Quest for the Silver Sword
By William W. Connors

Product Number: 9342
Year Published:  1992

Converted from D&D to 3rd Edition D&D 
by S.H. Jones <sholdenj@uwo.ca>

14 April, 2001

Summary of Conversion: This adventure has been re-scaled to 3E for four characters of 3rd level.  I have made Keshute the wererat into an adept to justify the many magical effects he has instituted in Barrik’s Keep, and have added some history to the story of Barrik himself (partly to explain why no one before Keshute has entered and cleared out the keep in the years since Barrik’s death). Other incidental details or explanations appear throughout.

The Adventure

Getting the PCs to Torlynn
	I haven’t changed the adventure hook (“The Dragon’s Den” Inn), but assume that most DMs will use their own means of incorporating this adventure into their own campaigns, in any case, and will find some appropriate way to get the PCs to the village (hamlet) of Torlynn. 

The Village of Torlynn
Torlynn (hamlet): Conventional; AL NG; 80-gp limit; Assets 1,536 gp; Population 384* (currently 314); Isolated (human 95%, halfling 3%, other races 2%).
Authority Figures: Gustovan, male human Ari2 (Burgomaster); Father Deitrick, male human Clr3 (Pelor).  
Important Characters: Afhrd Hendrikson, male human War4 (sheriff); Mala Findlater, female human Rog4 (merchant and swindler); Karim of Ket, male human Wiz1 (alchemist and apothecary); Erik of Torlynn, male human Ari1 (Gustovan’s page).
Others: Clr1 (x3); Ftr3; Ftr1 (x2); Rog2 (x2); Rog1 (x3); Com5; Com3 (x3); Com2 (x3); Com1 (x279); Exp4; Exp3; Exp2 (x2); Exp1 (x7); War2 (x2); War1 (x19).
Notes: The numbers above are Torlynn’s normal population; currently, however, most of the professionals (i.e., experts) and several dozen other villagers have left due to the curse (the DM should decide what services might be unavailable to PCs  or what positions may be open to those with appropriate Craft/Profession skills  as a result). 

Information from Gustovan: The Burgomaster can tell the story of Barrik’s Keep for the PCs (paraphrase the story below), in addition to speaking what is in the boxed text in the module. He can also recall that Alicja, Barrik’s senior apprentice, seemed tense and agitated the night she left years ago (see below), and that there were hints from her of Barrik’s mental instability. 

* Note: For my own game, to explain the fact that nobody besides Keshute has gone into Barrik’s Keep in the years since the wizard’s death, I have made up the following two bits of background information that do not appear in the module. The rest of Keshute’s story (found on page 13 in the module, where the PCs encounter him) can be used as printed, with this “Story of Keshute” being additional flavour/background. Feel free to alter or ignore all of this in running the module, of course.

The Story of Barrik’s Keep
	Thirty-five years ago, a wizard called Barrik built a keep near the village of Torlynn (the construction took only a couple of months, aided by the wizard’s magic). After several years, during which time he established a local reputation as a good and law-abiding man, Barrik, now commonly known as the Wizard of Newcastle, took on several apprentices from nearby villages and settlements. A number of apprentices came and went over the years. Though the wizard rarely visited Torlynn himself, his apprentices came to town regularly for supplies or, in at least two instances, to visit their families and friends. 
	But as the years progressed, rumours of Barrik’s increasingly strange behaviour gradually drifted to the nearby villagers; eventually, fourteen years after his arrival in the area (21 years ago now), Barrik’s first and most loyal apprentice Alicja, who was now a respected wizard in her own right, appeared in the village to say that she was leaving her master. She departed immediately with little explanation, never to be seen by the villagers again, and all contact with Barrik and his four remaining apprentices ceased that day. Though a few villagers ventured to the keep over the next year, they were never answered when they hailed the keep’s inhabitants, and the traffic soon stopped entirely. Woven into the fabric of the keep were warding spells designed to keep out unsolicited guests, and so since that time no one, until recently, has entered Barrik’s Keep. 

The Story of Keshute
	Just over two years ago, a human adept called Keshute heard the story of Barrik. Keshute had been cursed with lycanthropy years before: his first transformation into a great, dark rat had likewise changed his mind into the twisted, blackened thing it now is. So, cruel and cunning, consumed with an insatiable thirst for power (with which he can inflict greater suffering on his enemies), he began to dream of the tomes and magical objects that surely must lie inside Barrik’s keep. He tracked down a former apprentice of Barrik, seeking a way to enter the keep. The apprentice died without giving Keshute the secret password (thanks to a geas cast by Barrik on all of his apprentices…), but the wererat managed to defeat Barrik’s wards anyway. He acquired a rod of negation and, in a ritual using the rod as its focus, managed somehow to break Barrik’s spell. The rod was destroyed, but had served its purpose, for Keshute was inside the keep and would surely, he knew, find greater things.

Barrik’s Keep

1.	Cloak Room (EL 1)
A character may make a Spot check (DC 31) to notice the dire rat(s) hiding in the refuse before disturbing the piles.
Dire rats (4): CR 1/3; SZ Small animal; HD 1d8+1; hp 5; Init +3; Spd 40 ft, climb 20 ft; AC 15 (+1 size, +3 Dex, +1 natural); Atk: bite +2 melee (1d4); SA disease; SQ low-light vision, scent; AL N; SV Fort +3, Ref +5, Will +3; Str 10, Dex 17, Con 12, Int 1, Wis 12, Chr 4. 
Skills: Climb +11, Hide +11, Spot +6. Feats: Weapon Finesse (bite). 
	Disease (Ex): Those bitten must save (Fort DC 11), or contract disease with an incubation time of 1d3 days (1 Con/1 Dex and 1 Con). 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
Treasure: A character who makes a successful Search check (DC 20) in each of the four piles of debris will find 2d10 sp scattered loosely among the rubbish.

2.	Sitting Room (EL 2)
	If the skull is damaged or destroyed, everyone in the room is affected as if by a fire trap spell: 1d4+10 points of fire damage (Reflex save (DC 13) halves).
	If the candle in the skull is lit, the spirit of Barrik is attracted. The skull can no longer be harmed or destroyed, and the candle cannot be extinguished. Every other non-magical light source in the room is extinguished, and magical light sources must resist a 15th-level dispel effect or go out as well. 
	When the flame gouts out of the eye-sockets (see module p.6), the spirit chooses any wizard (not a sorcerer) in the party. Regardless of alignment, he calls the wizard “evil”  which should raise some eyebrows among fellow PCs…  If there is more than one wizard present, the spirit chooses a human wizard over one of any other race; otherwise, it chooses the one with the highest Intelligence; if these are tied, he chooses the one with the highest Charisma. The chosen wizard receives a permanent +1 to Intelligence and 500 xp, and is fully healed. After this, or if no wizard is present, the skull explodes as if damaged (see above).
* Optional note: In my game I added one extra effect here: the wizard who gains the point of Intelligence and the xp has been imbued with a piece of Barrik’s life-essence, and thus will not be attacked by the “armour golem” in Room #2 if it animates, nor by the undead in Room #8, who somehow recognize their master (but the character gains no other power over them).

3.	Study (EL 3)
* I started with the Medium-size animated object stats for what was the “armour golem” in the module, but have made it as tough as a Large animated object to raise the challenge level of the encounter (this due to the power of Barrik’s magic and the fact that he used enchanted armour in its construction).
	A successful Search check (DC 10) will determine that the stains on the rug are from blood. A successful Search check (DC 20) on the pieces of (leather) armour will determine that they were worn by furred humanoids who were hewn by a battleaxe. 
	The armour will animate and attack under three conditions: (i) if any character or creature enters the room who is not good-aligned; (ii) if any creature damages or attempts to damage or take apart the armour itself; or (iii) if any creature damages or attempts to damage the spellbook on the desk.
Animated armour: CR 3; SZ Medium-size construct; HD 4d10; hp 22; Init +0; Spd 40 ft; AC 15 (+4 natural, +1 enchantment); Atk battleaxe +5 melee (1d8+3); SQ hardness; AL N; SV Fort +1, Ref +1, Will -4; Str 16, Dex 10, Con , Int , Wis 1, Chr 1. 
	Hardness (Ex): Being constructed of plate armour, the construct has Hardness 10. 
	Construct: Immune to mind-influencing effects, poison, sleep, paralysis, stunning, disease, death effects, and necromantic effects, as well as any other attack that would require a Fortitude save.  Not subject to critical hits, subdual damage, ability damage, ability drain, or energy drain, nor is it at risk of death from massive damage.
	If repaired (at a cost of 500 gp and requiring two weeks’ labour from a skilled armoursmith), the suit of armour will perform as a suit of +1 full plate armour for any human character. 
	A successful Search check (DC 20, reduced to 5 if one specifically looks under the rug) is required to find the locked trapdoor (Open Locks DC 25), which opens onto the treasure. 
Treasure: 3 potions of cure light wounds, a bag containing 1000 sp, and a platinum necklace (250 gp value).

4.	Library
Any character who searches the bookshelves and makes a successful Search check (DC 20) finds the booksafe (a strongbox shaped like a book) concealed among the other books. It is difficult to open (Open Locks DC 30), and has Hardness 5 and 1 hp and is easily broken with a heavy blow (Break DC 12). If the box is broken, the crystal key inside is likely destroyed as well: if the character breaking the box does exactly 6 hp to the box (just enough to smash it), the key survives; any more damage destroys it. Likewise, a Break check of exactly 12 breaks the box without damaging the key, while a 13 or higher will destroy it. 

5.	Dining Room
Anyone ringing the bell or otherwise causing a great deal of noise will attract 1d4 ratlings (new monster, see Appendix 1). Note also that anyone ringing the bell throughout the rest of the adventure may draw similar attention. 
Ratlings (1d4): CR ½; SZ Medium-size humanoid; HD 1d8+1; hp 5; Init +2 (Dex); Spd 30 ft; AC 14 (+2 Dex, +2 leather); Atk shortsword +2 melee (1d6); SQ darkvision 60 ft, scent; AL NE; SV Fort +1, Ref +4, Will +1; Str 10, Dex 15, Con 12, Int 8, Wis 12, Chr 7. 
Skills: Hide +8, Listen +1, Move Silently +6, Search +2, Spot +1. Feats: Weapon Finesse (shortsword). 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
Treasure: The worn silver dinnerware weighs 25 lbs, but is worth 1,150 gp in total. The silver bell is a dinner bell of conjuring (new item, see Appendix 2). Each ratling carries 2d6 sp. 

6.	Tower (EL 2)
	The white widow is a new monster (see Appendix 1). PCs should make a save immediately against its websong, whether or not the spider attacks immediately (it may wait in hiding for someone to enter…). 
Monstrous spider, white widow: CR 2; SZ Medium-size vermin; HD 3d8+3; hp 18; Init +3; Spd 40 ft, climb 20 ft; AC 14 (+3 Dex, +1 natural); Atk bite +5 melee (1d6+1 and poison); SA poison, websong; SQ vermin; AL N; SV Fort +4, Ref +3, Will +1; Str 12, Dex 17, Con 12, Int , Wis 12, Chr 2. 
Skills: Climb +12, Hide +10*, Jump +6, Move Silently +0*, Spot +15. Feats: Weapon Finesse (bite). 
	Poison (Ex): Bite injects cryo-toxin: Fort save (DC 14); initial damage, 1d6 Dex / secondary damage, 1d6 Dex and incapacitated (frozen  see monster description).
	Websong (Su): All within 60 feet of the web when the websong occurs must make a Will save (DC 12) or become lethargic (treat as “fatigued” [no run or charge, effective –2 penalty to Str and Dex], but this only lasts as long as the websong is heard). This is a sonic, mind-affecting charm. 
	Vermin: Immune to mind-influencing effects; all vermin have blindsight. 
	Skills: A white widow receives a +4 racial bonus to Hide checks, a +6 racial bonus to Jump checks, and a +8 racial bonus to Spot checks. *A white widow receives a +8 competence bonus to Hide and Move Silently checks when within its webs, and, due to its coloration, a +8 racial bonus to Hide checks in areas of snow and ice.
	Searching the chamber for the treasure will take approximately one hour for a single individual, and a Search check (DC 15) is required to do so successfully. The amount of the treasure found is directly proportional to the relative amount of time spent searching. Note that each character beyond the first who makes a cooperative Search check (DC 10) will add a +2 bonus to the Search check of the “primary” searcher (see PH 62, “Combining Skill Attempts”), and will reduce the total required search time by 10 minutes. 
	For every 10 minutes spent searching, there is a 1 in 6 chance that 1d4 ratlings will hear something and come to investigate (use stats from Room #5). 
	Treasure: There are 136 gold pieces scattered throughout the chamber.  

7.	Kitchen (EL 2)
The two ratlings here, cleavers in hand, have the following statistics:
Ratlings, War2 (2): CR 1; SZ Medium-size humanoid; HD 2d8+2; hp 11; Init +2 (Dex); Spd 30 ft; AC 14 (+2 Dex, +2 leather); Atk cleaver +2 melee (1d4); SQ darkvision 60 ft, scent; AL NE; SV Fort +4, Ref +3, Will +1; Str 10, Dex 15, Con 12, Int 8, Wis 12, Chr 7. 
Skills: Hide +8, Jump +6, Listen +4, Move Silently +6, Search +2, Spot +4. Feats: Alertness. 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
Treasure: Each ratling carries 2d6 gp.

8.	Tomb (EL 4)
	This should be a tough encounter, but note that the undead will not leave this chamber to chase fleeing PCs. If the PCs do flee the room, the undead will return to their coffins (though the ghoul, if left standing, may drag any fallen PCs who are left behind into his coffin for a snack…).
Zombies (3): CR ½; SZ Medium-size undead; HD 2d12; hp 16; Init +0; Spd 30 ft; AC 11 (-1 Dex, +2 natural); Atk slam +2 melee (1d6+1); SQ undead, partial actions only; AL N; SV Fort +0, Ref -1, Will +3; Str 13, Dex 8, Con , Int , Wis 10, Chr 1. 
Feats: Toughness. 
Ghoul: CR 3; SZ Medium-size undead; HD 2d12; hp 17; Init +2; Spd 30 ft; AC 14 (+2 Dex, +2 natural); Atk: 2 claws +0 (1d3 and paralysis) and bite +3 melee (1d6+1 and paralysis); SA paralysis, create spawn; SQ darkvision 60 ft, undead; AL CE; SV Fort +0, Ref +2, Will +5; Str 13, Dex 15, Con –, Int 13, Wis 14, Chr 16. 
Skills: Climb +6, Escape Artist +7, Hide +7, Intuit Direction +3, Jump +6, Listen +7, Move Silently +7, Search +6, Spot +7. Feats: Multiattack, Weapon Finesse (bite). 
	Paralysis (Su): Fort save (DC 14) or be paralyzed for 1d6+4 minutes. Elves are immune to ghoul paralysis.
	Create spawn (Su): Humanoids killed and left undevoured by ghouls become ghouls under the command of their creator after 1d4 days. A protection from evil cast on the body during this period will prevent the spawn effect.  
	Undead: Immune to mind-influencing spells, poison, sleep, paralysis, stunning, disease, and any effect requiring a Fort save.  Not subject to critical hits, subdual damage, ability damage, energy drain, or death from massive damage.
	A successful Search check (DC 20) in each coffin will uncover the secret compartments. Each is trapped but contains valuable treasures, as follows:
	The first coffin opened (regardless of position on the map), is trapped with a very potent necromantic gas: 
Necromantic gas trap: CR 3; no attack roll or damage (see below); Search DC 21; Disable Device DC 25. Note: This terrifying trap does no harm to the PCs directly, but releases a 20 ft by 20 ft cloud of dull greenish-grey gas enchanted with a powerful animate dead effect. Any dead bodies lying within the cloud are animated as zombies (use the stats above), which then immediately attack any living creatures. The gas dissipates quickly, and will only operate once, in the round it is first released. 
Treasure: In this coffin is a randomly generated magical item, or one of the DM’s choosing. (As a default, if you don’t have the time or inclination to roll or choose one, it is a +2 headband of intellect.)
	The second coffin opened is trapped with a poisoned needle: 
Poison needle trap: CR 2; +8 melee (1, and poison  Fort DC 14, 1d6 Str / unconsciousness; Search DC 22; Disable Device DC 20. 
Treasure: In this coffin is a pouch holding 100 sp and a fancy silver dagger (50 gp). 
	The third coffin opened has a weak fireball trap: 
Fireball trap: CR 2; as fireball (3d6); Reflex save (DC 13) halves; Search DC 20; Disable Device DC 25. Note: If the trap goes off, the treasure in this coffin is destroyed; if it is disabled, the treasure is intact. 
Treasure: In this coffin, assuming the fireball trap is disarmed, is a scroll with three cure light wounds spells on it (each cast at 3rd level).
	The fourth coffin opened (regardless of position on the map), is ingeniously trapped to spray green slime onto the unwary: 
Green slime trap: CR 4; no attack roll required; Reflex save (DC 16) avoids; Search DC 21; Disable Device DC 20. Note: A successful Reflex save means that the character has dodged the green slime, but also that any character standing behind the first must then make a Reflex save (DC 20) to avoid the slime. 
Green Slime: CR 4; 1d6 points of temporary Con damage per round of contact; can be scraped off in first round, but must be frozen, burned, or cut away afterwards (doing damage to victim as well); 2d6 points of damage to wood or metal per round (ignores Hardness of metal); cold, heat, sunlight, or cure disease kills instantly. See DMG 117.
Treasure: In this coffin’s compartment are a +1 small steel shield and a +1 rapier. 

9.	Antechamber
Empty.

10.	Larder (EL 2)
Anyone attempting to search this chamber is attacked by giant centipedes.
Monstrous centipedes (6): CR ¼; SZ Small vermin; HD ½d8; hp 2; Init +2; Spd 30 ft; AC 14 (+1 size, +2 Dex, +1 natural); Atk bite +3 melee (1d4-3 and poison); SA poison; SQ vermin; AL N; SV Fort +2, Ref +2, Will +0; Str 5, Dex 15, Con 10, Int –, Wis 10, Cha 2. 
Skills: Climb +5, Hide +13, Spot +7. Feats: Weapon Finesse (bite).
Poison (Ex): Fort DC 11; 1d2 Dex / 1d2 Dex.
Vermin: Immune to mind-influencing effects; all vermin have blindsight. 
Skills: Monstrous centipedes receive a +4 racial bonus to Climb, Hide, and Spot checks.
If the PCs search the larder after the centipedes are dispatched, they can find 7 days’ rations that is still edible. Purify food and drink allows the PCs to reclaim up to an additional 14 days’ rations from the remainder of the spoiled food. 

11.	Wine Cellar
The PCs may rest here without threat for up to four hours, after that time, roll 1d6 every hour. On a 1, a gang of ratlings discovers the PCs (or perhaps the party is ratted out…).
Ratlings (1d4+1): CR ½; SZ Medium-size humanoid; HD 1d8+1; hp 5; Init +2 (Dex); Spd 30 ft; AC 14 (+2 Dex, +2 leather); Atk shortsword +2 melee (1d6); SQ darkvision 60 ft, scent; AL NE; SV Fort +1, Ref +4, Will +1; Str 10, Dex 15, Con 12, Int 8, Wis 12, Chr 7. 
Skills: Hide +8, Listen +1, Move Silently +6, Search +2, Spot +1. Feats: Weapon Finesse (shortsword). 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).

12.	Ballroom (EL 3)
* I have altered the boxed description of this room because of the presence of the gelatinous cube, which would keep the chamber very clean.
This great room, once likely an elegant ballroom, is now bare. Two exquisite chandeliers still hang from the ceiling, but they are the only trace of the chamber’s former use. Nothing of a dining hall remains, no chairs, no table, no hangings  all has been stripped clean, though there are a few smallish piles of debris and refuse here and there throughout the room. Despite the chill, rats and other tiny vermin scurry and scuttle about, and a few bloated insects buzz slowly to and fro. 
The debris is what has been left behind  literally  by the gelatinous cube. Scattered among these piles are various and sundry types of bones, as well as a few coins and perhaps even some magical items or other items of value picked up in the cube’s travels (see Treasure). 
	Be sure to have the party roll to spot the gelatinous cube if or when they enter and, if they have insufficient light, be sure to give them appropriate penalties (see DMG 60, “Spotting Difficulty”).
Gelatinous cube: CR 3; SZ Huge ooze; HD 4d10+36; hp 50; Init –5 (Dex); Spd 15 ft; AC 3 (-2 size, -5 Dex); Atk slam +1 melee (1d6+4 and 1d6 acid); Face 10 ft by 10 ft; Reach 10 ft; SA engulf, paralysis, acid; SQ blindsight, transparency, electricity immunity, ooze; AL N; SV Fort +5, Ref -4, Will -4; Str 10, Dex 1, Con 19, Int , Wis 1, Chr 1. 
	Engulf (Ex): Although it moves slowly, a gelatinous cube can mow down Large or smaller opponents as a standard action. It cannot make a slam attack in a round when it engulfs. The gelatinous cube merely has to move over the spaces occupied by opponents, affecting as many as its movement allows it to cover. Opponents can make attacks of opportunity against the cube, but if they do so they are not entitled to a saving throw. Those who do not make AoO’s must succeed at a Reflex save (DC 13) to avoid being engulfed; on a success, they are pushed back or aside (player’s choice) as the cube moves forward. Engulfed creatures are subject to the cube’s paralysis and acid, and are considered to be grappled and trapped within its body.
	Paralysis (Ex): Gelatinous cubes secrete an anaesthetizing slime. A target hit by its slam or engulf attack must succeed at a Fort save (DC 16) or be paralyzed for 3d6 rounds. The cube can automatically engulf a paralyzed creature. 
	Acid (Ex): A gelatinous cube’s acid does not harm metal or stone.
	Transparent (Ex): Gelatinous cubes are hard to see, even under ideal conditions, and it takes a successful Spot check (DC 15) to notice one. Creatures who fail to see a cube and walk into it are automatically engulfed.
Ooze: Immune to mind-influencing effects (charms, compulsions, phantasms, patterns, and morale effects), poison, sleep, stunning, and polymorphing; not subject to critical hits or flanking. 
	For each minute spent searching the inside of the cube or the debris in the room, a character may make a Search check; the Search may uncover some item of value or interest, as follows (by Search DC):
Search Roll	Result
       31+	The character finds a minor magical item (roll or DM’s choice). This result may 
occur only once per character; treat further rolls of 31+ as a result of 26-30 instead.
26-30	The character finds an art object or valuable item of some kind (1d10x10 gp).
    21-25	The character finds a handful of coins (1d10-1 gp, 2d8 sp).
16-20	The character finds a random object: roll on Table 46: Dungeon DressingMinor Features and Furnishings (DMG 113).
11-15	The character disturbs and is attacked by 1d4 dire rats.
Dire rats (1d4): CR 1/3; SZ Small animal; HD 1d8+1; hp 5; Init +3; Spd 40 ft, climb 20 ft; AC 15 (+1 size, +3 Dex, +1 natural); Atk: bite +2 melee (1d4); SA disease; SQ low-light vision, scent; AL N; SV Fort +3, Ref +5, Will +3; Str 10, Dex 17, Con 12, Int 1, Wis 12, Chr 4. 
Skills: Climb +11, Hide +11, Spot +6. Feats: Weapon Finesse (bite). 
	Disease (Ex): Those bitten must save (Fort DC 11), or contract disease with an incubation time of 1d3 days (1 Con/1 Dex and 1 Con). 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
     1-10	The character encounters nothing except perhaps some rats or other vermin.

13.	Barrik’s Chambers (EL 1)
	If any character looks under the bed, the beetle hiding there spits acid into his or her face; given the awkward position required to look under the bed, a PC doing so gets a –4 circumstance penalty to his or her Reflex save to avoid the beetle’s acid. Further, any attacks against the beetle while it remains under the bed are at a –4 penalty and can only be made with piercing weapons. 
Giant spitting beetle (new monster): CR 1; SZ Tiny vermin; HD 1d8+1; hp 8; Init +1; Spd 20 ft; AC 16 (+2 size, +1 Dex, +3 natural); Atk bite -1 melee (1d4-3); SA spit acid; SQ vermin; AL N; SV Fort +3, Ref +1, Will +0; Str 4, Dex 12, Con 12, Int –, Wis 10, Cha 8. 
Skills: Listen +4, Spot +4.
	Spit acid (Ex): When attacked or disturbed, the giant spitting beetle can “spit” a 10-foot stream of acid at an opponent once per round. The target must make a Reflex save (DC 11) or take 1d4 points of damage; a successful save halves damage. If the save is failed by 5 or more, the target also suffers one point of permanent Charisma loss.
	Vermin: Immune to mind-influencing effects; all vermin have blindsight. 
	Note: The PCs should gain double xp for this particular beetle (advanced HD).
	If the beetle is killed or ignored, the PCs can search the rest of the room. A successful Search check (DC 13) will uncover the strongbox in the desk; the box can be opened only with the crystal key from Room #4 or by dispelling Barrik’s ward (no easy task, as it is a 15th-level effect), which makes it impervious to damage or breakage. 
Treasure: In the strongbox are a +1 dagger, a wand of detect magic (34 charges; casts at 6th level), and a bag of holding (type I), as well as a pouch holding 5 small precious stones (2d6x10 gp each) and a tiny wooden box with 50 pp in it. 

14.	Storage
There are no salvageable spell components here.

15.	Laboratory (EL 5)
* I have made Keshute into a variant adept, identical to that in the DMG but with only arcane spells (and thus Charisma based; he gets mage armour and daze, for example, which allowed him to make his two magic items). His two items, crafted using the bones of defeated enemies and various ingredients found here in Barrik’s laboratory, are described in Appendix 2.
	Keshute will attempt to speak with the party (he is quite charming, in fact), as described in the module (p.13), trying to set them up so that he and his ratling allies can catch them off-guard. If attacked, he blows a silver whistle to summon from 1-4 ratlings. Whether he tricks the party or not, however, the DM should decide how many ratlings arrive to aid him, depending on how the party is faring at this point and whether Keshute may be enough of a challenge himself. 
Keshute, male wererat adept 4: CR 4; SZ Medium-size shapechanger; HD 4d8+4; hp 22; Init +4; Spd 30 ft, or 40 ft as rat; AC 19 (+4 Dex, +3 natural, +2 crown), AC 20 as rat; Atk light mace +6 (1d6 and daze (Will DC 12)) and bite +4 melee (1d4 and curse of lycanthropy); SA spells; SQ darkvision 60 ft, alternate form, rat empathy, scent, damage reduction 15/silver; SV Fort +5, Ref +8, Will +6; AL LE; Str 11, Dex 18, Con 12, Int 12, Wis 14, Cha 14.
Skills: Climb +15, Concentration +8, Craft (sculpting) +8, Hide +8 (+12 as rat), Knowledge (arcana) +8, Listen +12, Move Silently +7, Search +9, Spellcraft +8, Spot +12, Swim +12. Feats: Alertness, Craft Magic Arms and Armour, Craft Wondrous Item, Improved Control Shape, Multiattack, Weapon Finesse (bite), Weapon Finesse (light mace).
	Adept Spells (3/3/1) [DC 12 + spell level]: 0 – detect magic, ghost sound, read magic; 1st – endure elements, expeditious retreat, obscuring mist; 2nd – cat’s grace. 
	Curse of lycanthropy (Su): Any humanoid hit by Keshute’s bite attack must succeed at a Fort save (DC 15) or contract lycanthropy (wererat). 
	Alternate form (Su): Keshute can assume the form of a dire rat or hybrid rat-man (much like a ratling  his current form) as if using the polymorph self spell, though his gear does not change form. Changing from any one of his three forms to another is a standard action, and heals hit points as if Keshute had rested a full day (8 hp). If slain, he will revert to human form. 
	Rat empathy (Ex): Keshute can communicate and empathize with any rat or dire rat. This gives him a +4 racial bonus to influence such creatures as well. 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with a Wisdom check (DC 10).
	Possessions: +2 bone crown (new item), bone sceptre of stunning (new item), 10 pp.
Ratlings: CR ½; SZ Medium-size humanoid; HD 1d8+1; hp 5; Init +2 (Dex); Spd 30 ft; AC 14 (+2 Dex, +2 leather); Atk shortsword +2 melee (1d6); SQ darkvision 60 ft, scent; AL NE; SV Fort +1, Ref +4, Will +1; Str 10, Dex 15, Con 12, Int 8, Wis 12, Chr 7. 
Skills: Hide +8, Listen +1, Move Silently +6, Search +2, Spot +1. Feats: Weapon Finesse (shortsword). 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
	The throne of ice cannot be melted or broken by the PCs, nor will they able to chip more than a few tiny particles away from it; the sword buried in it cannot be budged. The throne is in fact an ice golem, but will not arise unless Elladin, the elf in the next chamber, retrieves his sword from it.
* Using Elladin’s sword as a focus, along with a potent magical tome about constructs that he found in Barrik’s laboratory (the tome is now destroyed  Keshute could not bear the thought of another using it), Keshute constructed an ice golem. This accomplishment would have been far beyond him if not for the knowledge provided by the tome and the power provided by the sword; now, he cannot control it in any way, and it will arise only if Elladin’s sword is drawn from it, as stated above. When it does arise, it is injured already from the sword being withdrawn (use the hit points in parentheses below). If it is defeated, the curse on Torlynn Valley is lifted. 
Ice golem: CR 3; SZ Large construct; HD 5d10; hp 36(18); Init -1; Spd 30 ft (can’t run); AC 18 (-1 size, -1 Dex, +10 natural); Atk slam +6 melee (1d8+4); Reach 10 ft; SA numbing touch; SQ construct, damage reduction 5/+1, density, cold subtype; AL N; SV Fort +1, Ref +0, Will +1; Str 17, Dex 9, Con , Int , Wis 11, Chr 1. 
	Numbing touch (Ex): Anyone hit by an ice golem in combat must make a Fortitude save (DC 12) or take a point of temporary Dex damage from the numbing cold that surrounds it. Creatures protected by endure elements and the like are immune to this effect.
	Construct: Immune to mind-influencing effects, poison, sleep, paralysis, stunning, disease, death effects, and necromantic effects, as well as any other attack that would require a Fortitude save.  Not subject to critical hits, subdual damage, ability damage, ability drain, or energy drain, nor is it at risk of death from massive damage.
	Density (Ex): Due to its great density and hardness, an ice golem takes only half damage from piercing and slashing attacks (figured before damage resistance).
Cold subtype (Ex): Cold immunity; double damage from fire on failed save.
Treasure: The only treasure in the chamber is Elladin’s silver longsword, “Fianharvhin.” It is a mere +1 longsword in the hands of one who has no elven blood, but for elves it acts as a +2 frost weapon. In the hands of Elladin or one of his direct bloodline, however, it gains its full powers: it is a +4 intelligent, icy burst, dancing longsword (Int 13, Wis 12, Chr 10, Ego 16; AL CG) that has empathy and grants continuous endure element (heat) while wielded; further, it can always be summoned to the hand of one of Elladin’s blood if it is within sight  if currently held in another’s hand or affixed somehow, Elladin may make a Will check (DC varies, but usually opposes a Strength check) to have it pull free and return to his hand regardless. 

16.	Cell
In this chamber, frozen by the white widow’s cryotoxin, are four elves. They appear dead and can be roused only by great heat or certain magics (see the white widow in Appendix 1: “New Creatures” for an explanation of cryotoxin’s effects). 
	Once awakened, they are disabled (numb, at 0 hp, and unable to fight  see DMG 84), and need the PCs’ assistance. This condition will wear off with time or with magical healing, if any is immediately available, but even with magical healing the elves will likely still be in no condition to fight for a few days at least. Note also that they are all at low temporary Dex scores due to the effects of the white widow poison. 
Elladin Silvercrest, male elf Ftr2/Wiz3: CR 5; SZ Medium humanoid; HD 2d10+2+3d4+3; hp 21(0*); Init +2; Spd 30 ft; AC 12 (-2 Dex*, +4 chain shirt); Atk: none (disabled*); SA spells; SQ low-light vision, elf traits; AL CG; SV Fort +5, Ref +2, Will +3; Str 14, Dex 15 (6*), Con 12, Int 16, Wis 11, Chr 14.
Skills: Alchemy +6, Appraise +6, Concentration +9, Diplomacy +5, Knowledge (arcana) +9, Listen +2, Ride +6, Scry +5, Search +7, Spellcraft +9, Spot +2. Feats: Combat Casting, Expertise, Scribe Scroll.
Wizard Spells (4/3/2) [DC 13 + spell level]: none prepared. 
Possessions: elven chain shirt (mithral, half arcane spell failure), spellbook. 
Aramil, Ivernus, male, and Silaqui, female elf Ftr2: CR 2; SZ Medium-size humanoid; HD 2d10-2; hp 9 (0*); Init +2; Spd 30 ft; AC 12 (-2 Dex*, +4 chain shirt); Atk none (disabled*); SQ low-light vision, elf traits; AL CG; SV Fort +2, Ref +2, Will +0; Str 12, Dex 14 (7*), Con 8, Int 11, Wis 11, Chr 11.
Skills: Diplomacy +1, Hide +2, Listen +3, Ride +3, Search +3, Spot +3. Feats: Weapon Focus (longbow), Weapon Focus (longsword).
Possessions: mithral chain shirt, longsword. 

Appendix 1: New Creatures

golem, ice
Large Construct (cold)
Hit Dice: 5d10 (28 hp)
Initiative: -1 (Dex)
Speed: 30 ft. (can’t run)
AC: 18 (-1 size, -1 Dex, +10 natural)
Attacks: Slam +6 melee
Damage: Slam 1d8+4
Face/Reach: 5 ft by 5 ft. / 10 ft.
Special Attacks: Numbing touch
Special Qualities: Construct, damage reduction 5/+1, density, cold sub-type
Saves: Fort +1, Ref +0, Will +1
Abilities: Str 17, Dex 9, Con , Int , Wis 11, Chr 1
Climate/Terrain: Any land and underground
Organization: Solitary or gang (2-5)
CR: 3
Treasure: None
Alignment: Always neutral 
Advancement: 6-12 HD (Large); 13-18 HD (Huge)
	An ice golem is a large animated statue carved from ice. Depending on the sculpting skill of  its creator, the statue may vary in appearance from perfectly life-like to only vaguely hominid and rough-hewn. 
Combat
Numbing touch (Ex): Anyone hit by an ice golem in combat must make a Fort save (DC 12) or take a point of temporary Dex damage from the numbing cold that surrounds it. Creatures protected by endure elements and the like are immune to this effect.
Density (Ex): Due to its great density and hardness, an ice golem takes only half damage from piercing  and slashing attacks (figured before damage resistance).
Cold subtype (Ex): Cold immunity; double damage from fire on failed save.
Construction
An ice golem must be crafted from a single block of ice weighing at least 2,000 pounds. The golem costs 10,000 gp to create; assembling the body requires a successful Craft (sculpting) check (DC 15). The ritual requires an 8th-level caster who can cast either arcane or divine spells. Completing the ritual drains 500 xp from the creator and requires bull’s strength, polymorph other, protection from elements, and wall of ice. 

Ratlings
Medium-Size Humanoid
Hit Dice: 1d8+1 (5 hp)
Initiative: +2 (Dex)
Speed: 30 ft.
AC: 14 (+2 Dex, +2 leather)
Attacks: Shortsword +2 melee; bite +0 melee; or sling +2 ranged
Damage: Shortsword 1d6; bite 1d4; sling 1d4
Face/Reach: 5 ft by 5 ft. / 5 ft.
Special Qualities: Darkvision 60 ft., scent
Saves: Fort +1, Ref +4, Will +1
Abilities: Str 10, Dex 15, Con 12, Int 8, Wis 12, Chr 7
Skills: Hide +8, Listen +1, Move Silently +6, Search +2, Spot +1
Feats: Weapon Finesse (shortsword)
Climate/Terrain: Cold or temperate land and underground
Organization: Solitary, pair, gang (2-5), band (6-60 plus 100% non-combatants plus 1 3rd-level sergeant per 20 adults and one leader of 4th6th level), or tribe (20-200 plus 150% non-combatants plus 1 3rd-level sergeant per 20 adults, 1 or 2 lieutenants of 4th or 5th level, and one leader of 4th6th level, many rats, and 10-20 dire rats; underground lairs also may have 2-5 wererats)
CR: ½
Treasure: Standard
Alignment: Usually neutral evil
Advancement: By character class
	Ratlings are slightly shorter than humans (averaging 5 to 5½ feet tall) and are lithe and agile. They appear much like rat-faced humans, and their fur varies in colour as does that of rats. 
Combat
Ratlings tend to favour stealth and subterfuge to direct confrontation, but, if cornered, can be savage. They are cunning and often use traps and terrain to good advantage, and are known to prepare excellent ambushes. 
	Scent (Ex): Senses creatures by smell within 30 feet (60 downwind, 15 upwind; double ranges if strong smell, triple if overpowering). Track by scent with Wisdom check (DC 10).
Ratling Society
Ratling leaders are as often as not wererats, but particularly ill-natured ratlings have also been known to serve vampires and other such foul masters. 
	A band or tribe of ratlings typically includes as many noncombatant young as there are adults. Their lairs are generally quite effectively defended by traps and guerrilla tactics. Ratlings will take slaves, and any lair may have 1 humanoid slave for every 10 to 20 adult ratlings.
	Ratlings speak their own tongue, though 1 in 10 will speak rudimentary Common, and are generally on very friendly terms with wererats. They dislike goblinoids and will not cooperate with them. 
Ratling Characters
	A ratling’s favoured class is rogue; leaders are often rogues or rogue/warriors, though fighters are not unheard of among them. Ratling clerics usually worship Erythnul. 

vermin  giant beetle, spitting
Tiny Vermin
Hit Dice: ½d8+1 (3 hp)
Initiative: +1 (Dex)
Speed: 20 ft. 
AC: 16 (+2 size, +1 Dex, +3 natural)
Attacks: Bite -3 melee
Damage: Bite 1d4-3
Face/Reach: 2½ ft by 2½ ft. / 0 ft.
Special Attacks: Spit acid
Special Qualities: Vermin
Saves: Fort +3, Ref +1, Will +0
Abilities: Str 4, Dex 12, Con 12, Int , Wis 10, Chr 8
Skills: Listen +4, Spot +4
Climate/Terrain: Temperate or cold land and underground
Organization: Cluster (2-5), or swarm (6-11)
CR: ½
Treasure: None
Alignment: Always neutral
Advancement: 1-3 HD (Tiny)
	The giant spitting beetle is a close relative of the giant bombardier beetle, but is considerably smaller and is adapted to colder climates. It averages about 1 foot long and is usually dark grey or grey-brown. Its eyes glow pale yellow in the dark when reflecting a light source. 
Combat
In combat, the spitting beetle can either bite with its dangerous pincers or spit a stream of acid. 
	Spit acid (Ex): When attacked or disturbed, the giant spitting beetle can “spit” a 10-foot stream of acid at an opponent once per round. The target must make a Reflex save (DC 11) or take 1d4 points of damage; a successful save halves damage. If the save is failed by 5 or more, the target also suffers one point of permanent Charisma loss.

Vermin  WHITE WIDOW (Monstrous spider)
Medium-Size Vermin
Hit Dice: 3d8+3 (16 hp)
Initiative: +3 (Dex)
Speed: 40 ft., climb 20 ft. 
AC: 14 (+3 Dex, +1 natural)
Attacks: Bite +5 melee
Damage: Bite 1d6+1 and poison
Face/Reach: 5 ft by 5 ft. / 5 ft.
Special Attacks: Poison, websong
Special Qualities: Vermin
Saves: Fort +4, Ref +3, Will +1
Abilities: Str 12, Dex 17, Con 12, Int , Wis 12, Chr 2
Skills: Climb +12, Hide +10*, Jump +6, Move Silently +0*, Spot +15
Feats: Weapon Finesse (bite)
Climate/Terrain: Any cold land and underground
Organization: Solitary, or colony (2-5)
CR: 2
Treasure: 1/10 coins; 50% goods; 50% items
Alignment: Always neutral
Advancement: 4-7 HD (Large)
	“White widows” are great, white, furred hunting spiders that live in cold climates, particularly in arctic and alpine regions. They typically grow to be about 4 feet in body-length, though much larger specimens have been noted. 
Combat
Being primarily hunters, white widows rely on their senses and their hiding and leaping abilities to capture prey. However, they have also perfected a special type of web-design that results in a strange whistling “websong” as wind passes through the web. Their webs are rigid and fragile, having Hardness 2 and 5 hp per 5-foot square area. 
	Anyone bitten by a white widow must make a save or freeze solid. Frozen characters are still alive, but are totally incapacitated and might easily be mistaken for dead. The spider stores its prey frozen in this way rather than wrapping victims in webs as other spiders often do. 
	Poison (Ex): Bite injects cryotoxin, Fort save (DC 14); initial damage, 1d6 Dex / secondary, 1d6 Dex and incapacitated (frozen solid). Note that those “frozen” by the poison appear dead, and only a Search check (DC 20) or a Heal check (DC 15) will determine otherwise. Frozen characters can only be revived by exposure to great heat (such as that from a bonfire or a heat metal spell), though an endure elements or the like cast before freezing has set in will prevent the freezing effect; a delay poison or neutralize poison is necessary to avoid the Dexterity damage, however. 
	Websong (Su): As long as there is some air movement, all within 60 feet of the webs will hear the websong and must make a Will save (DC 12) or become lethargic (treat as fatigued, DMG 84, but only while the song is heard). This is a sonic, mind-affecting charm. 
	Skills: A white widow receives a +4 racial bonus to Hide checks, a +6 racial bonus to Jump checks, and a +8 racial bonus to Spot checks. *A white widow receives a +8 competence bonus to Hide and Move Silently checks when within its webs, and, due to its coloration, a +8 racial bonus to Hide checks in areas of snow and ice.

Appendix 2: New Magic Items

Bone crown: This spined crown functions essentially as bracers of armour, but is crafted instead from a fallen enemy’s skull (in fact, Keshute’s is crafted from the skull of one of Barrik’s former apprentices), with spines made from several ribs or other small bones. Such items can only be crafted up to a maximum of +3 protection, unless rare bones from powerful creatures are used in their construction. 
Caster Level: 4th. 
Prerequisites: Craft Wondrous Item, mage armour, Craft (sculpting) check (DC 20) required, creator’s class level must be twice that of bonus placed in the crown. 
Market Price: 1,000 gp (+1); 4,000 gp (+2); 9,000 (+3).

Bone sceptre of stunning: Though Keshute calls this item a “sceptre,” it is really a light mace constructed of several heavy bones joined together with precious metals. Opponents struck by the sceptre must, in addition to taking damage, make a Will save (DC 12) or be stunned for one round. 
Caster Level: 3rd. 
Prerequisites: Craft Magic Arms and Armour, daze, Craft (sculpting) check (DC 15) required. 
Market Price: 1,350 gp.

Dinner bell of conjuring: When one first rings this bell, it will cause a fine meal to spring into being. The food created will be exactly as desired by the person ringing the bell, reflecting his or her own tastes. Thereafter, to use the bell the character must state aloud what food he or she wishes and then ring the bell vigorously. When its last chime fades away, the meal appears before the ringer. The food appears in containers appropriate to its nature (soup in a bowl, tea in a cup, etc.) and with cutlery, but the dishes and utensils vanish when the meal is eaten. If the food is not consumed within a half-hour, it fades away. The bell may be rung any number of times, but will produce food only three times per day. 
Caster Level: 4th. 
Prerequisites: Craft Wondrous Item, create food and water. 
Market Price: 1,250 gp.