Wait until the sun is at its zenith, then stretch out your hand and watch the shadow it casts. The brighter the sun is above, the darker the shadow is below. Above the Material Plane is a light brighter than any sun, brighter than a massed phalanx of ten thousand stars. The infinite energy of the Positive Energy Plane casts out spears of holy energy, giving strength and life to all the planes of existence. It shines like a sun on the Material Plane, and so the Material Plane casts a very dark shadow indeed – the Plane of Shadow.

Note the two Arcane Quirks, affecting two forms of magic. Furthermore, specific spells become more powerful on the Plane of Shadow. Shadow conjuration and shadow evocation spells are 30% as powerful as the conjurations and evocations they mimic (as opposed to 20%). Greater shadow conjuration and greater shadow evocation are 70% as powerful (not 60%), and a shades spell conjures at 90% of the power of the original (not 80%).

Getting there… and BackEdit

The school of shadow magic is commonly used to access the Umbral Realm. Shadow walk lets a character slip into the shadows, while the usual spells like gate or plane shift also allow travel to the Plane of Shadow. The vast majority of travel, however, is from the Plane of Shadow to the Material Plane, as all the shadow conjuration and shadow evocation spells work by drawing on the stuff of Shadow.

Minglings with the Material Plane are rare, but not unheard-of. Shadow minglings only occur at night and are usually caused by the transit of an extremely powerful umbral creature, who carries with it a sizeable portion of Shadow stuff.

Survival on the Shadow PlaneEdit

The temperature of the Plane of Shadow hovers around freezing (40º F), so unprotected characters must make a Fortitude save (DC 15, +1 per previous check) each hour or be dealt 1d6 points of non-lethal damage. The whole plane is almost lightless, but alarmingly, travellers can perceive different gradations of darkness here, allowing them to see their surroundings in a monochromatic fashion. Lights such as torches or lanterns can be brought to the Shadow Plane, but they are relatively useless, as the only color here is black, and objects can only be distinguished by their shapes and how their surfaces reflect light. Bringing a light also attracts the attention of the shadow beings – any light source automatically attracts a random shadow creature encounter every hour.

The terrain of the Shadow Plane shifts with the changing light. Survival check DCs for tracking, navigation, and not getting lost are increased by +5.

Features & PropertiesEdit

Trait Intensity Feature
Gravity 0 Normal
Time 10 Normal time
Size 18 Infinite
Morphic 13 Magically
Life 2 Dead Plane
Weather 10 Normal
Water/Fire 10 Balanced
Earth/Air 10 Balanced
Unholy/Holy -4 Bastion of Undeath
Good/Evil 4 Biased toward Evil
Law/Chaos 0 Mildly Neutral
Arcane 0 Normal
Shadow Magic 8 Maximized
Fire & Light Magic -8 Impeded, 3rd level & lower spell only
Divine 0 Normal
Green -1 Hostile
Accessibility 13 Through magic
... to Material 14 Coexistent
... to Astral 7 Coterminous
... to Negative 18 Merging
... to Dream 5 Occasional Intersections

Like the Ethereal Plane, the Shadow Plane reflects the landscape of the Material Plane. There are Shadow forests beneath real forests, Shadow plains beneath real plains and so on. There are differences, of course – objects on the Shadow Plane form from the accumulated shadows of the Material Plane. A shadow tree might be lumpy and malformed, because the shadows cast by the morning sun are clear and sharp, while the shadows of the setting sun are blurred. A house that stands in the shadow of a much larger wall casts a shadow house that lacks a side. The landscape of shadows slowly changes as light sources on the Material Plane move. The major light source, of course, is the sun, so mountain ranges and forests on the Plane of Shadow slowly migrate around in a great circle as the sun rises and sets. At night, the Shadow Plane is much less distinct; mountains blur into the valleys, forests blur into the ground, and the Darkreaches are more widespread.


Other parts of the Plane of Shadow have never even seen the shadow of the light. Dive into the shadow seas or walk underground into chambers where the sun has never shone in the real world and the traveller encounters the dark side of shadow. Such places are aligned to the Negative Energy Plane (Unholy/Holy axis –5) and drain the life from travellers (living creatures not protected by a death ward take 1d6 point of damage each round).

Thousands of undead, mostly shadows, dwell in these darkreaches. Small darkreaches are anarchic places, ruins where the shadows cavort and whisper. Larger darkreaches are much more dangerous places. Potent spirits of undeath rise up from the depths of the Negative Energy Plane; passing through the shadows serves to bolster both their shapes and strength. These spirits are the nightshades.

The first nightshades are the nightcrawler worms, who gnaw great tunnels and caves beneath the surface of the shadow world, creating larger and larger darkreaches. The nightwings are the next to emerge; these terrible beings erupt out of the ground and scour the land around the growing darkreach, driving off powerful creatures and enslaving others. The final types of nightshade to rise out of the depths are the nightwalkers, the rulers of the darkreaches. The nightshades use the Plane of Shadow as a ‘staging area’, a halfway point between the Material and Negative Energy Planes. They travel to the Material Realm to abduct mortals; sometimes they take only lone travellers, sometimes a whole village or city at a time. These mortals would be instantly snuffed out if brought to the Negative Energy Plane, but on the Shadow Plane, the nightshades can slowly infuse the mortals with Negative energy, to create new and more terrible forms of undead.

Errant NightsEdit

Some nights never end. The dawn breaks, yes, but the events of the night endure for centuries as an errant night. These are regions of the Plane of Shadow that are exact copies of a particular region in the Material Plane, where an especially important or sorrowful night is drawn out for hundreds or even thousands of years. The spirits of those who were involved in that night are trapped in the errant night as undead. For example, the siege of Shadox Keep was lifted when a band of heroes arrived at dawn to slay the fiendish harpies that had surrounded the castle. The events of that night spawned an errant night on the Shadow Plane. When each of the defenders of Shadox Keep died, one by one, they awoke to find themselves on the Shadow Plane, living out the long last night of the siege forever and fighting against Shadow harpies.

The trapped shades are aware that they are reliving the worst night of their lives, but are powerless to leave – all they can hope for is for someone to recreate whatever happened at dawn, freeing them from the errant night. Some errant nights are stretched out endlessly, while others repeat themselves constantly. Packs of shadow mastiffs patrol the edges of errant nights, preventing any form of intervention.

Magic on the Plane of ShadowEdit

A character casting a shadow spell can choose to draw on the ambient darkness of the plane, or attempt to target a specific piece of shadowstuff. The latter option requires a Spellcraft check (DC of 15 + the level of the spell). If the check is failed, the spell is lost. One five-foot cube of shadow is absorbed per level of the spell. For example, a bard is being pursued by enemies, but finds his escape blocked by a wall of shadow. He could cast shadow conjuration, mimicking a fireball, and draw the shadow for the spell from the wall behind him. This would create a hole five-feet deep, ten-feet high and wide in the wall, as well as blasting the foes with a shadowy fireball.

Alternatively, the bard could choose to draw the matter for the spell from the bodies of his pursuers. Casting a shadow spell in this fashion works just like drawing on unliving shadow, but the target is allowed a Fortitude or Will save (whichever is higher) at the same DC as the Spellcraft check to resist. If the Spellcraft check fails, or the save succeeds, the spell is lost; otherwise, the target loses 1d10 hit points per level of the spell. The target must be within 120 feet of the caster and they must have a line of effect to the target.

The shadow walk spell is an exception to the above rules; it cannot be used to draw on shadow matter. If cast on the Shadow Plane, it can either be used as a one-off plane shift to the Material Plane, or else allow the caster to move 50 + 1d10 x 5 feet as a five-foot step.


Shadow Madness (CR1)Edit

Endless darkness, endless monochrome blackness… it stains the soul. Stay too long amid the shadows, and sanity itself becomes a shadow. For every day spent on the Plane of Shadow without seeing real light, a character must make a Will save (DC 10 + 1 per day). If the save is failed, the character loses one point of Wisdom until he leaves the Plane of Shadow. This cannot be avoided by any means short of direct intervention by a deity. A character reduced to zero Wisdom forgets the existence of light and goes utterly mad. When he dies, he becomes a shadow.

Nightmare Zones (CR8)Edit

Shadow is endlessly mutable, as any mage or bard who can cast shadow conjuration will testify. Sometimes, the Plane of Dreams and the Plane of Shadow intersect, and the dreaming minds of sleepers warp the stuff of shadow. The results are the Nightmare Zones; ghastly, writhing, amorphous fields of shadow forced to conform to the dreams of hundreds of sleepers. A Nightmare Zone can be of any size, although most occupy at least five hundred square feet.

Any creature within 50 feet of a Nightmare Zone is attacked each round by 1d6 nightmare tendrils. These tendrils change randomly with each attack. Although the Nightmare Zone behaves like a hostile creature, it cannot be destroyed by damage alone – it is formed from the substance of the Plane of Shadow, so it constantly reforms. It can be bled off by casting fifty spell levels’ worth of shadow spells (see Magic on the Plane of Shadow, above), or the connection to the Dream Plane can be cut off with a dimensional anchor, forbiddance, or other contact-blocking spell.

A character can also choose to walk into the heart of the Nightmare Zone. The character is transported to a pocket plane halfway between the Shadow and Dream Plane. There, the character is plunged into the heart of the nightmare and must deal with whatever the dreamer fears (see the Dream Plane for details on dealing with dreams). If the character ends the nightmare, he can pass into the Plane of Dreams or back into the Shadow Plane as the pocket plane collapses.

d10 Type Attack Bonus Damage Special
1 Distorted Biting Face +5 2d6 -
2 Slashing Tentacle +6 1d10 -
3 Bludgeoning Pseudopod +7 1d8 -
4 Piercing Spike +5 1d12 -
5 Constricting Tentacle +4 - Has the Improved Grab ability and a grapple bonus of +10; inflicts 2d6 damage per round and drags character into the Nightmare Zone.
6 Poisonous Scorpion Tail +4 1d6 Poison, inflicts 1d8 points of Wisdom damage; Fortitude save (DC 16) negates.
7 Shrieking Mouth - - 3d6 points of sonic damage; Reflex save (DC 14) halves damage.
8 Twisted Spellcaster - - Casts a random spell using shadow conjuration (Save DC 14).
9 Choking Hand +4 - If attack hits, it coats the victim’s mouth with a choking slime. The character begins to drown unless the slime is burnt off by applying one point of fire damage.
10 Needle-Spitting Growth +8 1d6 x 1d4 Fires 1d6 needles with a range increment of 30 ft.


There are very few welcoming houses on the Plane of Shadow – it is too close to the Negative Realm for there to be much cheer in the darkness. The unquenchable thirst of the shadows for warmth and the dire machinations of the nightshades make the Umbral Realm a dark place indeed.

The School of NightEdit

The mysterious School of Night is an alliance of mages, haruspices, and sorcerers who specialize in shadow (or Grey, in the mages' cases) magic. Many of the spells that manipulate shadow were first developed by masters of the school and they have continued their research to this day. Mortal travellers and interlopers on the Shadow Plane do attract the hostile attention of hungry shadows, but the School of Night has one of the largest yet most unnoticeable fortresses on the plane. They have developed a special form of portal based on the shadow walk spell, which only functions on the Plane of Shadow. The fortress of the School is spread out over thousands of miles. One tower might be located atop a mountain of shadow, and the neighbouring laboratory might lie a thousand miles away – but to a student stepping through a shadow door from one to the other, the two buildings might as well be one.

To guard against invaders, the masters of the School of Night called and bound a Thousand-Eyed Arzoi to watch their doors. If any part of the fortress is invaded, the guardian shuts down the shadow doors leading to the compromised areas. Attempts by nightshades to eradicate the School of Night have so far been unsuccessful, although over a third of the fortress was lost before the masters hit on the idea of employing an Arzoi.

The masters of the School of Night never reveal their identities to anyone, not even each other. There are seven seats on the high council, and at least one is held by a mage-lich. Despite this, the School of Night is not evil; indeed, one of their long-term projects is to drag the Plane of Shadow away from the Negative Plane and make it less hospitable to the undead. Obviously, the nightshades oppose this, and are attempting to do exactly the opposite. Some believe that the Plane of Shadow is in danger of rupturing into two demi-planes if this tension continues.

Tenebrous CitadelEdit

The Tenebrous Citadel is among the oldest of the darkreaches. The lord of the Tenebrous Citadel is the last known, and eldest, molthar by the name of Vesak who is entitled the King of Dark Places. Three full triumvirates of night serve him, along with twenty legions of shadows captained by dread wraith sorcerers. This is to say nothing of the mind-boggling huge army of Shadow Molthar that he has bred and harbors within Tenebrous Citadal. The citadel itself is mounted on a platform carried by thirty dozen nightcrawlers. The citadel is slowly descending into the Negative Plane. The shadows are constantly busy reinforcing the walls of the pit above the citadel and laying down tracks of magical iron. One night, they will dig through the shadowstone and break into the Negative Plane, and a vast wave of Negative Energy will rush up and fill the pit. Then, the magic of the Tenebrous Citadel will draw on this Negative Energy, opening vast gates to the Material Plane and forever blotting out the suns.

Night will last forever then, and the King of Dark Places will become the King of All Places. The King has mortal agents operating in the Material Plane, placing the iron sigils and markers he needs to guide this Negative energy. These agents are also responsible for kidnapping mortals to serve as slaves to the King. While most of the pit around the citadel is negative-aspected or even negative-dominated, there are chunks of calcified holy energy embedded deep in the Plane of Shadow. Whenever the dig encounters one of these obstacles, the King must send mortals down to draw off the holy energy so the nightcrawlers can keep digging. These barriers were placed there by a prophetic solar long ago, so they are defended by powerful holy guardians such as petrified hound archons.

While he waits to dig into the Negative Energy Plane, Vesak amuses himself by developing new blends of undeath and shadow. The shade-wights, for example, are a product of the King’s terrible necromantic workshop in the depths of the Tenebrous Citadel.


The native inhabitants of the Plane of Shadow include shadow molthar, nightshades, shadow mastiffs, wraiths and dread-wraiths, will-o'-wisps, shadows, and greater shadows. Of these, only the nightshades and shadow molthar claim rulership over any part of the plane.


These mottled horrors are a blend of wight and shadow. They have the same statistics as wights except:

Speed: 30-ft. (6 spaces), Fly 30-ft. (perfect)

Special Qualities: A shade wight retains all of the special qualities of the base creature and adds:

Shadow Flesh (Su): Portions of the shade-wight’s body are made of solid shadow. The shade-wight can extend its limbs, gaining a reach of ten feet. It cannot attack immediately adjacent squares when using this ability.

Vulnerable to Light (Su): A shade-wight takes one point of damage each round during which it is exposed to light brighter than a torch (such as a lantern or light spell).

Climate/Terrain: Plane of Shadow

Organization: Solitary, pair, gang (1d4+1), or pack (1d6+5)

Challenge Rating: 4

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