||High and up (13+)
||L, M, N (Z)
||Neutral evil (with chaotic tendencies)
||9, Sw 18
||2 or more
|No. of Attacks:
||1 or 2
||2-5 and/or by weapon type
||M (higher levels L)
Kuo-toa are an ancient race of fish-men that dwells underground and harbors a
deep hatred of surface dwellers and sunlight.
A kuo-toan presents a cold and horrible appearance. A typical specimen looks
much like a human body, albeit a paunchy one, covered in scales and topped with
a fish's head. The huge fish eyes tend to swivel in different directions when
observing an area or creature. The hands and feet are very long, with three
fingers and an opposing digit, partially webbed. The legs and arms are short for
the body size. Its coloration is pale grey, with undertones of tan or yellow in
males only. The skin has a sheen from its slimy covering. The color darkens when
the kuo-toan is angry and pales when it is badly frightened. A strong odor of
dead fish follows it around.
It wears no clothing, only leather harnesses for its weapons and gear.
Typically, a kuo-toan warrior carries daggers, spears, shields, harpoons and weighted
Kuo-toa speak the strange subterranean trade language common to most
intelligent underworld dwellers. Additionally, they speak their own arcane tongue and
have empathic contact with most fish. Their religious speech is a corruption of
the language used on the elemental plane of Water; if a kuo-toan priest is in a
group of kuo-toa, it is 75% unlikely that a creature native to the plane of
Water will attack, for the priest will request mercy in the name of the Sea
These creatures normally travel in well-armed bands. If more than 20 kuo-toa
are encountered, it is 50% likely that they are within 1d6 miles of their lair.
For every four normal warriors encountered there is an additional fighter of
3rd or 4th level. For every eight normal fighters there is an additional fighter
of 5th or 6th level. For every 12 normal kuo-toa in the group there is a
cleric/thief of 1d4+3 levels each. If more than 20 normal fighters are encountered,
the group is a war consisting of the following:
One 10th-level fighter as Captain
Two 8th-level fighters as Lieutenants
Four 3rd/3rd-level fighter/thief Whips
One Monitor (see below)
One slave per four kuo-toa
The whips are fanatical devotees of the Sea Mother goddess of the kuo-toa.
They inspire the troops to stand firm and fight without quarter for the glory of
their ruler and their deity.
It is 50% probable that any kuo-toan priest above 6th level is armed with a
pincer staff. This is a 5-foot-long pole topped by a three-foot-long claw. If the
user scores a hit, the claw has closed upon the opponent, making escape
impossible. The weapon can be used only on enemies with a girth range between an elf
and a gnoll. It is 10% probable that both arms are pinned by the claw and 40%
probable that one arm is trapped. If the victim is right handed, the claw traps
the left hand 75% of the time. Trapped opponents lose shield and Dexterity
bonuses. If the weapon arm is trapped, the victim cannot attack and the Dexterity
bonus is lost, but the shield bonus remains.
The harpoon is mostly used only by higher level fighters. It is a wickedly
barbed throwing weapon with a 30 yard range. It inflicts 2d6 points of damage,
exclusive of bonuses. Victims must roll a successful saving throw of 13+ on 1d20
to avoid being snagged by the weapon. Man-sized or smaller beings who fail this
saving throw are jerked off their feet and stunned for 1d4 rounds. The
kuo-toan, who is attached to his weapon by a stout cord, then tries to haul in its
victim and slay him with a dagger thrust.
Kuo-toan shields are made of special boiled leather and are treated with a
unique glue-like substance before a battle. Anyone who attacks a kuo-toan from the
front has a 25% chance of getting his weapon stuck fast. The chance of the
victim freeing the weapon is the same as his chance for opening doors.
Hit probability for kuo-toa is the same as that of a human of similar level,
but males also gain a +1 bonus to both attack rolls and damage rolls when using
a weapon, due to Strength. When fighting with a dagger only, kuo-toa can bite,
which causes 1d4+1 points of damage.
When two or more kuo-toan priests or priest/thieves operate together, they can
generate a lightning stroke by joining hands. The bolt is two feet wide and
hits only one target unless by mischance a second victim gets in the way. The
bolt inflicts 6 points of damage per priest, half that if a saving throw vs. spell
is successful. The chances of such a stroke occurring is 10% cumulative per
caster per round.
The special defenses of these creatures include skin secretions, which gives
attempts to grapple, grasp, tie, or web
a kuo-toan only a 25% chance of success. Despite their eyes being set on the
sides of their heads, they have excellent independent monocular vision, with a
180-degree field of vision and the ability to spot movement even though the
subject is invisible, astral, or ethereal. Thus, by maintaining complete
motionlessness, a subject can avoid detection. Kuo-toa also have 60-foot infravision and
have the ability to sense vibrations up to 10 yards away. They are surprised
only on a 1 on the 1d10 surprise roll.
Kuo-toa are totally immune to poison and are not affected by paralysis. Spells
that generally affect only humanoid types have no effect on them. Electrical
attacks cause half damage, or none if the saving throw is successful; magic
missiles cause only 1 point of damage; illusions are useless against them. However,
kuo-toa hate bright light and suffer a -1 penalty to their attack roll in such
circumstances as daylight or light
spells. They suffer full damage from fire attacks and save with a -2 penalty
Sometimes kuo-toa are encountered in small bands journeying in the upper world
to kidnap humans for slaves and sacrifices. Such parties are sometimes also
found in dungeon labyrinths that connect to the extensive system of underworld
passages and caverns that honeycomb the crust of the earth. Only far below the
surface of the earth can the intrepid explorer find the caverns in which the
kuo-toa build their underground communities.
Kuo-toa spawn as do fish, and hatchlings, or fingerlings as they call their
young, are raised in pools until their amphibian qualities develop, about one
year after hatching. The young, now a foot or so high, are then able to breathe
air and they are raised in pens according to their sex and fitness. There are no
families, as we know them, in kuo-toan society.
Especially fit fingerlings, usually of noble spawning, are trained for the
priesthood as priests, priest/thieves, or special celibate monks. The latter are
called “monitors” whose role is to control the community members who become
violent or go insane. The monitor is capable of attacking to subdue or kill. A
monitor has 56 hit points, attacks as a 7th-level fighter and has the following
additional abilities: twice the normal movement rate, AC 1, and receives four
attacks per round -- two barehanded for 2d4 points of damage (double if trying to
subdue) and two attacks with teeth for 1d4+1 points of damage. One hand/bite
attack occurs according to the initiative roll, the other occurs at the end of the
Subdued creatures cannot be larger than eight feet tall and 500 pounds.
Subduing attacks cause only half real damage, but when the points of damage inflicted
equal the victim's total, the creature is rendered unconscious for 3d4 rounds.
Kuo-toan communities do not generally cooperate, though they have special
places of worship in common. These places are usually for intergroup trade,
councils, and worship of the Sea Mother, so they are open to all kuo-toa. These
religious communities, as well as other settlements, are open to drow and their
servants, for the dark elves provide useful goods and services, though the drow are
both feared and hated by the kuo-toa. This leads to many minor skirmishes and
frequent kidnappings between the peoples. The illithids (mind flayers) are
greatly hated by the kuo-toa and they and their allies are attacked on sight.
The ancient kuo-toa once inhabited the shores and islands of the upper world,
but as the race of mankind grew more numerous and powerful, these men-fish were
slowly driven to remote regions. Continual warfare upon these evil,
human-sacrificing creatures threatened to exterminate the species, for a number of
powerful beings were aiding mankind, their sworn enemies. Some kuo-toa sought refuge
in sea caverns and secret subter-ranean waters, and while their fellows were
being slaughtered, these few prospered and developed new powers to adapt to their
lightless habitat. The seas contained other fierce and evil creatures,
however, and the deep-dwelling kuo-toa were eventually wiped out, leaving only those
in the underworld to carry on, unnoticed and eventually forgotten by mankind.
But the remaining kuo-toa have not forgotten mankind, and woe to any who fall
into their slimy clutches.
Now the kuo-toa are haters of sunlight and are almost never encountered on the
earth's surface. This, and their inborn hatred of discipline, prevent the
resurgence of these creatures, for they have become numerous once again and
acquired new powers. However, they have also become somewhat unstable, possibly as a
result of inbreeding, and insanity is common among the species.
If a kuo-toan lair is found, it contains 4d10 x 10 2nd-level males. In
addition, there are higher level fighters in the same ratio as noted for wandering
groups. The leader of the group is one of the following, depending on the lair's
A priest/thief king of 12/14th level, if 350 or more normal kuo-toa are
A priest/thief prince of 11/13th level, if 275-349 normal kuo-toa are present,
A priest/thief duke of 10/12th level, if fewer than 275 normal kuo-toa are
There are also the following additional kuo-toa in the lair:
Eight Eyes of the priest leader -- 6th- to 8th-level priest/thieves
One Chief Whip -- 6th/6th-level fighter/thief
Two Whips of 4th/4th or 5th/5th level (see whip description)
One Monitor per 20 2nd-level kuo-toa
Females equal to 20% of the male population
Young (noncombatant) equal to 20% of the total kuo-toa
Slaves equal to 50% of the total male population
In special religious areas there are also a number of kuo-toan priests. For
every 20 kuo-toa in the community there is a 3rd-level priest, for every 40 there
is a 4th-level priest, for every 80 there is a 5th-level priest, all in
addition to the others. These priests are headed by one of the following groups:
One 6th-level priest if the group is 160 or fewer, or One 7th-level and one
6th-level priest if the group is between 161 and 240, or
One 8th-level, one 7th-level, and one 6th-level priest if the group numbers
between 241 and 320, or
One 9th-level, two 7th-level, and three 6th-level priests if the group numbers
between 321 and 400, or
One 10th-level, two 8th-level, and four 6th-level priests if the group numbers
Though kuo-toa prefer a diet of flesh, they also raise fields of kelp and
fungi to supplement their food supply. These fields, lit by strange phosphorescent
fungi, are tended by slaves, who are also used for food and sacrifices.
Kuo-toan treasures tend more toward pearls, gem-encrusted items of a water
motif, and mineral ores mined by their slaves. Any magical items in the possession
of a kuo-toan are usually obtained from adventuring parties that never made it
Not much is known to surface-dwelling sages about this enigmatic, violent,
subterranean race, but some of the more astute scholars speculate that the kuo-toa
are but one-third of the three-way rivalry that includes mind flayers and
drow. It is partially because of this continuing warfare that none of the three
races has been able to achieve dominance of the surface world.