HomeAbyss Project015 Needlemire


The second of the layers of Darkbriar, home of Zagralath the Barbed Lord, Needlemire is a vast swamp, set beneath a sky forever locked in evening. A dim and flickering sun remains always on the horizon, and the light serves no purpose other than to create shadows. The waters are usually still, unless interrupted by the emergence of something hungry… or, occasionally, one of the imprisoned gaining a moment of freedom and desperately breaking the surface.

Needlemire has a surface, but no bottom. The entire layer is filled with twisting, writhing, thornvines, tangled into a vast mat that drops down through the murky water seemingly forever, eventually vanishing into the maelstrom which surround the Abyss. Fragments of this thorn wall break the swamp’s surface, and reach upwards for a small bit — twenty feet or so at the most. In a few places, the outgrowths form tiny islands a dozen or so feet across. Mostly, though, they lie below.

Travel in Needlemire is difficult. Swimming is the obvious mode of transit, but the thorns are everywhere below the surface, and each round of swimming — unless you are a native of the plane or somehow protected — exposes you to damage. (See below.) Watercraft, especially flat-bottomed rafts, are the preferred solution, but even they run into problems, as the thorns will grow upwards to entangle anything which spends too much time here. These are problems, but there are always solutions, and there are people with a reason to seek them out.

Needlemire is a junction point for many tendrils of Dralika, the Abyssal river. (It may seem confusing that a river can branch, split, and meander, and still be the same river, but such is the nature of things in the Abyss.) While the layer seems to be one vast swamp with no inlet or outflow, the navigators of Dralika know the secret routes, the ways to travel just so, allowing them to pass through Needlemire and out again to vastly different aeas of the Abyss. Throughout the layer, there have been built small huts, observation towers, and so on, which serve as guideposts and places to exchange passengers and goods… and then there is the balloon…

Sherrinal’s Retreat

Never claim that evil is uncreative, especially when there is trade in souls to be had. The folk of the Abyss tend to fall into two broad types… the ravening, mad, brutes whose only thought is destruction for the sheer joy of it, and the depravedly cunning, who ultimately do far more harm. Five-armed Sherrinal, a marilith, is very much one of the latter. She has created a floating platform, hovering some thirty feet over the swamp’s surface. Attached by ropes of still-living tendon and muscle to a bloated gasbag of stiched skin (likewise still alive, with faces peering outwards in all directions, moaning and sighing), the platform serves as a central point for trade, travel, and tribute (to Sherrinal). Zagraleth seems to endure this intrusion, and it can only be assumed Serrinal has made some special deal with him. (Indeed, she has… any mortal Fey which enter the Retreat are taken and delivered to him, alive and as unharmed as possible, for his slow and painful pleasure. Anyone who might report on this to other planar travelers is simply dealt with as needed. It’s no great surprise that mortals who dare to visit the Abyss do not return, after all. Sherrinal prefers to keep this action quiet, very quiet, as places like hers tend to attract mortals, who bring much in valuable trade and information — a reputation for treachery above and beyond the usual, expected, level is just plain bad for business.)

The Retreat is small, some two hundred feet across, and cluttered with an insane mound of half-constructed shacks, tents, cabins, and so on. Population shifts constantly. Sherrinal maintains a personal palace, a luxurious tent of elf-skin (living, of course), in the center of the mess, and she dispenses whatever passes for "justice" in the Retreat — basically, if a dispute manages to reach her, she decides on a whim which party she likes more and favors them. The other will be lucky to leave with all of his body parts attached. For the most part, she lets the Retreat run itself, intefering only when something threatens the main role of the place as a semi-haven. There’s a certain tolerable level of random violence, and she acts if it looks like that level (in her ever capricious mind) might be exceeded, especially if people of true power (and thus, worth) find themselves spending so much time in self defense that it’s not worth their bother coming.

The Inhabitants

Needlemire draws to itself the souls of the darkest of the aquatic fey, especially sea-elves who have turned piratical and cruel, and the so-called "Crab Drow" of the underdark oceans, at least those who escape the webs of the Spider Queen. (As an aside, there are damn few "official" creatures which are both Fey and Aquatic — to be exact, one. Look for this error to be… corrected… by some future articles!) These unworthies, save those few chosen to serve Zagraleth himself, are affixed below, pinned and impaled in the murk, constantly devoured from within and without by swarms of things — razor-toothed demon fish from the outside, hatching acidic lamprey larvae from the inside. Some struggle free, briefly, and then seek some kind of shelter or respite, but there is none to be had — none of those who pass through will grant sanctuary, for Zagraleth forbids it and, more importantly, the newly-escaped have nothing of value to offer.


Anyone person swimming in the waters of Needlemire will be constantly attacked by the thorns (+30 vs AC, 3d8+6 damage), unless they make a DC 20 Athletic check.  For every five points by which they make it, they will avoid attack for that many rounds. (So a result of 30 means no attacks for two additional rounds.) Vehicles travelling the Needlemire will be likewise attacked, but it is a Nature check to avoid damage. Flat-bottomed vehicles gain a +10 on the check.

Long-term travel by raft should be abstracted out; there is no need to roll every single round for a journey of hours. Out-of-combat travel in the Needlemire is best modeled with a skill challenge. It can also be assumed that demonic boatmen who travel the Needlemire regularly have learned all the tricks of the trade and are not at great risk… unless the DM has a good plot reason for exposing them, and their passengers, to danger.

The Crunch

While I could have a lot of fun with an entire bestiary of dark thorny critters, I don’t want every installment to be monsters. 🙂 So we’ll take a side trip this time, and look at a few of the interesting things you can buy at the Retreat.


Manskin Armor

This leather armor is warm, and supple, and fits just perfectly. It also has a face, located on the left shoulder, and a few tattoos. Ignore them.

The flaying of incarnated souls is an artform in the Abyss, and preserving life in the remains is the pinnacle of that art. Pain is power, and demons love power above all else. Manskin armor is, as one might guess, armor made from the hide of sentient beings. Despite the name, it comes in many varieties — dwarfskin, elfskin, and so on. Each grants special benefits to those who wear it. Of course, wearing it has some drawbacks. Only those with the Evil or Chaotic Evil alignments can put it on; anyone else will take 1d12 points of acid damage per plus for each round it is worn, if they put the armor on voluntarily. Even if someone is immune to acid, the armor provides no bonus to AC to those not of the proper alignment. Secondly, the wearer has a -5 penalty to any Diplomacy or Bluff checks made against non-evil creatures when wearing the armor.

Level Bonus Cost
15 +3 25,000
20 +4 125,000
25 +5 625,000
30 +6 3,125,000


Armor: Leather, Hide

Enhancement: AC

Property: Resist 10 Necrotic.

Level 25 or 30: Resist 15 Necrotic

Power (Encounter): (Shapechanging) The wielder may take on the form of a unique individual of the same type as the armor (dwarf, elf, human, etc). This lasts for five minutes, but can be extended an additional five minutes by expending a healing surge. The wearer’s size will change to that of the appropriate race, but none of his other abilities, powers, attacks, etc, are altered.

Level 25 or 30: The shapechange lasts until it is dismissed as a minor action or until the wearer takes an extended rest.


Power (Daily):(Minor Action) The wearer invokes the power of the race from whom the armor is shaped. For the duration of the encounter, he gains one of the following:

Dragonborn: You may use dragon breath as an encounter power.

Dwarf: You gain stand your ground until the end of the encounter.

Eladrin: You may use fey step once during this encounter.

Elf: You gain wild step until the end of the encounter.

Half-Elf: When the armor is first found, it has an at-will power of a particular class embedded into it. Activating the armor’s power allows you to use that at-will once during this encounter.

Halfling: You may use second chance once per encounter.

Human: When the armor is first found, it will have a  Heroic or Paragon feat embedded into it. Activating this power grants the character use of that feat for the remainder of the encounter.

Tiefling: You may use infernal wrath once per encounter.




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