Underdark Organizations

In the Underdark, countless organizations and individuals strive for goals ranging from survival to supremacy. The affiliations these creatures form are based on a variety of factors, including race, geography, and local customs. Grimlocks, suspicious of all other races, tend to operate in closely allied packs. A community of drow, on the other hand, has many different factions based on House and status.

Few groups look beyond their myopic worldview to see the Underdark as a whole. Three organizations that are exceptions to this rule are described below. All three count many different races and cultures among their members. Though written with the FORGOTTEN REALMS Campaign Setting in mind, these organizations could fit well into a regular D&D campaign with only minor modifications.

Drow? How Do Drow Fit in?

Each of the organizations described herein includes numerous drow members, and many of them are quite prominent - in fact, the leader of the Affiliated Merchants of the Underdark is a drow. While drow don't hold ultimate leadership positions in either of the other two organizations, they do fill important roles in each. Neutral or good drow sometimes seek to escape from the politically tumultuous life of drow society by becoming prime Underdark guides. In this way, they can remain in the Underdark, and they always have the option of returning to their Houses and families for short visits or extended stays between missions. Evil and chaotic drow frequently become members of the Underdark Anarchists' Fellowship upon hearing about its surface premise.

Affiliated Merchants of the Underdark

This interspecies mercantile group is devoted to trade and profit, and it finds slavery especially profitable. The Underdark Anarchists' Fellowship has recently disrupted several well-established portal routes - a fact that the merchant organization finds very irksome. Thus, members of the Affiliated Merchants have taken to hiring the Guild of Underdark Guides to help them establish new routes.

Overview and Brief History

The Affiliated Merchants of the Underdark began as a protection racket about fifty years ago. Merchants were offered a choice - dues-paying membership in the organization, or constant losses from attacks on shipments of goods and slaves. After the first one or two such incidents, the Affiliated Merchants were often generous enough to sell the victim's own supplies back to him, charging only a 50% finder's fee on top of the wholesale cost of the goods. Independent merchants who still chose not to join after such "incentives" usually had their warehouses burned, and continued resistance often resulted in death.

Merchants quickly learned that it was most advisable to join the organization and get the Affiliated Merchants' protection. The 15% commission on all sales that was required of members eventually began to seem like quite a bargain. The Affiliated Merchants still employs such tactics from time to time, but it reputation convinces most merchants to join without argument.

The Organization

The Affiliated Merchants of the Underdark is little more than an organized crime society with a niche area of exploitation and a thin veneer of respectability. It has a strict operational hierarchy, and those in power demand absolute obedience from their underlings. (This requirement is called "being respectful to senior management.")

Headquarters: The Affiliated Merchants of the Underdark maintains guildhouses in many large communities of the Lightless Lands. An office can be found virtually everywhere that organized trade exists. Most of the members and leaders in any particular location come from whatever free races dominate the area.

Members: 6,000+.

Hierarchy: Strict. The Affiliated Merchants of the Underdark operates with clear procedures.

Religion: Varied.

Alignment: Usually lawful evil.

Secrecy: None.

Symbol: A gold bag on a black field.


A few months ago, the leader of the Affiliated Merchants, a Red Wizard named Maltuk, died. More accurately, he was assassinated, probably by one of his subordinates. The Underdark Anarchists' Guild had recently disrupted several vital trade routes - and not for the first time. In fact, Maltuk had been trying to eliminate that threat to the organization's trade for the past year with little success, and profits were continuing to decline.

Sofra (NE female drow rogue 9/shadowdancer 7/assassin 3) assumed control of the organization upon her predecessor's unexpected demise. She rules the Affiliated Merchants with a strong hand, and she's ruthless about eliminating threats to her power. Nevertheless, Sofra faces the same problems as Maltuk did. The anarchists are growing ever more irritating, and their impact on commerce continues to be severe. How well she handles this threat to the organization's profitability will dictate how long she remains its leader. Recently, she hired a team of assassins to find and eliminate the leaders of the anarchists.

Frr'thk (LE female mind flayer wizard 9) had several opportunities to challenge Sofra and her predecessors for control of the Affiliated Merchants but did not. She seems to prefer the position of second-in-command, acting as an advisor and supporter to whoever is in charge. This attitude has led to a long and profitable career. Frr'thk has as much wealth and power, and as many slaves, as any mind flayer could desire.


It is always in a member's best interests to recruit other merchants below him, because he can charge them a percentage of their profits. In fact, some find this aspect so profitable that they graduate from earning their livings by trade to managing merchant recruits full time. A member can have as many recruits as he can comfortably control at his level of power. Should he exceed his capacity, more powerful members may "restructure" his recruits in order to take control of them.

Member Benefits and Responsibilities

Merchants are rarely eager members of this organization. Rather, they view joining it and paying the required commission as a necessary cost of doing business. The alternatives that nonmembers experience are very convincing and help to maintain loyalty.

A few, however, enthusiastically adapt to membership in the Affiliated Merchants. The organization's generally lawful attitude creates clear expectations, and the rules are simple: A member must make a profit for those higher up in the organization. Profitable members are valued and allowed to oversee most recruits, ever siphoning the profits upward. Unprofitable members have their recruits reapportioned to more productive managers.


Characters may witness the collection of commissions from merchants and stores they frequent. If the characters themselves conduct any sort of trade, such as selling magic items they have created or importing bulk commodities into the Underdark, they' re sure to be asked to join and pay the standard dues (15%).

Typical Affiliated Merchants of the Underdark Encounter (EL 9): One senior representative (Fighter 3/Rogue 5) and two enforcers (Fighter 2/Rogue 2).

Currently, the Affiliated Merchants of the Underdark has set its sights on gaining control of the kuo-toan community known as "Blessed Seahaven. Standing in their way are Pliil Seachild and Moolowik Holy.

Guild of Underdark Guides

The Underdark is a dangerous place, even for natives. A skilled guide can mean the difference between death and life.

Overview and Brief History

The Guild of Underdark Guides was formed to provide travelers with reputable, skilled guides for hire. The organization charges premium prices, but the quality of its guides is assured.

The Organization

The Guild of Underdark Guides is a well-respected organization because of the quality of service it provides. The guild ensures that its members get paid, charging only a nominal fee for dues and reserving a share of the profits as a pension fund for its members. Any member guide who is injured in the field receives a pension based on her years of service. If she is killed on the job, the guild either applies her pension toward a raise dead or resurrection or gives the money to her designated heir.

Headquarters: This organization has a guildhall in nearly every large city. Because of the small number of members and the high demand for their services, not all of the guildhalls have members in residence. However, servants and staff are always present to take messages or arrange future commissions. They keep careful track of the guides' comings and goings and can reliably tell prospective patrons when the next guide will be available.

Members: 2,000+.

Hierarchy: Loose. The membership of the administrative council changes from time to time. The current council consists of Virgil Rhom, Cold Water Singers, and Qod Backspeaker.

Religion: Varied, though Grumbar is especially popular among the guides.

Alignment: Any nonchaotic and nonevil.

Secrecy: None

Symbol: A stylized map on a scroll.


The Guild of Underdark Guides operates as a meritocracy. The best guides have opportunities for promotion and advancement. Many skilled guides prefer to stay in the field on active duty, but some choose to become administrators for a short time, as a break from field work. The leaders form a council that normally consists of four to six members. This council is charged with approving new members, setting prices, and overseeing the pension fund.

Virgil Rhom (LN male earth genasi rogue 7/Harper 5/prime Underdark guide 5) is the main Harper representative in the Underdark. He serves as the head of the Guild of Underdark Guides, but his true loyalty is to the Harpers, and his first priority is to further their interests.

Cold Water Singers (N male grimlock barbarian 7/ranger 7) enjoys acting as a guide. He took a turn as an administrator while recovering from severe injuries incurred on his last assignment, but he is now quite ready to return to the field.

Qod Backspeaker (NG female chitine rogue 5/prime Underdark guide 5; see Sample Prime Underdark Guide for full statistics) loves the challenges of being a guide, and she is also enjoying her current post as an administrator.


The screening process for membership in the Guild of Underdark Guides is very rigorous. A candidate must prove her skill in Balance, Climb, Diplomacy, Gather Information, Knowledge (dungeoneering), Profession (Underdark guide), Speak Language (any four), Survival, and Use Rope. In addition, the candidate's philosophy and alignment are scrutinized to ensure that she isn't motivated by any capricious or nefarious worldviews. In short, the candidate must evince many of the qualities of a member of the prime Underdark guide prestige class (see Prime UnderDark Guide), though she need not have any levels in it. Few candidates meet the requirements, but those who do are eagerly accepted.

Member Benefits and Responsibilities

Denizens of the Underdark usually join this organization because they enjoy guiding. It's a calling to which they can happily devote their lives. Becoming a member of the guild is a mark of status - an indication that the candidate is tops in her field. Guild guides are welcome in most cities to the extent that a guide who is a member of a prohibited or slave race can usually walk around unmolested.

The pay and other financial benefits, including the pension, are excellent. Guild guides always have a warm welcome in the guildhouses, and they can obtain food, a place to stay, and usually healing there as well.

Every member of the guild of Underdark guides has a messenger medallion and is required to check in at the guildhouses at her departure and destination points at least once a week.


Surface-dwelling characters may well need to hire someone familiar with the Underdark to be their guide. Alternatively, they may encounter another group of travelers making their way through the Underdark with the assistance of a guild guide.

Typical Guild of Underdark Guides Encounter (EL 7): One caravan guide (bard 6/prime Underdark guide 1), two merchants (expert 3), and four guards (warrior 2). Because of the high demand for their services, guides are usually encountered while performing their jobs.

Underdark Anarchists' Fellowship

To many, an organization of anarchists seems like an oxymoron. However, this loose fellowship of mayhem-wreakers is indeed highly organized, even if only a few outside its membership realize that fact.

The fellowship operates mostly in the Upperdark, though it is occasionally active in the Middledark as well. The leaders of the Underdark Anarchists' Fellowship find plenty of ways to keep members busy on the upper levels, and they usually advise their affiliates and agents to avoid the strange world of the Lowerdark.

Overview and Brief History

A human bard named Marlowe Rodan traveled extensively during her many years of adventuring. Over time, she developed definitive ideas about people and how they should be treated. She felt that anyone, regardless of race, was deserving of respect. Thus slave-based societies, such as Thay, incensed her. When she traveled in the Underdark, she discovered to her horror that many native races, such as the drow and the mind flayers, relied heavily on slavery. For many years, she and her adventuring companions worked against those slave-owning races in small ways, yet she never felt as if they had made much of a difference.

Eighteen years ago, the last of her friends and adventuring companions gave up his escapades and retired - but not Marlowe. Still adventuring at the age of fifty-two, she decided to start anew and make fighting against slavery in the Underdark her personal crusade.

Crafty as well as committed, Marlowe perceived that a direct approach to ending Underdark slavery would have little effect. Certainly, she would attract stalwart paladins and other emissaries of good in her antislavery endeavors, but their numbers would be small and their campaign short-lived. Once it was over, the old ways would surely reassert themselves. Instead, she developed a devious plan to attract large numbers of willing risk-takers whose talents she could bend to her purpose.

With that goal in mind, she formed the Underdark Anarchists' Fellowship. With its general anti-establishment approach, the fledgling organization found no shortage of recruits. To Marlowe, it seemed as if almost everyone in the Underdark was dissatisfied with the status quo in one way or another, and many were willing to rise up and challenge it. Through the fellowship, Marlowe provided an outlet for this discontent.

Today, the fellowship continues to thrive. Marlowe keeps her personal agenda a secret from all but the elite few in management positions. She views the disgruntled as prime tools to help her achieve her higher goal and goes to considerable lengths to recruit them.

The publicly advertised mission of the Underdark Anarchists' Fellowship is a general protest. The answer to the question "Against who or what?" varies depending upon what a recruiter thinks will bring the most positive response from a potential member. Marlowe feels that the members of the fellowship need not know its true purpose as long as they help to fulfill it. Thus far, the primary mission of the Underdark Anarchists' Fellowship has been disrupting trade - most especially the slave trade - for the purpose of making slavery unprofitable.

One of the group's best and most powerful tactics toward this end is to seal portals with either Mordenkainen's disjunction or gate seal. This undertaking has given rise to the nickname "portal crashers" for members of the fellowship. To aid in these portal-destroying endeavors, the organization uses several portal finder rods. Marlowe is also on the lookout for a minor artifact known as the portal demolisher.

The Organization

Almost every society has some minority element of anarchists - people who are fed up with the way things are and who seek change by nonlawful means. Many are slaves who use their limited autonomy to overthrow (or at least harass) their overlords. Even the most chaotic revolutionaries, however, often discover that they need help from a source with resources and information, such as the loose network of the Underdark Anarchists' Fellowship.

Creating an organization out of so many individuals with their own agendas is an endeavor that only a person of wide vision, such as Marlowe, would be audacious enough to attempt. Oddly, the fellowship works. It owes its varied degrees of success primarily to the evil, repression, and slavery rampant in Underdark societies.

Headquarters: One small section of the Labyrinth serves as headquarters for the Underdark Anarchists' Fellowship. Marlowe Rodan, Cashimier Celest, Miska, Dagnal Strakeln, and a half-dozen doughty retainers are the only residents of the enclave.

Outside of these residents, only about two dozen members know the location of headquarters, and less than a dozen have been taught the one safe route into that area. These trusted few are the only ones who personally know the leaders in their undisguised forms. A few years ago, Marlowe Rodan realized that the fellowship was relying too heavily upon her personally, and that if she died, it would cease to be effective. Thus, she stopped venturing from the safety of the central Labyrinth enclave.

Members: 5,000+. No accurate accounting of anarchist agents exists. Several times this number of Underdark residents are sympathizers or affiliated members.

Hierarchy: Loose and segmented. Members come and go, largely because the chaotic nature of most creatures that join doesn't lend itself to steady membership. Most members know only one or two others. Any given anarchist cell is usually in contact with only one or two other groups, though some operate completely independently. Thus, relaying messages and plans often proves a difficult challenge for the leadership.

Religion: Various.

Alignment: Usually non-lawful; frequently chaotic.

Secrecy: Medium. Many people have heard of the Underdark Anarchists' Guild, and some even know a sympathizer or member. But only a select few know the real purpose of the organization.

Symbol: A broken chain.


Marlowe, now 70 years of age, plans to cede the leadership of the fellowship to another soon. Determined to ensure that her work continues after her death, she has spent the last ten years recruiting and grooming people she feels are capable of carrying on her crusade.

She has narrowed the field of candidates to three capable underlings. Each brings something very different to the organization, in terms of both skills and leadership style. Rumor has it that Marlowe plans to announce her successor within the year.

Marlowe Rodan (NG female human bard 16) is the organization's founder and is still active as its leader, though she wants to retire soon. She has a few tests and trials to which she wants to put Cashimier Celest, Miska, and Dagnal Strakeln to determine which she will name as successor.

Cashimier Celest (NG male aasimar cleric 7/divine disciple 7 of Lliira) felt first-hand the cruelty of slavery in the Underdark. He had been a slave in a svirfneblin community and his masters cut off his wings as punishment for an attempted escape. Eight years ago, with the help of the fellowship, he finally won free. Cashimier's dedication to Marlowe's cause is unquestionable. He worships a god of joy and freedom, and he dutifully helps others to realize these aspects of life. Yet, his ordeal has left him emotionally scarred to the point that he is bitter and almost completely devoid of personal happiness. Marlowe wonders if Cashimier has the temperament to inspire followers and lead the organization.

Miska (CG male gloaming sorcerer 8/shadowcrafter 7) has been with the Underdark Anarchists' Fellowship for three years. This period is the longest amount of time that he's ever stuck with any locale, companions, or cause. He thinks that Marlowe might be considering him as the future leader of the organization, and that prospect simultaneously delights and frightens him. He loves wreaking havoc in a good cause and hasn't yet begun to feel his usual wanderlust and boredom, but he isn't sure he wants to be tied down. For her part, Marlowe respects Miska's skill and charisma but doubts that he has the stamina and devotion to stay with the organization. (see Sample Shadowcrafter

Dagnal Strakeln (N female gold dwarf rogue 8/Harper 5) is by far the most diplomatic and sociable of the three. She is also the least dedicated. Dagnal is a relative newcomer, having been with the organization for only two years. Though she has proven herself a charismatic leader and a competent aide to Marlowe, Dagnal isn't at all sure that she wants the responsibilities of leading this ragtag fellowship.

Cashimier, Miska, and Dagnal all go out in the field regularly. They use disguise and stealth to travel to the largest and most effective anarchist cells, both to recruit new members and to set specific stratagems into motion.


The Underdark Anarchists' Guild recruits heavily among slaves and society's underclasses. Anyone who wants to bring down the establishment is a likely recruit. Even a person who isn't partisan enough to actually join the Guild may still sympathize with its goals and render aid on an as-needed basis if the risk involved is low. This level of participation is very low-key and general. The upper echelon considers those who aid the organization in this way to be affiliated bystanders rather than actual agents. If a character works with the Guild on several missions and continually proves himself a competent, reliable asset, his name is passed on to the leaders of the organization as a potential agent recruit. One of the leaders, heavily disguised, then meets with him and sets him a task or a mission to fulfill. If successful, the candidate becomes an agent and is entrusted with leading future missions.

The best, brightest, and most reliable agents are eventually entrusted with the location of the fellowship's headquarters and given additional responsibilities.

Member Benefits and Responsibilities

The benefits that members and sympathizers (the affiliated bystanders) receive are often esoteric. The most significant of these is the knowledge that they are doing something to hurt those in power.

Sometimes more practical benefits can be had as well. In particular, slaves can gain their freedom (though it may be transitory) through the fellowship's efforts. Unfortunately, failed attempts at escape usually result in beatings, mutilations, or even capital punishment. The actions of the Underdark Anarchists' Fellowship are rarely without risk.

Those who prove themselves competent enough to become agents are required to maintain a network of contacts with other agents. For the most part, newer agents operate independently, though specific orders are passed down to them through trusted senior agents on occasion. Once an agent has proven himself, he can begin planning and organizing daring raids and other missions on his own, though he usually does not directly participate in them. Rather, he observes the operations at a discreet distance, so that he can escape and report to his superiors on their success or failure.


Characters in the Underdark have many opportunities to cross paths with the Underdark Anarchists' Fellowship. Initially, the characters may hear whispered rumors about the organization. Perhaps tavern talk speculates about an area resident's potential collusion with the group. Alternatively, a merchant may bemoan how risk-fraught previously safe trade routes have become. The composition of anarchist teams varies greatly. Sometimes two or three agents venture into an area to destroy a portal , bridge, or other geographic feature. Sometimes an agent enters an area alone to start a slave rebellion. Almost always, however, local resident agitators and sympathizers are conscripted into service for the mission.

Typical Anarchist Encounter in a Svirfneblin Area with Kuo-toa Slaves (EL 9): One fellowship agent (CN human bard 7) and two local slave resistance leaders (NE kuo-toa rogue 5). This group could be encountered while it is meeting to plan a slave breakout.

If encountered after a successful breakout, the group should be accompanied by 10d10 freed kuo-toa slaves (commoner 1, expert 1, or warrior 1). The human bard almost certainly poses as a member of another race, using magic to disguise her true nature and appearance.

Lords of Darkness and the Underdark

Many other diverse organizations operate with strength in the Underdark. The Church of Cyric controls or has infiltrated several cells of the Underdark Anarchists' Fellowship. Wherever dracoliches are found in the Underdark, members of the Cult of the Dragon lurk nearby. The Red Wizards of Thay seek advantages everywhere, including the Underdark. And beholders, organized or not, prove potent threats to all the organizations described here.

About the Author

Gwendolyn F. M. Kestrel is an editor for Wizards of the Coast's Roleplaying Games R&D department. Her recent work includes editing and additional development for the revised Dungeon Master's Guide and Monster Manual. Her editing credits include Fiend Folio, Faiths and Pantheons, Oriental Adventures, and Magic of Faerûn, and her design credits include the Book of Challenges and numerous DRAGON Magazine articles. She's a frequent contributor to the Wizards of the Coast website.
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