Fallcrest Location Key
This old fortification was built on a small island in the
Nentir to guard the city from any waterborne attack
from the north. It fell into ruin even before the sack of
the old city, and now is little more than an empty shell
overrun by mice and birds.
Boats proceeding down the Nentir must stop here and
offload their cargo, which is then portaged through
the town to the Lower Quays and loaded onto boats
below the falls. Likewise, cargo heading in the other
direction is carried up to these quays and loaded
aboard boats bound upstream.
A surly dwarf pugilist named Barstomun Strongbeard
runs the porters’ guild, and he takes a cut of
any wages paid to laborers carrying cargo up or down
around the falls. Barstomun and his thugs are trying
to extend their reach by intimidating merchants who
send their goods overland and forcing them to hire
guild porters for any cargo handling in town.
Dwarf artisans from the citadel of Hammerfast built
a fine stone bridge over the Nentir two hundred years
ago. Although the bridge was destroyed when Fallcrest
fell, the great stone piers supporting it remained intact,
so a few years back the people of the town laid a new
timber trestle over the old stone footings.
A small toll house guards the western side of the
bridge. Five Fallcrest guards under the command of
Sergeant Thurmina watch this post. They collect a
toll of 1 cp per head (and 1 sp per mount) making use
of the bridge in either direction. Thurmina is a gruff
woman who has been known to turn a blind eye to odd
cargo moving over the bridge when paid to do so.
The river current begins to pick up on the south
side of the bridge. Boats (or swimmers) venturing far
from the banks are in danger of being carried over the
A fine new building constructed of fieldstone and
strong timber, the Nentir Inn stands on the west bank
of the river. Merchants from Winterhaven or Hammerfast
make up the clientele, along with travelers
who happen to be passing through. A good room with
two single beds goes for 5 sp per night. The Nentir Inn
also boasts a lively taproom, which is popular with the
folk who live in the vales on the west bank of the river.
The proprietor is a charming half-elf named
Erandil Zemoar who showed up in Fallcrest one day
about two years ago, bought land, and built an inn.
Rumor has it that the money that Erandil used to set up the
Nentir isn’t his; he charmed an aging noblewoman in the far
south out of her fortune, and fled one step ahead of the
One of the Nentir Inn’s current guests is an expatriate
noble from the south named Serim Selduzar, who
harbors ambitions against Fallcrest. This tiefling is
clever and feigns good humor about his “present unfortunate
circumstances,” and he has a wickedly sarcastic
streak to his wit. Serim claims to be the third son of a
southern noble with little prospect to inherit. He tells
inquirers that he is thinking of establishing a small
manor somewhere nearby, but in truth he has set his
sights on arranging the downfall of the Markelhay
family and installing himself as the new Lord Warden.
The tiefling is looking for capable associates to help
him, and a band of enthusiastic adventurers would
suit his purposes admirably. Given the chance, Serim
befriends the player characters in the hope that he
might dupe them into overthrowing the Markelhays
Fallcrest’s northern city gate is known as Knight’s
Gate, because the Lord Warden’s riders normally
come and go from the city by this road. The gate consists
of strong outer doors of iron-reinforced timber
and an inner portcullis between a pair of small stone
towers. The portcullis is normally lowered at sunset,
and the gates close only in times of danger.
The gatehouse barracks accommodates five Fallcrest
guards plus Sergeant Nereth, who commands
this gate. He is a stiff-necked fussbudget who rigorously
enforces all rules; the guards stationed here can’t
stand their sergeant.
The Town Walls
Fallcrest’s Hightown is guarded on two sides by a wall (the
river and the bluffs protect the other two sides). It consists
of two parallel barriers of stone block with a few feet of
fill between them, and stands about 20 feet tall. Every
hundred yards or so, a small tower strengthens the wall.
Two pairs of sentries (Fallcrest guards from the castle) walk
the wall tops at night, but unless danger is imminent, the
towers are left locked and aren’t manned. The gatehouses
are permanently garrisoned.
For many years, the Silver Unicorn has billed itself
as “the Pride of Fallcrest,” charging high rates for its
attentive service and well-appointed rooms. The recent
opening of the Nentir Inn put a big dent in the Silver
Unicorn’s business, and the owner, a stern halfling
matriarch named Wisara Osterman, strongly disapproves.
She’s certain that there is something shifty
about Erandil Zemoar, but can’t put her finger on it.
A room in the Silver Unicorn costs 2 gp per night.
The Halfmoon family is a large, far-flung clan of
halflings who keep small trading posts in several settlements
throughout the Nentir Vale. This is the largest
and most important of those establishments. It’s under
the care of Selarund Halfmoon, a friendly halfling
who dispenses a never-ending stream of advice to his
customers, such as, “It never rains but as someone
gets wet!” or “A nail ain’t afraid of a hammer with no
handle!” No one knows what he’s talking about most of
the time, but Selarund is more sly than he lets on and
keeps a close eye on events all around the town.
The Halfmoon Trading House is an excellent place
to buy any of the mundane tools, gear, supplies, or
clothing mentioned in the Player’s Handbook.
The seat of Lord Warden Faren Markelhay, Moonstone
Keep is an old castle that sits atop a steep-sided hill
overlooking the town. The outer bailey includes barracks
housing up to sixty Fallcrest guards. At any given
time about twenty or so are off-duty. Other buildings
in the courtyard include a stable, an armory, a chapel,
a smithy, several storehouses, and the Bank of Fallcrest.
The keep is the large D-shaped building at the north end of the castle.
Faren Markelhay is a balding, middle-aged human
with a keen mind and a dry wit. He is a busy man and
sees to local matters personally, so adventurers calling
on him are likely to wait a long time for a short interview.
However, he is eager for news of other towns in
the Vale (and farther lands as well) and never turns
away someone who brings him news or waits to see him.
Along the southern slopes of Moonstone Hill grows
a large thicket that has never been entirely cleared.
Within its tangled paths lies the old castle cemetery
(now heavily overgrown), as well as a battle-mound
dating back centuries.
When Fallcrest was a larger city, it supported several
good-sized temples located in the Hightown districts.
With the town’s depopulation, several of these were
abandoned, including the House of the Sun, a temple
dedicated to Pelor. The place also includes shrines to
Kord and Bahamut. Recently, a zealous dwarf priest
of Pelor named Grundelmar came to Fallcrest from
Hammerfast and reestablished this old temple. Grundelmar
is loud and opinionated, a real fire-breather
who goes on and on about smiting evil wherever it
A small, well-off trading company, House Azaer is
owned by the tieflings of the Azaer family. They
import goods (including arms and armor) from Hammerfast,
Harkenwold, and the lands to the south, and
organize caravans up to Winterhaven several times
a year. House Azaer is an excellent place to purchase
nearly any mundane equipment from the Player’s
Handbook, although its prices are a little on the high
Amara Azaer is in charge of the house business
in Fallcrest, and spends her time on the premises.
Though young, the tiefling is quite sharp and doesn’t
miss an opportunity for profit in running the Azaer
Here the Nentir River descends nearly 200 feet in
three striking shelflike drops. On the small island in
the middle of the falls stands the statue of an ancient
human hero named Vendar, holding up his hand as
if to challenge enemies approaching from downriver.
Local legend tells that Vendar slew a dragon whose lair
was hidden in caverns beneath the falls.
This large, impressive stone temple is finished with
Fallcrest’s native marble. Its chapel is a large rotunda
with a 30-foot-tall dome. The temple of Erathis is the
largest and most influential temple in town. The place
also includes shrines to Ioun and Moradin.
High Priest Dirina Mornbrow oversees two lesser
priests and several acolytes—townsfolk who spend part
of their day tending the temple. Dirina is a woman
of about sixty who is convinced of the superiority of
Erathis’s dogma, and disappointed that more people
in Fallcrest don’t pay proper reverence to “our city’s
patron god.” She is familiar with several divination
and restoration rituals and can aid adventurers with
ritual magic at need — for an appropriate gift to Erathis,
of course. She has limited access to the following ritual
scrolls: Hand of Fate (1), Cure Disease (4), Remove Affliction (2).
Fallcrest is divided in half by a great cliff snaking
northwest to southeast across the town. The bluffs
average 150 to 250 feet in height. They are not strictly
vertical, but are too tall and steep to be easily climbed.
Someone leaping (or pushed) off the upper edge would
fall and roll about 2d6 x 10 feet before sliding to a
stop, likely on a precarious ledge.
The limestone bluffs between Hightown and Lowtown
hold a number of caves, which the folk of Fallcrest
have used as burial crypts for centuries. As caves fill
up, they are walled off and forgotten about. Naturally,
stories abound in town about treasure hoards hidden
away in the crypts, and the restless undead that guard
The Markelhays regard Sehanine as their special
patron, and over the years they have given generously
to the temple. The temple occupies a commanding
position atop the bluffs, and its white minarets can be
seen from any corner of Lowtown.
The leader of the temple is High Priest Ressilmae Starlight,
a wise and compassionate elf who finished
adventuring decades ago and retired to a contemplative
life. He is a musician of great skill who happily
tutors the local children, even those who are poor and
can’t afford to pay for their lessons. He has limited
access to the following ritual scrolls: Cure Disease (2),
Remove Affliction (1).
Lannar Thistleton owns this business, providing travelers
with tack, harness, stabling, shoeing, wagons,
and just about anything dealing with horses, mules, or
ponies. He keeps a larger corral about a mile outside
of town, and at any given time Lannar has several
riding horses, draft horses, or mules in his paddock
near Wizard’s Gate. The halfling is an excellent source
of rumors, since he sees the travelers coming or going
by the roads. He is a friendly fellow of about forty,
with a large brood of children at his home out in the
Fallcrest’s eastern city gate is known as Wizard’s Gate,
because it’s the gate most convenient to the Septarch’s
Tower. The road to the east travels a few miles into the
surrounding hills, linking a number of outlying farms
and homesteads with the town.
The gate resembles Knight’s Gate in construction,
and is similarly watched by a detachment of five
guards and a sergeant. The leader of this detachment
is Sergeant Murgeddin, a dwarf veteran who fought
in the Bloodspear War and was present at the
Battle of Gardbury, where Fallcrest’s army was defeated.
A friendly drink goes a long way toward loosening
Murgeddin’s tongue about that long-ago war.
Considered the finest of Fallcrest’s retail establishments,
Naerumar’s Imports deals in gemstones,
jewelry, art, and magic trinkets. The owner is Orest Naerumar,
a tiefling who displays impeccable manners
and discretion. Orest corresponds with relatives
and colleagues in several towns and cities outside
the Nentir Vale; given a few weeks, he can order in
low-level magic items or other items of unusual value.
Similarly, Orest purchases interesting items such as
these, since other dealers in distant towns or cities
might be looking for them.
Orest doesn’t ask questions about where characters
in his store found the goods they’re selling to him,
but he is not a fence — if he knows that something was
obtained illegally, he declines to purchase it.
This is the home of the self-styled “lord” Armos Kamroth,
a wealthy landowner who collects rents from
scores of farmers and herders living in the countryside
nearby. Armos is a brusque, balding man of about fifty
who makes a show of loaning money in good faith and
exacting only what the law allows — but somehow he
has quietly bought up dozens of free farms over the
years and turned their owners into his tenants.
A small, swift stream known as the Moonwash flows
through Fallcrest to meet the Nentir River. The stream
is rarely more than 20 feet wide or 5 feet deep. The
town’s children love to play in the pool at the base of
the falls in the summertime.
This lonely structure is a tall, seven-sided spire of pale
green stone that doesn’t match anything else in the
town. In the days before the Bloodspear War, this was
the seat of Fallcrest’s mages’ guild — an order of a dozen
or so wizards and arcane scholars. Defensive enchantments
prevented the orcs from sacking the tower, but
the guild’s members died fighting for the city or fled to
The tower is now the property of Nimozaran the Green,
an elderly wizard who was once apprenticed
to the last of the old guild mages. Nimozaran considers
himself the “High Septarch of Fallcrest” and
master of the guild, whose membership now includes
only himself and a rather unpromising male halfling
apprentice named Tobolar Quickfoot. Nimozaran
expects any potential new guild members to pay a
hefty initiation fee, and so far none of the few other
arcanists living in or passing through Fallcrest have
seen reason to join. He can teach a limited number
of rituals, including Comprehend Language, and Eye of
The topmost level of the tower is a room that
includes a permanent teleportation circle. Characters
using travel rituals can set this circle as their destination
(although they’ll certainly startle old Nimozaran if
This brewhouse on the banks of the Moonwash Stream
is the best tavern in Fallcrest. The owner is a nervous,
easily flustered fellow of fifty or so named Par Winnomer.
The true genius behind the Blue Moon is the
halfling brewmaster Kemara Brownbottle. She is
happy to let Par fret about running the taphouse, while
she spends her time perfecting her selection of ales
The Blue Moon is popular with halfling traders
whose boats tie up along the Lower Quay, well-off
town merchants, and the farmers who live in the countryside
south of Fallcrest. The old dwarf Teldorthan Ironhews
(area 24) and Sergeant Murgeddin (area 18) hoist a
tankard or two here on frequent occasion, and both
can provide beginning adventurers with good leads on
The dwarf Teldorthan Ironhews is the town’s weaponsmith
and armorer. He is a garrulous old fellow who
spends his time trading stories with his customers
with a pipe clenched in his teeth, while his apprentices
(two of whom are his sons) do the work. Make no
mistake — Teldorthan is a master armorer, and under
his supervision his apprentices turn out work of exceptional
Teldorthan has in stock (or can soon manufacture)
just about any mundane weapon or armor found in the
Player’s Handbook, although he advises beginners to try
a hammer: “If you can drive a nail, you can kill an orc!
You can drive a nail, can’t you?”
Fallcrest’s southern gate was destroyed in the attack
that devastated the city long ago, and it still has not
been entirely rebuilt. One of the two paired towers
is nothing but rubble, and several large gaps remain
in the town walls south of the bluffs through which
anyone could enter the city.
Despite its lack of functionality, the King’s Gate is
still used as a guardpost by the Fallcrest guards. [[Sergeant
Gerdrand]] is in charge here; he is a tall, lanky
man who doesn’t say much, answering questions with
a grunt or a shake of the head.
The majority of Fallcrest’s folk live above the bluffs in
Hightown and walk down to do business on the streets
of Lowtown, which bustle with commerce. This wide
square is an open, grassy meadow where Fallcrest’s
merchants and visiting traders do business in good
weather. The town’s children gather here for games of
tag or kick-stones.
The largest general store in Fallcrest, Sandercot’s deals
in just about anything — food, clothing, stores, rope,
tools, gear, leather goods, and more. Compared to the
Halfmoon Trading House, Sandercot’s has slightly
cheaper prices but goods of somewhat lower quality.
The owner is Nimena Sandercot, the widow of the
late and unlamented Marken Sandercot. Marken associated
with brigands and ne’er-do-wells, making a tidy
sum by buying up goods stolen from his neighbors. His
widow has continued the practice. Nimena puts on an
air of rustic charm, but when it’s time to talk “backroom
business” she is ruthless, grasping, and greedy.
She has three young sons, all of whom are quickly
learning the family business.
Nimena is a willing fence for anything someone
cares to sell, but she won’t pay a copper more than she
The Lucky Gnome is widely regarded as the cheapest
and coarsest of Fallcrest’s drinking establishments. It
caters to the porters and laborers who work the nearby
docks, and fistfights are a nightly occurrence.
The owner of the Lucky Gnome is an unsavory
character named Kelson. Kelson runs the River Rats, a
small street gang that plagues Lowtown, from the back
room of his tavern.
Keelboats and similar craft put in here to unload
their cargo and portage it up to other boats above
the falls. As described above for the Upper Quays,
the porters’ guild jealously defends its monopoly
on moving cargo around the falls, and it frequently
attempts to intimidate local merchants into paying for
portage services—whether needed or not. In addition
to the porters’ guild, another gang of troublemakers
lurks around the Lower Quays: the River Rats. These
street toughs and thieves look out for the chance to
pilfer from the warehouses or roll a drunk in a dark
Boats belonging to a number of different travelers
tie up here, the most common of which are the keelboats
of the halfling Swiftwater Clan. The Swiftwaters
carry cargo all the way down to the Nentir’s mouth,
hundreds of miles downriver. They’re more than willing
to take passengers for a small fee. Irena Swiftwater
is the matriarch of the clan. She is a sharp merchant
who passes herself off as an absent-minded reader of
fortunes and maker of minor charms.
This small house in the shadows of the Septarch’s Tower
was recently purchased by a would-be adventurer.
The would-be adventurer named Samson recently
purchased this modest home from [[Nimene Sandercot).
This would-be adventurer recently purchased the lovely home from
Lord Warden Faren Markelhay himself. it had been in their family
This would-be adventurer purchased this recently renovated home from
Orest Naeuumer and then set about renovating it again. She’s turned
the quaint home into a safe-haven for all sorts of animals. She has even
been known to render help to the local pet life with Fallcrest.
More of a meeting place than an Inn. You’ll find all sorts of adventurers
hanging out here from time to time.
The Bank of Fallcrest is a remodeled building within Moonstone Keep
that local citizen’s use to store up what little bit of extra money
they may possess. The bank is controlled by the Markelhay family and
not so coincidentally, most of the bank’s holding belong to the
Lord Warden Faren Markelhay himself.
Security is tight within the bank and there has never even been an attempt
to steal from the bank within the last 20 years