# Ethereal Entities _By Mordenkainen, Archmage of the Order of the Circle of Eight_ >Tomlin felt a hand on him, felt his body shimmer into mist. The screams and shouts sounded far off. The walls around him appeared to be only gray shadows. Rwalen and Brennus stood beside him. _The ethereal plane," Rivalen said. "The dragon's breath cannot affect us here."_ --Paul S. Kemp, Shadowstorm The Ethereal Plane is a misty, fog-bound dimension. Its “shores,' 1 called the Border Ethereal, overlap the Material Plane and the Inner Planes, so that every location on those planes has a corresponding location on the Ethereal Plane. Visibility in the Border Ethereal is limited to 60 feet. The planes depths comprise a region of swirling mist and fog called the Deep Ethereal, where visibility is limited to 30 feet. Characters can use the etherealness spell to enter the Border Ethereal, The plane shift spell allows transport to the Border Ethereal or the Deep Ethereal, but unless the intended destination is a specific location or a teleportation circle, the point of arrival could be anywhere on the plane. ## Border Ethereal From the Border Ethereal, a traveler can see into whatever plane it overlaps, but that plane appears muted and indistinct, its colors blurring into each other and its edges turning fuzzy. Ethereal denizens watch the plane as though peering through distorted and frosted glass, and can’t see anything beyond 30 feet into the other plane. Conversely, the Ethereal Plane is usually invisible to those on the overlapped planes, except with the aid of magic. Normally, creatures in the Border Ethereal can't attack creatures on the overlapped plane, and vice versa. A traveler on the Ethereal Plane is invisible and utterly silent to someone on the overlapped plane, and solid objects on the overlapped plane don’t hamper the movement of a creature in the Border Ethereal, The exceptions are certain magical effects (including anything made of magical force) and living beings. This makes the Ethereal Plane ideal for reconnaissance, spying on opponents, and moving around without being detected. The Ethereal Plane also disobeys the laws of gravity; a creature there can move up and down as easily as walking. ## Deep Ethereal To reach the Deep Ethereal, one needs a plane shift spell or arrive by means of a gate spell or magical porta Visitors to the Deep Ethereal are engulfed by roiling mist. Scattered throughout the plane are curtains of vaporous color, and passing through a curtain leads a traveler to a region of the Border Ethereal connected to a specific Inner Plane, the Material Plane, the Fey wild, or the Shadowfell The color of the curtain indicates the plane whose Border Ethereal the curtain conceals ## Etherborn: Natives of the Deep Ethereal. The Deep Ethereal is a mysterious and often misunderstood region of the Ethereal Plane, largely inaccessible to most creatures except those born and adapted to its shadowy and foreboding depths. These creatures, collectively known as the Etherborn, are denizens of the Deep Ethereal, the vast and dangerous expanse that lies beyond the Border Ethereal, where time and space become warped and unrecognizable. The Etherborn are creatures that seem to embody the very essence of the Deep Ethereal, existing in a form that is indistinct, ephemeral, and often entirely alien to the creatures of the Material Plane. #### The Myth of the Mistfiends The Mistfiends are perhaps the most infamous of the Etherborn. These elusive creatures are said to be born from the fogs and shifting mists that plague the Deep Ethereal, their forms shifting and indistinct. Little is known about their true nature, as they are experts at evading detection. Mistfiends are often described as ethereal predators—shadowy beings that exist as part of the very fogs they inhabit. They are said to prey on those who venture too deep into the Ethereal, dragging them into the mists to be lost forever. Legends say that Mistfiends possess the ability to manipulate the mist, using it as both a camouflage and a weapon. In the deepest parts of the Ethereal, where even the sun's faintest rays cannot pierce, these fiends stalk their prey, weaving illusions and inducing madness in those they hunt. They are believed to be capable of crossing the Border Ethereal into the Material Plane, but only under certain conditions—usually when the mist between the two planes is especially thick. #### Ethershades: Lurking Shadows Ethershades are another peculiar class of Etherborn, known for their shadowy, intangible forms. Unlike their more elusive Mistfiend cousins, Ethershades are capable of interacting with the physical world to a much greater extent. They are capable of phasing in and out of the Border Ethereal, appearing as dark, translucent silhouettes that flicker in and out of existence. Their forms often resemble those of humanoids or creatures that have long since passed into the Ethereal, though their features remain vague and unrecognizable. Ethershades are believed to be the remnants of beings who became lost within the Deep Ethereal. Over time, their souls and bodies were separated, and the Ethershades are the result of that process—half-formed, trapped in a perpetual state between existence and oblivion. While their motives remain unclear, they are often considered to be malevolent in nature, acting as silent observers or secretive, predatory entities in the Ethereal expanse. The Ethershades are also capable of manipulating emotions, creating an aura of dread and despair that can lead the unprepared to madness or even death. Those who have ventured too far into the Deep Ethereal report hearing whispers, or seeing these entities watching them from the corners of their vision—too brief to be certain, but always unsettling. #### Shimmerlings: Elusive Mystics Shimmerlings are the least known, but perhaps the most enigmatic of the Etherborn. These beings are said to be made of light and energy, with shimmering forms that constantly shift in color and intensity. Unlike Mistfiends or Ethershades, Shimmerlings are not predatory by nature. In fact, they are often described as ethereal mystics—beings who exist purely to study the cosmic secrets of the Deep Ethereal. It is theorized that Shimmerlings may be older than even the Ethereal Plane itself, created by forces unknown or perhaps by the plane itself as a means of maintaining its delicate balance. They exist as peaceful observers, spending their lives drifting through the Deep Ethereal, examining the mysteries of time and space. Encounters with Shimmerlings are rare, and those who do have such an encounter often find themselves feeling inexplicably drawn to their luminous forms. Some scholars believe that the Shimmerlings possess vast knowledge of the inner workings of the multiverse, though they share this knowledge only with those they deem worthy—or perhaps, only with those they deem capable of understanding its vast implications. ## Phantomfolk: Travelers from the Border Ethereal. The Border Ethereal serves as a buffer between the Material Plane and the deeper, more dangerous parts of the Ethereal Plane. It is here that we encounter the most well-known of incorporeal creatures: the Phantomfolk. These are the spirits of the dead, the lost souls, and the wandering entities that traverse the Border Ethereal and, in many cases, slip through the veil into the Material Plane. While they are often categorized as ghosts, phantoms, or shades, there are many different types of Phantomfolk, each with its own role, origin, and abilities. #### Ghosts: The Restless Dead Perhaps the most infamous of the Phantomfolk, ghosts are spirits of the deceased who have failed to find peace. These entities are often bound to the Material Plane by unfinished business, unresolved emotions, or powerful attachments. Unlike their ethereal cousins in the Deep Ethereal, ghosts retain some semblance of their former lives. They are often driven by the need to complete their tasks or fulfill their desires, though these goals can be distorted over time, leading to a malevolent or sorrowful existence. Ghosts are capable of manipulating the physical world, using their ectoplasmic essence to interact with objects, possess the living, or even cause harm. Their very presence can chill the air, drain the warmth from the living, or evoke feelings of dread and sorrow. They are particularly dangerous to those who tread on sacred ground or violate the natural order of life and death. #### Phantom Warriors: Warriors of the Ethereal Phantom warriors are a subclass of Phantomfolk, typically appearing as armed, ethereal warriors who haunt battlefields, ruins, and ancient sites. These spirits were once living warriors or soldiers who met violent ends in battle or war. Now, they wander the Border Ethereal, forever bound to the sites of their deaths. Phantom warriors are often driven by a sense of unfinished conflict or vengeance, seeking out those they believe were responsible for their untimely deaths. They are particularly dangerous because they retain their martial training and instincts even in their incorporeal state, making them formidable opponents in combat. Their presence can be felt as a strange, oppressive weight that drapes over the area, and their chilling wails often signal the approach of something far deadlier. The phantom warriors' ethereal nature allows them to pass through walls and solid objects, making them difficult to escape. They can strike fear into the hearts of those they encounter, often forcing weaker minds into a state of panic or paralysis. Their souls are tethered to the material world by an unbreakable desire for vengeance, and until this desire is fulfilled, they will continue to haunt the world. #### Other Phantomfolk: Shades and Revenants In addition to ghosts and phantom warriors, there are other, lesser-known entities that traverse the Border Ethereal. Shades are weak spirits, often the remnants of souls that have long since lost their purpose. They exist in a disembodied state, drifting aimlessly in the Ethereal Plane. While not as dangerous as ghosts or phantom warriors, shades can still be harmful to the living, draining energy from those they encounter. Revenants, on the other hand, are a more focused form of Phantomfolk. These are vengeful spirits, often of individuals who were wronged in life and seek to right the injustices they suffered. Revenants are more persistent than ghosts, relentlessly pursuing their targets with a single-minded determination. They are capable of crossing the veil between planes, appearing on the Material Plane to exact their revenge. #### Conclusion The Phantomfolk are among the most common and well-documented denizens of the Border Ethereal. While some of these creatures are merely wandering souls, others are more dangerous, capable of crossing into the Material Plane and causing chaos. They serve as a reminder that the line between life and death is far thinner than we may care to acknowledge, and that some spirits never truly rest, but instead roam the Border Ethereal in search of resolution—or vengeance. ## Veil-Walkers: Visitors to the Ethereal. Physical creatures that can cross to an from the Ethereal Plane: Night hags, Nightmares, Phase Spiders. ### Night Hags: Matrons of Malevolence. Sly and subversive, night hags are the epitome of wickedness. They represent all that is evil and cruel in the world and want nothing more than to see the virtuous turn to villainy: love turned into obsession, kindness turned to hate, devotion to disregard, and generosity to selfishness. Once, night hags were creatures of the Feywild, a realm of enchantment and beauty. However, their foulness saw them exiled to the bleak realm of Hades long ago, where they degenerated into fiends. The foul taint of Hades twisted their once-fey nature, and the night hags have long since spread their malevolence across the Lower Planes. Though night hags resemble withered crones, there is nothing mortal about them. Their withered faces are framed by long, frayed hair and curled ram's horns; horrid moles and warts dot their blotchy pale-blue skin; and their long, skinny fingers are tipped by claws that can slice open flesh with a touch. All hags possess magical powers, including the ability to alter their forms or curse their foes. A hag also bears some resistance to magic and mortal weapons alike, though the touch of silver wounds her like any other. Arrogant to a fault, hags believe themselves to be the most cunning of creatures—and very often are. They are open to dealing with mortals, and will always keep their word—but a bargain with a hag is always dangerous. Hags enjoy watching mortals bring about their own downfall through these bargains, which often involve compromising their principles or giving up something dear. A night hag's ultimate prize, however, is the soul of a corrupted mortal. While her victim sleeps, the night hag passes into the Ethereal Plane through the aid of her twisted onyx heartstone—an artifact that allows her to become Ethereal at the speed of thought. There, she invades her victim's very dreams, filling their head with doubts and fears in the hope of tricking it into performing evil acts in the waking world. Night after night, she continues her visitations until the victim finally expires in its sleep—at which point she traps its corrupted soul in her soul bag as a dark trophy of her success. The blacker the stains upon the soul, the greater the night hag's bounty. Like all hags, night hags propagate by snatching and devouring human infants. A week later, the hag gives birth to a daughter who appears human until her thirteenth birthday—at which point the child transforms into the spitting image of her hag mother. Some hags raise the daughters they spawn, creating covens that magnify their power. The members of a coven gain a slew of unnatural abilities, including the power to control the elements and—once each day—to dispel foreign magic in the vicinity of their lairs. As is true for all hag magic, however, such power comes at a price—for a wound suffered by a single hag in a coven is suffered by all. To combat their inherently selfish natures, the hags in a coven must enter into a written contract with the others, signed by each hag's true name. The hags of a coven guard their contract jealously, often sealing it within the heart of their lair, ever-careful to keep their names from falling into enemy hands. ### Phase Spiders - Ghostly Arachnids The phase spider is one of the more unsettling creatures I have had the dubious privilege of studying during my extensive travels through the planes. These arachnids, though seemingly mundane at first glance, possess an unnerving capability: they are able to phase between the Material Plane and the Ethereal Plane at will. It is this supernatural ability that renders them both fascinating and dangerous to any who dare to encounter them. #### Characteristics and Behavior A phase spider's exoskeleton is translucent, shimmering in a combination of dull grays, deep silvers, and nearly imperceptible blacks, giving it an otherworldly appearance, as though it were a mere shadow trying to take form. Its eyes, small and gleaming with an unnatural light, seem to pierce through the veil between worlds. The creature’s movements are nearly impossible to follow; it can vanish without warning into the Ethereal Plane, only to return with a venomous bite before the victim even has time to react. As they phase in and out of the planes, phase spiders often appear in places where the boundary between the Material and Ethereal is thin: graveyards, ancient ruins, or other such locations steeped in magical or spiritual energy. They are creatures of the Border Ethereal, and it is here that they most often hunt. Yet, their propensity for shifting between the planes allows them to traverse unexpected terrain, making them formidable opponents. When they attack, phase spiders strike swiftly and without warning. Their bite, venomous and powerful, paralyzes their prey almost instantly. However, unlike most creatures that inhabit the Ethereal Plane, the phase spider has evolved a particularly ingenious means of ensuring its attacks are not ineffective against incorporeal beings. #### Combat Tactics A phase spider’s combat strategy is built around its phasing ability. It uses the Ethereal Plane not only to hide but also to disorient and outmaneuver its prey. These creatures seem to prefer striking their victims when they least expect it—vanishing into the Ethereal Plane, only to reappear at a different angle to strike again. Such attacks leave the prey dazed and unsure of where the next strike will come from, often making them easy prey for a repeat strike or a lethal venomous bite. Though the phase spider is not the most powerful of the ethereal creatures, its ability to phase makes it a constant threat. The key to surviving an encounter with one lies in anticipating its movements across both the Ethereal and Material Planes, a feat that requires both foresight and preparation. #### Sidenote on Incorporeal Undead Immunities Many of the incorporeal undead that haunt the Material Plane—such as ghosts, specters, and wraiths—are immune to many forms of attack, including natural, elemental, and even nonmagical weapon damage. This resistance makes them uniquely difficult for the unprepared to handle. However, one of the remarkable adaptations of the phase spider lies in its ability to bypass these defenses. It is no accident that the phase spider can harm incorporeal creatures. The venom that these spiders produce has evolved to interact with the fabric of the Ethereal Plane itself. This venom disrupts the connection between an incorporeal spirit and its ethereal form, rendering it vulnerable to harm. Thus, the phase spider's bite proves particularly effective against spirits—an adaptation that is a result of the spider’s long existence at the boundary between the planes. #### A Note for Spellcasters: A spellcaster, should they be wise enough to recognize the opportunity, can use the fang of a phase spider as a material component in their spellcasting. The fang serves as a conduit to allow their spells to bypass the typical immunities of incorporeal undead. In effect, the phase spider’s fang imbues the spell with the ability to interact with the spirit as if it were solid matter, ensuring that the spell's damage is delivered despite the creature’s ethereal form. #### A Note for Martial Combatants: For those more adept with sword or arrow, a phase spider's venom is equally invaluable. By coating a weapon or up to three pieces of ammunition with phase spider venom—or even holy water—the martial combatant can strike incorporeal undead with physical damage that would otherwise be ineffective. This venom allows the weapon or ammunition to bypass the creature's incorporeal nature and deliver its full damage, though the venom itself will dissipate after a single strike. ### Nightmares: Dream-Dwelling Fiends The ethereal nature of the Nightmare is a rare and unsettling phenomenon. These fiendish entities are not simply creatures of the Material Plane, nor are they spirits confined to the Ethereal—they are born from the very fabric of dreams, existing as creatures of the Border Ethereal that can blur the line between waking and slumbering. The Nightmare’s very presence is a distortion of the dreamscape, creating an environment where fear, despair, and twisted visions thrive. They are creatures of the darkest recesses of the mind, born from nightmares of immense intensity or unrelenting dread. They thrive on the emotions and fears of the living, seeking to infiltrate their dreams, feed on their terror, and twist reality to their whims. #### The Origins of Nightmares Nightmares are not simply creatures that manifest from the minds of the living, as one might expect of creatures born of terror or subconscious fears. Instead, they are ancient, infernal beings tied to both the Ethereal and the Dream Plane—an extradimensional realm that exists in parallel with the Material Plane, overlapping it at the border of sleep. They are born from the negative emotions of individuals in the waking world, but unlike many lesser dream-spawn, Nightmares are not created by singular traumatic events or sudden bursts of fear. Instead, they are forged by long-simmering fears, intense emotional distress, and the raw, unprocessed terror of multiple souls woven together across time and space. When a nightmare takes root, it draws strength from the dreamer’s emotions—particularly fear, guilt, or regret. These creatures gain their power not only from the fear they instill but from the lingering dread that they leave behind. They travel across the Veil between the Ethereal and the Dream Plane, slipping into the minds of the sleeping and making their homes there, often causing night terrors and violent dreams. Over time, these beings come to represent the collective darkness in the dreams of those who fear the unknown. Though they often prey on individual mortals, Nightmares have a symbiotic relationship with the Dream Plane itself, pulling energy from the vast emotions it contains. Their existence is a cycle: a Nightmare causes fear, absorbs it, and then releases that energy into the Dream Plane, where it contributes to the creation of further nightmares. This cycle of creation and destruction feeds their insatiable hunger. #### The Nature of the Nightmare Physically, Nightmares are not bound to the physical world in the way most entities are. They are partly corporeal, able to manipulate the senses of those they target and twist the very essence of dreams into a horrific reflection of the real world. A Nightmare typically manifests as an imposing figure—a giant, horrific being with burning eyes, and a body often resembling a horrific distortion of a horse, with a mane of shadow and flame. Their forms may vary depending on the nightmare they were born from, but they are almost always terrifying, evoking primal fear from their victims. These creatures travel not by conventional means but through dreams. Their true forms are often too vast or terrifying for mortal eyes to comprehend fully, and they move between planes with unnatural ease. When they manifest in the Material Plane, they tend to appear only as a momentary shadow or silhouette, briefly piercing the Veil between the waking world and the dreamscape. Nightmares are also able to appear as incorporeal entities in the Border Ethereal, where they are most powerful. In this state, they can slip into the dreams of anyone within their proximity, amplifying their fears and twisting their perception of reality. The sensation of a Nightmare is often described by victims as a deep and suffocating dread, a feeling of suffocation within their own thoughts, as though something is pressing in from all sides, smothering them with terror. #### Nightmares and the Border Ethereal As creatures born from the intersection of sleep, dreams, and the Ethereal Plane, Nightmares have a unique and profound connection to the Border Ethereal. This realm serves as a bridge between the waking world and the Dream Plane, allowing these entities to move freely between the planes. The Border Ethereal is not simply a place where they linger; it is, in many ways, their hunting ground. It is where their presence is most strongly felt, and where they can draw the most potent fear from their victims. Though a Nightmare can cross into the Material Plane if it so desires, it does so cautiously, preferring to haunt the dreams of its victims from the safety of the Ethereal. In the Border Ethereal, a Nightmare can stalk through the minds of entire towns, cities, or regions, collecting the fear and distress of many individuals to feed its insatiable hunger. In some cases, these creatures have been known to leave remnants of their terror behind in the form of "lingering nightmares" that can plague an area for months, feeding on the collective anxiety of those who dream in that space. #### The Danger of the Nightmare Though Nightmares are powerful, they are also dangerous because of the long-lasting effects they can leave on a victim. Those who survive an encounter with a Nightmare may suffer from lingering trauma, often haunted by nightmares long after the creature has gone. Some individuals even develop a fear of sleep itself, unable to find rest without being tormented by the same horrible visions. In rare cases, prolonged exposure to a Nightmare can leave a permanent mark on a person’s soul. In these instances, the victim may become a _Nightmare Spawn_, a twisted version of their former self, possessed of the same malevolent nature as the creature that tormented them. These Spawn are sentient beings, fully aware of their actions, and often act as agents of their Nightmare masters, hunting down those who once escaped their torment. #### Conclusion The Nightmares of the Border Ethereal are far more than mere figments of the imagination. They are powerful, ancient entities that feed off fear and terror, their very existence a testament to the primal dread that exists in the hearts of mortals. As creatures of both the Ethereal and the Dream Plane, they can slip between worlds, causing havoc and anguish wherever they go. While most creatures of the Ethereal may be passed over by mortal eyes, the Nightmare is one to be feared, for its power is not only drawn from the depths of sleep, but also from the darkest recesses of the mind itself.