Poison

Circle of Thorns

3.1 History
Here they are, the Circle of Thorns, the largest, most powerful mystic group in City of Heroes. They run the gamut from levels 1 to 50, with minions and monsters operating at every level of society. The true nature of the Circle should remain a secret as long as possible, as should their ultimate goals, which are as apocalyptic as any villain groups and more insidious than most.
3.2 History
The history of the Circle of Thorns really begins tens of thousands of years ago, well before the group’s current “founder,” Baron Zoria, ever read his first forbidden tome. Indeed, the original Circle of Thorns ruled over a vast ancient empire that spanned much of the Eastern United States. Called Oranbega, the empire existed as a center for magic, enlightenment, peace, and prosperity for close to a thousand years. It’s lofty towers and massive temples stood as testaments to the magical and philosophical prowess of a nation unparalleled in human history. A nation that ultimately, succumbed to the same forces of fear, bitterness, and hate that have laid low so many other great peoples in the millennia since.
The Era of Magic is a time lost to our modern history. There are no records and precious few artifacts from this era, and until recently there was no proof that such wonders ever existed at all. The rediscovery of lost Oranbega beneath Paragon City now offers proof that civilization and magic once went hand in hand, and that humans from 20,000 years ago were well advanced beyond savage cavemen. Oranbega and its fell due to a series of terrible disasters and wars, but their memory lingered on, giving rise to many a myth about lost cities, sunken beneath the waves or hidden under the earth. The true story is much more complicated.
The founders of Oranbega began life as normal, primitive men. They did not reach their heights through a long process of cultural evolution. They had gods who lifted them straight from the mud and mire to a world of marble and crystal. Twenty thousand years ago, man and god lived much closer to one another. As described in the Banished Pantheon, gods are simply powerful nature spirits that have attracted workers and banded together to found pantheons and shepherd tribes or nations of humans through life. In return they receive energy and power from their worshipers. The last days of the great war with the Banished Pantheon saw the rise of a new kind of power: magic. The African goddess Teilekku first discovered magic and its reality bending abilities. She used it to defeat Lughebu’s evil pantheon and save the world from a quick and miserable end.
Impressed by her newfound abilities, more than a few deities from throughout the world sought to learn magic’s mysteries from Teilekku. She agreed to try and teach whoever would learn, but it turned out that only a handful had enough discipline and ability to even begin to master magic’s secrets. Those who did however came away with the key to a vast new source of untapped power. One of these was the god Ermeeth, a Middle Eastern god of language and communication. He made the next big leap in the field of magic: he decided to try and teach magic to his human worshipers. It turned out that mortals made better students than gods, and soon he was teaching not only his high priests, but also anyone else who wanted to learn. An entire nation of humans began to master the ability to control reality itself through sheer force of will.

Ermeeth’s discovery raised much more alarm than appreciation amongst the other gods. Even within his own pantheon, the other deities turned against them. They quickly realized that, with magic at their command, the humans would no longer have any need of gods, especially gods that couldn’t help them with their sorcery. Ermeeth’s former comrades in godliness demanded that he either strip away the magical power or be destroyed. He chose a third option, and led a quick and bloody coup. The other gods had been right of course: the humans with magic no longer needed gods, and with Ermeeth’s power and direction they had already gained enough power to destroy their old gods. The revolution had begun, and Ermeeth meant to raise all mankind up and rid the world of meddlesome, manipulative gods forever.
But faith is a powerful thing, and few humans were willing to abandon their gods so easily. While Ermeeth and his nation of wizards prospered, their neighbors came to view them as a kingdom of demons, bent on destroying the world. The old gods used all their influence to inoculate their worshipers against Ermeeth’s very dangerous ideas about human freedom and magical empowerment. Thus ensued a brief stalemate. Ermeeth found himself hemmed in on every side, but no one was strong or brave enough to attack his Magi nation directly. However, forces began to mass against Ermeeth, including another of Teilekku’s star pupils, the goddess Hequat. Hequat was every bit the master of magic Ermeeth was and she had even taught some of her worshippers a few tricks. But she was firmly against revealing all of magic’s power to the mortals, for she saw that they could never handle such power responsibly. Disaster would certainly ensue.
Hequat’s priests and magicians specialized in counter magic, making them the perfect foil for Ermeeth’s followers. The goddess allied with the other local deities and marched on Ermeeth’s lands, her armies protected from the sorcerers’ spells that rained down upon them from Ermeeth’s followers. The war proved devastating for both factions, but ultimately Hequat carried the day. Ermeeth and a few thousand survivors were driven into the sea, and thought defeated for all time. The other gods rejoiced in their victory and returned to their old lives. Only Hequat remained worried. Ermeeth had escaped and she knew he would not rest until he had rebuilt his magic nation.
The Founding of Oranbega
Ermeeth’s followers did not die when the invaders drove them into the Eastern Mediterranean. Their god and their own magics protected them, allowing them to make a long march along the bottom of the sea floor, breathing water as if it were air and living off the flora and fauna of the sea. Afraid to show their heads anywhere in the region, the refugees walked for months, making their watery way through the straits of Gibraltar and on up into Europe. Even here there were gods who had heard of Ermeeth and his demonic ways and the refugees found no welcome. And so they built great wooden ships and set sail across the great ocean, eventually finding a new home in the unclaimed lands of what would one day be known as North America.
They found the land still in the grip of a glacial ice age, and otherwise uninhabited by humans of any kind. It was there’s to do with as they pleased. Free from worries or constraints, the refugee magi set about molding the new world to their own unique vision. Ermeeth set them free upon the land, encouraging them to indulge their every whim and fancy. They set about building a great city unlike anything the world had ever seen. They carved their first metropolis from the very ice that covered much of the land, shaping it into dazzling crystalline towers and dotted with magical green houses and warmth giving enchanted stones. They called their magical city Oranbega, and the meant to live their for all eternity.
With some encouragement from Ermeeth, they created a new form of government, based not on bloodlines or strength, but upon the concepts of equality and freedom. Their magic allowed them freedom from many of life’s most basic concerns such as food and shelter, giving them the luxury to concentrate on the finer aspects of art, must, literature, and sport. Yet despite their great power they were still human and needed laws and governance to live peacefully with one another. They created a ruling council whose membership rotated each year. An annual lottery was held to determine who would serve so that no one man or woman could develop too much of a taste for power. Citizens who served on the council did so out of a sense of duty and responsibility. It was of course a great honor, but one few people sought out. One Oranbegan poet likened service on the council to the thorn on a rose – a necessary discomfort for an otherwise beautiful existence. The simile stuck, and the council became known as the Circle of Thorns.
As the centuries passed and the ice began to recede, Oranbega grew and grew. Towers of stone and crystal replaced the melting ice. The population exploded as more and more fertile land became available. Their magics grew as well, with great strides being made in many of the more esoteric fields of magical inquiry. Oranbega was not a perfect place of course. Men will be men and there was crime, jealousy, and even murder. But the Circle of Thorns and those they deputized to their cause maintained the peace. They knew no war and needed no army. They even eventually came to have little need for their god. Ermeeth’s plan had always been to raise his human followers up so that they no longer needed divine help. He had achieved his goal. Two thousand years after the foundation of Oranbega he slipped away, returning to the old world. He was scarcely missed, having become little more than a myth amongst the Oranbegans by that point.
Ermeeth crossed the ocean once more, returning to his native land in the Middle East. There he sought to recreate the same experiment, and raise up another nation of men to be free from divine chains. Unfortunately for him, Hequat was waiting for him. She sniffed out his plan just as he began, and descended upon him in great fury. Almost crippled by the lack of worship for hundreds of years, Ermeeth could do nothing but flee. Hequat gave chase, sending her sorcerers after the troublesome god. Ermeeth managed to make it back to Oranbega, but he did not arrive alone. Hequat’s minions had found the hitherto undreamed of glory that was Oranbega. Suddenly frightened and overawed, the sorcerers retreated back to their homeland to report their findings to the goddess.
Hequat knew no fear, but she did see the vast and horrible potential in what Ermeeth had helped create in Oranbega. This miraculous city of magicians had the power to overcome the entire world and all its gods. It was a sleeping dragon that could awaken at any moment. For now their peace-loving, insular world-view was all that was keeping the rest of the world safe from their tyranny. She knew that she had to find a way to protect herself and the rest of the world’s gods from this menace. She wracked her brain for an answer until she suddenly realized: Ermeeth had already shown her the way. She would create her own city of magicians, but one founded on love for the gods, not disdain, and one with a desire for war and conquest, not peace and philosophy.
The Founding of Mu
Hequat gathered about her the most promising pupils in the land and picked the very best of these. Once she had 500 men and 500 women of sufficient quality and devotion, she led them on a trek that mirrored the one Ermeeth and his refugees had made thousands of years before. This time, instead of creeping along the dim-lit sea floor, the pilgrims traveled in luxury ships, attended by slaves who waited on them hand and foot. The sailed out beyond the Pillars of Hercules and into the Atlantic ocean, finally landing upon a tremendous island that lay at the center of the Atlantic. Today this island is long vanished beneath the waves (more on that later), but at the time it was just over a thousand miles in diameter. It was a lush, semi-tropical land where dinosaur-like creatures still roamed free and food, water, and building materials were abundant. Hequat named it Mu.

The settlers quickly made a new home for themselves. Under Hequat’s direction they built up a great city of bronze and stone, at the heart of which sat a tremendous temple to Hequat herself. There she sat enthroned, receiving only the highest priests and most powerful wizards into her presence. She gave them a code of law based on piety and devotion to her and the safety of Mu. Children were trained from birth in both the ways of magic and the arts of war. The people of Mu enslaved a race of Neanderthal-like hominids who still lived on the island, breeding them to be the perfect workers. Mu grew over the centuries to become a place of stern laws and harsh lives. Even the most powerful citizens lived a spare, relatively luxury free existence. Their piety and studies took up all of each waking day.
Hequat reveled in her great success. Over the centuries Mu expanded to encompass the entire island, with a population of several hundred thousand. As the sole god of this magical nation, she alone reaped the benefits of their devotion. She became extraordinarily powerful, as was her plan, for she had no intention of letting her own followers ever have the ability or the frame of mind to cast her aside as the Oranbegans has discarded Ermeeth. Nor had she forgotten about her old rival. She sent a constant stream of spies to monitor Oranbega’s status. There was still no word of Ermeeth, but the people continued to prosper and grow in a peaceful, idyllic manner.
The people of Mu had long learned from their dread goddess that there was a kingdom of demons to the west. She had taught them to fear and hate Oranbega, turning it into a kind of hellish prison in the minds of her people. Although none of them had ever set foot on the western shore, nor seen an Oranbegan, they hated the people with a passion. The Oranbegans were The Other, the Enemy, Evil Incarnate who would someday come to devour their children and destroy their home. They learned to credit Hequat alone with protecting them from these foul marauders. And so, when the goddess judged that the time was right, they were ready. It was time to invade Oranbega.
The War
In Oranbega they had no idea that doom was sailing through the air in sky ships, ready to reign down magical terror on their fair cities. It had now been three thousand years since the city’s foundation, and still it remained a safe, secure, and mostly happy place. They had no true army or even police force. The Circle of Thorns each year called for a draft of peacekeepers that would help enforce the laws. Like the Circle itself, being a Peacekeeper was a year long job that almost everyone eventually held. Only those convicted of serious crimes were exempt from the Peacekeeper lottery. Thus most of the citizenry had a small amount of experience in police work, but there were no professionals, nor were there any trained soldiers. There simply had never been a need. The only thing resembling a war had been an ill-conceived rebellion that some disaffected youths had led a thousand years before, and the Peacekeepers had put that down with minimal bloodshed.
The Mu sneak attack came at dawn. The invading army traveled in magical sky ships, made from an enchanted wood that floated in the air and driven forward by sails that harnessed supernatural winds. As the first Oranbegans saw the sky ship from miles away, they were stirred with wonder, not fear. They called to their friends to come and see, and soon thousand had gathered to behold the approaching ships. All were eager to meet these new visitors from another land. Then the fire started pouring down from the sky, and those thousands died in a deadly inferno. Panic ensued as the peace loving Oranbegans fled in terror. This first battle was almost entirely one-sided, with an entire city of some 50,000 innocents falling prey to the Mu invaders. The enemy had seized a beach head for the continuing war and they offered up human sacrifices in thanks to their goddess for her guidance and protection.

Ever an intelligent and resourceful people, the Oranbegans quickly understood what was happening and rallied to defend their homeland. The Circle of Thorns called up everyone who had ever served as Peacekeeper and ordered them to seal off the area taken by the invaders. The Mu warriors found themselves soon surrounded by magical wards and protections – force fields, walls of fire, swirling whirlwinds, and gaping chasms suddenly appeared to halt their advance. Their own magicians worked hard to counter the magic, tearing apart the conjurations almost as quickly as the Oranbegans could summon them. As more and more Mu troops arrived to reinforce the vanguard, it seemed only a matter of time before they broke out and started attacking more cities. Still, the delaying tactic bought the defenders more time to organize their counter attack.
The Circle of Thorns took personal command of Oranbega’s ad hoc army. They formulated a basic strategy for using their magical abilities offensively and tried their best to pass on the knowledge to their new soldiers. When the Mu finally broke through the barriers, the Circle thought it was ready. The two armies met in a battle which the Circle quickly lost all control over. Each Oranbegan “soldier” ended up reverting to pure instinct, fighting with their magic as best they could. The Oranbegans outnumbered the Mu and matched their sorcerers in magical ability, but without discipline the Oranbegans were doomed. After a hard fought, week-long battle they were forced to retreat, having lost well over half their number.
The war continued in this manner for the next year, with the Oranbegans quickly learning the basics of warfare, but the Mu always staying one step ahead of them. The invaders slowly marched up the coast, destroying the Oranbegan cities in their wake. When only the northernmost quarter of Oranbega remained, the defenders realized that the time had come for desperate action. One member of the Circle, a woman named Tya, was Oranbega’s foremost authority on Earth magic. Her abilities alone had saved the armies from utter destruction on more than one occasion. She suggested that instead of just retreating the army this time, they retreat the entire city. She had conceived of a plan to sink the remaining cities beneath the Earth’s surface, protecting them from the invaders’ sky ships and offering them fortified positions from which to counterattack. The Circle agreed with the plan, since a number of them had secretly begun to work on their own scheme for finally winning the war.
Sinking Oranbega proved a success. It was certainly the last thing Hequat and her soldiers expected from the Oranbegans, and they weren’t sure how to deal with it at first. Attempts to magically induce earthquakes or flood the underground city proved ineffective against Tya’s powerful enchantments. The only positive aspect for the Mu was that they now seemed to have the Oranbegan’s trapped. With no entrances or exits from the subterranean halls, it seemed that they only had to lay siege and starve the enemy out.
The Circle of Thorns had other plans. Three of its members had, before the war, been deeply involved in a new field of magical study – other worlds. Their research had led them to discover both the spirit world (where, among other things, the Banished Pantheon was trapped) and the demonic planes. These latter were dimensions parallel to our own that were home to powerful, war-like beings. These demons seemed to have been somehow imprisoned there long ago, and desperately sought release. The Circle reckoned that it might be possible to make a deal with some of these demons, drawing upon their warlike nature and experience to help turn the tide of war against the Mu.
The most experienced members of the Circle met deep within the depths of Oranbega, locked in a chamber warded against any attempts by the demons to break free. They summoned forth a demon prince – a truly terrifying being unlike anything they had ever dreamed of in their worst nightmares. The Circle held fast though, and bravely began to bargain with the Demon. They agreed upon a deadly bargain. The demons would provide the Oranbegans with infernal weaponry to use against the Mu. In return, the demons would receive the immortal souls of everyone that died by one of these weapons. The Circle readily agreed, seeing no down side for themselves in the arrangement.
The Demon Prince presented them with 5000 Infernal Swords. The Circle emerged from their sealed chamber and began to distribute the weapons to their best fighters. The soldiers of Oranbega chosen to wield these weird weapons named them after their leaders, calling them the Thorns of Oranbega, or simply Thorns. Indeed, the weapons had a certain thorn-like appearance and were made from an unknown semi-organic substance. These Thorn blades heightened the user’s magic powers and had powerful anti-magic built into them. When the first company of Thorn Wielders sallied forth against the besieging Mu, they took their foes totally by surprise. The Thorns sliced through the magical shields and protective spells of the Mu, and soon enough the Oranbegans were reaping a deadly harvest for their demonic allies.
Just after this great success, with the war finally turning in the Oranbegans’ favor, the year-long term of the Circle of Thorns time in office ended. It was time for a new lottery and new leadership. The sitting Circle thought this a bad idea indeed. Only they had experience with the Demon Prince, and putting someone else in charge could lead to disastrous results. Besides, they had acquired valuable experience in war and leadership. Surely no one else was as qualified as them for the job of leading the nation in this troubled time. The Circle proposed a new law granting them another year in office. The public, deeply shocked by the past year’s horrors and enthused by this first victory, gave the Circle what it wanted. Three millennia of tradition were overruled and the Circle stayed in power.
Political matters taken care of, the Circle launched an all out offensive against the invading Mu warriors. All 5000 Thorn Wielders attacked the main body of the Mu force, with tens of thousands of magic using auxiliaries in reserve. The Mu were still trying to figure out what had happened the first time, and the Wielders threw them into utter disarray. The siege broke as the Mu fled to their sky ships and retreated back south. The Oranbegans followed as best they could, but few had the power to fly and they were not enough to bring down the retreating ships. The Mu reinforced the fortress they had built at their original beachhead and awaited support from the home island. A few days later the Oranbegans arrived at the walls of the Mu fortress, but they found that even their demonic blades could not cut through the enchanted steel walls. Once again the war settled down into a siege, but this time with the tables turned.
Pandemonium
The Circle of Thorns now had a taste for victory and it wanted more. The Mu fortress could easily hold out for a year or more and the enemy could flee anytime it wanted thanks to its sky ships. Although Oranbegan builders had already begun work on their own flying vessels, the Circle did not want to wait and risk letting the enemy escape. Since their first experience with the helpful demon prince had turned out so well, they decided to return to him for more aid.
The demon prince was indeed happy to see them once more. He lauded their great victories on the battlefield and thanked them heartily for all the souls they had sent plummeting into his infernal homeland. The Circle told him of their newest troubles and the prince pretended to think about it for a bit. Then he seized upon an answer. While he had no weapons that could pierce the walls, he did have some demonic followers who could no doubt do the job. The Circle was welcome to summon them forth and use their abilities to help end the war. In return they would have to do nothing more than make a sacrifice to him of all the victims they took once they breached the walls, and of course promise him that no one inside would be allowed to survive the siege.

The Circle at first balked at this idea, wary of letting powerful beings from another world into their own. But the prince assured them that the demon warriors would be summoned back home once the battle was won. The Circle finally agreed, and began the process of summoning forth 999 demon warriors. The demons were fearsome, clawed beasts that were only part corporeal. Their devilish torso’s rose out of noxious mist and they had the ability to pass though solid objects. When the Circle appeared on the battlefield with these creatures, even the most stalwart soldiers recoiled in fear. The demons didn’t even wait for a command to attack. They simple glided on up to the fortress wall, cackling evilly and conversing in their native tongue.
The demons passed straight through the previously impenetrable wall. The Oranbegans could hear screams of terror and the dying coming from inside. Less than half an hour later the doors swung wide. For a long moment the gateway stood empty. The Thorn Wielders, poised to charge, stood unsure. Then a mass of Mu soldiers came running into the doorway. The Thorn troops charge to meet them, cutting them down as they tried to leave the fortress. It soon became obvious that the Mu men and women weren’t sallying forth to break the charge. They were trying to get away from the demons that had overrun their fortress.
A great and bloody massacre followed, as the Thorn Wielders were overcome with a vile bloodlust equal to that of their demonic allies. When the Circle entered the fortress they were appalled at the carnage. Only a handful of Mu soldiers remained, along with one of their smaller sky ships. The Council ordered the fighting stopped and called forth the shocked survivors of Mu. They told the Mu to go home and tell their leaders that the war was over and never to return. The terrified soldiers thanked the Circle and gladly beat feet back to their home island. The war finished, The Circle gathered up all 999 demons and brought them back to the capital. They summoned forth the demon prince and thanked him for his help, asking him also to retrieve his demons warriors.
The prince refused, saying that the Circle had broken the bargain. They had failed to sacrifice every single person in the fortress. The demons would stay until the last defender was sent into the inferno. The Circle protested and entreated the demon prince to make an exception. He refused. Over the course of the discussion he turned the tables on the Circle, raising doubts about the wisdom of their decision. Certainly the Mu would not give up so easily? They were an evil, war loving people and would return again in force. Surely the best course of action was to pursue them back to their homeland and destroy them before they destroyed Oranbega. The demon prince even went so far as to generously offer more aid in this endeavor – a fleet of demonic ships to transport the Oranbegans to Mu and destroy their enemies forever.
Beguiled by the prince, the Circle agreed, and three nights later the Oranbegan army set sail in the demon’s black iron ships. They made the journey in record speed, arriving at Mu just four days later, and landing their army of demons and horn Wielders under the cover of night. The Mu had no idea they were under attack until the invaders were among them, running rampant through the streets of their capital city. It was mass terror and chaos, not a battle. Thousands fled to the Temple of Hequat that dominated the city center. The Oranbegan invaders and demons drove the fleeing citizens foreword, until they were all concentrated in the temple precinct. For some reason the demons could not cross into the sanctified ground, and the Thorn Wielders felt their swords grow uncomfortably hot whenever they tried to cross the temple threshold.
Inside the temple, the survivors prayed for help from their goddess. And she answered. Hequat appeared upon her throne in all her glory and power, enraged the Ermeeth’s descendants had brought this upon her beautiful iron city. She unleashed her fury upon the invading army, casting bolts of pure magical energy that exploded in their midst. Their own spells offered some protection, but the onslaught was so severe that even the demons were forced to retreat. Watching from afar, the Circle of Thorns panicked at the sudden appearance of a real live goddess. With their own god long forgotten, they turned to the only higher power they knew: the demon prince.
He offered them the same deal once more, only with stronger penalties for failure. He would give them the power to conquer Mu if they would promise to destroy every one of the inhabitants in sacrifice to him. If they failed, they must agree to sacrifice their own people instead. Apparently panicked and jumpy, the Circle agreed immediately to these terms. Pleased, the demon prince instructed them on how to summon forth a number of great Leviathans, water dwelling demons each a mile long. They would be more than a match for the Mu and their goddess. Meanwhile, a group within the Circle, led by the sorceress Tya, devised a failsafe in case the demon prince turned on them once more. They returned to Oranbega while the rest of the Circle raised up the Leviathans.
Hequat had never imagined such creatures could exist in the world. Indeed, the Leviathans came form the infernal seas, and were not of Earth. Mile long, whale like creatures, they had gaping maws a hundred yards wide and were covered with lashing tentacles. There were seven of them in all, great, world shaking beasts that caused tidal waves as they leapt from the sea and came crashing down in the waves. They began to physically tear the island to pieces and drag it into the sea, even though most of the Oranbegans were still on the island as well. Hequat saw that the day was lost and she prepared to flee, taking as many of her followers with her as she could. The Oranbegans were too frightened to try and stop the fleeing sky ships. They were already running back to the demon ships, fearing what the Leviathans would do to them.
It took the massive sea creatures less than a day to drag the entire island down into the sea. They disappeared with it, perhaps returning to their infernal home. Perhaps remaining in our ocean depths. Hequat and the people of Mu fled in every direction on the compass, seeking safe land, well away from water, wherever they could find it. This was the great Mu Diaspora that spread the ten thousand surviving warrior-magicians out over the entire world. They would settle and breed with local populations, forgetting much of their bygone glories, but retaining the magical ability that ran in their blood. Today their descendants still walk the earth, although most don’t know it. These are the men and women with the greatest potential for learning magic, including all of the great wizards and witches in history. Her base of power fractured and defeated, Hequat’s own power waned and she returned to her native land to find new devotees.
The deeply shaken Oranbegans returned home, not knowing about the deal the Circle had struck with the demon prince. While Tya and her followers gathered all the Oranbegans in the giant Plaza of Wisdom, the rest of the Council summoned up the demon prince. He no longer hid his glee. Their lives were now forfeit to him! He told them to prepare themselves for his demonic hordes, who would rip the flesh from them and grind their bones between their teeth. This was, of course, what he had planned and hoped for all along. The Circle agreed, saying their lives and bodies were the prince’s to do with as he pleased. This was Tya’s signal. She and the entire assembled population of Oranbega wove a powerful, soul-wrenching spell. They severed their spirits from their physical forms even as the demonic horde fell upon them. Their lives were given to the demons, as agreed, but their souls remained free, cheating the prince of his greatest prize.
The terms of their contract fulfilled, the demon prince had no choice but to recall his legions and leave the ghostly Oranbegans in peace. Although they had lost their bodies, they retained their spirits, their city, and their magic. It was not a perfect existence by any means, but it was one they could live with. And so, after the most disastrous year in their long, long history, the city of Oranbega began to find a new path for itself in the world. They continued to study the mysteries of magic and philosophy, although they now added demonology and spirit lore to the mix. Since time no longer truly had any meaning for them, they quickly forgot about it, just as most of the world soon forgot about them. For millennia they drifted silently through their stone halls, undisturbed by the sprawling human civilization that was growing above their heads.
The Modern Era
Thousands of years later, rumors and myths about lost Oranbega still persisted in mystic circles, just as the memory of Mu gave rise to tales of Atlantis and other lost cities. Finding Oranbega, a city of wizards, became a kind of Holy Grail for some magicians. But it was not until a strange confluence of events led to the formation of a new Circle of Thorns in 1898 that the city’s true location came to light. The Baron Zoria believed himself a mystical master, but was really just a charlatan like so many other late 19th century spiritualists. As fate would have it though, he was also a descendant of Mu, as were the individuals he gathered about him. They were not the first group to try and contact the spirits of Oranbega. The ghosts had heard many such entreaties over the years and had ignored them all. But Zoria and his group were the first who, as a whole, stank of the corruption of Mu.
This time the Circle of Thorns answered the pleadings of Zoria, intrigued and a little alarmed that men of Mu still sought them after all these eons. Zoria’s mind was an open book to them and they saw he did not even know his own mystic heritage, nor that of his comrades. Still, this was an worrisome turn of events. The spirits did not want to have another conflict with Mu or its descendants. And so they decided to co-opt the séance circle. They offered Zoria and his group true magical power in return for their devotion. They sent across the spirit thorns that Zoria and company impaled themselves with. These magical implants allowed the true Circle of Thorns to work through Zoria’s group and interact with the world directly.
15,000 years or so had passed since the Circle had last looked in on the surface world for any serious amount of time. What they saw interested them, especially at first when they mistook technology for magic. For several years they simply watched through their human counterparts, taking in this new information. They allowed Zoria and his friends to use their power as they pleased, thinking it would provide a good insight into how modern day man would behave when given a true dose of power. The Circle was unimpressed, although to be honest it was not easy to impress a ghost who’s been studying the deepest mysteries of magic for longer than recorded history. Still, they wanted to know more and so guided Zoria back to Oranbega. He and the others with imbedded thorns became the first living beings to enter the underground city since the end of the war with Mu. Its subterranean splendor was the last thing they ever saw.
The ghostly Circle of Thorns, like all the other Oranbegans, had grown detached from any moral compass they might have had when they still wore flesh. In 15,000 years of bodiless magical research, their entire worldview had become a dangerous combination of egocentric and coldly clinical. They certainly no longer thought of themselves as human and viewed human beings as just another subject for research and experimentation. Thus they didn’t think twice about obliterating the souls of Zoria and company and assuming control of their bodies. For the ghosts these bodies were vehicles, something to be put on when necessary and parked in storage when not in use. They allowed the ghosts to walk the surface world and interact with it once more, something they could not do otherwise since their ghostly forms were restricted to within Oranbega.
For the next few decades the Oranbegans experimented with their new vehicles. They discovered one very important trait: there were certain magical rituals that required a body to perform, including anything to do with summoning and controlling demons. The Circle of Thorns had always had an interest in demonology, ever since they first contacted that sole demon prince. Now that they’d had thousands of years to study the subject, they had learned where they made mistakes with the demon prince the first time and how they might better harness demonic energies in the future. One important lesson they’d learned is to always offer up a sacrifice sufficient to deflect the demon’s interest away from you personally.
The Circle began using its bodies to perform demonic rituals upon the unsuspecting population of Paragon City – which now lay directly above their own sunken city. They also began recruiting new members into their ghostly cult. The process of stealing a body is in many ways voluntary and if they wanted more flesh, they’d need more recruits. Throughout the 20’s and into the 30’s they prospered as a cult and learned a tremendous amount through their bloody rituals. It wasn’t until 1933 that their plans hit their first roadblock. A hero named the Dream Doctor discovered the cult and waged a personal war against the Circle of Thorns. Naturally, the powerful magician also happened to be descended from the Mu, making his interference all the more galling.
Unprepared for a fight with super powered heroes, the Circle withdrew to their hidden city. They decided that they had learned so much in the few decades they’d been active on the surface world, that it would behoove them to take a few centuries and really examine all of the data they had acquired. They thought themselves done with humanity for the most part. They still occasionally took their bodies out for a spin to collect some supporting information or perform a few small rituals, but they steered clear of the attention grabbing rituals that had got them in trouble in the first place.
Then came the Rikti. It turned out that the invading aliens came from a dimension where matter and energy themselves are just ever so slightly different than they are in our home dimension. The difference is so slight as to be undetectable by most scientific equipment, but it makes a big difference when it comes to magic, which requires ultra-specific details. The result: The Rikti could blast right through the thousands of cloaks, shields, wards, and charms that protected Oranbega from discovery. They did just that not too long after the invasion began, when they were looking for hidden caves to set up their staging areas. This proved a turning point in the war for the Rikti, as the Circle of Thorns panicked and rallied all its energies to drive the aliens from their sacred home.
But the damage was done. The 15,000-year-old spells that had warded the city were not easily replaced. The Oranbegans could create temporary illusions and protective barriers but not enough to cover every possible entrance to the city. Their doors lay open to anyone who dared pass through them. The children of Mu would come again and finish the job that their forefathers had started. The Circle went into emergency overdrive, once again recruiting heavily and summoning a variety of demon allies to bolster their forces. They uncovered the long forgotten Thorn Blades and started to find new bodies for the original Thorn Wielders. After 18,000 years of uninterrupted civilization, they refused to go down without a fight. Of course no war or invasion came crashing down upon them. The humans still knew little of their existence and nothing of their true nature. Since they killed everyone who ventured into their realm during and after the war, there is both interest and fear associated with Oranbega. The Circle has a short time to rebuild and plan before the humans start making more concerted efforts to discover their secrets. They know that this grace period won’t last long. The Children of Mu cannot be trusted to live in peace with others. The time has come to finish the war once and for all.

3.2 Beliefs and Goals
First and foremost, the Circle of Thorns wants to secure Oranbega and their immortal ghosts from all outside harm. They’ve grown accustomed to immortality and have no intention of giving it up anytime in the foreseeable future. Since their walls have been breached, safety means temporal power that can protect them from the many and varied dangers that threaten them in this world of ours.
The Circle has identified three major threats to their security, two of which are immediate and one that could be a problem in the long run. The most immediate problem is the Rikti and their super powered foes. Both groups have access to Rikti technology and other dimensional travel. It was the Rikti who inadvertently destroyed Oranbega’s defenses, and thus far the circle has discovered no way to replace them with something the Rikti couldn’t feasibly break a second time. Since humanity’s heroes have co-opted so much of the Rikti’s technology, they are now both equally threatening. Indeed, the human heroes are more dangerous, since they seem actively bent on harming the Circle, while the Rikti have learned to simply steer clear of the ghostly wizards. Ultimately the Circle needs to either destroy or firmly enslave both of these threats.
The second major class of threat is magic that they don’t understand. While they have spent more time studying magic than all the rest of humanity put together, their researching has been necessarily limited by their ghostly forms. Living magicians have made great strides in other areas, and the Circle wishes to learn as much about these discoveries as possible. Thus they want to exert total control over all magical activities in Paragon City and eventually the world. They’ve begun placing agents and Followers in any group or community that has even the slightest interest in magic. They also keep a close watch on all stores that sell mystic items of any kind.
Finally there is the lingering issue of the Mu. The Oranbegans have an almost irrational fear of the Mu and are thus quite concerned about the formation of a new Mu nation. They’ve spent a great deal of time and energy developing spells and enchantments to help them track down every body on the planet that comes from Mu lineage. Those already in Paragon City are under constant watch (including some of the city’s most powerful magical heroes). They will not be taken by surprise a second time.
In order to accomplish any of these goals, the Circle needs more willing victims that they can steal bodies from. Thus recruiting new “members” is a large part of The Circle’s current activities. They present the world with a number of different front groups and cults, each designed to appeal to a different kind of person. From dangerous, satanic style cults to new-age book clubs, the Circle extends its tendrils out into the community. The more they do so, the more attention they get, both positive and negative. Since the people’s souls are utterly destroyed when the ghosts of Oranbega seize their bodies, there has been no one who “recanted” their conversion or expressed any ill will towards the Circle. Of course, their families and friends tell different stories.
With the constant incursions from heroes, sewer monsters, extra dimensional warriors, and treasure hunters, Oranbega is not the safe sanctuary it once was. The Circle is considering taking rather radical steps to distract trespassers and give them a firmer foothold on the surface world. They plan to raise a portion of their buried city back above ground, creating an Oranbegan enclave right in the middle of Paragon City. They then plan to declare themselves a sovereign nation and sue the US government for the right to live in peace. They can definitely raise the city anytime they want, although it will mean destroying a number of city blocks that are currently inhabited. As for the rest of their plan, only time will tell. Certainly it will draw much of the focus away from the underground city and turn it on the newly raised portion.
Finally, the Circle has recently discovered a rather interesting fact. Their pact with the demon prince stipulated that they must kill every last person from the nation of Mu. Tya’s clever shortcut around the deal gave up their bodies but not their souls. Recent studies by Circle demonologists have concluded that, were the Circle to finally fulfill the terms of their pact, then they could in fact get their original bodies back. All they have to do is kill every single living descendent of Mu (of which there are about 250 million in the world). The Circle currently needs Mu bodies to work their magic through, but a day will come when they have taken all they need. Then, quite possible, the time for genocide will have come.

3.3 Behavior Patterns
The Circle of Thorns exhibits a wide variety of different behavior patterns. It is a huge organization, potentially as large as the population of Paragon City itself. The Circle has a number of different initiatives in place to help achieve its goals. Most Oranbegans still prefer to keep to their caverns and subterranean halls and only venture onto the surface world for very specific reasons.
The most common types of Circle of Thorns minions found on the surface world are Followers and Demon Brood. The Followers are usually moving about on some specific mission, either leading some satellite cult or running errands for their superiors. Except or Guides, they always travel in groups for mutual support. They don’t go looking for trouble and will not attack unless approached directly by a hero. This doesn’t mean that they’ll wait for the hero to strike the first blow. If he seems threatening, they’ll strike first. The Demon Brood on the other hand will strike first under any circumstances. The lesser brood are often let out onto the surface world to hunt for victims. They enjoy preying on civilians and heroes alike, since each victory makes them more powerful.
The Circle has begun searching out likely locations into which they will raise a portion of the city. As such it is not impossible to find higher ranking Thorn Casters and even the high wandering about (with a guard of Demon Brood attendants) scouting locations and making magical measurements. These higher-ranking individuals never linger long and are always part of some important mission to retrieve a magical artifact, help convert a new member, or destroy some particularly loathsome enemy.
Down in Oranbega itself, you’re liable to find all manner of Circle minions, often quite involved in the group’s various schemes and research projects. Oranbega is not one contiguous city, but rather a vast network of cave systems, each connected to the larger web via teleportation circles. It is literally impossible to walk across the city (unless you’re a ghost). When intruders do find a breach, the mages seal off any exit teleport gates, limiting the damage to one area. The deeper one gets into the city, the more dangerous the guards become. While the outer areas are half abandoned, the inner chambers have hosts of demons and powerful mages protecting them.

3.4 Enemies and Allies
The Circle of Thorns is playing its cards close to the vest. Although most of the world recognizes them as a potential threat, few realize just how dangerous and homicidal the group really is. After all, the group helped fight off the Rikti during the war and seems to still attack the aliens whenever they can. It’s not unheard of to see the two groups openly fighting in the sewers or even on the streets. The Circle cultivates this positive public opinion as best it can, trying to keep its most nefarious activities in the shadows. The fact that recruits seem to join the group willingly and come from all parts of society also helps. While the public still distrusts the group, they don’t see it for what it truly is.
Other villain groups have expressed a keen interest in working with the Circle. The Devouring Earth, The Banished Pantheon, and even the Tsoo all are interested in further plumbing the secrets of Oranbegan magic. The Circle works with these groups and other mystic minded villains in order to further cement their control over magical enterprises and possibly find new recruits. The Circle knows it has the upper hand, and has become quite adept at keeping their own secrets while at the same time pulling out every bit of knowledge they can from their “allies.”
As far as non-mystic groups go, the Circle has little use for them. They are all viewed as threats, particularly the Rikti and the Lost, as well as the Fifth Column, whose underground bunkers threaten Oranbega. The Fifth Column and the Circle of Thorns often come into direct conflict, although for now they try and give each other enough space that conflict isn’t always necessary. Crey Industries has sent out some feelers to the Circle but all of them were rejected. The two groups now largely ignore one another. Nemesis has not dealt with the Circle directly, but he has sent several of his agents to infiltrate their cult. While all of them were lost to the Oranbegan ghosts, Nemesis now has a much better idea of what the Circle is up to and its true nature. He does not like what he sees.
The main hero organization opposed to the Circle of Thorns is of course The Midnight Squad. Their enmity goes back to the 1930’s, and is now stronger than ever. The Circle makes constant probing attacks against the Squad and its members, hoping to find a weakness. They would desperately love to convert one of its heroes to their cause, but thus far they have had no luck. For their part, the Midnight Squad wants to learn all it can about Oranbega and is constantly sending patrols down into the city to try and map its ever shifting dimensions.

3.5 The Future
One of the most likely future developments is the return of Hequat. The goddess had many interesting adventures after the fall of Mu, and she has definitely managed to survive down to the modern day. She has only recently learned about the reappearance of Oranbega, an event that interests her keenly. She is currently investigating Paragon City and doing her best to divine what their intentions are. Once she discovers them, she’ll formulate a plan of her own: the rejoining of the lost tribes of Mu. She will begin to gather powerful Mu descendants from around the world and teach them the true extent of their natural born power. Then she will once again renew the war with her ancient enemy, this time posing as a force for good.
Also inevitable is the time when the Circle raises a portion of Oranbega above ground. This should be an entire new zone unto itself, located on the outskirts of the city. Or, for more drama, you can completely level an existing zone to make room for it (which would be pretty cool I think). This new zone will have much higher level Circle Members wandering freely in the streets, since they will view the area as their home. It would be particularly interesting if the zone weren’t actually a hazard zone, but was instead open to humans freely. The Circle would do this in order to gain the trust of the city and the world community. Of course dark deeds would still transpire in the shadows, but the zone itself would be ostensibly habitable.
Another possible publicity move is the Circle declaring an all out campaign to rid the world of the Rikti for good. They could launch a series of offenses and ask for recruits in their struggle, promising magical powers in return. This would swell their ranks and do wonders for their public image. It would also mean thousands of hapless volunteers would lose their souls forever. Even the heroes might start working for the Circle, thinking them a force for good, at least in this instance. Succumbing to evil’s seductions should carry a price, once the truth comes out. The culmination of these events should be the reveal of the Oranbegans’ true history and the real fate of all those who join the cult willingly. It will mark a change in tactics for the Circle, as they must find new ways of expanding their power, perhaps by expanding into other dimensions.

Carnival of Shadows

3.1 History
Venice in the 17th Century was a city-state in the early stages of a long and swirling decline. It’s role as the preeminent trading center in Europe was soon to be overshadowed by the Dutch and the eventually the English. Yet there still remained a great deal of wealth and power in the island city, and with it came a commensurate level of hidden and not so hidden debauchery and sin. While the nobles and merchants of Venice put on a show of piety and moral uprightness, in private many of them were hedonists to the core. Wild orgiastic parties and illicit love affairs with beautiful courtesans were the rule of the day, as were experimentations with darker practices, including black magic. Magicians, fortune tellers, alchemists, and sorcerers all worked the Venice scene, scamming nobles, priests, and captains of industry alike, sometimes with real magic, sometimes with simple chicanery. It was a time of great opportunity for those willing to seize it by any means necessary.

At the center of this whirling cavalcade of flesh, greed, and magic, was a mysterious woman named Giovanna Scaldi. A native of nearby Padua, Giovanna had grown up in a relatively poor farming family and under normal circumstances would never have had much hope of achieving much beyond the status of milk maid or farmer’s wife. But Giovanna was different than all the other girls. Giovanna turned out to be a powerful mutant with impressive psychic abilities. It took Giovanna until the age of 15 to realize just how powerful she actually was. Up until that time she had simply thought the world revolved around her, as most children do. Whatever she asked of people, they did for her. Her parents doted on her and never made her do chores. Her friends always agreed to play whatever games she chose and were very generous to her. The local baker always gave her free sweets whenever she stopped by for a treat. She became a spoiled, bratty young woman that no one had ever been able to say no to – mostly because she was subconsciously using her psychic powers to control their minds.

It was only when her demands grew more costly and her parents lost their land due to unpaid taxes that the true extent of abilities became revealed. When soldiers came to drive them off her land, Giovanna told them to go away. They did. But then they came back, so she told them to just forget about the whole thing and never come back. They did. When new soldiers came, they had orders to not ask politely – they bore torches and immediately set fire to the farmhouse, with Giovanna and her family still inside. The young psychic rushed outside in a panic, and in her fear and anger shouted that the men should be burning each other, not her house. They did. Giovanna’s parents were astonished, and more than a little frightened. They couldn’t understand what was happening, but they knew that Giovanna was the cause. But Giovanna knew exactly what was happening. In that moment of crisis everything became clear to her. She could make people do whatever she wanted. She was, basically, a god.

Suddenly she was very tired, so she made her father carry her to the nearby home of a wealthy merchant while their family farmstead continued to burn. She told the owner that she needed to sleep in his no doubt very comfortable bed and that when she awoke she’d need some food and wine and the undivided attention of the best dressmaker in Padua. The owner was more than happy to comply. Giovanna had already practically forgotten about her family. A girl of tremendous insight and a voracious appetite for personal satisfaction, she had no doubt about what she wanted next from life, and there was only one place she knew of that she could get it: Venice.

Giovanna several months more in Padua, during which time she experimented with the true limits of her powers, all the while amassing the money, clothes, and knowledge she would need to take on Venice on her own terms. She learned that there was a significant difference between merely suggesting simple things that a target might be inclined to do anyway, and forcing people to behave against their nature. She could force anyone to do anything, but she found that exercising her power for extreme purposes tired her out very quickly. The subtle path would always be the path of least resistance for her. Although she could not read minds, Giovanna could read people, and had become a pretty astute judge of character. And since everyone secretly longs to reveal their heart’s desire, forcing people to reveal their hopes and dreams usually required very little of her power. Once she knew a person’s motivations, manipulating them became very easy – simply a matter of guiding their path towards a mutually agreeable conclusion. In this manner she acquired the money and support she needed, not by simply forcing people to hand it over, but by convincing them that they wanted to help her.

Upon arrival in Venice, Giovanna through herself into the whirl of social life in La Serinissima. Posing as a Duchess, she had no problem finding lodgings in a wondrous palazzo and inserting herself directly into the highest levels of Venetian society. She attended all the best parties, was surrounded by suitors and potential lovers, and generally lived a kind of fairytale life made up of beautiful people and beautiful places. However, despite her powers and worldly airs, she remained very much a naïve young girl in many respects. She remained largely unaware of some of the darker “secrets” of life in Venice, and for several years was content to turn a blind eye to tales of hedonism and devil worship. Giovanna was living the life of a storybook princess, and would hear of nothing that might disturb her fantasy existence.

It was only as she matured and began to grow bored with her life that she truly began to discover the forbidden pleasures that Venice truly had to offer. For Giovanna, it was like an alcoholic discovering wine for the first time – she knew at once that she had finally found her place. She dove into this mysterious and sensual world head first, opening herself up to all manner of experience. She took the scene by storm, and soon became famous for hosting the most decadent and imaginative parties in the city. But the pleasures of flesh and food were not what interested her most (although she certainly enjoyed them). For her, the most intriguing aspect of this secret world, was the occult. Although she had not spent much time thinking about where her miraculous powers came from, part of her had of course always wondered what made her different. The teachings of the Church certainly offered no explanations. She had discussed the matter with several priests and then been forced to wipe their memories (a very tiring undertaking) when they accused her of being in league with Satan. As far as she was concerned, the priests were as corrupt and venal as any man or woman she knew and could not possibly offer her true insight. She thought that perhaps these various occultists and men of mystery and magic could offer a fresh perspective.

Giovanna’s powers allowed her to quickly separate the frauds from those few who had real mystic insight. She confided in one of them about the true nature of her abilities, a man who called himself Uriel di Inferno, an obvious pseudonym. The two became very close and Uriel became a regular sight at Giovanna’s parties. Soon the two began hosting occult ceremonies and gatherings as well. Uriel himself had some talent with black magic and had on occasion consorted with demons, but he abandoned those disciplines once he saw what Giovanna could do. Whatever the source of her mysterious powers, she was no demon. Uriel decided it would be much better to bargain with a young woman rather than an ancient demon. He helped Giovanna to explore the full extent of her powers. Using their parties and mystic rituals as a cover for their experiments, the two discovered just how talented she truly was. She could effectively influence any number of people within the sound of her voice, urging them to perform acts that didn’t go against their basic nature. She could force her will upon at least a dozen individuals at a time, although this left her drained and weary. She could also take over a person’s mind and body completely, possessing them and controlling their body from within. This last power left her unconscious during the possession and bed ridden for hours afterwards, but opened a whole new range of possible mischief and entertainment.

One thing that Both Giovanna and Uriel noticed was that her powers didn’t drain her energy nearly as much when she used them during one of their parties. It was as if she fed upon the energy of the partygoers around her, especially during the times of highest debauchery. Uriel, with his background in demonology, hypothesized that Giovanna gained some sort of sustenance when she touched the mind of someone engaged in sin of some sort. The individuals own sense of excitement at breaking the rules lit up their souls, like throwing fuel on a flame. The brightly burning souls of these sinners warmed Giovanna, giving her strength to continue for far longer than would normally be the case. Some more experimentation revealed that, if Giovanna attended her parties and scarcely used her powers at all, then she came out of the experience with tremendous energy – in fact the first time she tried it she couldn’t get to sleep for a week, and only found slumber after using her powers to directly control several noblemen in a rather embarrassing fashion.

It was obvious that somehow Giovanna took energy from the souls of sinners, a revelation that not only delighted her, but also caused her to sink further into depravity and immoral acts. Her rapacious hunger for new and more exciting extravagances of the flesh and mind became legendary throughout the city. She became more and more adept at siphoning off energy from the souls of those around her, so that with each passing week her power grew stronger and stronger. She could now control the minds of almost anyone in the city, as long as she had touched their mind in person at least once before. Her sinful soirees spilled out into public plazas and even the Doge’s palace played host to some truly astonishing events. Giovanna had the entire city in her grasp – or at least the part of the city she cared about; the nobles, the merchants, and the beautiful people were all under her sway.

Although many of the higher-ranking clergy were eager participants in Giovanna’s fetes, there were plenty of pious priests, monks, and nuns who were outraged at what was going on. For her part, Giovanna paid them no mind. When one would occasionally make a public show of protesting the Sodom and Gomorrah lifestyle of the city’s rich and famous, she would simply summon them to her and melt away any thoughts of challenging her or her friends. But not all challenges were public. Letters and messengers were sent to Rome. While the official dignitaries from the Papal Court immediately fell into Giovanna’s web upon arrival, the secret investigators from the Inquisition did not. The Pope learned the truth about what was going on in Venice – that the so-called Duchess Giovanna Scaldi had turned the entire city into a godless brothel thanks to her pact with the Devil himself. Reports of Giovanna’s powers made it clear that she could control any normal man or woman who came into her presence. Fortunately for him, the Pope had in his arsenal a man who was far from normal.

Come the Inquisitor
Brother Abelard Vernoux was, much like Giovanna, a Mutant, although one with a very different kind of mutation. He had a kind of special empathic ability that allowed him to not only absorb the emotions and thoughts of people around him, but also the qualities of animals, plants, and even inanimate objects. For example, when his teachers told him to show iron like discipline, he drew upon the strength of iron to not only toughen his resolve, but his skin as well. He was the perfect student of course, because he always knew just what his teachers wanted to hear. For many years he hid his special gift from them, knowing empathically that they would not understand it, even though he knew in his own heart that it was a gift from God.

Predictably, given that he was a walking miracle, Abelard entered service in the Church and became a monk. A fervent Catholic, he chose the battlefield as his venue of choice, and throughout the religion-oriented 30 Years War, he acted as a confessor, advisor, and officiant for the armies of Catholicism in their war against what he perceived of as heresy. During his time on the battlefield, Abelard slowly began to reveal his powers, using them to help soldiers in need, sniff out enemy spies, and sometimes even to sway the course of battles. Always he couched these occurrences in terms of miracles from God – answers to his prayers. In the religious minded zeitgeist of the day, these explanations were not only accepted, they were welcomed. Brother Abelard developed a reputation as one of the most zealous and spiritual men in Christendom.

After the Peace of Westphalia ended the war, Brother Abelard was not ready to give up the fight against heresy. If he couldn’t fight the Protestants abroad, then he would be sure to do his best to stamp out any signs of heresy within those lands still loyal to Rome. He joined the Inquisition. There his powers proved most useful, as he was able to sniff out the merest whiff of heresy or impiety in a person’s mind. On more than one occasion he became the target of assassins, since everyone knew that once Abelard was on the case, he would always get his man. But in those dire times his more physical manifestations of power protected him, allowing him to transform himself into steel to deflect blades or fire to scourge his attackers of their sins (and lives).

And so it was that the Pope turned to Brother Abelard, now in his 60’s but still looking like a man of no more than 40, to deal with the massive outbreak of heresy in Venice. The Inquisitor was more than happy to serve the Bishop of Rome. The mutant monk set forth immediately, and unlike many of his fellow Inquisitors, he traveled alone. He found that having a retinue not only slowed him down, it sometimes led to difficult questions. Not everyone – especially members of the suspicious Inquisition, was willing to believe that his powers came from God and not witchcraft.

The Inquisitor arrived in Venice unheralded and largely unnoticed. His arrival happened to coincide with one of Giovanna’s grand parties, a lustful affair that spread out across all of the Piazza San Marco, the Doge’s Palace, and even into the Cathedral itself. Needless to say, the Inquisitor needed little proof of the heretic horrors that had gripped Venice in their clutches. He reached out into the minds of those around him and quickly figured out just who was responsible for all this mayhem. Giovanna was at the height of her power, and every beautiful or wealthy person in Rome was under her sway. Her image blazed like a beacon in the minds of everyone Brother Abelard touched.

Abelard found Giovanna inside the Doge’s palace, holding court over a shameful display of noblemen disporting themselves in a most embarrassing and irreligious manner. He ordered that this sinful behavior be ceased at once and that Giovanna Scaldi be seized as a heretic and a witch. Giovanna just laughed, and as she chuckled the rest of the room followed suit. Deciding to play with her newfound opponent for a while, she let Brother Abelard rave on for several more minutes. The monk became more and more enraged as he tried to reach out into the minds of these sinners and their witch-queen. But he could not overthrow her power. Finally, as Brother Abelard approached Giovanna on her throne, she grew weary of his presence. She reached into his mind to turn it off.

And nothing happened. Brother Abelard’s own mental mutations protected him from Giovanna’s power, although he did sense her mind probing at his. However, her concentration failed when he slapped her harshly across the face, sending her sprawling across the floor. No one had ever struck Giovanna before. No one had even raised their voice to her. She reached out into the minds of the assembled nobles and ordered them to tear this troublesome monk to pieces with their bare hands. As the mob descended upon him, Abelard absorbed the strength of the marble floor into his skin, protecting him from their fists and bites. Although he didn’t want to hurt them, he had no choice. He lashed out, sending them flying across the room in heaps of shattered bones and ruptured organs.

Giovanna had already fled the room, frightened of what was happening. She had never known failure or setback in all her life. She sought out Uriel, all the while sending more of her thralls after Brother Abelard. He rampaged through the city, beating down everyone that Giovanna threw in his path. Although Giovanna had been absorbing soul energy for years now, her powers were not inexhaustible. After a twelve hour chase through the city, she finally collapsed, and only with Uriel’s help did she manage to find a safe hiding place from the monk’s wrath.

Abelard quickly reestablished Church control over Venice, breaking down Giovanna’s conditioning and igniting an Inquisitorial furor within the population. The lower classes had long been left out of Giovanna’s excesses and had come to resent the flagrant and disturbing immorality of their community leaders. Those leaders, now free from Giovanna’s influence, were contrite and repentant, eager to save themselves from being tortured by the Inquisitor or burned at the stake. The whole city through itself at Abelard’s feet, who promptly ordered them to tear the city apart if that’s what it took to find Giovanna Scaldi.

Frightened and desperate, Giovanna knew that she couldn’t hide for long, but she had no idea how she could escape either. It was her friend and confidant Uriel who came up with a rather radical solution. He had long been investigating the nature of Giovanna’s power, and had determined that Giovanna could project her entire soul and mind out of her body and into someone or something else. It was clear that Brother Abelard could read minds, so he might detect Giovanna if she put her mind into another body to escape the city. But what if she put her mind into a specially prepared object? Uriel knew several spells that he thought might enable an item to carry a soul, at least for a time.

Not knowing what else to do, Giovanna agreed. She chose an enamel mask that she thought looked a bit like her and Uriel performed the necessary rites and rituals. Giovanna projected her entire soul into the mask, something she had never done before, even with a person. Her body died immediately, and all the world went dark for her. She knew nothing of the outside world. The plan was for Uriel to spirit her out of the city and find a suitable body for her to possess for her own.

Unfortunately for both of them, their scheme did not go according to plan. Abelard himself caught Uriel as he was trying to slip out of the city on a hired boat. He now knew all about Uriel’s close alliance with the wanted Giovanna Scaldi, and he seized the wanton wizard and brought him to the Cathedral for questioning. Years of being Giovanna’s consort had taught Uriel how to shield his mind from mutant psychics, and Abelard was unable to break him. He even resisted torture, finally dying of a heart attack while on the rack. Meanwhile, like the possessions of every other sinner in the city that Brother Abelard had found less than fully repentant, Uriel’s personal belongings were sold to raise money for the church, including a lovely but otherwise pedestrian porcelain mask.

Vanessa DeVore

In July of 2000, a pretty young Art History named Vanessa DeVore arrived in Venice during a weekend trip from Florence, where she was studying. Vanessa was overwhelmed by the beauty of the floating city and wondered about its dark streets in a kind of Stendahl Syndrome induced daze. She had long waited for this moment – and was making the most of her time in the city where her grandmother claimed she had distant ancestors. Venessa was herself a low-level empath, capable of intuiting and even absorbing other peoples emotions and sometimes even their thoughts. She also happened to be a distant blood relation of Giovanna Scaldi.

Vanessa found herself wandering into a dusty, decrepit curio shop in one of Venice’s less traveled corners. As she poked around, looking for a souvenir, she came across a once beautiful wooden box containing what must have been at one time a lovely porcelain mask. The wooden case had warped slightly and was covered with scratches and scuffmarks, while the mask itself had become discolored and chipped in several places. She felt strangely drawn to the piece, and made the shopkeeper an offer he gladly accepted.

All the way to her hotel room, Vanessa grew more and more obsessed with trying the mask on. She had planned simply to drop it off and then head out for more sightseeing, but by the time she arrived, all she could think about was finding the right materials to clean the mask properly. A trained art restorer, Vanessa could work wonders with a little soap, water, and a toothbrush. She settled down with the mask and over the next few hours carefully restored at least some of its former glory. Then, her work complete, the next step was obvious. She put it on.

The mask had passed through many owners in the hundreds of years it had been passed about Venice, but never before had someone been so perfect a match for the dormant psyche of Giovanna Scaldi. She had felt her distant cousin’s arrival almost as soon as Vanessa set foot off the train in Venice. In fact, it was the first thing Giovanna had felt in a very, very long time. Up until that point, she had existed in a void, alone with her thoughts for the intervening centuries. She had long ago given up straining against the confines of her porcelain prison, and had in many ways gone quite insane. But Vanessa’s presence snapped her out of her madness – at least to a degree – and now the time was at hand. She would be free once more!

When Vanessa put on the mask, Giovanna’s mind flooded into hers, nearly overwhelming her. The sudden melding of two sets of memories drove Vanessa’s body into shock. She collapsed to the floor unconscious. As she lay there, her mind and Giovanna’s fought for control over the body, even as they exchanged information about their respective worlds. Their thoughts, emotions, memories, and morals combined in a kind of psychic soup, until many of the boundaries between the two were eroded completely. Neither could win the titanic battle of spirits for total control. It was only the next morning, when the maid found Vanessa sprawled on the floor and removed the mask, that the conflict ended.

Frightened and badly shaken, Vanessa packed the mask away and eventually returned home to Paragon City, ostensibly to finish her graduate work. Instead, she spent her time learning everything she could about Giovanna Scaldi and the mysterious mask. She consulted with some of the city’s foremost experts on occult matters, including several prominent members of the Midnight Squad. They ascertained that while the mask itself did have magical properties, Giovanna’s power was entirely psychic based, rather than mystic in origin. She was, in all probability, a mutant.

Sorting through the memories that Giovanna passed onto her during their mind meld, Vanessa knew that Giovanna had been a powerful psychic, capable of influencing and even controlling other peoples minds. She also knew that Giovanna somehow fed on the souls of those who “sinned.” The access to such power was quite tempting, but Vanessa was too frightened to put the mask on again, even though it called to her constantly.

Then events forced her hand. When the Rikti invaded, Vanessa felt as powerless as anyone. These aliens were overrunning the city from every direction. There was nowhere to run and it seemed that the heroes were dying as quickly as the attackers. Vanessa knew she had to do whatever she could to fight back against these strange monsters. She took a chance and put the mask on. The two psyches fused once more, but this time Vanessa was ready for the shock and had prepared her own mental defenses. She prevented Giovanna from totally taking over her mind and even came to an accord with the woman in the mask – they needed to work together or the aliens would destroy both of them.

Unfortunately, it was not as easy as that. As it turned out, Giovanna’s power could not be used to control the alien Rikti minds. But the two women would not give up that easily. In desperation they began to lock onto several of the nearby soldiers, taking them over and then coordinating their fight against the aliens. Because there was instant telepathic communication between them and because they now behaved orders without any fear for their own safety, they became a much more effective fighting unit. As Giovanna used her power more and more, Vanessa’s personality receded into the background. Giovanna used her puppet soldiers without mercy, sacrificing them without a second thought if it meant killing or harming just one more Rikti.

Vanessa/Giovanna fought on like this for twenty hours before their body finally collapsed from the strain. Luckily they were unharmed during their blackout period, and after a quick meal they launched themselves back into the action. The next day, as her power began to drain, Giovanna tried in desperation to latch on to any source of energy she could find. But pain and suffering were not the kinds of “sins” that had once fed her. As unconsciousness welled up within her, she sunk her mental claws into one of the heroes she had been controlling, trying to hang on. The result was a sudden flush of energy that came on in a flood. It took her a moment to realize what had happened – she had ripped the hero’s soul completely from his body and then devoured it.

This new twist on an old power was enough to even horrify Giovanna. She recoiled at what she had done, although it exhilarated her at the same time. Ironically, it was Vanessa who saw the true potential of this terrible gift. It meant that they could keep on fighting, indefinitely if need be. As long as their were souls to scavenge then they could do their part to fight off the Rikti menace. And so they kept on fighting. They quickly discovered that they couldn’t rip out just anyone’s soul. In fact, it had to be someone that they had been dominating for at least a few hours. Only after they had stripped away a person’s natural mental defenses could they tear a soul free.

This restriction served them well enough – and kept them fighting throughout the war. They assembled around them a cadre of heroes and soldiers that fought exclusively under their telepathic command. They even volunteered their puppets for the final assault on the Rikti stronghold beneath Paragon City. Their entire force served on the Alpha Strike team and, like most of the heroes involved in that operation, they died when the Rikti portal was destroyed. With the last of their minions lost and no ready souls to devour, Vanessa/Giovanna collapsed, and slept for the first time in seven months.

When she awoke nearly a week later, Vanessa was in a hospital bed, and wasn’t wearing her mask. She missed Giovanna immediately, and longed desperately for a return of the power she had once share. Although still sick and weak from her long exertions, Vanessa checked herself out of the hospital and returned home to find the mask sitting on the floor where the paramedics who found her had left it. She couldn’t wait to put it on, and soon her thoughts flowed warmly into those of Giovanna. Like two old friends or long lost lovers, they merged together once more and extended their telepathic tendrils out into the world around them.

They had done their part to save humanity, and now they deserved a reward. Vanessa’s body was still sick and in need of medical attention, but a public hospital was such an unpleasant place. Instead they used their mental powers to summon doctors, nurses, and attendants to their side. These enthralled professionals tended to her every need, including emptying their bank accounts and helping Vanessa DeVore buy a much larger, more luxurious penthouse apartment. Vanessa told herself that she had earned this kind of treatment, while Giovanna simply reveled in the return to a level of luxury with which she was once intimately accustomed.

Vanessa found herself quickly enmeshed in a bit of a moral quandary. She felt bad about using her/Giovanna’s powers merely for self-gratification. It took only a few weeks for her body to fully recover, but by that time she had grown very accustomed to being waited on hand and foot – due in large part to Giovanna’s own proclivities. Neither of them wanted to see their newly comfortable lifestyle come to an end. She also wanted to continue fighting the Rikti – to “earn” her comforts, but she didn’t quite feel justified in dominating heroes and devouring their souls anymore. After all, the most dangerous time had passed, and the authorities and remaining heroes didn’t really need her help coordinating against the few remaining aliens.

It was at this point the Giovanna began to assert herself more strongly, seducing Vanessa with a flood of memories of the good old days when she had ruled the Venetian upper classes as a queen of leisure and debauchery. Through the prism of Giovanna’s memories, Vanessa saw those days as idyllic and a happy time. She didn’t see the harm Giovanna had done, nor the inherent horror of controlling other people’s minds just for your own pleasure. Giovanna convinced Vanessa that they needed to recreate her old version of Venice here in Paragon City. There would be no need to scavenge souls away from people – they could feed off the sins of their new “friends,” and create their own little version of paradise.

And so Vanessa DeVore went from art student to freedom fighter to the party queen of Paragon City. She followed in Giovanna’s footsteps, introducing herself into and then quickly coming to rule Paragon City’s upper-class social scene. She gathered around her a number of young, wealthy, and beautiful men and women and proceeded to try and control them all while she lived off their sinful souls. But a curious thing had happened since Giovanna’s 17th century exploits. The modern day concept of sin held very little weight with the twenty-something party set. No matter what they did, the partygoers never felt the secret shame that they were sinning. Vanessa/Giovanna had no regret and sin to scavenge. While trying to influence nearly a hundred guests, she nearly collapsed at her first major event. At the last moment she reached out and sucked away the soul of one unlucky man. He died instantly, but Vanessa was rejuvenated. So much so in fact, that she was able to wipe all memory of the man’s death from the minds of her fellow revelers. He was forgotten and the party continued.

And so Vanessa and Giovanna learned that, if they wanted to exercise their power without limits, then they would have to sacrifice others to their cause. The question was, could it possibly be worth it? How would they justify such behavior, even to themselves? By now Vanessa had become addicted to the power that Giovanna gave her, and she was unwilling to step back away from it now. It was then that once again fate took a hand in Vanessa DeVore’s decision making process.

One of Vanessa’s favorite partygoers was a young woman named Rachel Morris. Rachel was on her way home from Vanessa’s latest party when she was attacked and waylaid by members of a street gang called the 8th Street Muertos. Vanessa was in contact with the young woman during the entire attack and felt every minute of her pain – unfortunately she was caught at a weak moment and didn’t have the energy to dominate the attackers. At the last moment she decided to take Rachel’s soul and then used that energy to wreak her terrible vengeance upon the gang members. She controlled each of them, forcing them to torture and then kill one another in ways best left to the imagination.

Vanessa had found her excuse – she would create a place in the world that was safe for her and her friends to enjoy life to the fullest. And the only way to create such a safe zone was to make sure that anyone who tried to stop her or hurt her friends, would die a most excruciating death. The first step was to destroy any last vestige of the 8th Street Muertos, and for that she needed a little bit of help. She gathered together ten of her dearest friends – all young and beautiful women – and telepathically showed them how Rachel had died. They were both horrified and incensed, ready to take blood vengeance on whoever was responsible.

Vanessa needed her volunteers to act as eyes and ears in the assault on the Muertos. She would look through them and then possess the gang members, and if she had to, she would sacrifice one or more of them to finish the job. As it turned out, she discovered that she could do more than just look through the eyes of her volunteers. She could actually imbue them with some of her power. Empowered by Giovanna’s telepathic insight and their own outrage, the women were transformed into true psychic street fighters. They pulled knowledge of fighting directly from their foes’ minds and used it against them, all the while anticipating their every counter attack. There was no need for Vanessa/Giovanna to control the minds of the gang members – their newfound squad of femme fatales was more than equal to the task.

This revelation gave Vanessa/Giovanna a new twist for her future plans. Not only could she provide a safe place for those she cared about, she could actually empower them. They could, with her help, become super powered heroes, and thus a true force to be reckoned with. She soon began to recruit in earnest, picking and choosing those she licked best to be admitted into her inner circle. She soon had several hundred close followers, all of who willingly submitted to Vanessa’s psychic presence in their minds. Their consent allowed her to ride along in their minds with minimal effort and empower them when necessary, but it was still a drain on her resources. Ultimately, if the group were going to succeed against all their many possible enemies, they were going to need a regular source of souls. Thus the Carnival of Shadows were finally born.

3.2 Beliefs and Goals
The Carnival of Shadows exist principally to cater to the needs and desires of Vanessa DeVore and the Giovanna personality that lurks within her body. In return, Vanessa has created for them a luxurious and safe environment in which to enjoy themselves with whatever pleasures they desire. All she asks in return is service in the ongoing battle against her many and varied enemies. Of course, since Vanessa operates within the minds of each and every one of her followers, they’re always happy to do whatever it is she asks of them.

The most important thing for Vanessa is that she have a constant supply of souls to keep her power level at its peak. If her power begins to fail, then the whole enterprise will fail, since everyone’s allegiance and powers stems from her own psychic abilities. As Vanessa continues to expand the size and scope of her coterie, she needs more and more souls. Fortunately for her – but unfortunately for everyone else – she has learned how to devour souls through her servants. She no longer needs to have a direct connection to the victim. Still, the process is not instantaneous. It takes between two and five hours to successfully break down a person’s willpower and resistance. Only then can Vanessa feast upon the soul stripped bare for her consumption.

On average, Vanessa requires two souls per night to keep herself at full strength. This allows her to not only be in touch with all of her loyal subjects but to directly dominate her less willing servants and still have the energy to have a little fun each evening. Thus there are usually several dozen teams of Carnival of Shadows sent out onto the streets each night looking for potential victims. Vanessa prefers a certain type of soul – one that is willful and possibly violent, and usually (but not always) a man. Her few remaining wisps of conscience force her to choose “bad” people over “good” people, but her definitions of bad have become increasingly harsh. Someone who fails to curb his dog or speaks harshly to a cab driver often gets tagged as bad, especially if he or she meets the other criteria.

Vanessa prefers to devour the souls of less attractive people, both physically and socially. She feels that in doing so she is “culling the herd” and somehow making the world a better place. She’s loathe to destroy anyone or anything that she considers beautiful, and would much rather recruit an attractive man or woman into her cult than devour their soul. Likewise, she has a special fondness for artists, writers, musicians, and actors. She will almost never kill someone with talent, unless her survival depends upon it. Of course, only Vanessa’s definition of talent is what’s important in this consideration, and her tastes are decidedly retro. She loves classical music, opera, and Renaissance and Baroque painting and poetry. More than one aspiring punk rock star and modern artist have been devoured without Vanessa even pausing to consider that they had any talent.

Few people are aware of just what Vanessa and her Carnival of Shadows are doing. When someone has their soul ripped out of them, the usual result is a very mysterious death – one that appears to be of natural causes just because an examining doctor cannot find any definite cause. It’s usually dismissed as a stroke or heart attack, and rarely does anyone suspect foul play. The Ring Mistress’ themselves are quite adept at covering their tracks. Their mental abilities allow them to alter the minds of key witnesses and cover up the lost time in a person’s life that occurs while they’re being systematically tortured and psychically abused in preparation for being served to Vanessa. Some mystic heroes have gotten an inkling that something weird is going on, but the truth has yet to be revealed to anyone outside the Carnival of Shadows.

When The Carnival of Shadows find themselves in a “wartime” situation, as Vanessa calls it, then the number of souls required each day rises dramatically. Vanessa has had to fight off incursions into her affairs from several other villain groups, including both the 5th Column and Nemesis. In both cases she engaged in tough, nasty fights with her foes, resulting in scores of dead on each side. In the course of these battles (both of which she won) she ended up consuming as many as one soul an hour for much of the conflict. Of course, many of these were captured enemy soldiers, but a fair portion were also people taken from the streets when matters grew desperate. Likewise, whenever she has any conflict with the Rikti, she must also find more victims, since Rikti souls remain unreachable for her. Thus whenever the Carnival of Shadows find themselves in a crisis, mysterious deaths suddenly spike throughout the city.

With her energy supply intact, Vanessa’s next highest priority is recruiting new members into her every growing cult. She is very particular about the kind of people she allows into her inner circle. Only the most attractive, charming, and talented women get to be actual full fledged members, privy to her most intimate thoughts and powers. But Vanessa knows that there is value to be found in many other humans as well, and she has places in her organization for everyone who strikes her fancy. Men and women who do not qualify for higher rank still serve within the Carnival of Shadows community and can benefit greatly from Vanessa’s largesse – as long as they don’t mind having their minds controlled by their superiors.

The kinds of people Vanessa wants in the Carnival of Shadows are exactly the same kinds of people whose souls she usually avoids devouring: beautiful people with talent and charm. Since the end of the war, more and more of Paragon City’s wealthy young men and women have fallen under the Carnival of Shadows’ sway. Many of the best and brightest of them have become members, giving themselves over to Vanessa’s control and in return receiving a life filled with luxury, excitement, entertainment, and power. Most of them maintain their day jobs (if indeed they have jobs beyond their trust funds and investments) and funnel most or all of their earnings into Vanessa’s coffers.

As a result of its very wealthy and influential membership, the Carnival of Shadows do not need to spend much of their time or energy on fund-raising. Carnival of Shadows don’t knock over banks or rob jewelry stores. As often as not, their members own the banks and stores. Where the group does come into conflict with the law is when other wealthy family members, financial advisors, and legal representatives begin to grow suspicious of the way their friends and clients suddenly start pouring all their funds into foreign bank accounts under Vanessa DeVore’s control. They start asking uncomfortable questions and generally making life unpleasant and controversial for Vanessa’s followers, not knowing that in doing so they are running a terrible risk.

The Carnival of Shadows continue to spend a fair amount of time resolving these little conflicts. Often times the problem can be made to disappear through the careful application of memory wipes and telepathic domination. Other threats are more intractable, in which case more extreme measures are called for. The Carnival of Shadows are not afraid to kill anyone who stands in their way – feeding their soul to Vanessa and then covering up the disappearance as best they can. Several heads of large corporations and scions of notable Paragon City families have died in such conflicts, a fact that is beginning to draw more unwanted attention to Vanessa and her activities.

Let’s Get This Party Started

It is not hard for Vanessa to convince the young, wealthy society set to join her little group. After all, she throws the absolutely best parties in the city. Although no reporter has ever managed to infiltrate one of these fabulous and decadent soirees, everyone who’s anyone has heard of them. Admittance is strictly by invitation only, and anyone lucky enough to receive an invite immediately becomes the envy of all his or her friends. Vanessa does not automatically dominate and absorb every guest into her cult. Indeed, probably only 1 in 20 partygoers end up being offered a place in the Carnival of Shadows. Most just help provide the company, conversations, and new blood that any party needs. However, Vanessa does surreptitiously touch the mind of each and every guest, not only tweaking their emotions and thoughts to improve the party atmosphere, but also digging for any valuable or interesting secrets they might have. As a result of these psychic probings, Vanessa is one of the most well informed individuals in the city.

Not all of the parties are elegant penthouse dinner fetes or ballroom fundraisers. These are but the public face of Vanessa’s diversions. The real fun is for members only. When just the Carnival of Shadows gather, all inhibitions are let loose and their mistress organizes some truly wild and inventive diversions. Vanessa and her followers take great pride in exercising their powers over lesser people – and lesser people pretty much describes everyone in the city who’s not them. Thus they have no compunctions about embarrassing, inconveniencing, maiming, or even killing others, as long as it’s done in the furtherance of a good time.

One of the most common and enjoyable activities are the infinitely cruel and aptly named Ring Mistress Hunts. These range across some of the more wealthy and interesting parts of the city and are a source of endless amusement for the Carnival of Shadows who participate in them. Surprisingly, the object of the hunt is not to collect souls precisely, although if the hunters happen to find any particularly appropriate victims, Vanessa certainly won’t turn them down. Instead the participants scavenge for emotions and experiences. For example, a common goal is to frighten as many men over 50 as possible, with extra points being awarded for inducing heart or panic attacks. Other goals include: causing pain, seducing and then maiming individuals, tormenting city officials or right-wing ideologues, and actually slicing off specific body parts. Participants usually manage to work up quite a frenzy as the night progresses, and violence and the spilling of much blood are inevitable results.

Another popular variation is the so-called “out of house” party, wherein the Carnival of Shadows seize a building or home for a night and make it the center of one of their wild and crazed Bacchanals. Office buildings, laboratories, warehouses, and apartment buildings are all fair game for such events. The partygoers torment and mind control any occupants unlucky enough to be caught inside and often do significant damage to the structure itself. Vanessa has been known to target specific buildings belonging to those that displease her for some reason, be it because of their political beliefs or because they have interfered in her affairs or those of her followers.

By far the most ostentatious and deadly of all the Carnival of Shadows’ entertainments is the so-called Dread Carnivale. This event was meant to be an annual tradition, but Vanessa had so much fun with it that she has them on a monthly or sometimes bi-weekly basis. In these events her costume-clad cultists pull out all the stops. Vanessa usually stores up a supply of souls for the occasion, devouring enough essences to make her drunk with power. She then releases her people upon the city, using her mind control abilities to their fullest potential. The Ring Mistress’ use their powers to make the world around them perform as entertainers. Innocent bystanders are made to sing, dance, cavort, and debase themselves for the amusement of the mask wearing Carnivale goers. The Ring Mistress’ themselves get into the act, abusing, maiming, and often killing the “performers” for their own amusement.

The Dread Carnivale often serves as an initiation rite for new members. The Euphoria Vanessa feels when gorging upon so many souls is passed down to all her intimate followers, causing them to become inebriated with power and the lust for perverse entertainments. New members find this heady mix of emotions almost too much to bear – but they also become instantly addicted to the feeling, falling all the more under Vanessa’s sway in the process.

Recently Vanessa has been sending out a watered down version of the Dread Carnivale into the streets of Paragon City and beyond in an effort to recruit new members and draw more energy.

Loftier Goals
Ultimately though, once the partying is done, Vanessa (inspired by the Giovanna portion of her personality) does not want history to repeat itself – she doesn’t want to be driven from power and have to end up spending another 200 years trapped inside a mask. Thus she is being much more careful about securing her self and her followers from outside attack. But she knows that the only way to be 100% safe is to control her environment, including everyone else around her. And that means taking over the minds of everyone in the city, or at least influencing them to the point where they can’t possibly hurt or hinder her. After she secures Paragon City, then she’ll see about the rest of the planet.

Although Vanessa is still very picky about what kind of people she lets into her inner circle (after all, in many ways these people are actually inside her mind much of the time, a very intimate experience), she does want to have some degree of influence over everyone else as well. The poor, the ugly, the unpleasant, and the morally righteous might not appeal aesthetically, but they have a power of their own that cannot be safely ignored. Thus Vanessa is currently seeking a number of different avenues for reaching out to a much wider audience and tweaking their sensibilities and thought patterns to more closely match her own.

One of the key aspects of Vanessa’s plans for world domination is an ever-increasing influence over media and pop culture. Paragon City long ago surpassed New York as the cultural and fashion center of the United States. Super powered heroes have long been big-time stars and popularity attracts more popularity. The worlds of fashion, music, theater, and even movies all look to Paragon City’s societal elite to show them the way. As it happens, close to three-quarters of those elites are now firmly under Vanessa’s sway, an accomplishment she’s quite proud of. In other words, to a very large extent, Vanessa DeVore decides what is and isn’t cool in the world.

Although her personal tastes may run to classical music and 17th century costumes, she knows that such antiquated styles would have a hard time reaching today’s teens and hipsters. Instead she bites the bullet and promotes various vacuous pop starlets and cardboard cutout teen heartthrobs as a succession of next big things. Each one moves popular tastes a little more in Vanessa’s direction, making anyone who has listened to and enjoyed their music or seen their movies just that much more susceptible to her mental control. This is a long term plan to be sure, but once a generation of the world’s youth has grown up enjoying Vanessa’s entertainment products, their minds will be so weakened and ready for her that she hopes to be able to control millions of people at once.

In the present day she rules the entertainment industry – or at least her part of it – with an iron fist. She mentally dominates agents, actors, directors, producers, and anyone else with any say in what gets on the air. Although she uses mind control for much of this work, occasionally brute force intimidation and blackmail are also necessary tactics. More than one recalcitrant director or actor with his or her own “vision” has ended up dead, insane, or in jail.

Recently Vanessa has begun to use the media as a tool against those who stand in her way, particularly heroes who harass her operations. The normally fawning media seldom criticizes heroes, especially in the wake of the Rikti War, but that’s not the case when Vanessa is crossed. She has been known to unleash the full fury of her media connection on a troublesome hero, from slander pieces, to jokes on late night television, to investigative reports on their personal lives. These can become a huge distraction for a hero, sometimes even leading to legal difficulties, paternity suits, and emotional collapses.

Of course, rather than slander heroes, in many cases Vanessa would like to simply control them outright. This is often quite a challenge, as most heroes have, almost by definition, very strong wills that are not easily broken. They also usually have many friends who are also heroes and who might have the power to detect when one of their associates is having his or her mind controlled. Thus Vanessa is very careful about which heroes she attempts to seduce into her ever-growing cult. She tends to choose loners with big egos, heroes who think so highly of themselves that its easy to play to their pride. After all, heroes are the superstars of the modern world, and many of them love a good party as much as anyone and Vanessa DeVore gives the best parties.

She periodically holds events to honor various heroes, although never for their good works. They’re always designed to laud a hero’s more egocentric attributes, like the annual Best Dressed Hero event or the Most Eligible Single soiree. These affairs have quickly become a mainstay of the young, hip hero set and give Vanessa plenty of opportunity to quietly scope out possible recruits and, at the very least, get incriminating videos she can use for blackmail at a later date.

As a result of these efforts, Vanessa has already brought several dozen high profile heroes under her sway. While they continue to do their good deeds in public, privately they’ve become totally enthralled to Vanessa. Many of them serve within the Carnival of Shadows as Harlequins, wearing costumes designed by Vanessa instead of their usual garments. In these guises they serve The Carnival of Shadows’ needs, participating in their wild events and finding victims for Vanessa to consume.


3.3 Villains

Attendants
The Attendants are the basic soldiers of the Carnival of Shadows. They are modeled, after a fashion, upon the classic Attendants of several centuries ago – young, strong, servants who’ll handle any task their mistress gives them. These Attendants are universally young, athletic, good looking and female, although they seldom have the financial background or social skills to make them truly acceptable to Vanessa as dinner companions. Instead they are relegated to the status of servants – to be seen but not heard and to work tirelessly.

While Attendants might wear more traditional servant attire when performing their duties at one of Vanessa’s more public parties, heroes are only likely to knowingly encounter them when they’re dressed for battle. Like all members of the Carnival of Shadows, Attendants wear masks. In their case these are usually one of three colors: Dark Blue, Dark Green, or Dark Purple. These masks are stern, handsome male faces with ruby colored eyes. They wear wigs of straight, white hair pulled back into a ponytail. Their torsos are covered by heavy leather, sleeveless tunics that expose their muscular arms. They wear knee length leather pants that end at the knee, below which are black tights and black shoes. The color of the clothing in each case matches the color of their mask. Overall the cloth ing is highly decorated and yet still menacing. These are combat outfits with a touch of style thrown in.

The Attendants are indeed formidable Since she views them as front line, easily replaceable soldiers, she has no qualms about overloading their bodies with power and stimulants. Her fine control over their minds reaches deep into the subconscious, autonomic brain functions. She can actually control the flow of endorphins, adrenaline, and hormones into their bodies. Thus the Attendants have had all of their physical abilities increased far beyond the normal maximums for a human. As a result, few Attendants would be expected to live more than a few years before their hearts burst, but at least they will leave a beautiful corpse.

Beyond their physical prowess, the Attendants possess a number of other powers as well, most of them psychic in origins. First of all, they are all resistant to psychic attacks, as are all members of the Carnival of Shadows. Vanessa’s mental domination means it is often impossible for other psychics to have any influence over the brains of her minions.

Each of the three different colored uniforms represents a different style of Footman, with different extraordinary abilities and equipment. The Dark Blue clad Attendants are the melee focused soldiers. They wield the Footman’s Sword, a saber designed to focus psychic energy, which consequently crackles around the blade and giving it an extra bit of bite. Blue Attendants can also project this lightning-like effect directly from their hands when they’re forced to engage foes at a distance.

Dark Green soldiers are equipped with the Footman’s Musket, a silver and wooden musket that fires bolts of pure psychic energy instead of musket balls. These not only have a much higher rate of fire than an old-fashioned musket, but they’re armor piercing and are strong enough to telekinetically tear through the side of a tank. Dark Green Soldiers are also adept at moving quickly, even at superhuman speeds, allowing them to maintain range against their targets.

Dark Purple Attendants wield the bulky but deadly Hand Cannon, a device that looks like a bazooka sized, ornate cannon. It uses telekinesis to fire a variety of different ammunition types. Explosive shells are always a favorite, causing significant damage over a wide area. For close in work, the cannon can also produce great gouts of sticky, napalm like flame, much in the tradition of a flamethrower.

Soulless Strongmen
Most of the time, when the Carnival of Shadows suck a soul from one of their victims, the person dies immediately. But sometimes, in certain rare instances, they’re left merely in a coma. Everything seems to work right, biologically speaking, but there’s simply no spark of consciousness in the body. At first Vanessa would have her soldiers leave these victims for the hospitals to care for. Then she discovered that she could actually possess and dominate them, just like any other person. These soulless bodies were not great conduits for power, like her Ring Mistress’ or even the Attendants, but they could serve as useful guards and soldiers. Since they feel no pain and have no will of their own to resist her domination, Vanessa now keeps all of these Soulless ones as a kind of special guard and strike force, using them on missions she would not normally risk her dear Ring Mistress’ on.

The Soulless have a monstrous appearance, their faces usually twisted by the strokes that left them comatose. Preferring not to witness such unsightly visages, Vanessa has them wear ominous iron masks, giving them the appearance of prisoners. The masks have glowing green eyes, a purely theatrical touch that Vanessa liked. The Soulless have very large, hulking, muscle-bound bodies, the product of manipulation and psychic surgery that has turned them into truly freakish creatures. The prisoner theme of the iron mask extends down the body, as the Soulless are wrapped in chains and wear iron bands around their wrists and ankles. Scars and burns cover their exposed flesh, often carved into intricate patterns by bored Ring Mistress’ looking to have some fun.

In battle, the Soulless wield large, single headed axes, modeled after the blades used by traditional headsmen. These weapons have been honed to a razor sharp edge through fine control telekinetics, and can cut through metal or stone. Their powerful legs allow them to leap great distances, closing with their opponents quickly and brutally. For those they can’t chase down, they can also release a soul-wrenching field of darkness by opening up a window to the worlds of the dead, draining the life from anyone in their vicinity. As mindless puppets, the Soulless are immune to all fear, mind attacks, and anything else that relies on one’s opponent’s state of mind.

Harlequins
The Harlequins are the male members of the Carnival of Shadows’ inner circle. Their minds have nearly completely joined with Vanessa’s, and although they retain much of their original personality, they have given up a great deal of free will. The Harlequins are second only to the Ring mistresses themselves when it comes to power and privilege within the group. They participate in all of the group’s wild events and public parties. Indeed, behind their masks lurk some of the most famous and wealthy socialites and heroes in Paragon City.

The Harlequin costumes are a cross between fetish gear and the classic clown-like Harlequin costume. Like all members of the Carnival of Shadows, they wear masks. These masks are either bright silver or gold and are laughing, clownish faces. The masks also incorporate dark red leather hats with four floppy arms, like a traditional harlequin’s headgear. Instead of ending in bells, floppy arms end in metal spikes. The rest of the Harlequin’s costume is a predominantly dark red, tight fitting leather suit that is somewhere between festive clown and fetish sheik. They wear spike gauntlets and high heeled black boots with spiked toes. Stripes and checker patterns accent the legs, arms, and torso of the costume, and come in three color varieties: yellow, white, and black.

Yellow Harlequins use torches to breathe fire on their opponents.
White Harlequins juggle and throw knives.
Black Harlequins are snake charmers.

Ring Mistresses
The Ring Mistress’ are the crème de le crème of Shadow Carnival society – the women who have been personally recruited, trained, and mind molded by Vanessa DeVore herself. Each of them is an extraordinarily powerful psychic in her own right, made so by Vanessa’s unlocking the full potential of their mental powers that lies dormant in every human being’s mind. They wear skimpy, bright colored costumes and masks, a look that has even become popular with certain fashion designers.

The Ring Mistress’ each view themselves as a kind of princess, or at the very least duchess. They universally have little regard for anyone but themselves and of course their mistress. Many of them are fashion models, actresses, and socialites whose beauty has already made them rich and famous. Even without their mental powers they would have little trouble twisting men around their fingertips, but now they can pretty much make any normal person do whatever they want. They are utterly without inhibition or empathy for the rest of the world. As far as they’re concerned, this world is theirs and we’re just around to act as servants, window dressing, or playthings.

The Ring Mistress’ do not really need weapons, but they like to carry them anyway, almost as accessories to their outfits. The Ring Mistress Whip is an integral part of the torture process that Ring Mistress’ use to break down a person’s defenses before feeding their soul to Vanessa. The Whip not only slices flesh, but it tears at the mind as well, dragging up traumatic memories and creating hallucinations and panic attacks in anyone it cuts. This is both a fear inducing effect and a huge distraction for anyone that takes damage, making it hard for them to concentrate on the matter at hand – whatever it may be. The Ring Mistress Claws are a set of three blades that a Ring Mistress straps to her wrist. They crackle with a psi-electric charge when used in battle and can even project bolts of energy at opponents. The Ring Mistress’s Staff is a long, thin golden rod with an ornate red design running in a spiral down its length. The staff is a powerful telekinetic focus that allows the Ring Mistress to create force fields both to protect herself and to damage and ensnare opponents.

In addition to whatever weaponry they wield, all Ring Mistress’ have a common set of powers. Their Telekinesis protects them from physical attacks and, more obviously, allows them to fly at great speeds and with impressive maneuverability. They are also shielded from all kinds of psychic attack. On the other hand, they each have the psi-blast power as well, making them very dangerous foes to anyone without a properly shielded mind. Finally, they can use their psychic powers to manipulate their own bodies, which not only keeps them in top physical form, it also allows them to heal themselves when damaged.

Illusionists
These twisted versions of stage magicians use Illusions to assault their opponent’s minds and bodies.
They dress in costumes that would be appropriate for a court noble in Italy, in the 17th Century, with metallic colors, as well as other rich colors such as burgundy.
Their powers are those of mental and physical illusions. That is all they need to disorient and defeat the foes of the Carnival.

Technology
The Carnival of Shadows are not one of the technological powerhouses within the greater community of villainy that exists i

Banished Pantheon

3.1 History
The world was once full of gods. In it’s infancy, humanity had not yet lost touch with the spirit realm. Indeed, we lived in concert with it, propitiating the paranormal at every significant event in our lives. These spirits were manifestations of the world’s natural life force. They were reflections of the greater Gaia that encompasses all of earthly existence. Long before our predecessors used their first rock as a tool, these spirits knew sentience, intelligence, song and poetry. They in turn taught these wonders to humankind, guiding them up the long ladder of evolution. In return the spirits fed and thrived upon the emotional and psychic devotion of their human protégés.
For some spirits, to feed and thrive was not enough. They wanted to feast. And so the made the leap from helpful spirits to benevolent gods. They demanded not just thanks and gifts from humanity, but worship and devotion. The savage humans began to build shrines and say prayers, and these eventually grew into temples and involved ceremonies. Some men began to devote their entire lives to the new gods, becoming shamans and later priests. In turn, the gods grew in power as they feasted upon the worshipers’ devotion. Where once they could make a plant grow strong and healthy, now they could cause whole forests to spring to life. They controlled the rains, the beasts, the winds, and the sun. the former custodians of nature had evolved into its masters.
Still, each spirit could not escape its original nature. Weather spirits could not control animals. Emotional spirits could not impact the physical world. Each god’s true nature defined its divinity. So they banded together into groups so that they might work together and hold sway over all creation. These pantheons would then lay claim to a specific area or tribe of humans, fighting off any interlopers who came to poach upon their worshipers. The pantheons were quite devoted to their individual tribes, for as the tribe prospered and grew, so did their power and influence.
Inevitably, as tribes became civilizations, and villages became cities, clashes between pantheons grew more and more common. Over the centuries many pantheons were lost with their worshipers, while others grew and prospered to dizzying heights. A battle between gods was always a terrible thing, invariably spilling over into the mortal world in the form of plagues, natural disasters, and even outright war with other nations. Often the gods would fight alongside their human followers, shrugging off mortal spears and arrows as they sought to kill as many of the opponents’ worshipers as possible.
One pantheon, which originated in what we know today as Sub-Saharan Africa, earned a particularly ferocious reputation amongst the divine. Led by a trickster god called Lughebu, the Pantheon decided that the constant tending to the needs of worshipers was a slow and painful way to gather the spiritual energy upon which they thrived. Lughebu had discovered that fear and sorrow could feed a god just as well as love and devotion. There had long been gods who traded in such dread emotions, but even they gathered worshipers unto them – usually people wanting to stave off the god’s wrath. Lughebu and his Pantheon decided to follow a different path, and harvest the negative spiritual energy directly.
By cutting themselves off from the shackles of worshipers, Lughebu’s Pantheon was free to wander the world as they pleased, taking their prizes as they pleased. For many centuries they did just that, preying on the weaker pantheon, often going to war with the gods, destroying their people to the last wailing infant and then dispatching the fallen pantheon to oblivion. It was in a particularly hard fought example of these inter-deity wars that one of Lughebu’s compatriots, a God of the Hunt called M’teru, made a terrible discovery. While the fear and sorrow of human was sweet and wondrous, the last gasp of a fallen god was pure ambrosia. Once he had shared his discovery with his fellow dark gods, the entire Pantheon became addicted to consuming the life force of other deities.
Now mere mortals were as gruel: enough to sustain their hunger, but never enough to satisfy it. The Pantheon began to roam across Africa, hunting down more and more powerful gods for their fire. With each brutal success the Pantheon itself grew more potent, absorbing the energy and abilities of those they defeated. The rest of the continent’s gods could no longer ignore threat the Pantheon posed. They overcame their local rivalries and past feuds to unite against the ravaging, cannibalistic gods that sought to devour them all.
The Pantheon and the alliance of gods met in battle in the verdant plains of north Africa. They fought a cataclysmic war that lasted for entire generations, fighting back and forth across the continent. With 100 gods for each of the thirteen members of Lughebu’s Pantheon, the two sides were evenly matched. The war took a terrible toll on the surrounding countryside, killing tens of thousands of worshipers and stripping the earth bare of all life. By the time the war was finished, the lush forests and plains had been transformed into the desert we know of today as the Sahara.
During the war, all but the five strongest members of Lughebu’s Pantheon fell to the divine host. These last five had in fact consumed the essences of their fallen comrades, leaving them all the stronger for their losses. The alliance of gods knew that they needed another approach, and so turned to a single, relatively obscure god who had long fought at their side. She was Teilekku, and she had been a spirit of knowledge. Now she was the first god of True Magic. She had discovered magic through her own worshipers: the ability to bend, shape and tear reality through shear force of will. This magic differed from divine and spirit powers because it transcended its origins. A master of magic could affect anything in this world and beyond it, not just her own realm of spirit influence.
Teilekku taught her fellow gods a powerful magical ritual that she had devised, one that would defeat the evil Pantheon, although not in a way they expected. Instead of striking the enemy down on the field of battle, the goddess’ powerful magics created an illusory army of gods for the Pantheon to devour. The five ravening deities fell upon the false prey, who feel easily before their might. As Lughebu and his comrades consumed their prizes, the second part of Teilekku’s spell began to take effect. The magical energies surged through the evil gods’ bodies, driving their own spirits out of their physical forms and into the Spirit Realm. The sudden release of such massive energies all at once tore Pantheon’s divine bodies to shreds, leaving them no anchors on the physical world. The spell had effectively banished the Pantheon to the spirit realm, where they could no longer meddle directly with the affairs of gods and men.
The banished Pantheon raged impotently against the barrier between our world and the spirit realm. Without any anchor or calling in our world, they had no way to pierce the wall. Since they had long ago eschewed any pretense of gathering worshippers to themselves, there was no one on the mortal plane who could create such a link. Moreover, the remaining gods who had defeated them were doing a very good job of erasing any trace that the Pantheon ever existed, so that within a generation they would be completely forgotten by humanity.
Lughebu and the rest of the Pantheon spent much of their remaining energy trying to find some breach in the barrier, but this proved a waste. Finally, resigned to their fate, they decided to make the best of their situation. The spirit world is a vast, bizarre realm populated by pale afterimages and memories of the real world. It is a land of ghosts, forgotten gods, and nascent spirits waiting to be born into the world. The Pantheon spent countless lifetimes learning its ways and carving out their own kind of territory within the spirit world. They learned how to look through the barrier into the physical world, and even how to manipulate the dream spirits and send formless nightmares into the minds of sleeping children. They ruled over a horde of lesser spirits and demons, twisting them into malicious beings of pure negative energy and emotion. All the while they bided their time, waiting for a chance to once again feast upon the souls of gods and men.
One of their favorite ways to pass the time was watching scenes of great suffering and despair in the mortal world. Even through the spirit barrier they still gained some miniscule nourishment from such events, like dehydrated men licking condensation from a stone wall. Thousands of years had passed, and they were now enjoying a period of particular depravity and evil, with human tribes selling each other into slavery to white men from the north. While certainly the world had seen such savagery before, this was a new height for evil since the Pantheon had learned to gather fragments of energy from the other side. The five gods flocked eagerly to any point of depravity and despair, especially amongst those who worshipped any of the gods that had banished them so long ago.
On one instance when the suffering was particularly great, in the hold of slave ship bound for the West Indies, Lughebu The Trickster felt the fabric separating the two worlds had grown particularly thin. He had long ago mastered the art of sending formless nightmares across the gulf between worlds, but now, for the first time he was able to send more coherent dreams; dreams that included his name. He had finally discovered the secret of breaking through the barrier at least in some small manner. It was a start, something to build on. At first he and his kin sent nightmares and visions to make a bad situation worse, hoping to eke out more sustenance through the barrier. Only later, after a few years of this largely futile exercise, did the sorrow starved Lughebu think clearly enough to see this breach’s full potential.
Lughebu’s mind thought back to a time so far gone that he scarcely remembered it. A time when he had been a lowly trickster god and Neanderthal man had left him berries to leave them be. To a time when he had worshipers. It was obvious that there were no gods looking after these poor slaves. They would be hopeless and desperate, willing even to devote themselves to the perverse desires of the Pantheon. And through their worship, he and his fellow banished gods would find a way back into the world. Then they would feast once more.
The Pantheon began to send dreams to the most desperate and yet strong willed of the slaves, both in the American Colonies and in the West Indies. Unfortunately for them, very few were willing to relinquish their old gods from Africa. The voudon practitioners held sway over many, and their gods were still jealous and powerful. Worse yet were those who had succumbed to the white man’s god. They proved entirely intractable. All that was left for the Pantheon were those few dark souls who had already turned away from any path that might lead to salvation. This ended up working well for the dark gods though, for such evil men and women proved the perfect conduits for their malicious plans.
These evil men and women became the first Shamans, worshipers and devotees of the Pantheon who could serve as conduits for their power and desires. The Shamans established small coteries devoted to carrying out the banished gods’ will. The first trick they learned was how to send the negative energies from human sorrow and pain across the spirit barrier to feed the gods. In return the Lughebu and company would aid their worshipers as best they could, chiefly by providing information they had glimpsed through the barrier about the enemies of the Shamans. At first they could not interact directly with our world or their worshipers.
However, as their power grew, the Pantheon discovered more and more cracks appearing in the barriers. A crack is actually a poor metaphor, since the “cracks” were actually temporary and mobile: they were the Shamans themselves, and their victims. The Pantheon discovered that when the Shamans sent souls across the barrier, they opened a two-way passage, through which they could in turn send their own evil spirits and negative energy back. Although not nearly big enough for the gods themselves to slip through, they could send their spirit minions to possess the discarded bodies of the Shamans’ sacrifices. They could even lend a part of their power to the Shamans themselves.
Throughout the 18th Century, the Pantheon’s cult of followers grew slowly, reaching its height at the turn of the century in the United States. It never numbered more than a few hundred individuals spread out across West Africa, the Caribbean, and the Southern American colonies. It was in America that the cult really took root. With no established indigenous religions to compete with aside from Christianity, the predatory gods found fertile soil for their machinations. Their power continued to grow throughout the 19th Century, with the gods keeping a careful balance between culling worshipers from both the black slaves and the white masters. It needed the misery and desperation of the slaves and thus found many willing worshipers amongst them. At the same time the Pantheon did not want to give the slaves enough power to destroy the institution that was causing them so much delicious sorrow.
With the coming of the Civil War, the Pantheon had a few golden years where pain, suffering and death were in such abundance that the barrier with the spirit world weakened even further. In the chaos of war, the Shamans of the Banished Pantheon went wild in some regions, and with the help of their dread gods discovered that they weren’t the only ones that could receive divine energy from the other side. This was the first appearance of the zombie-like Husk, which would come to exemplify the Pantheon in future years. The Husks were bodies whose souls had been sent on to feed the evil gods. The gods then sent back one of their enslaved spirits to possess the body and give it a new and terrible life as a zombie.
The end of the war also brought the end of slavery, but not the end of misery in America. The Shamans and their gods took up with the many new hate groups that had begun to appear amongst the white population. Although they never supported any particular group’s agenda, they did recruit from their ranks for their own purposes. The chaos of the Civil War had given the Pantheon a taste of added freedom and power, and it was something they longed to return to. When, decades later, the Great Depression struck, they thought they had found their chance.
With so many millions unemployed and desperate, The Pantheon and its Shamans launched their biggest initiative ever. For the first time since their banishment, they were going to try and manipulate human history on a grand scale. They placed their operatives throughout the nation and were preparing to bring about a violent class war between the poor and the rich in America. Their plan encompassed both temporal and spiritual elements, with the Shamans using their powers to influence leaders on both sides of the coming war. They didn’t care who won they simply wanted the conflict.
Fortunately for America, the 1930’s brought more than the Great Depression alone. It also brought a new breed of heroes, men and women willing and prepared to deal with threats like the Banished Pantheon. The shadowy Mister E was one of these heroes. A founding member of the Midnight Squad, he and his compatriots dedicated themselves to fighting any evil with supernatural origins. Mister E had contacts throughout the occult world and had heard rumors of the Shamans and the devotion to some long forgotten pantheon of evil gods. While pursuing another case, he happened upon a meeting where one of these evil priests was using his powers to sway a large group of unemployed men. He listened closely as their small role in the coming class war unfolded.
With his brilliant analytical mind and mystic insight, he immediately recognized that this group was only part of a much larger conspiracy. He single handedly broke up the meeting and managed to capture the Shaman leading it. The foul high priest refused to talk, but Mister E found evidence on him that led him to another Pantheon cult. This time it was a group of bankers and financiers secretly worshiping the Banished Pantheon on the rooftops of their luxury apartment buildings. They too had instructions that would ultimately lead to a violent class struggle. After he’d brought these sinister silver spoon sybarites to justice, he gathered the rest of the Midnight Squad together.
Their then ensued a secret war in the shadows that lasted for almost an entire year. The Midnight Squad struck first, crippling the Banished Pantheon’s conspiracy and preventing the imminent class war. The war in the shadows had just begun. The Pantheon struck back focusing their assaults not on the members of the Midnight Squad, but on their families, friends, and loved ones. As always, the evil gods went for pain and anguish over direct action. Mister E alone remained immune to such assaults, because his life and identity were a secret even the gods in the spirit realm could not plumb. He stood strong and fast against the Pantheon and his fellow heroes, nearly crippled with grief and doubt, rallied around him. Eventually the heroes proved victorious, capturing or eliminating almost all of the Pantheon’s Shamans and smashing their witless cult conspiracy to smithereens.
The defeat was so resounding that Lughebu and company could scarcely act on earth for another decade, a particularly harsh blow since it meant they missed out on any chance to capitalize upon the horrors of World War II, which happened just a few years later. Slowly they rebuilt their power base in America, still feeding off hate and sadness and grief. With each race riot, government brutality, and national tragedy their strength grew. By the end of the century they had recovered a fair amount of their former influence, but still not enough to attempt anything as audacious as what they had tried in the 30’s.
Then the Rikti invaded. The pain, the horror, the anguish, the fear. It was almost overwhelming after so many decades of deprivation for the Banished Pantheon. They released their Shamans upon the war torn world, creating hordes of Husks to add fuel to the fire. With so many other, more pressing threats, The Pantheon was able to act largely without any serious interference from the world’s heroes. Back in the spirit realm, the gods were salivating with hunger. They poured forth all their energy into empowering their Shamans. It was then that Lughebu discovered an entirely new opportunity. The massive amounts of death and destruction had so weakened the spirit barrier and inflamed the Shamans that the trickster god was able to actually possess his devotee for several hours, transforming their human forms into a physical manifestation of the god himself.
Creating avatars of themselves in our world was akin to flinging wide the jailhouse doors as far as the gods were concerned. Although at only a fraction of their true power, it allowed them to once again walk the earth and carry out their every depraved desire. Lughebu believes that transforming Shamans into Avatars is only the first step on the path to freeing themselves entirely from the spirit realm. Now the Banished Pantheon is determined more than ever to set itself free and to wreak bloody havoc upon the entire world.

3.2 Beliefs and Goals
More than anything, the Banished Pantheon yearns to return to Earth as free creatures. Such an event would be a disaster on par with the Rikti Invasion, as these five beings by themselves could level whole continents with their powers. Fortunately, at present there seems no way for them to break the cures laid upon them, but even so their power and influence on earth continues to grow now that they can project their avatars into the bodies of their worshipers. What they need is a source of power equal to that of the gods they used to devour with such abandon, but gods are few and far between in the modern world.
However, there is a new kind of god emerging, a very different type of being whose energy The Pantheon is just now developing a taste for: super powered heroes. Heroes are, in many ways, modern gods. They have powers and abilities beyond mortal men. They receive the praise, adulation, and even worship of those whom they serve and protect. The more fame they accrue, the more esteemed they are and seemingly the more powerful they become. Whether they realize it or not, when a hero receives the cheers and support of a grateful city, the experience leaves a residual energy on their spirit. The more people praise their name, the more spiritual residue builds up. This is the stuff of confidence and the aura of mystique that surrounds so many celebrities and heroes. The more a hero revels in his or her fame, the stronger the energy becomes as they tap into it subconsciously.
As a result of this phenomenon, the gods of the Pantheon have taken a special interest in conquering famous heroes and stripping away these auras of worship that have built up around them. The process comes naturally to any of the gods’ avatars, which can consume the delectable aura as they defeat a hero in battle. They do not have to kill the hero. Indeed, they prefer not to. Instead they like to humiliate and temporarily or permanently cripple their foes. This not only produces the added bonus of sorrow and pain for the gods to feed on, it also makes it easier to strip away the fame aura since the hero himself comes to believe he is not worthy of the accolades he has earned.
Ideally there would actually be some sort of in game effect associated with fighting the Banished Pantheon. For instance, when their minions defeat heroes they lose extra Fame. Another interesting option would be to allow them to strip away unspent influence points or even to destroy unused favors. On the flip side they shouldn’t be quite as tough as their difficulty level would suggest because of the added penalty. You could also balance the Pantheon by giving higher Fame rewards for defeating them, or giving them higher XP rewards than normal.
Overall, the Pantheon seeks to sow sorrow at every turn. Pain and suffering are their bread and butter, and without a constant stream of agony and stolen souls, their power will begin to whither and die. Thus, the more of the city they can bring under their baleful influence, the better. Ultimately it would be grand if the entire metropolis felt their presence on a daily basis, becoming a necropolis of the spirit. But then again, they have a lot of competition.

3.3 Behavior Patterns
The Husks and Chambers make up the vast majority of the Pantheon’s earthly army, and the evil gods are pretty free with their least powerful minions, setting them loose anywhere and everywhere they can. Because of their slow speed, Husks and Chambers work best in large groups, so it is very rare to see just one or two of these zombie-like creatures wandering the streets alone. The Pantheon likes to release Husks and Chambers in large herds all at one time rather than maintaining a constant flow of them into the city’s populated areas. Thus there will be days when suddenly an area is flooded with Husks and Chambers, while weeks will go by without a single walking cadaver showing its face on the streets. These mass releases are designed to cause maximum terror and fear amongst the local population. There is invariably at least one Shaman in the vicinity, to help reap the dark harvest the gods of the Banished Pantheon demand.
It is however much more common to find solitary corrupt spirits roaming about the city and leaving chaos in their wake. The corrupt spirits love to cause their own brand of mischief wherever they go, and their flight power gives them a great deal of mobility. They are liable to pop up literally anywhere, although the Midnight Squad has taken precautions to ward some parts of the city against them.
Recruiting new Shamans is always a priority for the evil gods, since without them they can neither feast on stolen souls nor manifest themselves in our world as avatars. While anyone would be convinced that the Banished Pantheon has great power, it takes a certain type of person to be not only convinced, but seduced by such creatures. A fair amount of time and energy goes into cajoling a potential Shaman into the Pantheon’s ranks. Thus a significant portion of the group’s energies goes into taking care of worldly matters relating to their new initiates. Invariable evil to the core, a new Shaman wants revenge upon everyone in the world who ever did him or her wrong or even pissed him or her off. The gods encourage their priests to carry out these vendettas, and are more than happy to send corrupt spirits to terrorize ex-lovers or soul sucking Husk to demolish an old work place.
Lughebu has recently developed quite an interest in the lost city of Oranbega. Although they do not truly understand magic, the gods know that it is the key to their imprisonment and they want to learn more. Thus they have begun to send exploratory parties down into the underground city to recover whatever magical artifacts and items of power they can. This has led them into conflict with the Circle of Thorns on more than one occasion, but they generally try to avoid the evil magician and explore areas that the sorcerers have not yet claimed for themselves.
In the chaotic days following the Rikti War, Lughebu’s increased powers sensed a sleeping god underneath the cemetery in Dark Astoria. It was the dead god Mot, whose evil power outstripped even the Banished Pantheon. The greedy Lughebu wanted to drink from Mot’s divine essence and so commanded his followers to launch an assault on that city zone. The overwrought authorities fled before the zombie hordes and abandoned Dark Astoria altogether. No one yet knows why the Banished Pantheon has claimed Dark Astoria as its own; Lughebu is still trying to figure out how to tap into Mot’s power without waking him up.

3.4 Enemies and Allies
The Pantheon will happily ally with anyone and everyone who asks for their assistance, as long as the end result is more pain and suffering in the world for them to feed upon. Since they have very few temporal goals, their agenda seldom conflicts with those of other villain groups. The flip side is that they very rarely actually care if their erstwhile ally’s agenda gets fulfilled. Indeed, as often as not, when things turn bad for their ally, they will change sides, since they can feed of an ally’s fear and loathing just as easily as an enemy’s.
The one exception to the above assertions is the Circle of Thorns. As mentioned earlier, Lughebu and the rest of the Pantheon have a great fear for and interest in all things magical. They do not understand magic and cannot work it themselves, but they want to learn. They believe that there is a magical key to their prison and they think that the Circle of Thorns might be able to help them find it. Thus they try to work with the magicians whenever possible. Unfortunately for them The Circle is only slightly cooperative. Each group tries to exploit the other without really helping them. This leads to more than a few scuffles between the groups, particularly down in the caverns of lost Oranbega.
Several villain groups find the Pantheon to be as great a threat to them as the city’s heroes do. Crey Industries has no use for the group, considering them pests and a threat to call of their plans. Likewise the Fifth Column feels much the same way, being disdainful of their African roots and their chaotic nature. Nemesis, as always, feels free to manipulate them to his own ends, and often succeeds in doing just that. The Freakshow basically appreciate the group’s nihilism and chaos causing tendencies, and frankly to really understand what they’re dealing with.
The Rikti present another interesting case. Their world long ago abandoned gods and religion of any sort. They know nothing of magic or the spirit world, and frankly are more than a little skeptical about the whole thing. There’s no denying the Banished Gods’ power though, and they think it can be used to their advantage. After all, they care little for what happens to humanity, they just want to win the war. They believe that the Pantheon is, like themselves, an invading army from another dimension. As the saying goes, the enemy of my enemy is my friend. The Banished Gods are equally wary of the Rikti, since the aliens are emotional blanks to the evil deities. The Rikti can’t be Husk, their souls can’t be harvested, and they produce no delicious negative emotions to feed upon. Lughebu has made some overtures of cooperation with the Rikti, but thus far the two have not worked out any kind of formal alliance.
The Dawn Patrol stands as the greatest opponent of the Banished Pantheon. They have been fighting and defeating the villain group since the 30’s, and until the Rikti Invasion, they were viewed as a nuisance group. Now that the evil gods can manifest their avatars on earth, fighting them has become a much higher priority for the hero group. They are now quite proactive in seeking out Shamans and concentrations of Husk before they can attack the city. Their magicians have also begun to develop special charms and enchanted items designed to negate the powers of the Corrupt Spirits. They give these out as favors to their trusted allies and members.


3.5 The Future
The Banished Pantheon has big plans for the future. While destroying souls to create Husk is certainly useful, it is not the ideal fate for every man woman and child. No, they are much better used as a renewable resource of anguish, at least until the gods can escape their prison entirely and roam the world at will. With this in mind, Lughebu has begun to develop a semi-complete stage of possession, wherein a spirit is implanted into a human being whose soul is still there. The human spirit will remain dominant, and the poor victim unaware of what has transpired. Nevertheless he or she will become a walking beacon of some negative emotion, infecting themselves and everyone around them. The Midnight Squad will need to come up with some way to exorcise these spirits or eventually the whole city will fall under their gloomy sway.
There are also plenty of other malevolent creatures from the spirit world that the Pantheon would like to slip through into our world. At this point only the Corrupt Spirits can traverse the barrier, but soon the gods might find away to send larger, more fearsome spirits to our world to wreak havoc. Beings like the monstrously huge Juggernauts of War or the sprawling Spirits of Chaos.
All is not necessarily dark in the future. Should the situation ever become incredibly dire (such as the gods themselves being free), the world could well see the return of Teilekku, the goddess of magic who first banished the evil deities many millennia ago. She would offer new powers, abilities, and items to who would follow her in her crusade against the banished gods.

A few (okay, many) years ago, I got my hands on these documents. By now they're completely outdated and retconned, but I always enjoyed reading them. I assume they were written by Rick Dakan and/or Jack Emmett and/or other original Cryptic members.
Before they collect dust on my HD forever, I hope you enjoy the read.


Fifth Column

3.1 History
The Fifth Column came together under that code name only in 1939, but its principal members had operated together for some time before that, starting with the group’s infamous leader, Requiem. Born in 1900 as Ridolfo Uzzano, Requiem grew up in the small independent Republic of San Marino, nestled in Northern Italy. From an early age Ridolfo was destined for a life in the church. His parents dreamed of their son becoming a bishop or even a cardinal one day, thus bringing long missing honor and respect to their family. Ridolfo went along with these plans readily enough. The Church fascinated him from an early age, especially the more mystical and even occult aspects of theology. He studied hard and seemed pious enough. Then the First World War came when he was just 14. Like so many others of his generation, the unparalleled death and destruction of that war shook him to his core. Unlike many others, he liked the feeling.
Ridolfo stayed with his church studies but his heart was no longer in it. More and more he looked back to the age of an Imperial Church, when the pope ruled with an iron fist and directly or indirectly commanded armies. The power and respect accorded a priest still attracted him, but the religion did not. In 1922, just as he was preparing to be ordained for the priesthood, he found a new religion: fascism. Fascism was on the rise all over Italy at that time, and the independent nation of San Marino was not immune to its allures. Ridolfo became a leading member of the young party, urging his fellow citizens to join with the greater cause for Italian prosperity. Fascism’s roots did not sink deep in San Marino, so Ridolfo and his friend called upon Mussolini and the Italian Fascist Party to help bring/force the city into the fold. Ridolfo soon found his homeland too small for his ambitions, and having earned Il Duce’s respect, asked to serve the dictator directly.
Ridolfo served as a minor fascist functionary in Rome for several months, often disregarded and disrespected by his older, Italian comrades. Chafing under his menial duties, Ridolfo sought to put his religious training to use in the pursuit of his ambition. He convinced Mussolini to pressure the Pope into giving him access to the Vatican Archives. In return he promised to find ancient Roman and Papal doctrines that would help further cement Mussolini’s claim to ultimate authority and win the hearts and minds of his people. With access to the great libraries and archives of Rome and the Vatican, Rifolfo began to unearth dread secrets and mystic texts that few others knew even existed.
All of his scheming and research had a singular goal: Ridolfo wanted to find something, anything, that would set him apart from the herd. Something that would make him special, give him power over others. At first he thought he might find what he sought amongst the various forbidden tomes on black magic and witchcraft that the Vatican kept locked away, but Ridolfo had no interest in selling his soul to demons or any of the other unpredictable forces of hell. One story did strike Ridolfo’s eye – an apocryphal tale of the last Roman Emperor in the west, Romulus Augustulus. According to this tale, in 476 the emperor was spirited away by a secret society in Vienna known as the Path of The Dark. There they preserved his bloodline and his power through some sort of dark magic. Ridolfo knew that this was just the kind of propaganda Mussolini was looking for – if he could find someone directly descended from the last Roman Emperor and manipulate them into ceding power to Il Duce, it would be a nice symbolic gesture. Of course it was these stories of dark magic that interested him most.
Ridolfo went to Ravenna and began his search for signs of the Path of the Dark. He had very little luck at first. There was simply no indication in any historical records that such a group had ever existed. But Ridolfo’s instincts told him that the people here were hiding something, especially the older residents of Ravenna’s most ancient neighborhoods. Unable to get them to talk, he decided to use his position in the Fascist party to force some answers out of them. Under threat of torture and death one old woman finally broke, revealing that the Path still existed and thrived beneath an ancient chapel.
Ridolfo found the chapel and the hidden stairway beneath the altar. He descended warily into darkness so deep that it swallowed up his lantern’s light without illuminating anything. Ridolfo went down into that darkness and did not return for three months. His fellow fascists reported him dead, and the old folks he’d bullied sighed with relief. They thought that he’s gotten what he deserved. In fact, Ridolfo was very much alive, although he soon took on a new kind of life that few could possibly understand. There he encountered a race of primordial beings composed of pure darkness called the Nicti. In his last, impotent days as emperor, Romulus Augustulus had stumbled upon these beings and offered them his life in exchange for protection. He ceded them dominion over the city of Ravenna and had a series of special vaults and hidden, underground fortresses created for their use. He also founded a secret society of humans devoted to worshiping the Nicti, known as the Path of the Dark. In return, they spirited him away when Odoacer descended on Rome.
The Nicti are beings of pure darkness who existed before the world was even created, and any contact with direct sunlight causes them immense agony – although it does not kill them outright. They can however infuse a human body (or any living creature for that matter) with their own dark energy. The result is a hybrid being that can walk in light but still weild the fantastic darkness control powers that every Nicti possesses. The fusion of life and dark is painful and often fatal for the human recipient, so few humans are brave enough to try it. Romulus Augustulus was one. Ridolfo Uzzano was another. The fusion gives the human immortality, something Augustulus had used to full advantage. As leader of the Path of the Dark he had secured his rule over Ravenna, controlling it from beneath and living a life of luxury in the darkness of his hidden caverns. Ridolfo’s appearance was like a breath of fresh air – he had the ambition and drive that Augustulus had lacked for 1500 years. He made the young man swear allegiance to him and indoctrinated him into the Path of the Dark. He gave him great power and sent him forth into the world to spread the darkness. His only duty was to seek out those strong enough to undergo fusion with a Nicti and send them to Ravenna. Otherwise, he was free to follow the path his ambitions set for him.
The transformation left Ridolfo with skin that actually absorbed light and a host of super powers. Having been reborn he took on a new name inspired by his church upbringing – Requiem. He literally flew to Rome and offered his services to Mussolini. His timing could not have been better. Under other circumstances the dictator might have fled in terror before such an apparition, but at that moment Fascist Rome was being “terrorized” by some mysterious person calling himself the Freedom Fighter. The police and army were powerless to stop this mystery man, who seemed to have miraculous powers. The Freedom Fighter was beginning to rouse popular support against the fledgling fascist government, not to mention his constant attacks on party officials and military leaders. Mussolini made a deal with Requiem – take care of the Freedom Fighter and he would have a place in the new government and all the support he could ever want.
The battle, when it finally happened, lasted less than thirty seconds. The Freedom Fighter had no super powers of his own. He was simply a brave, resourceful man dedicated to fighting tyranny. His gadgets, daring, and skill were a match for the entire police force in Rome, but Requiem was a whole other order of power. He lay in wait in the shadows for the Freedom Fighter to appear. When the mystery man did, the darkness took form, reached out, and grabbed him. The poor young man never knew what hit him as the dark tendrils crushed every bone in his body. Requiem delivered the corpse personally to Mussolini, who thanked him somewhat warily.
As reward Requiem was given his own palazzo in Tuscany from which he was tasked with squashing all resistance to the Fascist government, especially from secret societies, cults, and the newly emerging super powered heroes. From 1924 to 1936 Requiem led a brutal campaign up and down the Italian peninsula. He killed thousands of resisters and several dozen emerging heroes. He also sent back a handful of candidates for Nicti fusion to Ravenna in order to fulfill his duties to the Path of the Dark. All that time he built up his own power and amassed his own followers – men devoted to the fascist cause and to Requiem personally. Requiem became a true believer in the tenets of Fascism and when a chance to fight for the cause on a larger stage presented itself, he accepted.
For all his devotion to Il Duce, Requiem had also become a great admirer of Chancellor Hitler in Germany. He made several visits to Hitler in the mid-30’s. The Fuhrer was very intrigued by Requiem’s powers and wanted to know everything he could about them. His devotion to the Path prevented Requiem from disclosing any sensitive information to the German, but the two men did become close. When The Spanish Civil War erupted in 1936, Hitler sent planes to help the fascist government there and suggested Requiem go as well. Mussolini reluctantly agreed to Requiem’s request. He headed to Spain to fight against the handful of heroes who had sailed over from America to help fight fascism’s spread. This was his first experience with truly powerful heroes and Requiem relished the challenge. He defeated all who opposed him until he first came across a super strong, super tough American hero named The Steel Bull.
Nothing Requiem could do could hurt the Steel Bull, while his own powers kept him safely out of the American hero’s crush grasp. At a loss, Requiem turned to Hitler for help. He knew that the Nazis had been developing their own. Hitler’s researches included the occult, but were mostly centered on science-based methods of empowerment. One of the more controversial scientists was a mountain of a man named Othman Doul. Othman was an Austrian inventor of “questionable” ethnic heritage. His outspoken, gruff, uncultured manner had won him few friends in the Third Reich’s reaches. Still, he was a supremely gifted inventor, especially when it came to new weapons systems. Hitler decided to put Othman to the test and sent him to Spain to help Requiem.
The two did not get along well. Othman found Requiem’s powers interesting but ultimately trifles compared to the future science offered. Requiem found Othman’s demeanor coarse and offensive. They never did come to like one another, but in Spain they earned each other’s respect. Othman and Requiem confronted the Steel Bull on the field of battle, and none of the weapons he’d brought could penetrate the hero’s steely hide. Requiem had to use his darkness powers to hide them both and spirit them away, and even so Othman was severely wounded. He has however managed to scrape off a sample of the Bull’s skin before they fled the field. IT wasn’t long before the resourceful Othman created a special bullet capable of making a small but deep hole in The Bull’s skin. They confronted him again, Othman’s weapon was successful and Requiem used the hole to introduce a tendril of darkness into the Bull’s body, which quickly ripped him apart from the inside.
With their sole remaining champion defeated and their armies routed, the freedom fighters in Spain soon fell before the new fascist government. Othman and Requiem returned to Germany to report upon their success. Requiem now proceeded to help the Nazi’s do what he had already accomplished in Italy: root out and destroy any super powered or secret resistance. Othman Doul made special weapons and even armor to equip the storm troopers under Requiem’s command. Meanwhile, Hitler’s other super soldier programs were continuing apace, principally under the direction of a doctor and biologist named Dr. Ehren Haff.
Dr. Haff was not necessarily the most faithful of Nazi Party members. He did not believe in the inherent superiority of one race to another. Indeed, he thought all humans to be relatively equal in their imperfection. He believed truly and deeply that only science and medicine could truly create a superior race. Dr. Haff developed a series of special formulae and radiation treatments designed to create the perfect soldiers. In 1938 he had his first major success: he created a formula that, when administered properly along with surgical adjustments and so forth, resulted in a human specimen with incredibly strong muscles, damage resistance, and speed. Unfortunately the process left the subject looking decidedly inhuman. Indeed, the very first time Hitler saw one of Dr. Haff’s creations he said they looked like vampires. Thus the name stuck: Vampyri.
Hitler and the leaders of the Reich were not pleased with Dr. Haff’s Vampyri. They were monstrous, obviously base creatures, despite their impressive physical prowess. They did not fit the image of the golden haired Aryan superman that the Nazis wanted to promote in the world. Hitler was quite disappointed. In an effort to convince his Fuhrer that the vampyri were truly the next phase of human evolution, Dr. Haff administered the treatment to himself, becoming one of the disturbing creatures. This metamorphosis only served to make him even more of a pariah within the Reich.
As Nazi Germany extended its power and influence into neighboring countries it became clear that a massive war was brewing. It was also clear that the United States could potentially play a deciding role in that war, should it choose to become involved in European affairs. The Reich decided that it would be best to start covert operations in America as soon as possible and to have agents in place to both influence and undermine American society and war plans.
Requiem had been snubbed and largely ignored since his return from Spain. The SS were jealous of his power and quickly outmaneuvered him politically. Hitler no longer took meetings with him and his assignments tended to be routine and unimportant. When he heard of the plans to send a covert team to the United States he quickly volunteered to lead it. Hitler agreed to his request and took the opportunity to rid himself of two other important but noisome underlings: Dr. Ehren Haff and Othman Doul. The trio was sent by U-boat along with several squads of commandos, and no one ever really expected to see them in Germany again.
Thus in 1938 the 5th Column was born, although it had yet to take on that name. Requiem retained the name he had chosen as a code name. He had earned a bit of a reputation in fascist circles and he planned to use that fame to recruit support from sympathetic Americans. Othman Doul chose the code-name Vandal, while Dr. Haff took the rather obvious but fitting name Nosferatu. The three men and their soldiers snuck onto a deserted beach on a moonless Nacht, with Requiem’s powers providing all the extra cover they needed. They were just 20 miles north of their destination: Paragon City.
For the first year Requiem and his team remained entirely in the shadows (often quite literally). Each of the three commanders took a full twelve months to set up operations. Requiem spent most of his time playing the role of spy – sneaking into government and military buildings, stealing top secret data and then sending it back to the Fatherland. Vandal and Nosferatu spent their time setting up their labs and machine shops to carry on their work. Vandal’s first task was to design himself a suit of self-powered armor to help protect him in battle. He also worked furiously at creating a series of radio controlled automatons and drones that could be used to augment their meager strike force when it came time to attack. Nosferatu began work on a second generation formulae that would have less drastic effects on the human body, all the while improving upon the original Vampyri formula. He created dozens more vampyri to guard the secret labs and underground bases the team was building.
Requiem’s secondary task was the recruitment of more soldiers from the local population. At this time, before the war broke out, there were a disturbingly large number of pro-fascist or at least sympathetic individuals in the U.S. With the Great Depression still lingering and isolationism a very popular political stance, Requiem had fertile ground to sow his seeds of hate. Using all the fascist propaganda scare tactics he knew, Requiem managed to win over several dozen fanatics to his cause. These he sent out across the country to find more like minded souls. All the while a trickle of recruits came from Germany and Italy – usually very competent but politically inept soldiers and officers who had done nothing wrong but who had crossed someone in the Party elite. Requiem and company welcomed them one and all.
In 1939 Requiem’s team began to operate in earnest, moving from simple espionage to full fledged sabotage. They began small and clever, disguising their attacks as accidents or random violence rather their true nature. A gas main would break just below a munitions factory, causing an explosion. A drunken truck driver would lose control of his vehicle carrying explosives and smash into and army base’s gates. And ship’s boiler would malfunction and explode, gutting the vessel and sending it to the bottom. Requiem’s darkness powers combined with Vandal’s ingenious sabotage devices allowed the group to destroy millions of dollars worth of war materiel and kill hundreds of innocent people without raising any suspicions.
Well, almost without raising suspicion. Fortunately there was one her who wasn’t fooled. In late 1940, as war raged in Europe, a member of the Freedom Phalanx, Dr. Mnemonic, noticed what was happening. He noticed the statistical leap in accidental deaths and decided to investigate some of the scenes. His planet-sized intellect quickly discerned that it was murder and sabotage – not an accident at all. He soon linked several other “accidents” to the same culprits and had strong suspicions that the Germans were somehow behind it all. He then laid a rather clever trap – offering up a notoriously accident-prone ship carrying vital cargo. His trap worked, although he failed to catch anything. Although the Freedom Phalanx had the ship surrounded, Requiem’s powers allowed him to slip in unnoticed and plant the sabotage device. As he was leaving he noticed one of the heroes flying high above. Requiem flew high and intercepted the unsuspecting hero, entangling him in tendrils of darkness and dragging him away into the Nacht.
Nosferatu used every trick in his torturer’s book to interrogate the hero and quickly broke the poor soul. The fascist saboteurs now knew that the Freedom Phalanx was on to their existence. Indeed, now that one of their own had fallen, they would be even more interested than before. It was time to move on to phase two. The 5th Column stopped operating in total secrecy and now made an attempt at misdirection. Vandal had been hard at work on his automatons and had come up with a number of different attack robots that could operate fairly effectively and independently in the field. The 5th Column launched a series of very public attacks using some of these robots – robots designed to look like Communist creations. Colored red and emblazoned with the Hammer and Sickle, these humanoid mechanized beasts terrorized the east coast for the next six months.
The “communist” attacks quickly became known in the press as the Red Robots and served their job well. Even Dr. Mnemonic was fooled or distracted enough to pursue Vandal’s carefully crafted false leads instead of the true menace. Requiem and Nosferatu were left to run their intelligence and sabotage operations. Throughout 1940 and the first half of 1941 they focused almost entirely upon gathering as much data as they could about the American military and its plans for entering the war. Requiem spent a lot of his time in Washington D.C. during this period, even infiltrating the White House on several occasions. Nosferatu continued to use his Vampyri to try and sabotage U.S. attempts to send aid and war materiel to Britain and the Soviet Union, all the while putting the final touches on his Ubermenschen formula. Vandal provided weapons and sabotage devices for the Vampyri and ran the Red Robot attacks against infrastructure and political targets.
The group was providing an invaluable service to the Nazi regime, but Hitler had other plans. He suspected the Americans would enter the war at any time and knew that the Japanese planned to attack Pearl Harbor. And so, not wanting to be one-upped by Japan, he ordered Requiem to gather all his might for a single attack on the American fleet gathered at Paragon City harbor. Requiem was loathe to reveal his power so blatantly, but the Fuhrer would brook no argument. And so, on Dec 7, 1941, the Fifth Column (still not known by that name) revealed itself to the world.
A fleet of cargo ships and navy escorts had assembled in the safe harbor of Paragon City with plans to steam out the next morning. Guarded by several heroes trained in anti-submarine warfare, it was hoped that the large fleet could safely penetrate any u-boat patrols and reach Britain with its cargo of munitions and other supplies fully intact. Instead, it never left the harbor. Although they all opposed the plan, Requiem, Vandal, and Nosferatu executed it perfectly. Most historians remember only the hordes of Vandal’s flying robots and rocket-equipped soldiers. Few are even aware of the vampyri who swan below and placed limpet mines or that the Nacht before Requiem himself assassinated all of the heroes assigned to defend the fleet. It was all over in a few minutes, and not a single ship remained above the waves.
Taken with the even more devastating losses at Pearl Harbor, the country was frightened and outraged. The enemy had struck them at home, and done so with seeming impunity. The U.S. immediately declared war on the Axis and began to mobilize both soldiers and heroes to fight the war. The Nazi attack on Paragon City had not been without its own casualties: several dozen soldiers had died and a number of Vandal’s robots shot down. As a result Dr. Mnemonic had plenty of evidence to sift through in his investigation. He quickly realized that the Red Robots had been a ruse to distract him. The same hand had obviously designed the flying robots and advanced weaponry used in the attack. This was proof that the Germans had been active in the U.S. for over a year, a thought that frightened the good doctor.
The papers went wild with speculations about the nefarious Nazi’s responsible for the attack. It had obviously been the work of spies and saboteurs stationed right here in the United States. More likely than not, they still hid within our midst. Papers talked of a Fifth Column operating in secret against freedom and democracy. As the Germans had thus far failed to identify themselves, the name stuck.
Requiem and company now entered a new phase of the war. There were police, military, and heroes all searching for them. The time for drawn out plans and fake accidents had passed. The insurgents began a campaign of guerilla warfare and terrorist style attacks. They took to lightning raids on power facilities, steel plants, bridges, factories, docks, and other infrastructure targets. They stayed well away from the “hardened” military targets such as naval bases and army facilities. With civilians taking most of the casualties, the military and heroes were forced to hunt the 5th Column down rather than wait for them to attack a well-defended target.
Requiem only risked one more large scale engagement. When the 1st Hero Brigade gathered in Liberty Plaza before shipping off across the Atlantic, he knew he could not pass up such a choice target, no matter how great the risk. Requiem massed almost his entire strength for the attack, but this time he lacked the element of surprise. Dr. Mnemonic had predicted such an attack and the Freedom Force and Hero Brigade had prepared accordingly. The resulting battle was the bloodiest and most destructive that Paragon City had ever seen. Dozens of heroes fell, but their losses were nothing compared to those suffered by the 5th Column. Hundreds of robots and flyers were destroyed and scores of soldiers killed. Even a dozen or so vampyri fell in battle. This was Requiem’s first great defeat and he did not savor it. He knew well enough that the time had come to quit the field, and so he retreated, beaten for the moment.
With most of the country’s heroes shipping out to Europe, Asia, and Africa to help fight the war, only a few remained to directly combat the 5th Column. While it’s terror attacks were certainly troublesome and were causing millions of dollars of damage, they still didn’t compare to the worldwide threat posed by the Axis overseas. Only a handful of experienced heroes remained in the States, and almost all of them focused their attention on fighting Requiem and his followers. For six months the 5th Column laid low, launching diversionary attacks using robotic forces. Since the United States had entered the war the Reich had stopped sending Requiem new recruits and with patriotism running at a fevered pitch it was impossible to recruit from the local population.
The 5th Column never truly recovered from the loss at Liberty Plaza. It continued to harass and cause trouble throughout the remained of the war, but as the American economy and industrial base kicked into war time overdrive, the small acts of sabotage and destruction became less and less significant. Seeing this, Requiem redirected his efforts against the country’s remaining domestic heroes, carrying out a personal vendetta against them. With little or no direction from Hitler, the group was free to act as it pleased. Noseferatu all but withdrew from the war, preferring to carry on his experiments in a secret underground lab. Vandal spent more and more energy testing bizarre and experimental weaponry, more out of his own curiosity than in an effort to help win the war for Germany. Requiem continued to fight on with what troops remained, but he had ceased to be much more than a terror for the heroes of Paragon City and other parts of the East Coast.
When the war ended, Requiem and the rest of the 5th Column faded away as well. Defeated and demoralized, the three villains decided to lay low and disappear rather than risk facing trial as war criminals. Requiem arranged for them all to flee to South America. He ventured into Europe and managed to destroy all official record of their existence, although he was almost caught on several occasions. Post-War Europe was awash with super powered spies and soldiers, making any kind of clandestine activity extremely dangerous. He then returned to South America and helped his cohort set up a new base of operation – a secret mountain fastness where all three of them could carry out their researches in relative peace and security.
Vandal was happy to have a well-equipped workshop where he could develop his engineering marvels without interruption or pressure for immediate results. An aging man with a heart problem, he worked first to ensure his own long life, developing implants and systems to replace his failing organs and give him what could easily amount to eternal life. Then he began to dramatically improve upon the simple, nearly mindless robots that had served the 5th column so well before and during the War. Nosferatu had now perfected his vampyri formula. A full course of treatment took less than a week and resulted in a total transformation without any ill-effects. The vampyri had incredible strength, toughness and speed and were immune to most types of damage, including bullets. The Ubermenschen formula proved more troublesome, and over the ensuing decades he went through thousands of “test subjects” culled from the neighboring villages. Eventually he did perfect the formula, achieving some truly remarkable results.
Meanwhile, Requiem planned. Having never before suffered a defeat so complete, he yearned for vengeance. He had little love for South America, viewing it as a backwards, corrupt, and morally vapid place that was still largely the domain of savages under lesser races. Nor did he want to return to Europe, which to him stank of defeat and capitulation. No, he wanted to return to America, only this time as a conqueror. Easier said than done of course, and Requiem knew this. While giving Vandal and Nosferatu everything they needed to conduct their research, Requiem set about building an army of his own.
For the next 30 years he traveled the globe promoting the cause of fascism. He supported guerilla groups, right wing government cabals, and political parties. All the while he sought new recruits and sent them back to South America for training (and occasionally experimentation). He operated under a number of different aliases and was wanted by Interpol as three separate people. He stayed away from America though, knowing that, with all the heroes there, it was still too dangerous for him.
As his confidence and drive began to loose steam Requiem received a summons from the Path of the Dark. He had largely ignored his masters for quite some time and they were not pleased. He made a pilgrimage to Ravenna and prostrated himself before his dark masters. They chastised him for his lack of faith and forced him to remain in their black lair for a full decade. Vandal and Nosferatu suspected him dead and went their separate ways (neither had liked the other very much) becoming villains in their own rights. All the while Requiem received wisdom, power, and strength from his constant devotions to the Nicti.
Reinvigorated with the power of the Path, Requiem left Ravenna and sought out his old allies. Vandal was running a crime syndicate in Rio while Nosferatu had set himself up as some kind of feudal vampiric lord in the mountains of Peru. Neither was satisfied and when they saw what Requiem had brought with him, they agreed to “get the band back together.” The Nicti had given Requiem a new group of followers – humans who had fused with Nicti to create the terrifying and powerful werewolf-like Nacht Wolves. All agreed that the next logical step was returning to Paragon City and taking vengeance upon the nation that had shamed and defeated them.
With no Hitler to force their hand, the 5th Column took its time preparing for their triumphal return. They operated entirely under the radar in the United States for over a decade before they made their stunning debut in the wake of the Rikti invasion. Indeed, they might well have waited another decade had they not seen a great opportunity in the invasion’s aftermath, with so many of the greatest heroes dead or missing. The city was weak and ripe for the taking.
Requiem and company had used their time to prepare well for their attack. They had dispatched recruiters all over the country to bring fresh, committed blood into the organization. As their number swelled, Vandal was hard at work using a new technology he had developed – digging and mining machines that could hollow out a cave network in record time. The 5th Column riddled the ground beneath Paragon City with tunnels and caves, setting up scores of secret outposts and fire bases beneath the city streets. There they trained and housed their troops, manufactured their robots, and prepared for the coming war.
When the Rikti invaded the 5th Column was as surprised as anyone. They took a wait and see attitude, fighting off more than a few Rikti incursions into their bases but otherwise keeping a very low profile. If the war had gone too badly they would have stepped in to help beat back the aliens, but Requiem had faith the Statesman and his fellow heroes would eventually beat back these beast men. He was right, and moreover he was pleased with the result: not only did the humans win, but they managed to lose the vast majority of their most powerful heroes in the process and destabilize the entire world economy. Paragon City was carved into a patchwork of chaotic, often untamed zones. Now was the perfect moment to attack.
And so, for the first time in over 50 years 5th Columnists stalked the streets of Paragon City. They followed much the same pattern as before, striking in secret at targets of opportunity, not revealing their presence until a group of heroes including Statesman discovered them. At first the venerable hero could not believe his eyes. The 5th Column was back with a vengeance and at the worst possible time.

3.2 Beliefs and Goals
The renewed and reformed Fifth Column wants nothing less than to create a fascist state in America. From there it plans to expand outwards and bring the entire world to heel under a single, beneficent ruler. Their readings of Plato and Aristotle, along with other philosophers justify their contention that it is morally right for a self-selected elite to rule through deception, hyper-nationalism and state-sponsored ideology. They appeal to the basest, most self-deceitful instincts in humanity. They tell themselves and their followers that they are better than everyone else, and that once the war is over, the world will for the first time know peace and prosperity in every corner of the Earth.

They justify the mass destruction and killing that accompanies their crusade with a particularly twisted form of Social Darwinism. They are the fittest – physically, morally, and ideologically – therefore they will survive where all other will perish. They have grand plans for a time when iron laws will keep everyone in America safe from crime and free to life a fulfilling life, but in the meantime they must first tear down the corrupt, morally degenerate society that exists solely to exploit and abuse the average citizen. They promise a return to some mythical, heroic golden age when everyone knew there place in society and everyone was happy with a select group of white, male rulers making all their decisions for them.
The Fifth Column appeals to a wide variety of hates and discontents. Their propaganda takes the most vitriolic complaints from both the political right and left: The U.S. government seeks to control your life. It is morally bankrupt because it recognizes the rights of women, gays, and non-whites. The democracy has been entirely subverted by special interests so that rich, greedy elites use the tyranny of the masses to control the lives of normal, working class men. Pornography, gambling, video games, movies, and television rot the minds of America’s youth. Most importantly it appeals to a twisted kind of patriotism: America has forgotten its roots to the point where now there is no real America: it’s all a corporate controlled moral cesspool that’s forgotten the meaning of words like honor and nationalism. Everything is for sale. Everything is permitted. Nothing is sacred. All are equal – even those who aren’t.
This heady fascist brew wouldn’t pass the laugh test for most educated people, but there are plenty of weaker minds out there that readily fall for the Fifth Column line. What sets the Fifth Column apart from all the other militias and extremist groups is that these fascists have very real power to offer those who put on a uniform and mask. They will indeed make you a literal superman, assuming you have the guts, strength, and determination to rise through the ranks. A new recruit has every expectation that one day he will indeed be, if not better, then at least stronger, tougher, and more dangerous than 99.5% of the world’s population. That’s a very tempting offer, and more and more people take them up on it each day. The Rikti invasion proved a special boon to the 5th Column’s recruiting drive. Many felt powerless in the face of such a seemingly unstoppable foe. The 5th Column offered them a way to get some of that power for themselves.
Requiem continues to exploit this feeling of weakness and insecurity that many feel. Most of 5th Column’s propaganda these days focuses on spreading the fear that the government cannot and will not protect the common man when time comes. The leaders squabble, look after their political leaders and rely on paid costumed heroes for their safety. It is up to the moral, honorable man to take his future in his own hands and fight with the 5th Column. Requiem also makes much use of the Rikti ability to transform themselves into humans. They stress that aliens could be anywhere, including in the government – including even amongst the city’s so-called heroes. Only the 5th Column has the technology, organization, and will to constantly test all of its members to ensure none of them are aliens. Or so they claim.
All of these claims help support the 5th Column’s most important talking point: heroes are not the saviors, but the oppressors of mankind. The 5th Column teaches that heroes are a menace because they have no control. They are free agents who cause ten times more chaos and destruction than they do good. They have stolen the power that should rightly belong to the good and decent men of the world. They set themselves up as gods and lord their powers over common, morally upright men. That power must be restored to those who deserve it – racially pure, morally upstanding men.
Thus the ultimate goal for the 5th Column is quite simple: eradicate anyone who disagrees with them. Once they’ve achieved universal approval for their ideology, then the world will be at peace. Anyone who disagrees with that ideology is thus an enemy of the peace and must be eliminated forthwith. Simple.

3.3 Behavior Patterns
The Fifth Column runs constant operations in Paragon City. Their basic philosophy is to stay on the offensive at all times, masking their more long-term schemes with a never-ending series of small raids and attacks. The group expects a high turn over and casualty rate, especially amongst its lower ranking troops. Thus MekMen are very popular for basic harassment missions, as are Iron Valkyries. Wolfpack bots are too expensive and important to be frittered away on distractions.
These harassment attacks take all forms, from thefts and raids designed to provide funds and equipment to the cause to kidnappings, bombings, and terror attacks designed to do nothing more than scare and distract the local authorities. Hand in hand with every attack there is always a propaganda message to “justify” it. The 5th Column’s strict and hateful ideology make it easy to find an excuse to attack almost every decent, civilized person in the city. Race, creed, political leanings, corporate affiliations, friendships, education, and even the clothes they wear have all served as excuses for death and terror. The 5th Columnists always leave pamphlets or other media behind to explain their actions.
The lower ranking troops do not usually operate directly out of the many underground bases that the 5th Column maintains throughout the city. Vandal has built some truly amazing drilling and building machines that make creating an underground cave network much easier than one might imagine. Nevertheless, the 5th Column values these facilities and does not want cannon fodder level captives revealing their location to every fledgling hero who manages to capture one of them. These lower level soldiers have their own hideaways – sometimes in sewers or caves, but more often in abandoned buildings or warehouses.
The underground facilities serve as launching points for more serious attacks on the city and its heroes. They are of course much sought after by heroes and law enforcement, but the villains have proven very skilled at hiding them. Some connect directly to the underground levels of existing buildings while others are accessed through existing cave or sewer tunnels. The caves allow the 5th Column to move around beneath the city with relative freedom, although they must avoid Rikti, Lost, Devouring Earth, and other threats as they travel.
Requiem and friends are masters of patience and long-term planning. They will set the seeds for an operation months or even years in advance. They have placed moles and infiltrators throughout the city, using their influence only when necessary in order to preserve their security. These long-term operations are usually aimed at the total destruction of some valued capitalist or democratic institution. They don’t just rob banks, they drain their assets, destroy their buildings, discredit their officials, and terrorize their employees. A crusading left wing politician does not just have his name smeared, he is assassinated, framed as a pedophile, discredited as a liar and drug addict, and has his entire family and most of his friends brought to ruin. They have learned the lesson that you should never leave an enemy any room to strike back. Defeat him utterly and move on to the next target.
While politicians, scientists, writers, artists, journalists, actors, police officers, and military leaders are all viable targets (basically anyone who promotes a world view counter to their own) the favorite targets of such operations are heroes. The 5th Column wages a constant war against heroes, plaguing them with ambushes and harassment attacks. But when they set their sites on eliminating a hero entirely they take their time and study the hero’s every facet. They often start by attacking him where he’s weak – family, friends, loved ones, and cherished institutions. Then they move in for the kill, exploiting his weaknesses and cutting him off from any possible sources of aid. They don’t always succeed, but when they do it is invariably final and spectacular.
The Fifth Column’s quest for real social change in the United States has led it to form a “legitimate” political party that ostensibly has no ties to the terrorist activities of the parent group. Known as the American Empire party, it seeks to create a United States where wise laws and benevolent rulers ensure safety, prosperity, and moral certitude for every man woman and child. A place for every person and every person in his place. Not surprisingly, this is not the most popular political party in American history. Nevertheless, it does have its adherents and serves its two main functions: a legal way for Requiem to distribute his propaganda and an outreach tool for finding new recruits. The 5th Column is very scrupulous about hiding any direct ties to the group and so far it has avoided being classified as a domestic terrorist supporting group.
Of course there’s more than one way to manipulate politics. Requiem knows that almost every politician has a dark secret or two that they don’t want the public to know. He uses his Nacht troops and Vampyri to gather sensitive information on every politician, right or left wing, in the city. He doesn’t use it for blackmail or to influence the process – he just releases it to the public through various media contacts. When there are no secrets worth revealing he has his troops plant false evidence and then reveals that. Requiem wants total dissatisfaction with the current U.S. government at every level. The more people become dissatisfied, the more likely they are to turn to extremes, like his own American Empire party or the 5th Column itself.
One of the least talked about but most pervasive activities of the 5th Column is its propaganda machine. The group puts out a constant stream of fascist and hate literature under a bevy of different publishing fronts. They also maintain several dozen right wing Web sites. They even have a pirate radio station that broadcasts in Paragon City on an irregular basis. Most of the propaganda is ridiculously right wing and extremist, but some of it hides in sheep’s clothing. These publications mimic more accepted right wing ideals and then serve as gateways to the publications that more accurately present the 5th Column’s twisted message.
Finally the 5th Column is doing its best to win the hearts and minds of the people it hopes to rule – white, fascist males. If you fit into this decidedly narrow category then the 5th Column will do a great deal to help you, even if you don’t ask for it. They secretly pay bills, arrange for employment opportunities, provide scholarships for children to attend “right-minded” schools and so on. While these “charity” operation have had only limited success, they do sometimes win over support from someone who would otherwise view the group with disdain.

3.4 Enemies and Allies
As one of the largest and most powerful villain groups in Paragon City, the Fifth Column has little need for allies, but it certainly has many enemies. Their very ideology, casting themselves as heroes in the face of oppression and moral failure means that they must openly oppose most of the other villain groups. In truth Requiem has little use for any of them, although he’s not above manipulating and using them when it suits his needs.
The Rikti are of course dire foes. The 5th Column fights them as ferociously as it fights the city’s heroes and they are always sure to trumpet their successes every time they defeat an alien cohort or uncover a hidden nest of invaders. The Rikti don’t even distinguish between heroes and the 5th Column. As far as they’re concerned, both are equally dangerous.
Lesser but equally evil groups like the Banished Pantheon and the Devouring Earth also draw a similar amount of hatred and disdain. The Banished Pantheon is viewed as a mongrel religion for lesser races and a bane to all decent, civilized men. The Devouring Earth are merely monsters in need of extermination, like any other pest.
The 5th Column views the Circle of Thorns with a kind of fearful respect. Requiem senses in them a power even greater than that of the Nicti and he is loathe to cross them until he understands them better. The group has little to do with magic and so leaves such occult matters to the Circle and its followers. Their party line is that such practices destroy the moral fiber of man, but they do not actively seek a conflict with the underground sorcerers.
The 5th Column has some hopes for groups like Freakshow and the Sky Raiders. Both represent radical political statements that are anti-government. Although neither has an ideology that is on the face of it compatible with the 5th Column, Requiem thinks he can subvert them both and win them over. So, for now, he sometimes works with these groups.
Crey Industries is considered as much of an enemy as the Rikti, and for many of the same reasons. While Requiem has nothing against the Countess personally, he recognizes that corporate greed and malfeasance are great motivators and that by acting directly against the company he appeals to the prejudices of his constituency. The two are locked in a bitter, continuing feud, although Crey is too powerful for the 5th Column to attack directly.
As for the lesser groups like Vahzilok, the Tsoo, and the Clockwork King, Requiem scarcely pays them any mind. The Tsoo are of course despised for racial reasons while the Clockwork King is thought a madman. Nosferatu has taken some interest in Vahzilok’s work, but the two groups have had little direct contact.

3.5 The Future
The future for the 5th Column involves branching out their activities and searching for new paths to achieve their victory. Even with a decade of planning and laying groundwork for their assault, the 5th Column has not had the quick victory it hoped for. The influx of new heroes and rival villains has made their task much more daunting than they ever imagined. At this rate, America will not fall into fascism any time soon – if indeed it ever does.
One of the most major changes will be dramatically increased cooperation with the Path of the Dark. Right now only Requiem even knows where the Nacht Wolves truly come from and who the Nicti are. In the not too distant future the beings of pure darkness will extend their tendrils into Paragon City, unleashing a whole new horde of foul creatures.
The 5th Column will also begin to take a very strong interest in portal technology, something that right now they have very little exposure to. Their primary goal will be to reestablish a link with the forbidden world of Axis America. If they can bring the Reichsman and other alternate-Earth Nazis onto their dies, they would have a much greater chance for victory.
Although Requiem rules the 5th Column with an iron fist and has substantial support from his subjects, there are small factions of discontent. Some of the vampyri and Ubermenschen have taken their own propaganda to heart and view themselves as better than the rest of the world, including their leaders. A cabal of them is likely to split off and form its own, competing villain group, possibly with a very different, radically left wing ideology.
Finally there will be the 5th Column’s very public push to exterminate the Rikti once and for all. They will create a new “hero” group devoted to fighting the aliens and recruit heroes into its service. No one will know this is actually a 5th Column front group which Requiem can manipulate into not only attacking Rikti but other targets that he falsely identifies as “Rikti Controlled” or “Rikti Influence” or even “Rikti Sympathetic.” Even player heroes will get sucked into this group until they come to realize its true nature.

Well, if you ever change your mind and get another Maker... I want 2 figures, at least.

As I'm sure a lot of us are doing, I started going through folders, files and screenshots I had long forgotten existed. Friends and players you haven't seen or talked to come out of nowhere, all moved by the end of this fantastic game, and you start telling old stories. And since I think a few things I have here are quite funny, definitely nostalgic, I thought I'd share.

Let me tell you a bit, without wanting to bore you: I joined the CoH forum, if memory serves, November 21 2001. More or less. NCSoft wasn't even there, Jazz, Geist and MacAllen were the forum admins. The game was announced for Spring 2002. Heh. What followed was what felt like an eternal wait for the game release. But the pre-beta community was the most incredible bunch of people and funny enough, I was the guy with the 2nd most posts back then. Ah, sweet student years with lots of free time.


Have a look at the CoH page back then:
http://web.archive.org/web/200202021...com/powers.htm
http://web.archive.org/web/200307030...oh.com/forums/

Man, I miss those colors.


Okay, first and foremost, my priced jewel: the original CoH trailer from 2001.
http://depositfiles.com/files/y4rs5k8s6

It's too cool to not watch. Devs, I'm still waiting for the summersault jump. And who the hell are the Twilight Men, Seraphim, Revelation, Fear Factor and the Killing Crew? Posi, you can't leave without telling!

Talking about changes:









Talking about Positron/Matt, my first brush with him must have been... 2002? Maybe early 2003. It was the Surviving 8 character design contest and I came up with a character called Scirocco. An old beduin with sand powers. I was even a finalist. But hey, turns out Posi had a character called Scirocco, too. Which, I guess, is the one we came to know. But back then I was somewhat peeved. Until I received this, at least:

I still have those.

I actually got in serious trouble with Aura once... I think it was E3 2003. The character creator was shown and usable for the first time and I asked a forum buddy who was attending to create my namesake hero, Poison, and take a picture. Which he did. I felt like the king of the hill. You have to consider, pre-beta we were all creating characters without knowing if we would actually be able to translate them into the game, costume or power-wise. And I was the first to have his character created ingame, eagerly linking to the pictures in my sig. Which made Aura think that I had hacked into the servers. Glad I was able to clear that up! *phew* But too bad I lost those screenies somewhere.


Some of you might remember the excitement when beta started in winter 2003. I was seriously pissed when I wasn't invited for the first wave. Testing was only on 2 and a half days, about 2-3 hours each and I would have had to get up at approx. 3am, since I was in Europe. But I wanted in. 2nd wave rolled around, still nothing. I was raging! I had devs telling me to be patient... heh.
Then came the third batch and FINALLY, I made it in. As well as many friends, so we turned out to be the BEST beta batch, of course. Naturally, we couldn't tell anyone that we were in. And we kept our pokerfaces. Until Gamespy published a screenshot:

And people recognised Bugbite (green and brown on the left) and Poison (gasmask guy in the back. Also: Galaxy City!). Whoops, cover blown!

Fun fact: since the beta sessions were so short, people would log back into the character creator and let it run for hours and hours, just to play with it. As long as you didn't log out or try to registerthe hero, it didn't matter that the serves were down and you could keep going.


There's so much more to tell, so many details, so much fun, so many memories...
I used to spend hours going through PIGG files, editing demos by hand, guessing enemy names just to get a first look at some AVs. I had screenshots of many of them long before the lvl50 content was out, which was just cool. Btw, why did we never get the Nemesis horse?
Then my work on the revamped CoH Warcry. All the characters I have drawn over the years! And the times my pics were printed in the comic. Plus Poison's wonderful, misscolored comic cameo!

But okay, before I start boring you, I'll stop this, roll up in a corner and rock back and forth, mumbling about the good old times. Hope you enjoyed this little trip down memory lane and I hope to read your stories!

Thank you for all the years, Melissa. I send a virtual hug.

What only just occurred to me: I went to San Diego Comic Con for the first time this year and I was really hoping to meet you guys. You had been there before, after all. Say hi, shake hands, finally meet you, David and others in person... So many people I've only known through forums, chat or mails, but for so long. Heck, I remember when I went to California in Summer 2002 and had a half-invitation to drop by Cryptic Studios to say hi. Sadly, that didn't happen.
Anyway, you guys weren't in Diego this year. No problem, I thought, I'll go again next year and they will surely be there... I guess that won't happen now either.

So here's to the game that has long been a part of me, the team I wish I could have been a part of and to you, Matt, and all of you. Thank you. I look forward to what you have in mind for us next.

Thanks, Paladin, Virtue and CoH. It's been my home away from home since the 3 day headstart, and even several years before the game was even out.

My game company, who I worked for the last few years, only just closed down 2 months ago as well. I feel with all the Paragon Studio people for what must have been sudden, terrible news.
I might not have always agreed with some design decisions, but I've been loyal to this game and IP for over a decade. It's played a big role in my life and I want to thank you and wish the best to all of you.

-Poison aka Manuel

Do you have more information on him? I could try to get in touch with him.

Sechmeth and I are safe, for all that know us.

Funny, I just tried exactly that with a toon. Works somewhat, but I'll need to experiment some more.

You're welcome. Had a lot of fun with this one.

You're very welcome. Congratulations again on the wedding.

I fulfill the requirements and would welcome reviews and feedback:

Rock & Revenge
Arc ID: 62807
Faction: Heroic
by @Poison

Synopsis: The Founders Falls contact Cadao Kestrel wants you to punish some ruffian and his heavy metal band for mugging him. But something about his story sounds fishy.


Difficulty Level: hard for lv5-approx.25, normal for everything till 54
Estimated Time to Play: 30 minutes
-4 missions, small to medium sized,
-custom mobs, PPD, CoT, custom bosses and EB (scale down) -ambushes, patrols, release captive

Arc thread

Incredible that it has already been 5 years. Even more incredible that I have been with this game and these people for almost 8 years now...

Cheers to all of you!

Arc Name: Rock'n'Revenge
Arc ID: 62807

Faction: Heroic
Creator Global/Forum Name: @Poison
Difficulty Level: Normal
Synopsis: The Founders Falls contact Cadao Kestrel wants you to punish some ruffian and his heavy metal band for mugging him. But something about his story sounds fishy.
Estimated Time to Play: 30 minutes

Thanks, guys.
Atter is indeed standing sideways, turning towards us. His legs got cut off in the drawing process, not pulling a Liefeld here.
And yes, I'm still here, even though just very silent. But that's due to a constant load of work, as Attercap can affirm. That's a good thing though, right?

Even if I don't get around to posting much, I am still here and accepting commissions. Link in the sig.

After hearing "angry surfboard" for the first time, I just had to use that in the pic somehow!

Because Frost looked that way on the screenshots! It's the photographer's fault!

Can't wait to ink and color this one! I'm so happy with how it turned out, it has a great Adam Hughes flair to it and I love Adam Hughes!

I'm really happy with this piece, it was great to work on, even though I had all the colors finished when Turbo mentioned "uhm, it's supposed to be an ICE scythe". that was a real "doh!" moment. But the ice still turned out nicely, IMO.
I can't take credit for the scythe design though, it's a weapon from Soul Calibur 3 (which I never played, I must admit). Turbo asked me to use that one.