The world of Allaran has had a long and storied history, from the ancient wars between the Gods and the Evils to the rise and rebellion of the Fey culminating in the division between Allaran, the world of mortals, and Faerie, the world of magic, ending the Age of Myth. Since this divide, magic has subtly diminished, no longer do the great ley lines channel unbridled power across the continents and the vast empires of elves, men, and dwarves are slowly retreating. Even as magic recedes, a new wave of innovation and technological power is growing on Allaran. Although magic remains paramount, advances such as gunpowder, printing, and the steam engine are turning a world of knights and sorcerers into a world of firearms and machinery. The year is now 1303 by the Westron Reckoning, the waning of the Age of Magic, and the dawn of the Age of Steel.



Any material printed for D&D 3.5 is permissible with approval from the DM.

Any other material can be adapted; this includes AD&D supplements, 3.0 content, and 4E. Adaptation is only allowed if no comparable content already exists for 3.5 or Pathfinder and with special permission and input from the DM.

Healer’s Kits heal 1d6 hp+1d6/5 pts over DC. Base DC to heal is 15. Healer’s Kits may only be used in this manner once per day.

All ones rolled for hit points and critical damage are rerolled.

Each player rolls 4d6, dropping the lowest roll, seven times and chooses the best six rolls for character creation.




Al’areis’tor (The High Place of the Stars)
Al’areis’tor (commonly: Areistor) is a high elven kingdom situated among the high peaks of the Spinerims. Areistor is one of the last major centers of elven culture and learning; it is renowned for art and repositories of magic although few other than the elves have ever set foot inside. Areistor frequently sends out mages and warriors to recover lost elven artifacts and bring them back to the seat of elven power in the west.

Major City: Areistor
Common Races: Elf (High)
Major Religion: The Powers

Arvaine (The Kingdom of Arvaine)
Arvaine was once the southernmost province of Galian and it is from their royal line that the deposed kings of Galian came. Allied with the Witch-Priestess of Suhl and the Mages of Mora, the Kings of Arvaine have long sought to reclaim their throne in Galian keeping relations smoldering for centuries. In recent years, Arvaine has begun amassing their armies; sightings of an ancient green dragon in the swamps to the west have been taken as an omen that the kingdom is now in ascension.

Major Cities: Arvel, Mora, Theramon
Common Races: Human (Westron), Orc, Half-Orc, Dwarf (Sea), Halfling, Dragonborn
Major Religion: The Twins

Berrivar (The Kingdom of Berrivar)
Berrivar is one of the two kingdoms that border the Kalistar. As such, Berrivar finds itself often beset by raids causing martial prowess to be highly respected. For the past year, Berrivar has seen civil war. The young King Nerwin struggles against his uncle, the former marshal of the border armies, Duke Charles. While armsmen and mercenaries fight bloody skirmishes and nobles jockey for position, the common folk worry that the next time the barbarian Kal comes south they will suffer.

Major Cities: Rivercastle, Arbor, Fartower
Common Races: Human (Westron), Elf (Sylvan), Halfling, Half-elf
Major Religion: The Twins

Dulquis (The Grand Duchy of Dulquis)
Dulquis is a small yet important nation that sits on the narrow plain between the southern edge of the Worldspine Mountains and the sea dividing the west from Lystrea. Dulquis’ eastern border is protected by treaty and the threat of angering the orc tribes that dwell in the mountain foothills stretching to the sea. The west is watched by the citadel of the Knights of the Dawn. Dulquis is a peaceful land that has grown prosperous on the trade that flows between east and west.

Major Cities: Meusel, Nylis
Common Races: Human (Westron and Lystrean), Halfling, Gnome, Half-Orc, Dwarf
Major Religion: The Twins

El’es’tirian (The City of the Divine Tree)
El’es’tirian (commonly: Tirian), is an elven state built around the major sacred site of Life in the forests north of Lystrea. Primarily inhabited by high elves, although its outlying villages are largely sylvan elf, Tirian is very isolationist although some of their rangers and more adventurous citizens recently assisted The Upper Reaches in their rebellion. Even with its insular nature and hemmed in by Lystrea, Tirian remains a powerful nation.

Major City: Tirian
Common Races: Elf
Major Religion: The Powers

Galian (The Republic of Galian)
Galian is the largest of the realms west of the Worldspine Mountains and the only nation of Lethel to not be ruled by a monarchy. Six hundred years ago, King Karl the Mad led Galian into a bloody war with the dwarves. After his death, the people of Galian revolted and overthrew the monarchy. His young son fled to the south, establishing Arvaine. Galian came to be ruled by an elected Assembly of landholders creating the first true republic in Allaran. Galian is an economic powerhouse, with lucrative trade, many natural resources, and close allies in the dwarves and elves who live nearby.

Major Cities: Galia, Westhaven, Pharis, Rivell
Common Races: Human (Westron), Halfling, Dwarf (Mountain), Elf (Sylvan), Half-elf
Major Religion: The Twins

Hrush-a-kazakrim (Fortresshalls of the Ocean)
Hrush-a-kazakrim is the last major sea dwarven kingdom in the known world although many smaller cities still exist throughout the oceans. The great city is home to the major sacred site of Water. The High King of the Sea Dwarves still rules a vast stretch of ocean fighting away the sahuagin and other beasts of the deep that destroyed the rest of the once mighty aquatic empire.

Major City: Hrush-a-kazakrim
Common Races: Dwarf (Sea)
Major Religion: The Powers

The Low Counties (The Confederation of the Low Counties)
The Low Counties are a series of small lordships and towns along the southern coast of Lethel. They tend to be peaceful farmers and craftsmen. What little trade exists travels mostly overland through the gap between the Spinerims and the ocean near the opening of the Arvani Plain. The Counties occupy land once held by the ancient Imasiir and Cywyl peoples who were some of the earliest human civilizations.

Major Cities: Crossway, Rordenport
Common Races: Human (Westron), Dwarf, Elf (Sylvan), Halfling
Major Religion: The Twins

Imperial Lystrea (The Imperium of the People of Lystre)
Imperial Lystrea was once eight small nations (Lystre, Jurlia, Sutha, Etrus, Massili, Fieranth, Nekhara, and Lenetia) in the great eastern grasslands and hills of Eastern Lethel. Almost nine hundred years ago, the ruler of Lystre, Marcus Verius, unleashed his armies upon the neighboring lands. For the next sixty years war raged; Marcus died and his successor Konstantine and his advisor Lyxos finished the war in a campaign known as the Days of Fire. Since unification, Lystrea has become increasingly xenophobic and insular. Areas of Jurlia and Sutha recently managed to achieve de facto autonomy in guerrilla rebellions. Despite the success of the northern rebellion, Lystrea’s Legions remain the most feared fighting force in the world. Lystrea is ruled by a triumvirate consisting of the Emperor and two Consuls elected by the Senate.

Major Cities: Lystre, Lenetium, Konstantion, Firem, Tyraus
Common Races: Human (Lystrean), Dragonborn, other non-human races are enslaved
Major Religion: The Imperial Pantheon

Murukograd (Hammerfall)
The dwarven kingdom of Hammerfall dominates the Ramshead Mountains of southeastern Lystrea. With the increasing xenophobia of their human neighbors, the dwarves have sealed their great gates. Focusing downward, they dig ever greater mines and vaulted halls deep beneath the earth which have brought them into increasing conflict with creatures that dwell in the bowels of the world.

Major City: Murukograd (Hammerfall)
Common Races: Dwarf (Mountain), Gnome
Major Religion: The Powers

Khazorodrim (Greathalls of the Mountains)
Khazorodrim is the massive dwarven empire below the Worldspine Mountains. With many cities and a vast network of underground roads and villages, Khazorodrim dominates the center of Lethel. In the past century, Khazorodrim has been assaulted from all directions. Beastfolk raid the surface settlements; orcs, goblins, and darker things strike from below into the huge cavern network. The incursions have resulted in a bloody war in the darkness; the losses have far outweighed new dwarven children and the dwarves have found themselves slowly pushed to the brink of collapse.

Major Cities: Khazakrimlak (Great Kingmountain), Imkrimbar (Silverpeak)
Common Races: Dwarf (Mountain)
Major Religion: The Powers

The Untamed North (Lands of the Northmen)
Vast stretches of cold forest and lakes east of the Worldspine Mountains, the Untamed North is home to few areas any would call civilized. Constant warfare between human and orcish tribes, sylvan elf kingdoms, and all the perils of a truly unbroken country mean that only the hardiest venture to the dark forests in the north of the world.

Major Cities: Helberg, Nordugar, Narrush-okrag
Common Races: Human (Northman), Orc, Elf (Sylvan)
Major Religion: The Twins, The Powers

The Upper Reaches (Upper Jurlia and Upper Sutha)
The Upper Reaches are the autonomous regions of the Lystrean provinces of Jurlia and Sutha. Fifty years ago, the native Jurls and Suts, with support from the more independent Lystrean settlers and small forces of elven warriors, succeeded in waging a decade-long guerilla war finally managing to free significant portions of the their lands. Although Lystrea does not recognize their freedom, other nations have come to respect the two new realms for being able to successfully revive some of their lost culture and hold off the feared Lystrean Legions.

Major Cities: Thulheim
Common Races: Human (Northman), Elf (High), Half-elf
Major Religion: The Twins

Visrya (The Kingdom of the Vistuls)
Visrya is a relatively new kingdom, founded only a generation ago; it is composed of what once were the independent noble fiefs that stretch west of Berrivar and south of the Spinerims along the western coast. Long protected from the Kalistar by the tall barrier of the Upper Spinerims and Arvaine by the Lower, Visrya was united for the first time when an intrepid Kal khagar led his warband through a mountain pass sacking numerous villages before the people of the valley united and drove them back. Now the people of the Vist River valley have made a king and nation for themselves wary of Kal raiders and Arvaine’s imperial ambitions.

Major Cities: Vistka, Lievt
Common Races: Human (Westron), Dwarf (Mountain), Elf (Sylvan)
Major Religion: The Twins

Warlin (The Grand Duchy of Warlin)
Warlin sits in the northern foothills of the Worldspine Mountains nestled between the Sea of Ice and the crags of the tall peaks. Warlin is very isolated and has almost no contact with other human nations. With their only port choked by ice much of the year, the majority of Warlin’s trade flows through the dwarves. Warlin is ruled by the descendants of a mighty sorcerer who claimed the region and drove away the beastfolk centuries before.

Major City: Summerdock
Common Races: Human (Northman), Dwarf (Mountain)
Major Religion: The Twins

Yuilin (The Realm of the Smallfolk)
According to legend,Yuilin is the small vale where Air first created the Halflings. Imbuing the people with their characteristic wanderlust, Air ensured they would always have a sacred and protected homeland on their return. Most Halflings leave Yuilin early in their lives to find and earn their fortune only returning to Yuilin as they feel age settling in on them; they return home to raise a large family completing the cycle of life in Yuilin like the great winds of their creator blowing in spirals over the world.

Major City: None
Common Races: Halfling
Major Religion: The Powers


Ebzetec (The Jungles of Eb)
Ebzetec is a vast jungle basin north of the Magicsend Mountains. With a warm tropical land populated by strange and exotic beasts, the Eb are a superstitious and somewhat primitive people who seem to have an innate understanding and control of their homeland. Although Lystrea recently invaded and captured most of the temple cities along the coast, the Eb just retreated inland, and in the jungle, the Legions dare not follow.

Major Cities: Zetihuacan, Tlaxiala
Common Races: Human (Eb), Dragonborn, Orc, Half-orc
Major Religion: The Powers

Emiraz (The Emirates of the Azure Coast)
Merchant city states ruled by hereditary princes called emirs, the Ishari people of the Emiraz have long worried about Lystrean ambitions south from conquered Nekharis. Numerous descendants of Nekhani refugees still live along the Azure Coast and the vast trading fleets have begun to be outfitted with the strange new gunpowder weapons emerging from the southlands. With the dawning of a new age of commerce and invention, the people of Emiraz look toward a bright future.

Major Cities: Merina, Cteisariz
Common Races: Human (Lystrean, Ishari, Theran, Eb)
Major Religion: The True Faith

Mer-Zilaam (The Lion of the Southlands)
Mer-Zilaam was once the preeminent kingdom south of the Magicsend Mountains occupying the entire southern coast of Theras. Mer-Zilaam was a state of glittering sorcerous towers and shining cities of marble and silver. Now the cities are in ruins as the arcane magic which created them was vanquished; the new capital of the former Lion of the Southlands is a ramshackle collection of tents and huts around a mudbrick fortress where the last Lion Prince watches more and more of his authority taken by The Theocracy.

Major City: Mer Zilaam
Common Races: Human (Theran)
Major Religion: The True Faith, The Powers

Nekhara (Autonomous Imperial Province of Nekharis)
An Imperial Lystrean province south of the Straits of Konstantine, Nekhara was the last nation conquered in the initial Unification of the Empire. Since then, the Imperial governors have become largely autonomous with the nature of ruling an overseas territory straining the usual tight control by the Consuls in Lystre. Although afforded a suitable deal of freedom, most non-human races do well to be cautious here as Lystrean xenophobia holds strong; the Legions of Nekharis serve with the same steely determination as the lockstep armies of old.

Major City: Nervioch
Common Races: Human (Lystrean and Ishari), Dragonborn
Major Religion: The Imperial Pantheon, The True Faith

Syr-Lishaan (The Silver Sands)
Syr-Lishaan was once a fertile and prosperous kingdom named Syr Riyal with its roots in the river valleys just south of the Magicsend Mountains. At the end of the Mourning War the archmagi of Syr Riyal unleashed an epic spell in an effort to halt the invading forces of the Theocracy. Unfortunately, the unleashed magic backfired and utterly devastated the nation. Now, it is a windswept desert; its few remaining people owe loose fealty to the Priest Regent, a puppet of the The True Faith, who is preparing to officially turn over control to the Theocracy.

Major Cities: None
Common Races: Human (Theran), Dragonborn
Major Religion: The True Faith

Calishan (The Caliphate of the Ishari)
Calishan is the largest of the Ishari lands on the eastern peninsula of Theras sitting in a vast fertile river valley below a rocky plateau jutting from the Magicsend Mountains. Girded by the Emiraz to the west and the Nekatshan Mountains to the north, Calishan has spurred great advances in alchemy, astronomy, and mathematics. Even as magic weakens throughout the world, the Geometrists and Alchemists of Calishan combine magic and science in ways few can imagine.

Major Cities: Calishah, Bashar Et, Aydin
Common Races: Human (Ishari, Theran), Elf (High), Dragonborn
Major Religion: The True Faith

The Hyld Coast (The City-states of the Magi)
The cities of the Hyld are the last remnants of arcane power on Theras. Protected from the Theocracy by the Magicsend Mountains, the magi who managed to flee the vengeance of the Faith created small but powerful city-states that control trade between Western Lethel and the riches of the south. The Hyld Coast is currently undergoing a fractious trade dispute between Par Eshai and Mer Calival that threatens to erupt into a full blown war for control of the trade routes into Theras.

Major Cities: Par Eshai, Mer Calival
Common Races: Human (Theran and Westron), Dwarf (Sea), Halfling

The Theocracy (The Most Holy Land of Truth)
The Theocracy is the nation established by the victorious True Faith that killed or drove away the mages who once ruled Theras south of the Magicsend Mountains. Only small pockets of resistance, typically led by sorcerors or others born into arcane power remain as all spellbooks or other sources of arcane magic have been banned as heresy. With the demise of arcane magic, the people of the Theocracy have embraced technology and are moving into an industrial revolution fueled by the new machinery and explosives. The Theocracy also controls the few remaining states as vassals resulting from the Treaty of Mer-Zilaam; they are slowly gaining absolute control over the remnants of the former powers.

Major Cities: Mer Isaam, Syr Ataamyr, Mer Visaa
Commons Races: Human (Theran), Gnome
Major Religion: The True Faith


Xinshao (The Eternal Jade Empire)
Unknown to nearly all the people of the western two continents, Xinshao maintains contact only through merchants at a single port city, Shaolung. All foreigners are restricted to the docks and no one save the greatest mages and explorers has seen the fabled lands beyond. Vast metropolises teem with people and from The Celestial Palace, the Jade Dragon Emperor wields magic unseen by any mortal eyes.

Major Cities: Jeixing, Shaolung, many others
Common Races: Human (Xinshi)
Major Religions: Worship of the Jade Emperor.

Shin’la’mere (The Seat of Knowledge)
Sitting on a rocky crag overlooking the western shore of Xinshao, Shin’la’mere (commonly: Shinla) is an isolated high elf city holding vast libraries from the time before gods and mortals were separated. As the ancient homeland of the emperors of Xinshao, Shinla is viewed by many in Xinshao as a sort of heaven where the worthiest sages and monks may learn all that exists. In many ways, these rumors are true although the elves are always wary of letting any outsider, even one who can find their way into the magic shrouded city, access all of their arcane secrets.

Major Cities: Shin’la’mere
Common Races: Elf (High)
Major Religions: The Powers



The Guild of Arcanists registers mages, sorcerors, and summoners throughout the Westron lands. The Guild is extremely strict about allowing its followers to practice spells traditionally regarded as the black arts, primarily necromancy, and gladly hire adventurers or send lower rank mages within the Guild to hunt down anyone who refuses to register or breaks the rules of the order. Some lands have managed to resist the Guild’s reach, primarily Warlin and Lystrea, which maintain their own codes of conduct for arcane spellcasters.

The Ebon Masks is the front for the de-facto Thieves’ Guild for much of Lethel. Posing as a charitable fraternity of citizens, the Masks run many of the shadier areas of major cities and expect a cut from anyone moving in on their territory in the underworld. Rogues and other shady characters should be wary of their actions in areas that the Masks control, but can also find a helping hand in times of need.

The Hands of Dusk is a black market and thief-for-hire service operating in Lystrea. Sanctioned as an official temple of Iuminus, through his aspect as god of knowledge, the Duskers are in reality little more than a slightly more respectable band of thieves, spies, and cutthroats. Nearly any good or service is available from the Hands of Dusk… for the right price.


The Knights of the Dawn are dedicated to breaking the power of the undead, in particular that of intelligent undead such as vampires and liches. From their base at Darksfall Fortress, the Knights send warriors and paladins all over the world to hunt out any signs of the undead and eradicate them.
Alignment: LG

The Knights of the Cerulean Topaz are a small order of clerics, knights, and wizards who hunt down aberrations- things from other realms that have invaded Allaran – and seek to change it into something alien and foul. Invoking the power of an ancient sign, they slay beasts from beyond and any mortal followers.
Alignment: LN

The Knights of the Crimson Drake are ostensibly an independent knightly order with strong ties to Lystrea. In reality, however, they are a cult of dragon worshippers who serve the Consul Lyxos and the Chromatic Queen. Their power is mostly kept in check by the Imperial Army and Praetorian Guard, who prop up the puppet emperor as a foil to the consul’s power.
Alignment: LE

The Knights of the Star Ascendant are knights who serve the ancient demigod Atraeus called the Prince of the Stars. They believe Atraeus to have fallen to earth after a great battle creating the Rift. Their fortress sits along the Riftedge and they frequently battle with the orcs and other creatures living in the surrounding wilderness. In addition, the Knights frequently hire out as mercenaries and adventurers throughout the known world.
Alignment: LN

Various smaller knightly orders exist, mostly in the service of a single kingdom or region; however, these four are the main international orders with members being recognized, as well as holding territory and fighting in many nations. Smaller knightly orders include the Knights of the Lion in Dulquis or the Knights of the Arbor in Berrivar.


The Tribes of the Kal inhabit the vast steppe of Kalistar in northwestern Lethel. Expert horsemen and
bowmen, they range in clans called khagans led by warleaders known as khagars. The Kal are viewed as barbarians by the other peoples of Lethel but they have strong ties with the Sylvan elves who inhabit the forests bordering their plains They live by a code of deep personal honor, although it is unrecognizable by most southerners.

Race: Human (Kal)
Major Religion: Triu

The Tinkers are a group of gnomes who wander all the lands of Lethel in their strange caravans. Tinkers are organized as clans consisting of a group of interconnected families; they are welcomed in most communities for the trinkets, stories, and exceptional skill they possess with many crafts and magics. This practice has even led to a superstition that bad luck follows anyone who harms a Tinker.

Race: Gnome
Major Religion: The Powers


Pax Mummy's Mask Gnooble