Lolth and the Drow

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Drow

The following entries replace the drow race in the Player's Handbook (2024).

Drow Traits

As a drow, you have the following lineage traits.

Creature Type. You are a humanoid. You are also considered an elf for any prerequisite or effect that requires you to be an elf.

Elf Traits. You have the Fey Ancestry and Trance features possessed by elves.

Size. Your size is Medium.

Speed. Your walking speed is 30 feet.

Blinding Sunlight. You have disadvantage on Wisdom (Perception) checks that rely on sight when you or whatever you are trying to perceive is in direct sunlight.

Superior Darkvision. You can see in dim light within 120 feet of you as if it were bright light and in darkness as if it were dim light. You discern colors in that darkness only as shades of gray.

Sublineage. Choose one bloodline.

Drow Bloodlines

A myriad of drow bloodlines with unique adaptations can be found in the Underdark. A noble drow house might have an affinity for a specific bloodline, but it is also possible to be born with a mutation that gives you a different bloodline derivation than your ancestors.

Darthien

Citing a supposed lingering connection with Corellon, drow with traces of faerie magic are sometimes mocked or shunned.

Effortless Illumination. You know the dancing lights cantrip. While in darkness, this spell doesn't require concentration; if you enter dim or bright light, you must concentrate on the spell to prevent it from ending early. You can only maintain one dancing lights spell at a time.

Fey Magic. Starting at 3rd level, you can cast the faerie fire spell with this trait. Starting at 5th level, you can also cast the misty step spell with this trait. Once you cast either of these spells with this trait, you can't cast that spell with it again until you finish a long rest.

Nuij

Drow with traces of fiendish blood, such as the abyssal dwellers of the Demonweb Pits, end up taking on traits not unlike those of a tiefling.

Claws. You have claws that you can use to make unarmed strikes. When you hit with them, the strike deals 1d6 + your Strength modifier slashing damage, instead of the bludgeoning damage normal for an unarmed strike.

While in darkness, you can choose for these claw attacks to deal necrotic damage instead.

Natural Climber. You gain a climbing speed equal to your walking speed.

Otherworldly Presence. You know the thaumaturgy cantrip.

Kuttra

Drow born in areas with high amounts of faerzess exposure, or those that live in proximity to myconid colonies, can sometimes gain fungal mutations.

Faerzress Cloak. You can attempt to hide even when you are only lightly obscured by mushrooms, spores, and other fungal phenomena.

If you start your turn in darkness, you can also choose to become bioluminescent until the start of your next turn. While bioluminescent, you emit dim light in a 5-foot radius.

Fungal Resilience. You have advantage on saving throws against poison, and you have resistance against poison damage.

Hold Breath. You can hold your breath for up to 1 hour.

Lloth

Drow with innate umbral magic are seen as being blessed by the Spider Queen. The most noble houses such as House Baenre pride themselves in having many members of this derivation.

Necrotic Resistance. You have resistance to necrotic damage.

Umbral Magic. Starting at 3rd level, you can cast the darkness spell once with this trait; you regain the ability to cast it when you finish a long rest.

Umbral Step. As a bonus action, you can magically teleport up to 30 feet to an unoccupied space you can see that is in dim light or darkness. You can use this trait a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Ulsharyorn

Experiments from or consorting with mind flayers or other psionic beings can sometimes lead to certain drow families to express psionic abilities down the line.

Imperious Command. You can cast the command spell once with this trait; you regain the ability to cast it when you finish a long rest.

Psychic Refusal. You have advantage on saving throws you make to avoid or end the frightened condition. While in darkness, you gain the same benefit for the stunned condition.

Shadow Telepathy. While in darkness, you can send telepathic messages to any creature you can see within 30 feet of you. You don't need to share a language with the creature for it to understand these messages, but it must be able to understand at least one language to comprehend them.

Xar'zith

The coldest caves of the Underdark are most easily navigated by drow communities that have lived there long enough to adapt to their perilous environments.

Chilling Grasp. Once per turn when you hit a creature with a weapon attack, you can also reduce its speed by 10 feet until the end of your next turn.

Cold Resistance. You have resistance to cold damage.

Depth Strider. Your walking speed increases by 5 feet while in darkness or walking on snow.

Ice Walk. You can move across and climb icy surfaces without needing to make an ability check. Additionally, difficult terrain composed of ice or snow doesn't cost you extra movement.

Lolth

A tempestuous realm where demons carve out empires, the Abyss is home to fiends of every kind, including the dark goddess of the drow, Lolth. Known also as the Demon Queen of Spiders, the Mistress of Lies, and the Lady of Shadows, this exiled goddess is one of the most powerful entities in the Abyss. In its shadowy depths, she nurses ancient hatreds and plans the downfall of those responsible for her exile.

Physical Description

Lolth (she/her) favors the guise of a lithe dark elf woman dressed in a gossamer gown woven from the silk of spiders. Her long, silvery hair cascades down her back and frames a face of exquisite beauty. This appearance is a deception, though; Lolth's true form captures her corrupt nature. In reality, Lolth is a massive spider, a black widow with dripping fangs and eight chitinous legs that support her body, which is bloated on devoured souls.

Lore

Lolth is a capricious goddess. She subverts and manipulates those in her service, expending them without thought. Her cruelty is legendary. She feasts on the misfortune and misery of her subjects, propagating betrayal and deceit.

Lolth sends forth her corrupting poisons and whispers from her realm of the Demonweb, which is tethered to the Abyss and home to her many spider children.

Social Encounters

Lolth does not visit the mortal world, fearing destruction at the hands of Corellon and his allies. Instead, she commands her priestesses to act on her behalf. Sometimes she sends a yochlol as an advisor or a draegloth as an enforcer. To her most devoted servants, she offers a piece of her essence—an aspect of herself.

Most mortals gladly receive their deities' aspects, but Lolth's servants fear to draw the Spider Queen's attention. Lolth instead uses her aspects to influence drow society. An aspect might murder a high-ranking noble and replace that individual. If Lolth disfavors the noble's house, the aspect acts like a cancer on it, consuming its resources and fostering betrayal until the house eventually topples.

Constant Spells. Lolth is always under the effects of the detect magic, detect thoughts, mind blank, and glibness spells (no concentration required).

Divine Will. Lolth is immune to any spell or effect that would alter her form, as well as those that would read her thoughts, determine if she is lying, or magically influence her thoughts or behavior.

Mistress of Lies. Lolth can cast any enchantment spell at will when not in combat.

Weaver of Plots. Lolth can see through the eyes of any spider, unless that spider is in Carceri or a world in the Material Plane that she is not known or worshiped in.

Combat

Lolth guards herself with demonic servants and the most powerful of her loyal drow servitors, and relies on these bodyguards to dispatch those who dare to challenge her in her home. Any adventurers who defeat her guards earn her grudging respect, and her first inclination is to seduce such heroes to her side, weaving intricate webs of deceit and flattery. Those who prove intractable, however, soon discover that her reluctance to join in battle is no indication of weakness.

Lolth fights in her drow form, wielding a terrible barbed scourge that secretes a virulent venom. She uses poison to wrack the bodies and wrench the minds of her foes, turning them upon each other and punishing them when they attack her. When Lolth is seemingly slain, she undergoes a terrible transformation into her true spider form, striking fear into her enemies' hearts. As a spider, she fights with her bite and her blade-tipped legs, spewing acid-coated webs.

Shared Traits

Both of Lolth's forms share the following miscellaneous traits.

Ensnare Mind. When a creature starts its turn restrained by Lolth or her webs, Lolth magically learns one of its greatest desires or fears (her choice), and the target has disadvantage on saving throws against being charmed or frightened until the end of its next turn.

Fiendish Webs. Lolth's webs are difficult terrain and lightly obscure their area. Any creature that moves into the webs or that starts its turn there must make a DC 23 Dexterity saving throw. On a failed save, the creature is restrained as long as it remains in the webs or until it breaks free. A creature can use an action to make a DC 23 Strength check. On a success, it can free itself or a creature within 5 feet of it that is restrained by the web.

This webbing is immune to all damage except holy magic. A 5-foot cube of the web is destroyed if it takes at least 20 radiant damage from a spell or other magical source on a single turn. If the webs aren't anchored between two solid masses (such as walls or trees) or layered across a floor, wall, or ceiling, the web collapses on itself, and it dissolves into nothingness at the start of Lolth's next turn. Webs layered over a flat surface have a depth of 5 feet.

Magic Weapons. Lolth's weapon attacks are magical.

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

Web Sense. While in contact with a web, Lolth knows the exact location of any other creature in contact with the same web.

Web Walker. Lolth ignores movement restrictions caused by webbing.



Lolth (Drow Form)

Medium fey (deity, drow), chaotic evil


  • Armor Class 19 (natural armor)
  • Hit Points 315 (30d8 + 180)
  • Speed 40 ft., climb 40 ft. (Spider Climb)

STR DEX CON INT WIS CHA
19 (+4) 24 (+7) 22 (+6) 26 (+8) 28 (+9) 30 (+10)

  • Saving Throws Dex +15, Wis +17, Cha +18
  • Skills Arcana +16, Deception +26, Insight +17, Perception +17, Persuasion +18, Stealth +15
  • Damage Resistances cold, necrotic, psychic
  • Damage Immunities poison; bludgeoning, piercing, and slashing from nonmagical attacks
  • Condition Immunities blinded, charmed, deafened, exhaustion, frightened, petrified, poisoned, unconscious
  • Senses truesight 120 ft., blindsight 500 ft., passive Perception 27
  • Languages all, telepathy 120 ft.
  • Challenge 27 (105,000 XP)
  • Proficiency Bonus +8

Divine Resilience. Lolth can end one condition or spell on herself at the start of each of her turns.

Dweller in Darkness. While in darkness, Lolth is invisible to any creature that relies on darkvision to see her in that darkness.

Freedom of Movement. Lolth ignores difficult terrain, and magical effects can't reduce her speed or cause her to be restrained. She can spend 5 feet of movement to escape from nonmagical restraints or being grappled.

Innate Spellcasting. Lolth's innate spellcasting ability is Charisma (spell save DC 26). She can innately cast the following spells, requiring no components:

At will: enemies abound, eyebite, telekinesis
3/day each: confusion, mislead, spike growth
2/day each: dominate monster, mental prison, power word pain
1/day each: divine word, maddening darkness, wish

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

Potent Toxin. Lolth ignores resistance to poison damage. Immunity to poison granted by spells, magic items, and other external sources instead becomes poison resistance.

Spider Queen's Wrath (Mythic Trait; 1/Day). If Lolth is reduced to 0 hit points, she doesn't die or fall unconscious. Instead, she transforms into her spider form, and each creature within 30 feet of her must succeed on a DC 26 Strength saving throw or be pushed up to 30 feet away from her and be knocked prone.

Actions

Multiattack. Lolth makes three attacks: one with Lolth's Kiss and two with Scourge.

Lolth's Kiss. Melee Spell Attack: +18 to hit, reach 5 ft., one creature. Hit: 21 (3d6 + 10) poison damage plus 13 (2d12) psychic damage, and the target must succeed on a DC 26 Wisdom saving throw or be charmed until the end of Lolth's next turn.

Scourge. Melee Weapon Attack: +15 to hit, reach 15 ft., one target. Hit: 20 (3d8 + 7) poison damage, and Lolth can move the target up to 15 feet horizontally if it is no more than one size larger than her. If the attack was a critical hit, or if the attack roll was made with advantage and the lower of the two rolls would have also hit the target, the target is also poisoned until the end of Lolth's next turn.

Burning Webs. Ranged Spell Attack: +18 to hit, range 60 ft., one target. Hit: 19 (2d8 + 10) acid damage, and Lolth creates a 10-foot cube of webbing centered on the ground beneath the target that lasts for 1 minute.

Impenetrable Darkfire (Recharge 5–6). Lolth unleashes darkfire in the area within 60 feet of her. Each creature of Lolth's choice in the area takes 39 (6d12) fire damage plus 39 (6d12) necrotic damage (DC 26 Dexterity save for half), and the area is filled with magical darkness equivalent in power to a 7th-level spell until the end of her next turn.

Bonus Actions

Change Shape. Lolth magically polymorphs into a Large drow-spider hybrid, or back into her drow form. Her statistics, other than her size, are the same in each form.

Nimble Escape. Lolth takes the Disengage or Hide action.

Web. Lolth unleashes a mass of webbing in a 20-foot cube centered on a point within 60 feet of her, or in a 5-foot-wide, 60-foot-long line that spans the distance between two points within the same distance.

Reactions

Lolth can spend one legendary action to take an additional reaction. She can only take one reaction per turn.

Dominating Rebuke. When a creature Lolth can see hits her with a melee attack, Lolth can cast the command spell on it as a reaction (spell save DC 26). On a failed save, the target is also charmed until it carries out the command on its next turn.

Feed on Weakness. When a creature within 30 feet of Lolth fails a saving throw, Lolth gains 15 temporary hit points.

Legendary Actions

Lolth 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. Lolth regains spent legendary actions at the start of her turn.

  • Move. Lolth moves up to half her speed.
  • Attack. Lolth makes one attack with Burning Webs or Scourge.
  • Insidious Poison (Costs 2 Actions). One charmed or poisoned creature within 60 feet of Lolth must make one weapon attack against a creature of Lolth's choice (no reaction required). The attack deals an additional 17 (2d6 + 10) poison damage.


Lolth (Spider Form)

Gargantuan fiend (deity, demon), chaotic evil


  • Armor Class 22 (natural armor)
  • Hit Points 429 (22d20 + 198)
  • Speed 50 ft., climb 50 ft. (Spider Climb)

STR DEX CON INT WIS CHA
30 (+10) 24 (+7) 28 (+9) 26 (+8) 28 (+9) 30 (+10)

  • Saving Throws Dex +16, Wis +18, Cha +19
  • Skills Arcana +17, Deception +28, Insight +18, Perception +27, Persuasion +19, Stealth +16
  • Damage Resistances cold, necrotic, psychic
  • Damage Immunities poison; bludgeoning, piercing, and slashing from nonmagical attacks
  • Condition Immunities blinded, charmed, deafened, exhaustion, frightened, petrified, poisoned, unconscious
  • Senses truesight 120 ft., blindsight 500 ft., tremorsense 15 miles, passive Perception 37
  • Languages all, telepathy 300 ft.
  • Challenge 30 (155,000 XP, or 310,000 XP as a mythic encounter)
  • Proficiency Bonus +9

Cloak of Shadows (Mythic Trait; 1/Day). If Lolth is reduced to 0 hit points, she doesn't die or fall unconscious. Instead, she resets to 429 hit points, and she turns invisible until the end of her next turn or until she uses any of her abilities.

Freedom of Movement. Lolth ignores difficult terrain, and magical effects can't reduce her speed or cause her to be restrained. She can spend 5 feet of movement to escape from nonmagical restraints or being grappled.

Innate Spellcasting. Lolth's innate spellcasting ability is Charisma (spell save DC 26). She can innately cast any spells from her drow form that she still has uses of, requiring no components.

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

Molt. At the start of each of her turns, Lolth sheds her skin, allowing her to regain 15 hit points and end one condition or spell on herself. The molted skin remains in its space, has 15 AC and 30 hit points, and can speak with Lolth's voice as she so chooses. The skin crumbles to dust at the start of Lolth's next turn.

Potent Toxin. Lolth ignores resistance to poison damage. Immunity to poison granted by spells, magic items, and other external sources instead becomes poison resistance.

Queen of Darkness. While in darkness, Lolth is invisible to any creature that relies on darkvision to see her in that darkness. Furthermore, dim light within 120 feet of her becomes darkness, and bright light in the same area becomes dim light.

Siege Monster. Lolth deals double damage to objects and structures.

Actions

Multiattack. Lolth makes five attacks: one with her bite and four with her legs.

Bite. Melee Weapon Attack:, +19 to hit, reach 10 ft., one target. Hit: 23 (2d12 + 10) piercing damage plus 18 (2d8) poison damage, and the target must succeed on a DC 27 Constitution saving throw or be poisoned until the end of Lolth's next turn.

Leg. Melee Weapon Attack:, +19 to hit, reach 15 ft., one target. Hit: 17 (2d6 + 10) piercing damage. If the target is Huge or smaller, it is grappled (escape DC 20). Until this grapple ends, the target is restrained and has disadvantage on Intelligence, Wisdom, and Charisma saving throws. Lolth has eight legs, each of which can grapple one target, but she must have at least four legs free in order to stand.

Burning Webs. Ranged Spell Attack: +19 to hit, range 60 ft., one target. Hit: 19 (2d8 + 10) acid damage, and Lolth creates a 20-foot cube of webbing centered on the ground beneath the target that lasts for 1 minute.

Impenetrable Darkfire (Recharge 5–6). Lolth unleashes darkfire in the area within 60 feet of her. Each creature of Lolth's choice in the area takes 39 (6d12) fire damage plus 39 (6d12) necrotic damage (DC 26 Dexterity save for half), and the area is filled with magical darkness equivalent in power to a 7th-level spell until the end of her next turn.

Bonus Actions

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

Web. Lolth unleashes a mass of webbing in a 40-foot cube centered on a point within 120 feet of her, or in a 10-foot-wide, 120-foot-long line that spans the distance between two points within the same distance.

Reactions

Lolth can spend one legendary action to take an additional reaction. She can only take one reaction per turn.

Dominating Rebuke. When a creature Lolth can see hits her with a melee attack, Lolth can cast the command spell on it as a reaction (spell save DC 27). On a failed save, the target is also charmed until it carries out the command on its next turn.

Feed on Weakness. When a creature within 30 feet of Lolth fails a saving throw, Lolth gains 20 temporary hit points.

Impaling Legs. When a creature enters Lolth's reach or provokes an opportunity attack from her, she can make a leg attack against it. The attack deals an extra 14 (4d6) poison damage, and if she grapples the target, she can drag it to a different space within her reach as part of the attack.


Lolth (Spider Form)


Legendary Actions

Lolth can take 5 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. Lolth regains spent legendary actions at the start of its turn.

  • Lurch. Lolth moves or jumps up to her speed.
  • Attack. Lolth makes one attack with her legs or Burning Webs.
  • Insidious Poison (Costs 2 Actions). One charmed or poisoned creature within 60 feet of Lolth must make one weapon attack against a creature of Lolth's choice (no reaction required). The attack deals an additional 17 (2d6 + 10) poison damage.

Mythic Actions

If Lolth's Cloak of Shadows trait has activated within the last hour, she can use the options below as legendary actions.

  • Teleport. Lolth teleports up to 100 feet to an unoccupied space she can see.
  • At-Will Spell (Costs 2 Actions). Lolth casts an at-will spell.
  • Spellcasting (Costs 3 Actions). Lolth casts an innate spell.
  • Broken Will (Costs 3 Actions). Lolth targets one creature she can communicate with via telepathy. The target must make a DC 27 Wisdom saving throw. On a failed save, Lolth chooses the target's movement and actions on its next turn. A creature is immune to this ability if it is immune to being charmed.

Discorporation

When Lolth is finally defeated, her mind leaves her body and she is unable to assume physical form for a time. This discorporation usually lasts at least a few months, and it can last up to several years. During this time, Lolth's power is weaker, but it is far from negligible.

If the party members wish to truly kill Lolth, they must fulfill one or more conditions specific to her. This could require destroying her most prominent temple or finding an artifact that can deliver the killing blow. If the specific conditions are satisfied, Lolth cannot discorporate and instead remains present. Here are some sample quests.

Egg of Lolth. Finding and destroying the Egg of Lolth, an ancient and mysterious artifact, can seal the gates in the Demonweb Pits and prevent the goddess's escape.

Loom of Fate. Hidden in Nath Seldarie, Corellon's palace in Arvandor, is the Loom of Fate. Once used by the Spider Queen, this artifact can be used to rearrange the threads of Lolth's destiny. Corellon keeps the artifact safe from Lolth but fears to use it.

Spider Queen's Prison. The adventurers must travel to Lolth's Prison, a demiplane beyond the Demonweb Pits. There, they must destroy its undead guardians to recover the pendant of truth. Holding this relic before Lolth prevents her discorporation.

The Demonweb

Lolth lairs in the sixty-sixth layer of the Abyss, a terrible realm known as the Demonweb. In this interminable black void, webs stretch in an elaborate network that supports ruined cities and relics stolen from other worlds. The webs change constantly, shifting as Lolth spins new threads and destroys old ones. The Demonweb Pits yawn below, and it is there that Lolth holds court and hatches her hideous plans.

The Demonweb Pits boast a number of portals that link the Abyss to other planes. Using these gateways, Lolth extends her influence across the cosmos, conquering unsuspecting communities with demonic armies or subverting them into her service.

Lair Actions

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


  • Lolth's Fickle Favor. Lolth bestows her blessing on one ally she can see within the lair. The ally takes 7 (2d6) psychic damage but has advantage on all attack rolls and saving throws until the end of its next turn.
  • Modify Memory. Lolth manipulates the mind one creature restrained by her or her webs. She can permanently affect one memory from any time in its past, akin to a successful 9th-level modify memory spell; the true memory can't be restored by any means.
  • Summon Spider. Lolth magically summons an allied giant spider in an unoccupied space she can see within the lair. This spider has 20 temporary hit points, acts on Lolth's turn, and summons Fiendish Webs with its Web action.

Regional Effects

The Demonweb is warped by Lolth's divine magic, creating one or more of the following effects:


  • Arachnid Mutations. Beasts and demons in the region grow extra eyes and legs, as well as other arachnid mutations. Normal spiders in the region know all languages, have an Intelligence score of 10 (+0), and can be up to Huge in size.
  • Spider Queen's Clutches. Lolth knows the location of any creature in the Demonweb that is suffering from poison or is trapped in a web.
  • Web Puppets. When a creature bleeds while in the region, harmless spiders will emerge from the wound instead of blood. If they die, their body will be hollowed out and filled with spiders and cobwebs.

Art by Andrew Mar (DMG 2024) - Fan Content Policy