A DM’s Guide to Undermountain, Levels 1 through 3

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A DM’s Guide to Undermountain, Levels 1 through 3

It’s been a pretty tough campaign so far, but I think I have enough experience running Dungeon of the Mad Mage to give some commentary and advice. In this article, I’ll cover the first three levels of the dungeon, and I’ll also toss in some ideas about how to handle character movement in and out of the dungeon. Players, this article is full of spoilers and also boring DM stuff, so you should stop reading right here. DM’s, read on. There is no adventure so well done that it can’t be made better with a little extra TLC.

General Good Ideas

After playing through several levels of Undermountain, I’ve developed a few good strategies for keeping things interesting, and even improving on the book a bit. The hardcover materials on the Dungeon of the Mad Mage have a lot of potential, but all too often it goes mostly unrealized. I’ll start this article by going into a few ways to better prepare to run your levels, before we get into any specifics for particular levels.

Simplify Your Maps

I didn’t figure this out until several levels down, but I encourage you to start using it right away. The maps of the different dungeon levels can be pretty elaborate, and that makes them confusing to try to describe to the players. This comes out especially when you have two passages out of a room, and they both lead into exactly the same room: now you’ve narrated “do you take the north or south path?” and the players have decided on the north passage, and they end up in the next room. But then they decide they want to try the south passage as well, so they backtrack along the north passage, and then try the south passage, and they end up in the same room as before. Or is it the same room? Now we’re confused.

My solution to this was to take a black pen and scribble out a lot of the hallways and passages and tunnels on my photocopies of the maps. So if the original map looks like this:

A map clipping without edits for usability.

then my modified map, with redundant and extraneous routes eliminated, looks like this:

A map clip with scribbles to make it easier to use.

and that makes it much easier to describe the area to the players so they can make meaningful but uncomplicated decisions about where they want to go next. I chose a cave-and-tunnel environment for the example, but the same thing applies to more constructed or finished areas: look at your map and imagine yourself describing to the players where they are and what their options are for moving around. If that’s complicated or unclear in your head, then it’s definitely going to be confusing for your players, and that means it’s time to simplify.

Motivations and Taking Sides

Throughout the whole dungeon, there will be multiple individuals, groups, and factions inhabiting the same dungeon levels. Sometimes they’re mortal enemies, sometimes they’ll form alliances, sometimes they are oblivious or apathetic. And, unless your party is planning on murder-hoboing their way through, they’ll eventually have to choose to ally with one faction or another. Fortunately, you can prepare for this.

For every dungeon level, I’ve started tearing a sheet from my notebook and making a chart that’s all about who’s in the area and what makes them tick. Motivations can be simple or complex, but they always come in the form of who, what, and why. A simple one might be a manticore, which wants to kill and eat things, because it’s hungry. A complex one might be a drow priestess, who wants to capture members of an enemy house and replace them with sleeper agents of her own, because she wants to destabilize and overthrow her rivals. Simple or complex, try to list everyone or everything on that level of the dungeon and provide at least one motivation for each; you don’t have to list every last rat and ooze, but try to be fairly thorough about including anything with enough brain-power to think for itself. If you can’t give at least some motivation, consider just removing that element from the dungeon, because without a motivation, it’s not doing anything useful. Its only function is to be killed by the party, because they have no other way to deal with something that can think for itself but doesn’t have any desires or motivations; you might as well replace it with a mindless monstrosity of an appropriate CR… or come up with a motivation for it. Your choice, of course.

On the back of the same notebook sheet I make a chart about taking sides. This doesn’t include everyone and everything on the level, but just the major factions with axes to grind. My format is to list an NPC or an NPC organization, and then give reasons for the party to be allies with them, and also reasons for the party to be enemies with them. So, we might choose the local hobgoblin horde as a faction that can be allied with or made an enemy of. The players might choose to be allies with the hobgoblin horde because they have a lot of military might and will use that might for you and not against you if you’re on their side. Or they might instead choose to be enemies of the hobgoblin horde because they are brutal, militaristic, and untrustworthy, and they’re exercising a reign of terror over the more peaceful residents of the area. As the DM, clarifying the good and the bad about being on anyone’s side is going to help you identify and even predict how the PC’s are going to align themselves… because murder-hobos aside, the players are going to have to have friends and foes, and who they choose will matter.

When you’re making your lists and charts, don’t be hesitant to include NPC’s or even NPC organizations that aren’t in the book, but which provide a counterpoint to the ones that are in the book. Including an NPC or organization with definite interests but that isn’t actually in the dungeon level is an option as well: I include “Halaster, in absentia” on a lot of my charts if he has some plan at work but isn’t involved directly. You can also include additional factions or groups that can help to resolve conflicts by providing a third faction to support the party against one of the others, and I’ll include some examples of that sort of thing later in the individual level guides.

The Party Will Return… Be Ready.

The book provides a little “aftermath” paragraph at the end of each dungeon level talking about what might happen on that level after the party has passed through, sometimes depending on how they handled certain situations, or on who they chose as their allies and enemies. That information is not anywhere near enough to meet your needs as the campaign goes on, because the party will be making several trips back to the surface and Waterdeep, and there are certain levels of the dungeon that they will be passing through a lot.

I’m going to abbreviate “dungeon level” as “DL” from here on to avoid confusion with character level. There is almost no way for the party to avoid passing through DL1 every time they go to the surface. There are no magical gates that lead all the way to the surface, so the only options are through DL1 and through Skullport. You will need to figure out what the party will find the next time they go through DL1, because it will be happening. A lot.

DL2 and DL3 are also important to keep track of, especially in the earlier part of the campaign. There are magical gates that lead to DL1 from lower down, but the party won’t be finding any for a while, so passing through DL2 and DL3 will be a common occurrence. If the party will be entering Undermountain through Skullport, they’ll have to pass through DL3 every time. The point here is that a paragraph of aftermath isn’t enough, because the party will keep passing through these upper DL’s, and they will be changing things every time they pass through, leading to different consequences. Even if they don’t have major influences every time they visit a DL, things will still be shifting and developing there. Prepare for each visit by deciding beforehand what will have been going on while the party was adventuring below (or recuperating in the city), and have some pre-built encounters of the right difficulty to run them through.

I’m using DL1 to evolve a whole side plot, but at the very least you’ll need to have some reasonable way in which things change. If your party kills off the DL1 Xanathar forces, next time there might be more “dungeon wildlife” around because there’s nobody to keep them culled back. The time after that, the wildlife is back to normal, but Xanathar has sent more troops to regain control of the level, and they’re greater in number than the originals. The time after that, Xanathar is curious as to why his minions keep disappearing on DL1, and starts sending intellect devourers to provide a reliable source of information on what’s happening. Then Xanathar starts sending war parties of hobgoblin mercenaries when he realizes that it’s overzealous adventurers who keep wresting away his control of the DL. You get the idea.

Remember that each time the PC’s pass back through DL1, or through DL3 on their way through Skullport, they’ll be higher-level characters; you’ll need to escalate the amount of danger in order to keep it interesting. The kind of enemies they met on DL1 on their first time through will not be enough to be a challenge on the next go around. Also, be aware that creating a lot of danger on DL1 is going to encourage your players to go through Skullport and DL3 to get back down into Undermountain. So, make sure that you keep DL3 dangerous enough to keep up with DL1: different dangers, but of similar intensity so as not to create an easy way and a hard way, just a rock and a hard place.

I can’t give you my details on how I’m modifying DL1 and DL3 for my campaign, because things get around on the internet and I hate to have my surprises ruined, so you need to put on your lucky socks and your creative hat and homebrew up some good and exciting things for the party to encounter on their way to the surface. Getting topside should not be easy. It needs to be exciting, and you as the DM are the one who needs to figure out how to do that.

Putting the Chips Down

I’m using a modified way to award experience, because it just isn’t very feasible for the party to explore the entirety of each DL and kill or otherwise handle everything there. That’s tedious, and mostly unnecessary. Fortunately, I have a better way to offer, and it’s simple… and simple, elegant design is one of my favorite things ever.

If you go into the DMG and look at the encounter-building section, you’ll find the tables that tell you how many XP worth of enemies go into easy, medium, hard, and deadly encounters. In the PHB, at the very front, it tells you how much XP a character has to gain in order to level up. Now we do a really simple calculation:

According to the PHB, to move from 5th level to 6th, a PC must accumulate 7,500 XP.

According to the DMG, the XP threshold for a Medium encounter for a 5th level character is 500 XP.

When you divide 7,500 XP by 500 XP, you get 15.

Therefore, a 5th level character advancing to 6th level will need as much XP as is contained in his or her share of 15 Medium encounters.

So, instead of tracking XP by points, adding them up and then dividing by the number of characters, I track XP by party encounters. Defeating enemies, traps, advancing the plot, making alliances, solving puzzles… I represent these achievements using poker chips. A blue poker chip is equivalent to a Medium encounter. A red one is an Easy encounter. Two blue chips is a Deadly encounter (like a boss fight). There is no reason to have such a thing as a Hard encounter, because by the numbers an Easy encounter is half as hard as a Medium, and a Deadly encounter is twice as hard as a Medium; the Hard encounter is kind of an in-between number that we don’t actually need to calculate into the system. I generally also have at least one Major Plot Point per level that’s worth 2 blue chips when it gets resolved, to encourage the players to work with the NPC-driven situations instead of just hacking and slashing their way through them; they don’t have to solve the Major Plot Point in a particular way to get the 2 blue chips, but they do have to come up with a resolution to whatever the problem might be.

And, as soon as they have 15 chips accumulated, they can level up. If you use the math described above for higher levels, you’ll find that for a while they all pretty much calculate out to 15 encounters per character level. Eventually they go down to more like 10, but the point here is that my players don’t have to clear the level in order to level up. All they have to do is complete enough of the content to count as 15 Medium encounters. When you get to lower DL’s, where the PC’s only accumulate half of the XP needed to level up, you can simplify things by just requiring the party to gain 15 chips split between the two levels.

You should really do it this way. Maybe not with poker chips, but with something to represent whole encounters instead of adding up XP numbers. If the dungeon levels weren’t keyed to character levels so strongly, it might not be as much of an issue, but the designers chose to structure it with each level of the dungeon intended to advance the party by either a full character level or half a character level. Tracking by the party encounter rather than by the individually-divided-point-totals-per-CR is a sanity saver, trust me.

Getting Into the Guides

So, on we go. I’m not going to go room by room, but I will point out rooms that are more complicated or dangerous than usual. I’m also not going to talk about all of the changes I made to the NPC motivations and interactions in my game, but I will give a few good samples for you to consider as you plan your game. Feel free to crib directly from my ideas, but as always be aware that I designed this material with my players in mind, and you might need to adjust things to fit your players’ style. If relevant, I’ll provide some war stories about how things went wrong or went right for my players, just in case your players do similar things and get into similar situations.

So, on we go. Just for ease of reading, I’m going to separate each of the DL’s into its own box. I’m also going to try to keep a three-part format for most of the DL’s: we’ll call them “Watch Out”, “Consider
The Following”, and “Try This Instead”. And off we go!

DL One: The Dungeon Level

Dungeon Level One begins at the bottom of the well in the taproom of the Yawning Portal tavern, and ends with stairs descending to DL2. In the middle, it’s… very dungeon-y. Probably that accounts for the name.

Watch Out

General – Intellect Devourers: intellect devourers are nasty illithid creations, and they seem to be hanging out in the skulls of many otherwise unimpressive enemies. Just to make their modus operandi clear, they force INT saves on their victims, and if the save fails, the DM rolls 3d6. If the result of the 3d6 is greater than the victim’s INT score (score, not modifier), the unfortunate creature’s INT score drops to zero, rendering them a stunned vegetable. Then the intellect devourer has a chance to consume the victim’s brain and teleport inside, gaining all of the victim’s knowledge and abilities and basically turning the body into a meat puppet. Because the original brain is gone, you’ll need resurrection or true resurrection to bring that character back. That’s a lot of magic to bring back a fifth-level character, if the party can even afford it. Also, intellect devourers are smart enough to choose a low-INT character for their target. The point here is that these guys probably won’t kill off the party, but they can remove a character quite effectively… so be careful. By the way, if you have a PC taken over by an intellect devourer, you take possession of that character sheet and start fighting against the rest of the party with it.

Not A Secret About Intellect Devourers

The Monster Manual says that intellect devourers can’t consume the brain of a creature under the effect of protection against evil and good spell. Also, that same spell will eject a resident intellect devourer from a creature it’s currently inhabiting, although it won’t restore an already-consumed brain.

You need to make sure your players are aware of this. It’s really important for them to know.

Intellect devourers kill PC’s in two steps. First they turn the PC into a vegetable with the Devour Intellect action, against which the protection spell is no defense. But then they can teleport in and consume the brain… but not until the next turn. That means that the rest of the party has a chance to save a stricken comrade from being brain-eaten and killed, and they really need to know about that spell. Consider it essential lore, something every adventurer knows about, and make it common knowledge before they start having brains eaten out from under them.

Area 4 – Cursed Sword: this is more an annoyance than anything else, but it’s worth mentioning briefly here. Whoever picks up the sword can’t put it down without curse-breaking magic or antics. The sword works just like an normal sword, nothing terrible there, but it will stop the afflicted character from taking two-handed actions, like firing a ranged weapon. Fatal nose-picking accidents might also be common.

Area 14 – Heart in a Box: there’s definitely potential to kill off a character here, and the book leads into the killing stroke by making it look like the PC’s are definitely supposed to do the thing that kills them. If the party manages to thwart acid traps, statues that animate and attack, and locks with keys that beg to be used (see Area 24b), they are rewarded with a shriveled-up heart in a lead-lined box. And the heart is an attunable object, so after all of the trouble that the party went through to get the thing out, of course someone is going to attune to it… I mean, if it was locked up so thoroughly, it must be something good. But, surprise! Whoever attunes to the heart dies when their own heart is replaced with the shriveled one. I’m filled with memories of the character-eating demon face in Tomb of Horrors that’s just big enough to crawl inside. Cheap shot, DM’s. Don’t be a dick about this one, and put something useful instead of lethal into the box. My suggestion is that you stick with a heart, and that it’s an attunable object, but that it grants between 5 and 10 temporary HP to the attuned character at the end of a long rest. Much better than being fooled into dying, don’t you think?

Area 36 – Lots of Gricks: this can be a problem because a grick alpha, like the one in 36c, is a pretty serious challenge for a fifth-level party. And Kelim the Weasel, who the party might rescue in 36b, is entirely likely to provoke the grick alpha to turn it against the party so he can loot their belongings. It’s a problem waiting to happen: the party can take on the grick alpha, but it’ll be a tough fight, which is not necessarily a bad thing. Just be aware that the grick alpha is a solid couple of CR’s above the party level at this point, and don’t be surprised when it starts beating the crap out of them.

Area 37 – Maps and Revenant: my first suggestion for this room is to eliminate the wall carving side-view of Undermountain, and the reason to get rid of it is because it tells the players that there are 23 levels of the dungeon; I would prefer to keep them guessing, because no matter how bad things are on their current dungeon level, they can always imagine worse things further down, and I don’t want them to stop imagining because they know how far down Undermountain stops. Second, be aware of the revenant, and make sure you read into DL2 so you know what complications there are for helping the revenant hunt down his betrayers. I think making an ally of the revenant is a great idea, and it ties DL1 and DL2 together, so I would suggest that you encourage the party to agree to help him. Tell his story of betrayal and murder in a sympathetic fashion, and inspire the players’ desire for a world with justice in it. If they choose not to be allies, the other options are fighting him (which is problematic for fifth-level adventurers), leaving him down there (which is a pretty lousy and out-of-character thing to do for mostly good-aligned adventurers presented with a chance to help a tormented soul reach a peaceful afterlife), or hearing him making a racket down there and walking away from the area without checking it out (which is a pretty chickenshit thing for heroes to do when they come across a scary hole in the ground with mysterious noises coming out of it).

Consider the Following

This level of the dungeon is fairly elaborate: lots of rooms, hallways, and tunnels. Exploring every room is going to be tedious, especially because you as the DM are probably going to be mostly the one keeping track of where the party has been and where they haven’t. Don’t get me wrong, I put a little dot in each area the party moves through, but when the question comes up “where haven’t we been yet”, I’m generally the one answering it, because I have the map to look at, and the players don’t.

There’s only one set of stairs going down to the next level, which means that the party could spend a lot of time randomly exploring the dungeon before they happen upon the stairs. Not that it’ll be wasted time, because they will be having excitement and adventure along the way… but just going around until they find the one area that allows them to continue down to the next DL and press forward with the campaign might get tedious.

Consider providing local guides or directions on how to find particular locations, so that the party isn’t just wandering. They’ll still have adventures and complications along the way, but if they have a destination in mind, and if you can guide them along a reasonable route to that destination by looking at the map (which only you can see, remember), that means purposeful movement instead of somewhat random movement (“good adventurers always go left”).

On this level, if the Undertakers want the Xanathar watch posts eliminated, that’s a perfectly good reason for them to provide directions on how to find the watch posts, or even send one of their crew to lead the party there. I actually had other plans for the Undertakers, so I introduced a completely new NPC: Borktar the Goblin Folk Hero. Borktar has a bold and exciting vision of the Dungeon Level controlled by and for the goblins, and out from under the oppression of bugbears and the Xanathar Guild, and he’s delighted to make allies of the party by offering them the location of the stairs if they’ll help him realize his dreams. My players have a huge soft spot for goblins and kobolds, so they ate that right up.

Another thing that you might have noticed while reading through the room descriptions is that most of the places where the party might expect to find treasure are actually empty, because other adventurers have been there and looted the contents already. This is completely reasonable, because the dungeon level right below the Yawning Portal taproom would naturally be the most visited, and therefore mostly picked over by now. Even so, it’s pretty discouraging for the players to keep finding hidden nooks for treasure and then seeing that someone got there first. I would recommend leaving at least some valuables here to be found, just because frequently discovering treasure spaces without any treasure is dull.

Try This Instead

The Undertakers are this level’s underdeveloped idea, and I decided to do them better. The idea of a group of washed-up actors pretending to be vampires is very amusing, and the book even talks about the two leaders, Uktarl Krannoc and Harria Valashtar, as having had a severe falling-out. And yet, the book puts all of the Undertakers in a fairly confined area, and Uktarl and Harria seem to not be that estranged because they’re essentially in adjacent rooms.

So, my first change to the situation is that Uktarl is causing trouble for the Undertakers. He was a good actor, but he’s gone too “method” and has begun to think that he’s really the master vampire of a coven, and is now “in character” all of the time, right down to sleeping in a sarcophagus and only consuming foods that look like blood. His fellow actors are very annoyed by this, because he was chosen for the master vampire role as a casting decision, and not because they wanted to play make-believe with him or have him be their worshiped leader. Harria would like to get rid of him, and the other Undertakers would probably support her, except Uktarl has chased her off to try to keep his power over the troupe. Without Harria to rally the other Undertakers together, they’re probably too diffident to rise up against Uktarl on their own… after all, if the coin and ale keep coming, why not just let the guy be annoying?

Now we set up the situation by starting an encounter where the Undertakers, impersonating vampire spawn and thralls, accost the party and escort them willy-nilly to see The Master, Uktarl “von” Krannoc. And fifth-level characters will probably go along with this, because the players know that any vampires are way out of their league, and it’s better to play along than start a fight. What Uktarl wants from the party is to kill Harria for him, and the story he feeds them is that he created her as a vampire spawn, but she’s grown rebellious and powerful, and he can’t take care of her himself because she’ll become a true vampire if she manages to get a bite of him during any battle they might have.

Harria, of course, isn’t a vampire spawn, and knows all about Uktarl’s obnoxious fixation on himself as The Master, and would like to turn the other Undertakers against him and take over the troupe for herself. I created an optional NPC called Milligan to be the spokesman for the other Undertakers, because it’s easier to interact with a single named NPC than with a bunch of NPC’s with no names… especially if you want to avoid a brawl.

And that’s how I turned the Undertakers from an underused side note into a little plot with decision points. Do they help Harria overthrow Uktarl, or kill her and then blackmail Uktarl with the truth they learned from her about his not being a real vampire? Maybe they eliminate them both and hand over the reins to Milligan for a percentage of the coin they’ll extort from other adventurers. There are possibilities and choices to be made, and those situations are what will keep Undermountain from becoming just a really long dungeon crawl that goes deeper and deeper and meaner and meaner.

Finally, remember that information is a valuable commodity, and being on the right side of people who know about the dungeon means that the party can get clues, hints, and instructions that can benefit their adventuring. Whether that’s Uktarl, or Harria, or even someone completely made up like Borktar, it gives you a way to combine purposeful movement through the dungeon with just wandering. Not that there’s anything wrong with wandering, but it can get dull after a while, and you as the DM will be the one who has to figure out where the party hasn’t been yet and steer them in that direction when they ask, which is awkward. Let’s avoid dull and awkward.

DL Two: The Arcane Chambers

Like DL1, this level is a fairly large and complex area, but is less of a random dungeon area, because it shows signs of having once had a purpose. This is basically a complex of temples, housing, workshops, and a once-active mithral mine, built ages ago by the Melairkyn dwarves. Like DL1, there’s a single set of stairs leading down to DL3, which are going to have to be found before the campaign can continue. The party comes down from DL1 almost directly into a makeshift bazaar set up by some goblins in an abandoned temple sanctuary, but the Xanathar Guild has a robust presence here, and other dangers lurk in odd corners.

Watch Out

General – the Revenant: if the party made friends with the revenant on DL1, they’ll learn that the three targets of his vengeance are all located on this level. As far as finding ways for the party to explore without just blundering around at random, allowing them to follow the revenant as he senses the locations of his victims isn’t a bad option. You can decide whether the revenant can sense the actual routes to his victims, or whether he just knows a compass direction and maybe distance. Personally, I went with knowing the direction of the victim and “hot or cold”, but I didn’t provide a clear route through the rooms and passages; the players had to figure out themselves what turns to take to move to the right locations.

Remember that one of the victims, Copper Stormforge, is a captive of the Rustbone goblin tribe; getting the Rustbone leaders to release him to the party so the revenant can kill him might involve some trading of favors. It’s also possible that if the favor-trading takes too long, the revenant will just decide to kill Stormforge and anyone who gets in his way, which could lead to bad relations with the goblins. Don’t forget that passing through the goblins’ turf is the fastest and easiest way to access the stairs to DL1 and the surface, so their goodwill can’t be lightly thrown aside.

Area 7 – Trenzia’s Workshop: unlike Kalabash, the other failed apprentice of Halaster’s confined on this level, Trenzia is actively dangerous to those who enter her rooms. If the party ends up in her copper-sheathed laboratory, it can get very dicey: anyone in contact with a copper surface during a battle with Trenzia takes recurring lightning damage, and she also has a flesh golem who absorbs that same lightning to pump up its HP. Not to mention that Trenzia herself, now transformed into basically a “lightningskull”, is fairly dangerous in her own right. After defeating her, my players actually decided to take the metal skull with them as loot, which turned out poorly for them later on when they brought the skull back into the copper lab and it came back to life in someone’s pocket.

I took the liberty of rearranging this suite of rooms slightly, because it’s possible on the DL2 map for the party to enter Trenzia’s copper laboratory and step right into the worst of the trouble without any indications of what’s coming; I prefer to build up the suspense and also provide that feeling of something dangerous around the corner, so occasionally I put some ominous rooms in the way leading into a complex or dangerous encounter.

Also, remember that if the party has a falling-out with the Rustbone goblins (or any future tenants of their current holdings), then the only way for them to get between the stairs from DL1 and the rest of DL2 is going to be passing through these rooms, so the importance of successfully dealing with the dangers here is far from negligible.

Area 10a – Gargantuan Cube: this gelatinous cube, enlarged to gargantuan size using a duergar skull, is significantly more dangerous than a normal gelatinous cube for two reasons. First, it can easily engulf the entire party and any companion creatures, familiars, tag-alongs, or whoever else; a normal cube can technically hold 4 medium creatures, but this one can hold up to 36. If the whole party has been engulfed, then each member will have to make their own checks to escape, without anyone outside the cube to try to pull them free, and that increases the danger of being suffocated (never, never underestimate the danger of suffocation, which can take out even the highest-HP characters in just a few rounds) or dissolved by acid. Second, this cube takes up the entire volume of the room that it’s lurking in, meaning that unless the PC’s are very observant or are tipped off that something is wrong by seeing an apparently floating skull, they’ll probably walk straight into the cube like birds hitting a glass window. Except the window doesn’t then absorb the birds for sustenance, which the cube will definitely do.

Area 25 – Creatures Galore: if the party really works hard at it, they can unleash some pretty nasty creatures on themselves here. Not that it’s entirely likely that they will; they’ll have to move a petrified stone version into the room with the pillars, and figure out the command words to make the pillars work. Will your players figure out all of this, go through the effort to set it up, and end up fighting the mind flayer from Area 25m? Well, they might, I suppose. The thing to really be prepared for is for the party to revive one of the petrified creatures that they think might have useful information about Undermountain to impart. If they think of this, and figure out how to work the pillars, you should definitely reward them with a suitably useful piece of information. Don’t go cheap and just give them a Dungeon Rumor from the appendix. Look at the dangers they’ll be facing on lower DL’s, and give them some facts that will really help.

Consider the Following

There’s a heavy bias on this level concerning the Xanathar Guild watch posts: it’s them against everyone else. The Rustbone goblins would get rid of them if they could. Rizzeryl and his wererat gang would like them gone as well. Either or both of these factions have favors to offer to those who get rid of the Xanathars for them, and they’re also willing to guide the party to the locations where the watch posts are set up.

Also, the revenant has three lives to take on this level before he can be released to a peaceful afterlife, and he knows more or less how to find each of them.

The upshot here is that there are plenty of ways to help the party navigate through this DL. The revenant can lead them to his victims, and Yek the Goblin King or Rizzeryl will show them where to find the watch posts. Remember as well that the denizens of a particular part of the dungeon are also going to be fairly familiar with the area, and can show PC’s who have earned their favor where to find interesting or useful items or areas. They can also show PC’s who are otherwise unsuspecting into areas where they will get killed and can then be looted. Not all alliances are genuine, and not all allies can be trusted.

There’s not a lot of factional push-pull here, but there are plenty of interesting NPC’s to cut deals and make arrangements with, and the consequences can take the party into some very interesting situations, for better or worse.

Try This Instead

So far the Xanathar Guild are the obvious badguys in Undermountain. Some of the other groups can be more or less difficult to get along with, but the Xanathars are the only ones with fortified watchposts full of bugbears and intellect devourers. On the one hand, that makes them the enemy of choice, and there’s no end of people on various DL’s that want them out of the way.

On the other hand, the Xanathar watchposts on DL2 each have an NPC leader who might be amenable to negotiation. Think back to when we talked about taking sides, and why you might or might not choose to be for or against a particular faction or group. With regard to the Xanathars, a reason to be against them is that they’re a brutal criminal gang who send out horrific brain-things to kill people and turn them into meat-puppets. However, there’s a reason to be for them as well: they have the best grip on power, especially here on DL2. They might turn out to be treacherous allies, but since the watchpost commanders actually have names and personalities, it’s possible to cut deals and make arrangements with them. Some of those deals and arrangements might even stand the test of time… at least for a while.

Shunn Shurreth wants the stone key that Rizzeryl and his wererats have, and Rizzeryl wants Shunn taken out of the way, each for reasons of his own (drow seem to have mysterious personal motivations fairly often). My players seemed inclined to storm the watchpost and kill all of the Xanathar forces inside, but if they had delivered a wererat captive, or even the key itself, Shunn might have welcomed them through. He might continue to be something of an ally if the PC’s can keep feeding him interesting information that he can use to plot and scheme.

Nadia the Unbent is a crazy barbarian type, who would probably have some respect for anyone who showed up to her watchpost and called her out for a fight. She might even be happy to trade passage through the watchpost for a brawl or two. Probably she also likes strong drink and bards who know bawdy tavern songs. Again, someone who can be dealt with in a way other than killing her.

So far, the stairs between levels have pretty much all been blocked by Xanathar watchposts. Might it be a good idea to leave them under the control of the faction who can defend them properly, and strike some kind of bargain with the leaders of that faction? Don’t write off the Xanathar Guild as the obvious enemy that of course the party should want to kill off and drive out, and try to let the players see as well that the Xanathars do have a lot to offer, if you can get on their good side and stay there. All it takes to provide the choice is for Shunn or Nadia to offer the party a better deal than whomever they’re currently working for… why would you want to associate with weaklings and riff-raff when you could benefit from a friendship with the real power down here?

DL Three: The Sargauth Level

DL3 takes its name from the Sargauth River, a sluggish subterranean watercourse which eventually leads to the underground settlement of Skullport. The area consists of the ruins of the Melairkyn town of Stromkuhldur, which I explained as having been built by the dwarven clan as lodging for the various merchants and envoys who came to their underground realm, and who would be more comfortable in housing more like aboveground dwellings. The town is in ruins now, with stone walls in various states of disrepair, roofs gone to dust and mold over the long years, and weeds and thorns growing in the streets. At the moment, the drow of House Auvryndar and the hobgoblin Legion of Azrok are a hair’s breadth from open war to control the level. Unfortunately for adventurers, the stairs from DL2 come out dangerously close to the central drow temple complex, and the stairs down to DL4 are in a hotly contested area uncomfortably near Azrok’s stronghold.

Watch Out

There are many of the usual hazards on DL3, but there’s an overall hazard which needs to be called out right now.

This Is Where It Gets Real

Up until now, there has been a not insubstantial risk of individual player characters being killed. Intellect devourers are quite prevalent on DL1 and DL2, and there are definitely traps and other nasty surprises that could take out a PC permanently, or at least until the party can afford expensive casting costs and material components for resurrection magic. But you already know about a lot of that, because it was earlier in this guide.

DL3 is the first level where there is a real risk of a total party kill. Hobgoblins and drow are all over the place, and in fairly large numbers. Hobgoblins are brutal and militaristic, and drow are straight-up evil and do horrible things because they find it fun.

The party is not going to be able to bring an open fight to either of these factions, just because of sheer overwhelming force. A battle with a patrol or a guard quickly leads to the arrival of reinforcements… lots of reinforcements.

Moral of the blue box: on DL1 and DL2, there could maybe be a TPK if the players made stupid decisions… really stupid decisions. On DL3, PC’s can definitely get killed even when the players make smart decisions. And let’s face it, players often don’t make smart decisions, and this DL is dangerous. More on TPK’s on this DL later, but for now, be aware that the level of existential danger has taken an upward spike.

Before you run this DL, I suggest you read over my article on how to use house rules to make it possible for PC’s to effectively run away from a fight that’s gotten out of control. It will be important.

Area “Zero” – Bottom of the Stairs: a really critical choice happens here. At the bottom of the stairs, the party has to either go left or go right. If they go right, they end up in Area 18, which is an abandoned part of the ruined town. From there they can only proceed onwards to the insanely dangerous Area 20, but more on that later. But, if they go left, they’ll be headed right into the heart of drow territory: Area 5 is the guardhouse, Area 6 is where the priestess injects hapless adventurers with spider eggs that explode and kill them, and Area 7 is where the drow are torturing one another for various reasons (and yes, “fun” is among those reasons). These areas are simply crawling with drow and their minions, and getting into a battle in one room is going to bring reinforcements from all of the nearby rooms to join the fight within seconds. So, turn right for possible but unlikely survival, and right for almost certain doom. I warned you this was one of those levels.

Areas 5, 6, and 7 – Drow Fortress: as mentioned, these areas are crawling with drow, and any commotion within one room of an area is going to bring more drow to investigate and join the battle. Within just Areas 5 and 6 the forces on hand are one drow priestess, a drow mage, four troglodytes, four quaggoths, six grimlocks, four giant spiders, and seven other drow, not to mention the possible summoning of a yochlol and a shadow demon, and all are ready to charge into battle anywhere it breaks out in either area. In Area 7, which is separated from the rest by a door and twenty feet of hallway – not that much – there are seven drow and a drow elite warrior to get past. These are small interconnecting rooms, mostly with doors, so sneaking past all of these drow and their minions is not going to work without some kind of major distraction. There’s plenty of room here for things to go terribly wrong.

Area 20 – Drow Town: normally I would try to do the areas in numerical order, but I’m going to put Area 20 here because that’s where the party ends up if they turn right instead of left. This is a section of the ruined town that is full of trouble. The grand totals here are nine giant spiders, one drow elite warrior, three grimlocks, three quaggoths, and twelve other drow. As in the previously mentioned drow-controlled areas, all of these forces can respond to an alarm anywhere within seconds. At least it’s conceivable for a party to move carefully through this area and not cause a disturbance. Not likely, perhaps, but not impossible either. This is another area where things can go terribly wrong, and in a hurry. Giant spiders are particularly troublesome, because their webs can both incapacitate characters and block off exits for those trying to flee; the webs are fairly easy to break or burn, but it takes time, and time is something you don’t have much of with an army of drow screaming down your throat.

Area 10 – Hags Undercover: these river caves belong primarily to a coven of sea hags, but they’re not out for a fight, and most of the denizens of this area are non-violent if left alone. Granted, most players have developed a high degree of sensitivity to groups of three female humanoids associating together, and their player-brains are almost immediately screaming “hag coven”, but this particular coven isn’t interested in a fight. They want to convince the party to kill off the drow in this part of the dungeon, but most parties aren’t going to need much convincing to kill drow, especially if they reached these caves by the most direct route through Areas 5 and 7.

A Reminder on Coven Spellcasting

If the PC’s do get into a fight with the hags, remember that the coven spellcasting trait only works while all three hags are alive, so be sure to burn up the high-level spells early on before that first hag gets killed and the leftover coven spells go away. Also use up all of your counterspells as soon as possible, remembering that you can only use them as a hag’s reaction, but that you get three hag reactions per round as long as the coven is complete.

Area 21 – Azrok’s Hold: despite hobgoblins definitely falling under the umbrella of evil creatures who are generally bad news, they aren’t nearly as bad as the drow. As long as the party is polite and well-behaved, they can maintain decent relations with the hobgoblin warlord Azrok and his troops. There are a couple of caveats here, though. If any member of the party is a drow, the hobgoblins will attack at once. There’s also a mind flayer doing various evil deeds here in the hold, and going into Area 21f or asking the wrong questions in Area 21g will get the party attacked by intellect devourers or the mind flayer itself. It should go without saying that being disrespectful to Azrok, Lurkana, or their courtiers will result in execution or enslavement, so good roleplaying of the bard who likes to make jokes at others’ expense is potentially a problem here. I try to give some warning before the party seriously damages a social encounter; a little narration of the hobgoblin warlord growling in his throat, as his fists tighten on the arms of his throne, goes a long way.

Consider the Following

When you consider the way things stand on DL3, it’s a very likely possibility that the party is going to get involved in a battle with drow, and it’s very likely that if that happens that they are going to lose. You need to be prepared for this to happen, and have a plan for how to mitigate the situation if the PC’s get more trouble than they can handle.

For one thing, consider that a failed battle with the drow does not necessarily require that a TPK happen. Drow like to take prisoners, because drow like to do evil stuff for fun, and fresh victims are always better entertainment. These drow especially like to take captives, because T’rissa Auvryndar likes implanting spider eggs into living victims to incubate. So, if the party gets into a losing battle with the drow, you are not being unrealistic as a DM if you let them get captured instead of killed.

Not that getting captured is that much better, because being captives of the drow is essentially a death sentence, and the death isn’t going to be a quick and clean death in battle. It’s going to be a death by torture, or thirst, or madness, or just being horribly sacrificed to Lolth. But at least some of the PC’s will be alive for a while, and PC’s that are alive can escape or be rescued.

It’s worth bringing up here that it’s quite important to have a plan for how the campaign is going to continue in the event of something catastrophic happening, like being captured and tortured to death by drow. You don’t want to throw the rest of Undermountain out the window because everyone got killed on the third out of twenty-three levels of the dungeon. Continuing the campaign with all new characters is problematic, because you don’t want to have to do all of the previous levels of the dungeon over again, but you also don’t have a really good reason for starting a brand-new party out deep in the dungeon. Also, if the entire party is killed, then any friends and contacts they made either in the earlier parts of Undermountain or during Dragon Heist (if you started with that) are now strangers. It’s very inconvenient.

My suggestion here is that you make sure that at least one or two members of the party survive. That doesn’t mean that they need to make it through easily. They can come through horribly scarred and disfigured, driven half mad by the horrors of their experiences… that’s fine. But you need survivors in order to continue the thread of the campaign. Survivors keep side plots and NPC relationships alive. Survivors can look for new adventurers to take up the quest with them to seek riches and revenge. Survivors give you a reason to keep going instead of starting over. You should really think about how you can reasonably create some survivors: this doesn’t make you a sissy marshmallow DM, it just makes you a DM who’s interested in keeping the story alive.

While we’re on the general topic of introducing replacement characters, and considering that you will very likely need to introduce some on this DL, a really convenient way of adding characters to the party is having them meet up in Azrok’s Hold. All sorts of interesting types are probably milling around in the fortress of a warlord, so emissaries, monster hunters, mercenaries, and indentured slaves can provide plenty of reasons to find new companions here when they’re needed.

Try This Instead

I’m going to focus this section on how to deal with defeat by the drow, because unless you go through and soften up a lot of DL3, the party is probably going to come off worst in an encounter with the drow. Mine did, and four out of the six of them ended up dead… but I was able to reasonably keep two of them alive, and I’ll tell you how it worked.

First, as previously mentioned, the party was captured by the drow instead of killed. Two of them were executed by the drow priestess because they had actually stolen the priestess’ valuables from her room in Area 20b, so they were entombed alive with nothing but air holes and spiders. Presumably their corpses could be found and brought back to life with magic, but it’s unlikely that anyone will ever find where they were buried now that the shrieking has stopped. Those characters never had a chance, because I couldn’t square the notion of a drow priestess of Lolth showing any kind of mercy for thieves who had basically been through her underwear drawer and taken the things they liked the best.

One of the PC’s was a drow, and his life was also immediately forfeit. Drow do not tolerate “blood traitors”, which definitely includes drow who consort with upworlders, so that particular character was sacrificed to Lolth. Again, no way to avoid that. Of course, we converted that character into an undead warlock of Lolth, but that’s a completely different situation that I’m not going to get into here.

That left three survivors, and the sensible thing to happen with them was to be implanted with T’rissa’s spider eggs and then thrown into the cells in Area 5c. I made sure that they witnessed one of their fellow prisoners explode with baby spiders, just by way of providing fair warning that this fate probably was awaiting all of them unless they found a way to counter it. The book specifies that the baby spiders burst out and kill the host in 2d12 hours, so I rolled 2d12 for each of the three survivors, and figured out which of them was going to pop first, and then I started keeping count of the passage of time.

If you need to get the PC’s away from the drow, I think the best way to manage it is to have them “rescued” by the hobgoblins. I decided that it would make sense for one of their fellow prisoners to be a high-ranking captain in Azrok’s regime, and therefore a rescue party of hobgoblin warriors would make an assault on the drow to rescue him, as well as anyone else in the cells. Not that they were rescuing them out of kindness or mercy; they were basically capturing them to use as slaves or to ransom back to their friends. Hobgoblins are not good or generous creatures, but it’s definitely better to be captives of hobgoblins than captives of drow. Hobgoblins might work you until you die of exhaustion or put you in bloody pit fights against other captives, but they aren’t going to alternate injecting you with spider venom and antivenin until you go gibbering insane from the constant pain. There are levels of bad.

So, the remaining three members of the party ended up as slaves of the hobgoblins, and because they didn’t figure out the spider-eggs problem soon enough, one of them died horribly as baby spider food. The remaining two figured out that some lesser restoration spells were in order, were fortunately able to cast those spells on themselves, and survived long enough to be put to hard labor under hobgoblin whips. They later managed to get out of slavery by blowing up their hobgoblin taskmasters with fireball spells, which the hobgoblins found very impressive. Probably other captors would have been furious at slaves who murdered their keepers, but hobgoblins respect strength and audacity, so the two survivors moved up the ladder from slaves of the warlord to vassals of the warlord. It’s not exactly freedom, but it’s definitely a big step up.

The point of all of this is that you can get through this without a total party kill. You probably can’t get through this without a half-to-two-thirds party kill, and things don’t need to turn out well for those who survive, but with some creativity you can probably save enough of the party to keep continuity for the campaign.

Take it from me, fellow DM’s: having a TPK is boring. Allowing a TPK is taking the easy way out as the DM, because it means your job is over. It means that you don’t need to really flex your DMing skills and figure out how some of the PC’s can suffer horribly and yet survive to limp forward, terribly scarred but somehow alive, racked with guilt over the grisly fates of the friends they couldn’t save. There are things much worse than death that we can deal out as DM’s. Not killing the entire party, especially when you would be completely justified in doing so, isn’t a show of weakness. The players have screwed up, and now their characters are going to suffer the consequences of those poor decisions… and death is often too merciful. Some of the survivors will wish their lives had ended before they had to deal with the consequences that are now marring their souls forever. A simple TPK just can’t compare.

To Be Continued…

That’ll get you down through DL3, where a little courtesy and possibly a modest bribe to Azrok will get you permission and an escort to the stairs leading down to DL4.

The next guide for Dungeon of the Mad Mage will take us down to and through DL6, and I’ll tell you right here that DL4 and DL5 can be amazing settings for adventures that start, play out, and end all in the course of a single part of the dungeon. Especially DL5. Lots of tough choices to make in DL5, and I love giving players hard choices.

Until then, happy DMing. Keep your creativity flowing and your skills sharp, because we’re only through three levels of Undermountain, and we’re headed all the way to the bottom.

8 Responses

  1. tony says:

    wow this was so helpful. I had no idea what to do for level 3 in the event of a TPK and this helped so much. Thank you and keep up the great content I will definitely be reading your posts about later levels when my party decides to stop poking at and playing with dead bodies and gets there haha.

    • Glad it helped! My DMing style seems to result in a lot of PC’s getting killed, so dealing with TPK’s is something that I get a lot of practice with. And good for you for being willing to have the TPK… if the players feel like there is no risk, their successes seem empty.

  2. edwinreverett says:

    Good stuff! Where are the maps for these rooms and descriptions–are they downloadable somewhere?

    • I generally use the print version of the adventure modules, but you can use the D&D Beyond app if you’re more tech-inclined. You can find the books on Amazon, but I always recommend buying from a local game store, where your money helps local businesses and supports gaming in your community.

  3. Adam says:

    Hey, good insight. I’ve just started reading the Dungeon of the Mad Mage and I get the feeling that it’s designed in line with the old school dungeon delve philosophy. You’ve simplified the map, which is one way to do it, but I think traditionally a player would be the designated map maker. As you gave your descriptions they would be drawing on their own grid paper to try to recreate your map. They’d be the ones responsible for tracking what places they’d visited and what they’d encountered there. Mapping was just another part of the adventure, discovering the layout of the dungeon as they went. In this way of doing things the complexities and redundancies can be part of the fun.
    Not the only way to do it (and not the way I usually do it).

    • If you have a player who wants to map, definitely go for it. I generally don’t have a mapping enthusiast, and I’m really reluctant to tell a group that they need to do their own maps when I have one sitting right in front of me. That being said, I think players making notes about where they’ve been and what they’ve seen there is a great idea. Even if they can’t say “turn around, and then take the first right and then the second left”, they can always say “we want to go back to the library”. This actually comes much more into play in later levels of Undermountain, too.

  4. justingiver says:

    Just wanted to comment on your xp gains idea early in the post. 15 encounters to hit 7500.. You forget that xp gains are shared so in a party of 4 they need to have 30k xp for 4 of the same character (for math simlicity) to gain one level because you divide the encounter by the number of players. Maybe I’m doing it wrong.. But, its worked for years and years this way and every few sessions my players level up.. just like they should, on schedule for the next leg of whatever adventure we are running. meaning they need 60 medium encounters.. which to me seems way way off and ridiculous.

    • I’m not sure I’m following you quite right, but it looks like you’re talking about leveling from 5th level to 6th, requiring 7500 XP per character. The XP threshold for a medium encounter at 5th level is 500, which gets you 15 encounters for 7500 XP. I’m calculating it per player character, instead of for a party of four, because that makes it scale up or down if you have a larger or smaller than standard party. My parties are generally larger, but 15 encounters will still be correct, but with proportionally harder encounters.

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