Rogues and Ruffians

Like all great cities, Waterdeep attracts its fair share of rogues who stalk the shadows and ruffians who prey on the weak. Waterdeep's only recognized thieves' guild, the Shadow Thieves, has been exiled for nearly a century, and the Lords have long sought to confine the city's inevitable illegal pursuits to the Port of Shadow. As a result, most Waterdhavian rogues are independent agents or members of organizations based outside the city. Since the Year of the Wave (1364 DR), those who practice bardcraft have been regaining their former prominence in the City of Splendors. Much of this ascendance can be ascribed to the founding of New Olamn (C72).

Agents of the Eye

The Xanathar, also known as the Eye, is Waterdeep's most powerful and successful beholder. It eliminated every rival eye tyrant in the City of Splendors and the dungeons below, leaving it the unquestioned master of its kind in the City of Splendors. The Eye is served by a large group of agents, known in Undermountain as the Agents of the Eye and in Waterdeep as the Xanathar Thieves' Guild. By either name, the Xanathar's operation controls a large fraction of Waterdeep's slave trade and is rivaled only by the Shadow Thieves in its dominance of petty thieving operations in the City of Splendors.

Base of Operations: The Xanathar Thieves' Guild maintains scattered "safe houses" throughout the sewers of Waterdeep, small rooms hidden behind secret doors among the warrens of passages. In Undermountain, the Agents of the Eye maintain a base in Skullport, the former residence of Misker the Pirate Tyrant, and control much of the Sargauth Level.

As the Xanathar Thieves' Guild grows in number, the Eye increasingly hides behind multiple layers of indirection, but even low-level agents of the Xanathar Thieves' Guild are secretly probed by the Eye before becoming members of the guild. Although no one has done so thus far, an agent of the Eye might become an ocular adept, but the Eye would view such individuals as self-aggrandizing, deluded pawns.

Avaereene: Avaereene (LE female Tethyrian wizard 12) is a beautiful, cruel, and skilled mage and slaver who serves the Eye by picking up potential slaves in the seamier wards of Waterdeep by night. She leads the Eye's snatch-and-grab kidnapping agents, known as the Hand. She commands great loyalty from her forces, and they will do anything to prevent her harm or capture. In addition to her quarters in the stronghold of the Eye in Undermountain, she rents rooms in North Ward above the Bent Nail, where she keeps a workbook of spells beneath the floor. She hides an impressive cache of magic items and spellbooks in a cellar off the south end of Carter's Way. Avaereene enjoys creating darkenbeasts to serve her deadly whims, and she intends someday to supplant the Blackstaff as the most powerful mage of Waterdeep.

The Eye: The Eye (LE advanced 33 HD elder orb sorcerer 12), also known the Xanathar, is an ancient, wrinkled, and extremely paranoid beholder of the Graypeaks Hive. Its primary base is in the southern half of the third level of Undermountain near Skullport in a fortified complex, but it also maintains an extensive lair in the sewers of Waterdeep, linked to its other lair by a keyed portal. The elder orb never ventures out from its dual lairs, preferring to work exclusively through intermediaries. It is attended at all times by swarms of lurking stranglers and eyeball beholderkin.

The Eye controls an extensive slaving operation in the Port of Shadow, rivaled only by Zstulk Ssarmn's outfit, and the recently resurgent Shadow Thieves. It has also recently muscled in on Skullport's smuggling operations, at the expense of its beholder rival, Misker the Pirate Tyrant (LE advanced 22 HD beholder). In recent years, the Eye has extended its control over all the beholders of Undermountain, forcing those who refused to bow to its rule to flee into the Underdark or the surface. It sole remaining rival, Misker, was forced to flee into the depths and is now in hiding in the abandoned Trobriand's Graveyard. The Eye views all humanoids as slaves for the taking, but always interrogates captives to learn all that might be turned to its advantage, slaying only if it must.

Randulaith of Mirabar: Randulaith (NE male Illuskan human wizard 9) guards the Eye's lair in Undermountain, but is a frequent habitué of Skullport and Dock Ward. This quiet, elegant man has a taste for good wine, clever jokes, and mermaids. He favors a plain tunic and breeches. He is not cruel and makes friends easily among beings of all races and alignments, making him a valued spy of the Eye.

Randulaith has long aspired join the Lords of Waterdeep, and he has recently made progress toward that goal: He is now the engaged to be married to the widow Brianne Byndraeth, having learned from Colstan Thuul of her membership in that august group and then determinedly courted her. In the course of his courtship, he has also caught the eye of Caladorn Cassalanter and Sammereza Sulphontis, both of whom see the charming Randulaith as a possible future Lord, although, thus far, Randulaith has not discovered their secret roles or interest.

Colstan Rhuul: Colstan (LE male Illuskan cleric 11 [Bane]) is a one-time adherent of Bane who briefly adopted Cyric as his god before returning to the Black Lord after his return. This haughty, cold man with thick black hair is a patient, calculating schemer who avoids personal danger whenever he can, preferring to work at a distance through hired knives and behind-the-scenes manipulation. He makes a patient, careful foe for those who injure or thwart him, tirelessly arranging opponent after opponent to bedevil his enemies.

Colstan is Avaereene's second-in-command in the Hand and is based in the Eye's lair in Undermountain. The Banite's favorite tactic is to send hireswords to start a brawl or similar incident with adventurers newly arrived in Waterdeep, while he waits in the wings to steal unguarded belongings in their rooms or attack an isolated spellcaster. The Banite then takes what magic he can, and then calls in the Hand to capture the remaining adventurers. Colstan prides himself on knowing the faces of all important (not always prominent) Waterdhavians, and he has made a hobby of uncovering the identities of the Lords of Waterdeep. After several setbacks in his efforts to discover who is and is not a Lord, Colstan has identified the widow Brianne Byndraeth as a probable member of that group.

Black Boar Tribe

Named for a barbaric tribe that attacked the City of Splendors nearly three centuries ago, the Black Boar "tribe" is one of two barbaric gangs that prowl Waterdeep's Dock Ward. The Black Boars were founded less than a decade ago by Myrnd Gundwynd, a noble raised by members of the Thunderbeast tribe before returning to Waterdeep as an adult.

The Black Boars provide genuine, reasonably priced security services for merchants and tavernkeepers in Dock Ward, serving as both bodyguards and bouncers for those with coin. The Black Bears are not above initiating the occasional tavern brawl on behalf of a wealthy patron, but they never deliberately target individuals during such altercations, so only those in need of a distraction typically use this "service." Members are fierce rivals of the Bull Elk "tribe."

Base of Operations: The Black Boar tribe has no chapterhouse, but its members can usually be found drinking at the Sleeping Snake.

Joining the Black Boar tribe usually requires a demonstration of great bravery, such as wrestling a deadly monster in one of the city's illegal fight pits.

Janzobur of the Snow Cats: Janzobur (NG male Illuskan human barbarian 6) is a tall, beardless man with long, braided red hair. He favors pants and a cloak cut from the pelt of a polar bear and a shirt, if worn, of simple linen. Janzobur first came to Waterdeep in the Year of the Prince (1357 DR) in search of a warrior-princess for the Red Tiger Uthgardt tribe. His candidate, an Athkatlan mercenary, perished in battle with a remorhaz. By her failure to lead the tribe to glory, Janzobur was also judged a failure, and he returned in disgrace to Waterdeep in search of another candidate. Janzobur now concentrates his efforts on sampling the best brews South Ward's and Dock Ward's taverns have to offer. He has recently fallen in with the Black Boars at the gentle urging of his long-time friend, Myrnd Gundwynd. Janzobur still prefers to brawl rather than draw steel, and his drunken efforts to find his "princess" at the end of every evening (startling sleeping goodwives by peering in their windows and rattling doors down every street he passes) are well known to the City Watch.

Bull Elk Tribe

Named for a barbaric tribe that set Nimoar's Hold ablaze in the Year of the Shining Shield (889 DR), the Bull Elk "tribe" is one of two barbaric gangs that prowl Waterdeep's Dock Ward. The Bull Elks are composed primarily of outcast Uthgardt barbarians and brutish half-orcs, although a few former Illuskan reavers have joined the tribe as well.

Under the leadership of "Chief" Hagar Hlutwigsson, the Bull Elks offer lucrative "protection services" to most of the taverns along the harbor and many ships while they are unloaded. They are sometimes hired discretely by representatives of the various noble houses to incite tavern brawls in which a certain target is "accidentally" hurt or killed. The thuggish Bull Elks are savvy enough to stay just within the law, keeping one step ahead of the Magisters, the City Watch, and the Guild of Watermen. They are fierce rivals of the Black Bear "tribe."

Base of Operations: The Bull Elk tribe has no chapterhouse, but its members can usually be found drinking at the Bloody Fist.

Notable Bull Elks include:

Ulmrin: Ulmrin (LE male half-orc fighter 5) is a rare Waterdhavian half-orc, tolerated so long as his gold is good. This burly fighter can almost pass for human in appearance, and favors the longsword, battleaxe, dagger, and chainmail. He loves to fight, but his loyalty is only to himself. He used to hire on with adventuring bands, but in time his cruelty, self-centeredness, and cowardice became too well known to find steady work. Ulmrin eventually fell in with the Bull Elk tribe, where he has found a comfortable, if brutal, fellowship.

Chief Hagar Hlutwigsson

The "Blue Bear" is the hagspawn son of Tanta Hagara, an annis who briefly ruled Hellgate Keep, and Hlutw Long-throw, last chieftain of the Uthgardt Blue Bear tribe. Banished from the tribe at a young age by his mother, who was serving as shaman at the time, Hagar wandered south and west, surviving through luck, cunning, and his innate hagspawn traits. Over time, he assembled a small band of brutish Uthgardt outcasts and half-orcs, who took to calling him "chief." Eventually the group ended up in Waterdeep's Dock Ward, as much by happenstance as by design. Although some think him a werebear, the "Blue Bear" became a traditional bear warrior after receiving a vision from Malar of his traditional tribal totem, for Hagar's temperament and methods pleased the Beastlord. Through cunning and brute, force, Hagar has since transformed the thugs of the Bull Elk tribe into one of the most powerful gangs in Dock Ward.

Tall and powerfully built, Hagar resembles a brutish human with long arms, big hands, a distinctive hunched posture, and coarse, heavy features. His jet-black hair is long and lank, his red eyes gleam with malice, and his skin color is pallid blue, hinting at his annis ancestry. In bear form, Hagar's fur has a distinctly, blueish hue, accounting for his moniker as the "Blue Bear."

Hagar Hlutwigsson: Male hagspawn barbarian 8/bear warrior 5: CR 15; Medium monstrous humanoid; HD 13d12+39; hp 129; Init +1; Spd 30 ft. in hide armor (base 40 ft.); AC 20, touch 15, flat-footed 19; Base Atk +13; Grp +18; Atk +19 melee (1d12+7/x3, masterwork greataxe); Full Atk +19/+14/+9 melee (1d12+7/x3, masterwork greataxe); SA rage 3/day; SQ bear form 2/day, damage reduction 1/-, darkvision 60 ft., fast movement, illiteracy, improved uncanny dodge, scent, spell resistance 24, trap sense +2, uncanny dodge; AL CE; SV Fort +13, Ref +4, Will +3; Ste 20, Dex 12, Con 16, Int 8, Wis 10, Cha 11.

Skills and Feats: Climb +13, Intimidate +16, Jump +1, Knowledge (local Waterdeep) +1, Survival +6; Cleave, Extend Rage, Instantaneous Rage, Power Attack, Track.

Languages: Abyssal, Common, Giant, Illuskan.

Bear Form (Su): Hagar can transform into a bear (similar to the polymorph spell) while in rage; limited by the number of times per day he enters a rage, and returns to his own form once the rage ends. Hagar retinas the normal +2 bonus on Will saves and -2 penalty to Armor Class while raging, but the ability score bonuses granted by rage are replaced by Strength, Dexterity, and Constitution bonuses appropriate to the bear form taken (black bear: +8 Str, +2 Dex, +4 Con; brown bear: +16 Str, +2 Dex, +8 Con). As normal for polymorph, Hagar gains the bear form's physical qualities (including size, movement, natural armor bonus, natural weapons, space, and reach), as well as any extraordinary special attacks possessed by the form (such as improved grab in the brown bear form). The transformation lasts for the duration of the rage.

Unlike with the polymorph spell, Hagar doesn't gain the bear's Strength, Dexterity, and Constitution scores when he takes bear form, nor does he regain any hit points when he transforms. However, his current hit points increase due to his new Constitution, as normal for the rage ability.

Improved Uncanny Dodge (Ex): Cannot be flanked and can only be sneak attacked by a character who has at least 12 levels of rogue.

Rage (Ex): Three times per day, Hagar can enter a state of fierce rage that lasts for 8 rounds. The following changes are in effect as long as he rages: hp 155; AC 18, touch 13, fiat-footed 17; Grp +20; Atk +21 melee (1d12+10/x3, masterwork greataxe); Full Atk +21/+16/+11 melee (1d12+10/x3, masterwork greataxe); SV Fort +15, Will +5; Str 24, Con 20; Climb +15, Jump +15. At the end of his rage, Hagar is fatigued for the duration of the encounter.

Scent (Ex): Hagar has the scent special ability while in bear or non-bear form.

Uncanny Dodge (Ex): Hagar retains his Dexterity bonus to Armor Class even when flat-footed or targeted by an unseen foe (he still loses his Dexterity bonus if paralyzed or otherwise immobile).

Possessions: Blue dragonhide armor, Ellatharion ring (ring of protection + ), masterwork greataxe, heart of the potion of protection from arrows (10/magic).

The Shadow Thieves

Founded over a century ago in the City of Splendors, the Shadow Thieves were eventually unmasked and nearly destroyed by the Lords of Waterdeep. After the guild was banished from the City of Splendors, the survivors regrouped in Amn. The guild has since grown to be the largest and most prosperous thieves guild in all Faerûn, controlling the lion's share of all criminal operations along the Sword Coast (with the notable exception of Waterdeep), and elsewhere in the Realms as well.

The Shadow Thieves have schemed to reestablish themselves in the City of Splendors. Constant vigilance by the Lords of Waterdeep and their agents kept the guild at bay until recently, but the dark times that have fallen on Waterdeep in the past two decades have given the Shadow Thieves an opening they have been quick to exploit. For more than five years, the guild has been funneling manpower and resources into the City of Splendors - and results are beginning to show. The guild has slowly come to dominate criminal activity in Dock, South, and Trades Ward, and its fingers are reaching into the northern wards of the city as well.

The Waterdeep sect is led by Silhouette of Shadows Alauneth "the Black Viper" Orrane. She reports to Marune "the Masked," Cloakmaster of the Dessarin; who is in the city often enough to be considered the true head of the sect. Marune, in turn, reports to the Shade of Baldur's Gate and thereby the entire Shadow Council.

Early in the Year of the Tankard (1370 DR), Marune finally unveiled his grand plan for giving the Shadow Thieves an unassailable edge over the Lords of Waterdeep. The necromancer began distributing slippers of shadowwalking to the guild's highest-ranking thieves. Agents of the Shadow Thieves can now effortlessly navigate Waterdeep's shadows, beyond the reach of the city's Lords. Marune intends to continue this work until the entire city falls under the sway of the guild.

Base of Operations: Before their banishment, the Shadow Thieves were based in the Citadel of Bloody Shadows in the heart of Mount Waterdeep. Today, the reborn guild is based in a half-dozen safe houses scattered through Dock Ward, Southern Ward, and Trades Ward. (A sample safe house is detailed in Lords of Darkness.)

The Shadow Thieves have struck a bargain with the Shadovar of the City of Shade, in which select members of the guild are transformed into shades. In exchange, the Shadow Thieves spy on Waterdeep and the Sword Coast on the behalf of the princes of Shade.

Marune the Masked: The oldest living member of the Shadow Thieves is the necromancer Marune. (NE male Tethyrian human necromancer 5/shadow adept 14/archmage 5), who was born in the Year of the Black Buck (1226 DR). Marune achieved longevity through magic without resorting to lichdom, thanks to the artifact known as Andrathath's mask, which he acquired early in his career while plundering a long-forgotten ruined tower in the Lost Peaks.

Marune helped found the Shadow Thieves in the Year of the Raging Flame (1255 DR), and served as Shadowmage of the Guild until their defeat and exile in the Year of the Pointed Bone (1298 DR). In the Year of the Behir (1342 DR), Marune sold his holdings in Li1skan and Mirabar and vanished. Unbeknownst to his allies and foes alike, he had acquired the Book of Jauth and wanted to study it in isolation. Marune constructed a secret lair amid the roots of Mount Helimbrar and then vanished within.

In the Year of the Gauntlet (1369 DR), Marune emerged to reclaim his old position within the hierarchy of the Shadow Thieves. He is now the Cloakmaster of the Dessarin, nominally reporting to the Shade of Baldur's Gate. In truth, the Shade Council gives him almost complete autonomy. Marune accepts whatever changes occur within the guild with a shrug, determined only that the guild will survive.

Despite his reputation, Marune is rather nondescript in appearance. He is of middling height, with an average face, a mid-length gray beard; and a plump belly. Traditionally, Marune has favored the classic garb of a necromancer, including long black robes and a somewhat pointy hat. However, during visits to Waterdeep, the Cloakmaster of the Dessarin shields his identity with Andrathath's mask. Marune is consumed with his hatred for the Lord's of Waterdeep and the members of the Arunsun clan. He is cruel, ruthless, and vengeful to a fault.

Marune is attended by six will-o-wisps who serve him voluntarily.

Alauneth "Black Viper" Orrane

Born in the village of Amphail in the Year of the Lion (1340 DR), the Black Viper of Undermountain is one of Waterdeep's most infamous thieves. Alauneth has short, hacked-off black hair, a fiery temper, and a deep, husky voice given to nigh-constant swearing. Her beautiful face is marred only by a ragged scar that runs down the left side of her chin and ends on her shoulder.

In the past, the Black Viper favored daring snatch-and-grab thefts accompanied by clouds of smoke (obscuring mist) from rich merchants and nobles, but in recent years, she has grown bored of such games. After allying herself with agents of the Shadow Thieves almost a decade ago, she quickly became enmeshed in guild activities and rose to a position of leadership within the Waterdeep sect of the guild, second only to the Masked (Marune). Her responsibilities as Silhouette of Shadows include recruiting new talent, surreptitiously establishing safe houses for the guild within the City of Splendors, and eliminating threats to the guild's activities. She employs her thieving' prowess to acquire materials with which to blackmail rich merchants into being her purchasing agents. The first set of statistics that follow describes Alanneth if she is encountered in darkness (when she is more formidable); the second set describes her if she is encountered in a location that has bright illumination.

Alauneth "the Black Viper" Orrane (in darkness): Female shade (augmented elite Illuskan human) rogue 5/shadow thief of Amn 5/assassin 5: CR 17; Medium outsider (augmented humanoid); HD 15d6+15; hp 70; Init +8; Spd 50 ft.; AC 25, touch 18, flat-footed 21; Base Atk +9/+4; Grp +12; Atk +16 melee (1d6+4/18-20, +1 spellblade rapier); Full Atk +14/+9 melee (1d6+4/18-20, +1 spellblade rapier) and +15 melee (1d4+5/19-20 plus 1d6 acid, +2 corrosive assassin dagger of venom); SA: death attack, sneak attack +9d6, poison use, spells; SQ: control light, darkvision 60 ft., doublespeak, evasion, fast healing 2, improved uncanny dodge, invisibility, reputation +3, +2 save against poison, shadesight, shadow image, shadow stride 1/2 rounds, shadow travel, spell resistance 26, trapfinding, trap sense +1, uncanny dodge; AL CE; SV Fort 17, Ref +20, Will +6; Str 12, Dex 18, Con 12, Int 13, Wis 8, Cha 16.

Skills and Feats: Balance +15, Bluff +16, Climb +10 (+12 with rope), Diplomacy +7, Disable Device +10, Disguise +12, Escape Artist +13 (+15 from rope), Forgery +5, Gather Information +14, Hide +21, Intimidate +12, Jump +12, Knowledge (local Waterdeep) +6, Listen +8, Move Silently +21, Open Lock +13, Search +5, Sleight of Hand +15, Spot +8, Survival -1 (+1 following tracks), Tumble +15, Use Rope +9 (+11 to bind someone); Blind-Fight, Combat Expertise, Combat Reflexes, Dodge, Improved Feint, Improved Initiative, Persuasive, Two-Weapon Fighting, Weapon Finesse.

Alauneth "the Black Viper" Orrane (in bright light): Female shade (augmented elite Illuskan human) rogue 5/shadow thief of Amn 5/assassin 5: CR 17; Medium outsider (augmented humanoid); HD 15d6; hp 55; Init +8; Spd 30 ft.; AC 21, touch 14, flat-footed 17; Base Atk +9/+4; Grp +10; Atk +14 melee (1d6+2/18-20, +1 spellblade rapier); Full Atk +12/+7 melee (1d6+2/18-20, +1 spellblade rapier) and +13 melee (1d4+3/19-20 plus 1d6 acid, +2 corrosive assassin dagger of venom); SA death attack, sneak attack +9d6, poison use, spells; SQ doublespeak, evasion, improved uncanny dodge, reputation +3, +2 save against poison, trapfinding, trap sense +1, uncanny dodge; AL CE; SV Fort +3, Ref +16, Will +2; Str 12, Dex 18, Con 10, Int 13, Wis 8, Cha 14.

Skills and Feats: Balance +15, Bluff +15, Climb +10 (+12 with rope), Diplomacy +6, Disable Device +10, Disguise +11, Escape Artist +13 (+15 from rope), Forgery +5, Gather Information +13, Hide +13, Intimidate +11, Jump +12, Knowledge (local Waterdeep) +6, Listen +4, Move Silently +13, Open Lock +13, Search +5, Sleight of Hand +15, Spot +4, Survival -1 (+1 following tracks), Tumble +15, Use Rope +2(+11 to bind someone); Blind-Fight, Combat Expertise, Combat Reflexes, Dodge, Improved Feint, Improved Initiative, Persuasive, Two-Weapon Fighting, Weapon Finesse.

Languages: Chondathan, Common, Illuskan.

Death Attack (Ex): If Alauneth studies her victim for 3 rounds and then makes a sneak attack with a melee weapon that successfully deals damage, the sneak attack has the additional effect of possibly either paralyzing or killing the target (Alauneth's choice). If the victim of such an attack fails a DC 16 Fortitude save, she is paralyzed for 1d6+5 rounds or killed, as appropriate.

Poison Use: Alauneth is skilled in the use of poison and never risks accidentally poisoning herself when applying poison to a weapon.

Control Light (Sp): Alauneth can decrease the levels of light within a 100-foot radius of herself by a factor of up to 100%. This decreases the overall effective range of vision for characters and creatures dependent on light by the same percentage. Creatures within the affected area gain ii +1 bonus on Hide checks for each 25% decrease in light. Alauneth cannot use this ability in bright light.

Improved Uncanny Dodge (Ex): Cannot be flanked and can only be sneak attacked by a character who has at least nineteen levels of rogue.

Invisibility (Sp): Alauneth can use this spell-like ability once per minute as a 15th-level sorcerer. She cannot use this spell-like ability when in bright light.

Shadesight (Su): Alauneth has darkvision out to 60 feet. She can see normally through any darkness effects, but not through fog, invisibility, obscurement, and so forth. She cannot, use this ability when in bright light.

Shadow Image (Sp): Three times per day, Alauneth can use this ability (similar to the mirror image spell) as a 15th-level sorcerer. The ability creates 1d4+5 figments. She cannot use this ability when in bright light.

Shadow Stride (Su): Alauneth can vanish from her current location and reappear in any shadowy area within 100 feet, as often as once every 2 rounds. Using this ability is a move action, so Alauneth can use another ability, cast a spell, or attack in the same round. She cannot use this ability when in bright light.

Shadow Travel (Sp): Once per day, Alauneth can use either greater teleport to reach a shadowy locale on the same world as the shade or plane shift to access the Plane of Shadow. Alauneth must be in shadows to use this ability.

Sneak Attack (Ex): Alauneth does an extra 9d6 points of damage on any successful attack against flat-footed or flanked targets, or against a target that has been denied its Dexterity bonus for any reason. This damage also applies to ranged attacks against targets up to 30 feet away. Creatures with concealment, creatures without discernible anatomies, and creatures immune to extra damage from critical hits are all immune to sneak attacks. Alauneth can choose to deliver nonlethal damage with her sneak attack, but only when using a weapon designed for that purpose, such as a sap (blackjack).

Trapfinding (Ex): Alauneth can find, disarm, or bypass traps with a DC of 20 or higher. She can use the Search skill to find, and the Disable Device skill to disarm, magic traps (DC 25 + the level of the spell used to create it). If her Disable Device result exceeds the trap's DC by 10 or more, she discovers how to bypass the trap without triggering or disarming it.

Uncanny Dodge (Ex): Alauneth retains her Dexterity bonus to Armor Class even when flat-footed or targeted by an unseen foe (she still loses her Dexterity bonus if paralyzed or otherwise immobile).

Assassin Spells Known (4/2 per day; caster level 5th): 1st - detect poison, low-light vision, obscuring mist, true strike; 2nd - cat's grace, darkness, pass without trace.

Possessions: + mithral chain shirt, Dartdasher (+1 spellblade [magic missile] rapier), viperfang, greenstone amulet, ring of feather falling, ring of freedom of movement, rope of entanglement, 3 potions of cure serious wounds.

Independent Agents

Since the exile of the Shadow Thieves, the Lords of Waterdeep have fought to keep organized thieves' guilds out of the City of Splendors. In their absence, individual' agents have flourished, free to pursue their own aims and keep their ill-gotten gains for themselves. Some of the more notable independent agents include:

Thear Chessar: Thear (CN female shield dwarf rogue 5/thief-acrobat 3, Dungeoneer's Intuition feat) is a short, bearded dwarf of Clan Stoneshaft who loves the Fun and danger of stealing from rooftops. With her trusty battleaxe and old chain shirt, no one suspects she is a thief She simply leaves them behind in the shadows of a rooftop when she's in the building beneath, leaving her free to practice her craft. If chased, Thear proves an elusive foe, doubling back over sewers and rooftops until she can don armor and axe and become a "typical" dwarf drinking in a busy tavern. Thear resists greedy impulses to over-indulge in thievery, usually picks on visitors to the city, and is quite talented. In recent years, Thear has become quite close with Paerro (see below), and the two have become firm drinking and thieving buddies.

Elaith "the Serpent" Craulnober: see Elaith.

Duromil "the Fearless": Duromil (CN male Tethyrian human rogue 8) appears to be an average fighter, down on his luck, with stringy chestnut hair, wispy mustache and beard, and ill-kept equipment. In truth, Duromil is a quiet, close-mouthed thief who specializes in robbing visitors to the city of small precious items. He frequents Castle Ward's inns and taverns, posing as a fighter and even hiring on with Blazidon if times are particularly lean. He is not averse to accompanying an adventuring band as a hiresword and later stealing from them when opportunities arise, but he is always careful to hide the fact that he is a thief.

His favorite tricks are sneak attacks and picking pockets in the dark when an adventuring band is confused and split up by an engagement with another foe, and then "appearing" on the scene as a loyal, troubled comrade. Duromil never attempts this scam when there is even the slightest chance of failure, and no one in Waterdeep suspects his true nature, a tribute to his success.

Paerro: Paerro (CN male rock gnome rogue 6/thief-acrobat 2), whose real name is Taslythor Rocktapper, of the Rocktappers of the Earthfasts, emigrated from the backlands of Impiltur nearly two decades ago. When he first arrived if Waterdeep; he was at loss for what to do, but he eventually found he could make a reasonable living as a pickpocket in Waterdeep's busy taverns. Thai lasted for several years, with Paerro making an increasing number of trips before Waterdeep's magisters, until Thear Chessar took pity on him and began teaching him the art of being a cat burglar. It has now been so long since Paerro has been caught that the Watch thinks he has left town, and Paerro and Thear have become fast friends, drinking and thieving together for fun and sport.

Juz'la: Juz'la (CE tainted one (yuan-ti) rogue 3/sorcerer 8) is a native of Skullport, born in the Port of Shadow. In her youth, she survived as a spy, selling secrets to the highest bidder. After crossing the slaver Zstulkk Ssarmn, she was captured, trained in sorcery, and transformed into a tainted one. Juz'la served Zstulkk as a spy among the followers of Cyric before undergoing a devout religious conversion to the Dark Sun's faith. She then became a double agent for a time before the slaver discovered her treachery. Juz'la fled to the surface, where she now makes a living as a minor spy lord in Waterdeep in the employ of various guilds and merchants.

Zabbas Thuul

Zabbas Thuul wears his oily black hair pulled back in a pony-tail, and his face always shines with sweat and oil. He keeps a low profile in Waterdeep, posing as a sycophantic wizard of minor powers willing to tutor, sell scrolls, or adventure for the right price. He is an unprincipled thief, willing to steal from anyone, including his own adventuring companions. He is adept at arranging alibis; his favorite is to get himself jailed by the Watch for "drunken" revelry, then slip out of his cell with magic to make a theft, stash the loot, and return before his absence is noted.

Zabbas is a frequent habitué of Skullport as well, earning lucrative fees running messages and acting as a slave-ship booking agent. He has long worked with the slavers of the Iron Ring, and he is quickly becoming a relatively trusted agent of Consul Orgin Ulmokina of the Thayan enclave in Skullport. Curiously, Elaith Craulnober's honorable streak has actually opened doors for Waterdeep's "other rogue elf," despite the fact he in no way deserves such a chance. Zabbas rents rooms at the Blushing Nymph (C81) festhall in Waterdeep and the Burning Troll inn in Skullport.

Zabbas Thuul: Male moon elf rogue 3/wizard 5/ Arcane Trickster 4: CR 12; Medium humanoid; HD 3d6 plus 9d4; hp 35; Init +4; Spd 30 ft.; AC 21, touch 14, flat-footed 17; Base Atk +6; Grp +7; Atk +11 melee (1d6+2/18-20, +1 rapier) or +11 ranged (1d4+2/19-20, +1 returning dagger); Full Atk +9/+4 melee (1d6+2/18-20, +1 rapier) and +9 melee (1d4+1/19-20, +1 returning dagger); SA Impromptu sneak attack 1/day, sneak attack +4d6; SqEvasion, ranged legerdemain 1/day, trapfinding, trap sense +1; AL NE; SV Fort +3, Ref +12, Will +9; Str 13, Dex 19, Con 10, Int 17, Wis 10, Cha 8.

Skills and Feats: Bluff +7, Concentration +4, Decipher Script +11, Diplomacy +11, Disable Device +11, Disguise +7 (+9 to act in character), Escape Artist +17, Gather Information +1, Hide +7, Intimidate +1, Knowledge (arcana) +8, Knowledge (local Waterdeep) +8, Listen +4, Move Silently +7, Open Lock +12, Search +16, Sense Motive +5, Sleight of Hand +10, Spellcraft +5, Spot +4, Survival +0 (+2 following tracks), Tumble +7, Use Rope +4 (+6 bindings); Scribe Scroll, Silent Spell, Smooth Talk, Still Spell, Two Weapon Defense, Two Weapon Fighting, Weapon Finesse.

Languages: Chondathan, Common, Elven, Illuskan.

Evasion (Ex): If Zabbas is exposed to any effect that normally allows him to attempt a Reflex saving throw for half damage, he takes no damage with a successful saving throw.

Impromptu Sneak Attack: Once per day, Zabbas can declare one melee or ranged attack he makes to be a sneak attack (the target can be no more than 30 feet distant if the impromptu sneak attack is a ranged attack). The target of an impromptu sneak attack loses any Dexterity bonus to AC, but only against that attack. The power can be used against any target, but creatures that are not subject to critical hits take no extra damage (though they still lose any Dexterity bonus to AC against the attack).

Ranged Legerdemain: Using his unique talents, Zabbas can perform one of the following skills at a range of 30 feet: Disable Device, Open Lock, or Sleight of Hand. Working at a distance increases the normal skill check DC by 5, and Zabbas cannot take 10 on this check. Any object to be manipulated must weigh 5 pounds or less. Zabbas can make only one ranged legerdemain skill check each day.

Sneak Attack (Ex): Zabbas does 4d6 extra points of damage. on any successful attack against flat-footed or flanked targets, or against a target that has been denied its Dexterity bonus for any reason: This damage also applies to ranged attacks against targets up to 30 feet away. Creatures with concealment, creatures without discernible anatomies, and creatures immune to extra damage from critical hits are all immune to sneak attacks. Zabbas can choose to deliver nonlethal damage with his sneak attack, but only when using a weapon designed for that purpose, such as a sap (blackjack).

Trapfinding (Ex): Zabbas can find, disarm, or bypass traps with a DC of 20 or higher. He can use the Search skill to find, and the Disable Device skill to disarm, magic traps (DC 25+ the level of the spell used to create it). If his Disable Device result exceeds the trap's DC by 10 or more, he discovers how to bypass the trap without triggering or disarming it.

Wizard Spells Prepared (caster level 9th): 0 - detect magic, ghost sound (DC 13), prestidigitation, read magic; 1st - detect secret doors, disguise self, hold portal, true strike, ventriloquism (DC 14); 2nd - detect thoughts, knock, locate object, spider climb, web (DC 15); 3rd - arcane sight, dispel magic, nondetection, suggestion (DC 16); 4th - arcane eye, stoneskin; 4th - passwall.

Spellbook: Zabbas knows all of the abjuration, conjuration, divination, enchantment, illusion, and necromantic wizard spells in the Player's Handbook and many of the permitted wizard spells in the FORGOTFEN REALMS Campaign Setting, Magic of Faerûn, and Players Guide to Faerûn.

Possessions: +2 slick mithral shirt, +1 rapier, dagger of homing (+1 returning dagger), headband of intellect +2, goggles of minute seeing.

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