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    What Lies Below: Character & Guild Creation Guide By: Troy M. Costisick

    Copyright 2012

    Chapter 1: Introduction

    What is this book for?

    In this book the players will create the centerpieces of the campaign: the Troupe, the Guild, and the Hook. TheTroupe consists of all the characters the players will portray during the campaign. Their adventures are whatthe game is really all about. The Keep, the Lairs, the Enemies, and all other aspects of the campaign dependupon what kind of people the players choose to portray. Therefore, your first order of business will be to createyour troupe of characters for the campaign. After completing your characters, youll create the Guild to whichthey belong. This will entail creating the Guilds Charter, Symbol, Creed, Keep, and Leadership. Oncefinished, the players select the Hook, or main enemy for the first campaign. This book provides a step-by-stepguide for each process, and during the entirety of it, please remembers to consult with your GM. He probablyknows the rules best and is there to help you as you make your choices.

    What kinds of characters are available to play?

    Lets introduce you to the characters of What Lies Below. Look at the Character Record Sheet. Each character has four key parts: Species, Class, Ability Stats, and Movement. There are other character components too, butthese are the main ones.

    A characters species is the ethnic group he or she belongs to. In What Lies Below there are nine species thatyou may choose from for your characters: Angels, Dwarves, Elves, Half-Dwarves, Half-Elves, Half-Ogres,Humans, Ogres, and Satyrs. Each one has its own unique history and appearance. You will choose one for each character that you make during the character creation process.

    Class is a characters heroic profession. Your characters have been trained to fight the legions of evil that live

    in the Underearth. To take on these nightmarish horrors, a Troupe must be prepared to attack from manydifferent angles using many different styles. There are ten Classes in What Lies Below: Bard, Beastmaster,Cleric, Elementalist, Fighter, Mage Hunter, Paladin, Templar, Thief, and Wizard. Descriptions of each followin Chapter 2: Creating Your Troupe.

    Ability Stats are the foundation for a characters capabilities. The Body Ability Stat will be used any time thecharacter needs to perform some kind of difficult physical action. This might include large actions like makinga melee attack, making a ranged attack, bending bars, lifting gates, or wrestling an opponent. It also includesfine motor skills like cutting a gem, sewing a cloth, copying calligraphy, or setting a trap. The Body AbilityStat also covers times when the character might have to withstand some sort of physical trauma such as resistinga poison or disease.

    The Mind and Spirit stats work similarly. Any time a character has to perform some feat of logic, discern thewisdom in a situation, use deductive/inductive reasoning, or create a schematic, the Mind Ability Stat comesinto play. The Spirit Stat governs everything spiritual, emotional, and social. Love, anger, religion, faith,empathy, and perseverance are all areas covered by a characters Spirit. In the Core Rules you will learn howthese stats are used when making an Ability Stat check. For now, use the descriptions above as a rough guide inas you conceive of the characters you would like to play.

    The final major character component is Movement. Getting around the Underearth is a complicated thing. The passages twist and turn in every direction. Light is both scarce and precious. The ground is often slippery anduneven. As a result, how a character moves is important to the game. You will see on the Character Record

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    Sheet there are several speeds for movement starting with crawl and going to retreat. Each measures how fastyour character can go, how tired he or she gets when moving at that rate, and how capable the character might

    be at seeing or hearing what is going on in the surrounding area. The base movement rate (i.e. Walking) will bedecided by your characters species. Most move around 20 every five seconds while walking. Some are faster.Some are slower depending on their size. In the next section, you will read all about it.

    Playing a character in What Lies Below is fun and challenging. Youll be making several, so this is probably asgood a time as any to tell you. Theres a good chance some or most of your characters are going to die. The

    Underearch is a violent and savage land. They do not suffer the surface dwellers to intrude upon their territory.Trespassing is met with extreme force; however, your people are counting on you to keep their lands safe. Sointo the caves you must go. Good luck and fight breavely.

    Chapter 2: Creating Your Troupe

    A Troupe is a band of characters who are allied in some way. For What Lies Beneath, that alliance is the Guild.But before you can create the Guild, you need to know what kinds of characters will be part of it. Creating your Troupe is your first introduction to the mechanics of What Lies Beneath. If youve played other RPGs, many of the character components will be familiar. Characters in this game are simpler than in others, so generating asingle character shouldnt take much time. If you are new to roleplaying games, this text is an excellent text to

    learn the tropes and motifs common among may games in this genre. The process is outlined in specific steps below. Follow them in order.

    Step 1: Generating Your Troupe

    To begin, each player should roll one six-sided die (d6) and add one. So a roll of 3 would result in a value of 4.Whatever the final result, that is the number of character that player must create. You will only ever play onecharacter at a time, so the others will be kept as reserves or alternates. You will need one character record sheetfor each character. It is a good idea to have multiple, blank copies of these character sheets ready to go prior tostarting this process. It is generally left up to the GM to assure that blank copies are available to all players. Hemay delegate this responsibility to anyone, however.

    Step 2: Choose Your Characters Species

    Among the people of light, there are eight major species that have banded together to drive out the Accursedand force them underground. They are the Angels, Dwarves, Elves, Half-Dwarves, Half-Elves, Humans, Ogres,and Satyrs. You are to choose only one of these for each of your characters. A characters species is among hisor her most defining attributes. Below, each of them is explained in further detail. One thing all species have incommon is that they will affect your characters stats. Fin the Stats section on the character record sheet. Whenyou choose a species, mark the modifiers under the Species column on the first page of the record sheet.Each species also has an EXP modifier. You will add this to the EXP modifier from the characters class andwrite that at the top of the character record sheet in the appropriate field.

    Angels

    The

    Innate Characteristics: Can see perfectly in any darkness, upon reaching level 5 they gain the ability to fly.Stat Modifiers: +2 to Body and Soul

    EXP Modifier: 4xWalking Movement: 30 per round

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    Dwarves

    The

    Innate Characteristics: Can see 10 in any darkness, do not suffer any penalties for cramped quarters or attackswhile crawling.Stat Modifier: +2 to Body

    EXP Modifier: 2x

    Walking Movement: 10 per round

    Elves

    The

    Innate Characteristics: Can see 20 in any darkness, do no suffer terrain penalties for wet floor and unevenground.Stat Modifier: +1 to Body, Mind, and Soul

    EXP Modifier: 3xWalking Movement: 30 per round

    Half-Dwarves

    The

    Innate Characteristics: Do not suffer any penalties for cramped quarters.Stat Modifier: +1 to Body

    EXP Modifier: 1xWalking Movement: 10 per round

    Half-Elves

    The

    Innate Characteristics: Do no suffer terrain penalties for wet floor and uneven ground.Stat Modifier: +1 to Mind and Soul

    EXP Modifier: 2xWalking Movement: 20 per round

    Half-Ogres

    The

    Innate Characteristics: Do no suffer terrain penalties for echoing sounds or noxious fumes.Stat Modifier: +1 to Body and Soul

    EXP Modifier: 2xWalking Movement: 20 per round

    Humans

    The

    Innate Characteristics: Begin with an additional 25 Bronze Pieces.

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    Stat Modifier: +1 to Body EXP Modifier: 1xWalking Movement: 20 per round

    Ogres

    The

    Innate Characteristics: Does not get fatigue points from armor, deals double damage to small creatures likehalflings and kobolds.Stat Modifier: +3 to Body

    EXP Modifier: 3xWalking Movement: 30 per round

    Satyrs

    The

    Innate Characteristics: Does not suffer terrain penalties for echoing sounds, wet floor, or uneven ground.

    Stat Modifier: +2 to Mind EXP Modifier: 2xWalking Movement: 20 per round

    Step 3: Choose Characters Class

    The other key attribute that defines what your character is like is his class. Think of a class as a field of study or area of expertise. It is an aspect of adventuring in which your character has been trained. There are tendifferent classes in What Lies Beneath: Bards, Beastmasters, Clerics, Elementalisst, Fighters, Mage Hunters,Paladins, Templars, Thieves, and Wizards. Like character species, each character class has both a Stat Modifier and an EXP Modifier. Fill in the Stat Modifier under the appropriate column on the character record sheet, then

    add the class EXP Modifier to the species EXP Modifier and write that total in the appropriate box in the upper right hand corner of the character sheet.

    Bard

    The

    Starting Songs: 2Starting Mana: 2 MPStat Modifier: +1 to Mind

    EXP Modifier: 2x

    Bards begin with access to the Basic Spell List for Arcane Spells.

    Beastmaster

    The

    Starting Feat: 1Stat Modifier: +1 to Body and Soul

    EXP Modifier: 2x

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    You start with the ability to control one animal. Choose from the Pets section in chapter X in the Core Ruleswith a Body Stat equal to or less than your Soul Stat. That animal will obey all your commands, guard your unconscious body, and die for you in combat if necessary.

    Cleric

    The

    Starting Powers: 3Stat Modifier: +1 to Soul

    EXP Modifier: 3x

    Begin with the Turn Undead Ability. 30 EXP worth of Undead per level will flee from the cleric if possible. Use only once per session.

    Begin with the Smite Ability. 20 EXP worth of Undead per level automatically die (no Reaction roll).Use only once per session.

    Begin with the Dominate Undead Ability. 10 EXP worth of Undead per level will obey the cleric for therest of the session. Use only once per session.

    Begin with the Absorb Undead Ability. 5 EXP worth of Undead per level will vanish. The cleric gains a permanent +1 bonus to his or her Spirit stat. Use only once per session.

    Elementalist

    The

    Starting Mana: MP = to Mind StatStat Modifier: +2 to Mind

    EXP Modifier: 4x

    Elementalists begin with access to the Basic Spell List for Arcane Spells.

    Fighter

    The

    Stat Modifier: +1 to Body EXP Modifier: 2x

    Mage Hunter

    The

    Starting Mana: MP = to Mind StatStat Modifier: +2 to Body and Mind

    EXP Modifier: 3x

    Mage Hunters begin with access to the Basic Spell List for Wizards.

    Paladin

    The

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    Starting Powers: 1Stat Modifier: +1 to Body and Soul

    EXP Modifier: 3x

    Begin with the Turn Undead Ability. 10 EXP worth of Undead per level will flee from the paladin if possible. Use only once per session.

    Templar

    The

    Starting Powers: 1Starting Mana: MP = to Mind StatStat Modifier: +1 to Mind and Soul

    EXP Modifier: 4x

    Begin with the Turn Undead Ability. 20 EXP worth of Undead per level will flee from the Templar if possible. Use only once per session.

    Begin with the Smite Ability. 10 EXP worth of Undead per level automatically die (no Reaction roll).Use only once per session.

    Templars begin with access to the Basic Spell List for Arcane Spells.

    Thief

    The

    Starting Abilities: 3Stat Modifier: +1 to Body

    EXP Modifier: 1x

    Each thief character starts with three Thief Skills. Choose from the list below. Whenever you want to useone of these abilities, roll 1d6. On a result of 1 you automatically succeed. There are not modifiers to your roll. A one will always be a success even if you are being watched, guarded, harassed, or attacked. You cannotuse these abilities if you are bound.

    Climb Walls Death Strike Detect Hidden Disarm Foe Disarm Trap Find Trap Hide in Shadow Pick Lock Pick Pocket Read Languages Set Trap Silent Move

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    These skills may also be combined in a single round to produce a larger effect, though each requires its ownroll. For instance, a thief can Hide in Shadow and Silent Move to effectively move while invisible. He or shecould Pick Lock and Silent Move to unlock a door without making a sound. Or the thief could Hide in Shadowand Pick Pocket to steal from someone unseen.

    Wizard

    The

    Starting Mana: MP = to Mind StatStat Modifier: +2 to Mind

    EXP Modifier: 3x

    Wizards begin with access to the Basic Spell List for Arcane Spells.

    Step 4: Assigning Base Ability Stats

    Look at the Character Stats section. Just to the right of the Total you will see a column marked Base.These are the minimum amount your stats can ever be reduced to by any spell or effect. Each character begins

    with a 1, a 2, and a 3 for his or her Stat Bases. You may choose to arrange these values in any order you like.So for instance, Cindy who is playing Makayla the Elf Paladin chooses to put a 3 in Body, a 2 in Soul, and a 1in Mind. Robert who is play Grax the Satyr Wizard decides to put a 3 in Mind a 2 in Body and a 1 in Soul. For a hint at which stats are important to a character, see where he or she got her Stat Modifiers from his or her Class. Generally speaking, those stats will be the most important to have a high value. You may not combinethese values into a single stat nor trade points from one stat to another during this step. There should be a 1, a 2,and a 3 on the first page of each of your character record sheets under the Base column for Stats. Ask your GMfor assistance if you need it.

    Step 5: Outfitting Your Characters

    There are two options for outfitting your characters in What Lies Beneath. If this is you are a veteran of WhatLies Below or want to save time, you may choose one of the equipment packages described below. This willsave you a lot of time. Each package is flexible enough to handle most situations you will encounter in theearly tiers of the lair. However, is your first time playing What Lies Below it might be to customize your characters starting equipment. Going through the process of buying equipment for your first two or threecharacters helps to get you familiar with the equipment and inspires you with ideas on how to use it. If that isyour preferred method, your characters start with 50 pieces of Bronze each that can be spent on starting gear.See the Equipment Table in either the Players Handbook or Game Masters Handbook for prices. Once youhave decided on your equipment, write down what your character has on the second page of the character record sheet that is entitled Possessions and Powers. We also recommend that you read the Equipmentchapter in the Core Rules book.

    Frontline Warrior Equipment Package

    Minimalist Equipment Package

    Rogues Equipment Package

    Sniper Equipment Package

    Student of Lore and Wisdom Equipment Package

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    Survivalist Equipment Package

    Tavern Rat Equipment Package

    One thing you will need to pay attention to as you choose your gear is Fatigue Points. Each item and container are worth a certain number of Fatigue Points (FPs). These are explained in fuller detail in the core rules, but asa general rule, you dont want to carry gear with FPs greater than your characters Body Stat. Sometimes thiscannot be avoided, and thats okay. Your character may just suffer some temporary penalties while he or she is

    overburdened. This is all discussed in the Equipment chapter of the Core Rules.

    Step 6: Languages

    Navigating the Underearth is an exercise both in violence and diplomacy. Having the ability to eaves drop onyour enemies and understand what they are saying is a valuable ability. Each character begins knowing onelanguage (Common) plus a number of languages equal to half his or her Mind Stat rounded up. So a character with a Mind of 3 would begin knowing Common and two other languages. If a character has a language, he or she can speak and understand most words of that language. There may be some loss of nuance depending onhow specific the conversation might be or how much jargon the speakers are using. Here are a list of languagesspoken in the Underearth.

    Froglock Dark CommonDark ElvenDragonGoblinHalflingKoboldOrcishSphinxinTrollic

    Step 7: Miscellaneous Values

    Examine the Character Record sheet. Most of it has been filled out by this point, yet there is a little more to do.There are several fields that still must be filled out before your character is considered complete. Each isexplained below. Fill them out one by one then move on to step 8.

    Personal Information:

    At the top of the character sheet you will see a field for your characters name (simply called Name) and a place of the player who created the character (Players Name). Fill these out now. If you cant think of a name

    or dont want to bother naming your character until he or she survives a few levels, it is fine to leave that field blank, but be sure to fill in your name so there is no confusion with other players characters.

    Level:

    In the middle of the Character Record Sheet at the top, you will see something marked Level. All characters begin at level 1. Write a one in that blank. There is no bonus for level one, but you will begin accumulatingnew bonuses and abilities as your character gains levels (see Advancement in the Players Handbook).

    Armor Mod:

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    Armor is treated in many different ways in many different games. In What Lies Below, armor preventsdamage. There are three types of armor: Light, Medium, and Heavy. Light armors prevent 1 damage, medium

    prevents 2, and heavy prevents 3. Write down the amount of damage the type of armor your character startswith (if he/she starts with any armor at all) in the Armor Mod blank on your character records sheet.

    Shield/Holy Symbol/Helm:

    Shields, Holy Symbols, and Helmets provide protection against opposing forces. Shields provide a +1 bonus on

    defense to attacks targeting your characters Body. Holy Symbols do likewise for your characters Spirit, andHelms for your characters Mind. If your character has any of these belongings, write a +1 in the appropriate

    blank.

    Weapon Dmg:

    Weapons are divided into three categories. They are labeled as such in the equipment lists in the PlayersHandbook and GMs handbook. Weapon deal damage according to their type: light weapons deal 2 damage,medium weapons deal 4 damage, and heavy weapons deal 6. Whichever type of weapon your character uses,write the appropriate around of damage in Weapon Dmg. blank on the left hand side of the Character RecordSheet.

    Dmg Taken:

    You will have to track how much damage your character takes during combat (see Chapter 4: Combat in theCore Rules). Mark how much damage your character has taken and not healed in this blank.

    R.O.H.:

    ROH stands for rate of healing. This is how much damage your character can heal in an hour of completerest. To calculate your characters ROH, divide his or her Body Ability Stat by 3 then round up all fractions.So if Janus the Dwarven Beastmaster has a Body of 5, his ROH would be 2 (5/2 = 1.33, rounded up = 2). Write

    your character ROH value here.

    EXP Earned:

    Each time your character returns to your guilds Keep, he or she will receive experience points based on howmuch treasure the group has accumulated since its last visit. Keep a running tally of these experience points(EXPs) here in this blank.

    EXP/Level:

    When you made your character, you may have noticed the EXP Mod for both Species and Class. This

    determines how quickly your character can achieve a new experience level (see Character Advancement inthe Players Handbook). To calculate how much EXP your character will need, add his or her Species EXPMod and Class EXP Mod together, then multiply that by 100. For example, Vincent wants to calculate theEXP/Level for his character Rasmund the Ogre Bard. An ogres EXP Mod is 3x. A bards is 2x. Together,that sums to 5. 5 x 100 = 500, so it will take 500 EXP per level for Rasmund. Vincent would then write 500in the EXP/Level blank on Rasmunds Character Record Sheet.

    Movement:

    Each Species has a base movement rate while walking. Write that number under Walk on the right hand sideof the Character Record Sheet. All other movement types are fractions or multiples of that number. Crawling

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    is one fourth of the characters walking speed. Creeping is one half. Jogging doubles the walking speed,running triples it, sprinting quadruples it, and finally retreating quintuples it. Crawling is also considered acharacters climbing speed without equipment (such as rope, pitons, etc.), and creeping is a characters climbingspeed with equipment. Fill out the appropriate speeds on your characters sheet at this time.

    Cash on Hand:

    You may not have spent all of your characters Bronze Pieces (BPs) when buying equipment in step 5. If you

    didnt, your character may want to keep some of those coins on hand in case he or she might need them. Writedown how much money you want your character to have at a moments notice in the Cash on Hand blank.

    Cash in Store:

    Having cash on hand can come in handy when exploring a lair. Kobolds, goblins, and orcs are known for accepting small bribes to leave haggard surface dwellers alone so long as they agree to do the same. However,it is rarely a good idea to carry all of ones cash. Leaving some of it behind in the Keeps vault will ensure thatif you need some extra money, it will be available. Write down how much money your character has in thevault in the Cash in Store field.

    Fatigue Points:

    Fatigue Points (FPs) are explained in chapter 2 of the Core Rules. Before proceeding, you need to calculatehow many fatigue points your character might have at any given moment. Add up all FPs your character hasfrom containers and items not in containers. Write that number under Fatigue Points on your character recordsheet. Also, as you play, make sure you keep in mind how many FPs your character accumulates frommovement. This will matter if he or she accumulates more FPs than his or her Body Stat.

    Jumping:

    Whenever a character makes a jump, the player must declare if the character is making a standing jump or a

    running jump. A standing jumps distance is equal to one fourth of the characters movement (rounded up). Arunning jump is equal to the half characters movement (write these values in the appropriate blanks). So for Hagron the Dwarf, his standing jump would be 3 and his running jump would be 5. If the jump is off by a fewinches, the GM should be generous and allow the character to land where the player wanted. Adrenaline has tocount for something.

    Step 8: Repeat As Necessary, Then Go to Step 9

    Now that you have created your first character, you should understand the process a little bit better. Remember,in What Lies Beneath, you are not creating just once character to portray, you care creating an entire Troupe of characters to portray. So, whatever value you ended up with Step 1, that is the number of times you must go

    through the character creation process. Do this by returning to step 2 and going through step 5 until allcharacters have been finished. After all your characters have been made, designate one of them as your startingcharacter and hand it to the GM. This will be the first character you will portray when the campaign actually

    begins. The characters handed to the GM in this way will constitute a party. A party is whatever charactersthe players are currently portraying. One troupe may have many parties and characters may switch in and out of

    parties all the time. This only matters when it comes to earning experience points which is further explained inthe Chapter 3 of the Players Handbook. Once you have finished making your Troupe and choosing your starting characters, it will be time to move on to making your Guild.

    Step 9: Your Guilds Charter

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    Each guild is given a specific task. Think about what type of campaign you, as the players, would like to have.This is what you will write in your Charter. The first order of business is to name your guild. The name can beevocative or humorous, specific or cryptic. Regardless, the name should be something that inspires the group torepresent their people courageously in the lairs below.

    Second, you must decide on an enemy. The lairs that crisscross the Underearth are filled with horrors of everykind of imagining, but within each lair there is usually a predominance of a certain species. It could be undead,goblins, orcs, golems, or something else. Choose one from the list below and write in the field marked

    Charge on your Guild Record Sheet. This is the enemy your guild has been charged with eradicating in your area. Other races and species you may want to Parley with. They are not necessarily the focus of your guildsexpeditions.

    FroglocksDire BatsElementalsGoblinsGolemsHalflingsHalf-Men

    KoboldsMyconidsOcculiOrcsSpidersTrollsUndeadWraiths

    Third, you will fill out some other information about your guild. Write your answer to the following questionson your Guild Record Sheet in the appropriate blanks. How old is your Guild? Keep in mind that it has only

    been 10 years since the end of the great war. So the oldest guilds are only seven or eight years old (years arewritten as 5 AGW or 7 AGW with AGW standing for After the Great War). Was your guild founded by alarge group of people or a small? Generally, this will be between 20 to 100 people. How many members doesit have currently (including your Troupe)? How big it allowed to grow, i.e. what is the maximum number of members? These three things are important.

    If your guild was formed by a large group of people, then you will be able to start with more resources at theguilds Keep. If it can grow larger it means you wont have to split off and form a new guild any time soon.However, keep in mind that building a new guild with a small number of members up to a large and thrivingguild is a fun challenge. Dont be too hasty to just choose big numbers in order to make life easier onyourselves.

    Next, you will need to create a symbol for your guild. This symbol will be emblazoned on your charactersclothing and be a standard around which guild members will rally in times of distress. Consider your guildsname, its enemy, and when it was founded. How can this be represented visually to evoke meaning for you andyour fellow players? How can the GM use it to enhance the campaign? Give it some thought, then sketchsomething out in the Symbol box in the center of the Guild Record Sheet.

    Finally, you must choose the leadership for your guild. This is critical because each type of leader bringssomething special to the guild and to your Troupe. Read the descriptions below, select only one, and then writeit under the Leadership heading on your guild record sheet.

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    Dwarven Fighter

    All characters gain +1 to their Body Stat every 6th level.

    Angel Templar

    ROH for all characters resting at the Keep is tripled.

    Elven Cleric

    All characters gain +1 to their Soul Stat every 6th level.

    Human Fighter

    The bronze piece cost for all non-magical arms and armor and repairs is reduced by 10%

    Human Thief

    Money changing and vault leasing are done at no cost for guild members.

    Elven Beastmaster

    Food and water rations are given to all guild members at no cost.

    Satyr Wizard

    The bronze piece cost for all magical items sold at the keep is reduced by 10%

    Human Wizard

    All characters gain +1 to their Mind Stat every 6th level.

    Angel Paladin

    All characters gain two additional dice to roll when facing a demon, lich, or vampire.

    Ogre Fighter

    All weapons used by guild members do 1 additional damage for every six levels of experience.

    This will complete your guilds charter, but youre not done making your guild yet. There are still many other

    aspects of this organization that need to be fleshed out before you begin play.

    Step 10a: Designing Your Keep The Staff

    Now that you have the people who make up your guild decided, its time to create their living space. This spaceis known as the Keep. Creating a Keep is a somewhat lengthy process, so if youd rather get right to play, thereis an excellently designed pre-made keep in the Core Rules book. You can use that one and it will serve mostof your partys needs perfectly. If you are interested in creating your own Keep after all, then proceed on!

    To begin, look back at your Guild Record Sheet. How many members does your Guild have now? If thenumbers are high, say 200 or more, then your keep is going to be very large. If the number is lower, say 25 or

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    less, then your keep is going to be small. For every 10 members, you may choose one of the following artisansto have a permanent shop within the Keep (you may choose the same one more than once):

    AlchemistAnimalkeeper ArchbishopArchmageArmorsmith

    BlacksmithBrewer Carpenter Cartographer Cobbler Cook Cooper DiplomatDistiller Entertainer Gardener

    Healer HerbalistJeweler LocksmithLoremaster MasonMerchantOraclePainter ScribeSculptor

    Tailor Tanner Tinkerer TobacconistTorturer Vinedresser Weaponsmith

    The following artisans come with each Keep regardless of the number of current members. You may writethem down on your Guild Record Sheet.

    Bar Wench x3BarkeepBowyer/Fletcher Groundskeeper LookoutMaster of ArmsMoneychanger Tower Guard x5

    Step 10b: Designing Your Keep The Facilities

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    Each of the artisans you chose in step 9a automatically comes with a workshop, storefront, or some other work space built into the Keep for him or her to do their job. Those areas are not open to the public, but are there for guild members to do transaction with the artisans. However, those arent the only amenities a Keep has to offer.There are spaces in a Keep that can be used by the public and/or guild members without cost or requiredtransaction. For every 20 people in the Keeps current membership, you may choose one of the following (youmay select the same one more than once):

    Arena

    Arms Practice RangeBreweryCemeteryChapelConservatoryDistilleryDungeonInnLibraryLovers BalconyMuseum

    OrchardPrivate ApartmentSecret PassageSmithySmoke HouseStablesTheater WineryWorkshop

    The following facilities come with each Keep regardless of the current membership. You may write them down

    on your Guild Record Sheet and incorporate them into the Keeps Design Sheet.

    ArmoryBanquet HallConference RoomFront GateGatehousePrison Cell x2Sewage LevelSleeping RoomsStore Room

    TavernTowers (x4-10)VaultWall

    Step 10c: Designing Your Keep The Structure

    Next you come to designing the actual floor plan of your guilds Keep. Look back at your Guild Record Sheet.How many members founded your Guild? For every 10 people, you may have one story in your structure.Also, for every 5 people, you may have a 100 section of wall. Use the draw your keep using the Keep DesignSheets or the Keep Templates in this book. Be sure to include work areas for all the artisans you selected in

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    step 9a and all the additional facilities you chose in step 9b. Be creative. Let your imagination run wild, andcollaborate with your fellow players to create a home base for your Troupe that everyone can use and enjoy.

    Step 10d: Allotting Henchmen

    Each guild has a certain number of henchmen units that can be hired to complete missions by the PCs. How tohire a unit, extra costs, and unit effectiveness is covered in the Players Handbook and the GMs Handbook.There are a finite number of units per guild: 1 unit for every 50 members to be exact. Once these units are

    depleted, they cannot be replenished. Use them wisely.

    Step 11: Assign Player Roles

    In addition to portraying characters, players are going to be assigned roles and responsibilities. There are anumber of extra jobs that must be done in on the players side order to make a game of What Lies Below runsmoothly. First, you must assign three Roles. These roles are Leader, Mapper, and Treasurer. A campaignin What Lies Below works best when there at least three players. If there are exactly three players, each oneshould select one of these roles. If there are more than three (which is great!) there are two additional roles thatcan be assigned: Backup Mapper and Historian. Assign them to the remaining players if possible. These rolesshould rotate at the start of each new session that way everyone has a chance to exercise his or her skills in

    leadership, cartography, and accounting. Each of these five roles are described below:

    Leader: Every adventuring group needs one person to coordinate decision making and to be a spokesman for the party. In What Lies Beneath, that person is called the leader. The leader is almost like a player-side GM.The leaders job is to coordinate tactical and strategic decisions by the player and relate them to the GM. TheGM should not acknowledge any suggestions or remarks by any player as the groups final decision unless the

    player who made the suggestion or remark was the leader. It may not be entirely clear right now why this isimportant, but once you begin play and all the chaos of rolling dice, formulating attack strategies, and dealingwith background noise comes together, you will see how having one spokesman for the group is a hugeadvantage.

    Also, the leader has a special role during combat. He gets to decide initiative. Initiative is the order in whichcharacters take their actions. In many games, initiative is decided by a dice roll or by some value on a character sheet. In What Lies Below, the group works out their plan together then the leader announcing to the GM whoacts first, second, etc. This gives crafty players a huge tactical advantage in a fight, and youll need it too. Themonsters of the Underearth are numerous and deadly. Every fight could prove lethal for the entire party if the

    players arent careful.

    Mapper: The mapper has, perhaps, the most critical role in What Lies Below. You will be responsible for saving your companions lives over and over. Your job is to chart the layout of the lair as your character explores it. The GM will describe the lair in precise detail (using the cardinal directions-NSEW-and distance infeet). It is your job to turn the GMs description into a visual representation of the imagined dungeon. The GM

    has a perfect map of the dungeon, but hes not going to share it with you. Part of the challenge of playing WhatLies Below is creating a good map that you and your Troupe can use to navigate the twisting tunnels of theUnderearth.

    As you draw, you will develop your own labeling system for various underground rooms and passages. Wesuggest that you consult your group mates so everyone is on the same page. But as you go, you should mark some type of identifying feature for each room this way if the group is running from danger and getsdisoriented, you will be able to figure out where you are by quickly consulting the map. There is nothing worsethan being lost in the Underearth. Dont be afraid to double check your understanding of the GMs descriptionand make sure you have more than one sheet of graph paper handy. Youll need them.

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    Oh, and one more thing. If you are the mapper for the evening for your play group one evening it is establishedthat your character (or one of your characters if youre playing more than one at a time) is the one with map in-game. So if another players character gets separated from your character somehow, he or she will not haveaccess to the map until they meet again. You may not realize it yet, but that ought to send chills down your spine. The mapper is critical to a characters survival.

    As your character maps the lair, he has to have certain items with him. These include some writing device(charcoal, pen, stylus), some writing medium (ink, charcoal, clay tablets), and a light source so he can see what

    hes doing. This means at the very least, one of your hands will very likely be holding some type of object-maybe both hands. Keep this in mind as you are walking through the Underearth. Its a dangerous place and itis very dangerous not to have your weapons at the ready.

    Treasurer: As the Troupe moves through the lairs in the Underearth, the characters will accumulate some typeof loot. A lot of this loot will come in the form of coins (Bronze, Silver, Gold, etc) but there will likely be other items too like weapons, armor, or magical artifacts. It is extremely inconvenient to try to divvy up this treasurein the middle of exploring a network of tunnels. Thats where you come in. The Treasurers job is to keeptrack of all the stuff the party takes from the lairs inhabitants or environs. This treasure should then be dividedonce the characters have some tie to rest and discuss the issue.

    Ideally, the character or characters played by the treasurer for the evening would also carry the coins and itemsretrieved from the lair until it is divided. However, as the treasurer role rotates like all roles, it is understoodthat a character with a very low Body Stat might not be able to carry it all. If such is the case, the treasurer maydesignate another character to carry something; HOWEVER, the treasurer is still required to be the one tocatalogue all loot and to be able to give a full inventory of what has been taken when asked by another character.

    Backup Mapper: It is not uncommon for a party exploring a dungeon to become separated. This usually is adisaster. However, if a group has both a main mapper and a backup mapper, the odds of survival go way up.The backup mappers job is nearly identical to the main mappers job. You should try to render the GMswords in a usable, visual representation of the lair. It is your character that is assumed to have the backup map.

    You also must be carrying writing materials and a light source to do your job.

    Historian: As the Troupe explores the lairs, meets the leadership at the Keep, gets to know the artisans, andmakes alliances with various NPCs (non-player characters), the amount of information the group needs to keeptrack of grows immensely. Its nearly impossible for everyone to remember everything. Thats where thehistorian comes in. It is your job to write down the names of all the important people your group meets, all theimportant places they visit, and all of the important discoveries they make. The notebook you keep will becomean invaluable resource both to you and to the GM. When the groups need to remember which tribe of orcs inthe Underearth is at war with which tribe of halflings, it is the historian who comes through with the answer.When the group needs to remember how the recipe for turning myconid spores into trail rations goes, it is thehistorian who has it written down.

    There is no end to what a historian may want to keep track of. It is impossible to list it all, but what follows is a brief list of suggested items you may want to take note of in your journal:

    -Names of important surface NPCs-Names of important Underarth NPCs-Names of important locations in the Keep or Lairs-Number of kills for each type of monster the group has made-Amount of loot taken during each delve-Intelligence gathered by scouting on the various Underearth factions-Weakness of certain monsters or allies

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    -Safe zones (or relatively safe zones) in the Underearth-Techniques for scrounging up food, medicine, or water in the Underearth-Favors the PCs owe and are owed by NPCs

    Each player role is important, and as mentioned, should rotate at the beginning of each session. Part of the funin playing is having a job to do while the group explores. Being able to take on each role throughout thecampaign will give you a more holistic view of what is happening, and that, dear friends, will make you a better adventurer!

    Step 12: Assign the Books

    Players are charged with keeping track of three of the rule books that come with What Lies Below: TheCharacter and Guild Creation Handbook, the Core Rules, and the Players Guide. If any players were notassigned a Role in step 10, assign one of them to be keeper of the Core Rules or the Players Guide. Assign anyremaining books as necessary on a volunteer basis. Like the player roles, the keepers of the rule books shouldrotate at the beginning of each session so everyone has a chance to become familiar with using them.

    Step 13: Review

    Look back over your Troupe, Guild, and Keep. Is there anything missing? Would you like to changesomething? During this last step, you may go back and redo any part of the creation process. However, once

    play begins, there is no changing what you have. Youll have to discover solutions and workarounds if any problems arise. Once you and your fellow players are satisfied with your characters, charter, enemies, andkeep, you may hand over all your record sheets to the GM. He will use them to design the rest of the setting for you including the lairs you will visit, the non-player characters you will meet, and treasure you will find.

    Now that you are done with this book, you may give it to the player who was charged with keeping it in step 11.Chances are you will only refer to this tome a couple of times during actual play, so its not vital that it be kepton the table. Its main purpose has been served.