Welcome your Overlords: The Phaerimm

The assault against the subterranean lair was perfectly executed. A dozen agents from an eclectic collection of species struck at the exact same moment, slaying the guards with unnatural precision before breaking into the dark burrow of some unspeakable horror. Jibblet was terrified, excited, and… confused. He was very confused. Where was he? Why was he here? One moment he was stealing some shinies from a scary underground castle he’d snuck into… and the next, he was here! He winced as he felt a pressure on his mind. It gave him an odd, inexplicable headache. Of course! What was he thinking? He needed to follow the other agents into the lair!

He chased after his comrades as they made their way through a winding tunnel, which soon opened up into a palatial chamber. Riches… treasures… shinies galore littered every nook and cranny of this hall, firelight causing them all to sparkle. Jibblet stood in awe of this magical place when one of his burly compatriots wordlessly shoved him away from the tunnel they had exited. Oh, yes, right, of course, the Overlord was coming. It would be indecent to block the Overlord’s path. Wait, the Overlord? Jibblet was confused again, the pressure on his mind growing stronger. Ah, of course, the Majestic Overlord was coming.

A generous description of the creature that floated into the chamber might say it resembled a giant cone, with a stinger on the small end and a gaping, toothy mouth on the other, larger, side, with a ring of little tentacles around the mouth and four arms surrounding them in turn. A less generous individual might say the creature reminded them of a massive windsock or floating slug. Such people wouldn’t survive for long in the presence of the flying cone creature.

Jibblet was in awe of the Majestic Overlord, when he then noticed that, on the other side of the chamber, one of the Overlord’s kin had floated into sight. Did this place belong to it? Did these treasures belong to it?! The two Supreme Beings faced each other down for a minute or two, before they began to speak to each other by varying the wind speed around them to create a uniquely superior language that was beyond Jibblet’s understanding.

Now, dear listeners, through the power of modern science, I can translate the Overlords’ dialogue for you. I’m sure you will find it... profound….


“Malkiat, you spawn of a cur! Where’s my treasure?” Jibblet’s Overlord roared.

“We were sired by the same being, Gulatak! How could you speak of them so?” Moaned the other Overlord.

“Don’t distract from the issue at hand! I have schemes to fund, and you delay my grand plan!”

“Your grand plan is bad comedy, I need the treasure for my schemes!”

“I don't have time for your petty insults. Days I have toiled, without food or rest. I'll not listen to your bluster on an empty stomach!”


Jibblet’s Overlord ceased its wondrous wind humming and turned towards Jibblet. Ah, the Overlord wished to reward him! He knew his service was worth a great deal of shinies… wait, no, why was he levitating. Why was he levitating towards the Overlord’s gargantuan mouth with its rows of sharp teeth. No, no, no… *crunch*. The Phaerimm found Jibblet to be quite the tasty treat, before it went back to verbally jousting with its kin.

Hello, Monster Enthusiasts, this is Nicholas with Into the Dungeon, and welcome to another reading from The Tome of Dungeoneering. I have an odd, inexplicable headache today. Things are a little blurry, but I’m sure I can finish this episode just fine. Now, where were we, oh right, in this episode will be discussing the Supreme Beings of All Existence, the Mighty Phaerimm. Now, look, I understand that you’ve been told by mainstream tabletop outlets that Dragons, Mindflayers, and Beholders are the cool, hip villains of our age... but that’s a load of malarkey! There’s only one supreme villain for any tabletop campaign, and it’s the Phaerimm!

You may not have heard of the much maligned Phaerimm, because recent Dragons and Dragons publications have dared to neglect the Supreme Beings. This is certainly because Mind Flayers have infiltrated Wizards of the Coast in an attempt to dethrone the Phaerimm as the greatest villains ever, but I’m here to set things straight. If you have heard of the grand Phaerimm, you may have heard them referred to as magic grubs or thornbacks. These are obviously insulting terms, and anyone using those names will be treated as food offerings for our Supreme Overlords. I… I mean, not our Supreme Overlords, I’m an impartial voice in all of this… uh… moving on swiftly.

Anyway, as I was saying: The Phaerimm are a species of spellcasters who thrive on mayhem, wickedness, chaos, and general disagreeableness. “But wait!” I hear you say, “Nicholas, you’re clearly being mind controlled by a Phaerimm as you speak, why would you describe them in such a negative way?” Well, you see listeners, the Phaerimm are appalling beings and they’re proud of it. The only reason they don’t seek to completely exterminate non-Phaerimm, is because they’d lose out on all the folks they want to torment and enslave. The only reason they don’t try to exterminate all of the other Phaerimm, is because then they wouldn’t have any family to fight with. Modern stories want to write villains with tragic backstories, understandable motives, and paths to retribution. Get that nonsense out of here! The Phaerimm want to cause trouble solely for the sake of causing trouble. And unfortunately for everybody in the world, they’re well equipped to achieve their grim fantasies.

So, what have we got going on in the “reasons why you don’t want to get mugged by a Phaerimm in an alleyway” department. Phaerimm are inherently magical creatures; they literally starve to death if there isn’t magic in their environment, as their stomachs only work if there’s magic around. As a result of their magical nature, they are highly resistant to wizardry. Let’s say you’re a cheeky spellcaster that thinks they can polymorph the Phaerimm into a mouse. Got bad news for ya: not only is your cute little spell not going to work, the Phaerimm’s body can either absorb that magic for some healing or reflect it straight back at you. And now you’ve started a magic duel with one of the most powerful mages you’ve ever encountered.

You see, Phaerimm tinker and learn spells too, growing exponentially more powerful over the span of their exceptionally long lives. Unlike most other creatures, they can also cast spells innately. They don’t need fancy words or weird ingredients to make their spells work. This means they have free time to telepathically taunt you as they strive to murder you. Since the Phaerimm spend so much of their existence trying to screw with other people, you can bet they’ve got an arsenal of spells ready to blow you up with. Your only saving grace is that the Ever Merciful Phaerimm have a preference for mind control spells, and would rather make you a servant than a charred corpse. The term servant in this context specifically means “snack-in-waiting.”

I know what you’re wondering at this stage. The great and mighty Phaerimm are clearly the superior villains of the Dungeons and Dragons setting. So why don’t they feature in modern adventures and plots? Well, aside from the obvious attempts of other villains to usurp the Phaerimm, there was that Empire of Netheril affair. I’m sure there’s a podcast somewhere or other that could give you the exact details, but to summarize the situation… back in the old days, there was an empire of human wizards called the Netherese. This being an empire of inferior beings, they of course screwed everything up. Imagine for a moment, that magic is like an electrical grid. The fair and generous Phaerimm tapped into a portion of the electrical grid from their homes underground, and only used what they needed. Now, imagine the Netherese in their flying cities coming along, plugging all of their magical hair dryers into the electrical overgrid, and promptly overloading it. Yeah, sure, the Netherese can’t blow dry their hair if they blow up the magical grid. The Phaerimm slowly starve, which is just unseemly.

There is an... enlightening... exchange between a group of Phaerimm in the 1996 work Sword Play, by Clayton Emery, where a handful of Phaerimm lament their inability to inform the Netherese that maybe, just maybe, overloading the magical electrical grid underpinning existence might be a bad idea.


"Nothing works. We tried astral visitation and only drove wizards mad. They clawed out their eyes, tore out their hearts, killed their fellows until at last they killed themselves. We tried visions, we tried lifedrain. Now we've tried direct visitation. And failed."

"We cannot tell them. One of us just exploded trying to do so."


The Ever Wise Phaerimm ponder what to do in this situation and come up with a marvelous scheme. They could find a better way to chat with their Netherese neighbors… or, they could magically drain the life from the Netherese farmlands, thus forcing the Netherese to use so much magic to maintain their extravagant lifestyles that they blow up their civilization. Brilliant. In our electric grid analogy, instead of asking their neighbors to use their hair dryers less often, the Phaerimm have chosen to sneak into their neighbor’s house and push them into a bathtub while the hair dryer is still going. This plan goes about as well as could be expected. The Netherese manage to detonate their civilization, the Phaerimm’s life draining creates the Anauroch desert, and ultimately the Phaerimm get themselves killed or trapped beneath said desert. So instead of having a thriving civilization of Phaerimm, you’ve got the odd one that shows up with a scheme here or there.

Which makes them all the better for running in a campaign, because no one will see it coming! Phaerimm make great villains, as they’re individually powerful and you can give them flavor by choosing what spells they’ve learned, what kind of servants they prefer to have, and what evil schemes they’re keen on enacting. Their preference for using others to do their dirty work let’s them craft networks of servants and unwitting allies. This gives you the opportunity to have a wide array of different creatures fight your adventurers on behalf of the Phaerimm. If you wish to undertake a campaign during the height of the Netherese Empire, Phaerimm will naturally be active antagonists in that setting. Phaerimm also happen to be on the “kill-on-sight” lists for innumerable creatures living both underground and on the surface world. If you want to give your adventurers opportunities for unlikely alliances, the Phaerimm are great at getting people to come together in mutual hatred of them. One such group of people are the Tomb Tappers, a race of giant statue monsters built by the Netherese to hunt down Phaerimm. Even though the Netherese are gone, these hulking horrors will happily make shady deals with your adventurers if it means getting to pull a fast one on a Phaerimm.

One of the challenges you may face as a Dungeon Master trying to utilize a Phaerimm, is that they are extremely alien. And by that I mean genuinely hard for someone to wrap their mind around. They’re quite physically different from anything you’re going to encounter in the real world, or even a fantasy world. They’re biologically bizarre, and possess a mindset that’s difficult to engage with. They are evil and they like it. So, if you’re in a position where you find yourself struggling to relate to your Phaerimm villain, try using a humanoid proxy for them, a prized servant that the Phaerimm speaks through. This way you can focus on the personality of the Phaerimm rather than trying to wrap your brain around its odd physical nature. In terms of their personality, they resemble, say, the CEO of a dastardly corporation, always trying to improve their standing in the world at the expense of everyone else. Or a corrupt politician who makes promises they never intend to keep in order to advance their career. Once you come to grips with their personality, you can then engage with the oddities of their physical existence.

Now, when it comes to miniatures, I’m certain that you will not be surprised to learn that there isn’t a direct Phaerimm miniature for you to slap down on your table. This is definitely the influence of the wretched mind flayers at work, or the Tomb Tappers, or the Netherese, or one of those various other peoples that the Phaerimm have rightfully done something horrible to. Thankfully, there is an abundance of eldritch horrors in miniature form thanks to the Cthulhu Mythos, and the associated table top role playing game, Call of Cthulhu. The one I think best represents the Almighty Phaerimm is the Flying Polyp miniature from Petersen Games’ Cthulhu Wars. You could also utilize any number of flying tentacle monsters from the many, many Cthulhu Mythos related miniatures in existence. On that note, until next time everyone, remember… tremble in fear before the Supreme Power of the Majestic, Masterful Phaerimm, the True Rulers of All Existence…. Did… did I do well, Overlord? Are you pleased? Wait, Overlord, why are you levitating me… oh no. No, no, no… *crunch*.


  • Netheril: Empire of Magic (The Winds of Netheril)

  • Lost Empires of Faerûn

  • Monster Compendium: Monsters of Faerûn

  • Sword Play by Clayton Emery

  • The Summoning by Troy Dennin

  • Shadowdale: The Scouring of the Land

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