fangs to impale victims who are now mere twisted tangles of bone and sinew, dangling silently, their lifeblood spilled long ago.

Few explorers come so far. One may have to wait days for a crumbling bone to break free and fall into the depths with a small, dry sigh… and such sights are the only exciting action hereabouts.

Any intruder who presses on past the area of pits- and manages to avoid personally discovering new ones- will soon meet the endless gaze of a skull taller than most men. A giant's head goggles down the passage, its empty sockets eerily lit by the glowworms that dwell within. Their faint, slowly ambulating radiances show what dealt death to the giant, waiting in the dimness just beyond: a boulder almost as large as the riven skull, bristling with rusted metal spikes as long as most men stand tall. The bands that gird the stone about and clasp its massive swing chain are still strong. The many-spiked boulder hangs in the passage like a waiting beholder, almost blocking the way, swinging slightly from time to time in response to distant tremors and breezes of the depths.

Only a fool-or an adventurer-would come this far, or press on past the gigantic trap in search of further perils. A bold intruder who does will soon come to a place where a band of glowstone crosses the ceiling of the rough- hewn way, casting faint, endless ruby light down on an old, comfortable-looking armchair and footstool. These stout, welcoming pieces stand together in an alcove, flanked by a little side table littered with old and yellowed books-lurid tales of adventure, mostly, with a few tomes of the 'lusty wizard' genre-and a bookmark made of a long lock of knotted and berib-boned human hair.

A fortunate intruder will find the chair empty, and wonder forever how it came to be there, and who uses it. An unlucky explorer, or one rash enough to take or damage any of the items, will soon learn that it is one of the retreats of a certain old and mad wizard known as Halaster, called by some the Lord of Undermountain. Only he can call into Faerun the ghostly ring of floating, skeletal liches that surround the chair, which hurl spells at those who offer him violence. The fortunate visitor who found the alcove empty and lived to walk on would soon find a stretch of passage where human bones drift and whirl endlessly, awaiting a living foe to rake and bludgeon. These bones circle with a slow patience that stirs into deadly hunger when an intruder comes within their reach.

Beyond the bones the passage turns to the right and comes to its end in a vast emptiness-a cavern large enough to hold some cities of the world above…

A cavern where many eyes now blinked again, as a point of light winked into sudden life in the darkness.

The light pulsed, whirled about in a frenzied dance, and grew swiftly larger, blazing up into the bright, floating image of… a human woman, all long silken hair, liquid grace, fine attire, and dark, darting eyes.

The deep chuckle came again, and its source drifted close to the life-sized glowing phantom, peering with many eyes at the vision.

'Let us begin,' a deep voice rumbled in tones of triumph, and a thing of dusty tentacles and flowing flesh rose almost wearily from the rocks of the cavern floor to approach the image.

As it came, its tentacles fell back into a melting bulk that rose up, thinned, and shaped itself with frightening speed into a twin of the phantom lady.

Above the glowing image and the shapeshifting thing, the many eyes watched critically as one strove to match the other… many eyes on restless, snakelike stalks belonging to a sphere split by a broad, jagged mouth of myriad teeth. A huge, lone central orb in the floating sphere gleamed with excitement, and a deep rumble of satisfaction rolled around the cavern.

Xuzoun was old even as beholders go, but to its kind there comes a time when the patience of long years and cold cunning runs out… and for Xuzoun, that time had come.

The eye tyrant drifted with excited speed around its enthralled doppleganger, looking for the slightest difference from the conjured image… and emitting another rumble of satisfaction when it found none. Motes of magelight swirled in its wake as it went, working mighty magics.

If all went well, the shapeshifting thrall that now looked so beautiful and delicate-every inch the breathless, cultured, sheltered human noble maiden- would soon be wearing another shape: that of a certain Lord of Waterdeep. And thereby would Xuzoun, through eyes and shapeshifting hands unshakably linked to its will, reach at last into the World Above, and the rich, bustling city of humans too stupid even to notice when they were being manipulated. Waterdeep, City of Splendors, where gold coins flowed in rivers and folk came from all over Faerun- and beyond-to dip their hands in the passing riches. And more: to taste and smell power, wielded with subtlety or brute force.

Power. To be a part of it all, and shape ends and happenings to one's own desires. That was the lure Xuzoun could taste, even here in the hidden dark. With this thrall standing in the boots of the one called Durnan, master of the famous inn called the Yawning Portal, Xuzoun would be able to readily convey items and beings between Skullport and Waterdeep (for stiff fees) when desired… and at a stroke become a channel for those flowing coins, and a part of all the darkest intrigues of the Sword Coast.

To live again, after so much skulking and waiting in the endless dark!

A long, cold time ago, the Phaerimm had come, and the city of Ooltul had fallen. Beholders had been rent and hurled down its labyrinthine passages in spell-bursts until their gore-drenched husks choked the very avenues of the City of Tyrants. Ooltul had once bent purple worms and illithids alike into mind-thralled guardians, cut new passages and chambers out of solid rock with melting ease, and casually slaughtered drow war bands and whelmed dark elven armies alike, whenever they appeared. It had been the city of Xuzoun's birth. The beholder could still scarce believe it had fallen, even after a slow eternity of fleeing across the lightless Underdark from the relentless Phaerimm, to come at last to fabled Skullport, the Source of Slaves, the most famous of the places Where the World Above Met the World Below…

The place where Xuzoun had vowed to stay and flee no more. The eye tyrant looked again at its thrall, and with an impatient thought, blew the glowing image of the human maiden into a thousand dancing motes of magelight. They swirled in a brief chaos, and then sped to the cavern walls to cling and glow palely there, shedding the radiance necessary for the next spell to work.

Aye, the next spell. The lure that would bring the doomed Lord of Waterdeep to Xuzoun. The old hero would come warily down into the depths of Undermountain to rescue a young, pretty noble lady in need: Nythyx Thunderstaff, the daughter of Durnan's old friend Anadul, who was brother to Baerom, head of the noble House of Thunderstaff. And here he would die.

The beholder looked again at its doppleganger thrall, standing in the shape of Nythyx, and through the mind- link made it shrink back and put one delicate hand to its mouth in terror. A perfect likeness. Xuzoun smiled at the sight. Soon Durnan would be within reach.

Aye, soon… if all went well. As things so seldom did when one had dealings with humans, Xuzoun thought wryly. Then it shrugged, eyestalks writhing like a nest of disturbed caterpillars, and a few motes of magelight obediently rushed together in front of it. They swirled briefly and became an eye-an eye that watched the fearful maiden as she spoke the words Xuzoun bid her to.

When the message was done, the beholder rumbled in satisfaction as the glowing eye circled it once before flying forth to find the human called Durnan.

Durnan the Lord of Waterdeep. Durnan the Master of the Portal. Durnan the Doomed.

'And so our blades beyond compare…' Durnan sang, breaking off to bend down and rummage in the bottom rungs of the rack. Selecting a bottle, he drew it forth.

'Did brightly flash through haunted air,' he continued, and blew sharply on gray, furry dust that did not whirl up from the bottle's label, but merely slid reluctantly sideways and fell away. Dantymer's Dew, 1336. Hmm. No Elixir of Evermeet, but not a bad vintage. Azoun of Cormyr had been crowned that year… and who was to say that he'd fared better than this wine?

Durnan ran the end of his dust-sash along the bottle and set it in the silently-floating basket at his elbow. What else had he-? Ah, yes: Best Belaerd! Urrh. Why folk liked the black licorice whiskey from far Sheirtalar was beyond him, but like it they did, in increasing numbers, too, and one must move with the times.

Huh. A golden dragonshower upon that. Lads scarce old enough to shave swaggering into his inn night after night with loud, arrogant voices and gleaming dazzleshine-treated swords, which they eagerly waved around and bragged about… Were we ever that crass when we were young, that… unsubtle? I suppose.

Time is the great healer of hurts and the lantern of favorable light, no doubt it was making his youth brighter in his eyes even as it made his back creak, these days, and his bones ache in damp weather. They were aching now. Durnan hefted a brace of belaerd bottles into the basket and strode on, not bothering to look back to be sure

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