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Lolth is likely to be among the very first Big Bads of D&D. I think her first officially published mention was in The Village of Hommlet, an adventure published in 1979 featuring one of her priests as the final antagonist. Since that adventure and the Temple of Elemental Evil that follows it were all based on Gary Gygax’s original campaign, there’s a chance Lolth was was a thing for a few years before that even though she doesn’t appear in the first Monster Manual.
She would make a personal appearance in 1980’s Queen of the Demonweb Pits, where she officially became the patron goddess of the drow and started getting a lot more publicity. The drow and their goddess would get plenty of spotlight time in that edition and all subsequent ones, for good and ill.
By the time we get to this entry in the MM3, we’ve already seen most Lolth-associated monster make their appearances, populating the entire range from heroic to epic tier. We also heard a lot about Lolth herself as a goddess in other supplements. This is where we finally get her stats. She is the second “epic end boss” to make an appearance in this book, but not the last.
Lolth is described by the DMG as the goddess of shadows, lies, and spiders. As we saw in the various Drow entries, back in mythic times she led a major uprising against the other elven gods. Her defeat in that civil war saw her and her proto-elf fey followers banished from the Feywild. Her followers moved to the Underdark, where over time they evolved into the drow. Lolth herself took up residence in the Abyss, crafting a whole layer of it into her personal domain.
If I remember correctly, some of the divine-oriented supplements hint that Corellon wasn’t entirely innocent in all of this, and that the reason Lolth rose up against him is that he committed a great injustice against her. It wouldn’t be too far off the mark to say that she wasn’t evil back then, and that it was either the trauma of this first betrayal or a few aeons of living in the Abyss that made her so.
Regardless of her past history, the Lolth of today is certainly Chaotic Evil. Her followers organize themselves into strict hierarchies whose goal is to enable an endless cycle of bloody betrayal: the powerful are free to abuse the weak, and the weak are encouraged to rise in power by murdering their rivals and superiors. Lolth herself doesn’t much trust her followers as we’ve seen in past entries: she created at least two monsters whose main purpose is to infiltrate those hierarchies and keep an eye on their members.
So, in a way, you could say Lolth is the goddess of the cycle of abuse. She inflicts on her followers the same suffering she went through long ago, and encourages them to do the same to their subordinates.
Her dominion is the sixty-sixth layer of the Abyss, a place known as the Demonweb. As the name implies it’s a gigantic web strung across a series of titanic pillars. On its strands rest many relics stolen from other worlds, ranging from standard magic items all the way up to entire ruined cities. Beneath the Web is a black void, and at the bottom of this void are the Demonweb Pits, Lolth’s true headquarters. Here is where she holds court.
The Pits contain a multitude of portals to other layers of the Abyss and to other planes entirely, and they’re one of the reasons why Lolth’s machinations have such a large reach.
This entry contains stats not only for Lolth, but also for her Aspect and her Exarch. We’ll describe them in order of level, like we’ve been doing for the other big shots in this series.
There are no entries for Lolth’s cultists. Most of them are the drow described in the other monster books, as well as the Abyssal Drow and the Chitine from this one. Like the other big bads, Lolth can certainly have cultists from other species as well, using “generic” stat blocks.
Aspect of Lolth
Aspects are fragments of a deity’s power and mind. They share the original deity’s personality and goals, but their existence is independent. Though they’re never as powerful as the original deity, they’re still epic-tier. These used to be called “avatars” in previous editions.
Most gods send their aspects to aid their most favored mortal servants, usually in response to a ritual requesting this aid. Lolth is an exception. Anyone who would have the power to call an aspect of Lolth is sufficiently initiated into her mysteries to know that this is a very bad idea. Instead, they spend their effort making sure she never has cause to send one.
The reason for this is what Lolth sends her aspects as infiltrators whose goal is to influence drow society in ways that align with her goals. The aspect’s natural form is that of a giant demonic spider, but it can assume the form of a drow. It’s usual MO is to kill and replace an authority figure, and use the victim’s power and influence to fulfill its mission. When forced to fight, it reverts to its true form and “generously” spends the lives of its underlings to buy victory, or at least survival.
Aspects of Lolth are Level 25 Elite Lurkers with 368 HP. They’re Large Immortal Magical Beasts in their natural forms, but shrink to Medium size when disguised as drow. They have ground and Spider Climb speeds of 6, Darkvision, and Blindsight 5. They have Resist 30 Poison.
When an aspect hits a creature granting Combat Advantage to it, that creature is weakened and takes 20 ongoing poison damage (save ends both) in addition to suffering all the standard effects of the attack.
Its basic attack is a bite. It can also shoot Acid Webs (recharge 5+) in a Clost Blast 5. This deals acid damage and slows (save ends). On the first failed save, the target also begins taking 20 ongoing acid damage until they pass a save.
They also have a nasty power named Worthy Sacrifice, an area burst attack centered on a non-minion drow, spider, or demon ally. This causes the ally to explode into gory webs, reducing it to 0 HP, and attacks the Reflex of every enemy in the blast area. This attack doesn’t damage enemies, but immobilizes all those it hits (save ends). It also creates a zone of webbed gore that lasts until the end of the encounter and immobilizes any non-spider who ends their move inside (save ends). This recharges when the Aspect is first bloodied.
As minor actions, the aspect can create a Cloud of Darkness that blinds and blocks line of sight for anyone but itself; and Change Shape to appear as a Medium drow. The Insight DC to pierce the disguise is 43, hard even for someone who min-maxed their Insight.
If anyone moves adjacent to the aspect, it can use its Impaling Legs as an interrupt. This is an attack that deals physical damage and grabs the target. Grabbed targets take 10 ongoing poison damage until they escape.
Being immobilized doesn’t actually make you grant combat advantage, but being blinded does. The Aspect should fight alongside allies who can flank the immobilized PCs. Worthy Sacrifice should be reserved to use on an ally who’s about to die anyway.
Eclavdra, Exarch of Lolth
Eclavdra has an interesting publication history. Turns out she is the actual final boss of the GDQ series, the one who used to be behind the giant attacks and everything. And she’s not even a Lolth worshipper there! Facing Lolth in those modules is more of a weird detour than the actual thing that solves the problem. A reference to this makes it into her description here.
Eclavdra is described by the book as the “quintessential drow”. Another way of putting it might be that no one in the universe has a deeper understanding of Lolth’s mysteries aside from the goddess herself. This means Eclavdra is both Lolth’s greatest ally and her most dangerous enemy.
Eclavdra has tried to betray Lolth not once, but twice. The first time she worked with the Elder Elemental Eye (that’s the GDQ adventures), and the second she worked with Graz’zt. She still carries a relic of the Eye, the Tentacle Rod, and uses it as her main weapon and implement.
Despite these previous betrayals, Eclavdra has not only remained in Lolth’s good graces, but her standing seems to have improved. Maybe the Lady of Spiders admires her audacity. When roleplaying Eclavdra, it would not be out of place to take your cues from Vriska and Starscream.
Eclavdra is a drow, and thus a Medium Fey Humanoid. She’s also a Level 28 Elite Soldier with the Leader keyword. She has the drow’s Speed 7 and Darkvision. She has no special resistances, even to poison, because Lolth is not stupid.
As she is the Spider Queen’s Emissary, any demon, drow, and spider allies within 5 squares of Eclavdra have a +2 bonus to attack and can shift 1 square as a minor action. Her Tentacle Rod is stretchy and has Reach 3. It can be used in a few special maneuvers in addition to giving her a basic attack.
Tentacle Lash has the same reach and damage as a basic attack, but on a hit it also strips all poison resistance or immunity from the target for the rest of the encounter. The target is also slowed (save ends). This is an at-will power!
Insidious Offer is a ranged spell that deals very weak psychic damage for its level… but on a hit it forces one of those interesting choices I like so much. The target must choose between taking an extra 30 psychic damage from the attack, or becoming dominated (save ends). That’s very in theme - it’s not “real” betrayal if it’s not a choice.
Eclavdra’s minor-action attacks are an unfortunate throwback to the “sexy dominatrix drow” days. Entrancing Beauty is a Close Burst 5 that targets all enemies, deals light psychic damage, and pulls then 2 squares on a hit. On Your Knees is a non-damaging attack with the tentacle rod that makes the target fall prone and prevents them from standing up (save ends).
Finally, Blinking Escape allows Eclavdra to teleport 6 squares and gain concealment as a reaction when she’s hit by a close or area attack.
Eclavdra is loathe to risk her own life. She will make use of guile and manipulation to prevent hostilities from initiating, and when they do she will use her underlings as shields. When the tide of battle turns against her, she will attempt to run away.
Lolth, The Demon Queen of Spiders
There’s no need to repeat the lore of Lolth here - it’s all up at the start of the article. Mechanically, she is notable for being the first official two-stage boss I’ve seen. I believe she’s also the first actual god to get stats in this edition, and the most powerful endgame boss so far.
This means she has two stat blocks! The first is her drow form, in which she is a Level 35 Solo Lurker with 634 HP. When she hits 0 HP in this form, she becomes a Huge demonic spider who is a Level 35 Solo Brute with another 634 HP.
In both forms Lolth has ground, climb, and teleport speeds of 8. She also has Darkvision, Blindsight 20, and is immune to poison. Her remaining abilities are entirely different in both forms.
In her drow form, Lolth fights with a Scourge, a multi-tailed whip. Its attacks are Reach 3, do some light physical damage, and slide the target 3 squares. They also inflict ongoing 20 poison damage (save ends).
She can use the Insidious Poison ability (recharge 4+) to automatically force an enemy that’s taking ongoing poison damage to attack an ally. That attack deals a lot of extra poison damage as well.
She has three minor-action attacks. Lolth’s Kiss is a Reach 1 melee attack that deals a bit less damage than the scourge, but inflicts the same amount of ongoing poison damage. Poison Strands is a ranged attack that deals no immediate damage but immobilizes (save ends). After the first saved throw, this worsens to Restrained. After the second the target begins taking 50 ongoing poison damage until they pass a save to end all of this at once. That’s the deadliest poison in existence! And yeah, both of these are at will.
The third is an encounter power: Impenetrable Darkfire is a Close Burst 5 that targets enemies. It blinds, inflicts 20 ongoing fire damage, and makes it impossible for them to benefit from cover or concealment (save ends all). It also creates a zone that lasts for a turn, blocks line of sight for everyone but Lolth, and blinds anyone inside who is not Lolth.
When an enemy hits Lolth, she can use a Dominating Rebuke as a reaction to automatically dominate them for a turn. And as a deity, her Immortal Resilience allows her to immediately roll a save when she is inflicted by any effect a save can end. This is a “No Action” effect, meaning it always happens, giving her a 75% chance of ignoring all save ends effects outright.
The transformation that happens when Drow Lolth hits 0 HP is also an attack. It targets all enemies in a Close Burst 10. On a hit they become vulnerable 20 to all damage, and are stunned (save ends both). As an aftereffect after passing the save, they’re pushed their speed away from her and are dazed for a turn. After this resolves, Lolth assumes her spider shape, and uses that stat block going forward.
Lolth the Spider Queen is, as mentioned, a Huge spider and a Level 35 Brute. Her basic attack is now a Bite that deals much stronger base damage and still inflicts 20 ongoing poison damage. Insidious Poison is still here and work the same, but the damage bonus is bigger.
As a minor action she can spray Burning Webs in a Close Burst 5 that deal acid damage and immobilize (save ends). After failing the first saving throw, victims are restrained instead and take 30 ongoing acid damage.
Immortal Resilience is still here and works the same. She also has Impaling Legs like those of her Aspect, but they’re Reach 3 and trigger when an enemy moves into reach. A target hit by the attack is restrained and begins taking ongoing 20 poison damage (save ends both).
Finally, when Spider Lolth is first bloodied, she uses Divine Discorporation to escape. This works automatically, and causes her mind to leave her body and be unable to assume physical shape for a while. This period can last several years, and while Lolth’s power will be greatly diminished during this time she’s still alive and can direct her forces. A bit like Sauron in Lord of the Rings.
To truly kill Lolth, the PCs must fulfill a condition or complete a quest that’s specific to her. If this happens, then she’s prevented from discorporating and can be fought until truly killed. The book presents three example quests, and the GM is encouraged to come up with something that fits their specific world and campaign.
The example quests are:
The Loom of Fate, an artifact hidden deep within Corellon’s palace in Arvandor. It was once used by Lolth, and it can be used by the PCs to rearrange the threads of her fate and make her defeatable. Corellon knows this but fears to use it. What doesn’t he want you to know?
The Egg of Lolth, a mysterious artifact that can be destroyed to seal the gates going out of the Demonweb Pits and thus prevent Lolth’s escape. But then how do you get out?
Lolth’s Prison, a demiplane beyond even the Demonweb Pits, where a dread Bone Colossus guards the Pendant of Truth. Brandishing the Pendant before the goddess of lies prevents her from discorporating. How will you get there, and what truths will you find within?
All of these enemies are quite interesting mechanically. I particularly like Lolth’s two-stage-boss design. Her drow form is all about the insidious poisoning of mind and body. Her attacks deal little immediate damage, and the riders are what kills you. The spider form is a lot more direct.
As a Level 35 monster, a max-level party is going to have some trouble hitting Lolth and avoiding her strikes. This fortunately doesn’t affect saves, but even so the PC’s leaders should have plenty of save-granting abilities and items on hand, because failing those saves has dreadful consequences. Conversely, offense should focus on abilities that deal direct non-poison damage and whose riders are either immediate or last a turn, because she’s almost immune to anything that requires a save.
I also love Eclavdra’s description as a Starscream figure. That even works as a proper elven surname if you want it to be really on the nose.