Author: Michael R. Proteau

Developer: Bill Webb

Producer: Clark Peterson

Managing Editor: Bill Webb

D20 Content Edititor: Erica Balsley

Assistant Editors: Shannon Bennett and Josh Rensch

Art Direction:Bill Webb

Layout and Typesetting: Steve Johansson

Interior Art: John Cadice

Front Cover Art: Rick Sardinha

Cartography: Ed Bourelle

Playtesters: Necromancer Games staff

Special thanks to my lovely wife Amy whose supportmade this possible and to the crew at the Wolf whohelped test the ideas out.

Credits

Product Update Password for Shades of Gray: AcregorThis product requires the use of the

Dungeons and Dragons® Player’s Handbook,published by Wizards of the Coast®.

This product utilizes updated material from the v.3.5 revision.

NECROMANCERGAMES

THIRD EDITION RULES,FIRST EDITION FEEL

©2006 Necromancer Games, Inc. All rights reserved. Reproduction without the written permission of thepublisher is expressly forbidden. Necromancer Games, Necromancer Games, Inc., the Necromancer Gameslogo, and Shades of Gray are trademarks of Necromancer Games, Inc. All rights reserved. All characters,names, places, items, art and text herein are copyrighted by Necromancer Games, Inc. D20 System and theD20 System logo are trademarks owned by Wizards of the Coast and are used under the terms of the D20Trademark License contained in the Legal Appendix. The mention of or reference to any company or productin these pages is not a challenge to the trademark or copyright concerned. Dungeons and Dragons and Wizardsof the Coast are trademarks of Wizards of the Coast, and are used in accordance with the Open Game and D20Trademark Licenses contained in the Legal Appendix. Creature Collection and Relics and Rituals aretrademarks of Sword and Sorcery Studio. The Kenzer and Company logo is a trademark of Kenzer and Company.

This book uses the supernatural for settings, characters and themes. All mystical and supernatural elements arefiction and intended for entertainment purposes only. Reader discretion is advised.Check out Necromancer Games online at http://www.necromancergames.comCheck out Kenzer and Company online at http://www.kenzerco.comDistributed for Necromancer Games by Kenzer and Company.

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Table of Contents

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Introduction 3Chapter One: Palmer’s Field 9Chapter Two: Danger at Darnagal 19Chapter Three: The Haunted Forest 37Chapter Four: The Lost Library of Riordan 48Chapter Five: The Caverns of Abad Durahai 57Chapter Six: The Isle of the Blessed Serpent 70Chapter Seven: The Temple of the Night 82Chapter Eight: The Lost City of Varagost 97Chapter Nine: The Ice Palace 111Chapter Ten: The Tower of Acregor 118Chapter Eleven: To the Gates of Hades 124Appendix One: NPCs 133Appendix Two: New Monsters 141Appendix Three: 3.5 Tome of Horrors Conversions 147Appendix Four: New Deities & Domains 164Appendix Five: New Magic 166Appendix Six: New Prestige Class 168Appendix Seven: Documents for Players 169

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“Certain areas or sometimes the whole body would beuncannily shriveled or compressed, and atrocious collaps-es or disintegrations were common. In the last stages –and death was always the result – there would be a gray-ing and turning brittle…”

-H.P. Lovecraft: The Colour Out of Space

Adventure BackgroundA cabal of mages, led by the Witch King of Acregor,

seeks to expand its sphere of influence and power. Nothaving the military resources to do so openly throughconquest, the mages hatch a much more insidiousscheme. Through negotiations with a kingdom of evildeep gnomes, they acquire what they believe is a vir-ulent plague from the subterranean world that theycall the Gray Death. The cabal unleashes the plagueto weaken the people of the Plains of Mayfurrow,where it slowly begins to spread, destroying villageafter village. The Gray Death can only be stopped byfinding and assembling the pieces of the long-lostancient artifact, the Rainbow Harp, to once again play

the ancient magical Song of Life and drive the evilfrom the land.

A History of the Rainbow HarpIn the first days, an evil came into the world from

another plane and ravaged it. This evil entity con-sumed the vital spirit of life and left behind a cold grayhusk neither dead nor alive. This gray predator spreadacross the land threatening all who dwelled there.Aelbwynn, the First One, Lord of the Skies andMalunas, Lady of the Ever-changing Face, Mistress ofthe Moon (see Appendix Four: New Deities for moreinformation on this pair) wept and sang a song of sor-row for their creation.

Their firstborn, the Ontogshorsai, or people of theforest (see Appendix Two: New Monsters for moredetails), took up this song as a celebration of life. Indoing so they imbued the song with powerfulenchantments. The Ontogshorsai noticed that thesong kept the evil at bay, but they were not strongenough to take this Song of Life to the source of evilby themselves.

Introduction

New Disease: The Gray Death This disease leaves those who are infected as

mindless plague ghouls whose flesh has faded to adull gray in color. However, the deep gnomes havemisled the cabal. What they gave to the cabal wasnot a plague in the normal sense, but a hideous par-asite summoned from Hades.

The Gray DeathInfection: Injury or Inhaled (see description)DC 12Incubation: 1-3 hoursDamage: 1 pt./hour Constitution and 1d4/day

Wisdom Description: The Gray Death is a parasitic infec-

tion from Hades. It slowly saps its victims of will andfortitude until they die and rise again as plagueghouls: undead carriers of the disease. If a plagueghoul bites a living creature, the creature must makea DC 12 Fortitude save or become infected. When aplague ghoul’s body is killed/destroyed it disinte-grates into a gray mist, which dissipates in oneround. Anyone within five feet of the ghoul when itdies has a chance of inhaling the mist and becominginfected; they must also make a DC 12 Fortitudesave to avoid becoming infected. Once infected,incubation takes 1-3 hours. When the Gray Death

takes effect, victims will suffer one point ofConstitution damage every hour and 1d4 points ofWisdom damage each day until the Gray Death iscured or the victim succumbs to the disease. Anyonewhose Constitution reaches 0 will die. One day latersuch victims rise again as plague ghouls. A victimwhose Wisdom reaches 0 first will have no will andno way to resist the progression of the disease.

Victims of the Gray Death slowly have their hairand skin turn gray in color. This effect begins almostimmediately upon infection. To cure the GrayDeath, a bless spell must be cast on the victim beforeremove disease is cast. This will allow the victim toget a second Fortitude save to overcome the infec-tion. If the victim is cured, Constitution andWisdom damage will heal normally. If the victimfails the second save, there is no hope. All who diefrom the Gray Death will rise again as plague ghoulsone day later, unless the body is completelydestroyed before then. A bless spell cast upon thecorpse will delay the reanimation for one day, thiscan be done indefinitely i.e. bless can be cast on thecorpse 1/day to prevent the victim from rising as aghoul. Anyone who dies from the plague who israised, resurrected, or reincarnated, will still be infect-ed, but is allowed another save. True resurrectionallows a +4 circumstance bonus on that save. Othermeans of resuscitation grant a +2 circumstancebonus.

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The situation was desperate, and the Ontogshorsaidecided to put aside their rivalries and seek aid fromthe other children of the gods. They called a meetingof all the first races who came together to stem evil’stide.

The children of Barator, the Crafter and Master ofthe Forge (see Appendix Four: New Domains andDeities) labored long and hard to create an instru-ment to play this song and strengthen its magic. Thedwarves forged a near-indestructible harp of mithril,adamantine, and gold, while the gnomes crafted fivechromatic strings for the heart of the harp and itssource of magic. Each of the strings was a single colorof the rainbow (green, yellow, red, blue, and violet)and carried a powerful dweomer. The Ontogshorsaicrafted the completed harp from these pieces.

Humans were given the most arduous task – to carryforth the harp and play the song to the very source ofthe evil that plagued the land and end its threat.

First among the humans was Riordan, the Singer ofTales. His mastery of song and strength of valor weresecond to none. Three other humans gathered roundRiordan and his cause. The mage Acregor was power-ful, quick-tempered, and ambitious. His lust for lifegave him the will to see this quest through to its end.Serelay, the beautiful and mysterious monk, balancedAcregor’s impetuousness with her steady presence anddeep insight into the ways of the world. Guardingover them all was the stalwart Merrill, brave and true.Fueled by his love for Serelay, which was doomed tobe perpetually unfulfilled because of her vows, heswore to see all of his companions through safe andsound.

Together they would seek to drive the evil from theland, but the task would not be easy. As a final gift,Aelbwynn, Malunas, and Barator sent forth withthem an agent of celestial harmony, Nerith theCoautl, to serve as a guide and bring them to thesource of the evil. After several arduous adventuresand harrowing escapes, they arrived and Riordan sangthe Song of Life to drive evil from the land. In sodoing, Riordan was touched by the song and grantedimmortality. The other companions too were giventhe gift of extraordinary life spans, but were notimmortal.

Nerith warned that this was but one victory in aneternal struggle to stem evil’s tide. As a reminder forthe need for vigilance, Riordan removed the fivechromatic strings from the harp and gave one to eachcompanion. Each took the string with them as theydeparted and headed their separate ways.

Nerith took the green string for safekeeping andchose to stay in the mortal realm, eventually settlingon a small tropical island; legends of his presence echoin its name, the Isle of the Blessed Serpent. Over thecenturies, Nerith’s efforts spawned a race of serpent

men who dwelled upon the isle. In the ensuing cen-turies, these Inphidians were lured into the worship ofSet, captured their former benefactor and took thestring into their possession.

Serelay took the yellow string and established amonastery for her order outside the growing city ofNorthgate. The monastery flourished under her guid-ance as she lived to the ripe old age of 211. Otherabbots and abbesses guided the monastery for cen-turies, until one of their own betrayed them, and sac-rificed the order to the cult of Orcus, Lord of theUndead. The cult now operates a secret Temple of theNight out of the ruins of the monastery and the sew-ers of nearby Northgate. The cult now has possessionof the yellow string.

Merrill took possession of the red string. This bravewarrior established a stronghold on the coastal plains,upriver from Northgate. Sitting at the mouth of thedelta, this site became an important trading port, andthe coastal city of Varagost grew around Merrill’sstronghold. Merrill himself died within months ofSerelay’s passing. The city continued to flourish forabout a century afterwards, but it was destroyed in theelemental fury of a freak storm, and the coastal plainswere flooded. The ruins of Varagost now lay in theheart of a great swamp along the coast. Somewhere inthose ruins lies the red string.

The mage Acregor took the violet string into hiskeeping. He traveled north into the mountains, andfinding a defensible position near a narrow pass, heestablished a stronghold. This tower became the heartof a small nation that bore his name. Though longlived, Acregor envied Riordan’s immortality. AsAcregor’s death approached, he became bitter andfearful. He announced the succession of his son to thethrone of Acregor and retired to his tower to pursuearcane research. Coming across a foul ritual, Acregorfound the answer to his impending death; choosinginstead to embrace undeath, he became a lich. Hisfoul corrupting influence twisted his son, and Acregorbecame the true power behind the throne of theWitch King. He holds the violet string, and fears thepower of the harp, knowing that it can destroy whathe has become and forcing him into death’s embrace.He has striven for centuries to ensure that the harpcan never be reassembled.

Riordan kept the blue string, along with the harpitself. He traveled back to the kingdom of the dwarvesand presented to them the harp as a gift and areminder of the need for unity and vigilance. He trav-eled north through the mountains to the greatenclave of the gnomes, and presented to them theblue string that they had crafted as a similar reminder.

The harp remains to this day in the dwarven hall atAbad Durahai, but the blue string was lost centurieslater when the gnomish enclave fell to Calilas the IceQueen, a powerful white dragon who took the string

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back to her lair on the ice plains and made it a treas-ured part of her hoard. Calilas has a fondness forassuming human form, and often appears as a power-ful sorceress. She rarely leaves her palace, but whenshe does, it is to involve herself in the schemes of theAcregor cabal, which she finds terribly amusing. Itwas her association with the cabal that alerted her tothe presence of the blue string among the gnomes.The string was offered to her as a courtship gift by thesixth Witch King of Acregor, who felt no human wasa worthy queen for his long-lived line, and sought towoo the dragon and make her his consort.

After delivering the string to the gnomes, Riordanretired for a time to the forests of the Ontogshorsai torecover from his ordeals and adjust to immortalityamong the long-lived forest folk. He joined theOntogshorsai and their children, the elves in cele-brating their victory, a decade long rendering of theSong of Life itself. After recuperating, Riordanreturned to the lands of men, and set about the task ofrecording the history of the world. He built a greatlibrary to hold the sum total of the collective knowl-edge of the races. Preferring isolation for his work, heconstructed the library on the edge of a vast waste tothe north. He surrounded himself with only a smallstaff, and set about his monumental task, travelingwhen needed to gather and collect bits for his mag-num opus. While he was away on such a journey, thelibrary was attacked and destroyed by Acregor, and

Riordan was never heard from again. The wastelandsspread to consume the library, which may be the onlyplace where the location of all the pieces of the harpwas recorded. Its ruins lie at the heart of that vastwasteland.

With the exception of the lich Acregor, and theoldest legends of the elves and dwarves, knowledge ofthe harp and the ancient evil it overcame has passedfrom the world. Acregor knows where most of thestrings lie, but no living being does. Their last knownlocations are recorded somewhere in the lost library ofRiordan.

Adventure Summary:The adventure begins at Palmer’s Field, one of the

villages recently destroyed by the Gray Death. Theheroes investigate to determine a cause, and to see ifthere are any survivors. They must find the survivorsand discover from them what has happened. Theirinvestigation puts them on the trail of a pair of mys-terious figures who seem to be responsible for thespread of the Gray Death. Adventures 1-3 focus onthe party investigating the causes of the Gray Deathand discovering the legend of Riordan’s Rainbow Harpas a means of ending the plague.

Adventures 4-10 focus on the heroes’ quest to gath-er the pieces of the harp from various locations aroundthe region. They must find the harp itself, and the five

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chromatic strings, which magically empower theinstrument. The concluding adventure has the heroesinfiltrating the city of the deep gnomes to use the harpto destroy the Gray Death’s link to the realms ofHades, destroying the plague and the threat it poses tothe region.

Notes for the Dungeon Master:The following information is intended to help the

DM run this series of adventures and flesh out theworld in which it takes place.

Using this Module:This series of adventures is intended to start a party

of 4 -6 characters of 1st level and provide a series ofadventures for them to advance to between 10th and12th level. All that is needed to run this adventure isthe core rulebooks, the PHB, DMG, and MM. Severalmonsters in these adventures are taken from the Tomeof Horrors by Necromancer Games. All of these havebeen updated for the revised rules and included inAppendix Three. The Tome of Horrors II byNecromancer Games may also prove useful. Full statblocks and explanations for powers and abilities ofcreatures from this book are included to allow DM’s touse them, but the ToH II will provide fuller details.

The locations and events of this series of adventuresexpand upon the familiar locales from otherNecromancer Games modules, and use these as abackdrop. Almost all of the adventures take placenorth of the Stoneheart Mountains and the knownNecromancer locales. Several locations (Palmer’sField and Darnagal especially) lay upon theShepherd’s Crook, a minor trade route north of theStoneheart Mountains, which runs from the north ofthe Grand Duchy through several small sheep herdingcommunities to the walled town of Darnagal on theeastern coast. A vast quantity of wool and finishedcloth is moved along this route. Darnagal also sits atthe northern terminus of the Coast Road (which leadssouth through the coastal cities of Northgate andFreegate and eventually takes one past the legendaryRappan Athuk).

However, these locations can easily be ignored oradapted to fit any campaign setting, or used withoutany other Necromancer Games products, as theselocations can stand alone. Adventure 1, Palmer’sField can be placed in any small shepherding villagenear a trade route. Adventure 2, Danger at Darnagal,can take place in any small frontier town. Adventure3, The Haunted Forest can take place in any primevalforest. Adventure 4, The Lost Library of Riordan canbe placed in a remote wasteland or desert. Adventure5, The Caverns of Abad Durahai can be placed in amountain range that has access to an underdark.Adventure 6, The Isle of the Blessed Serpent can take

place on any remote tropical island. Adventure 7,The Temple of the Night, can be located in the sew-ers of a coastal city that has the ruins of a monasterynearby. Adventure 8, The Lost City of Varagost, canbe placed in any large marsh or swamp on a coastalplain. Adventure 9, The Palace of the Ice Queen, cantake place in any cold wintry setting. Adventure 10,Tower of the Witch King, can be set anywhere near amountain range. The culminating adventure, To theGates of Hades Itself, can take place in any subter-ranean or underdark locale. The travel to locationsfrom adventure to adventure has been left vague.Suggestions for encounter tables are provided, withshort descriptions of the travel needed. These willallow you to use this series of adventures as a stand-alone setting if desired, but also allow for easy place-ment in any setting with minimal adjustments.

Important information is also included in theappendices. Appendix One has the stats for majorNPC’s for easy reference. Appendix Two containswrite-ups for new monsters created for this series ofadventures. Appendix Three contains the write-upsfor conversions to the revised 3.5 rules for monsterspublished in the Tome of Horrors form NecromancerGames. Appendix Four contains descriptions of newcleric domains and deities presented in this series ofadventures. Appendix Five contains the write-upsand stats for new spells and magic items presented inthis book. Appendix Six contains a new prestige classpresented in these adventures. Appendix Seven con-tains the texts of important documents that the play-ers may find in the search for the causes of the plagueand the pieces of the harp.

Behind the Scenes: Pulling the StringsThere are two main adversaries who are behind the

Gray Death: the Svirfneblin, or deep gnomes, and thelich Acregor. Their actions have set into motion theevents of this series of adventures. Though they havereached a mutual aid agreement, they are not alliesand have completely separate goals and ambitions inthis matter.

The Svirfneblin:The curiosity and ingenuity of the gnomes can be

both a blessing and a curse. After Riordan returnedthe blue string to the gnomes, a disagreement eruptedin the gnomish enclave. One sect advocated seekingout the source of the great evil again to better under-stand it should it ever return. The majority challengedthe wisdom of this and wanted instead to create othermagical protections against the potential evils theworld would face. Early failures in magical researchdisgruntled the minority group, and they left theEnclave to seek out the source of evil deep under-ground.

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