them if necessary. 
   
  86. Chambers of High Priest Phthormo 
  This chamber is opulently furnished with wall hangings 
  and cushions scattered on the floor. An intricate ivory 
  carving of a mushroom, three feet in height, stands on a 
  low wooden pedestal. 
   
  Monster 
  • 
  High Priest Phthormo (Shroom): HD 6+1; HP 30; 
  AC 6[13]; Atk +1 staff (1d8+1); Move 9; Save 11; 
  AL C; CL/XP 8/800; Special: Spells, control plants, 
  plant growth. 
   
  Magic-User Spells (3/1): Charm person, read magic, 
  phantasmal force 
  Cleric Spells (2): Cure light wounds, light 
   
  Description 
  This is the bedchamber of High Priest Phthormo, one of 
  the Shroom leaders. If he is warned by the shrieker in 
  AREA 84 that intruders are near, he will cast his 
  phantasmal force spell to create the illusion of a wraith-
  like ghost, sending it on ahead to distract enemies while he 
  attempts to cast charm person. After that, he will simply 
  wade into combat – for a Shroom, he is extremely unsubtle 
  in his approach to things. 
   
  Treasure: The embroidered silk cushions on the floor (25 
  of them) are worth 100gp each. The wall hangings (4) are 
  worth 100gp each. The ivory mushroom statue is worth 
  450gp. Phthormo’s staff is a +1 magic weapon but has no 
  other powers.  
   
  87. Chambers of High Priest Dvaoome 
  The walls and floor of this cave chamber have been 
  painted a rich purple color, with a circle of abstract, 
  curvilinear designs painted in yellow on the floor in the 
  center of the room. 
   
  Monster 
  • 
  High Priest Dvaoome (Shroom): HD 6+1; HP 24; 
  AC 6[13]; Atk +1 mace of mirror images (1d8); 
  Move 9; Save 11; AL C; CL/XP 8/800; Special: 
  Spells, control plants, plant growth. 
   
  Magic-User Spells (2): Charm person x2 
  Cleric Spells (2/1): Cure light wounds x2, hold 
  person 
   
  Dvaoome’s mace is a magic item; once per day the 
  mace can be used to create 3 mirror images of 
  Dvaoome that shift and surround him. Any attack 
  against him has an equal chance to hit (and destroy) 
  one of the mirror images rather than hitting Dvaoome 
  himself. 
   
  Description 
  This is the living-area of the Shroomic High Priest 
  Dvaoome, who, like the other High Priests, was a leader of 
  the initial expedition to the Cyst. If he learns of intruders, 
  either from the sound of combat or from the shrieker’s 
  warning in AREA 84, he will wait one round before 
  responding (assuming that the other High Priests will be 
  preparing for combat), then begin his own attack with his 
  web spell. 
   
  Treasure: Dvaoome keeps no material possessions other 
  than the mace of mirror images. 
   
   
   
   
  
  68 
   
  NEW MONSTERS 
   
   
  The Demonspore 
  Hit Dice: 10 
  Armor Class: 2 [17] 
  Attack: 2 tentacles (2d6) 
  Saving Throw: 5 
  Special: Control plants, create tentacle, hallucination 
  cloud, immune to lightning 
  Move: 1 
  Alignment: Chaotic 
  Challenge Level/XP:  14/2600 
   
  The Demonspore is a unique and terrifying being, the 
  growing physical form of a demi-god of Chaos. As 
  described in the encounter key, it is a disgusting growth of 
  fibrous tendrils, slimy bulbs, and uncontrolled fungus-
  blooms. It is shaped vaguely like a mushroom, but a 
  mushroom that reeks of evil and rot. If it is engaged in 
  melee combat, the Demonspore can extrude two fibrous 
  tentacles from its body to lash at its enemies, but its mental 
  and magical powers are considerably more dangerous, and 
  it will only use its tentacles if it is sorely pressed in battle. 
   
  The Demonspore has physically grown several feeding-
  rhizomes through the stone, which extend to a great 
  distance from the central growth but still physically 
  connected to it. These are described in AREAS 15, 19, 37, 
  and 40. In addition, the Demonspore is capable of growing 
  “parts” of itself that are mentally, but not physically, 
  connected with its central growth. With the exception of 
  the green brains, these are found only in the DOME OF 
  THE DEMONSPORE, the uppermost level of the Great 
  Cyst, because the Demonspore’s ability to physically 
  create and mentally control things at a distance has not yet 
  fully matured. The green brains are more autonomous and 
  capable of acting mainly on their own initiative. The eye-
  rhizomes and tentacle-rhizomes described in AREA 1 of 
  the DOME are also examples of “creatures” that are 
  mentally controlled but unconnected parts of the 
  Demonspore. In the event that the characters can see into 
  or at within the ethereal plane, they will discover that there 
  is an ethereal connection between the Demonspore and 
  these physically-disconnected parts, but there is no 
  connection on the material plane of existence. 
   
  The Demonspore, not having matured yet into its full 
  potential as a demi-god, cannot sense thoughts or perceive 
  material objects very far from itself without using its 
  rhizomes as sensory organs. The range of perception from 
  the central growth of the Demonspore is only 120ft. It can 
  use green brains and eye-rhizomes as sensory organs; 
  tentacle-rhizomes do not provide any sensory information 
  back to the Demonspore. 
   
  The Demonspore has a number of special abilities and 
  defenses that it can bring into play if it is threatened. It can 
  control plants at a range of 60ft (successful saving throw 
  negates), it can bring a tentacle-rhizome into being once 
  per day within 100ft, and it can create an invisible cloud of 
  hallucinations with a radius of 30ft once per day. The 
  cloud of hallucinations may be created anywhere within 
  100ft of the Demonspore, will affect anyone entering it 
  (saving throw negates) and has the effect of a confusion 
  spell. 
   
  The Demonspore is immune to damage from lightning, and 
  is also unaffected by any mind-affecting magic, including 
  magic that would normally affect plants. It is capable of 
  mental communication with any intelligent being within 
  120ft; however, this ability is not (yet) powerful enough to 
  give it any advantage in combat. 
   
  Flight-Fungus 
  Hit Dice: 4 
  Armor Class: 8 [12] 
  Attack: None 
  Saving Throw: 13 
  Special:  
  Move: 1/12 fly 
  Alignment: Neutral 
  Challenge Level/XP:  3/60 
   
  Flight-fungi are grown by the Shrooms for short range 
  flight in large subterranean areas like the Great Stem of the 
  Stone Cyst. A flight-fungus is a large, broad mushroom 
  cap five feet in diameter, with air sacs and a very short 
  stem beneath the cap. The air sacs contain buoyant gases, 
  and the plant also has a very minor magical lightness to it, 
  although this lightness of weight is not sufficient to keep it 
  aloft for more than a minute without the assistance of the 
  air sac. 
   
  Flight-fungi do not have mouths or limbs, and cannot 
  attack. They ingest food and water through the short stem 
  beneath the broad mushroom cap. 
   
  The flight-fungi in the Cyst are usually ridden by the once-
  human sporeslaves, although occasionally a vegepygmy 
  messenger is allowed to ride one. The sporeslaves use 
  saddles that are specially designed for use on these round-
  topped mounts. Using a saddle is advisable (see “Flight in 
  the GREAT STEM”). 
  
  69 
   
   
  Floralant 
  Hit Dice: 1d4 hit points 
  Armor Class: 5 [14] 
  Attack: 1 bite (1d3) 
  Saving Throw: 18 
  Special: Cumulative weak poison 
  Move: 9 
  Alignment: Neutral 
  Challenge Level/XP:  A/5 
   
  Floralants closely resemble giant ants, but they are actually 
  mobile pieces of vegetation created by the Floralant Hive-
  Plant designed and grown by a Shroom named Ula Bthon. 
  The hive-plant is a large, squat cylinder of a spongy 
  material, with fat tendrils drooping over the top. There are 
  several orifices at the base of the plant from which the 
  floralants emerge. Because the hive-plant feeds upon 
  material brought to it by the floralants, it does not form 
  roots and in this case is found growing upon solid stone. 
  The hive-plant contains several internal chambers, some of 
  which grow new floralants, some of which house the living 
  floralants that are not currently scavenging, and some of 
  which receive and digest the material brought to them. Ula 
  Bthon’s hive plants are unique creatures, but his methods 
  and research could certainly be duplicated to grow more of 
  these creatures. 
   
  The floralants themselves resemble ants the size of a small 
  cat. They are green and have tiny stalks of thin grass 
  growing from the gaps in their outer chitin. 
   
  If a character is bitten by more than one floralant in a 
  single melee round, a saving throw is required to avoid 
  becoming slightly weakened, with the result that the 
  character will suffer a penalty of -1 to hit for 1d3 turns. For 
  each additional bites received in that same melee round 
  (i.e., the third, fourth, etc.), the character must make an 
  additional saving throw or suffer an additional -1 to hit. 
  There is no limit to the accumulated penalties that a 
  character may have as a result of floralant bites. 
   
  Flytrap Shamblers 
  Hit Dice: 3 
  Armor Class: 4 [15] 
  Attack: 1 bite (2d6) and 1 polearm (1d8+1) 
  Saving Throw: 14 
  Special: Immune to piercing weapons 
  Move: 6 
  Alignment: Neutral 
  Challenge Level/XP: 4/120 
   
  Flytrap shamblers are mobile plants about the bulk of a 
  horse, but they shuffle along the ground on thick, tentacle-
  like vines. The body is leafy and sometimes blooms with 
  orchid-like flowers; the head rises on a fibrous stalk topped 
  with the wide mouth of a venus flytrap, which can deliver 
  a powerful bite.  It is common for them to carry a polearm 
  or spear in their front vines, for they can use such weapons 
  in tandem with the bite. Despite their appearance, flytrap 
  shamblers are relatively intelligent and often posted as 
  guards by villains with the ability to control plants. Their 
  value in this sort of role is somewhat compromised by the 
  fact that they cannot talk. 
   
  Flytrap shamblers are capable of seeding themselves, but 
  are almost always found as a result of direct cultivation by 
  powerful villains who possess the knowledge and skill to 
  breed such vegetation. The creation of an flytrap shambler 
  involves magic, alchemy, and the skillful cultivation of 
  several different flowering plants, some of which are not 
  commonly found. There are manuals and librams 
  describing the process, but these are for the most part 
  forgotten lore. 
   
  The leafy body of a flytrap shambler is immune to damage 
  from piercing weapons, but cutting and bludgeoning 
  weapons inflict normal damage.  
   
   
   
   
   
   
   
   
   
   
  
  70 
   
  Green Brain 
  Hit Dice: 5 
  Armor Class: 3 [16] 
  Attack: None 
  Saving Throw: 12 
  Special: Mental attacks 
  Move: 0/15 fly 
  Alignment: Chaotic 
  Challenge Level/XP:  6/400 
  Green brains are plant-creatures grown by the Shrooms 
  (and possibly by other malevolent races with aptitudes for 
  magically altering and breeding plants). Green brains are 
  relatively intelligent, and are generally used to supervise 
  and oversee the activities of mindless or semi-intelligent 
  creatures using their powers of mental communication. In 
  general, the supervised species will be plant-creatures of 
  some kind, but it is possible for a green brain to act 
  somewhat less effectively as the overseer for brutish 
  humanoids or other non-plant creatures. 
   
  Green brains are able to project mental commands and 
  communications at a deep enough level that the brain’s 
  demands are clear even to mindless creatures such as oozes 
  or monstrous plants. Indeed, the less intelligent the 
  recipient of the orders, the stronger the green brain’s hold 
  over it. 
   
  In addition to telepathic communication, a green brain can 
  use its mental powers as a weapon when necessary. A 
  green brain is able to continuously project a cone of mental 
  force 50ft long and widening to 30ft at the end, which has 
  the following effects: (1) any spells being cast are 
  disrupted, although they are not lost from the caster’s 
  memory, (2) anyone failing a saving throw within the cone 
  becomes somewhat disoriented, making attacks at a 
  penalty of -2 (duration 1d3 rounds) and having a 1 in 6 
  chance to drop any item held in the hands. The green brain 
  may also narrow its mental focus to project a beam of 
  concentrated, damaging thought, inflicting 2d6 points of 
  damage to any single individual who fails a saving throw. 
   
  Land Lamprey 
  Hit Dice: 1 
  Armor Class: 3 [16] 
  Attack: Bite (1d3) 
  Saving Throw: 17 
  Special: Attach, blood drain 
  Move: 15 
  Alignment: Neutrality 
  Challenge Level/XP: 2/30 
   
  Land lampreys are 3-foot long, blackish-green eels with 
  large, downward facing mouths lined with sharpened teeth. 
  They can be found in all but the hottest and the coldest 
  environments and prefer the dark and dampness of the 
  subterranean world and so are most often encountered 
  there. If a land lamprey hits with a bite attack, it latches 
  onto the opponent’s body and drains 1d4 hit points per 
  round by draining the victim’s blood. An application of 
  fire causes the land lamprey to releases its hold and move 
  away from the source of the flame. The lamprey can also 
  be pulled off with a successful open doors check, though 
  doing so inflicts 1d4 points of damage. Once a land 
  lamprey has dealt 8 points of damage, it detaches and 
  slithers off to digest the meal. If its victim dies before the 
  land lamprey’s appetite has been sated, the land lamprey 
  detaches and seeks a new target. 
   
   
   
   
   
   
   
   
   
   
  
  71 
   
  Lichenthrope 
  Hit Dice: 3 
  Armor Class: 6 [13] 
  Attack: 1 bite or weapon (1d6) 
  Saving Throw: 14 
  Special: Shapechange, 25% magic resistance (in hound 
  form only), contagion 
  Move: 12 
  Alignment: Chaotic 
  Challenge Level/XP:  5/240 
   
  Lichenthropes are human (or similar) creatures that have 
  been infected by a carefully prepared mixture of spores 
  and alchemical ingredients. This infusion causes a 
  condition with effects similar enough to lycanthropy that 
  the infected victims are treated as were-creatures for all 
  purposes except one. Because lichenthropy is an 
  alchemical condition rather than a supernatural one, 
  lichenthropes are not immune to normal weapons, as true 
  were-creatures are. They are, on the other hand, still 
  affected by magic weapons that are especially enchanted 
  against were-creatures. 
   
  At will, a lichenthrope can take one of two non-human 
  forms in addition to its human one. The first of these is a 
  noisome 
  agglomeration 
  of 
  fungus-material 
  shaped 
  somewhat like a dog. In this form, the lichenthrope is 
  resistant to magic (25%) and immune to any sort of mental 
  control that would not ordinarily affect a plant. The second 
  non-human form of a lichenthrope is a formless mass of 
  fungus with an air bladder that allows it to fly, provided 
  that it has a full combat round to inhale air.  
   
   
  Lichenthropes can commune with any form of intelligent 
  plant, although they do not exert actual control over such 
  plants. 
   
  Any character suffering 50% damage from the attacks of a 
  lichenthrope will begin transforming into a lichenthrope. 
  However, since the process of lichenthropy is alchemical 
  and 
  normally 
  induced 
  directly 
  by 
  a 
  creator 
  of 
  lichenthropes, the transformation does not always proceed 
  in a predictable way. There is a 50% chance that an 
  infected character will simply turn progressively into a 
  mess of disgusting fungus over the course of 1d4 weeks. 
  During this time, whether the transformation is proceeding 
  normally or not, the process can be arrested and cured by 
  the use of a cure disease spell.  
   
  Lithonnite 
  Hit Dice: 8 
  Armor Class: 2[17] (frontal shell) or 6[13] (body) 
  Attacks: 2 tentacles (2d6) 
  Saving Throw: 8 
  Special: Body (not shell) immune to blunt weapons 
  Move: 9 
  Alignment: Neutral 
  Challenge Level/XP: 9/1100 
   
  Lithonnites are huge mollusc-like creatures, about one ton 
  in weight, living in subterranean and surface environments. 
  The front of a lithonnite’s body is encased in a powerful 
  shell, even to the rock-like eyelids. When the rest of the 
  lithonnite’s body is concealed in a grotto or under water, 
  the shell appears like a boulder or other natural rock. It is 
  not possible for the lithonnite to draw its soft body entirely 
  into the shell. In combat, the lithonnite reaches around its 
  shell with two slug-like tentacles to attack. The creature’s 
  frontal portion, protected by the shell, can be attacked by 
  any sort of weapon; behind the shell, the soft body is AC 
  6[13], but cannot be affected by blunt weapons due to its 
  boneless consistency. 
   
   
  Myconidian 
  Hit Dice: 1-6 
  Armor Class: 9 [10] 
  Attack: 1 strike (1d4 x HD) 
  Saving Throw: Varies by HD (17, 16, 14, 13, 12, or 11) 
  Special: Spores 
  Move: 9 
  Alignment: Neutrality 
  Challenge Level/XP:  Varies by HD 
  1HD: 1/15 
  2HD: 2/30 
  3HD: 3/60 
  4HD: 5/240 
  5HD: 6/400 
  6HD (Chief): 7/600 
   
  The myconidians are a fungus-race quite different from the 
  individualistic 
  and 
  evil 
  Shrooms, 
  although 
  their 
  appearance is quite similar. Myconidians have a much 
  wider range of size (from 2ft to the towering 12-foot 
  height of the Chiefs) and are more communal than the 
  Shrooms; they have no particular affinity for magic, and 
  they do not seek to enslave other races (although they are 
  known to invade new areas as their population expands). 
   
  These creatures have no vocal apparatus, but are capable 
  of telepathic communication with their own kind. They can 
  communicate with other species by means of telepathic 
  
  72 
   
  spores. Another creature breathing these spores gains the 
  ability to mentally communicate with nearby myconidians 
  (a saving throw is permitted against the effect of the spores 
  unless the recipient deliberately inhales of the cloud). 
  Myconidians with 3 or more hit dice can employ such 
  spores. 
   
  Myconidians live in a naturally hierarchical society, in 
  family groups known as “bracelets.” The membership of a 
  brace of myconidian is 1d10+10; unless a bracelet has 
  recently suffered losses to its membership, groups smaller 
  than 11 myconidians will join with other depleted rings. 
  The bracelets are not family groups, but can be mistaken 
  for such due to the fact that they normally contain 
  myconidians of different sizes.  A bracelet usually 
  comprises 2 myconidians of each hit die size from 1-5, 
  with the additional ones being “filled out” from 1HD to 
  5HD in order. Thus, a bracelet of 16 myconidians would 
  include two of each hit die number (the first ten), plus one 
  1HD myknonid (number 11), one 2HD myconidian 
  (number 12), etcetera, with the 15th member of the 
  bracelet having 5HD and the 16th having 1HD (starting the 
  count over again after the 5HD member). A bracelet of 20 
  would have four myconidians of 1HD, four of 2HD, four 
  of 3HD, four of 4HD, and four of 5HD. 
   
  Each bracelet spends at least an hour of the day together in 
  a state of telepathic communion among the members. A 
  tribe of several myconidian bracelets is linked together by 
  the occasional trading of a member from one bracelet to 
  another. 
   
  Myconidian tribes are led by a chief, whose “Royal 
  Bracelet” will usually include one or two potion-brewers 
  and younger myconidians who are being trained for 
  leadership or alchemy by communion with the chief and 
  the tribe’s alchemists. 
   
  Myconidians do not use weapons, but they can strike with 
  their fibrous hands and are capable of exhaling a variety of 
  different spores. In addition to the telepathic spores 
  described above, myconidians can also breathe spores that 
  induce paralysis or hallucinations. Chief myconidians and 
  myconidian alchemists are able to release “zombie spores” 
  as well. 
   
  Myconidian spores are “spat,” exploding into a small puff 
  on contact, so a myconidian may target one opponent at a 
  time. A saving throw is required to avoid the effects (no 
  to-hit roll is needed).  
   
  Paralysis spores (usable by Myconidians with 4 or more 
  HD): If the target fails a saving throw, the spores induce 
  paralysis that lasts for 1d4+1 rounds. 
  Hallucination spores (usable by myconidians with 5 or 
  more HD): If the target fails a saving throw, roll 3d6 to 
  determine the result on the table below. 
  3-5 Drop held items and flee (1d6 rounds) 
  6-8  Stare at hallucinations for 1d6+3 rounds 
  9-12 Stare at hallucinations for 1d6+1 rounds 
  13-15 Dance and play with hallucinations for 1d6+1 
  rounds 
  16-18 Attack closest creature for 1d6+2 rounds 
   
  Zombie Spores: these spores cause a rapid fungus growth 
  throughout a dead body, causing it to rise as a zombie. It is 
  a plant creature rather than undead, but it follows the 
  mental commands of the Chief Myconidian that created it. 
  The fungus growth becomes strong enough to “raise” the 
  body within 1d4+1 rounds. 
   
  The height of a myconidian is determined by its hit dice: 
  myconidians are roughly two feet in height per hit die. 
   
  Root Worm 
  Hit Dice: 8 
  Armor Class: 4 [15] 
  Attack: Roots (1d6) or bite (1d8) 
  Saving Throw: 8 
  Special: Excavates people 
  Move: 6 
  Alignment: Neutrality 
  Challenge Level/XP:  9/1,100 
  Root worms are big plant-creatures roughly ten feet long 
  and five feet wide, which can be cultivated for the purpose 
  of digging. The front of the worm extrudes fast-growing 
  roots that worm their way into solid rock as tiny tendrils, 
  then expand rapidly to break the rock apart. The process is 
  not instantaneous, but it is about twice as fast as normal 
  mining. Once the rock has been broken apart, the worm 
  can retract and shrink its roots back down into tendrils 
  within one turn (10 rounds).  The worms subsist on rock, 
  but do not consume it nearly as fast as they can break it 
  apart if they are forced to continue mining and do not stop 
  when they have eaten their fill. 
  Root worms can attack in one of two ways, either biting 
  with their rock-chewing mouths or using their tendrils 
  against a living target. The root-tendrils have a relatively 
  short range (melee), but if they hit then the root worm can 
  do exactly what it does with rock; rip the target apart by 
  gouging into it and growing the tendrils into roots. The 
  initial damage inflicted by this root-attack is 1d6, but 
  damage is automatically inflicted in subsequent rounds, 
  with a cumulative +1 damage each round. A character who 
  has been pierced by the tendrils can escape with a 
  successful saving throw each round, but takes however 
  much damage would have been inflicted in that round from 
  tearing himself off the body-penetrating roots. 
   
   
   
  
  73 
   
  Shroom 
  Hit Dice: 6+1 
  Armor Class: 6 [13]  
  Attacks: 1 weapon (1d8) 
  Saving Throw: 11 
  Special: Spells, control plants, plant growth 
  Move: 9 
  Alignment: Chaotic 
  Challenge Level/XP: 8/800  
   
  Shrooms are evil geniuses, toadstool creatures with 
  considerable magical powers. They lurk in the deep places 
  of the earth and in dank forests, plotting ruin against 
  surface dwellers and scheming to gain power for 
  themselves by any means possible. They are highly adept 
  with magic that influences plants, and most of them are 
  knowledgeable in various forms of arcane study of other 
  kinds, such as alchemy. Many, too, will surround 
  themselves with strange minions that they have created, 
  grown, or bred. 
   
  Shrooms are highly individual, and the Referee should feel 
  free to invent all kinds of these sinister malefactors. Most 
  will have the spell-casting abilities of at least a fourth level 
  magic user, and all have strange powers to create and 
  shape the plants of their environments (growing and 
  controlling them). Although these powers take time to 
  employ and will not be relevant in combat, they can be 
  used to create a considerably hazardous lair. 
   
  The flesh of a Shroom is delectable, but deadly. Any 
  person eating Shroom-flesh must make a saving throw 
  versus poison or be affected as if by a feeblemind spell. 
  The condition may be reversed by a heal or restoration 
  spell. The effects of the toxin can actually turn out to be 
  beneficial in the long run; there is a 5% chance that a 
  feebleminded character who has been healed or restored 
  will permanently gain a point of intelligence from the 
  effects of the Shroom-flesh. 
   
  Spore-Demon of Khostia 
  Hit Dice: 6 
  Armor Class: 2 [17] 
  Attacks: 1 bite (2d6) 
  Saving Throw: 11 
  Special: 40% magic resistance, darkness, spore cloud 
  Move: 12 
  Alignment: Chaotic 
  Challenge Level/XP: 8/800 
   
  The City of Khostia is a phantom of history. There is no 
  record of its location, and no record to indicate even when 
  it existed. Certainly, as far as anyone knows, the city is no 
  more. References to it are dark-natured and full of 
  mystery. All that is truly known of Khostia is the 
  disturbing legacy of the Decanters of Khostia. These 
  magical items have several forms: earthenware bowls, 
  ornate pitchers, painted amphorae. What is common to all 
  of them is the Spore-Demons they contain. 
   
  The Spore-Demons of Khostia are hulking masses of fiber 
  and fungus, roughly man-shaped but with spreading bat-
  wings. They can cause darkness in a 15ft radius, and have 
  a magic resistance of 40%. Their most dreaded attack, 
  though, is the cloud of spores and stench that surrounds 
  them. Anyone within 20ft of a Spore-Demon must make a 
  saving throw each round or lose 1d3 hit points from the 
  damage these spores cause to the lungs and skin. In lieu of 
  biting an opponent, a Spore-Demon can gather up its entire 
  horrid cloud of spores and hurl it to a distance of 100ft. 
  When the thrown mass of spores makes impact, it explodes 
  once again into a cloud, causing 3d6 points of damage in a 
  20ft radius (save for half damage). 
   
  Sporeslave 
  Hit Dice: 3 
  Armor Class: by armor worn, usually 6[13] 
  Attacks: by weapon, usually 1d6 
  Saving Throw: 14 
  Special: Immune to non-plant charm 
  Move: 9 
  Alignment: Chaotic 
  Challenge Level/XP: 3/60 
   
  Sporeslaves are humans that have been infected with a 
  mind-controlling fungus growth, which maintains a 
  tenuous mental connection with the Demonspore. Indeed, 
  these creatures represent a horrific foreshadowing of the 
  Demonspore’s eventual plans for the surface world. A 
  sporeslave retains its human appearance, but its arms and 
  head are covered with a scaly fungus growth with a 
  scattering of small, mushroom-like buds. As a result, the 
  head looks slightly as if the human were wearing a close-
  fitting hood. The eyes peering out from this fungus-hood 
  are a bright, reflective green color that is quite inhuman. 
   
  Sporeslaves behave as humans in virtually every respect, 
  retaining their original memories and skills to a certain 
  degree, and are quite capable of independent thought and 
  actions. However, their motivation for action is entirely 
  dedicated to protecting and serving the Demonspore. 
   
  Most sporeslaves are 3HD monsters, representing the 
  Demonspore’s ability to improve the power and skills of a 
  normal human by influencing the fungus infection. In the 
  
  74 
   
  case of a more powerful or skilled human (such as a 
  magic-user or a character of higher than third level), the 
  sporeslave will retain some of these abilities, but the 
  infection erodes them somewhat from the original level. 
  Clerics infected by the Demonseed will no longer have 
  access to clerical magic, but magic-users retain the ability 
  to cast some spells. 
   
  Squalgemorph 
  Hit Dice: 3+3 
  Armor Class: 7 [12] 
  Attacks: 2 tentacles (1d4) and bite (1d8) 
  Saving Throw: 14 
  Special: Random alchemical changes 
  Move: 9 
  Alignment: Neutrality 
  Challenge Level/XP: 5/240 
   
  Animals that drink alchemically-tainted water may 
  sometimes change form, having effectively consumed all 
  kinds of mixed potions over time. One possible 
  development is the creation of a 
  squalgemorph. 
  Squalgemorphs are big, rubbery sacks of plasm and 
  internal organs, with two tentacles, several eyes, and a 
  large, stretchy mouth. When they have not recently fed, 
  they have about the same volume as a warhorse. 
   
  Squalgemorphs periodically show the effects of all the 
  various alchemical substances that pulse through their 
  internal liquids and plasms. Each combat round, one of the 
  following things will randomly happen to a squalgemorph: 
  1) It turns invisible for one round 
  2) It heals 1d6 hit points 
  3) It moves at twice normal speed for one round 
  4) It changes color, with no other effect 
  5) It moves at half normal speed for one round (and 
  is too slow to make an attack) 
  6) It belches out a miasmic vapor, causing anyone in 
  melee combat with it to make a saving throw at 
  +2 or be slowed for 1d3 rounds. 
   
  If a squalgemorph hits with both of its tentacles, it will lift 
  the opponent up and gobble him down into its stretchable 
  mouth. The victim will begin dissolving into the 
  squalgemorph’s plasm. During this time the victim cannot 
  attack, and suffers 1 hit point of damage per round with a 
  successful saving throw, 2 hit points if the saving throw 
  fails. However, if the squalgemorph heals itself, the 
  captured character will also gain the benefit of the healing. 
  As a result, it can take a very long time before the 
  squalgemorph actually finishes digesting someone since 
  the swallowed person will likely be healing almost as fast 
  as the digestion is proceeding. A squalgemorph can only 
  digest one person at a time; they are stretchable, but not 
  enough to hold two struggling meals at one time. 
   
  Toad-Hydra 
  Hit Dice: 6 
  Armor Class: 7[12] 
  Attacks: 4-6 bites (1d6+3) and/or tongues (grab) 
  Saving Throw: 11 
  Special: Regeneration 2hp/round 
  Move: 6 (Swim 12) 
  Alignment: Neutrality 
  Challenge Level/XP: 8/800 + 1,300 per head over 4. 
   
  Toad-Hydrae resemble giant toads with multiple heads 
  (usually 4-6), although the body is somewhat longer than 
  that of a toad, and the mouths of a toad-hydra are filled 
  with nasty, sharp teeth. These creatures have one attack per 
  head. Each head can attack either by biting or by flicking 
  out its long tongue in attempt to grab (and later swallow) 
  prey.  A toad-hydra will not usually attack with more than 
  two of its tongues; if attacking with three tongues, all of 
  the tongue attacks are made at -1, if with four tongues, all 
  the attacks are at -2, etc. If, however, the toad-hydra hits 
  with one of its tongues, the victim is immobilized and the 
  hydra may begin trying to gulp it down in the next round. 
  Gulping attempts are treated as attacks, but rather than 
  dealing damage in hit points, success means the victim is 
  swallowed whole and will die in 1d4+3 rounds. 
  Immobilized opponents can attempt to break free 
  (successful saving throw at -5). 
   
  Toad-Men 
  Hit Dice: 2+1 
  Armor Class: 6[13] 
  Attacks: 1 weapon (1d8) 
  Saving Throw: 16 
  Special: None 
  Move: 9 (Swim 12) 
  Alignment: Chaotic (usually) 
  Challenge Level/XP: 2/30 
   
  Toad-men resemble bipedal toads, with warty skin and 
  webbed feet. However, they have blunt horned ridges at 
  the top of the head, and tusk-like teeth jutting upward from 
  the lower jaw. The creatures stand almost seven feet tall, 
  and they are bulkier than humans. The civilization of toad-
  
  75 
   
  men can range from that of brutish cavemen all the way to 
  highly cultivated societies with refined arts (the latter are 
  more likely to be of Neutral or Lawful alignment, although 
  this is not always the case). 
   
  In some cases, Toad-Men will be found as the ruling class 
  or as war leaders for tribes of thugtoads. These Batrachian 
  species do not appear to be related unless the connection 
  lies at some point in the very distant past, but each of the 
  two races can roughly understand the speech of the other. 
   
  For the most part, toad-men are a subterranean species, 
  especially the more brutish varieties, but they incur no 
  penalties for fighting in sunlight. They are hermaphrodites. 
   
  Vegepygmy 
  Hit Dice: 1 
  Armor Class: 3 [16] 
  Attack: 1 strike (1d4) or weapon (1d6) 
  Saving Throw: 17 
  Special: Immunity to electricity, resistance to piercing 
  weapons (50%) 
  Move: 12 
  Alignment: Neutrality 
  Challenge Level/XP: 2/30 
   
  A vegepygmy resembles a humanoid with green vegetable-
  like skin and razor-sharp claws. Its head sports two large 
  yellow eyes, a wide mouth, inset nose, and a topknot of 
  dark brown leaves. Leafy tendrils protrude from its 
  shoulders, midsection, arms, and legs. When a living 
  creature is slain by russet mold (see that entry), it rises as a 
  1 HD vegepygmy. Vegepygmies are plants possessed of a 
  primitive intelligence. They make their home deep in the 
  forests or underground away from most settled areas. They 
  are hunters and scavengers, and carnivorous, preying on 
  living creatures weaker than themselves. A 1 HD 
  vegepygmy stands 2 feet tall, gaining 6” to its height with 
  each additional HD. The largest vegepygmies, called 
  chiefs, have 6 HD and stand 4-1/2 feet tall. Though they do 
  not seem to have ears, it is well known that vegepygmies 
  can hear. 
   
  Vegepygmies do not speak, but communicate with others 
  of their kind by thumping their chest or rapping their 
  spears on rocks, earth, or some other solid surface. It is not 
  known if or how they communicate with other creatures. 
  The chiefs are the only vegepygmies with a spore attack. A 
  chief vegepygmy can release a cloud of spores in a 40-foot 
  spread. A living creature caught within the cloud must 
  succeed on a saving throw or be paralyzed for 2d6 rounds. 
  After the paralysis wears off, the character must succeed 
  on another saving throw or take 3d6 points of constitution 
  damage. At constitution 0 a creature dies, and rises as a 4 
  HD vegepygmy in one day. If a cure disease spell is cast 
  on a paralyzed victim before the paralysis wears off, he 
  does not have to attempt the second saving throw and takes 
  no constitution damage. Vegepygmies often share their 
  lairs with shriekers and russet molds. 
   
  The Weird of the Throne 
  Hit Dice: 5 
  Armor Class: 7 [12] 
  Attacks: 1 bite (1d8) 
  Saving Throw: 12 
  Special: Sleep spores, Re-forms, vulnerable to fire 
  Move: 0 
  Alignment: Chaotic 
  Challenge Level/XP: 8/800 
   
  The Weird of the Throne is at this time the strongest 
  material shape in which the god-spirit in the Throne of the 
  Toad King can take form. The weird resembles a serpent 
  ten feet long, made of fungus and dripping with disgusting 
  liquids. It cannot break contact with the rest of the throne, 
  but it can lengthen itself up to 50ft. If it does so, however, 
  it attacks as a weaker monster, losing one hit die (for 
  purposes of to-hit rolls only) for each ten feet it lengthens 
  itself. Thus, at a length of 20ft it attacks as a 4HD monster, 
  at 30ft it attacks as a 3HD monster, at 40ft a 2HD monster, 
  and at 50ft as a 1HD monster. Damage inflicted, and the 
  weird’s total hit points, remain unchanged. 
   
  The weird is invisible until it forms, as it does not 
  materially exist until that time; it takes shape from the 
  throne’s substance and has none of its own. 
   
  Each melee round, the weird has a 1 in 4 chance to be able 
  to breathe out a cloud of spores in a cone shape 50ft long 
  and 30ft wide at its farthest extent.  The spores cause 
  sleep; unlike a sleep spell, the spores can affect creatures 
  of more than 4HD, although a saving throw is permitted to 
  any creature with more than 1HD. 
   
  The greatest danger posed by the weird of the throne is that 
  it cannot be truly killed by anything other than fire. When 
  it is reduced to 0hp its material substance withers and dies, 
  but the spirit itself is still alive within the throne and can 
  re-form a new material body within 4 rounds, at full hit 
  points minus any hit points that were inflicted by fire. 
  Damage inflicted by fire is permanent damage (or, at least, 
  damage that will take days for the weird to heal).  
   
  Even if the weird itself is killed by fire, the throne itself 
  will survive unless it, too, is burned. Within a month, the 
  throne would be able to manifest its weird again. If the 
  throne is burned, the life of the growing demon-god inside 
  it will be irrevocably snuffed out. To kill the actual throne, 
  100 points of fire damage would need to be inflicted 
  against it; this is unlikely to happen during combat, but 
  would be quite easy to accomplish, even with normal 
  torches, if the party has defeated all opposition and has 
  time to do a thorough job. 
  
  76 
   
   
   
   
   
   
  MAPS 
  Throne of the Toad King 
   
  10ft Squares 
  North at Top of Page 
   
   
  
  77 
   
  Halls of the Toad-King 
   
   
  
  78 
   
   
  MAPS 
  Stone Cyst of the Shroom Priests 
   
  10ft Squares 
  North at Top of Page 
   
   
  
  79 
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
  Cyst of the Shroom Priests 
   
   
  
  80 
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
  Cyst of the Shroom Priests 
  
  81 
   
   
   
   
   
   
   
   
   
   
   
   
   
   
  Cyst of the Shroom Priests 
  
  82 
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
  
  83 
   
   
   
  Here Ends the Double Adventure 
  of 
  Throne of the Toad King and  
  Stone Cyst of the Shroom Priests 
   
  With special thanks to: 
   
  Jason Sholtis for his tremendous artistic talent, which brings the module to life 
  in a way that text alone cannot manage. 
   
  Madison, Tessa, Thomas, and Atticus for their patience during the long process 
  of writing, playtesting, and laying out the module. 
   
  Russell Cone, for establishing during playtesting that a single character’s 
  actions can spectacularly eliminate an entire adventuring party in this module. 
   
  Jason Cone for not strangling Russell afterwards. 
   
  Gary Gygax and Dave Arneson 
   
  All the players and fans of Swords & Wizardry, without whom this module 
  would likely never have been written. 
   
   
   
  
  84 
   
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  15. COPYRIGHT NOTICE  
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  System Reference Document Copyright 2000-2003, Wizards of the Coast, Inc.; Authors 
  Jonathan Tweet, Monte Cook, Skip Williams, Rich Baker, Andy Collins, David Noonan, 
  Rich Redman, Bruce R. Cordell, John D. Rateliff, Thomas Reid, James Wyatt, based on 
  original material by E. Gary Gygax and Dave Arneson. 
  Pod-Caverns of the Sinister Shroom, copyright 2006, Expeditious Retreat Press, Author 
  Matthew Finch 
  Swords & Wizardry Core Rules, Copyright 2008, Matthew J. Finch 
  Land Lamprey from the Tome of Horrors Complete, Copyright 2011, Necromancer 
  Games, Inc., published and distributed by Frog God Games; Author Scott Greene, based on 
  original material by Gary Gygax. 
  Vegepygmy from the Tome of Horrors Complete, Copyright 2011, Necromancer Games, 
  Inc., published and distributed by Frog God Games; Author Scott Greene, based on original 
  material by Gary Gygax. 
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  85 
   
   
  
SOURCE: textdata/thevault/Swords & Wizardry (osr) [multi]/SnW 1e & 2e/Adventures & Settings/SnW - Demonspore The Secret of the Shrooms.pdf