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The Dustmen believe that Life is one big trick.  Oh, sure, you might think you're alive, but are you really?  Isn't life supposed to be about positive feelings and happiness?  Sure it is, but look at the world around you.  It's filled with hate and sadness and pain.  What kind of life is that?  The answer is that it isn't one.  The truth is that we're all already dead.  The multiverse - even the prime material worlds - are all where beings go after they die.  And these worlds are just shadows of the Life that came before.

Indeed, existence in the multiverse is a progression of deaths.  The Primes have just started out.  Planars are a bit further on, and petitioners are really close to the end.  And then of course there are the undead - beings who have been purged of the passions and feelings that everyone has.  Beings who have muted the pain and anguish of this world. That's the goal, say the Dustmen: to purge yourself of emotions, to wall out this existence.  To become one of the True Dead.  To do that, one has to explore this so-called "life" to it's fullest, and fully understand this state of existence before moving on, up the ladder of Truth.  Only in that way can one ever understand True Death.  

And what happens when you do that?  The Dustmen don't know.  It may be that you reach a state of perfect non-existence, much like the Nirvana that many primes believe in.  A small sect of the Dustmen, called the Hopefuls, believe that it means a return to True Life.  But unfortunately for them, hope is an emotion, so the Hopefuls rarely achieve True Death.

In Sigil, the Dustmen make the Mortuary their base, where they dispose of most of Sigil's corpses.  On the Outer Planes, they maintain a stronghold on the Negative Energy Plane, though only their undead members can easily visit it.




Death Touch [General, Dustmen]
Dustmen endeavor to learn the secrets of Death... and to pass them on to others.
  Membership in the Dustmen
Benefit:  You may use Death Touch once per day as a Cleric of the same level.  This effect is identical to the Death domain ability in every way. If a Dustman has access to the Death domain, then he gains it twice (essentially, he may use it twice per day).

Dead Truce [General, Dustmen]
The Dead Truce is easily the Dustmen's most famous ability, allowing them to coexist with the Undead.
  Membership in the Dustmen
No mindless undead will attack a Dustman, unless magically commanded to do so. This pact ends if the Dustman ever willfully attacks an undead creature or aids those the undead are attacking. Free-willed undead, such as vampires, have their reactions shifted one step towards friendly.  The Dead Truce also allows a Dustman to, once per day, rebuke undead as a evil cleric of the same level

Final Blow [General, Dustmen]
The Dustmen believe that a body who dies should stay dead, and have developed techniques to that end. 
Once per week, a you may attempt a Final Blow as part of an attack.  If the attack kills the person you are attacking, that person may not be resurrected except through casting a Wish or Miracle followed by a True Resurrection.  You must state your intention to use a Final  Blow before any dice are rolled.  Failure to kill the target still uses your Final Blow for the week.  Regardless of whether the attack is with spells, weapons, ect, a Final Blow is at least a full round action.

Dead Inside [General, Dustmen]
By letting go of emotions, the Dead believe that they can achieve True Death
Membership in the Dustmen
You gain a +4 bonus to saves vs. fear and emotion affecting effects. 

Breath of Dust [General, Dustmen, Doomguard]
The Dustmen and Doomguard have learned to survive on the planes so close to death and entropy
Prerequisite: Membership in the Doomguard or Dustmen, or is native to an Inner Plane
Benefit:  The character can breathe normally on any Negative Quasi-Elemental Plane, or
in ash, dust, salt (not including salt water) or vacuum found elsewhere.
This does not confer the ability to move, resist damage, find sustenance,

Deathsense [General, Dustmen]
Dustmen, so close to death themselves, know how to recognize it in others.
Prerequisite:  Membership in the Dustmen, or is undead or a petitioner
Benefit:  The character can use Deathwatch (as the spell, cast as a sorcerer of the
caster's character level) three times per day.

Deathspeak [General, Dustmen]
Through their devotion to Death as a force, the Dustmen can speak with a body even after his soul is gone.
Prerequisite: Deathsense feat, or is undead or a petitioner
Benefit:  The character can Speak With Dead (as the spell, cast as a sorcerer of the
caster's character level) three times per day.

Heal the Dead [General, Dustmen]
Dustmen learn to take care of their undead breathen.
Prerequisite: Membership in the Dustmen
Benefit:  The character may heal an undead creature on touch three times per day, as
though he had cast inflict light wounds (only functions on undead creatures;
as the spell, cast as a sorcerer of the caster's character level).

Undead Visage [General, Dustmen]
The Dustmen see the emotionless undead as something to emulate.
Prerequisite: Membership in the Dustmen, not undead
Benefit:  The character can cause the skin and flesh of his body to tighten and appear
desiccated; this ability takes one round of concentration to activate.  So
long as the character's modified state is visible, he gains a +4 circumstance
bonus to Intimidate checks and a -2 circumstance penalty to Diplomacy checks;
these modifiers only apply to social intercourse with living non-Dustmen who
are not used to speaking with the dead/undead.
Special: The character possessing this feat may choose to have it be
permanently active when purchasing the feat.






Dust Priest

Since time immemorable, the Dustmen have had a special relationship with the undead.  The average cutter knows that the Dead Truce allows the Dustmen to coexist with the Undead, and control them to an extent.  But few know the real dark of it - that the Dead Truce goes much deeper than that for those of the Dead that wish to explore it.  Some Dustmen spend their entire lives working to unlock the secrets of the Dead Truce: how it works, and what power it gives them over the undead.  Called Dust Priests, they learn to command undead as few priests can ever hope to, and can control an army of the undead that is equaled by none.


Special Spells per day/ 
Spells known
1 +0 +0 +0 +2   Negative Energy Affinity, Rebuke Damage +1d6, Rebuke Stacking  
2 +1 +0 +0 +3 Extra Minions I +1 existing spellcasting level
3 +2 +1 +1 +3   Rebuke Damage +1d6  
4 +3 +1 +1 +4 Enthrall Undead I +1 existing spellcasting level
5 +3 +1 +1 +4   Rebuke Damage +1d6  
6 +4 +2 +2 +5 Resist Turning +1 existing spellcasting level
7 +5 +2 +2 +5   Rebuke Damage +1d6  
8 +6 +2 +2 +6 Extra Minions II +1 existing spellcasting level
9 +6 +3 +3 +6   Rebuke Damage +1d6  
10 +7 +3 +3 +7 Enthrall Undead II +1 existing spellcasting level


To qualify as a Dust Priest, you must meet the following requirements
Skills:  Knowledge (Undead) 10 ranks
Feats:  Dead Truce
Other:  The Ability to Turn or Rebuke Undead*

*Many Gods, such as Pelor, would probably not like their clerics taking this class, and the DM may wish to ban certain priesthoods from this class on a case-by-case basis.

Class Skills
A Dust Priest's class skills (and the key ability for each skill) are Concentration (Con), Craft (Int), Knowledge (Undead) (Int), Knowledge (Arcana) (Int), Knowledge (Religion) (Int), Profession (Wis), Scry (Int), and Spellcraft (Int).

    Skill Points at Each Level 2 + Int modifier.

Class Features
All of the following are class features of the Dust Priest

Hit Die:  d8

Weapon and Armor Proficiency:  Dust Priests gain no new weapon or armor proficiencies.

Spells per day/ Spells known:  Whenever a Dust Priest gains an odd numbered level, they gain new spells per day and spells known as if they had gained a level in an existing spellcasting class.  If they have levels in more than one such class, they must choose which.

Negative Energy Affinity:  All Dust Priests rebuke undead instead of turning them, and spontaneously cast Inflict spells rather than Cure spells, regardless of alignment.

Rebuke Damage:  For every other level a Dust Priest possesses, they may roll an extra d6 when dealing Rebuke Damage.

Rebuke Stacking:  Levels of Dust Priest stack with levels of Cleric for the purposes of rebuking undead.  

Extra Minions I:  Dust Priests may command 50% more undead than normal Clerics of the same level, rounded down.  For instance, Oridi Malefin, an 18th level Cleric/Dust Priest, could normally command 18 HD of undead. Normally, a Cleric may only command a number of undead whose HD equal his level.  With this ability, Oridi could command 27 HD of undead.  

Enthrall Undead I:  Dust Priests have an easier time commanding undead than normal Clerics.  With this ability, a rebuked undead is commanded by the Dust Priest if it's HD total is less than or equal to the Dust Priest's class level.

Resist Turning:  All undead commanded by a Dust Priest have Resist Turning +2 (this does not affect the Dust Priest controlling them).

Extra Minions II:  With this ability, Dust Priests may command a number of undead whose HD equal twice their level (this supercedes Extra Minions I).

Enthrall Undead II:  Dust Priests may command any undead they rebuke.



Death Blades

"The Death Blade came out of nowhere.  He moved like liquid death - fast, smooth, and black.  Like all of them, he carried a long curved sword that crackled with some sort of black energy.  In fact, it glowed black if such a thing is possible.  Before we could react, he moved at Erbert, and slashed upward with his sword.  It was obvious the wound was fatal, and Erbert lost consciousness immediately.  He started to fall, but before he got the chance, the sword cut through the air again, and  Erbert was dead before he hit the ground.  We thought that was bad, but it got worse when Erbert's body got back up and shambled forward to fight alongside him!"

- Anonymous adventurer who's party got on the wrong side of the Dustmen.


The Death Blades are new, as the Dustmen reckon such things, meaning they've only been around for a couple hundred years.  Their job is simple: help those that offend the Dustmen on to the next stage of death.  See, while the Dead don't really take offense when people bob, insult, or just generally oppose them, they can't really abide by it either.  If they allowed that kind of thing to continue, pretty soon people would be walking all over the Dustmen, and that's not acceptable.  Their answer to this little problem is the Death Blades.  

Like all of the Dead, the Death Blades are cold and emotionless, meting out death to their victims with no malice or anger.  No, they're just doing what needs to be done.  Those who've seen them work and live to tell the tale claim they're a sight to watch.  They move like they're dancing, avoiding opponents' blows and striking with grim efficiency.  Their swords course with negative energy, and they animate the corpses of those they slay, so that in undeath they may serve those whom they offended in life.


1 +1 +2 +0 +0   Death Blade +1d4, Dance With Death +1
2 +2 +3 +0 +0 Raise Enemies I
3 +3 +3 +1 +1   Death Blow I
4 +4 +4 +1 +1 Bonus Feat, Raise Enemies II, Dance With Death +2
5 +5 +4 +1 +1   Death Blade +1d6
6 +6/+1 +5 +2 +2 Raise Enemies III
7 +7/+2 +5 +2 +2   Death Blow II, Dance With Death +3
8 +8/+3 +6 +2 +2 Bonus Feat, Raise Enemies IV
9 +9/+4 +6 +3 +3   Unlimited Final Blow
10 +10/+5 +7 +3 +3 Death Blade +1d8, Raise Enemies V, Dance With Death +4


To qualify as a Death Blade, you must meet the following requirements
Skills:  Perform (one of which must be Dance) 4 ranks, Base Attack Bonus of +6 or higher.
Feats:  Weapon Focus (Bastard Sword), Final Blow, Dead Truce
Other:  Dexterity 15+, Must be an Initiate of the Fifth Circle or higher (see the Factol's Manifesto for details).

Class Skills
A Death Blade's class skills (and the key ability for each skill) are Climb (Str), Concentration (Con), Craft (Int), Hide (Dex), Jump (Str), Knowledge (Undead) Move Silently (Dex), Perform (Cha) Profession (Wis), and Tumble (Dex)

    Skill Points at Each Level 2 + Int modifier.

Class Features
All of the following are class features of the Death Blade

Hit Die:  d10

Weapon and Armor Proficiency:  Death Blades gain no new weapon or armor proficiencies.

Death Blade:  Death Blades have special swords, also called "death blades," that course with negative energy, dealing an extra 1d4 points of damage.  This damage increases to a 1d6 at 5th level and to a 1d8 at 10th level.  Death blades (the weapons) are katanas (masterwork bastard swords), and are usually enchanted with other magical properties.

Dance With Death:  Due to their training, Death Blades gain a dodge bonus to their AC when not wearing armor or carrying a shield.  This bonus is +1 at first level, and they gain an additional +1 for every three levels after that.

Raise Enemies:  For centuries the Dustmen have labored to understand the secrets of death and undeath, and armed with this knowledge the Death Blades are fearsome foes.  Anyone slain by the Death Blades automatically animates as a zombie on the following round (see the Monster Manual for zombie statistics).  The zombie must spend his first action to get up, and so cannot attack until the next round.  Zombies animated in this way act on the Death Blade's initiative.  At every even level after 2nd, the zombies raised by the Death Blade become more powerful, gaining an extra two HD, and a +4 to strength.  These enhancements last for only 24 hours - after that, they become normal zombies.  Death Blades can control a number of zombies whose HD do not exceed twice their number of levels in Death Blade, and they loose control of the zombies after 24 hours regardless.  When the Death Blades looses control of them, they sometimes just let the zombies wander off; the Death Blades don't really care what happens to them, after all.  More often, though, the Death Blade returns to the mortuary, where the priests take control of the zombies..

Death Blow:  At third level, Death Blades gain the Death Blow feat from Sword and Fist for free.  At 7th level, they gain an improved version of this feat, allowing them to perform a Coupe de Grace as a free action.

Bonus Feat:  At 4th and 8th level, Death Blades gain a bonus feat which may be used on any feat that a Fighter may purchase with their bonus feats or any feat listed above.

Unlimited Final Blow:  At 9th level, a Death Blade may use the Final Blow feat an unlimited number of times per week.



Factol Skall

The Dustmen are an old faction.  Indeed, they claim to be as old as death itself, and who's to say otherwise?  At least, no one can find faction records that go back to a time before they existed.   And their oldest member is Skall.  See, Skall's not only the Dustmen factol, but he's the founder as well, or at least that's what the Dead say.  

Of course, that makes Skall an ancient being that's been around long enough to see whole civilizations rise and fall, and that means he's not likely to go anywhere anytime soon.  He knows his faction inside and out, and above all he knows how to stay alive, or at least stay undead.  See, it's obvious that Skall isn't alive or, well, he'd be dead by now.  Of course, Skall belongs to the Dustmen, so that can only mean one thing: undeath.  The dark of the matter is that Skall's a lich, and has been for thousands of years.  Rumor says that he keeps his phylactery hidden in the Dustmen's headquarters on the Negative Energy plane, which means that it's pretty unlikely that any adventurers have any hopes of ever destroying it, should they wish to.

See, while Skall is evil, he rarely actually commits evil acts.  If there's one thing his immensely long "life" has taught him, it's patience.  Each of his moves in the kriegstanz is a carefully timed, perfectly orchestrated maneuver that's the culmination of centuries, or at the very least decades of planning.  Or at least that's the impression he gives.  

No one knows much about Skall either - he's a mystery to everyone, even the other Dustmen high-ups.  Most people assume he's male, at least when he talks he sounds male, even though his voice is dry and toneless, bringing to mind a thousand year old crypt.  But that's about all anyone knows.  Is he human?  How old is he?  Why did he found the Dustmen?  How did he arrange the Dead Truce?  No one knows, and the passage of time has erased all history of his origin.  Only his most trusted advisors ever see him in the flesh.  Most of the time, he Planar Projects himself from the Negative Energy Plane (he's the only one that knows the spell.  Apparently, it works like Astral Projection, except that it lasts one hour/level, doesn't burden the caster with a silver cord, the caster can choose whatever form he wishes, and can cross planar barriers, apparently even somehow bypassing Sigil's Astral Lock, and no one is supposed to be able to do that).  When he appears via the Projection he appears merely as a set of robes with disembodied hands, and the Dustmen's faction symbol floating above as a head.  When he does appear in person, he cloaks himself in layers of illusions and transmutations so no one can see what he looks like.

In the end, the result is the same. Skall has been around for a very long time, and will probably still be around when the other factols are long dead and forgotten.

Tactics:  Should the PCs try to fight Skall, they should loose.  He's had centuries to collect magic items and knowledge that the PCs can't begin to compete with.  Should the PCs attempt to fight him, he'll start off with a Haste, and then use a Wail of the Banshee on them.  If they don't die, he'll Time Stop, lay down several more death effects and large damage dealers (like his Maximized Cone of Colds and Ice Storms) to take effect when the Stop wears off and depart.  In the unlikely event the characters do manage to destroy his body (and note that he spends most of his time Projecting into Sigil), when he reforms he will bend all of his power toward killing them and making sure they do not come back.  Skall's Greater Gloves of Storing are custom magic items whose method of making has been lost, but work as normal Gloves of Storing (requiring a free action to store and retrieve items) except they can hold up to ten items each.  Skall has had millennia to collect magic items, and the DM should feel free to give any non-unique magic item in his campaign to Skall, including minor artifacts.


Skall, Male Lich Wizard20  CR 22; Size:M Type Humanoid (Undead); HD (20d12); hp 140; Init +0 (+0 Dex, +0 Misc); Spd Walk 30'; AC 20 (flatfooted 25, touch 10), / ( /x ) or ; SA: ability damage, and disease. Not subject to critical hits, energy drain, or death from massive damage., paralysis, poison, sleep, stunning, subdual damage, Fear Aura, Immune to Cold/Electricity/Polymorph, Immune to mind-influencing effects, Paralyzing Touch, Summon Familiar, Turn Resistance 4; Vision: Darkvision (60'),Normal AL: NE; Sv: Fort +7, Ref +7, Will +10; Str 12, Dex 11, Con -, Int 30, Wis 21, Cha 12

Skills:  Alchemy +20, Bluff +12, Concentration +15, Diplomacy +14, Disguise +12, Intimidate +14, Knowledge (Arcana) +33, Knowledge (History) +26, Knowledge (The Planes) +28, Knowledge (Undead) +33, Scry +33, Spellcraft +33 

Feats:  Craft Wondrous Item, Dead Inside, Dead Truce, Eschew Materials, Final Blow, Greater Spell Focus (Necromancy), Greater Spell Penetration, Improved Familiar, Maximize Spell, Scribe Scroll, Spell Focus (Necromancy, Evocation), Spell Penetration

Possessions:   Amulet of Natural Armor +6, Greater Gloves of Storing, Mask of Intellect (as Headband) +6,  Robe of the Archmagi (Black),  Ring (Spell Turning),  Ring of Three Wishes, Greater Rod of Quickening

Spells: Wizard: Spell DCs are 20+spell level (22+spell level for evocation, 24+spell level for necormancy)

Typical Prepared Spells:    Level 0: Detect Magic x2, Mage Hand x1, Read Magic x1, Level 1: Erase x1, Expeditious Retreat x1, Magic Missile x4, Shield x1, Level 2: Alter Self x1, Arcane Lock x1, Choke x1, Command Undead x1, Darkness x1, Darkvision x1, Death Armor x1, Level 3: Analyze Portal x1, Enhance Familiar x1, Fly x1, Haste x1, Negative Energy Burst x1, Tongues x1, Level 4: Dimensional Anchor x1, Ice Storm x1, Improved Invisibility x1, Negative Energy Wave x2, Summon Undead IV x1, Level 5: Animate Dead x1, Cone of Cold x1, Dismissal x1, Summon Undead V x2, Teleport x1, Level 6: Quickened Circle of Death x1, Circle of Death x1, Quickened Disintegrate x1, Quickened Greater Dispelling x1, Maximized Negative Energy Burst x1, Level 7: Antimagic Aura x1, Control Undead x1, Finger of Death x1, Maximized Ice Storm x1, Limited Wish x1, Level 8: Maximized Cone of Cold x2, Dimensional Lock x1, Horrid Wilting x1, Mind Blank x1, Level 9: Planar Projection x1, Time Stop x1, Wail of the Banshee x2, Wish x1