Credits

Much of the content here is ported from previous edition supplements.

Introduction

Hushed voices tell spine-chilling tales of encounters with the walking dead and other unliving horrors. No other creatures have evoked such fear and fascination as this dreadful menagerie of malevolent spirits and mindless shells.

Along with a host of undead threats ranging from a mere tomb mote to the infamous deity Vecna, this unofficial 5e conversion provides customization options for unliving monsters and heroic champions of the living alike. Cults, spells, creature templates, artifacts, if it relates to undeath, there's a good chance you can find it here.

Using This Document

This conversion is split into two parts: DM Options and Character Options. Each chapter's content is standalone from the rest of the conversion and can be used independently.

Glossary

The following verbiage/terms are used in parts of this document (especially in monster stat blocks) to make the text more concise and easier to read.

Chapter 1: Bestiary

This chapter offers a variety of new undead creatures, as well as a few that aren't undead but otherwise are intrinsically related to undeath and the unliving.

The creatures in this chapter are organized by their Challenge Rating in the table below.

CR	Creature
1/8	Tomb Mote
1	Vile Pet
2	Desiccator
2	Slaymate
3	Gravetouched Ghoul
3	Offalian
3	Quell
3	Skin Kite
4	Bloodrot
4	Skulking Cyst
4	Spectral Lyrist
5	Entomber
5	Osteopede
6	Bleakborn
6	Breathstealer
6	Cinderspawn
6	Dragonscale Slough
6	Plague Blight
7	Crypt Chanter
7	Angel of Decay
7	Atropal Scion
7	Moon Wraith
7	Skirr
7	Wheep
8	Blaspheme
9	Blood Amniote
9	Grave Dirt Golem
9	Hulking Corpse
9	Paralyth
12	Tainted Priest
12	Tombstone Golem
12	Oblivion Wraith
14	Bone Collector
16	Dream Vestige
17	Vortex Wraith
18	Rotvine Defiler
21	Discord Incarnate

Abominations

Ageless though they are, immortals can die, and when they do, some return as twisted remnants of what they once were. Most abominations were created as weapons in the war between the gods and the primordials, but a scarce few have arisen spontaneously out of the chaotic forces of the universe. When these beings stir, they come full of rage, craving only to spread destruction and despair.

Rotvine Defiler

"A sprawling morass of mud, rotting vines, dead animals, and writhing tendrils emerges from beneath the earth. Seemingly in pain, the abomination lets out a horrific shriek before resuming its rampage and destroying the terrain around it."

The rotvine defiler has but one purpose: to ingest and spoil all that is living. A profane vestige of a powerful immortal devoted to fertility, the rotvine defiler seeks to destroy that which it has lost—life. In its wake, the creature leaves a trail of despoiled organic matter, a record of its vindictive mission.

Discord Incarnate

"The being before you possesses the basic shape of an angel, but between the red energy crackling from its wings and sword and the twisted, malicious expression on its face, this abomination is a clear perversion of all things holy."

At the dawn of creation, mighty couatls—winged serpents of purity and virtue—strove to bind evil elementals and fiends. The titanic spiritual struggle sometimes resulted in the death of both entities and brought about a terrible fusion of body and spirit. From these morbid unions arose discord incarnates—perverse abominations bent on wanton destruction.

Lore

A character knows the following information with a successful check made using the Religion skill.

DC 20. Discord incarnates arose during the cosmic war between the gods and the primordials. After that conflict, these creatures were destroyed or imprisoned throughout the planes. Whenever a discord incarnate breaks free of its prison, it roves the planes, destroying everything in its path.

Even from inside a cosmic prison, a discord incarnate can dream fiends spectral undead into existence. Couatls, winged serpents of purity and virtue, work hard to keep discord incarnates and their minions contained within otherworldly prisons. However, even their power has limits. Couatls regard discord incarnates and the mockeries as their greatest failure.

DC 25. Scholars speculate that a discord incarnate spontaneously arises from the clash of two powerful, opposing forces—a powerful demon and a couatl. Some experts suggest that the profane union is the work of a now-forgotten god or primordial that saw benefit in the creation of the twisted monstrosities. It is even possible that a cache of discord incarnates could yet lie hidden in the cosmos, awaiting some event or signal from their creator that stirs them to action.

Discord Incarnate

Large undead (titan), chaotic evil

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• Armor Class 21 (natural armor)
• Hit Points 243 (18d10 + 144)
• Speed 30 ft., fly 60 ft.

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STR	DEX	CON	INT	WIS	CHA
26 (+8)	22 (+6)	26 (+8)	25 (+7)	25 (+7)	30 (+10)

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• Saving Throws Int +14, Wis +14, Cha +17
• Skills Perception +14
• Damage Resistances radiant; bludgeoning, piercing, and slashing from nonmagical attacks
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, poisoned
• Senses truesight 120 ft., passive Perception 24
• Languages all, telepathy 120 ft.
• Challenge 21 (33,000 XP)
• Proficiency Bonus +7

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Blasphemous Weapons. The incarnate's weapon attacks are magical. When the incarnate hits with any weapon, the weapon deals an extra 3d8 necrotic damage plus 3d8 radiant damage (included in the attack).

Fear Aura. Any creature hostile to the incarnate that starts its turn within 20 feet of the incarnate must make a DC 25 Wisdom saving throw, unless the incarnate is incapacitated. On a failed save, the creature is frightened until the start of its next turn. If a creature's saving throw is successful, the creature is immune to the incarnate's Fear Aura for the next 24 hours.

Magic Resistance. The incarnate has advantage on saving throws against spells and other magical effects.

Shielded Mind. The incarnate is immune to scrying and to any effect that would sense its emotions, read its thoughts, or detect its location.

Actions

Multiattack. The incarnate makes two longsword attacks.

Longsword. Melee Weapon Attack: +15 to hit, reach 5 ft., one target. Hit: 12 (1d8 + 8) slashing damage, or 13 (1d10 + 8) slashing damage if used with both hands, plus 13 (3d8) necrotic damage and 13 (3d8) radiant damage.

Bonus Actions

Create Couatl Mockeries (Recharge 5–6). The incarnate summons spectral, intangible mockeries of couatls that flit around it until the end of its next turn. During this time, ranged attack rolls against the incarnate have disadvantage, and creatures within 20 feet of the incarnate have disadvantage on all saving throws.

Reactions

The incarnate can spend one legendary action to take a reaction, even when it has already used its normal reaction.

Discordant Retaliation. In response to being hit by a melee attack by a creature within 5 feet of the incarnate, the incarnate can make a longsword attack against that creature. On a hit, the target must succeed on a DC 23 Strength saving throw or be knocked prone or pushed up to 10 feet away from the incarnate (incarnate's choice).

Feed on Weakness. When a creature within 20 feet of the incarnate fails a saving throw, the incarnate gains 25 temporary hit points.

Rush of Pain. If the incarnate fails a saving throw caused by a creature it can see, the incarnate can fly up to half its speed towards that creature. This movement provokes opportunity attacks as normal.

Legendary Actions

The incarnate can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. The incarnate regains spent legendary actions at the start of its turn.

• Unholy Pull. The incarnate uses its free hand to telekinetically pull one Huge or smaller creature or object it can see within 120 feet of it up to 30 feet directly towards it. If the target is an unwilling creature, it can avoid being pulled with a successful DC 25 Strength or Charisma saving throw (creature's choice).
• Weaken. The incarnate forces one creature it can see within 30 feet of it to make a DC 25 Charisma saving throw, with advantage on the roll if it is immune to being poisoned. On a failed save, the target can't regain hit points and suffers disadvantage on all attack rolls and ability checks until the end of its next turn.
• Discord's Wrath (Costs 1-3 Actions). The incarnate expands the range of its Fear Aura by 20 feet per legendary action spent until the end of its next turn. Each creature within that aura when this ability is activated takes 9 (2d8) necrotic damage plus 9 (2d8) radiant damage per legendary action spent (DC 23 Constitution save for half).

Blightspawn

Putred and disgusting, blightspawn carry pestilence and sickness wherever they go, threatening to contaminate the living with their disease and poison if left unchecked.

Skulking Cyst

"The horrible creature walking into view is a mass of free-roaming intestines, flaccid organs, and a few odd rib bones. Dragging behind it like a dead weight is a lolling, maggot-ridden humanoid head."

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A skulking cyst is disgorged from the rotting corpse of a living creature, born of a necrotic cyst that eventually kills its host (see the necrotic cyst spell in Chapter 8).

A skulking cyst prefers shadows and dark corners, only revealing the horror of its form when it strikes lone victims from hiding. Though often cloaked in the detritus of a previous victim, the skulking cyst's true "heart" is a 1-foot-diameter spherical sac that contains fluid and semisolid necrotic flesh, which slowly undulates as if in a mockery of breath.

Combat

A creature of shadows, a skulking cyst prefers to launch attacks on lone victims from dark ceilings and sewer grates.

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Skulking Cyst

Small undead, chaotic evil

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• Armor Class 15 (natural armor)
• Hit Points 39 (6d6 + 18)
• Speed 30 ft., climb 30 ft., swim 30 ft.

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STR	DEX	CON	INT	WIS	CHA
9 (-1)	18 (+4)	16 (+3)	13 (+1)	14 (+2)	16 (+3)

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• Skills Perception +4, Stealth +6
• Damage Immunities necrotic, poison
• Condition Immunities blinded, charmed, deafened, exhaustion, frightened, paralyzed, petrified, poisoned
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 14
• Languages —
• Challenge 4 (1,100 XP)
• Proficiency Bonus +2

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Create Spawn. A creature slain by the skulking cyst's Blood Drain rises as a skulking cyst after 1 minute. If a creature dies while suffering from a necrotic cyst spell originating from the skulking cyst, a skulking cyst bursts from the creature's body and acts on the same turn that it emerges.

Damage Transfer. While attached to a creature, the skulking cyst takes only half the damage dealt to it (rounded down), and that creature takes the other half.

Spider Climb. The skulking cyst can climb difficult surfaces, including upside down on ceilings, without needing to make an ability check.

Standing Leap. The skulking cyst's long jump is up to 30 feet and its high jump is up to 15 feet, with or without a running start.

Undead Fortitude. If damage reduces the skulking cyst to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the skulking cyst drops to 1 hit point instead.

Actions

Blood Drain. Melee Weapon Attack: +6 to hit, reach 5 ft., one target. Hit: 11 (2d6 + 4) piercing damage plus 5 (2d4) necrotic damage, and if the target is not a construct or undead, the skulking cyst attaches to it. If the skulking cyst has advantage against the target, it attaches to the target's head, and the target is blinded and unable to breathe while the skulking cyst is attached. While attached, the cyst can make this attack only against the target and has advantage on the attack roll. The skulking cyst can detach itself by spending 5 feet of its movement. A creature, including the target, can take its action to detach the skulking cyst by succeeding on a DC 14 Strength check.

Necrotic Cyst (5th-Level Spell; 1/Day). Melee Spell Attack: +5 to hit, reach 5 ft., one creature. Hit: The target develops an internal spherical sac that contains fluid or semisolid necrotic flesh, unless it is a construct or undead. The internal cyst is noticeable as a slight bulge on the target's arm, abdomen, or face (wherever the skulking cyst chose to touch the target), and is buried deeply enough in its flesh that it is not easily identifiable without a successful DC 13 Wisdom (Medicine) check.
 While the target possesses a necrotic cyst, it suffers from the poisoned condition, and it can't magically regain hit points or benefit from resistance to necrotic damage. Additionally, whenever the target takes damage, it must make a DC 13 Constitution saving throw. On a failed save, the target suffers health drain equal to the damage taken.
 A protection from evil and good spell prevents the necrotic cyst from forming, but once a necrotic cyst is implanted, it can only be removed can be removed only by heal or another disease-curing spell of 6th level or higher. The target may also elect to have some well-meaning chirurgeon remove it surgically. The procedure is a bloody, painful process that has a chance to kill the target if done improperly. The procedure takes 1 hour, and the chirurgeon must make a DC 13 Wisdom (Medicine) check. On a success, the cyst is removed safely, and the target suffers one level of exhaustion. On a failure, the target dies.

Bleakborn

"This frigid corpse is so cold that it is frosted with icy crystals. Sensing the warmth of life, it shambles eagerly toward its victims. Its eyes reflect the vacuum of the void, its touch chills to the bone, and its very presence seems to drain the heat from your pores."

When inactive, a bleakborn appears to be nothing but a humanoid corpse, slain either by bitterly cold conditions (or if in a warmer environment, as if by a magical cold attack so potent that the corpse still sparkles with ice crystals). However, whenever any living creature comes to within 30 feet of an inactive bleakborn, the warmth and life of the interloper revive the undead creature, giving it purpose and an icy semblance of life.

A bleakborn is not marked by direct violence; rather, it looks like a humanoid that has been flash-frozen, with discoloration and some ruptured flesh showing here and there.

A bleakborn stands a little over 6 feet tall and weighs between 150 and 230 pounds.

Lore

A character knows the following information with a successful check made using the History skill.

DC 15. Bleakborns are also referred to as Moil zombies in some lesser-known tomes about undead, in supposed reference to the cursed city in which they first arose. They speak the Moilian language, allowing those proficient in this forgotten tongue to converse with them.

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Bleakborn

Medium undead, neutral evil

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• Armor Class 14 (natural armor)
• Hit Points 110 (13d8 + 52)
• Speed 30 ft.

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STR	DEX	CON	INT	WIS	CHA
19 (+4)	15 (+2)	18 (+4)	14 (+2)	14 (+2)	15 (+2)

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• Saving Throws Con +7
• Damage Resistances cold, necrotic
• Damage Immunities fire, poison
• Condition Immunities exhaustion, poisoned
• Senses darkvision 60 ft., passive Perception 12
• Languages Moilian
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

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Create Spawn. A humanoid slain by the bleakborn rises as a bleakborn after 1 minute.

Fire Absorption. Whenever the bleakborn is subjected to fire damage, it takes no damage and instead regains a number of hit points equal to the fire damage dealt.

Heat-Draining Aura. At the start of each of the bleakborn's turns, each creature within 30 feet of it takes 7 (2d6) cold damage. The bleakborn regains 5 hit points for each creature damaged by this effect.

Infectious Chill (1/Turn). When the bleakborn deals cold damage to a creature, the target must succeed on a DC 15 Constitution saving throw against disease or be afflicted with a magical chill. The target suffers one level of exhaustion, and while diseased, it has disadvantage on Strength and Constitution saving throws.
 At the end of each long rest, the target makes a DC 15 Constitution saving throw. Its exhaustion level increases by 1 on a failed save, and it decreases by 1 on a successful one. If a successful save reduces the infected target's level of exhaustion below 1, the target recovers from the disease.

Undead Fortitude. If damage reduces the bleakborn to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the bleakborn drops to 1 hit point instead.

Actions

Multiattack. The bleakborn makes two melee attacks.

Chilling Grasp. Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 22 (4d8 + 4) cold damage, and the target's speed is reduced by 10 feet until the end of the bleakborn's next turn.

Plague Blight

"Soft and putrescent, this creature's form is wrapped in tight circles of cloth, though bloated, swollen tissue still seeps through. The odor of this creature goes beyond the stink of carrion; the putrefaction of its body is like a physical force that moves before it."

Plague blights are animated corpses of humanoids who died from plague or rot. In undeath, they seek to putrefy all that is pure. They are wily and may attempt to trick their victims into allowing themselves get close enough to touch.

Combat

In melee combat, the stench of a plague blight sickens its opponents. Far worse is its touch, which brings on a terrible wasting disease in its victims, rotting the flesh in seconds and sending tendrils of dead flesh ever inward toward the heart.

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Plague Blight

Medium undead, neutral evil

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• Armor Class 15 (natural armor)
• Hit Points 110 (13d8 + 52)
• Speed 30 ft.

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STR	DEX	CON	INT	WIS	CHA
18 (+4)	12 (+1)	19 (+4)	12 (+1)	15 (+2)	14 (+2)

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• Saving Throws Con +7
• Skills Deception +5, Perception +5
• Damage Immunities necrotic, poison
• Condition Immunities exhaustion, poisoned
• Senses darkvision 60 ft., passive Perception 15
• Languages the languages it knew in life
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

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Poison Absorption. Whenever the plague blight is subjected to poison damage, it takes no damage and instead regains a number of hit points equal to the poison damage dealt.

Undead Fortitude. If damage reduces the plague blight to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the plague blight drops to 1 hit point instead.

Actions

Multiattack. The plague blight makes two melee attacks.

Gangrenous Touch. Melee Weapon Attack: +7 to hit, reach 5 ft., one creature. Hit: 18 (4d6 + 4) necrotic damage. The target must succeed on a DC 15 Constitution saving throw or become diseased, and the target's skin becomes putrescent and gangrenous. While diseased, the target can't regain hit points, and at the end of every hour, the target must succeed on a DC 15 Constitution saving throw or have its maximum hit points be reduced by 4 (1d8).
 The target dies if this effect reduces its hit point maximum to 0. If this happens, the target's corpse sloughs into a brittle, stinking mass of putrescent ruin that molders to nothing over the course of 24 hours, unless gentle repose or similar magic is cast on the corpse.
 The disease can only be removed by greater restoration or a disease-curing spell of 5th level or higher, but when a lesser restoration or protection from poison spell is cast on the target, the next saving throw made against the disease automatically succeeds.

Bonus Actions

Foul. Each living creature within 15 feet of the plague blight must succeed on a DC 15 Constitution saving throw or be poisoned until the start of the plague blight's next turn.

Wheep

"The empty orbs of this wizened corpse leak a vile, black ichor that streaks the creature's face and body, coating its clawed limbs. As the ichor runs into the creature's mouth, it bubbles and pops, so that its constant wailing emerges as a gurgling keen."

Wheeps are undead servants of more powerful unliving lords, usually serving as bodyguards but sometimes sent on missions to procure from guarded cemeteries the remains of particularly powerful and trusted figures. Their average size belies a powerful undead strength, fueled by their undying sorrow.

Eyeless, a wheep is in constant pain, sniffling and crying aloud unless it is trying to hide or move silently. From its hollow eye sockets, a wheep continuously produces a poison with the appearance of black bile. It is easy to track wheeps that have passed through an area in the last hour, because they leave behind a trail of their poisonous tears. After an hour, the bile decomposes and evaporates.

A wheep stands nearly 6 feet tall and weighs about 200 pounds.

Combat

Those close enough to hear a wheep's cries may be taken aback, but they are likely to be far more threatened by the creature's poison-coated claws and maw.

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Wheep

Medium undead, lawful evil

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• Armor Class 14 (natural armor)
• Hit Points 150 (20d8 + 60)
• Speed 30 ft.

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STR	DEX	CON	INT	WIS	CHA
20 (+5)	12 (+1)	16 (+3)	6 (-2)	14 (+2)	17 (+3)

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• Damage Vulnerabilities psychic
• Damage Resistances necrotic; bludgeoning, piercing, and slashing from nonmagical attacks
• Damage Immunities poison
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 12
• Languages the languages it knew in life
• Challenge 11 (7,200 XP)
• Proficiency Bonus +4

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Eternal Sorrow. When the wheep takes psychic damage, the wheep shrieks loudly in pain. Each living creature within 120 feet of the wheep that can hear this shriek takes the same damage that the wheep does.

Poison Tears (1/Turn). The poison tears that continually pour from a wheep's empty eyes act as an injury poison that coats the wheep's claws and fills its mouth. When the wheep hits a creature with a melee weapon attack, the creature must succeed on a DC 15 Constitution saving throw or become vulnerable to poison damage for 1 hour. The target is immune to this effect if it is immune to being poisoned.

Actions

Multiattack. The wheep makes three attacks: two with its claws and one with its bite.

Claw. Melee Weapon Attack: +9 to hit, reach 5 ft., one target. Hit: 8 (1d6 + 5) slashing damage plus 10 (3d6) poison damage. If the target is a Large or smaller creature, it is also grappled (escape DC 15).

Bite. Melee Weapon Attack: +9 to hit, reach 5 ft., one target. Hit: 9 (1d8 + 5) piercing damage plus 10 (3d6) poison damage. If the target is grappled by the wheep, it is also poisoned until the end of its next turn.

Bonus Actions

Weeping Dirge. The wheep loudly cries and blubbers. Each living creature within 120 feet of the wheep that can hear its awful, grave-born sorrow must make a DC 15 Wisdom saving throw. On a failed save, a creature has disadvantage on attack rolls and ability checks until the start of the wheep's next turn. On a successful save, a creature is immune to this wheep's Weeping Durge for 24 hours.

Chaos Walkers

When an elemental is violently destroyed, the remains may rise as a chaos walker that seeks to drain the living of the elemental energies it once possessed in life.

Desiccator

"This small, salt-encrusted humanoid figure looks parched and gasping. Around it, a dry, hot breeze seems to blow from nowhere."

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Desiccators are the dried-out undead remnants of creatures of elemental water. They long to quench their tremendous thirst with the precious fluids of living creatures.

Thanks to their withered forms, desiccators are sometimes mistaken for mummies, although they wear none of the wrappings common to those creatures. Cursed to remain forever bereft of the watery form it had in life, the desiccator envies and despises all living things.

Most desiccators stand about 4 feet tall but weigh only 30 to 40 pounds.

Combat

A desiccator opens combat with its Desiccating Breath, seeking to make opponents vulnerable to its Draining Touch.

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Desiccator

Small undead, neutral evil

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• Armor Class 13
• Hit Points 27 (5d6 + 10)
• Speed 20 ft., swim 60 ft.

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STR	DEX	CON	INT	WIS	CHA
9 (-1)	17 (+3)	14 (+2)	8 (-1)	11 (+0)	13 (+1)

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• Saving Throws Con +4
• Damage Resistances acid
• Damage Immunities necrotic, poison
• Condition Immunities exhaustion, petrified, poisoned, unconscious
• Senses darkvision 60 ft., passive Perception 10
• Languages Aquan
• Challenge 2 (450 XP)
• Proficiency Bonus +2

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Actions

Draining Touch. Melee Weapon Attack: +4 to hit, reach 5 ft., one creature. Hit: 10 (2d6 + 3) necrotic damage, and the desiccator gains temporary hit points equal to half the damage dealt.

Desiccating Breath (Recharge 5–6). The desiccator exhales desiccating air in a 15-foot cone. Each creature in that area takes 10 (3d6) necrotic damage (DC 12 Constitution save for half). If the saving throw fails by 5 or more, a creature also gains vulnerability to necrotic damage until the end of the desiccator's next turn unless they have resistance or immunity to such damage.

Bonus Actions

Aggressive. The desiccator moves up to its speed toward a hostile creature that it can see.

Breathstealer

"This creature appears to be a formless cloud of darkness, broken only by two pinpoints of glowing red. A breeze blows toward it, as if it were drawing air into its body."

A breathstealer is an undead manifestation of elemental air. It hungers for the breath of the living.

Breathstealers vaguely resemble wraiths in their appearance, but are more amorphous and cloudlike. Still, they share the wraith's hatred for all living things.

A breathstealer fills an area roughly 5 feet on a side, with cloudlike tendrils reaching beyond that. As an incorporeal creature, a breathstealer has no weight.

Combat

A breathstealer lurks in dark places until it can sweep out and attack a living victim. Thanks to its stealth and speed, it often surprises targets.

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Breathstealer

Large undead, neutral evil

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• Armor Class 15
• Hit Points 75 (10d10 + 20)
• Speed 0 ft., fly 90 ft. (hover)

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STR	DEX	CON	INT	WIS	CHA
14 (+2)	20 (+5)	14 (+2)	6 (-2)	10 (+0)	6 (-2)

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• Damage Resistances acid, cold, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks that aren't silvered
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, grappled, paralyzed, petrified, poisoned, prone, restrained, unconscious
• Senses darkvision 60 ft., passive Perception 10
• Languages Auran
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

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Airless Aura. A breathstealer's body is surrounded by an aura of near vacuum at all times. Breathing creatures within 15 feet of the breathstealer have no air to breathe and must hold their breath. Whenever such a creature takes damage, it must make a DC 13 Constitution saving throw. On a failed save, the creature begins suffocating. If the creature is already suffocating, it instead loses one of the rounds that it has to reach air before dropping to 0 hit points.

Incorporeal Movement. The breathstealer can move through other creatures and objects as if they were difficult terrain. It takes 5 (1d10) force damage if it ends its turn inside an object.

Steal Breath. When a creature within 15 feet of the breathstealer is reduced to 0 hit points, the breathstealer gains 5 temporary hit points, and the creature runs out of breath if it hadn't already.

Vacuum. Creatures within 15 feet of the breathstealer must spend 2 feet of movement for every 1 foot they move away from the breathstealer.

Actions

Touch. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 23 (4d8 + 5) necrotic damage.

Cinderspawn

"This tall, gaunt, coal-black humanoid flickers with a blue-white flame. Its bright yellow eyes gleam with menace."

Cinderspawn are burnt-out undead remnants of creatures of elemental fire. They hate living creatures for their warmth and seek to destroy all such beings.

Like a fire elemental, a cinderspawn takes damage from and won't willingly enter a body of water. A body of water is an impassable barrier for a cinderspawn unless the creature can step or jump over it.

Combat

A cinderspawn chooses targets carefully, using its Sudden Rush action to reach vulnerable opponents that might otherwise be protected by comrades.

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Cinderspawn

Medium undead, chaotic evil

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• Armor Class 13
• Hit Points 97 (13d8 + 39)
• Speed 30 ft.

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STR	DEX	CON	INT	WIS	CHA
10 (+0)	17 (+3)	16 (+3)	11 (+0)	12 (+1)	14 (+2)

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• Skills Acrobatics +6, Perception +4, Stealth +6
• Damage Immunities fire, poison
• Condition Immunities exhaustion, petrified, poisoned, unconscious
• Senses darkvision 60 ft., passive Perception 14
• Languages Ignan
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

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Frostfire Shield. A creature that touches the cinderspawn or hits it with a melee attack while within 5 feet of it takes 5 (1d10) cold damage as the cinderspawn drains its body heat.

Illumination. The cinderspawn sheds bright light in a 10-foot radius and dim light for an additional 10 feet.

Water Susceptibility. For every 5 feet the cinderspawn moves in water, or for every gallon of water splashed on it, it takes 1 cold damage.

Actions

Multiattack. The cinderspawn makes two touch attacks. If both attacks hit the same target, the cinderspawn also gains 10 temporary hit points.

Touch. Melee Weapon Attack: +6 to hit, reach 5 ft., one target. Hit: 13 (3d6 + 3) cold damage.

Drain Heat (Recharge 6). The cinderspawn drains the heat of each creature within 15 feet of it. Each creature in that area takes 27 (6d8) cold damage (DC 14 Constitution save for half). If the saving throw fails by 5 or more, a creature also suffers one level of exhaustion.

Sudden Rush. Until the end of the turn, the cinderspawn's speed increases by 60 feet and it doesn't provoke opportunity attacks.

Deathtritus

The presence of necrotic energy can animate flesh, but it can also give unlife to refuse and residue, forming a deathtritus.

Tomb Mote

"These tiny, vaguely humanoid creatures are animated accumulations of tomb litter—shards of bone, lone teeth, matted hair, bits of shattered tombstone, and grave dirt."

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Tomb motes sometimes spontaneously arise in graveyards with a high concentration of buried magic, undead activity, and/or mass burials. As accumulations of the animated bone, dust, hair, and flesh particles that accumulate in tombs, tomb motes are surprisingly smart and vicious.

Tomb motes weigh 5 to 8 pounds and measure no more than 1 foot in height.

Combat

Tomb motes scurry around in the shadows, trying to surprise visitors in their domain. They like to harry a single target to en masse to make up for their lack of individual strength. If a target seems threatening, they slip back into the darkness until a weaker victim comes along.

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Tomb Mote

Tiny undead, chaotic evil

---

• Armor Class 12
• Hit Points 7 (2d4 + 2)
• Speed 40 ft.

---

STR	DEX	CON	INT	WIS	CHA
5 (-3)	14 (+2)	13 (+1)	8 (-1)	12 (+1)	6 (-2)

---

• Skills Stealth +4
• Damage Resistances necrotic, poison
• Condition Immunities poisoned
• Senses darkvision 60 ft., passive Perception 11
• Languages —
• Challenge 1/8 (25 XP)
• Proficiency Bonus +2

---

Actions

Bite. Melee Weapon Attack: +4 to hit, reach 5 ft., one target. Hit: 4 (1d4 + 2) piercing damage. If the target is a creature, it must make a DC 11 Constitution saving throw. On a failed save, the target is poisoned until the end of the tomb mote's next turn. On a successful save, the target is immune to being poisoned by any tomb mote for 24 hours.

Bonus Actions

Nimble Escape. The tomb mote takes the Disengage or Hide action.

Offalian

"Composed of butchered flesh, rotting organs, and pungent fluids, the snakelike creature before you craves the taste of fresh meat."

Offalians are undead serpents that form when people or animals are senselessly butchered and left to rot. They are composed of the organs and bodily fluids of the slain creatures. The creatures are filled with an unquenchable hunger that drives them to attack most living creatures.

Osteopede

"Created from dirt, dust, and crushed bone, a centipedelike creature skitters rapidly across the ground towards you."

Osteopedes are undead centipedes that form from dirt and bone in places of death. They also sometimes arise from pastures where bone fragments were used as fertilizer. The creature is infused with necrotic energy, which it releases with each bite and each slash of its jagged legs.

Dragonscale Slough

"A pile of molten scales slithers before you, possessing the vague shape of a dragon but none of its flesh, blood, or organs."

A dragonscale slough is made of the animated flesh and scales that fall from dragons. It is common for multiple sloughs to form in the lairs of older dragons. The sloughs have many of the same attitudes and instincts of their progenitors, and they are quite hostile.

Osteopede

Medium undead, neutral evil

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• Armor Class 15 (natural armor)
• Hit Points 90 (12d6 + 48)
• Speed 30 ft., climb 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
14 (+2)	18 (+4)	19 (+4)	3 (-4)	11 (+0)	5 (-3)

---

• Damage Immunities poison
• Condition Immunities exhaustion, poisoned
• Senses blindsight 30 ft., darkvision 60 ft., passive Perception 13
• Languages —
• Challenge 5 (1,800 XP)
• Proficiency Bonus +3

---

Necrotic Frenzy. The osteopede has advantage on melee attack rolls against any creature that is bloodied.

Undead Fortitude. If damage reduces the osteopede to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the osteopede drops to 1 hit point instead.

Actions

Bite. Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 13 (2d8 + 4) piercing damage, and if the target is a creature other than an undead or a construct, it must succeed on a DC 14 Constitution saving throw or take 5 (1d10) necrotic damage at the start of each of its turns due to a deep laceration. Each time the osteopede hits the lacerated target with this attack, the necrotic damage dealt increases by 5 (1d10). Any creature can take an action to stanch the laceration with a successful DC 14 Wisdom (Medicine) check. The wound also closes if the target receives magical healing.

Bonus Actions

Skittering Rake. The osteopede moves up to half its speed without provoking opportunity attacks, and it can make the following attack against each creature it moves past.
 Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 11 (2d4 + 6) slashing damage.

Dragonscale Slough

Large undead, unaligned

---

• Armor Class 16 (natural armor)
• Hit Points 102 (12d10 + 36)
• Speed 40 ft., climb 40 ft.

---

STR	DEX	CON	INT	WIS	CHA
18 (+4)	13 (+1)	16 (+3)	1 (-5)	14 (+2)	8 (-1)

---

• Saving Throws Dex +4, Con +6, Wis +5
• Skills Stealth +7
• Damage Immunities necrotic, poison
• Condition Immunities exhaustion, poisoned
• Senses blindsight 30 ft. (blind beyond this radius), passive Perception 12
• Languages —
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

---

Amorphous. The slough can move through a space as narrow as 1 inch wide without squeezing.

Keen Smell. The slough has advantage on Wisdom (Perception) checks that rely on smell.

Spider Climb. The slough can climb difficult surfaces, including upside down on ceilings, without needing to make an ability check.

Actions

Multiattack. The slough makes two melee attacks.

Constrict. Melee Weapon Attack: +7 to hit, reach 10 ft., one target. Hit: 11 (2d6 + 4) slashing damage, and the target is grappled (escape DC 14). Until this grapple ends, the creature is restrained, and the slough can't constrict another target.

Suffocating Scales. Melee Weapon Attack: +7 to hit, reach 5 ft., one creature that the slough is grappling. Hit: 9 (1d10 + 4) piercing damage plus 3 (1d6) necrotic damage, and the target can't speak or breathe and is suffocating until the grapple ends.

Dust Breath (Recharge 5–6). The slough exhales a cloud of dust in a 30-foot cone. Each creature in that area takes 22 (4d10) necrotic damage (DC 14 Constitution save for half). On a failed save, a creature is also blinded for 1 minute (save ends).

Dread Brutes

Dread brutes are unholy corpses or constructs animated to wield their overwhelming strength for labor, protection, or most commonly, violence and destruction.

Hulking Corpse

"Tramping out of the night is a dreadful giant corpse. For all that its eyes are lifeless and devoid of mind, the creature's gaze still promises swift death to any that it can catch and crush in its mighty grip."

---

Any undead army would be happy to recruit a hulking corpse. Its raw power combined with its mindless devotion to whatever master is powerful enough to command it ensures a swift victory over lesser foes. Of course, few can command a hulking corpse. Thus, these creatures are often found wandering the night, seeking only to crush, destroy, and rend.

Combat

A hulking corpse never employs subtlety or strategy. It bulls in, attempting to grab and rend its foes until they cease moving.

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Hulking Corpse

Large undead, chaotic evil

---

• Armor Class 8
• Hit Points 161 (14d10 + 84)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	6 (-2)	22 (+6)	3 (-4)	6 (-2)	5 (-3)

---

• Saving Throws Str +9, Con +10, Wis +2
• Skills Athletics +9
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned, stunned, unconscious
• Senses darkvision 60 ft., passive Perception 8
• Languages understands the languages it knew in life but can't speak
• Challenge 9 (5,000 XP)
• Proficiency Bonus +4

---

Powerful Blows. When the hulking corpse hits a Medium or smaller creature or object with a melee attack, the target must make a DC 17 Strength saving throw. On a failed save, the hulking corpse can push the target up to 10 feet away from it and knock it prone.

Siege Monster. The hulking corpse deals double damage to objects and structures.

Turn Resistance. The hulking corpse has advantage on saving throws against any effect that turns undead.

Undead Fortitude. If damage reduces the hulking corpse to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the hulking corpse drops to 1 hit point instead.

Actions

Multiattack. The hulking corpse makes three melee attacks. It then attempts to grapple one creature within its reach.

Slam. Melee Weapon Attack: +9 to hit, reach 5 ft., one target. Hit: 14 (2d10 + 5) bludgeoning damage.

Rend. Melee Weapon Attack: +9 to hit, reach 5 ft., one grappled creature. Hit: 21 (3d10 + 5) slashing damage.

Smash (Recharge 5–6). The hulking corpse bludgeons one target within its reach, dealing 38 (6d10 + 5) bludgeoning damage to it (DC 17 Strength save for half). If a creature fails this saving throw by 5 or more, it is also stunned until the end of the creature's next turn.

Bonus Actions

Aggressive. The hulking corpse moves up to its speed toward a hostile creature that it can see.

Destroy. The hulking corpse makes a melee attack against an object or structure.

Grave Dirt Golem

"Preceded by the smell of carrion, this humanoid creature is formed of moist (almost muddy) earth, mixed in with small bone bits, teeth, and rotting cloth scraps, topped with a dirt-encrusted humanoid skull. Its legs are short and thick, and its chest and arms somewhat tapering."

This humanoid golem is composed of magically coherent grave earth. A grave dirt golem wears no clothing, though sometimes the clothing or the gear of past victims can be found mixed in with the medium of its form.

A grave dirt golem cannot speak or make any vocal noise. It walks and moves with a slow, clumsy gait. It weighs around 800 pounds.

Combat

No one likes to be hit by a grave dirt golem because its filth fouls the wounds of its enemies and reduces their hit point maximums. The golem can regain hit points via its Soul Rend, but once it goes berserk, no known method can re-establish control.

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Grave Dirt Golem

Large construct, unaligned

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• Armor Class 14 (natural armor)
• Hit Points 133 (14d10 + 56)
• Speed 20 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	9 (-1)	18 (+4)	3 (-4)	8 (-1)	1 (-5)

---

• Damage Immunities necrotic, poison, psychic; bludgeoning, piercing, and slashing from nonmagical attacks that aren't adamantine
• Condition Immunities charmed, exhaustion, frightened, paralyzed, petrified, poisoned
• Senses darkvision 60 ft., passive Perception 9
• Languages understands the languages of its creator but can't speak
• Challenge 9 (5,000 XP)
• Proficiency Bonus +4

---

Berserk. Whenever the golem is bloodied at the start of its turn, roll a d6. On a 6, the golem goes berserk. On each of its turns while berserk, the golem attacks the nearest creature it can see. If no creature is near enough to move to and attack, the golem attacks an object, with preference for an object smaller than itself. Once the golem goes berserk, it continues to do so until it is destroyed.

Immutable Form. The golem is immune to any spell or effect that would alter its form.

Magic Resistance. The golem has advantage on saving throws against spells and other magical effects.

Magic Weapons. The golem's weapon attacks are magical.

Negative Energy Absorption. Whenever the golem is subjected to necrotic damage, it takes no damage and instead regains a number of hit points equal to the necrotic damage dealt.

Actions

Multiattack. The golem makes two slam attacks.

Slam. Melee Weapon Attack: +9 to hit, reach 5 ft., one target. Hit: 16 (2d10 + 5) bludgeoning damage. If the target is a creature, it must succeed on a DC 15 Constitution saving throw or suffer health drain equal to the damage taken.

Soul Rend (Recharge 5–6). The golem creates a vortex of life-draining energy in a 20-foot radius centered on itself. Each living creature in that area takes 22 (4d10) necrotic damage (DC 15 Constitution save for half). The golem regains hit points equal to half the damage roll.

Tombstone Golem

A stone golem becomes a tombstone golem with the following substitutions. Rather than simple stone, the creature is made up of fused grave headstones, inscribed with names in various languages, often more than one name per headstone, along with birth and death dates. Second, its supernatural ability to slow opponents is replaced by the Disrupt Life ability.

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Tombstone Golem

Large construct, unaligned

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• Armor Class 17 (natural armor)
• Hit Points 178 (17d10 + 85)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
22 (+6)	9 (-1)	20 (+5)	3 (-4)	11 (+0)	1 (-5)

---

• Saving Throws Str +10, Con +9, Cha -1
• Damage Immunities necrotic, poison, psychic; bludgeoning, piercing, and slashing from nonmagical attacks that aren't adamantine
• Condition Immunities charmed, exhaustion, frightened, paralyzed, petrified, poisoned
• Senses darkvision 120 ft., passive Perception 10
• Languages understands the languages of its creator but can't speak
• Challenge 12 (8,400 XP)
• Proficiency Bonus +4

---

Immutable Form. The golem is immune to any spell or effect that would alter its form.

Magic Resistance. The golem has advantage on saving throws against spells and other magical effects.

Magic Weapons. The golem's weapon attacks are magical.

Negative Energy Absorption. Whenever the golem is subjected to necrotic damage, it takes no damage and instead regains a number of hit points equal to the necrotic damage dealt.

Actions

Multiattack. The golem makes two slam attacks.

Slam. Melee Weapon Attack: +10 to hit, reach 5 ft., one target. Hit: 19 (3d8 + 6) bludgeoning damage.

Disrupt Life (Recharge 5–6). Each living creature within 10 feet of the golem takes 21 (6d6) necrotic damage (DC 17 Constitution save for half). If the saving throw fails by 5 or more, a creature also suffers one level of exhaustion.

Oozes

Infused with necrotic energy, undead oozes are the congealed, slimy effluvia of living creatures that died horrible deaths.

Bloodrot

"The writhing blob of ooze that approaches you reeks of death, and has a partially melted human skull suspended in its gray jelly."

---

Bloodrot oozes are undead jellies that form when humanoids are melted by acid. They are most commonly found around the lairs of black dragons and other creatures that employ acid to slay their foes.

Combat

A bloodrot ooze lurks in a dark corner, waiting until its prey comes close before striking. The creature then reaches out and attempts to grab a target and drain the blood from it. Bloodrots crave the blood of their foes, pursuing them without any sense of self-preservation.

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Bloodrot

Medium undead, unaligned

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• Armor Class 7
• Hit Points 75 (10d8 + 30)
• Speed 20 ft., climb 20 ft.

---

STR	DEX	CON	INT	WIS	CHA
16 (+3)	5 (-3)	16 (+3)	1 (-5)	6 (-2)	3 (-4)

---

• Damage Immunities acid, cold, lightning, necrotic, poison, slashing
• Condition Immunities blinded, charmed, deafened, exhaustion, frightened, poisoned, prone
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 8
• Languages —
• Challenge 4 (1,100 XP)
• Proficiency Bonus +2

---

Amorphous. The bloodrot can move through a space as narrow as 1 inch wide without squeezing.

Blood Growth. Any healing in excess of the bloodrot's maximum hit points is gained as temporary hit points. Furthermore, when a living creature within 5 feet of the bloodrot is reduced to 0 hit points, the bloodrot regains 25 hit points and grows one size category larger.

Corrosive Form. A creature that touches the bloodrot or hits it with a melee attack while within 5 feet of it takes 4 (1d8) acid damage.

Actions

Blood Tendril. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3) bludgeoning damage plus 18 (4d8) acid damage.

Bloodsqueeze. Melee Weapon Attack: +5 to hit, reach 5 ft., one creature grappled by a bloodrot. Hit: 17 (5d6) necrotic damage, and the bloodrot regains hit points equal to half the damage dealt.

Bonus Actions

Grab. The bloodrot attempts to grapple one creature within 5 feet of it. It can have one creature grappled at a time.

Reactions

Split. When a bloodrot that is Medium or larger is subjected to lightning or slashing damage, it splits into two new bloodrots if it has at least 10 hit points. Each new bloodrot has hit points equal to half the original bloodrot's, rounded down. New bloodrots are one size smaller than the original bloodrot.

Blood Amniote

"A clot of animate blood the size of a small house, this amoeba of failed life is hungry to add new blood to its oozing body."

The half-congealed blood of past victims gives a blood amniote its form, and its ties to the Negative Energy Plane give the creature animation. Mindless, it seeks only to pierce the fleshy carapace of all living creatures it comes upon so it can draw out the blood beneath.

Though these creatures are mindless, vestiges of past victims completely drained of blood remain imprinted on them. Observers sometimes see these random memories as faces that briefly form on the surface of a blood amniote, only to fall away again to formlessness moments later.

Lore

A character knows the following information with a successful check using the Religion skill.

DC 15. Scholars debate whether the blood amniote arises spontaneously or is crafted intentionally through necromantic rites and mass sacrifices.

DC 20. Legend has it that priests of Orcus once unleashed a storm that rained burning blood on two opposing armies. The storm slew the soldiers, and from the blood-soaked ground arose blood amniotes.

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Blood Amniote

Huge undead, neutral evil

---

• Armor Class 8
• Hit Points 171 (18d12 + 54)
• Speed 40 ft., climb 40 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	6 (-2)	16 (+3)	2 (-4)	6 (-2)	1 (-5)

---

• Damage Immunities necrotic, poison
• Condition Immunities blinded, charmed, deafened, exhaustion, frightened, poisoned, prone
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 8
• Languages —
• Challenge 9 (5,000 XP)
• Proficiency Bonus +4

---

Abominable Form. Creatures that can see the amniote have disadvantage on saving throws against being frightened.

Amorphous. The amniote can move through a space as narrow as 1 inch wide without squeezing.

Spawn Bloodrot. When the amniote kills a humanoid, the corpse rises as a bloodrot in the same space at the start of the amniote's next turn, acting on the same initiative as it each round.

Actions

Multiattack. The amniote makes two melee attacks.

Blood Drain. Melee Weapon Attack: +9 to hit, reach 10 ft., one target. Hit: 8 (1d6 + 5) bludgeoning damage plus 17 (5d6) necrotic damage. If the target is a creature that has blood, it must succeed on a DC 15 Constitution saving throw or suffer health drain equal to the damage taken.

Blood Thirst (Recharge 5–6). Each living creature within 10 feet of the amniote that has blood takes 22 (5d8) necrotic damage (DC 15 Constitution save for half). A target makes the save with disadvantage if it is grappled by an ooze or undead. If the amniote damages two or more creatures with this action, its speed increases by 10 feet for 1 hour.

Bonus Actions

Grasping Tendrils. The amniote pulls each Large or smaller creature of its choice within 20 feet of it up to 10 feet towards itself. If a target is bloodied, it is also grappled (escape DC 15) by the amniote. Until this grapple ends, a target is restrained and can't regain hit points.

Bone Collector

"You have encountered the source of the rumbling you have been sensing: a massive, hunchbacked brute that lumbers through the cave ahead. Its limbs and body are composed of assorted bones suspended in a deep purple ooze, and what you thought was its head is actually the oversized skull of a monstrous cave dweller you have never encountered before."

Bone collectors inhabit subterranean caverns and stalk underground tunnels, killing and scavenging to collect bones to increase their mass. Three massive bone collectors, each rumored to be over 25 feet in diameter, inhabit the Underdark.

Servants of Darkness

While most undead act on instinct or impulse, some have been created to serve a higher purpose, to help enact a dark design set forth by a deity, necromancer, or more intelligent undead.

Angel of Decay

"A repulsive, extremely tall, humanlike creature with long, rotting wings and peeling flesh, this monstrosity continually sheds rivulets of filth and decay, creating a pool of rot in which it stands."

---

Sometimes known as rot harbingers, these beings superficially resemble angels, but there's nothing angelic about them. Their touch causes living flesh to rot.

When a healthy creature softens, crumbles, and liquefies in death, an indefinable essence wafts away like putrid steam off stagnant beach sand. This decomposing flesh radiates an essential energy in its dissipation, and an angel of decay can extract the power resident therein.

Combat

An angel of decay prefers to wade into combat, literally, since it produces a constantly renewing pool of liquid corruption. The angel of decay excels at taking hits and giving them back, prefering to remain close to its enemies so that it may take advantage of its Rotting Aura and Feed on Decay traits.

Lore

A character knows the following information with a successful check using the Religion skill.

DC 20. Long ago, the gods tried to slay the demon lord Orcus while he was traveling outside the Abyss. They sent a host of angels to slay the demon lord, but Orcus ultimately prevailed, killing every last one of them. When he returned to the Abyss, the Demon Lord of Undeath created the first angels of decay as mockeries of those he'd slain and sent them to the natural world to wreak havoc on the gods' creation.

DC 30. A legion of angels of decay serve Atropus, the World Born Dead, as it wanders from planet to planet in its quest to unmake the gods' work. These angels feed off of the death and decay left in Atropus's wake, and are often found scouring the wastelands of a dead planet for scraps of essence to feed off of.

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Angel of Decay

Large undead, chaotic evil

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• Armor Class 16 (natural armor)
• Hit Points 85 (10d10 + 30)
• Speed 30 ft., fly 50 ft.

---

STR	DEX	CON	INT	WIS	CHA
18 (+4)	17 (+3)	16 (+3)	16 (+3)	16 (+3)	18 (+4)

---

• Saving Throws Dex +6, Wis +6
• Skills Perception +6
• Damage Resistances fire, lightning
• Damage Immunities cold, necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, petrified, poisoned
• Senses darkvision 120 ft., passive Perception 16
• Languages Common, Primordial
• Challenge 7 (2,900 XP)
• Proficiency Bonus +3

---

Feed on Decay. Whenever a creature within 15 feet of the angel of decay fails a saving throw, the angel of decay regains 5 hit points.

Flyby. The angel of decay doesn't provoke opportunity attacks when it flies out of an enemy's reach.

Actions

Multiattack. The angel of decay uses its Rotting Touch twice. If both attacks hit the same target, the target takes an additional 7 (2d6) necrotic damage.

Rotting Touch. Melee Spell Attack: +7 to hit, reach 5 ft., one target. Hit: 18 (4d6 + 4) necrotic damage.

Bonus Actions

Rotting Aura. Each living creature within 10 feet of the angel of decay takes 14 (4d6) necrotic damage (DC 15 Constitution save for half).

Blaspheme

"Appearing similar to a corpse that has been dug up and surgically modified, this creature stands nearly 7 feet tall, but is extraordinarily thin. Its arms are extra long, hanging nearly to mid-calf. Its head is wide and wedge-shaped, with a split mouth that opens wider than that of a normal humanoid. Its teeth glitter like shards of black, steaming ice."

Crafted in bygone days by power-mad wizards searching to create the perfect undead guardians, blasphemes still roam forgotten areas, seeking to weaken and destroy nonevil creatures with their blasphemous bite. They are most likely to be encountered near ruins of ancient cities where magic was valued more highly than personal liberty or morals. If the secret of creating or calling a blaspheme into the world still exists, it is buried in just such a location.

Each blaspheme is created with parts from multiple ancient corpses, with teeth specially harvested from sacrifices to evil powers. However, blasphemes are not hulking, slow-moving constructs; rather, they are lithe and deadly, aware of their surroundings and capable of directing their own actions.

Blasphemes stand just under 7 feet tall and weigh about 190 pounds.

Combat

A blaspheme resonates with evil power, the focus of which is concentrated in its teeth. Thus, blasphemes charge into combat in almost every situation, attempting to bite their victims as quickly as possible, so that its master or allies can take advantage of its weakening effect.

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Blaspheme

Medium undead, neutral evil

---

• Armor Class 16 (natural armor)
• Hit Points 153 (18d8 + 72)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	12 (+1)	18 (+4)	5 (-3)	15 (+2)	10 (+0)

---

• Saving Throws Wis +5
• Skills Athletics +8, Perception +5, Survival +5
• Damage Immunities cold, necrotic, poison
• Condition Immunities exhaustion, frightened, poisoned, unconscious
• Senses darkvision 60 ft., passive Perception 15
• Languages Common
• Challenge 8 (3,900 XP)
• Proficiency Bonus +3

---

Turn Resistance. The blaspheme has advantage on saving throws against effects that turns undead.

Undead Fortitude. If damage reduces the blaspheme to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the blaspheme drops to 1 hit point instead.

Actions

Multiattack. The blaspheme makes two attacks.

Bite. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 16 (2d10 + 5) piercing damage plus 7 (2d6) necrotic damage. If the target is a non-evil creature, it must succeed on a DC 15 Constitution saving throw or have disadvantage on all saving throws until the start of the blaspheme's next turn.

Bonus Actions

Aggressive. The blaspheme moves up to its speed toward a hostile creature that it can see.

Brawler. The blaspheme attempts to grapple or shove one creature within its reach.

Gravetouched Ghoul

"This foul humanoid wears a loose shift, but its mottled, decaying flesh is still clearly visible, drawn tightly over bones. Hairless, it has a carnivore's sharp teeth and eyes like hot coals."

Like traditional ghouls, gravetouched ghouls haunt graveyards, battlefields, and other places rich with the carrion for which they hunger. These terrible creatures lurk wherever the stench of death hangs heavy, ready to devour the unwary.

Lore

A character knows the following information with a successful check using the Religion skill.

DC 10. Ghouls are said to be created upon the death of a living sentient being who savored the taste of the flesh of other sentient creatures. This assertion may or may not be true, but it does explain the disgusting behavior of these anthropophagous undead.

DC 15. Some believe that anyone of exceptional debauchery and wickedness runs the risk of becoming a gravetouched ghoul. The transformation from living beings into fell creatures of the night has warped their minds, making them cunning and feral.

DC 20. While most humanoids who engage in these foul activities and return from the grave are mere ghouls, in rare occasions the creation of a ghoul briefly draws the attention of Doresain, King of the Ghouls. When this happens, the newly formed ghoul does not possess the standard statistics for a ghoul, but instead it becomes a gravetouched ghoul. These gravetouched ghouls are said to be "touched by the King."

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Gravetouched Ghoul

Medium undead, chaotic evil

---

• Armor Class 15 (unholy grace)
• Hit Points 39 (6d8 + 12)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
16 (+3)	17 (+3)	14 (+2)	12 (+1)	14 (+2)	15 (+2)

---

• Saving Throws Str +5, Dex +5, Con +4, Int +3, Wis +4, Cha +4
• Skills Athletics +5, Perception +4, Stealth +5
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned
• Senses darkvision 120 ft., passive Perception 14
• Languages Common
• Challenge 3 (700 XP)
• Proficiency Bonus +2

---

Turn Resistance. The ghoul has advantage on saving throws against effects that turn undead.

Unholy Grace. The ghoul adds its Charisma modifier to its Armor Class and on saving throws (accounted for in its statistics).

Actions

Multiattack. The ghoul makes two attacks: one with its bite and one with its claws. If the ghoul successfully paralyzes a creature, it can grapple the creature as part of this action.

Bite. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 10 (2d6 + 3) piercing damage plus 5 (2d4) necrotic damage. If the target is a living creature, it must succeed on a DC 12 Constitution saving throw or be poisoned until the end of its next turn.

Claws. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 8 (2d4 + 3) slashing damage. If the target is a creature other than an elf or undead, it must succeed on a DC 12 Constitution saving throw or be paralyzed for 1 minute (save ends).

Bonus Actions

Cunning Action. The ghoul takes the Dash, Disengage, or Hide action.

One With Shadows. While in an area of dim light or darkness, the ghoul becomes invisible until it moves or take an action, bonus action, or reaction.

Entomber

"This shrunken and disfigured humanoid carcass moves under the power of its own animation, though the details of its shape are blurred beneath a coating of filth and grave dirt."

Entombers are undead animated by necromancers who prefer to leave the dirty work to their servants. The entombers are perfect for putting bodies in the ground, or bringing them out, depending on the needs of their masters. They usually inhabit cemeteries, catacombs, or other places where many corpses might be found, dragging corpses or entire coffins behind them as they wander.

Entombers are filthy, streaked with dirt, and sometimes even bits of desiccated flesh (not their own), jewelry, and other small bits taken from the bodies they exhume or entomb. They stink of both carrion and embalming alchemical fluids. Closer scrutiny reveals their lips are sewn shut.

Most entombers are about 6 feet tall and weigh about 160 pounds.

Combat

In melee combat, an entomber's fist is a powerful weapon. However, the fear associated with entombers is more due to their ability to entomb foes with their attack. Entombers enjoy entombing unconscious foes that have no chance of fighting back, but unless specifically commanded otherwise, entombers treat all living creatures as subjects for their entombing power.

---

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Entomber

Medium undead, lawful evil

---

• Armor Class 15 (natural armor)
• Hit Points 97 (13d8 + 39)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
18 (+4)	12 (+1)	16 (+3)	6 (-2)	12 (+1)	7 (-2)

---

• Saving Throws Wis +4
• Skills Athletics +7, Perception +4
• Senses darkvision 60 ft., passive Perception 14
• Languages understands Common but can't speak
• Challenge 5 (1,800 XP)
• Proficiency Bonus +3

---

Alert. The entomber has advantage on initiative rolls and Wisdom (Perception) checks.

Turn Resistance. The entomber has advantage on saving throws against effects that turn undead.

Undead Fortitude. If damage reduces the entomber to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the entomber drops to 1 hit point instead.

Actions

Multiattack. The entomber makes two melee attacks.

Slam. Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 7 (1d6 + 4) bludgeoning damage plus 7 (2d6) necrotic damage.

Entomb. The entomber attempts to bury one creature it is grappling. The target must succeed on a DC 15 Strength saving throw or be pounded bodily into a shallow grave that bulges out of the ground and reveals its location. This ability doesn't work in locations with a basement or open level immediately below, nor can the creature entomb victims in a magical substance or a floor made of solid metal or a similar substance.
 While entombed, the creature is blinded, prone, and restrained, and it has total cover. Additionally, the creature is no longer grappled, but it can't breath and is suffocating.
 To escape being entombed, the target or a creature within 5 feet of the grave can take an action to attempt to clear away the tomb by making a DC 14 Strength check. After two of these checks succeed (they needn't be consecutive), the target is freed from the tomb, although it remains prone in the same space.

Bonus Actions

Exhume. The entomber touches the top of a grave or space where a creature is buried no deeper than 10 feet. The body immediately rises to the surface via this magic, leaving no hole or tunnel. A body is not harmed when brought to the surface in this manner.

Grappler. The entomber attempts to grapple one creature within its reach. On a success, the entomber has advantage on attack rolls against it while it remains grappled.

Reactions

Defend Grave. The entomber attempts to shove one creature that enters its reach.

Spirits

Infused by dark emotions and binding necrotic energy, undead spirits wander the world's shadowy corners and crevices, persisting in a tormented, shadowy state of existence.

Quell

"Two fiery green eyes glare from a shrouded, half-real visage of this vaguely humanoid shade. Either it is dressed in robes, or its ectoplasmic flesh is naturally loose and flowing. Dark symbols hang in the air just above and about its form, free-standing glyphs that viscerally demonstrate the creature's anathema to all things divine."

---

Quells are incorporeal creatures of malevolence and the night. They despise all living things, as well as the light that nurtures them, but the urge that truly drives them is their hatred of those who serve deities.

If they could, quells would commit deicide, though of course such actions are far beyond a quell's power. However, while a quell cannot directly affect a deity, it does have a power over the connection between a deity and its followers.

Because of their powers, quells are sought out by bands of more powerful undead or necromancers.

Combat

Quells attack directly in combat. Their true power lies in their ability to break connections between clerics and their deities.

---

Quell

Medium undead, lawful evil

---

• Armor Class 13
• Hit Points 65 (10d8 + 20)
• Speed 0 ft., fly 60 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
1 (-5)	16 (+3)	14 (+2)	12 (+1)	13 (+1)	16 (+3)

---

• Damage Resistances acid, cold, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks that aren't silvered
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 60 ft., passive Perception 11
• Languages the languages it knew in life
• Challenge 3 (700 XP)
• Proficiency Bonus +2

---

Godhate. The quell has advantage on saving throws against divine magic, which are spells and other magical effects originating from clerics, paladins, druids, rangers, celestials, and other sources the DM deems appropriate.

Incorporeal Movement. The quell can move through other creatures and objects as if they were difficult terrain. It takes 5 (1d10) force damage if it ends its turn inside an object.

Sense Divinity. The quell knows if a visible creature is a celestial or a user of divine magic.

Sunlight Sensitivity. While in sunlight, the quell has disadvantage on attack rolls, as well as on Wisdom (Perception) checks that rely on sight.

Actions

Multiattack. The quell uses its Intercession if it is available, and then it uses its Life Drain.

Life Drain. Melee Weapon Attack: +5 to hit, reach 5 ft., one creature. Hit: 16 (3d8 + 3) necrotic damage. The target must succeed on a DC 13 Constitution saving throw or suffer health drain equal to the damage taken.

Intercession (Recharge 5–6). Each creature within 45 feet of the quell that is a celestial or a user of divine magic must make a DC 13 Wisdom saving throw. On a failed save, a target cannot cast spells via divine magic until the start of the quell's next turn. If the saving throw fails by 5 or more, this effect instead lasts until the target finishes a long rest.

Spectral Lyrist

"A smiling, brightly clothed figure stands before you."

In life, a spectral lyrist used its powers of performance and persuasion to further the cause of evil and strife, whether by urging listeners to commit violence or simply luring the innocent to their deaths. Cursed to forever walk the earth, it blames those still alive for its undead state and seeks to commit even greater evils against them.

A spectral lyrist can appear as any Medium humanoid, and it doesn't share the insubstantial or diaphanous appearance of other incorporeal creatures when so disguised. A lyrist is weightless, regardless of appearance.

Combat

A spectral lyrist uses its ability to bluff and change its appearance to present itself as a friendly creature, putting victims at ease until it can use its spells on them.

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Spectral Lyrist

Medium undead, chaotic evil

---

• Armor Class 12
• Hit Points 67 (9d8 + 27)
• Speed 30 ft., fly 60 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
6 (-2)	15 (+2)	16 (+3)	12 (+1)	14 (+2)	16 (+3)

---

• Saving Throws Wis +4
• Skills Deception +7, Perception +4, Performance +5
• Damage Resistances acid, cold, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks that aren't silvered
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 60 ft., passive Perception 14
• Languages the languages it knew in life
• Challenge 4 (1,100 XP)
• Proficiency Bonus +2

---

Incorporeal Movement. The spectral lyrist can move through other creatures and objects as if they were difficult terrain. It takes 5 (1d10) force damage if it ends its turn inside an object.

Innate Spellcasting. The spectral lyrist's innate spellcasting ability is Charisma (spell save DC 13). It can innately cast the following spells, requiring no material components:

At will: disguise self, minor illusion, vicious mockery
2/day each: command, suggestion
1/day each: charm person, phantasmal force

Sunlight Sensitivity. While in sunlight, the spectral lyrist has disadvantage on attack rolls, as well as on Wisdom (Perception) checks that rely on sight.

Actions

Life Drain. Melee Weapon Attack: +4 to hit, reach 5 ft., one target. Hit: 12 (3d6 + 2) necrotic damage. The target must succeed on a DC 13 Constitution saving throw or suffer health drain equal to the damage taken.

Bonus Actions

Taunt (2/Day). The spectral lyrist targets one creature within 30 feet of it. If the target can hear the spectral lyrist, the target must succeed on a DC 13 Charisma saving throw or have disadvantage on ability checks, attack rolls, and saving throws until the start of the spectral lyrist's next turn.

Crypt Chanter

"A lone, wavering figure begins a song. The haunting melody echoes through the air, calling for you to dance. The music makes your soul shrivel, but it also makes you smile. How can something be so awful and so wonderful at the same time?"

A crypt chanter's voice is the perfect horror, at once compelling and dreadful. These undead creatures sometimes appear to be playing spectral violas, flutes, drums, or any other instruments they choose, varying from chanter to chanter.

Combat

A crypt chanter's strength and shield is its music. A crypt chanter seeks to snare its victims with its music, and then drain them of life with the same melody. If threatened, a crypt chanter retreats into a nearby wall or other handy physical barrier.

---

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Crypt Chanter

Medium undead, chaotic evil

---

• Armor Class 14
• Hit Points 90 (12d8 + 36)
• Speed 30 ft., fly 60 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
6 (-2)	18 (+4)	16 (+3)	13 (+1)	16 (+3)	18 (+4)

---

• Saving Throws Wis +6
• Skills Deception +7, Insight +6, Stealth +7
• Damage Resistances acid, cold, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks that aren't silvered
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 60 ft., passive Perception 13
• Languages the languages it knew in life
• Challenge 7 (2,900 XP)
• Proficiency Bonus +3

---

Create Spawn. The spirit of a humanoid slain by the crypt chanter rises as a specter after 1 minute. The specter is under the crypt chanter's control.

Incorporeal Movement. The crypt chanter can move through other creatures and objects as if they were difficult terrain. It takes 5 (1d10) force damage if it ends its turn inside an object.

Sunlight Sensitivity. While in sunlight, the crypt chanter has disadvantage on attack rolls, as well as on Wisdom (Perception) checks that rely on sight.

Actions

Draining Melody. Each creature within 60 feet of the crypt chanter that is charmed by it must succeed on a DC 15 Wisdom saving throw or take 14 (4d6) psychic damage and suffer one level of exhaustion.

Life Drain. The crypt chanter deals 21 (6d6) necrotic damage to one creature it can see within 60 feet of it that isn't charmed (DC 15 Constitution save for half). The crypt chanter regains a number of hit points equal to half the damage dealt.

Bonus Actions

Captivating Presence. Each creature within 60 feet of the crypt chanter that can hear its melody must make a DC 15 Wisdom saving throw. On a failed save, the creature becomes charmed by the crypt chanter for 1 minute, until the creature is farther than 60 feet away from it, until the crypt chanter is incapacitated or dies, or until the creature becomes deafened. On a successful save, the creature becomes immune to the crypt chanter's Captivating Presence for 24 hours. Creatures charmed by the crypt chanter can't willingly move away from it.

Legendary Actions

The crypt chanter can take 2 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. The crypt chanter regains spent legendary actions at the start of its turn.

• Move. The crypt chanter moves up to half its speed.
• Enthrall. Each creature within 60 feet of the crypt chanter that is charmed by it and can hear its melody must make a DC 15 Wisdom saving throw. On a failed save, a creature takes 7 (2d6) psychic damage and must use its reaction, if available, to move up to its speed towards the crypt chanter.

Dream Vestige

"A mighty river of fog streams forward like an evil waterfall, swollen with storm and spray. Accompanying the shape is a susurrus of dreamlike voices that murmur, cry, and rail against some terrible fate. Slender tendrils of mist extend from the mass, patting and feeling for sustenance."

A dream vestige is a hunter; it hunts for other creatures to incorporate into itself—mind and body, living or undead. Thus, even the undying have cause to fear a dream vestige, which preys on its own. It stalks prey on rooftops, behind walls, or under floors, unseen by its victims. A sudden visceral dread heralds the creature's arrival, at which time the whispers, moans, and lamenting of its subsumed victims becomes audibly apparent.

Skirr

"A faint whirring sound and the stench of death precedes a great shape scudding through the air. The creature has a humanoid form with the skull of a long-toothed bull. Its upper arms are great wings, and its lower legs end in cruel, clawed talons. No skin or fur can be seen beneath the dingy gray funerary wrappings that cover the entire creature like a mummy."

Skirrs are predators that hunt the edges of necropolises, great expanses of deadly swamps, deserts, or other places where victims might be found alone, hurt, and pressed by dangers from directions other than the sky. That's when skirrs swoop in to attack.

Skirrs measure, wingtip-to-wingtip, 30 feet or more, and weigh about 20,000 pounds.

Combat

Skirrs are predators that scavenge the bodies of those killed by sudden stops. Their favored tactic is to swoop down, grab a victim, ascend to a height of at least 200 feet, and then drop the victim in a deadly fall.

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Skirr

Huge undead, neutral evil

---

• Armor Class 16 (natural armor)
• Hit Points 168 (16d12 + 64)
• Speed 20 ft., fly 50 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	16 (+3)	18 (+4)	2 (-4)	11 (+0)	8 (-1)

---

• Saving Throws Dex +6, Con +7
• Skills Perception +3, Stealth +6
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, poisoned
• Senses darkvision 60 ft., passive Perception 13
• Languages —
• Challenge 7 (2,900 XP)
• Proficiency Bonus +3

---

Flyby. The skirr doesn't provoke opportunity attacks when it flies out of an enemy's reach.

Actions

Multiattack. The skirr makes two attacks: one with its bite and one with its claw.

Bite. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 18 (3d8 + 5) piercing damage. If the target is a Large or smaller creature, it is grappled (escape DC 15), and the skirr can't bite another target.

Claw. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 15 (3d6 + 5) slashing damage.

Paralyth

"From the skies descends not a bird nor winged beast, but a floating brain with its spine still attached. Crackling with black lightning, you hear a foul cackle echo through your mind as your muscles begin to twitch under a will that is not your own."

Made sentient through foul magic, a paralyth is the animated spine and brain of a humanoid. Instead of being put in a jar, the brain is given the power of flight and can emit waves of electricity from its spinal cord. The brain is empowered with potent psionic abilities, allowing the paralyth to enslave weak-minded creatures that can enact its dark will.

Unrisen

Magic go awry, and when the magic is raise dead or a similar resurrection spell, the results can be grim. The spell might appear to be a complete failure, yet the residual energy can sometimes raise the creature days after the initial attempt. When this happens, the subject emerges with its soul fragmented and corrupted. A pet comes back from the dead, but it is no longer the adorable feline the family once knew. A child returns, but it is vile and depraved, caring nothing for the people it once loved. No matter what form the creature took in its past life, it returns as a vile, twisted thing—it returns as an unrisen.

Slaymate

"This pale creature resembles a human child with slug-white skin. Its black eyes are too knowing for their size, and its too-wide mouth is home to rot and ruin."

When a guardian's betrayal, either outright or through negligence, leads to the death of a child, a resurrection spell or even pure chance may cause its corpse to rise as a slaymate. A slaymate's appearance is a weird and twisted reflection of the form it had in life.

Slaymates are highly prized by necromancers, and thus are rarely encountered alone, but instead are found in the presence of evil spellcasters and others who dabble in necromancy. Many a slaymate can be found riding, papoose style, on the back of a necromancer who values the slaymate's special abilities.

A slaymate is about the height and weight of an eight-year-old human child.

Combat

Slaymates prefer to attack from the shadows, preferably on the back of a necromancer guardian if it has one. When forced to fight, the slaymate prefers to use its disease-laden bite, or a small knife if provided with one.

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Slaymate

Small undead, any evil alignment

---

• Armor Class 13
• Hit Points 27 (6d6 + 6)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
8 (-1)	16 (+3)	12 (+1)	11 (+0)	10 (+0)	13 (+1)

---

• Skills Stealth +5
• Damage Immunities poison
• Condition Immunities poisoned
• Senses darkvision 60 ft., passive Perception 10
• Languages the languages it knew in life
• Challenge 2 (450 XP)
• Proficiency Bonus +2

---

Pale Aura. Necromancy spells cast by creatures within 10 feet of the slaymate have their durations, ranges, and sizes doubled and can animate or reassert control over twice as many undead. For example, a circle of death spell would become a 120-foot-radius sphere with a 300 foot range, and a danse macabre spell would animate up to ten undead within 120 feet for up to 2 hours.

Sneak Attack (1/Turn). The slaymate deals an extra 7 (2d6) damage when it hits a target with a melee weapon attack and has advantage on the attack roll, or when the target is within 5 feet of an ally of the slaymate that isn't incapacitated and the slaymate doesn't have disadvantage on the attack roll.

Actions

Bite. Melee Weapon Attack: +5 to hit, reach 5 ft., one creature. Hit: 5 (1d4 + 3) piercing damage plus 7 (2d6) necrotic damage. The target must succeed on a DC 11 Constitution saving throw against disease or be poisoned for 1 minute (save ends).

Knife. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 5 (1d4 + 3) piercing damage. If this attack hits while the slaymate is invisible, it is automatically a critical hit.

Invisibility. The slaymate and any Huge or smaller creature it is riding magically turns invisible until either creature makes an attack roll, makes a damage roll, or casts a spell, or until the slaymate's concentration ends (as if concentrating on a spell). Any equipment the slaymate or its rider wears or carries is invisible with it.

Bonus Actions

Nimble Escape. The slaymate takes the Disengage or Hide action.

Tainted Priest

"The once-friendly priest slips out a wicked grin, their jagged teeth possessing a ghoulish yellow tint, presenting a stark contrast to the warm smile you were once familiar with. Black staff in hand, the priest mutters a prayer in a language you don't understand and prepares to defend their church from the interlopers before them."

When a cleric's resurrection goes wrong, a dark god might spot a chance to intervene, corrupting their connection to the divine so that the newly formed tainted priest may serve their religion instead. With a false aura that prevents their fellow holy men from detecting their true nature, a tainted priest will slowly corrupt their former church into a blasphemous mockery of what it once was.

If given enough time to amass an undead army and to corrupt their once-innocent followers into servants of evil, a tainted priest will attempt to destroy their church and the settlement surrounding it. They will then pose as a refugee of this terrible tragedy and flee to another church of their original faith, rising the ranks and starting the infection process again. A tainted priest may even seek to purposefully create other unrisen, taking advantage of "unfortunate accidents" that kill innocent children or pets and altering their own resurrection magic to ensure that the victim rises as another of their kind.

Wraiths

Wraiths hate the living and seek to create more of their kind by killing mortals they encounter. They are joyless beings that dwell in the darkness.

Vortex Wraith

Huge undead, unaligned

---

• Armor Class 17
• Hit Points 187 (15d12 + 90)
• Speed 0 ft., fly 60 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
6 (-2)	24 (+7)	22 (+6)	8 (-1)	18 (+4)	22 (+6)

---

• Saving Throws Int +5, Wis +10, Cha +12
• Damage Resistances acid, cold, fire, lightning, thunder
• Damage Immunities necrotic, poison; bludgeoning, piercing, and slashing from nonmagical attacks that aren't silvered
• Condition Immunities exhaustion, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 120 ft., passive Perception 14
• Languages the languages it knew in life
• Challenge 17 (18,000 XP)
• Proficiency Bonus +6

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Agonizing Pain. If the wraith takes psychic damage, the wraith lets out a horrible wail, and each creature within 120 feet of the wraith takes that damage as well.

Destructive Movement. The wraith can move through other creatures and objects as if they were difficult terrain, and it can occupy another creature's space and vice versa. The first time it enters a the space of a creature or object on a turn, that target takes 5 (1d10) necrotic damage. It takes 5 (1d10) force damage if it ends its turn inside an object.

Fear the Light. The wraith has disadvantage on saving throws against being frightened. It is always frightened while in bright light, and if it takes radiant damage or sees a spellcaster use Channel Divinity, it is frightened until the end of its next turn.
 While frightened, the wraith isn't immune to bludgeoning, piercing, or slashing damage from nonmagical attacks that aren't silvered, its speed is halved, and attack rolls against it have advantage. However, its melee reach is increased to 30 feet, the size of its Grasp for Help action doubles, and it gains advantage on attack rolls, rather than disadvantage.

Soul Amalgamation. The wraith can take one reaction on every turn in combat, even if it is incapacitated, and it can grapple any number of creatures simultaneously. The wraith can't regain hit points or gain temporary hit points from external sources.
 If the wraith reduces a humanoid to 0 hit points, its soul joins the amalgamation, causing the wraith to regain 10 hit points.

Actions

Fearful Embrace. Melee Weapon Attack: +12 to hit, reach 10 ft., any number of creatures within reach. Hit: 33 (4d12 + 7) necrotic damage, and the target is grappled (escape DC 16). While grappled, a target is restrained and can't regain hit points.

Grasp for Help (Recharge 5–6). The wraith unleashes souls in a 60-foot cone (120 feet if frightened) that grasp desperately for help. Each creature in the area takes 18 (4d8) necrotic damage plus 18 (4d8) psychic damage (DC 22 Charisma save for half).
 The souls then return to the wraith, dragging any creatures that failed the save into its space.

Reactions

Desperate Plea. When a creature leaves the wraith's reach, the wraith can latch onto it. The wraith moves with the creature until the end of the creature's turn, dragging any creature it is grappling along with it.

Summon Aid. In response to the wraith taking damage or failing a saving throw, a soul is released from the wraith in the form of a specter that is hostile to the creature that created the triggering effect (if any).
 If the triggering effect causes the wraith to be frightened or incapacitated, or if the wraith is already suffering from one of these conditions, it releases 3 (1d4 + 1) specters instead.

Legendary Actions

The wraith can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. The wraith regains spent legendary actions at the start of its turn.

• Find Help. The wraith moves up to half its speed towards a creature it can see.
• Panic. Each creature the wraith is grappling must succeed on a DC 22 Wisdom saving throw or be frightened until the end of its next turn. While frightened in this way, a creature's allies appear invisible to it.
• Hug Tightly (Costs 2 Actions). Each creature the wraith is grappling begins to choke (PHB 183) until the grapple ends.

Chapter 2: Creature Templates

Undead come in as many varieties as there are phobias and nightmares. The templates here transform living creatures into servants of undead (or undead themselves) and adapt existing undead into even more horrifying and potent creatures.

Ghost Hound

Medium undead, unaligned

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• Armor Class 12
• Hit Points 11 (2d8 + 2)
• Speed 0 ft., fly 40 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
6 (–2)	15 (+2)	12 (+1)	3 (–4)	12 (+1)	15 (+2)

---

• Skills Perception +3, Stealth +4
• Damage Resistances acid, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks
• Damage Immunities cold, necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 60 ft., passive Perception 13
• Languages —
• Challenge 1/4 (50 XP)
• Proficiency Bonus +2

---

Ethereal Sight. The ghost hound can see 60 feet into the Ethereal Plane when it is on the Material Plane, and vice versa.

Incorporeal Movement. The ghost hound can move through other creatures and objects as if they were difficult terrain. It takes 5 (1d10) force damage if it ends its turn inside an object.

Keen Hearing and Smell. The ghost hound has advantage on Wisdom (Perception) checks that rely on hearing or smell.

Pack Tactics. The ghost hound has advantage on an attack roll against a creature if at least one of the ghost hound's allies is within 5 feet of the creature and the ally isn't incapacitated.

Actions

Withering Bite. Melee Weapon Attack: +4 to hit, reach 5 ft., one target. Hit: 7 (2d4 + 2) necrotic damage.

Etherealness. The ghost hound enters the Ethereal Plane from the Material Plane, or vice versa. It is visible on the Material Plane while it is in the Border Ethereal, and vice versa, yet it can't affect or be affected by anything on the other plane.

Bloodcurling Howl (Recharge 6). The mournful howling of the ghost hound chills the living to the core. Each living creature within 30 feet of the ghost hound that can hear it must succeed on a DC 12 Wisdom saving throw or be frightened for 1 minute (save ends). If a target's saving throw is successful or the effect ends for it, the target is immune to this ghost hound's Bloodcurling Howl for the next 24 hours.

Half-Vampire

In rare circumstances, a vampire that has recently consumed a significant quantity of blood gains the ability to breed successfully with a humanoid, creating half-vampire offspring. Also, in the unusual case of a pregnant humanoid who barely survives a vampire's bite attack, the child may be born "tainted" by the attacker's vampirism. Regardless of the origin, the children produced by such events are typically branded as outcasts, welcome neither among the living or the undead.

A half-vampire is drawn to other living creatures, and feels far more comfortable when living in towns or cities. Still, half-vampires know that they must keep their identities secret or else risk the hatred and violence of others.

Half-vampires are often physically attractive and persuasive. Their skin is pale, even ashen in color.

Unlike their undead forebears, half-vampires enjoy the freedom (or curse) of pursuing any alignment, though most tend toward neutrality or evil. Those rare few good-aligned half-vampires often feel haunted by their heritage, sometimes working to undo the evil of their ancestry.

Half-Vampire Gnoll Pack Lord

Medium humanoid (gnoll, half-vampire), chaotic evil

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• Armor Class 15 (chain shirt)
• Hit Points 49 (9d8 + 9)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
16 (+3)	14 (+2)	13 (+1)	8 (–1)	11 (+0)	11 (+0)

---

• Damage Resistances necrotic
• Senses darkvision 120 ft., passive Perception 10
• Languages Gnoll
• Challenge 3 (700 XP)
• Proficiency Bonus +2

---

Regeneration. The gnoll regains 10 hit points at the start of its turn if it has at least 1 hit point and isn't in sunlight or running water. If the gnoll takes radiant damage, this trait doesn't function at the start of the gnoll's next turn.

Sunlight Sensitivity. While in sunlight, the gnoll has disadvantage on attack rolls, as well as on Wisdom (Perception) checks that rely on sight.

Actions

Multiattack. The gnoll makes two weapon attacks, only one of which can be a bite attack.

Bite. Melee Weapon Attack: +5 to hit, reach 7 ft., one creature that is grappled by the half-vampire, incapacitated, or restrained. Hit: 5 (1d4 + 3) piercing damage plus 9 (2d8) necrotic damage. The target suffers health drain equal to the necrotic damage taken, and the gnoll regains hit points equal to that amount.

Claws. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 7 (1d8 + 3) slashing damage. Instead of dealing damage, the gnoll can grapple the target (escape DC 13).

Glaive. Melee Weapon Attack: +5 to hit, reach 10 ft., one target. Hit: 8 (1d10 + 3) slashing damage.

Longbow. Ranged Weapon Attack: +4 to hit, range 150/600 ft., one target. Hit: 6 (1d8 + 2) piercing damage.

Charm. The gnoll targets one humanoid it can see within 30 feet of it. If the target can see the gnoll, the target must succeed on a DC 10 Wisdom saving throw against this magic or be charmed by the gnoll. The charmed target regards the gnoll as a trusted friend to be heeded and protected. Although the target isn't under the gnoll's control, it takes the gnoll's requests or actions in the most favorable way it can.
 If the gnoll or the gnoll's companions do anything harmful to the target, the effect ends. Otherwise, the effect lasts 8 hours or until the gnoll is destroyed, is on a different plane of existence than the target, or takes a bonus action to end the effect.

Bonus Actions

Rampage. When the gnoll reduces a creature to 0 hit points with a melee attack on its turn, the gnoll can move up to half its speed and make another attack.

Incite Rampage (Recharge 5-6). One creature the gnoll can see within 30 feet of it can use its reaction to make a melee attack if it can hear the gnoll and has the Rampage trait.

Half-Vampire Gnoll Pack Lord

"The hyena-headed figure standing before you has a particularly feral appearance, its muscular hands clenched tightly around a glaive."

Combat

The half-vampire gnoll pack lord acts mostly as a normal pack lord would. It isn't smarter or physically stronger than the average pack lord, but the martial prowess being a half-vampire grants alongside the ability to charm other gnolls allows a half-vampire gnoll pack lord to lead its pack more strictly and effectively than the typical pack lord ever could.

Hooded Pupil

A hooded pupil is a humanoid or a giant who was lured by the promises of necromancy, envious of the power the necromancer wields and the unending existence the vampire enjoys, but yet are not ready to relinquish life.

Hooded pupils usually are found serving an "apprenticeship" with a more powerful intelligent undead. The undead master sometimes has need for living servants to advance its ends in societies of the living. On the other hand, the living pupil sees firsthand what it means to fully embrace the darkness.

Hooded pupils are usually only created when a powerful undead bequeaths a secret of necromancy to one who accepts its truth. As testament to their apprenticeship, hooded pupils are most often dressed in some sort of ominous hooded mantle.

Hooded Pupil Ettin

Large giant, chaotic evil

---

• Armor Class 14 (natural armor)
• Hit Points 110 (13d10 + 39)
• Speed 40 ft., fly 20 ft. (hover)

---

STR	DEX	CON	INT	WIS	CHA
21 (+5)	8 (–1)	17 (+3)	6 (–2)	10 (+0)	14 (+2)

---

• Skills Arcana +1, Perception +6, Religion +1
• Damage Resistances cold, necrotic
• Condition Immunities exhaustion
• Senses darkvision 60 ft., passive Perception 16
• Languages Common, Giant, Orc
• Challenge 5 (1800 XP)
• Proficiency Bonus +3

---

Innate Spellcasting. The ettin's innate spellcasting ability is Charisma (spell save DC 13). It can innately cast the following spells, requiring no material components:

At will: ray of sickness, toll the dead
2/day: animate dead
1/day: bestow curse

Two Heads. The ettin has advantage on Wisdom (Perception) checks and on saving throws against being blinded, charmed, deafened, frightened, stunned, or knocked unconscious.

Unholy Weapons. The ettin's weapon attacks are magical. When the ettin hits with any weapon, the weapon deals an extra 2d6 necrotic damage (included in the attack).

Wakeful. When one of the ettin's heads is asleep, its other head is awake.

Actions

Multiattack. The ettin makes two attacks: one with its battleaxe and one with its morningstar.

Battleaxe. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 14 (2d8 + 5) slashing damage plus 7 (2d6) necrotic damage, and if the target is a Medium or smaller creature, its speed is reduced by 10 feet until the end of the ettin's next turn.

Morningstar. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 14 (2d8 + 5) piercing damage plus 7 (2d6) necrotic damage, and if the target is a Medium or smaller creature, the ettin can push it up to 5 feet away.

Bonus Actions

Drink Blood (Recharge 5-6). The ettin can suck or drink blood from the wounds of a creature within 5 feet of it that doesn't have all of its hit points. The creature must willing, grappled by the ettin or one of its allies, incapacitated, or restrained. The target takes 14 (4d6) necrotic damage and suffers health drain equal to the damage taken, and the ettin regains hit points equal to the damage dealt.

Hooded Pupil Ettin

"A smell like an open grave heralds this hulking figure. It is draped in ominous black folds, its features lost beneath a night-dark hood wide enough to conceal more than a single head."

Combat

A hooded pupil ettin relishes its heightened abilities in combat, usually beginning any conflict by using the bestow curse spell on the strongest looking enemy. Once threats are dealt with, it attempts to drink the blood of any smaller enemy it can grapple.

Mummified Creature

Mummies are undead creatures, embalmed using ancient necromantic lore. Often set as guardians for sacred sites, mummies defend their charges until destroyed. Should a mummy be unable to defend its charge for any reason, it becomes an unreasoning spirit of vengeance, hunting those who desecrated the site it was tasked to defend.

A mummy appears withered and desiccated, its features hidden beneath centuries-old funereal wrappings. It moves with a slow, shambling gait and groans with the weight of the ages. Symbols of the deity it once served often mark these horrid creatures. While other undead stink of carrion, the herbs and powders used to create a mummy give off a sharp, pungent odor, like that of a spice cabinet.

Mummified Ogre

Large undead, lawful evil

---

• Armor Class 8
• Hit Points 85 (10d10 + 30)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
21 (+5)	6 (–2)	16 (+3)	4 (–3)	7 (–2)	13 (+1)

---

• Saving Throws Wis +0
• Damage Vulnerabilities fire
• Damage Resistances bludgeoning, piercing, slashing from nonmagical attacks
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned
• Senses darkvision 120 ft., passive Perception 8
• Languages Common, Giant
• Challenge 4 (1100 XP)
• Proficiency Bonus +2

---

Powerful Blows. When the mummy hits a Medium or smaller creature or object with a melee attack, the target must make a DC 15 Strength saving throw. On a failed save, the target is pushed up to 5 feet away from the mummy and is knocked prone.

Actions

Multiattack. The mummy uses its Dreadful Glare and makes one melee attack.

Rotting Fist. Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 16 (2d10 + 5) bludgeoning damage plus 10 (3d6) necrotic damage. If the target is a creature, it must succeed on a DC 13 Constitution saving throw or be cursed with mummy rot. The cursed target can't regain hit points, and its hit point maximum decreases by 10 (3d6) for every 24 hours that elapse. If the curse reduces the target's hit point maximum to 0, the target dies, and its body turns to dust. The curse lasts until removed by the remove curse spell or other magic.

Dreadful Glare. The mummy targets one creature it can see within 60 feet of it. If the target can see the mummy, it must succeed on a DC 11 Wisdom saving throw against this magic or become frightened until the end of the mummy's next turn. If the target fails the saving throw by 5 or more, it is also paralyzed for the same duration. A target that succeeds on the saving throw is immune to the Dreadful Glare of all mummies (but not mummy lords) for the next 24 hours.

Bonus Actions

Destroy. The mummy makes a melee attack against an object or structure.

Mummified Ogre

"A large figure covered in funeral wrappings appears before you. Large gaps between the wrappings reveals its severe lack of flesh, and the decayed state of its bones makes it clear that this being has been dead for a long time. The creature's wrappings and deterioration make it hard to identify, but its gait and loud roar are definitively those of an enraged ogre."

Combat

In melee combat, a mummified ogre delivers a powerful blow. Even if it had no other abilities, its great strength and grim determination would make it a formidable opponent.

From Free Mummy to Mummmy Lord

When an intelligent mummy breaks free of the temple or tomb it guards, it becomes a free mummy that can wander anywhere of its own choosing. Since the threat of most mummies and mummy lords are confined to the site they were buried at, most organizations are unprepared for the rise of a free mummy and any army it creates. As such, even the most bitter organizations will find themselves putting aside their differences if it means that the free mummy is destroyed as soon as possible.

When a free mummy first emerges, its most likely course of action is to find a way to ascend to mummy lord status. Assuming its preserved heart has been lost to time along with its other organs, a free mummy will seek out the proper materials to craft an artificial heart. It then seeks out or reanimates a priest that can magically bind the mummy to its new heart.

However, this process tends to be imperfect, requiring the newly created mummy lord to sustain its heart with regular human sacrifices, much like a lich would require. The frequency of sacrifices begins to increase over time, and soon enough the mummy lord finds itself raising an army to slaughter settlement upon settlement in a desperate attempt to cling to its final remnants of unlife.

Necromental

A necromental is the undead remnant of an elemental creature. It retains only a fraction of the self-awareness that the elemental had in life, but it becomes twisted and evil.

Earth Necromental

Large undead, neutral evil

---

• Armor Class 17 (natural armor)
• Hit Points 157 (15d10 + 75)
• Speed 30 ft., burrow 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
20 (+5)	8 (–1)	20 (+5)	2 (–4)	10 (+0)	2 (–4)

---

• Damage Vulnerabilities thunder
• Damage Resistances bludgeoning, piercing, slashing from nonmagical attacks
• Damage Immunities necrotic, poison
• Condition Immunities exhaustion, paralyzed, petrified, poisoned, unconscious
• Senses darkvision 120 ft., tremorsense 60 ft., passive Perception 10
• Languages understands Terran but can't speak
• Challenge 6 (2300 XP)
• Proficiency Bonus +3

---

Create Spawn. An elemental slain by the earth necromental rises as a necromental after 24 hours.

Earth Glide. The earth necromental can burrow through nonmagical, unworked earth and stone. While doing so, the earth necromental doesn't disturb the material it moves through.

Life Draining Aura. At the start of each of the earth necromental's turns, each creature within 15 feet of it must succeed on a DC 16 Constitution saving throw or take 11 (2d10) necrotic damage. A target also suffers health drain equal to the damage taken.

Siege Monster. The earth necromental deals double damage to objects and structures.

Touch of Death. When the earth necromental deals damage to a creature, it can change any amount of the damage to be necrotic damage.

Actions

Multiattack. The earth necromental makes two slam attacks.

Slam. Melee Weapon Attack: +8 to hit, reach 10 ft., one target. Hit: 14 (2d8 + 5) bludgeoning damage.

Disrupt Life (Recharge 5-6). Each living creature within 15 feet of the earth necromental takes 22 (4d10) necrotic damage (DC 16 Constitution save for half).

Earth Necromental

"This walking pile of crumbling earth and stone radiates a palpable aura of death."

Combat

An earth necromental smashes into combat like a typical earth elemental, though with even more devastating results, thanks to its necromantic abilities.

Necropolitan

Necropolitans are humanoids who renounce life and embrace undeath in a special ritual called the Ritual of Crucimigration (see below).

A necropolitan's skin is dry, withered, and powdery. Its eyes are as pale as driven snow, and as lifeless. It continues to dress in the fashion it preferred while living. Necropolitans are considered citizens of the little-known city of Nocturnus, but if their nature is revealed elsewhere, they are feared and hunted like common monsters.

Necropolitan Template

Only a humanoid, or monstrosity may become a necropolitan, although the DM may allow creatures of other types to become a necropolitan as appropriate. When a living creature (referred to as the base creature) is transformed into a necropolitan, it retains its statistics except as described below.

Type. The necropolitan is an undead, and it doesn't require air, food, drink, or sleep.

Ability Score Adjustment. The necropolitan's Constitution score increases by 2, to a maximum of 22.

Damage Immunities. The necropolitan is immune to cold, necrotic, and poison damage.

Condition Immunities. The necropolitan can't be charmed, frightened, paralyzed, or poisoned. It also doesn't suffer from exhaustion.

Skills. The necropolitan gains expertise with two skills of its choice, which means its proficiency bonus is doubled for any ability check it makes with it.

Senses. The necropolitan gains darkvision out to 60 feet. If the base creature already had darkvision, the radius of its darkvision instead increases by 60 feet. However, if the base creature has blindsight and is blind beyond its radius, the necropolitan does not gain darkvision.

Traits, Actions, and Proficiencies. The necropolitan loses any trait, such as Amphibious, that assumes a living physiology. The necropolitan might retain or lose any or all of its lair actions or inherit new ones, as the DM sees fit. It also gains additional traits as described in the sections below. Otherwise, the necropolitan retains the base creature's proficiencies, actions, and traits.

Additional Traits

The necropolitan gains the traits below.

Aversion of Radiance. If the necropolitan takes radiant damage, it has disadvantage on attack rolls and ability checks until the end of its next turn.

Clarity of Death. The necropolitan is immune to any spell or effect that would read its thoughts, determine if it is lying, or magically influence its thoughts or behavior.

Magic Resistance. The necropolitan has advantage on saving throws against spells and other magical effects.

Negative Energy Absorption. Whenever the necropolitan is subjected to necrotic damage, it takes no damage and regains a number of hit points equal to the necrotic damage dealt.

Turn Resistance. The necropolitan has advantage on saving throws against effects that turn undead.

Undead Fortitude. If damage reduces the necropolitan to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the necropolitan drops to 1 hit point instead.

Necropolitan Mage

Medium undead, any alignment

---

• Armor Class 12 (15 with mage armor)
• Hit Points 49 (9d8 + 9)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
9 (–1)	14 (+2)	13 (+1)	17 (+3)	12 (+1)	11 (+0)

---

• Saving Throws Con +4, Int +6, Wis +4, Cha +3
• Skills Arcana +9, History +9
• Damage Immunities cold, necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned
• Senses darkvision 60 ft., passive Perception 11
• Languages any four languages
• Challenge 7 (2900 XP)
• Proficiency Bonus +3

---

Aversion of Radiance. If the necropolitan takes radiant damage, it has disadvantage on attack rolls and ability checks until the end of its next turn.

Clarity of Death. The necropolitan is immune to any spell or effect that would read its thoughts, determine if it is lying, or magically influence its thoughts or behavior.

Magic Resistance. The necropolitan has advantage on saving throws against spells and other magical effects.

Negative Energy Absorption. Whenever the necropolitan is subjected to necrotic damage, it takes no damage and regains a number of hit points equal to the necrotic damage dealt.

Spellcasting. The necropolitan is a 9th-level spellcaster. Its spellcasting ability is Intelligence (spell save DC 14, +6 to hit with spell attacks). The necropolitan has the following wizard spells prepared:

Cantrip (at will): fire bolt, mage hand, prestidigitation, toll the dead
1st level (4 slots): detect magic, mage armor, magic missile, shield
2nd level (3 slots): misty step, ray of enfeeblement
3rd level (3 slots): counterspell, fireball, fly
4th level (3 slots): blight, dimension door
5th level (1 slot): cone of cold

Turn Resistance. The necropolitan has advantage on saving throws against effects that turn undead.

Undead Fortitude. If damage reduces the necropolitan to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the necropolitan drops to 1 hit point instead.

Actions

Dagger. Melee or Ranged Weapon Attack: +5 to hit, reach 5 ft. or range 20/60 ft., one target. Hit: 4 (1d4 + 2) piercing damage.

Necropolitan Mage

"This withered humanoid has eyes so blue they are more accurately described as white, as if drained of color and life. The figure wears severe black clothing and clutches a thin wand in one gnarled hand."

Swarm-Shifter

The vampire that explodes into a flock of bats, the mummy that crumbles into a pile of scorpions—these are swarm-shifters, undead that have been granted the dark power to become swarms.

A swarm-shifter appears like a normal undead creature until its body explodes into a swarm. There are many varieties of swarm-shifters, and although some are more common than others, swarm-shifters do not seem limited to certain kinds of swarms by their form of undeath.

Swarm of Tomb Motes

"At a glance, the entity before you appears to be a shifting pile of dirt, bone, and rock. A closer inspection reveals that it is in fact a swarm of tiny, vaguely humanoid creatures that chitter in unison."

While a single tomb mote (see Chapter 1) doesn't pose much of a threat, an entire swarm of these mischievous undead can be enough to take down novice adventurers that aren't prepared to deal with their skittish behavior.

Swarm of Worms

"A large wriggling mass of worms emerges from beneath the dirt, crawling up your leg and into your shoes and pants."

Lurking beneath the dirt or on the walls, a swarm of worms can induce fear in the hearts of even the noblest of adventurers, especially when there are enough of them to overwhelm a victim's vision while eating away at its skin and flesh.

Scorpion-Shifter Mummy

Medium undead (shapechanger), lawful evil

---

• Armor Class 11 (natural armor)
• Hit Points 58 (9d8 + 18)
• Speed 20 ft. (mummy form) or 10 ft. (swarm form)

---

STR	DEX	CON	INT	WIS	CHA
16 (+3)	8 (–1)	15 (+2)	6 (–2)	10 (+0)	12 (+1)

---

• Saving Throws Wis +2
• Damage Vulnerabilities fire
• Damage Resistances bludgeoning, piercing, and slashing from nonmagical attacks; bludgeoning, piercing, and slashing (swarm form only)
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned; grappled, petrified, prone, restrained, stunned (swarm form only)
• Senses darkvision 60 ft.; blindsight 10 ft. (swarm form only), passive Perception 10
• Languages the languages it knew in life
• Challenge 3 (700 XP)
• Proficiency Bonus +2

---

Mummy Rot. When the mummy hits a creature with a melee attack, the attack deals an additional 10 (3d6) necrotic damage, and the target must succeed on a DC 12 Constitution saving throw or be cursed with mummy rot. The cursed target can't regain hit points, and its hit point maximum decreases by 10 (3d6) for every 24 hours that elapse. If the curse reduces the target's hit point maximum to 0, the target dies, and its body turns to dust. The curse lasts until removed by the remove curse spell or similar magic.

Shapechanger. The mummy can use its bonus action to polymorph into a swarm of undead scorpions. The mummy can choose whether its equipment falls to the ground, melds with its new form, or is worn by the new form. The mummy reverts to its true form if it dies or falls unconscious. The mummy can revert to its true form using a bonus action on its turn.

While in its new form, the mummy retains its game statistics and ability to speak, but its movement modes are replaced by those of the new form, and it gains any special senses, proficiencies, traits, actions, and reactions that the new form has but that it lacks (such actions and traits are included in this stat block).
The new form's attacks count as magical for the purpose of overcoming resistances and immunity to nonmagical attacks.

Swarm (Swarm Form Only). The mummy can occupy another creature's space and vice versa, and the mummy can move through any opening large enough for a Tiny scorpion. The mummy can't regain hit points or gain temporary hit points.

Actions

Multiattack. The mummy uses its Dreadful Glare and makes one melee attack.

Rotting Fist (Mummy Form Only). Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 10 (2d6 + 3) bludgeoning damage.

Bites (Swarm Form Only). Melee Weapon Attack: +5 to hit, reach 0 ft., one creature in the mummy's space. Hit: 8 (2d4 + 3) piercing damage, or 5 (1d4 + 3) piercing damage if the mummy is bloodied. The target also takes 4 (1d8) poison damage (DC 12 Constitution save for half).

Dreadful Glare. The mummy targets one creature it can see within 60 feet of it. If the target can see the mummy, it must succeed on a DC 11 Wisdom saving throw against this magic or become frightened until the end of the mummy's next turn. If the target fails the saving throw by 5 or more, it is also paralyzed for the same duration. A target that succeeds on the saving throw is immune to the Dreadful Glare of all mummies (but not mummy lords) for the next 24 hours.

Scorpion-Shifter Mummy

"A skittering swarm of scorpions five feet across approaches you. The swarm contracts, merging together and compacting. Suddenly, it coalesces into a withered corpse in funeral wrappings."

Combat

A scorpion-shifter mummy acts much like a regular mummy. It typically prefers to fight while in swarm form, but it may transform back if it is bloodied. It may also transform into a swarm as a method of escape; while its swarm form is even slower than its mummy form, its Swarm trait allows it to escape via small openings that its mummy form wouldn't fit through.

Umbral Creature

Like shadows, umbral creatures are creatures of living darkness. They hate life and light with equal fervor. Their touch bestows the painful chill of nonexistence, making them very dangerous opponents.

An umbral creature looks like a shadowy version of a material creature, and it may easily be mistaken for a living creature from the Plane of Shadow. Umbral creatures are diffi cult to see in dark or gloomy areas, but they stand out starkly in brightly illuminated places.

Natural enemies of all that live, umbral creatures are aggressive and predatory. They are quick to strike and make short work of those unprepared to deal with them.

Umbral Displacer Beast

Large undead, chaotic evil

---

• Armor Class 14
• Hit Points 85 (10d10 + 30)
• Speed 50 ft.

---

STR	DEX	CON	INT	WIS	CHA
9 (–1)	18 (+4)	16 (+3)	6 (–2)	12 (+1)	8 (–1)

---

• Skills Stealth +7
• Damage Vulnerabilities radiant
• Damage Resistances acid, cold, fire, lightning, thunder; bludgeoning, piercing, and slashing from nonmagical attacks
• Damage Immunities necrotic, poison
• Condition Immunities exhaustion, frightened, grappled, paralyzed, petrified, poisoned, prone, restrained
• Senses darkvision 120 ft., passive Perception 11
• Languages —
• Challenge 5 (1800 XP)
• Proficiency Bonus +3

---

Amorphous. The umbral displacer beast can move through a space as narrow as 1 inch wide without squeezing.

Avoidance. If the umbral displacer beast is subjected to an effect that allows it to make a saving throw to only take half damage, it instead takes no damage if it succeeds on the saving throw, and only half damage if it fails.

Displacement. The umbral displacer beast projects a magical illusion that makes it appear to be standing near its actual location, causing attack rolls against it to have disadvantage. If it is hit by an attack, this trait is disrupted until the end of its next turn. This trait is also disrupted while the umbral displacer beast is incapacitated or has a speed of 0.

Shadow Stealth. While in dim light or darkness, the umbral displacer beast can take the Hide action as a bonus action. Its stealth bonus is also improved to +10.

Sunlight Weakness. While in sunlight, the umbral displacer beast has disadvantage on attack rolls, ability checks, and saving throws.

Actions

Multiattack. The umbral displacer beast makes two attacks with its tentacles.

Withering Tentacle. Melee Weapon Attack: +6 to hit, reach 10 ft., one creature. Hit: 11 (2d6 + 4) necrotic damage, and the target's Strength score is reduced by 1d4. The target dies if this reduces its Strength to 0. Otherwise, the reduction lasts until the target finishes a short or long rest. If a non-evil humanoid dies from this attack, a new shadow rises from the corpse 1d4 hours later.

Umbral Displacer

"A murky, vaguely feline shape crouches before you."

Combat

Umbral displacer beasts rely on their incorporeal-esque nature and their natural displacement to avoid most attacks. Due to their limited Intelligence, they don't typically take full advantage of their abilities, such as focusing targets with less Strength in an attempt to kill them first.

Minor Templates

The templates in this section function identically to the ones listed earlier, but include only a handful of features and do not have any campaign advice or sample stat blocks associated with them.

Chapter 3: Cults of Undeath

Whether symbolized by the seductive nature of the vampire or the sheer power of the lich, the undead have an undeniable draw to the living. Over the centuries, innumerable cults, conclaves, and organizations have sprung up dedicated to or led by the walking dead. Six such groups are detailed below for inclusion in your game. Each description includes notes on incorporating the cult into your campaign, two necromantic boons that can be granted to notable members of the cult, and a sample NPC affiliated with the group.

Academy Necromica

The Academy Necromica was founded nearly one hundred and fifty years ago by the necromancer Xilian, who sought to establish a place where like-minded individuals could come together and share the secrets of the dark arts. Over the next two decades, Master Xilian slowly built up the organization, hand-picking members from those who respected (or worshiped) the power of death and undeath. Soon she had a cadre of necromancers, evil priests, and professional killers.

But the Academy was infiltrated by a paladin named Rion, who used his knowledge of the group's inner workings to organize an assault by those who opposed them. Most of the Necromicans (as the Academy's members call themselves) were destroyed, and Xilian herself was on death's door when loyal minions spirited her away.

From the ashes of the Academy's worst failure came its first great success. Unable to repair Master Xilian's horribly broken body, the necromancers instead performed an unspeakable process upon her, turning her into a lich. With a newfound lease on unlife, Xilian swore vengeance upon her enemies. She knew that patience was her ally, and over the next century, quietly built up a secret but powerful organization dedicated to death and evil. Now, the time to strike approaches near, yet she hesitates, fearing the possibility of another setback.

Today, the Academy Necromica prides itself on its strict dedication to evil above petty politics, and thus remains basically neutral evil. Individual members may vary from this ideal, but the Academy itself rarely strays into either lawful or chaotic methods. Symbolic of this ideal is Xilian, the Master of the Academy and a powerful necromancer in her own right. As the organization's founder and most powerful member, Xilian is possessed of a patience born of more than a century of unlife. She does not take unnecessary risks, though she also knows the value of personal involvement in times of crisis. She spends most of her time teaching the students of the Academy, as well as crafting long-range plans for the organization's future.

As one might expect, the Academy welcomes both the living and the dead, and it numbers a few undead (vampires, specters, and the like) among its membership. To join, one must only demonstrate an appreciation for the arts of death, whether that appreciation is scholarly or more... hands-on.

In Your Campaign

Unless you run an evil-oriented campaign, the Academy Necromica probably works best as an adversary for your party. The characters might come across rumors of a ring of graverobbers or bodysnatchers, which in turn could lead them to discover the Academy's more vile activities. Alternatively, the Academy might target one of the party members as a likely candidate for vampirism or similar undead transformation, hoping that experiencing death will make the character friendlier to their aims. Or maybe one or more characters are aligned with the forces that brought Xilian and her Academy down the first time. If you have a non-good necromancer in the party, the Academy might even attempt recruitment, but only after confirming the character's disposition towards undeath.

It's probably best not to pit the character directly against the Academy at lower levels. The higher-ranking members (such as Xilian or Uther Kyush, described below) could certainly defeat a low-level party of adventurers singlehandedly, and neither would hesitate to eliminate a serious threat to the organization.

Uther Kyush

Medium humanoid (high elf), neutral evil

---

• Armor Class 15 (studded leather armor)
• Hit Points 78 (12d8 + 24)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
11 (+0)	16 (+3)	15 (+2)	14 (+2)	15 (+2)	12 (+1)

---

• Saving Throws Dex +7, Int +6
• Skills Acrobatics +7, Deception +5, Perception +6, Stealth +11
• Damage Resistances necrotic, poison
• Senses darkvision 60 ft., passive Perception 16
• Languages Common, Elvish, Thieves' Cant
• Challenge 10 (5,900 XP)
• Proficiency Bonus +4

---

Assassinate. During his first turn, Kyush has advantage on attack rolls against any creature that hasn't taken a turn. Any hit Kyush scores against a surprised creature is a critical hit.

Evasion. If Kyush is subjected to an effect that allows him to make a Dexterity saving throw to take only half damage, he instead takes no damage if he succeeds on the saving throw, and only half damage if he fails.

Fey Ancestry. Kyush has advantage on saving throws against being charmed, and magic can't put Kyush to sleep.

Potent Necromancy. Whenever Kyush deals necrotic damage, he can reroll the damage dice and use either total.

Sneak Attack (1/Turn). Kyush deals an extra 14 (4d6) necrotic damage when he hits a target with a weapon attack and has advantage on the attack roll, or when the target is within 5 feet of an ally of Kyush that isn't incapacitated and Kyush doesn't have disadvantage on the attack roll.

Actions

Multiattack. Kyush makes two shortsword attacks.

Shortsword. Melee Weapon Attack: +7 to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3) piercing damage, and the target takes 24 (7d6) poison damage (DC 16 Constitution save for half).

Light Crossbow. Ranged Weapon Attack: +7 to hit, range 80/320 ft., one target. Hit: 7 (1d8 + 3) piercing damage, and the target takes 24 (7d6) poison damage (DC 16 Constitution save for half). If the saving throw fails by 5 or more, the target is also poisoned until the end of its next turn. It also falls prone and can't stand up while poisoned in this way.

Mage Hand (Cantrip). A spectral, floating hand appears at a point Kyush chooses within 30 feet of him. The hand lasts for 1 minute or until he dismisses it as an action. The hand vanishes if it is ever more than 30 feet away from him or if he casts this spell again.
Kyush can use his action to control the hand. He can use the hand to manipulate an object, open an unlocked door or container, stow or retrieve an item from an open container, or pour the contents out of a vial. He can move the hand up to 30 feet each time he uses it.
The hand can't attack, activate magic items, or carry more than 10 pounds.

Bonus Actions

Cunning Action. Kyush takes the Dash, Disengage, or Hide action.

Necromantic Boons

Members of the Academy Necromica learn various methods and techniques that allow them to enhance their magic and their ability to deal necrotic damage.

Grave Magic. When the cultist casts a spell that deals damage, it can change the spell's damage type to necrotic.

Potent Necromancy. Whenever the cultist deals necrotic damage, it can reroll the damage dice and use either total.

Sample Member

After Master Xilian, the most respected member of the Academy is Uther Kyush, who oversees all targeted slayings, illicit information gathering, and other criminal activities of the Academy. Most Necromicans value Kyush's personal involvement in the day-to-day workings of the Academy, seeing him as much more in touch with the rank-and-file membership than Xilian. Kyush employs two squads of spies and cutthroats, each comprised of two spies (MM 349) and five thugs (MM 350) that are led by one veteran (MM 350). Kyush is rarely separated from his bodyguard/lover Ronica, a LE female human necromancer (VGM 217).

Blood Scion Heresy

The Blood Scion Heresy is one of a handful of so-called blood cults dedicated to the worship of vampire lords. Cult members willingly become thralls to these vampire lords.

The Blood Scion Heresy was founded on the principle that blood is a holy sacrament, and through its consumption the righteous will be blessed with eternal life. Particularly fervent worshipers have been known to sacrifice themselves in an unholy ritual that results in their transformation into blood amniotes (see Chapter 1).

A cult cell attempts to limit its membership to twenty-five members in any given city. If the cell were to grow larger, the presence of so many vampires could be difficult to conceal. At the top is a high preceptor, one of many vampire lords that hold positions of responsibility within the Blood Scion Heresy. Espousing secrecy above all, these preceptors enforce strict rules that dictate when and where the thralls can feed, so that hunting does not attract undue attention. They also preach the tenets of the cult and are charged with recruiting new members into the organization.

The cult has no true leader, but the Masked One is seen as the organization's ultimate authority. Beyond the Masked One and his high preceptors, the Blood Scion Heresy has no hierarchy and is a disorganized amalgamation of landed lords and petty nobles jockeying for positions of favor within the society.

Sample Member

A bitter, nihilistic creature, Godfrey is a good example of the average high preceptor. Having been flushed out of his urban den by an order of paladins, Godfrey wandered aimlessly until he was taken in by the Blood Scion Heresy. He now controls a small cell of ten cultists, and is currently making plans to destroy the holy order that once wronged him. Godfrey prefers to use enchantment and illusion magic in combat, and finds great pleasure in forcing even the most righteous and noble of enemies to fight each other in combat.

Godfrey

Medium undead, chaotic evil

---

• Armor Class 16 (natural armor)
• Hit Points 161 (19d8 + 76)
• Speed 40 ft.

---

STR	DEX	CON	INT	WIS	CHA
12 (+1)	18 (+4)	18 (+4)	17 (+3)	15 (+2)	18 (+4)

---

• Saving Throws Dex +9, Wis +7, Cha +9
• Skills Acrobatics +9, Deception +9, Perception +7, Stealth +14
• Damage Resistances necrotic; bludgeoning, piercing, and slashing from nonmagical attacks
• Senses darkvision 120 ft., passive Perception 17
• Languages Abyssal, Common, Undercommon
• Challenge 15 (13,000 XP)
• Proficiency Bonus +5

---

Blood Form. Godfrey can move through a space as narrow as 1 inch wide without squeezing. He can also spend 5 feet of movement to escape from nonmagical restraints or being grappled.

Legendary Resistance (3/Day). If Godfrey fails a saving throw, he can choose to succeed instead.

Lurker in Shadow. While in darkness, Godfrey is invisible to any creature that relies on darkvision to see him in that darkness.

Regeneration. Godfrey regains 20 hit points at the start of his turn if he has at least 1 hit point and isn't in sunlight. If Godfrey takes radiant damage, this trait doesn't function at the start of his next turn.

Spider Climb. Godfrey can climb difficult surfaces, including upside down on ceilings, without needing to make an ability check.

Sunlight Hypersensitivity. Godfrey takes 20 radiant damage when he starts his turn in sunlight. While in sunlight, he has disadvantage on attack rolls and ability checks.

Actions

Multiattack. Godfrey makes three attacks, only one of which can be a bite attack.

Claw. Melee Weapon Attack: +9 to hit, reach 5 ft., one creature. Hit: 18 (4d6 + 4) slashing damage, and Godfrey grapple the target (escape DC 18) if it is a creature and he has a hand free.

Bite. Melee Weapon Attack: +9 to hit, reach 5 ft., one willing creature, or a creature that is grappled by Godfrey, incapacitated, or restrained. Hit: 22 (4d8 + 4) piercing damage plus 10 (3d6) necrotic damage. The target suffers health drain equal to the damage taken, and Godfrey regains hit points equal to that amount. A humanoid slain in this way and then buried in the ground rises the following night as a vampire spawn under Godfrey's control.

Bonus Actions

Shadow Stealth. Godfrey takes the Hide action while in dim light or darkness.

Blood Storm (Recharge 5–6). Godfrey unleashes a storm of blood in an aura around him out to a radius of 20 feet. The storm lasts until the end of his next turn and lightly obscures the area. Until the end of Godfrey's next turn, he and each undead in the area have advantage on all saving throws, and every other creature in the area has disadvantage on all saving throws.

Reactions

Blood Call. When a creature within 20 feet of Godfrey takes necrotic damage, Godfrey regains 20 hit points. Any excess healing is gained as temporary hit points.

Redirect Attack. When a creature Godfrey can see targets him with an attack, Godfrey chooses an ally within 5 feet of him. The two creatures swap places, and the chosen ally becomes the target instead.

Legendary Actions

Godfrey can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Godfrey regains spent legendary actions at the start of his turn.

Whenever Godfrey takes a legendary action, he can also move up to half his speed without provoking opportunity attacks.

• Claw. Godfrey makes one claw attack.
• Control Blood. Godfrey manipulates the blood of one creature he can see within 30 feet of him in order to control its movement. If it has blood, the target must make on a DC 17 Constitution saving throw. On a failed save, the target must use its reaction to move up to half its speed in a manner of Godfrey's choice.
• Create Darkness. Godfrey creates a 10-foot cube of magical darkness centered on a point he can see within 60 feet of him. The darkness disappears at the end of Godfrey's next turn.

Eyes of Vecna

Though the members of this order claim it was founded by the lich Vecna before his ascension to godhood, this declaration seems apocryphal. Regardless of the truth, members of this order venerate the deity of secrets as their divine patron. Their aim is to keep knowledge out of the hands of those undeserving to have it. At the lowest levels, this takes the form of the theft (or destruction) of books and scrolls from personal libraries, but can include kidnapping and murder if necessary.

To join the Eyes of Vecna, one must prove one's worth by stealing or destroying an item of forbidden knowledge (such as a rare tome). Beings of evil alignment are strongly preferred, since the Eyes of Vecna must never place the well being of others before the group's own nefarious goals.

The Eyes of Vecna is organized into cells of 14 (4d6) members. Most large cities and metropolises have one (or sometimes more than one) cell secreted somewhere within them, but individual cells maintain their independence from one another regardless of geographical proximity. Cell leaders are usually evil necromancers or diviners or clerics of Vecna, typically of CR 6 or higher. Rogues and bards are common members, and the order numbers many warriors, experts, and fighters among their ranks as well.

Above the cells sit more powerful leaders, who orchestrate the activities of cells throughout a region (often without the cells even realizing they are being influenced by an outside power). These leaders are typically CR 11 or higher, and some are undead creatures themselves (such as vampires or liches). These leaders often use weaker undead as lackeys or bodyguards, since such creatures tend to be good at keeping secrets. Stories that the organization's leaders amputate their left hands and put out an eye to ascend to this level of power are unproven.

Sample Member

Cyranthus is a cell leader working in a large city or metropolis in your campaign world. He prefers subtle approaches to his goals, favoring stealth over brute force. His cell includes thugs, spies, bards, a gladiator, and a few guards, as well as a pair of zombie bodyguards animated by Cyranthus himself. Unlike many cell leaders, Cyranthus has no illusions about his level of authority, and dreams of joining the higher ranks of the Eyes. This ambition leads him to plan ever-larger missions for his cell, which could be his undoing.

Cyranthus

Medium humanoid (half-elf), neutral evil

---

• Armor Class 15 (studded leather armor)
• Hit Points 40 (9d8)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
11 (+0)	16 (+3)	11 (+0)	12 (+1)	17 (+3)	14 (+2)

---

• Saving Throws Int +4, Wis +6, Cha +5
• Skills Arcana +4, History +7, Investigation +4, Perception +6, Religion +7, Stealth +6
• Senses darkvision 60 ft., passive Perception 16
• Languages Common, Elvish, Primordial, Thieves' Cant
• Challenge 6 (2,300 XP)
• Proficiency Bonus +3

---

Fey Ancestry. Cyranthus has advantage on saving throws against being charmed, and magic can't put him to sleep.

Spellcasting. Cyranthus is a 6th-level spellcaster. His spellcasting ability is Wisdom (spell save DC 14, +6 to hit with spell attacks. Cyranthus has the following cleric spells prepared:

At will: detect magic, inflict wounds, invisibility
2/day each: bestow curse, command, suggestion
1/day each: animate dead, clairvoyance, detect thoughts

Veil of Secrecy. Cyranthus can't be targeted by any divination magic or perceived through magical scrying sensors.

Actions

Drain Vitality (Cantrip). Cyranthus forces one creature he can see within 60 feet of him to make a DC 14 Charisma saving throw. On a failed save, the target takes 12 (2d8 + 3) necrotic damage and can't regain hit points until the start of Cyranthus's next turn.

Dagger. Melee Weapon Attack: +6 to hit, reach 5 ft. or range 20/60 ft., one target. Hit: 5 (1d4 + 3) piercing damage plus 7 (2d6) poison damage.

Bonus Actions

Cunning Action. Cyranthus takes the Dash, Disengage, or Hide action.

Lurkers in Shadow

This cult is relatively new to the world, having formed about a decade ago by the mystic theurge D'Milluhr. According to his claims, D'Milluhr received a vision from a shadowy demonic undead being of great power. In this vision, the theurge was tasked with an unholy quest for a terrible artifact: the dreaded Wand of Orcus.

Since that day, D'Milluhr has worked tirelessly toward that end. He knew instinctively that this quest must remain secret from the world at large, and has thus kept to the shadows, never extending his reach too far. He has enlisted a small group of allies to this cause, including rogues, diviners, and planewalking characters of all stripes. He has also attracted the service of a few visages (see Chapter 4), though in truth he doesn't know why these undead beings offered their allegiance to him.

The truth, should D'Milluhr ever learn it, would likely shatter his sanity. The vision was neither a message nor a divine quest, but merely a quirk of fate, an echo of the thoughts of the undead deity Tenebrous when it came into being on the Astral Plane. The visages came to D'Milluhr because they sensed some connection between the theurge and their creator, Tenebrous. Worse still, the quest itself is a meaningless one, since the being known as Tenebrous has regained his lost wand and returned to his previous identity, Orcus, Demon Prince of Undead.

But D'Milluhr suspects none of this, and remains feverishly intent on recovering the "lost" Wand of Orcus. He tracks down almost every lead, no matter how vague, which leads him on innumerable wild goose chases across the planes. He rejects any suggestion that the Wand is in the hands of Orcus himself, clinging to the theory that his shadowy patron wouldn't have bestowed a quest as hopeless as taking the Wand from the hands of the Demon Prince of Undead himself.

Tarek Duskwood

Small humanoid (ghostwise halfling), neutral evil

---

• Armor Class 16 (breastplate)
• Hit Points 104 (19d6 + 38)
• Speed 25 ft.

---

STR	DEX	CON	INT	WIS	CHA
14 (+2)	20 (+5)	14 (+2)	10 (+0)	10 (+0)	10 (+0)

---

• Saving Throws Str +5, Dex +8, Int +3
• Skills Athletics +5, Deception +6, Insight +3, Investigation +3, Stealth +11
• Senses passive Perception 10
• Languages understands Common and Halfling but doesn't speak, telepathy 30 ft.
• Challenge 8 (3,900 XP)
• Proficiency Bonus +3

---

Ambusher. Tarek has advantage on attack rolls against any creature they have surprised.

Deadly Critical. Tarek scores a critical hit on a roll of 19 or 20 and rolls the damage dice three times, instead of twice.

Deathly Insight. When Tarek kills a creature or scores a critical hit against it, they magically learn one fact or secret about the target.

Indomitable (3/Day). Tarek rerolls a failed saving throw. They must use the new roll.

Slaughter (1/Turn). If Tarek makes a weapon attack with advantage on the attack roll and hits a creature with it, the target takes an additional 7 (2d6) damage. If the target is frightened, incapacitated, or surprised, the attack also becomes a critical hit.

Unwavering Seeker. Tarek can't be compelled to act in a manner that would interfere with their goals.

Actions

Multiattack. Tarek makes two melee attacks.

Shortsword. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 8 (1d6 + 5) piercing damage, and the target takes 14 (4d6) poison damage (DC 15 Constitution save for half).

Light Crossbow. Ranged Weapon Attack: +8 to hit, range 80/320 ft., one target. Hit: 9 (1d8 + 5) piercing damage, and the target takes 14 (4d6) poison damage (DC 15 Constitution save for half).

Bonus Actions

Shadow Stealth. Tarek takes the Hide action while in dim light or darkness.

Cloak of Shadows (Recharge 6). Tarek becomes invisible until the start of their next turn. This invisibility ends early if they make an attack or damage roll.

Necromantic Boons

Some members of Lurkers in Shadow have magical boons that aid in their search for the Wand of Orcus. These boons are usually bestowed upon them by an echo of Tenebrous's will or some other dark power.

Unwavering Seeker. The cultist can't be compelled to act in a manner that would interfere with its goals.

Deathly Insight. When the cultist kills a creature or scores a critical hit against it, it magically learns one fact or secret about the target.

Sample Member

Tarek Duskwood is one of D'Milluhr's most competent and loyal minions. They operate both as a lone spy or as the leader of a group of warriors and covert agents tasked with following up on a lead, depending on the needs of the theurge. Though they appear harmless and friendly, their true personality is coldly vicious. Put simply, Tarek will destroy anyone in the way of their goal, and they prefers methods that are unnecessarily painful.

Minions of the Skull

To the average person on the street, the Minions of the Skull would seem insane. Of course, the Minions know that their worship of all undead beings is the one true way of moving beyond the petty concerns of flesh and blood to achieve perfect immortality everlasting.

As it turns out, the person on the street would be right: the Minions of the Skull are absolutely insane. However, this insanity makes them all the more dangerous, since they have no compunction against destroying any living creature who poses even the slightest threat to their goals of universal undeath.

The Minions of the Skull have no centralized leadership or organization. Each group of cultists—which might number anywhere from a half-dozen to several dozen, depending on the community and the personality of its leader—operates on its own, though occasionally charismatic leaders unite multiple branches for particularly daring or grand schemes. Such alliances rarely last very long, since the innately chaotic nature of the cultists inevitably proves too strong to control.

As expected, the Minions draw the attention of many sentient undead creatures. Most don't have the foresight to use the Minions effectively, either spending them in foolish strikes against the living or merely consuming them as food. However, wiser undead (including liches, vampires, ghosts, mummies, and the like) may use the Minions as pawns in grander schemes.

Cult leaders, often called Undying Masters, are usually powerful wizards or sorcerers. Since the cult doesn't venerate any of the traditional deities (save for a few who quietly worship Vecna the lich-god), clerics are few and far between. They typically employ warriors and other martial combatants as bodyguards, promising these individuals transformation into powerful undead creatures as reward for loyal service. An Undying Master that has already achieved transformation into an undead uses its new status to gain even greater respect and awe from other minions.

Sample Member

Tival was once a normal half-orc ranger that wanted to live her own life. However, one of the Undying Masters cursed her with eternal life and forced her to become a member of the Minions of the Skull for some undisclosed reason. Compelled by her master to carry out atrocious acts of violence in the cult's name, Tival's mind has been driven to the brink of insanity, but she still searches for a way to remove this curse and to escape the cult's clutches once and for all.

Half-Dead Nature. Tival doesn't require air, food, drink, or sleep.

Tival

Medium humanoid (half-orc), chaotic neutral

---

• Armor Class 16 (breastplate)
• Hit Points 58 (9d8 + 18)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
16 (+3)	14 (+2)	15 (+2)	12 (+1)	17 (+3)	10 (+0)

---

• Saving Throws Dex +4, Wis +5
• Skills Athletics +5, Nature +3, Perception +7, Survival +5
• Senses darkvision 60 ft., passive Perception 17
• Languages Common, Orc
• Challenge 4 (1,100 XP)
• Proficiency Bonus +2

---

Decayed Flesh. A creature that touches Tival or hits her with a melee attack while within 5 feet of her takes 5 (1d10) necrotic damage.

Rejuvenation. Tival's body and her equipment turn to dust when she drops to 0 hit points. If her master isn't destroyed, Tival gains a new body after 1d10 days, regaining all of her hit points and equipment and becoming active again. The new body appears within 1 mile of Tival's master.

Spellcasting. Tival is a 9th-level spellcaster. Her spellcasting ability is Wisdom (spell save DC 13). Tival knows the following ranger spells:

At will: alarm, ensnaring strike
2/day each: fog cloud, lesser restoration
1/day each: fear, pass without trace

Undead Fortitude. If damage reduces Tival to 0 hit points, she must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, Tival drops to 1 hit point instead.

Actions

Multiattack. Tival makes two longsword attacks. If she has a shortsword drawn, she can also make a shortsword attack.

Longsword. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 7 (1d8 + 3) slashing damage, or 8 (1d10 + 3) slashing damage if used with two hands.

Shortsword. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 6 (1d6 + 3) piercing damage.

Heavy Crossbow. Ranged Weapon Attack: +4 to hit, range 100/400 ft., one target. Hit: 7 (1d10 + 2) piercing damage.

Bonus Actions

Lightfooted. Tival takes the Dash or Disengage action.

The Ruby Order

This cult worships Wee Jas, particularly her incarnation as Death's Guardian. The members pride themselves on their dedication and discipline and are known widely for their expertise in necromantic magic.

The existence of the Ruby Order in a given city is typically public knowledge. The cult respects whatever government rules the land, follows the law, pays taxes, and so forth. It draws many arcane-minded characters to its ranks, and even more seek out the Order for short-term teaching. In some cities, the Order supplies advisors to local leaders, or even magistrates for the courts. Characters used to dealing with "cults" as secretive bands of renegades are in for trouble if they treat the Ruby Order similarly, since it has many allies, both legitimate and otherwise.

Marys

Medium humanoid (human), neutral

---

• Armor Class 15 (Divine Protection)
• Hit Points 65 (10d8 + 20)
• Speed 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
11 (+0)	12 (+1)	14 (+2)	13 (+1)	18 (+4)	14 (+2)

---

• Saving Throws Wis +7, Cha +5
• Skills Deception +5, History +4, Persuasion +5, Religion +4
• Senses passive Perception 14
• Languages Common
• Challenge 5 (1,800 XP)
• Proficiency Bonus +3

---

Divine Protection. While Marys is wearing no armor and wielding no shield, her AC includes her Wisdom modifier.

Spellcasting. Marys is a 10th-level spellcaster. Her spellcasting ability is Wisdom (spell save DC 15, +7 to hit with spell attacks). Marys has the following cleric spells prepared:

At will: bane, chill touch, inflict wounds
3/day each: blindness/deafness, darkness, spiritual weapon
2/day each: bestow curse, cloudkill, contagion
1/day each: augury, ghoul gauntlet (see "Actions" below)

Actions

Dagger. Melee or Ranged Weapon Attack: +4 to hit, reach 5 ft. or range 20/60 ft., one target. Hit: 3 (1d4 + 1) piercing damage plus 7 (2d6) necrotic damage.

Ghoul Gauntlet (5th-Level Spell; 1/Day). Melee Spell Attack: +7 to hit, reach 5 ft., one humanoid. Hit: The target is poisoned for 1 minute as it begins to transform into a ravening, flesh-eating ghoul. At the end of each of the poisoned target's turns, it must make a DC 15 Constitution saving throw. On a failed save, the target takes 14 (4d6) necrotic damage. If the target succeeds on three of these saves, it is no longer poisoned, and the spell ends. The spell can also be ended early by the greater restoration, heal, and remove curse spells.
 If the target is reduced to 0 hit points while poisoned by this spell, it dies and rises at the start of Marys's next turn as a ghoul that is under her command, following her verbal orders to the best of its ability. The ghoul melts into a pile of flesh and is destroyed after 24 hours.

Reactions

Rebuke the Unlawful. When a creature within 30 feet of Marys that she can see hits her with an attack, that creature takes necrotic damage equal to the damage dealt by its attack (DC 15 Constitution save for half).

Necromantic Boons

As part of their dedication to discipline, the Ruby Order's necromantic boons are centered around the use of necromancy to perform lawful acts and to oppose any chaotic entities that would threaten them.

Lawful Animation (1/Day). The cultist can spend 1 hour performing a ritual that animates the remains of a dead humanoid. If the humanoid's spirit is free and willing, it returns to the corpse, which rises as a undead in the same space. The undead's alignment, memories, and personality traits are the same as those that it had in life. The corpse may rise as a wight or some other form that the DM deems appropriate.

Rebuke the Unlawful (Reaction). When a creature within 30 feet of the cultist that it can see hits the cultist with an attack, that creature takes necrotic damage equal to the damage dealt by its attack (DC 15 Constitution save for half).

Sample Member

Marys is a new member of the Ruby Order, and seeks to prove her worth to the cult by forbidding herself all earthly pleasures. Unfortunately, her discipline is not yet strong enough to achieve this goal. After her periodic "binges", she absolves her guilt by smiting those who tempted her. For best effect, characters should encounter her first while in her ascetic mode, to set her up as a disciplined individual, only to meet her later in the midst of debauchery or while striking down her tempters.

Chapter 4: Undead Hall of Infamy

Many of the luminaries that follow need no introduction to veteran players—they've been around so long that it seems as though they're destined to live forever.

Divine Realm

One of the requirements for truly killing a deity is typically to do so in its own divine realm. However, a deity's domain is precisely where it is at its full power, as the deity has the power to freely customize the terrain and its ambient magic.

In addition to a typical set of lair actions, the deity's influence warps the area containing its divine realm, creating a number of regional effects the party may have to contend with.

Dregoth, the Dread King

Beneath Giustenal's ruins, a dark master bides his time. Dregoth's people treat him like a god, and the Dread King rules his reborn city in absolute secrecy. He burns for vengeance against the other sorcerer-kings of Athas, who slew him centuries ago but neglected to prevent his fell rebirth.

Combat

Dregoth spends most of his time in a kaisharga form; he appears as a gray-scaled, dragonlike humanoid whose eyes burn with green fire, but often disguises as a typical dray to blend in with the masses. However, this only gives way to his true form, an undead dragon with wings, scales, a tail, claws, and a devastating breath weapon. This form was badly damaged by the attack of the sorcerer-kings. So, Dregoth's wings are torn, his body still wears the wounds inflicted upon it, and gaping holes show exposed bone in many places. The armored skin that remains is stretched thinly over the skeleton beneath.

Kaisharga Form

In his first form, Dregoth is a fearsome spellcaster, using his strongest spells first via his legendary actions to take out threats as soon as possible. For damage, he prefers to stay back and use Supreme Defiling, Drain Moisture, and Defiling Gaze while his undead minions draw the opponents' attention. If threatened in melee, he uses Telekinetic Movement and Telekinetic Backlash as repositioning tools, and uses his Multiattack with Paralyzing Attack to render them useless as soon as possible.

Dragon Form

As an undead dragon, Dregoth is fearless, using Nightmare Travel to dive into the fray, Aura of Fear to send his foes running, and then Draconic Might and Telekinetic Slide to control the battlefield. He still possesses the spellcasting of his kaisharga form, however, and may use his action to cast any of his remaining spells if his Defiling Breath isn't available. When he can catch two or more creatures in it at once, he uses Psychic Crush on them and attacks his stunned opponents with advantage and without fear of reprisal.

Dregoth (Kaisharga Form)

Medium undead, chaotic evil

---

• Armor Class 17 (natural armor)
• Hit Points 299 (26d8 + 182)
• Speed 30 ft., fly 30 ft.

---

STR	DEX	CON	INT	WIS	CHA
18 (+4)	20 (+5)	25 (+7)	27 (+8)	22 (+6)	26 (+8)

---

• Saving Throws Con +15, Wis +14, Cha +16
• Skills Arcana +24, History +24, Medicine +14, Religion +24
• Damage Resistances cold, fire, lightning, necrotic
• Damage Immunities poison; bludgeoning, piercing, and slashing from nonmagical attacks
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned
• Senses blindsight 30 ft., darkvision 120 ft., passive Perception 16
• Languages all, telepathy 30 ft.
• Challenge 26 (90,000 XP)
• Proficiency Bonus +8

---

Immutable Form. Dregoth is immune to any spell or effect that would alter his form.

Incomplete Apotheosis (Mythic Trait; 1/Day). When Dregoth drops to 0 hit points, or if he takes an action to do this early, his body undergoes a horrific transformation into his dragon form instead of dying or falling unconscious. He transforms back to his kaisharga form after 1 hour.

Magic Resistance. Dregoth has advantage on saving throws against spells and other magical effects.

Rejuvenation. Dregoth's body turns to dust when he drops to 0 hit points, and his equipment is left behind. Dregoth gains a new body in his kaisharga form after three days, regaining all his hit points and becoming active again. The new body appears within 5 feet of Dregoth's phylactery.

Spellcasting. Dregoth is a 20th-level spellcaster. His spellcasting ability is Intelligence (spell save DC 24). Dregoth has the following spells prepared, and can cast them without components:

Constant: eyebite, nondetection
At will: command (5th level), disguise self, misty step
3/day each: cone of cold, counterspell, dispel magic
2/day each: create undead (9th level), dominate person, scrying
1/day each: feeblemind, incendiary cloud, power word kill

Turn Immunity. Dregoth is immune to effects that turn undead.

Weakening Aura (5th-Level Spell). Dregoth creates an aura of negative energy that weakens the life force of nearby creatures. Living creatures of Dregoth's choice within 30 feet of him can't regain hit points and have disadvantage on death saving throws, saving throws against exhaustion, and saving throws against effects that would reduce their hit point maximum.

Actions

Multiattack. Dregoth makes three Pain Lash attacks. He can replace one of them with the use of Paralyzing Touch.

Pain Lash. Melee Spell Attack: +13 to hit, reach 30 ft., one creature. Hit: 14 (4d6) necrotic damage plus 14 (4d6) psychic damage. If the attack roll had advantage or was a critical hit, the target also has disadvantage on Intelligence, Wisdom, and Charisma saving throws until the end of its next turn.

Paralyzing Touch. Melee Spell Attack: +13 to hit, reach 5 ft., one creature. Hit: 10 (3d6) cold damage, and the target must succeed on a DC 24 Constitution saving throw or be paralyzed for 1 minute (save ends).

Supreme Defiling (Recharge 4–6). Dregoth draws the moisture from every living creature in a 30-foot cube centered on a point he chooses within 150 feet of him. Each target takes 54 (12d8) necrotic damage (DC 24 Constitution save for half). On a failed save, a creature is also poisoned until the end of Dregoth's next turn.
 Plants and water elementals make this saving throw with disadvantage. Nonmagical plants in the area that aren't creatures, such as trees and shrubs, wither and die instantly, and any water in the area is instantly destroyed.

Bonus Actions

Drain Moisture (5th-Level Spell). Dregoth chooses a point he can see within 60 feet of him. Each living creature within 10 feet of the point takes 14 (4d6) necrotic damage (DC 24 Constitution saving throw for half). On a failed save, Dregoth also gains 5 temporary hit points.

Psychic Cleanse. Dregoth uses psionics to end one condition on himself, even if he is incapacitated.

Reactions

Telekinetic Backlash. In response to taking damage from a melee attack, Dregoth can push the attacker up to 30 feet away from him (DC 24 Strength save for half distance).

Feed on Death. When a creature within 60 feet of Dregoth is reduced to 0 hit points or dies, Dregoth regains 30 hit points.

Legendary Actions

Dregoth can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Dregoth regains spent legendary actions at the start of his turn.

• Telekinetic Movement. Dregoth uses psionics to telekinetically move himself or one creature of his choice within 30 feet of him up to 30 feet in a straight line horizontally. An unwilling target can resist this with a successful DC 24 Strength saving throw.
• Defiling Gaze. One living creature Dregoth can see within 90 feet of him takes 30 (4d10 + 8) necrotic damage (DC 24 Charisma save for half). On a failed save, the target's speed is halved, and if the save fails by 5 or more, the target also falls prone and can't stand up until the end of Dregoth's next turn.
• Attack. Dregoth makes one melee attack.
• Cast a Spell (Costs 2 Actions). Dregoth casts a spell or uses one of the actions from eyebite.

Dregoth (Dragon Form)

Gargantuan undead, chaotic evil

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• Armor Class 22 (natural armor)
• Hit Points 546 (28d20 + 252)
• Speed 40 ft., climb 40 ft., fly 60 ft.

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STR	DEX	CON	INT	WIS	CHA
30 (+10)	20 (+5)	28 (+9)	27 (+8)	22 (+6)	26 (+8)

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• Saving Throws Str +18, Dex +13, Con +17, Int +16, Wis +14, Cha +16
• Skills Arcana +24, Athletics +18, History +24, Intimidation +24, Medicine +14, Perception +14, Religion +24
• Damage Resistances cold, fire, lightning, necrotic
• Damage Immunities poison; bludgeoning, piercing, and slashing from nonmagical attacks
• Condition Immunities charmed, exhaustion, frightened, paralyzed, poisoned
• Senses truesight 120 ft., passive Perception 24
• Languages all, telepathy 120 ft.
• Challenge 28 (120,000 XP)
• Proficiency Bonus +8

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Draconic Might. Dregoth's weapon attacks are magical and deal double damage to objects and structures. When he hits a target with a melee attack, if the attack roll meets or exceeds the target's passive Strength (Athletics) score, Dregoth can push it up to 10 feet away.

Immutable Form. Dregoth is immune to any spell or effect that would alter his form.

Magic Resistance. Dregoth has advantage on saving throws against spells and other magical effects.

Mind Defiler. Living creatures of Dregoth's choice within 30 feet of him have disadvantage on Intelligence, Wisdom, and Charisma saving throws. Undead allies of his choice in the area gain advantage instead.

Shared Traits. Dregoth has the same Rejuvenation and Spellcasting traits as his kaisharga form.

Turn Immunity. Dregoth is immune to effects that turn undead.

Actions

Multiattack. Dregoth makes three attacks: one with his bite and two with his claws.

Bite. Melee Weapon Attack: +18 to hit, reach 15 ft., one target. Hit: 21 (2d10 + 10) piercing damage plus 13 (2d12) necrotic damage.

Claw. Melee Weapon Attack: +18 to hit, reach 10 ft., one target. Hit: 19 (2d8 + 10) slashing damage. If the target is a Huge or smaller creature, it is grappled (escape DC 20), restrained, and has disadvantage on Constitution saving throws until this grapple ends. Dregoth can have only one creature grappled this way at a time.

Defiling Breath (Recharge 5–6). Dregoth exhales defiling energy in a 90-foot cone. Each living creature in that area takes 88 (16d10) necrotic damage (DC 24 Constitution save for half). On a failed save, a creature is also poisoned until the end of Dregoth's next turn.
 Water elementals, plants, and plant creatures in the area wither and die instantly, and any water in the area is instantly destroyed. Furthermore, any surfaces hit by this defiling breath become desecrated ground for 1 minute. Undead other than Dregoth that stand on this desecrated ground have advantage on all saving throws.

Bonus Actions

Aura of Fear. Each creature of Dregoth's choice that is within 120 feet of him and aware of him must succeed on a DC 24 Wisdom saving throw against psionics or become frightened for 1 minute (save ends). If a creature's saving throw is successful or the effect ends for it, the creature is immune to Dregoth's Aura of Fear for the next 24 hours.

Psychic Cleanse. Dregoth uses psionics to end one condition on himself, even if he is incapacitated.

Telekinetic Slide. Dregoth uses psionics to telekinetically move any number of creatures within 60 feet of him. Each target is moved up to 20 feet in a direction of Dregoth's choice (DC 24 Strength save for half distance if unwilling).

Reactions

Tail Riposte. In response to a creature hitting Dregoth with an attack or provoking an opportunity attack from him, Dregoth can make the following tail attack against the creature.
 Melee Weapon Attack: +18 to hit, reach 20 ft., one target. Hit: 19 (2d8 + 10) bludgeoning damage. If the target is a creature, it must succeed on a DC 27 Strength saving throw or be knocked prone.

Feed on Death. When a creature within 60 feet of Dregoth is reduced to 0 hit points or dies, Dregoth regains 30 hit points. If the creature dies and isn't undead, it rises as a zombie in the same space that acts on the original creature's initiative count.

Legendary Actions

Dregoth can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Dregoth regains spent legendary actions at the start of his turn.

• Nightmare Travel. Dregoth becomes incorporeal and flies up to half his flying speed (without provoking opportunity attacks), allowing him to pass through creature's spaces. Each creature he moves through the space of takes 14 (4d6) force damage, and is knocked prone if it is Huge or smaller.
• Psychic Crush (Costs 2 Actions). Dregoth creates a 20-foot cube of psychic energy centered on a point within 60 feet of him. Each creature in that area takes 17 (5d6) psychic damage (DC 24 Intelligence save for half). On a failed save, a creature is also stunned until the end of Dregoth's next turn.
• Cast a Spell (Costs 2 Actions). Dregoth casts a spell or uses an action from eyebite.

New Giustenal

Giustenal rests on the edge of the Silt Sea, its ruins bleached like scattered bones, and just as dead. The land around the forlorn ruins abounds with life, varied terrain, and danger. Giustenal's dark shadow has stained the lives and lore of the folk that surround its silt-covered walls, and the eerie winds that whistle through its abandoned spires evoke the haunting melodies of their legends.

After his death and rebirth, Dregoth led the survivors of Giustenal to a cavern far below the surface of Athas. While this cavern had been prepared for a halfling settlement during the Blue Age, it was never occupied. Dregoth and his followers found an empty paradise waiting to be filled.

Nothing in New Giustenal is as stark or oppressive as Dregoth's Dread Palace in the northern section of the city. The stone of its walls is blackest obsidian, and the bones of great wyrms decorate much of its surface.

For more information, see the 2nd Edition box set City by the Silt Sea.

Absalom

Absalom was born human. He was selected as Dregoth's new high priest after Giustenal's fall. He was among the first survivors the undead sorcererking transformed into dray. After transfiguring Absalom, Dregoth slew his high priest and raised him as an undead servitor. Absalom preaches of the Dread King's godhood, but his true loyalty is to the dragonborn, or dray, of New Giustenal.

Combat

Absalom hurls insults at his fiercest enemy, marking it as the first to die. He starts combat attacking from range with his Grave Bolt and other spells, then using Baleful Teleport to reposition enemies into his Unmaking Breath. But Absalom is as much warrior as he is priest: once bloodied, he moves boldly amongst his foes, slashing at them with his claws and empowered by his Enfeebling Smite. He saves his fell attacks for opponents that threaten his king or his people, otherwise preferring to use Psychic Leadership on his minions so that they may do the dirty work.

Absalom

Medium undead (dray), lawful evil

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• Armor Class 19 (natural armor)
• Hit Points 195 (23d8 + 92)
• Speed 40 ft., fly 40 ft. (Limited Flight)

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STR	DEX	CON	INT	WIS	CHA
15 (+2)	20 (+5)	18 (+4)	15 (+2)	17 (+3)	20 (+5)

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• Saving Throws Dex +11, Con +10, Wis +9, Cha +11
• Skills Arcana +14, Deception +11, History +8, Perception +9, Persuasion +11, Religion +14
• Damage Resistances necrotic, poison, psychic
• Damage Immunities bludgeoning, piercing, and slashing from nonmagical attacks
• Condition Immunities charmed, exhaustion, frightened, poisoned
• Senses darkvision 60 ft., passive Perception 19
• Languages all (tongues)
• Challenge 18 (20,000 XP)
• Proficiency Bonus +6

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Aura of Despair. Absalom emanates an aura of hopelessness and sorrow. Hostile, living creatures within 30 feet of Absalom suffer a -3 penalty on attack rolls and ability checks, provided that he isn't incapacitated.

Immortal Will. If damage reduces Absalom to 0 hit points, he must make a Charisma saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, Absalom drops to 1 hit point instead.

Limited Flight. Absalom has a flying speed equal to his current walking speed. This benefit works only in short bursts; he fall if he ends his turn in the air and nothing else is holding him aloft.

Psionic Resilience. Absalom gains 5 temporary hit points at the start of each of his turns if he has at least 1 hit point and isn't incapacitated.

Spellcasting. Absalom's spellcasting ability is Charisma (spell save DC 20). He has the following templar spells prepared:

Constant: find familiar, tongues
At will: command (3rd level), darkness, hex
2/rest each: protection from energy, stinking cloud, wall of sand
1/rest each: animate dead, circle of power, disguise self

Actions

Multiattack. Absalom makes two attacks.

Claw. Melee Weapon Attack: +11 to hit, reach 5 ft., one target. Hit: 16 (2d10 + 5) slashing damage plus 7 (2d6) necrotic damage.

Grave Bolt (Cantrip). Ranged Spell Attack: +11 to hit, range 120 ft., one target. Hit: 22 (4d10) necrotic damage, or 26 (4d12) necrotic damage if the target is a plant or plant creature.

Unmaking Breath (Recharge 5–6). Absalom exhales destructive psionic energy in a 60-foot cone. Each living creature in the area takes 27 (5d10) necrotic damage plus 27 (5d10) psychic damage (DC 19 Charisma save for half). If the save fails by 5 or more, a creature also suffers disadvantage on Strength, Dexterity, and Constitution saves until the end of his next turn.

Bonus Actions

Absalom can't use the same bonus action two rounds in a row.

Enfeebling Smite. When Absalom hits a creature with a melee attack on his turn, he can use this ability to deal an additional 13 (2d12) necrotic damage to the target (DC 19 Constitution save for half). On a failed save, the target also deals only have damage with weapon attacks until the end of Absalom's next turn.

Psychic Leadership. Absalom uses psionics to aid five allies he can see within 60 feet of him. Until the end of his next turn, the targets can add a d8 to their attack rolls, ability checks, and saving throws.

Spirit Siphon. Absalom assaults the mind of a creature within 60 feet of him, dealing 11 (2d10) psychic damage to it (DC 20 Charisma save for half). On a failed save, the target's speed is also halved until the end of Absalom's next turn. Absalom or one ally of his choice within 60 feet of him gains temporary hit points equal to the damage dealt.

Legendary Actions

Absalom can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Absalom regains spent legendary actions at the start of his turn.

• Baleful Teleport. Absalom uses psionics to target one hostile creature he can see within 60 feet of him. The target must make a DC 20 Charisma saving throw. On a failed save, Absalom can teleport the target to an unoccupied space that he can see within 15 feet of the target. That space must be on the ground or on a floor.
• Attack. Absalom makes an attack with his claw or Grave Bolt.
• Spellcasting (Costs 2 Actions). Absalom casts a spell.

Kas, the Betrayer

Long ago, when Vecna was still mortal, Kas was Vecna's most trusted lieutenant. He served Vecna faithfully for centuries, first as an evil human paladin and later as a vampire lord. Over time, Kas came to envy Vecna's power and began plotting against him. In the final ritual of Vecna's apotheosis, Kas struck out, hoping to become a god in Vecna's stead. Kas's attempt to destroy Vecna failed, but he did manage to sever Vecna's hand and cut out one of his eyes in the epic battle. So great was the fight that it destroyed Vecna's tower and flung Vecna and Kas across the planes. Kas's plot failed, though he retains his power.

Castle Tovag

Kas rules the domain of Tovag in the Demiplane of Dread, where his vampiric minions amass prisoner-soldiers and manufacture war machines in preparation for a final assault against The Whispered One. At its heart is Castle Tovag, a base operations fit for a true vampire king. There, he coordinates the movements of his servants across the planes and develops battle plans for defeating Vecna's minions.

Lair Actions

On initiative count 20 (losing initiative ties), Kas can take a lair action to cause one of the following effects; he can't use the same effect two rounds in a row:

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• Alter Gravity. Until initiative count 20 of the next round, gravity in the lair is affected by a reverse gravity spell, except that Kas can orient gravity in any direction. Kas can choose any number of targets to be unaffected by this effect.
• Bat Swarm. A swarm of bats swoops through the lair, passing up to five creatures of Kas's choice. Each target must succeed on a DC 20 Constitution saving throw or be blinded until initiative count 20 of the next round.
• Darkness. Kas casts the darkness spell four times, targeting different areas with the spell. Kas doesn't need to concentrate on the spells, which end on initiative count 20 of the next round.

Kas

Medium undead, lawful evil

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• Armor Class 20 (plate, shield)
• Hit Points 273 (26d8 + 156)
• Speed 40 ft., climb 40 ft.

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STR	DEX	CON	INT	WIS	CHA
22 (+6)	16 (+3)	22 (+6)	16 (+3)	17 (+3)	23 (+6)

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• Saving Throws Str +13, Dex +10, Con +13, Wis +10
• Skills Athletics +20, Insight +10, Intimidation +20, Perception +17
• Damage Resistances bludgeoning, piercing, and slashing from nonmagical attacks
• Damage Immunities necrotic, poison
• Condition Immunities charmed, exhaustion, frightened, poisoned, unconscious
• Senses darkvision 300 ft., passive Perception 27
• Languages all
• Challenge 23 (50,000 XP)
• Proficiency Bonus +7

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Special Equipment. Kas wears wields an unholy avenger longsword, a twisted variant of a holy avenger that he wields especially well (accounted for in his statistics).
 While wielding the unholy avenger, Kas and allies within 30 feet of him have advantage on saving throws against spells and other magical effects.

Charge. If Kas moves at least 20 feet straight towards a creature and then hits it with a melee attack on the same turn, that target must succeed on a DC 18 Strength saving throw or be pushed up to 10 feet away and knocked prone.

Deadly Critical. Kas scores a critical hit on a roll of 19 or 20 and rolls the damage dice three times, instead of twice.

Devil's Sight. Magical darkness doesn't impede Kas's darkvision.

Martial Superiority (Mythic Trait; Once Per Rest). If Kas is reduced to 0 hit points, he doesn't die or fall unconscious. Instead, he resets to maximum hit points, and for 1 hour, Kas can take 5 legendary actions each round instead of 3, has his speed doubled, and has advantage on ability checks.

Regeneration. Kas regains 20 hit points at the start of his turn if it has at least 1 hit point. If Kas takes radiant damage, this trait doesn't function at the start of his next turn.

Spider Climb. Kas can climb difficult surfaces, including upside down on ceilings, without needing to make an ability check.

Sunlight Sensitivity. Kas takes 20 radiant damage when he starts his turn in sunlight. While in sunlight, he has disadvantage on attack rolls and ability checks.

Unstoppable. Kas can end one condition on himself at the start of each of his turns.

Actions

Multiattack. Kas makes three melee attacks. Alternatively, he makes one melee attack against each creature and object of his choice within his reach.

Unholy Avenger. Melee Weapon Attack: +16 to hit, reach 5 ft., one target. Hit: 18 (2d8 + 9) magical slashing damage plus 11 (2d10) necrotic damage.

Blood Drain. Melee Weapon Attack: +13 to hit, reach 5 ft., one willing creature, or a creature that is grappled by Kas, incapacitated, or restrained. Hit: 15 (2d8 + 6) piercing damage plus 21 (6d6) necrotic damage. The target suffers health drain equal to the necrotic damage taken, and Kas regains hit points equal to that amount. A humanoid slain in this way and then buried in the ground rises the following night as a vampire spawn under Kas's control.

Bonus Actions

Brawler. Kas attempts to shove one creature within his reach, and counts as a Huge creature for the purpose of doing so. He can attempt a grapple instead if he has a hand free.

Kas's Challenge. When Kas hits a creature with a melee attack on his turn, he can use this ability to mark them for 1 minute, until he is incapacitated or dies, or until he uses this ability again. While marked, the target has disadvantage on all attack rolls against targets other than Kas until the end of Kas's next turn.

Terrifying Smite (Recharge 5–6). When Kas hits a creature with a melee attack on his turn, he can use this ability to deal an additional 14 (4d6) psychic damage to the target (DC 21 Charisma save for half). On a failed save, the target is also frightened and has its speed halved until the end of its next turn.

Reactions

Kas can take one reaction on every turn in combat.

Brace. When a creature moves into Kas's reach, Kas can make one melee attack against it, or he can use his Brawler ability against it.

Scornful Rebuke. When a creature hits Kas with an attack, that creature takes 6 psychic damage if Kas isn't incapacitated.

Legendary Actions

Kas can take 3 legendary actions, or 5 legendary actions while his mythic trait is active, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Kas regains spent legendary actions at the start of his turn.

• Move. Kas moves up to half his speed without provoking opportunity attacks.
• Attack (Costs 2 Actions). Kas makes one melee attack.
• Spellcasting (Costs 2 Actions). Kas casts charm person, command, dispel magic, or gaseous form at 3rd level, or at 5th level while his mythic trait is active. His spellcasting ability is Charisma (spell save DC 21).

Regional Effects

The dread domain of Tovag is suffused with powerful shadow magic, creating the following effects:

• Bat Infestation. There is a noticeable increase in the population of bats in the region. Some of these bats may actually be familiars of Kas or his servants, reporting on the activities of living creatures in the region.
• Creeping Fog. A creeping fog clings to the ground within most areas of Tovag, lightly obscuring the region. The fog occasionally takes eerie forms, such as grasping claws and writhing serpents.
• Wandering Shadows. Shadows cast within the region seem abnormally gaunt and sometimes move as though alive. While asleep, a living creature's shadow wanders off as an undead shadow that seeks to fulfill an unknown purpose. If the creature wakes up, its shadow only returns after the creature is alerted to its absence by a successful DC 15 Wisdom (Perception) check, at which time the undead shadow is destroyed.

Blackstar Knight

Blackstar knights are undead spirits housed in vessels of animate black stone. Each knight serves Kas unswervingly, though stories of similar beings under the control of other creatures have begun to surface.

Osterneth, the Bronze Lich

Known as the supreme seed of darkness and the Heart of the Whispered One, Osterneth is Vecna's mightiest servant. Osterneth is tasked with subverting governments, corrupting good people, and spearheading Vecna's takeover of the world.

In public, Osterneth appears as a seductive, aristocratic human female in her late twenties with dark hair and bronze skin. Her look of demure gentility is emphasized by a rich wardrobe and a charming smile that melts men's hearts. Claiming nobility from a distant land, Osterneth uses her guile and charisma to gain favor among the scions of high society. With their interest peaked, the Heart of the Whispered One then seduces the world's greatest leaders, bringing them willingly into the worship of Vecna.

In actuality, Osterneth is an ancient lich from a kingdom lost to memory; her true form is a fleshless skeleton of bronzed bones inlaid with soul gems. Within the empty cavity of her chest pulses the heart of Vecna, a shriveled relic preserved from the desiccated remains of Vecna's original body. The eyes of Osterneth's naked skull blaze with a prismatic radiance that creates a powerful glamour effect, hiding her true appearance from all but her most trusted servants.

Combat

Osterneth relies heavily on the presence of undead allies, using them as meat shields via Redirect Attack and positioning tools via Transposition. She starts combat by attempting to dominate one of the party's melee combatants, spending her action on subsequent turns to cast a spell or to use Void Lightning if it is available, and then using mislead and the terrain around her to hide via Cunning Action.

If threatened in melee, Osterneth uses her Paralyzing Touch to paralyze the threat or Luring Glare to move them away from her. While her Shadow Rays are viable enough to use for damage instead of her other spells, Osterneth is always on the lookout for opportunities to catch at least three enemies in a fireball or to use power word kill to remove a threat from the board.

Once her mythic trait is activated, Osterneth's true malice is revealed, and her trickery only becomes more disorienting to deal with. She uses Vanishing Act to reposition even in the absence of allies, and repels melee attackers that dare to approach her using Disrupt Life. Osterneth otherwise unleashes as many of her damaging abilities as much possible, with her Void Lightning mythic action having a huge blast radius that can potentially hit the entire party at once.

Osterneth

Medium undead, neutral evil

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• Armor Class 19 (natural armor)
• Hit Points 199 (21d8 + 105)
• Speed 30 ft.

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STR	DEX	CON	INT	WIS	CHA
14 (+2)	18 (+4)	20 (+5)	27 (+8)	21 (+5)	24 (+7)

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• Saving Throws Con +12, Int +15, Wis +12
• Skills Arcana +22, Deception +21, History +22, Insight +12, Perception +12, Persuasion +14, Religion +15
• Damage Resistances cold, lightning, psychic
• Damage Immunities necrotic, poison; bludgeoning, piercing, and slashing from nonmagical attacks
• Condition Immunities blinded, charmed, deafened, exhaustion, frightened, paralyzed, petrified, poisoned, stunned
• Senses truesight 120 ft., passive Perception 22
• Languages Abyssal, Celestial, Common, Elvish, Infernal, Primordial, telepathy 60 ft.
• Challenge 23 (50,000 XP, or 100,000 XP as a mythic encounter)
• Proficiency Bonus +7

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Heart of Vecna (Mythic Trait; Once Per Rest). If Osterneth is reduced to 0 hit points, she doesn't die or fall unconscious. Instead, the heart of Vecna resets her to maximum hit points, but causes any disguise from the seeming spell to end on herself. Furthermore, magical darkness fills a 60-foot-radius sphere centered on Osterneth, remaining until the end of her next turn. Each living creature in the area when this darkness first appears takes 36 (8d8) psychic damage (DC 23 Intelligence save for half).

Legendary Resistance (3/Day). If Osterneth fails a saving throw, she can choose to succeed instead.

Magic Resistance. Osterneth has advantage on saving throws against spells and other magical effects.

Regeneration. Osterneth starts combat with four filled soul gems (see Trap the Soul). Constantly exploiting the souls in them, Osterneth regains 5 hit points per soul at the start of her turn if she has at least 1 hit point. If Osterneth takes radiant damage, this trait doesn't function at the start of her next turn.

Rejuvenation. Osterneth's body turns to dust when she drops to 0 hit points, and her equipment is left behind. She gains a new body after 1d10 days, regaining all her hit points and becoming active again. Her new body appears within 5 feet of her phylactery and is invisible for 1 hour.

Spellcasting. Osterneth is a 20th-level spellcaster. Her spellcasting ability is Intelligence (spell save DC 23). Osterneth has the following spells prepared, and she can cast them without components:

Constant: glibness, mind blank, Nystul's magic aura*
At will: charm person, seeming, suggestion
3/day each: dominate person, fireball, scrying
2/day each: disintegrate, eyebite, mislead
1/day each: finger of death, modify memory, power word kill

*Osterneth uses False Aura to appear as though no magic is affecting her or being used by her.

Turn Resistance. Osterneth has advantage on saving throws against effects that turn undead.

Actions

Multiattack. Osterneth makes two Shadow Ray attacks against different targets.

Shadow Ray. Ranged Spell Attack: +15 to hit, range 120 ft., one creature. Hit: 35 (6d8 + 8) necrotic damage, and the target can't regain hit points until the start of Osterneth's next turn.

Paralyzing Touch. Melee Spell Attack: +15 to hit, reach 5 ft., one creature. Hit: 10 (3d6) cold damage, and the target must succeed on a DC 20 Constitution saving throw or be paralyzed for 1 minute (save ends).

Void Lightning (Recharge 5–6). Osterneth unleashes void lightning in a 60-foot cone. Each living creature in the area takes 24 (7d6) lightning damage plus 24 (7d6) necrotic damage (DC 20 Constitution save for half). On a failed save, a creature also has its speed halved and can't take reactions for 1 minute (save ends).

Bonus Actions

Cunning Action. Osterneth takes the Dash, Disengage, or Hide action.

Piercing Sight. Osterneth gains the ability to see through objects that are up to 1 foot thick within 60 feet of her until the start of her next turn.

Reactions

Osterneth can spend one legendary action to take a reaction, even when she has already used her normal reaction.

Redirect Attack. When a creature Osterneth can see targets her with an attack, Osterneth chooses an ally within 5 feet of her. The two swap places, and the chosen ally becomes the target instead.

Trap the Soul. Osterneth captures the soul of a humanoid killed within 60 feet of her and imprisons it in a soul gem. This is identical to the soul cage spell, but the spell lasts indefinitely, and she can't use its Steal Life option (see Regeneration instead). Furthermore, Osterneth can exploit a soul using the spell any number of times without the soul ever being released. If a gem is crushed, the soul is released to the Shadowfell.

Osterneth

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Legendary Actions

Osterneth can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Osterneth regains spent legendary actions at the start of her turn.

• Transposition. Osterneth chooses an ally she can see within 45 feet of her. Her and that ally magically teleport and swap places.
• Luring Glare. Osterneth targets one creature she can see within 60 feet of her. The target must make a DC 23 Wisdom saving throw. On a failed save, the target takes 14 (4d6) necrotic damage, and Osterneth chooses the target's movement on its next turn. A creature is immune to this ability if it is immune to being charmed.
• Attack. Osterneth uses Paralyzing Touch or Shadow Ray.
• Cast a Spell (Costs 2 Actions). Osterneth casts a spell, or she uses one of the actions from an eyebite spell she is concentrating on.

Mythic Actions

If Osterneth's Heart of Vecna trait has activated in the last hour, she can use the options below as legendary actions.

• Vanishing Act. Osterneth becomes invisible, teleports up to 45 feet to an unoccupied space she can see, and takes the Hide action. The invisibility end at the start of Osterneth's next turn, if she takes damage, or if she uses any of her abilities.
• Withering Shadows. Osterneth makes a Shadow Ray attack. On a hit, the target is also poisoned for 1 minute. The target can make a DC 23 Constitution saving throw at the end of each of its turns, taking 14 (4d6) necrotic damage on a failed save, and ending the effect on a successful one.
• Disrupt Life (Costs 2 Actions). Each living creature within 30 feet of Osterneth takes 36 (8d6 + 8) necrotic damage and is pushed up to 30 feet away from her (DC 23 Constitution save for half damage and distance).
• Void Lightning (Costs 2 Actions). Osterneth uses her Void Lightning if it has recharged, and its area is increased to a 120-foot cone.

Summit of Truth

While they normally communicate via spells like sending, leaders of cults dedicated to the Maimed God gather once per year for the reclusive "Summit of Truth" hosted by Osterneth, where they provide updates on their countless schemes and plots, exchange magical items and lore, and coordinate cooperation between multiple cult cells. Hosted in a long forgotten temple of Ioun and protected against divination magic by powerful wards, the Summit of Truth is the only place the various cults of Vecna can guarantee absolute privacy from even the gods themselves.

Osterneth's phylactery is a decapitated statue of Ioun placed in the central courtyard of the temple --- after all, nobody would suspect a servant of Vecna to use his rival's image as their source of eternal unlife. At every summit, Osterneth brings her collection of captured souls and feeds them to her phylactery, providing her enough sustenance for the next year to come. The statue appears nonmagical due to a Nystul's magic aura spell cast on it, but can be identified for what it is after 10 minutes of careful study and a successful DC 25 Intelligence (Arcana) check. One of the conditions for destroying the phylactery includes restoring the head of the statue, whether by reattaching the original head or by constructing a sufficient replacement (e.g. using stone shape).

Ascetic of Vecna

Wearing only a death shroud, the ascetic of Vecna is a true devotee of the Undying King. An ascetic of Vecna spends its existence contemplating the Maimed God's secrets. The only break from its meditation occurs when the ascetic ventures into the world to collect esoteric knowledge. An ascetic of Vecna is so devoted to the acquisition of knowledge that it fights or kills others to obtain even a minor piece of information. One of these mages gladly exchanges its life to uncover knowledge for its sinister master.

Osterneth works with a circle of powerful ascetics to amass occult lore in the name of The Undying King. These ascetics use spiritual projections to direct the cults they lead while their true selves remain in silent contemplation within hidden chambers known only to other members of the circle, only emerging once per year to gather for the Summit of Truth or to bare arms in dire circumstances.