Level 3


Wandering Monsters:

Encounters occur on a roll of “1” on a d20. Check every 10 minutes.

1. (EL 9) Extruder Golem; see Appendix I: New Monsters.

2.-5. No encounter.

6. (EL 8) Lurker above; see Appendix I: New Monsters.

7. (EL 6) Worker Golem; see Appendix I: New Monsters.

8.-11. No encounter.

12. (EL 4) Green slime; Dungeon Master’s Guide, p. 76.

This level of the hive is significantly different than the others. A yellow haze tints the air. Not more than 30 feet or so from the entrance, the mucus covered floor ends, giving way to a vast hole, hundreds of feet deep. This whole level seems to be a huge walkway around the canopy of a a sizeable and alien forest. The light here is a dim yellowy-orange, and one can see the outline of birds flitting between the tree-tops. If you had waited another few decades to come here, you could probably reach out and touch the trees. For now, their tightly knit broccoli-like tops remain 30 feet or so below the walkway.

There is an unpleasant smelling brown substance similar in consistency and color to finely ground coffee splattered pretty much everywhere within eyeshot. It smells very strongly of stale urine and feces.

STORES (CARGO HOLDS): These cavernous areas are on a slightly raised boney surface filled with huge containers made of some sort of bizarre woven material. Many of them are sagging and moldy. Some form of vine is quite prevalent here, growing across the floor and up the walls. Piles of various materials from ruptured containers are commonplace. One such spill seems to conceal several bodies, having effectively mummified them. The bodies are large and unusual, with multiple arms and eyeless faces covered in a number of strange protrusions.

THE THROATS (LIFTS ): Within the stores are large shafts that seem to lead to the level below, likely to the forest floor. One is collapsed in itself, but the other is operational and contains a sort of 'carriage' connected to a number of uncertain looking tendons and sinews. There are three cup-like containers full of liquid. One is slightly green (down), one is slightly silver (up) and one is slightly blue (emergency stop). The throats are still roughly functional, but the blue cup will cause a malfunction 50% of the time, stalling the carriage for 1d4x10 minutes. Each 10 minutes, there is a 20% chance that a Golem will appear and become enraged at the intruders unless they have a violet emblem. If they don't, it will call for 1-3 Extruder Golems.

COLLECTOR'S STUDY (LOUNGES): It's darker in this area, there doesn't seem to be any light coming from the translucent skin of the ceiling. These rooms are filled with specimen jars that range from the size of a wine gourd to the size of an outhouse. Many of them have been broken over the countless years, others are clouded with a stew of strange molds and funguses. A handful of them remain intact and glow with an orange light, clearly illuminating the anatomical features of strange creatures unlucky enough to be preserved within them. One such tank holds a creature that greatly resembles a human, though its socketless eyes and rotten, hairless skin probably help the illusion along.

DC20 PERCEPTION: Several scars seem to run the length of the ceiling as though somebody took the time and care to wrench out the long bioluminescent filaments that are common elsewhere.

In the far corner of the Calcitory (Night Club) there are several clay casks which contain pure alcohol.

A DC 5 Craft (alchemy) or Survival check will identify the contents of the bottles as alcohol. If the alcohol is ignited and used as a thrown weapon, use the rules for alchemist’s fire (PHB, p. 128).

Milking Chamber (Robokitchen) These rooms contain the same manner of feeding tube that could be on the floor above. They're in even worse shape on this floor.


1. ROPERS’ TERRITORY: 3 ropers inhabit this space -AC 0, MV 3", HD 10/11/12, hp 47/50/62, #AT 1, D 5-20; 1-6 strands from 20'-50', hits causing weakness in 1-3 rounds (lasts 1-3 turns); blaster damage is normal, but laser hits cause +4 hit points. One roper will be on the walkway “fishing” for small arboreal creatures in the tree tops 20’ to 40’ below. It is 80%indistinguishable from the pillar which supports the over-head. Its two companions lurk just inside the dark entry to the cocktail lounge. These creatures each have 2-12 base 10 g.p. gems in their gizzard-like organs, and during the course of their hunting, they have collected the following treasure: 2 dud explosive grenades, 1 fire extinguisher (the cold of the CO2 wilI cause 1-4 h.p. damage to mammals and other similar creatures with warm blood, 1-6 hp damage to cold blooded creatures, and 3-12 hit points of damage to plant life) with 3 rounds of propellant, a spool of platinum wire worth 1,600 g.p., and an anti-grav belt (see section at the end of the module for details).

Roper’s Territory: The fire extinguisher will inflict 1d6 points of cold damage with a successful ranged attack. It has a 10 ft. range increment, and because it is an “improvised” weapon, all attacks made with it suffer a -4 penalty to hit. It has enough propellant for 3 attacks. Laser and blaster attacks will affect the ropers normally.

Creatures (EL 15): Ropers (3), hp 85 each; Monster Manual, p. 215.

2. STRANGLE VINES: USE ILLUSTRATION #21. AC 6, MV (creep) 1/2", HD special (attacks as a 4 HD monster), unlimited number of attacks, 1-4 h.p. of squeezing damage plus 10% chance to wrap around neck and strangle to death; a vine section can be cut or chopped away on a hit, but next round a new section will be there to attack; plant is immune to normal (torch-like) fires, but will be burned and withdraw from burning, oil, magical fire, laser hits or blaster hits. Cold freezes the vines in the area struck, but thawing occurs in 2-5 rounds unless three charges (from the fire extinguisher or its equivalent) are expended. Any electrical attacks double the vines’ growth and movement rate on the following turn. These creepers are attracted to the strongest light source, i.e. continual light, bright hive’s light, light, lantern, magic sword glow, torch light.

Strangle Vines: Laser and blaster hits affect the vine normally.

Creature (EL 3): Assassin vine, hp 30; Monster Manual, p. 20.

3. VAMPIRE THORN VINES: USE ILLUSTRATION #22. AC 4, Move special, HD special (attack as 3 HD monster), 4 attacks per 10’ of vine, any hit will drain fluids from the body, causing damage equal to 25% of that characters maximum hit points. There are four long tendrils along each 10’ of the vine, and these have a 5’ lashing range. Each tendril has numer-ous hollow thorns of one to four inch length through which it draws the juices of its victim. A tendril takes 6 hit points to destroy, a 10’ vine section takes 20 hit points plus tendril values. Any sort of flame or great heat will cause the tendrils to recoil, but electrical attacks cause the vine to regenerate damage equal to the number of hit points of the electrical attack mode. A vampire thorn vine can creep at 1/4" per melee round, and light attracts one just as it does strangle vines. Cold affects it as it does a strangle vine.

Vampire Thorn Vines:

Creature (EL 3): Vampire rose (thorn) vine, hp 30; see Appendix I: New Monsters.

4. DINING SERVO GOLEM: Most of these Golems have been scrapped, but this one still functions - or rather malfunctions. It will immediately attempt to seat any persons entering the dimly lit lounge area, and then begin serving them heaping dishes of “food”. The substance in the dishes will be a decaying mush covered with nauseous bluegreen mold. If any creature so much as tastes a drop of it, it will cause insanity the next round as the blue-green spores attack the brain. Insanity lasts for 1-4 turns, and the person then dies. The effects are curable with either neutralize poison or a disease curative solution or spell. Purify food and drink will have no effect. If the party refuses to eat, the servo will attempt to force feed the closest person, pursuing the party if they attempt to flee, although the servo will not leave the level. The servo Golem: AC 3, MV 15", HD 6, hp 36, #AT 2 (grapples with 18/50 strength) while 2 tentacles shove “food” into the person’s face.

Dining Servo Golem: A Golem here wears bizarre clothing made from bits and pieces of other creatures. What passes for a face is obscured by a terrifying mask ripped from a bear-like creature. It will try to lure the characters towards it with a sort of food made from organs. If the characters eat the food either purposely or as a result of being forcefed, they must make a DC 14 Fortitude save or the mold spores infesting it will cause confusion (as the spell) for one minute then a second Fort save is required or the victim suffers confusion for 1d4x10 minutes and death. If Golem successfully grapples an opponent with its tentacles, it can attempt to shove food in the victim’s mouth with a successful melee attack on the next round if the servo is still grappling.

Creature (EL 4): Dining servo Golem, hp 53

Dining Servo Golem: CR 4; Medium construct; HD 6d10+20; hp 53; Init +2; Spd 30 ft.; AC 16, touch 12, flat-footed 14 (+2 Dex, +4 natural); Base Atk +4; Grp +8; Atk +8 melee (1d6+4, slam); Full Atk +8 melee (1d6+4, 2 slams) and +8 melee touch (grapple); SQ Construct traits, low-light vision, darkvision 60 ft.; AL N; SV Fort +1, Ref +3, Will +1; Str 19, Dex 15, Con –, Int –, Wis 11, Cha 10
Skills: None
Feats: None

4a. A heap of bones from previous adventurers and animals that have wandered in have been carefully cleaned and placed here in a pile. Amidst these remains are a weapon (roll it), a jet black emblem and a violet emblem, and three pieces of ceremonial garb worth 1d4x1000 gp each.

5. 3-36 WEBBIRDS: USE ILLUSTRATION #23, AC 8, MV 3”/18”, HD 1, hp 4 each, see below for attacks and damage. These fairly intelligent creatures appear to be beakless birds of raven size. They have long and spikey-appearing tails and a small, drooping chest appendage. Whenever a party approaches within 40’ of their area, the webbirds will fly overhead and attempt to capture them with their webs which they spin. When this occurs roll a d6, adding 1 to the result for every 6 of the webbirds overhead:

Creatures (EL variable): Webbirds (3d12), hp 5 each; see Appendix I: New Monsters.

under 3 - webbirds ineffective in attacking

3 to 5 - webbirds snare one character, and he or she is held fast for 2-8 rounds
6 to 8 - webbirds spin webs at 2-5 persons, and those covered will require 2-5 rounds to get free
Over 8 - webbirds spin webs over entire party and they are slowed to quarter movement per round until the webs are destroy-ed, and entanglement makes attacks impossible for the duration of the round. Webs are somewhat similar to those of spiders but are not flammible. Strength of 17 shortens immobilization time by 1 round, 18 strength by 2 rounds. Alcohol denatures the webs and turns them to a clumpy, easily broken mess with a standard action.

As soon as any individual is held fast by webs, 1-4 of these creatures will fly down and alight upon him or her. Their chest appendage is inserted into the immobile victim’s flesh, and the webbirds commence to deposit their eggs therein. These eggs will hatch in (1d4 + 2) turns, and thereafter the larva-like grubs will begin to devour the host, causing extreme pain and 2d4 damage per turn until the host dies and the webbird grubs can crawl out. Any disease curative will kill the grubs. Webbirds themselves are very flammible and shun flame, and any person with a torch will motivate the webbirds to attack those without such flame.

Note: Webbirds are fragile and will die instantly if struck by any attack. If squished to death, the attacker will take 1 damage from the bird's brittle and hollow bones, which function as spines.

6. CARGO HOLD WITH CEILING HOLE: See the key to level II for details of the intellect devourer which will be here on a percentile dice roll of 01 - 40. Checkagain each turn. This hold has a number of stasis cages (now empty). There are bones strewn about, and under a human skeleton are an orange emblem and a blaster rifle (2 charges).

6a. After no less than 2 turns of careful searching the party will discover a special cage with a magical barrier which contains several strange creatures that resemble a undead skeletons, but have bee-like faces. There is an emblem receptacle similar to those on the maws of the upper level. Treat these creatures, statistically as Couatl. If freed, these creatures will either attack the creature following the players, or go forth and kill the webbirds, driving survivors into hiding for 2-5 hours. They will then heal the party or replace one missing limb and then walk through the side of the ship and disappear. This is counted as an EL 14 encounter.

Cargo Hold with Ceiling Hole: The creature from Level II will be here 40% of the time, check every 10 minutes to see if it shows up. A DC 15 Search check will find an [[Orange Emblem) and an energy glaive.

The intellect devourer freed other creatures from stasis in order to eat them, but it knew that these would be too much to handle. When it sees the couatl it will flee - but to no avail, although the two small couatls will be slain during the fight.

7. GOLEM STATION: Each of these rooms will contain 1 Extruder Golem and 3 worker Golems. There is a 50% chance that each is non-functioning.

Creatures (EL variable): Extruder Golem, hp 75; see Appendix I: New Monsters.
Worker Golems (3), hp 68; see Appendix I: New Monsters.

8. GREEN SLIME: The growth to the east near the drop tube is above the doorway and will drop off 2 in 6 - check for each character passing through until 4 pieces of slime have dropped. That which grows to the south is covering the rail of the walkway, and is of a bluish coloration which makes it seem as if the paint is peeling from the material rather than that it is covered with green slime. Contact with this substance turns exposed flesh into green slime within 1-4 melee rounds.

Green Slime: The single growth to the east near the drop tube will drop off in one “piece,” not four.

Hazard (EL 4): Green slime; Dungeon Master’s Guide, p. 76.

9. MAGNIFYING VIEWERS: USE ILLUSTRATION #24. If these binoculars are turned the proper way and adjusted (one in six chance per character attempting to discover their use) they bring objects five times closer, i.e 100’ is viewed as if the person was only 20’ distant from the subject. This will allow viewing of the level below (and display of appropriate illustrations) if the hive’s lights are on. Removal of these viewers from their fixtures will result in destroying their optics and will make them useless.

Magnifying Viewers: A successful DC 13 Intelligence check is required for a character to discover how to properly operate the binoculars.


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