Calaunt is a medium-sized city on the eastern side of the Dragon Reach, located where the River Vesper flows into the Dragon Reach in a wide delta. It is a squalid, depressing city of tumble-down buildings and rotting slums, with only a few upper-class merchants and adventurers with manors along the outer wall. The chief business of the city is tanning, and the smell of the largest tannery overwhelms all other scents in the hot summer months. Mariners can teach Calaunt on smell alone.

Calaunt is ruled by Supreme Scepter Bellas Thanarar (NE hm F12). His regime is supported by the Merchant Dukes, six former adventuring companions known as "Bellas's Band," who became rich by following Bellas's orders, and richer still by helping him run Calaunt.

Calaunt is a magical place, but in a fell, fey manner, lacking any of the grace and wonder of other cities with heavy magic in use. Its gate guards are six stone golems, huge hulking brutes intended to cow the population as much as provide protection. The Supreme Scepter and the Merchant Dukes are all assumed to possess a great many personal magical items and are always looking for more, but those items are for personal use, and are rarely wielded in the name of Calaunt.

Calaunt has a standing army of 6,000 soldiers, led by 20 captains (5th-level warriors), each with a supporting battlemage (4th-level illusionists). In addition, the free city has a navy of six ships, used mainly to keep pirates at bay.

Two large temples dominate Calauntan life. The House of the Scarlet Hooks is a temple of Loviatar headed by Shaleen "Talonkiss" Oomreen (LE hf P14), who is supported by 24 priests. For those of a more beneficent nature, Calaunt is also graced by the Moonsilver House, the temple of Selûne run by High Priestess Wyndra Syrylsrone (CG hf P19) and 22 of her followers. There are also shrines to Auril, Malar, Tabs, Tempus, and Lliira within the city walls.

Calaunt has a large and active thieves' guild in the form of the Shadowcloaks, a mysterious gathering of low-level thieves under the command of the Night Hood (abilities and identity unrevealed here). The wide-ranging activities of the Shadowcloaks are indicative of some form of tight relationship between the guild and the Merchant Dukes.

Calaunt is a large city (the third largest in the Vast, though behind Procampur in wealth) but a forgotten town, filled with twisting back streets and dark doings. It is a refuge for the lawless and the outcast, the forgotten and the forbidden. Local legends of great beasts occupying the sewers and slavers raiding in the middle of the night may be so much nightfog or they may be deadly and true in shadowed Calaunt.

Independent City

Who Rules: Bellas Thanatar, Supreme Scepter of Calaunt (NE hm F12), known to collect and use many magical weapons and protective items.

Who Really Rules: The Merchant Dukes, six former adventuring colleagues of Bellas (who were in "Bellas's Band" twenty-odd winters ago). Each duke has a vote on all major policy decisions (Bellas has two votes).

The dukes are: Iritar "the Dark" (NE hm W15), a cold and sadistic man known for creative butchery of apprentices who have displeased him; Saleska Mintharl (CN hf P11), "Shield of Tempus"; Alascartha Vyperwood (CN hf F9); Pirithin Alagost (CN half-m T14); Halabankh Ormsarr (NG hm W(I) 14); Haldyn Stormkin (NG hm F10), possessed of a 9-foot stature and Str 18/76.

Population: 86,012 (current tax rolls); real population rises to a summertime high of about 88,600. At least 6,200 half-elves are permanent residents of the city, and these carry on lively but generally friendly social and trade rivalries with the approximately 3,000 resident dwarves.

Major Products: Preserved meats, wool, leather and vellum (from livestock brought from surrounding farmlands in the Vast).

Armed Forces: Six stone golem gate guards (controlled by the dukes), a navy of six ships and their 73-man crews (captained by fighters of 6th or 7th level), and a standing army, "The Teeth of Calaunt."

The teeth are ill-trained, brawling warriors, who are well equipped and given to occasional pirating in the Reach, or orc-hunting inland, in the Vast. They are 1st to 3rd level fighters, 6,000 strong, and are led by 20 warcaptains, fighters of 5th level. Each warcaptain has a supporting battle-mage (4th level illusionist, all apprentices of the Duke Halabankh), and reports to the two barons of the city.

The barons are two dopplegangers who are under the magical control of Iritar. They serve as scouts and spies for the dukes within the city, and are equipped with magical items for their own defense. They appear as two hardened, plain warriors of middling level, Uthorn and Wenszrin.

Calaunt always hires mercenaries when expecting orc attacks or going to war. Such units are known as "lances," and are commanded directly by the barons. They seem to bear the brunt of most actual fighting, leaving the teeth to raid, ambush, and charge in at the last moment in a battle to seize (and claim) the victory.

Notable Mages: None known. No openly-practicing mages above 5th level reside in Calaunt other than Iritar. It is suspected that Iritar robs and destroys any wizards of power who overstay their welcome in the city, to maintain the secure rule of the dukes. Minsker Halbar (NG hm W5), who runs Halbar's Book-shop (see below), a quiet and elderly man, is the most accomplished mage among Calaunt's citizenry.

Notable Churches:

• The House of Scarlet Hooks, temple of Loviatar; Whipmistress Shaleen "Talonkiss" Oomreen (LE hf P14); 24 priests, 2 pains in residence, 114 followers.
• Moonsilver House, temple of Selune; High Priestess, a.k.a. "Moon Mistress" Wyndra Syrylstone (CC hf P190; 22 priests, 229 followers.
• Shrines to Auril, Malar, Talos, Tempus, and Waukeen.

Notable Rogues' and Thieves' Guilds:

The Shadowcloaks, a mysterious and widespread organization of nondescript low-level thieves and spies who are controlled by The Night Hood (the Duke Iritar again, in one of his many disguises, although none, even among the dukes, are aware that Iritar and the Night Hood are the same person). Most citizens of Calaunt suspect that the dukes and the Shadowcloaks either work together or have come to some agreement, or the Shadowcloaks would have been ruthlessly exterminated long ago.

Equipment Shops: Full (partial in winter).

Adventurers' Quarters:

• Redfires Inn, a large, popular place with clientele of many races, where boar-pie cooks, pleasure-girls and wine-vendors from across the city offer room service (good/expensive);
• The Weeping Unicorn inn and tavern, a quiet, cozy dockside spot favored by evil characters who wish to do business. The "no fighting" house rule is strictly observed by all, because transgressors seem to always meet with a cockatrice and end up as cellar ornaments (good/moderate);
• The Mocking Maiden inn and tavern, a jolly, bustling place that specializes in lots of good food and in pleasing adventurers (excellent/moderate);
• The Dracolisk's Head inn, a quiet, shabby, rather snobbish place of faded glories but lots of side-entrances and sewer-passages for handy getaways (poor/cheap).

Many other establishments in the city offer accommodation, but adventurers will find their rules overly restrictive (forfeiture of weapons, heavy deposits against damage, restricted open-door hours) and the welcome cool at best.

Important Characters:

• Santrin "the Skilled" (NG gm Fl), a carver of ivory, amber, obsidian, jade, and fine wood inlays famous across the Reach. He produces exquisite work, but his prices are very high and his backlog of orders long indeed.
• Tanshiver "the Bard" (CG hm F4), no bard at all, but a S: human folklore and music of the Dragonreach.
• Yathla "Shimmerstar" Oloryn (LN hf F2), a highly skilled cosmetic surgeon and makeup maker, skilled in acting and at human disguises of all sorts, available for hire by adventurers.

Important Features in Town: Calaunt is dominated by the wide delta of the River Vesper, which flows through the center of the city to empty into the Dragonreach. In high summer, the stinking mud of this fertile delta is the playground of the city's children, and the treacherous working-ground of clam diggers and worm-catchers.

The rest of the city is a nondescript cluster of gray stone buildings, jammed together without parks or trees to break their gloom. The city's cobbled streets are usually littered with refuse and the stink of the dockside tanneries and the harborwater they pollute hangs over the city.

The buildings belonging to the rich and important lie to the north and east, along the city wall. The merchants and the successful live to the south, leaving the center and the west (the docks) as working and slum areas. This is probably the most squalid city of the Dragonreach.

Visitors will look for landmarks in vain. Perhaps the most memorable structure is the double-spired temple of Loviatar, from which muffled screams can often be heard.

The largest building in Calaunt is the Fortress of the Five Vultures, an old and massive baronial castle that preceded Calaunt's growth into a city, and bears its name as a relic of long-dead robber barons. It now serves as a barracks and jail, as well as holding the rooms of state used by the Supreme Scepter and the dukes. It is a purely local joke to refer to the place as "the Sevensroost."

Each of the dukes has a palatial residence near the fortress, which is attached by a flying bridge of weathered stone to the Keep of the Scepter, where Bellas lives.

Rivaling the fortress in size is the largest of Calaunt's tanneries, located where the northern run of the city wall reaches the water. It is another local joke that no guard tower is needed there, because "the smell of the tannery alone guards our backs."

Local Lore: Formerly the village of Vespermouth, Calaunt is the third-largest city in the Vast, behind Tantras (*FRE2) and Ravens Bluff.

To adventurers, Calaunt is both an interesting and forbidding place. Always awash in intrigue and rumors, it is frequently the scene of screams and the clash of steel in the streets after dark, and huddled bodies on the cobbles in the morning.

Evil magic slumbers here, Dragonreach lore holds, hidden away but not all that deeply asleep. "Calaunt's a fey place; always has been," is a common opinion. It has been a free city from the first, but rather lawless - a refuge for the lawless.

A persistent city legend is that someone in the city keeps a huge meat-eating lizard, bigger than two oxen, hidden away in a cellar or cesspool, and lets it loose on moonless nights to roam the streets, feasting on all it finds.

Certainly Calaunt has few beggars for so squalid a city, but some say that slavers quietly operate in the city, dealing with the dukes. Those who vanish in the night, they say, end up in crammed slave ships wallowing across the Inner Sea to Westgate or the Vilhon Reach, not in the stomach of some fanciful monster.

This is almost certainly true - and yet it doesn't entirely explain the huge teethmarks on odd, equine forelegs found lying in gutters on some gray mornings, or the strange, sharklike (bulette-like) fins sometimes seen moving through the muck of the Vespermouth delta.

Yet another legend tells of rich dwarven treasures, from when all the Vast was a great dwarven kingdom. These lie hidden, the tale goes, somewhere in the city, their whereabouts forgotten.

Key: The Fortress of Five Vultures The Keep of the Scepter The House of Scarlet Hooks (temple of Loviatar) Moonsilver House (temple of Selune) Redfires Inn

This medium-sized city perches at the mouth of the River Vesper, just as Ravens Bluff sirs at the mouth of the Fire River. One of Ravens Bluff's four sister-cities in the Vast (the others are Procampur, Tantras, and Tsurlagol), it is a squalid, depressing place, full of tumbledown buildings and rotting slums. Only a few upperclass merchants and successful adventurers can afford to live in the manor houses along the city wall. The city's chief business is tanning; mariners say you can find Calaunt in the densest fog by the stink alone.

Calaunt is ruled by Supreme Scepter Bellas Thanatar (NE hm Fl 2), a former adventurer whose regime is supported by his six former adventuring companions, "Bellas's Band." These Merchant Dukes, as they are called, became rich by following Bellas's orders and richer still by helping him run Calaunt. The "free city" also has a standing army of six thousand soldiers led by twenty captains (5th-level warriors), each paired by his or her own battlemage (twenty 4th-level illusionists). A navy of six ships helps keep the pirates at bay-although rumor has it that the pirates find more welcome here than in most other ports on the Dragon Reach. The average citizen or adventurer from Ravens Bluff will find no welcome here, as Calauntans both hate and fear their rival to the south.

There is much magic here, but of a heavy-handed nature, intended to support the rule of the Supreme Scepter and his Merchant Dukes. For example, six great stone golems stand beside the city gates, their purpose as much to cow the populace as to protect the city. Any magic brought here by outsiders tends to be confiscated by the rulers "for the benefit of the city" and then used for their personal aggrandizement.

Daily life here is dominated by two large temples. The House of Scarlet Hooks is a grand temple devoted to Loviatar; its high priestess, Shaleen "Talonkiss" Oomreen (LE hf P14) is aided in her duties by twenty-four priests and priestess eager to spread "holy pain." Less daunting to the visitor is Moonsilver House, the temple of Selûne, led by high priestess Wyndra Syrylstone (CG hf P19) and twenty-two priestesses. Smaller shrines to Auril the Frostmaiden, Malar the Beastlord, Talos the Storm Lord, and Lliira the Joybringer all have their adherents as well. And behind the scenes, a large and active Thieves Guild, the Shadowcloaks (widely believed to work directly for the Merchant Dukes), prowl the twisting backstreets of this dark town.

Tantran merchants who trade here have taken to hiring adventurers and mercenary hireswords to guard their warehouses, caravans, and goods being loaded and unloaded in Calaunt. Some of these hired heroes recently spent a frantic evening hacking gargoyles or similar winged, fanged things out of the air - creatures that seemed to teleport from place to place at will. Those who had fought gargoyles before said that these beasts were much more dangerous: huge, quick, and cunning. So far the plague of "Calaunt gargoyles" seems not to have spread beyond the city - but the surviving adventurers noted with concern that the gargoyles ignored Calauntan targets, suggesting that they are either under the control to this sinister city's leaders or that the Merchant Dukes have reached some mutually beneficial accord with the monsters.