Retro-Engineering: Darkness and Dread

In the annals of the old school wave that hit the d20 system in the 2000’s, Darkness & Dread from Fantasy Flight Games is generally, and unfairly, overlooked. Ostensibly, Darkness & Dread was intended as a tool box for running dark fantasy, horror-style games with the d20 rules. In fact, it plays very much like a weird love child of old D&D and Warhammer Fantasy Roleplay, with d20 serving as a surrogate mother.

This is most obvious in the classes – all 24 of them. All of the classes have either five or ten level, and all can be entered into after first level (remember, in d20 you don’t gain levels in a class, you just gain levels, choosing to take that level in whatever class you like) only if one has a requisite number of points in a given skill – a nod to WFRP’s career system. Moreover, they divide the careers into categories (Academic, Expert, Laborer and Orator) and have an optional rule that permits one to randomly determine their profession at 1st level – another nod to WFRP. Like old school D&D, the classes are much lower powered than their d20 equivalents. The spell casting classes (Acolyte, Alchemist, Apprentice and Herbalist), for example, never make it past 4th level spells (the apprentice). The game also suggests that treasure be doled out at 10% the normal level (i.e. fewer magic items – and in d20, you get loaded down with magic items). Most of the classes depend on the skill point system in d20, so don’t necessarily translate well into older editions that tend to hand-wave skills and ignore professional and craft skills. A few make for nice additions to a low-powered game, or interesting variations on the old standbys.

Acolyte (Academic)
Within a religious hierarchy, the acolyte is an administrator, a priest assigned to a small village, or a similar minor underling.

Prime Requisite: Wisdom and Charisma, 13+ earns +15% experience
Hit Dice: 1d6
Armor Permitted: Leather
Weapons Permitted: Club, dagger, staff, light and heavy crossbow
Attack As: Cleric
Starting Gold: 1d4 x 10 gp
Entry Requirements: To take levels in acolyte after 1st level, one must gain the sponsorship of a religious organization and complete training in its basic tenets.

Special Abilities
Acolytes gain access to a small number of divine spells. Acolytes prepare and cast spells as clerics. They can select spells from the following list:

Level 0: Detect magic, detect poison, light, purify food & drink
Level 1: Cause fear*, cure light wounds*, detect evil
Level 2: Bless, find traps, hold person, speak with animals
Level 3: Continual light, cure disease*, darkness, prayer

* Denotes a reversible spell

Ward the Unholy: Acolytes can call on their god to hold supernatural creatures at bay. This divine blessings grants the acolyte and her allies a +1 bonus to AC and a +1 bonus to saving throws against magic and mind effects. To use this ability, the acolyte must have 5 gp worth of incense, holy water, and other religious paraphernalia at hand. These items are consumed when the acolyte uses this ability. The acolyte can do this once per day at 1st level, gaining an additional use at 3rd, 6th and 9th levels.

Tend to the Flock: At 5th level, an acolytes time spent dealing with the people in his parish makes him skilled at managing large crowds and leading mobs of commoners and other folk who adhere to his faith. By chanting prayers and benedictions, the acolyte can calm others and steady their nerves. All allies within 60 feet of the acolyte who are 3 or more levels below the acolyte’s total level gain a +2 bonus to save vs. fear and a +1 bonus to hit in combat. The acolyte can use this ability twice per day, and each use lasts for 5 rounds + the acolyte’s Charisma modifier.

Strength of the Faithful: At 10th level, the acolyte is perhaps one of the most accomplished members of his church hierarchy. His faith is unshakable in the face of the horrors that lurk just beyond the knowledge of mortal men. He gains a +2 bonus to saving throws against fear. In addition, once per day he can choose to automatically succeed at a single save against fear.

Level XP HD Save 0 1 2 3
1 0 1 15 1
2 1,000 2 14 1
3 2,000 3 13 1 1
4 4,000 4 12 2 1
5 8,000 5 11 2 1 1
6 16,000 6 10 2 2 1
7 32,000 7 9 3 2 1 1
8 64,000 8 8 3 2 2 1
9 100,000 9 7 3 3 2 1
10 140,000 10 6 4 3 2 2

Prospector (Expert)
Prospectors seek out veins of gold and other precious metals, but many of them also delve into forgotten ruins in search of lost treasures and valuable relics from an earlier era.

Prime Requisite: Dexterity & Intelligence, 13+ earns +15% experience
Hit Dice: 1d8 (or 1d6+1 if you prefer)
Armor Permitted: Leather
Weapons Permitted: Club, dagger, dart, javelin, mace, morningstar, sling, spear, staff, light and heavy crossbow
Attack As: Thief
Starting Gold: 2d4 x 10 gp
Entry Requirements: To take levels in prospector after 1st level, one must already have the ability to search for and disable traps.

Special Abilities

Skills: Prospectors can use the following skills as a thief (using whatever rules you prefer for thieves): Climb Walls, Find & Remove Traps and Open Locks. They are also capable of appraising the value of metals and stones and they can survive in the wilderness.

Trap Mastery: Prospectors are experts at setting traps and concealing pits. Damage from these traps depends on the prospector’s level, with traps doing 1d6 damage at 1st level, 1d8 damage at 2nd level, 2d6 damage at 3rd level, 3d6 damage at 4th level and 4d6 damage at 5th level.

Oiled Reflexes: If a 3rd level prospector is about to set off a trap due to a failed attempt at removing it, he can immediately make a second remove traps attempt to keep it from triggering. If this second attempt fails, the trap is triggered. If it succeeds, the trap is not removed, but does fail to trigger.

Danger Sense: 5th level prospector’s can re-roll failed saving throws against traps once per day, or twice per day if their intelligence score is 13 or greater.

Level XP HD Save
1 0 1 14
2 1,000 2 13
3 2,000 3 12
4 4,000 4 11
5 8,000 5 10

Pit Fighter (Laborer)
Pit fighters are down-and-dirty gladiators who fight for money, fame and glory.

Prime Requisite: Strength & Dexterity, 13+ earns +15% experience
Hit Dice: 1d10 (or 1d6+2 if you prefer)

Armor Permitted: Leather and shield
Weapons Permitted: Any weapon
Attack As: Fighting-Man
Starting Gold: 2d4 x 10 gp
Entry Requirements: To take levels in pit fighter after 1st level, one must already have an attack bonus of at least +1 and must train as a gladiator for 1 month.

Special Abilities

Frenzy: Once per day, a pit fighter can enter a berserk fury for 5 rounds + the pit fighter’s constitution bonus. During the frenzy the pit fighter gains a +1 bonus to hit and damage, +1 hp/level, +2 on all saves against fear and a -2 penalty to AC. When the frenzy ends, the penalty to AC continues until the encounter is over.

Dirty Fighter: Pit fighters do whatever it takes to overcome their enemies. If a pit fighter of 3rd level or higher attacks from the rear or attacks an opponent who is surprised or flanked by an ally, he does double damage.

Fearless Frenzy: At 5th level, pit fighters gain a second use of frenzy each day and are completely immune to fear.

Level XP HD Save
1 0 1 14
2 1,000 2 13
3 2,000 3 12
4 4,000 4 11
5 8,000 5 10

Medium (Orator)
Mediums are those rare, special individuals who have the ability to pierce the psychic veil, using ESP, object reading and other talents.

Prime Requisite: Wisdom & Charisma, 13+ earns +15% experience
Hit Dice: 1d6

Armor Permitted: None

Weapons Permitted: Club, dagger, staff, light and heavy crossbow

Attack As: Magic-User
Starting Gold: 1d6 x 10 gp
Entry Requirements: To take levels in medium after 1st level, one must already have a wisdom score of 13 or higher and must have failed a saving throw vs. fear from some supernatural creature.

Special Abilities

Skills: Mediums can pick pockets as well as a thief of equal level. In addition, they receive a +1 bonus to reaction checks when speaking for their party and collect double the normal number of rumors.

Sense the Unseen: With quiet study and meditation, mediums can read the emotional background of a specific area, such as a room, a forest clearing or a short section of road. By studying the area for a peaceful hour, the medium can learn if a traumatic event took place there by making a successful saving throw with a -2 penalty per year since an event took place. If the medium doesn’t know about a particular event, she can use this method to learn of the last traumatic event that took place there. If the saving throw is successful by more than 3 points, the medium gains a hazy, incomplete mental picture of the event. If she beats the saving throw by 6 or more points, she gains a perfect mental picture of the event, but will suffer any fear effects associated with the event. This power can also be used to read a specific object, like a dagger or article of clothing.

Sixth Sense: At 3rd level, a medium can make a saving throw to detect any supernatural or undead creature that comes within 100 feet of him. If the check succeeds, he senses the creature’s general location. The power of the sensation depends on the Hit Dice of the creature detected: It is faint for creatures with 1-3 HD, disturbing for creatures to 4-8 HD, powerful for creatures with 9-12 HD and overwhelming for creatures with 13+ HD.

Pierce the Veil: A 5th level medium can cast her sight into the land of the dead. She may cast speak with dead once per day.

Level XP HD Save
1 0 1 15
2 1,000 2 14
3 2,000 3 13
4 4,000 4 12
5 8,000 5 11

Other excellent mini-classes include the antiquarian, engineer, physician, sage, artisan, kennelmaster, merchant, thief, tracker, grave robber, sewerjack, veteran, worker, beggar, gambler, grifter and minstrel. One immediately recognizes some old class titles from old D&D.

Darkness & Dread, written by Mike Mearls, has many more excellent ideas that I’ll cover in future editions of Retro-Engineering. In the meantime, if you’re heading into Middenheim or considering sending your players into Hammer Film territory, check Amazon for a copy – the book is pretty easily adapted to older editions of the rules.

Retro-Engineering: Creature Catalog

Every so often I wander over to the Creature Catalog to see what they’re up to. Besides being the source of the very excellent Tome of Horrors (without which NOD would be much less interesting), the CC has converted hundreds of old school creatures for use in 3rd edition games. Many years after 3rd edition going out of print and the end to the first phase of the d20 revolution, CC is still cranking out these conversions, often of monsters I had never even heard of. Here’s their ten latest conversions retro-engineered into a more old school format.

Tirichiks look like a hybrid of white dragon and centipede, with two tentacles tipped by sharp spikes. Tirichiks are an apex predator of the tundra. They attack from ambush, hiding in snowdrifts or crevasses and then springing out at their prey. They can momentarily detach their skull from their spinal column, allowing them to make quick strikes from 10 ft away. These quick strikes score double damage if they hit, but attempting them lowers the tirichik’s AC by 2. Sensory organs on the beast’s tentacles give it a heightened ability to detect foes, lowering its chances to be surprised to 1 in 1d8. Tentacles can be attacked separately from the body, having an AC of 0 [19] and 2d6 hit points. They are severed when reduced to 0 hp, though severed tentacles are regrown in 2d10+10 days. Tirichiks are immune to cold and can walk on ice with no penalties to movement.

Tirichik: HD 13; AC 1 [18]; Atk 1 bite (3d6), 2 tentacles (1d6); Move 12 (B6); Save 3; CL/XP 14/2600; Special: Elongate neck, ice-walking, immune to cold.

Copyright 1992 Wizards of the Coast, Inc.
Originally found in FR 14 – The Great Glacier

Shee (Banshee Rider)
Shee look like eyeless fey maidens with long, white hair. They wear highly ornamented plate armor and ride long-maned, eyeless horses. Shee always carry long, insubstantial lances composed of shadow-stuff. Shee are undead creature. Although they appear to be a rider and mount, they are in fact a single creature, inseparable without the use of a sharp axe backed up by mighty thews. Shee can ride over any surface, including water, without penalty. Shee exist to destroy – even attacking other undead when there is nothing else to slay. A turned undead will not flee, but only turn its attention to a different creature. A shee that is struck in combat utters a terrible scream that kills the four nearest creatures unless they pass a saving throw. The scream can only be uttered once every 1d4 rounds and no more than 3 times per day. After screaming, the shee vanishes, moving magically to a distant place. Creatures that are struck by a shee and survive are treated as being blessed, but only against other undead. This effect is permanent, although it can be removed with a wish spell. A shee’s shadow lance ignores non-magical armor and, in addition to normal damage, inflicts 1d3 points of strength damage. If separated from the shee, the lance disappears and reforms in the shee’s hand the next round.

Shee: HD 9; AC -2 [21]; Atk 1 lance (1d10 + Strength drain) or 2 hooves (1d6); Move 24 (F20); Save 6; CL/XP 13/2300; Special: Death wail, shadowlance, vanish.

Copyright 1990 Wizards of the Coast, Inc.
Originally found in FA1 – Halls of the High King


An opinicus is a griffin with the head and wings of an eagle, the body of a lion and the tail of a camel. They wander alone or in pairs in desert wastelands and are champions of They can use the following psychic powers as a 7th level psychic: Astral projection, id insinuation, mind thrust and telekinesis. They can also cast spells and turn undead as a 7th level cleric. The gaze of an opinicus flames with divine fire; all wicked creatures within 30 feet who meet this gaze suffer 2d6 damage and are blinded for 1 round (save negates blindness). The opinicus can use its gaze once every 1d4+1 rounds.

Opinicus: HD 7; AC 2 [17]; Atk 2 claws (1d6), beak (1d4); Move 20 (F30); Save 9 (8 vs. mental effects); CL/XP 10/1400; Special: Psychic powers, spells, sun sparkles, turn undead.

Copyright 1983 Wizards of the Coast, Inc.
Originally found in Monster Manual II

Netherbirds are the black, grotesque carion crows of Hell, serving devils and demons as messengers. They dwell on craggy moors in flocks of 3d10 birds. Their eggs are black and leathery and hatch unattended, being warmed by an inner hellfire. Netherbirds are 3 feet long and have wingspans of 6 to 7 feet. They are intelligent and can speak.

Netherbird: HD 2; AC 7 [12]; Atk 2 claws (1d4), bite (1d3); Move 6 (F24); Save 16; CL/XP 2/30; Special: Immune to fire.

Copyright 1989 Wizards of the Coast, Inc.
Originally found in FRE1 – Shadowdale

Kupuks look like large dogs (6′ long, 3′ tall at shoulder) with walrus-like hides, grey or yellowish fur and spiked tails.The people of the tundra and taiga use them as pack animals, for they are very loyal companions. Kupuk’s are egg-layers, like the platypus. When defending its eggs or pups, the kupuk gains a +1 bonus to hit and damage. Training a kupuk is fairly easy, taking about six weeks to teach them a trick. Kupuk young are worth 1,000 gp, and professional animal trainers charge 500 gp to train them. Kupuks can carry up to 200 pounds without losing any speed.

Kupuk: HD 5; AC 3 [16]; Atk 2 claws (1d4), bite (1d8), tail (1d12); Move 9 (S18); Save 12; CL/XP 5/240; Special: Frenzy, immune to cold.

Copyright 1992 Wizards of the Coast, Inc.
Originally found in FR 14 – The Great Glacier

A gorse looks like a 3″ tall elf child with delicate wings. They carry small bows and swords and quivers of tiny arrows. They live under gorse bushes, and although secretive, they are friendly towards folk who bring them fruit, bread or milk. Gorse are fond of magic potions, and usually have 1d3 in their lair. Gorse have several magical abilities they can use once per day: They can create magical distractions (save or look away); magically exterminate small vermin within 20 feet (save or die); cast Mirror Image and cause thorn bushes within a 5-ft square area grow rapidly. These thorn bushes slow people moving through them to one half-speed and cause 1d3 points of damage. Gorse tip their arrows with a poison that causes confusion for 1d4 rounds unless a saving throw is passed. All gorse can cast the spell Mirror Image once per day. Once

Gorse: HD 1d2; AC 3 [16]; Atk 1 sword or bow (1 dmg); Move 3 (F12); Save 18 (16 vs. spells); CL/XP 1/15; Special: Poison, sprout, exterminate.

Copyright 1992 Wizards of the Coast, Inc.
Originally found in Dragon Magazine #180

Brambles resemble tiny (3″ tall) elves with swarthy, wrinkled skin and long nails on its hands and feet. They wear plate armor, the back of which is covered in a brace of spines. They are among the most vicious and aggressive of the fair folk, taking delight in hunting pixies and sprites and other small fey. They can charm small animals into serving as their mounts. Brambles are fierce warriors, and charging bramble scores an additional 3 points of damage with its attacks. A brambles spines inject a poison that causes a sickened condition (-1 to all rolls) for 2d4 rounds (save applies). Once per day, they can target the wings of a small creature with a net of entangling thorns. With a successful ranged attack, the creature’s wings are bound and useless for 6d6 rounds.

Bramble: HD 1d3; AC 3 [16] or 1 2 [17] in plate armor; Atk 1 lance (1 dmg) or spines (1 dmg + poison); Move 3 (F12); Save 18 (16 vs. magic); CL/XP 1/15; Special: Poison, charm mount, spines.

Copyright 1994 Wizards of the Coast, Inc.
Originally found in Dragon Magazine #206

Behemoth (Giant Hippopotamus)
Behemoths are massive hippos (12′ long, 3 tons), capable of overturning good-sized boats. They are as aggressive and territorial as their smaller cousins.

Behemoth: HD 10; AC 3 [16]; Atk 1 bite (3d6); Move 9 (S15); Save 5; CL/XP 10/1400; Special: None.

Copyright 1983 Wizards of the Coast, Inc.
Originally found in Monster Manual II

Pseudo-undead (Template)

Pseudo-undead are living humanoids who resemble specific types of undead creatures. You can turn any humanoid into a pseudo-undead by altering its stats as follows:

– A pseudo-undead gains any claw and bite attacks of the undead creature is resembles, dealing 1d4 points of damage with its claws and 1d6 points of damage with its bite.

– Pseudo-undead can see in the dark.

– Pseudo-ghouls have a paralyzing touch (save or paralyzed for 1d3 rounds).

– Pseudo-ghasts have a paralyzing touch (see above) and are surrounded by an overwhelming stench; creatures within 10 feet must pass a saving throw or be sickened (-1 to all rolls) for 1d6+4 rounds.

-Pseudo-wights spread a disease with their touch. This fever deals 1d4 dexterity and constitution damage each day until the afflicted succeeds at a saving throw vs. disease at a -5 penalty.

– Pseudo-wraiths have physical forms, but always wear wispy shrouds or robes to obscure their bodies. They walk so lightly as to leave no trace. Their claw attacks are poisonous, causing 2d4 points of damage on a failed save.

– Pseudo-spectres have physical forms surrounded by a faint luminosity. Their claw attacks are poisonous, the poison weakening (-2 to hit and damage) a person for 1 day.

– Pseudo-vampires are like feral savages clad in the silk finery of civilization. They usually wear armor and fight with weapons. They have claw and bite attacks. Their bites cause persistent bleeding that saps a person of 1 hit point per round until staunched or magically healed. Their claws spread the “red ache”, a disease that robs a person of 1d6 points of strength each day until they succeed at a saving throw vs. disease at a -6 penalty.

Copyright 1983 Wizards of the Coast, Inc.
Originally found in Monster Manual II