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Description: The Mirthlord is an ancient fey who has lived for hundreds of years. He’s come a long way from his days of devouring the personalities of lost children in the forest; in spite of his growing insanity (or perhaps because of it), he now operates a full fledged-carnival, albeit one which disappears into the woods for decades at a time before emerging suddenly and setting up on the outskirts of various settlements. Exactly who would be foolish enough to go to this circus, which is staffed entirely by gnolls who serve as strongmen, clowns, and acrobats, remains to be seen.

Tactics:

DMing notes: In order to put your PCs in the right psychological mood for the battle, play this song on a loop for the entire duration of combat:

https://www.youtube.com/watch?v=DC4zgfVj-K4

Before combat: The Mirthlord attempts to engage the PCs by telling them jokes, and will take the opportunity to feed on their charisma. Each time the results of his Perform: Comedy check can beat their bluff check or a will save (their choice), they must make an additional will save against his empathic feeding ability. He will continue to feed until attacked.

During battle: The Mirthlord will maneuver his gaggle of eight (or more) children to get between him and the PCs, blocking their path and making it difficult for them to enter melee with him. The children make grapple attempts whenever possible, though they are very unlikely to succeed. The Mirthlord opens combat with Song of Discord. After this he will cast off his spell list as appropriate, frequently using his Lyric Spell feat to heighten his spells. As Cacophonic Burst is likely to kill all of his children, the Mirthlord does not use it as long as they are helpful; however, if the PCs effectively eliminate the obstacle that the children pose, the Mirthlord casts Cacaphonic Burst at the first opportunity. He then casts greater invisibility in an attempt to restore his advantage. The Mirthlord is insane, and fights to the death.

The Mirthlord (CR 17)

CE Medium Gray Jester 8 Bard 13 (Gray Jester is from Heroes of Horror)

Hit Dice: 8d6+13d6+84 (160 hp)

Initiative: +10

Speed: 50 ft. (10 squares)

Armor Class: 28 (+10 Dex, +2 deflection, +4 bracers, +2 force shield)

touch 22, flat-footed 18

Base Attack/Grapple: +13/+13

Attack: Scepter +13/+8/+3 melee (1d4 plus Tasha’s hideous laughter) or scepter +13/+8/+3 melee touch (Tasha’s hideous laughter), Ranged Touch +23

Space/Reach: 5 ft./5 ft.

Special: Empathic feeding, Tasha’s hideous laughter, Damage reduction 10/cold iron (but see text), low-light vision, spell resistance 25 (but see text), Bardic Music (17/day), Bardic Knowledge (+17), Countersong, Fascinate, Inspire Courage +2, Inspire competence, suggestion, inspire greatness, song of freedom

Saves: Fort +10, Ref +24, Will +13

Abilities: Str 10, Dex 30, Con 18, Int 14, Wis 8, Cha 29

Skills: Bluff +33, Knowledge History +26, Perform (comedy) +33, Move Silently +34, Sense Motive +23, Tumble +14, Escape Artist +34, Spellcraft +26, Concentration +27

Feats: Practiced Spellcaster (Complete Arcane), Boost SR (Book of Vile Darkness), Lyric Spell (Complete Adventurer), heighten spell, extra music (Complete Adventurer), spell focus: enchantment, ability focus empathic feeding (Monster Manual)

Possessions: Fool’s Cap of Eagle’s Splendor +6 (head slot, but sells at normal price for cloak of ES), Gloves of Cat’s Grace +4, Bracers of Armor +4, Ring of Force Shield, Daazzix’s Vest (DMG2, +5 Spell Resistance)

Languages: Common, Elven, Sylvan, Gnoll, Halfling

Spells

Caster level 17

DC 19 + Spell Level + 1 if Enchantment

Level (Known)(Per Day)

0 (6)(3) Message, prestidigitation, dancing lights, mage hand, light, detect magic

1 (4)(5) tasha’s hideous laughter, charm person, expeditious retreat, alarm

2 (4)(5) hold person, glitterdust, detect thoughts, suggestion

3 (4)(5) Dispel Magic, See Invisibility, Confusion, displacement

4 (4)(4) Dominate Person, Greater Invisibility, Dimension Door, Cure Critical Wounds

5 (2)(2) Cacaphonic Burst (Spell Compendium), Song of Discord

Empathic Feeding (Su): (Note: as an exceptionally powerful gray jester, the Mirthlord has overcome the weakness that normally sets in after feeding). A gray jester can drain joyous emotions from humanoid beings. The jester must be within 30 feet of a living humanoid who is experiencing laughter, joy, or similar emotions (this includes emotions evoked by magic, such as Tasha’s hideous laughter). In a single round, a gray jester can feed on a number of people equal to its Charisma bonus (three targets for a typical gray jester). Any target who fails her DC 17 Will save takes 1d4 points of Charisma drain. Those drained to 0 Charisma in this fashion might become bleak ones. Gray Jesters feed on emotions but are at their weakest just after feeding. For a number of rounds equal to the total points of Charisma drained, a gray jester’s damage reduction falls to 5/cold iron and its spell resistance falls to 12 (from the normal 18).

Tasha’s Hideous Laughter (Sp): At will, DC 21, caster level 8th. The gray jester must touch the subject, either by hand or with its scepter, to use this ability.

“Back, children! You know not what you do!"

BLEAK ONES

"The results of a gray jester’s feeding vary depending on the target. Anyone with more Hit Dice than the gray jester loses the ability to laugh or feel joy if reduced to 0 Charisma. Those of fewer or equal Hit Dice, however, become what the gray jesters call “bleak ones.” They lose all self-will as well as the capacity to feel positive emotions. Although not mindless, they undertake no actions unless the gray jester that drained them gives them orders. Bleak ones become followers and soldiers for

the jester. They lose all abilities that rely on alignment, or those that require Charisma, but otherwise retain all their capabilities. A single gray jester can control up to 4 times its HD of bleak ones.”