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I've been poking away at a 4E adventure set in Karameikos, inspired by Keep on the Borderlands, though not a direct adaptation. My map issues and lack of time have left it idling, but I have finished my writeup of Riverfork Keep, which will be the castle base for it, so here it is, though I am too tired to fancy up the formatting:

Riverfork Keep

by John Walter Biles

Riverfork Keep has the generally not very onerous task of being the frontline of defence in case the inhabitants of the Five Shires try to conquer Karameikos. There is also the slight chance of an invasion over the mountains from Darokin, but most of the inhabitants of the Keep don't worry about that.

The real danger is humanoid raiders trying to head east or southeast towards Luln, and most of the work of the keep's soldiers is keeping raiders off the caravan route to and from the Five Shires and trying to pen up the humanoids of northwestern and western Karameikos with 245 men. This doesn't always go so well.

The Fifth Division, Riverfork Guard Battalion, "The Fury in the West", consists of a 4th level Captain (Boris Manov), his four 3rd level Lieutenants, twenty four 2nd level sergeants, and 216 Privates, 20% of whom are armed with crossbows, another 20% of whom are effectively light cavalry and 60% skirmishing footmen with spears. They are organised into 24 10 man squads (1 sergeant and 9 privates), and 4 6 squad companies. The other half of the Division they are part of is stationed 72 miles down the road at Radlebb Keep, along with Major Demetrius Antonius (Level 6), the overall commander of the Division. Most of the time, the force is on its own.

At any given time, about half the companies are out in the countryside raining down sudden death on humanoid bands, escorting caravans, and generally keeping the keep's enemies off guard. Fortunately, though the division is almost entirely devoid of heavy troops beyond its officers, it largely deals with humanoid forces who have little to no hope of storming a fortified castle.

There are typically 12 squads in the Keep at any given time; 4 squads will be on guard / alert duty, 4 will be sleeping and 4 will be off duty but are supposed to be ready quickly in an emergency.

Captain Boris Manov (Level 4 Soldier) is a Traladaran who has worked his way up to a major command. He is proud of his nation and also ambitious. At the same time, he is nervous that something big will happen and his force will be overwhelmed. He is quite willing to work with adventurers, as he believes it best to take the war to the enemy and needs all the hands he can get. Especially ones that can die without him getting in trouble. He has a modest preference for Traladarans, but treats everyone fairly except for Ethengars and Atruaghin Clan members, both of which he sees as basically barbarians, though he won't expel anyone who keeps the peace.

Captain Boris Manov, Level 4 Soldier
Medium natural humanoid XP 175
Initiative +5 Senses Perception +3
HP 55; Bloodied 27
AC 20; Fortitude 17, Reflex 17, Will 15
Speed 5
m Halberd (standard; at-will) | Martial, Weapon
Reach 2; +11 vs. AC; 1d10+4.
M Battle Commander (standard; at-will) | Martial, Weapon
"For the Glory of Karameikos and the Honour of the Fury in the West, STRIKE NOW!"
One adjacent ally may make a basic melee or ranged attack on the target, who must be adjacent either to Captain Boris or the ally.
M Reaping Strike (standard; at-will) | Martial, Weapon
Reach 2; +11 vs. AC; 1d10+4 damage; on a miss, he inflicts 4 damage.
Skirmisher Commander
Any ally within 3 squares of Boris may shift 2 instead of one on a move action, if terrain permits shifting one.
Alignment Unaligned Languages Common, Traladaran, Goblin, Orc
Skills: Endurance +9 (7)*, History +11, Insight +8, Intimidate +9
Str 18 (+6) Dex 12 (+3) Wis 13 (+3)
Con 15 (+4) Int 18 (+6) Cha 14 (+4)
Equipment: Plate*, Halberd, Karameikos Badge, Warhorse

The Captain is middling in height with short, neatly cropped black hair and a bushy black moustache, but no beard, as it doesn't fit well in his helmet. He looks to be in his mid-thirties and has a confident smile and firm hazel eyes. His skin is tanned and his hands are rough and callused.

There are 4 Lieutenants, developed briefly below. Should you need statistics for them, you can adjust this generic stat block as appropriate:

Lt. of the Riverfork Battalion, Level 3 Skirmisher
Medium natural humanoid XP 150
Initiative +6 Senses Perception +8
HP 49; Bloodied 24
AC 16; Fortitude 16, Reflex 15, Will 13
Speed 6
m Flail (standard; at-will) | Martial, Weapon
+7 vs. AC; 1d10 +2 damage.
r Crossbow (standard; at-will) | Martial, Weapon
Ranged 15/30; +6 vs. AC; 1d8+3 damage
Mobile Assault (standard; at-will) | Martial, Weapon
The Lt. may shift one square before or after the attack; +8 vs. AC; 1d10 +2 damage.
Group Attack
+1d6 damage when adjacent to 2 or more allies
Coordinate Attack
Any ally gains combat advantage against a foe the Lieutenant is adjacent to. (Only grants CA to melee attacks)
Hill and Mountainwalk
Used to operations in rough terrain, they count hill and mountain difficult terrain as normal terrain for movement.
Alignment Unaligned Languages Common, Traladaran
Skills Athletics +8, Endurance +9, History +6, Nature +8
Str 15 (+3) Dex 17 (+4) Wis 14 (+3)
Con 17 (+4) Int 11 (+1) Cha 13 (+2)
Equipment Leather Armour, Lt. Shield, Flail, Crossbow, Warhorse

There are four lieutenants, each commanding 6 10 men squads which form a 60 man company.
Lieutenant Bombur, Son of Dorfic, (Good) is a Dwarf from High Forge who commands the First Company. He is unusually outgoing for a dwarf, which is to say he sometimes makes small talk and likes to play poker. He fights with a warhammer, instead of a flail. He is a devout worshipper of Kagyar, but typically attends the Church of Karameikos since there are no Kagyar temples anywhere nearby.
Lieutenant Marcia Tintivilus (Evil) is a Thyatian-descended Karameikan and follower of Alfric Oderbry, a devout member of the Church of Karameikos and very disgruntled to be under the command of a Traladaran. She won't actually betray the garrison or the kingdom but she's open to any other way of getting rid of Boris and putting herself in charge. So long as it seems to be low-risk, which is why she complains to her diary instead of poisoning him. If she knew how to poison someone, anyway. She commands the Second Company.
Lieutenant Danislav Slavosky (Unaligned) is quite content to hold his current rank forever, but he is strongly pro-Traladaran and favours them over everyone else, especially Lt. Marcia, who he hates. She probably would hate him back but has basically dismissed him as an idiot. He has a tendency to talk loudly and is never happier than rampaging through a humanoid camp, burning things, especially orcs. Who burn very well, in his opinion. He is not very religious, but follows the Church of Traladara in a lazy sort of way. He commands the Third Company.
Lieutenant Angus Campbell (Unaligned) is a former Glantrian military officer, and has his own stat-block below as he's rather different in combat from the others. Angus rides his horse between battles, but he fights dismounted, as he has a riding horse, rather than a warhorse, though he can get one from the stables if he wants to. Angus could care less about Thyatian-Traladaran politics; he took this job because he's good at hitting things and telling people to hit things, though he wouldn't mind getting into Marcia's pants, so to speak. Under sufficient stress, he will begin shouting orders in Klantyre, which only a few of his men understand, though this habit is starting to teach them some. Angus left Glantri because he had a feud with a wizard he couldn't win; he doesn't like to talk about it. He commands the Fourth Company.

Lieutenant Angus Campbell, Level 3 Brute
Medium natural humanoid XP 150
Initiative +2 Senses Perception +2
HP 57; Bloodied 28
AC 15; Fortitude 15, Reflex 12, Will 13
Speed 6 (10 on horseback)
m Crushing Blow (standard; at-will) | Martial, Weapon
+6 vs. AC; 2d6+3 damage and Angus Campbell gains 3 temp HP
M Reaping Strike (standard; at-will) | Martial, Weapon
+6 vs. AC; 2d6+3 damage Miss: 3 damage
Over The Head Weapon Charge (standard; encounter) | Martial, Weapon
Angus Campbell moves up to 8 squares and attacks; he suffers –2 to AC until the end of his next turn. +8 vs. AC; 3d8+3 damage and push 1 and prone; if he has unused movement, he may shift into the square he just pushed his target out of; this counts as a charge. Miss: Angus Campbell grants combat advantage until the start of his next turn, but does push his foe 1 square.
Vault From the Saddle (Minor; at-will) | Martial
As a Minor action, Angus Campbell can dismount from a horse and shift two. He can also shift 1 and mount a steed as a minor action.
Alignment Unaligned Languages Common, Glantrian, Klantyrian
Skills Athletics +9, Endurance +9, Intimidate +8, History +6
Str 17 (+4) Dex 12 (+2) Wis 14 (+2)
Con 17 (+4) Int 11 (+1) Cha 14 (+3)
Equipment Chainmail, Claymore, Riding Horse

There are 24 sergeants; you and I both have better things to do than detail all 24. A handful have been given enough detail if you need them under the standard stat block.

Sgt. of the Riverfork Battalion, Level 2 Skirmisher
Medium natural humanoid XP 125
Initiative +6 Senses Perception +8
HP 41; Bloodied 20
AC 16; Fortitude 16, Reflex 15, Will 13
Speed 6
m Flail (standard; at-will) | Martial, Weapon
+7 vs. AC; 1d10 +2 damage.
r Crossbow (standard; at-will) | Martial, Weapon
Ranged 15/30; +6 vs. AC; 1d8+3 damage
Mobile Assault (standard; at-will) | Martial, Weapon
The Sgt. may shift one square before or after the attack; +7 vs. AC; 1d10 +2 damage.
Group Attack
+1d6 damage when adjacent to 2 or more allies
Hill and Mountainwalk
Used to operations in rough terrain, they count hill and mountain difficult terrain as normal terrain for movement.
Alignment Unaligned Languages Common, Traladaran
Skills Athletics +8, Endurance +9, History +6, Nature +8
Str 15 (+3) Dex 17 (+4) Wis 14 (+3)
Con 17 (+4) Int 11 (+1) Cha 13 (+2)
Equipment Leather Armour, Lt. Shield, Flail, Crossbow, Warhorse

Sgt. Anla Leafshine (Good) is from Thantabbar in the Five Shires and claims to be a yallara (a young hin who is out to run wild and see the world before settling down to weigh 300 pounds). She is actually a spy for Sheriff Maeragh Littlelaughs, the Sheriff of Eastshire. Her position makes her somewhat uncomfortable, as she is really too nice to be a spy. She is blissfully unaware that she is in fact a decoy for the REAL SPY in the fort and that the Captain is 100% aware of what she is up to, which isn't much more than reporting on caravans guarded, visiting halflings and dwarves, adventurer's tales, etc. She commands the Sixth Squad of the First Company.
Sgt. Teroslav, son of Yaroslav (Unaligned) is a morose, and often drunken old veteran who seems to have permanent mental scars and twitching; it is said he was once a potent adventurer who lost most of his life force to the undead and never recovered. However, his men are very loyal to him and it's well known he would gladly give his life to save his men or the fort. Indeed, he may be a little TOO willing. He commands the Second Squad of the Second Company.
Sgt. Capellia Pleidesus (Good) is a young Karameikan of Thyatian descent who underwent her Shearing, entered the military, and is determined to rise to the top by her own strength. Her real name is Lucia Hyraksos, named after her uncle, the head of the military, but you'd have to get her very drunk or use magic to get her to admit it, as she's determined to prove herself. She admires Lieutenant Marcia Tintivilus, but is blissfully unaware of Marcia's darker side; this would make her the perfect patsy. She commands the Fifth Squad of the Third Company.
Sgt. Titus Andronicus (Unaligned) is a young Traladaran trying to pass as Thyatian, using the excuse of the Shearing to avoid ever talking about his relatives. He actually grew up the son of a servant in the household of Lord Baltran Cordelius. He has Bluff +10 (skilled and skill focus) and so far, everyone who might care is fooled. He thinks Captain Angus is a lunatic, and keeps applying to be transferred to Second Company, but commands the Sixth Squad of the Fourth Company.

The Privates of the Riverfork Battalion of the Fifth Division of the Karameikan army are basically light infantry, archers, and cavalry. About 1 in five has a crossbow and another one in five have riding horses, allowing them to operate as light cavalry. They often operate in rough wilderness and have the survival skills needed. Unless defending a fortress, they favour hit and run tactics, moving in to strike, then shifting away and disengaging again after the attack.

A handful of individual soldiers are briefly described under the stat block, should you find it useful. First company has a general reputation as hard-working soldiers, professional and competent. Second company has a reputation as cunning guerrillas at best and slackers and plotters at worst. Third company is dominated by people who took this job to slaughter orcs, goblins, etc, in revenge for past events. And Fourth company often seem to be a little crazy; many are starting to affect Klantyre dress off-duty in imitation of their commander. Or mockery. Or both.

Karameikan Fourth and Fifth Division Soldiers, Level 1 Skirmishers
Medium natural humanoid XP 100
Initiative +4 Senses Perception +6
HP 32; Bloodied 16
AC 15; Fortitude 15, Reflex 13, Will 12
Speed 6
m Flail (standard; at-will) | Martial, Weapon
+6 vs. AC; 1d10 +2 damage.
r Crossbow (standard; at-will) | Martial, Weapon
Ranged 15/30; +6 vs. AC; 1d8+2 damage
Mobile Assault (standard; at-will) | Martial, Weapon
The Soldier may shift one square before or after the attack; +6 vs. AC; 1d10 +2 damage.
Group Attack
+1d6 damage when adjacent to 2 or more allies
Hill and Mountainwalk
Used to operations in rough terrain, they count hill and mountain difficult terrain as normal terrain for movement.
Alignment Unaligned Languages Common, Traladaran
Skills Athletics +7, Endurance +8, Nature +6
Str 14 (+2) Dex 15 (+2) Wis 12 (+1)
Con 16 (+3) Int 10 (+0) Cha 11 (+0)
Equipment Leather Armour, Lt. Shield, Flail, Crossbow (20%), Warhorse (20%)

Private Georgi (Unaligned) of the Sixth Squad of the First Company is fairly disgruntled that a teenage halfling commands his Squad and complains about it constantly. He joined the military because he likes to stab things; he'd be a lot happier with a lot more armour, though. He is Traladaran, vaguely dislikes the Thyatians, but greatly respects Lt. Bombur. He has little interest in religion, but mocks the High Heroes of the Shires whenever his sergeant isn't listening.
Private Maria (Good) of the Second Squad of the Second Company is very protective of her sergeant, who once saved her from giant centipedes and will not tolerate any criticism of him. She has, however, been contemplating leaving the military life if she can find some adventurers who want her and would be open to joining the PCs if they show any interest. She is very strong (16) and looks like a weightlifter in a uniform. She attends Church of Traladara services regularly.
Private Van (Unaligned) of the Fifth Squad of the Third Company is, like his sergeant, a young Karameikan who recently underwent the Shearing. He plans to eventually return home to the family farm in southeastern Karameikos, but wants to have some adventures first. He is rather vain and spends a lot of time trying to clean himself up, but his job tends to plot to keep him somewhat dirty all the time. He is modestly devout, attending Church of Karameikos services.
Private Birco, son of Alyosha (Evil) of the Sixth Squad of the Fourth Company exploits the inexperience of his commander to embezzle and smuggle like a mad embezzling fool; he is the man you come to get contraband goods, drugs, fine Ylari coffee which was supposed to be for the officers, etc, etc. While he wouldn't actually betray the garrison to goblins or the like, he might well sell out to the Black Eagle or even the Hin for the right price. In the meantime, he will scheme and con his way in style and what passes for comfort here. He has carefully avoided promotion so as to remain mostly anonymous. But those who want contraband know where to go. He is quietly devoted to Masauwu, hiding this because he wants to LIVE.

Castle Clergy:

The Castle has an official chapel of the Church of Karameikos; its staff also tend to the needs of the town. Father Pavel is the head of the church here; he knows the Gentle Repose, Arcane Lock, Hand of Fate, Knock, Brew Potion, Cure Disease, and Discern Lies rituals and uses them to benefit the garrison. He also performs these for suitable donations from the townsfolk (twice the cost of the ritual components. He uses half of these to supply the cost of ritual components and half of it goes to the chapel's expenses and to making potions for the garrison's use.) He generally carries 2 Healing potions at any given time. Father Pavel is stern but just; he puts the garrison's needs ahead of the townsfolk, however. He has four clerical assistants, one for each company. At any given time, one of them is usually tending the chapel in town, one is tending to the garrison and the other two are in the field with their companies. He comes to the town's chapel for weekly ceremonies.
Father Pavel is very unhappy with the town's brothel / tea-house, Madam Olga's Tea-House. He wants it shut down but the commander refuses to do so, as it keeps his men from harassing the local women.

Riverfork Town:

This is really a village with delusions of grandeur which has grown up outside the gates of the Keep; it is surrounded by a palisade manned by the militia, assisted by the Keep garrison. This is enough to keep marauding humanoids out but the town will quickly fall and burn if a real fight erupts. Riverfork Town basically exists to service adventurers, hunters, local farmers, caravans, and to provide entertainment for the troops. It is home to about 600 people, 98% of whom are adults; families with children usually move somewhere safer with a few exceptions. In an emergency, the town can field 300 Militia, for what they are worth.

Karameikan Militiaman, Level 1 Minion
Medium natural humanoid XP 25
Initiative +1 Senses Perception +1
HP 1; a missed attack never kills a minion
AC 15; Fortitude 13, Reflex 12, Will 12
Speed 6
m Spear (standard; at-will) | Martial, Weapon
+5 vs. AC; 4 damage.
r Sling (standard; at-will) | Martial, Weapon
Ranged 10/20; +4 vs. AC; 4 damage
Alignment Unaligned Languages Common, Traladaran
Skills Athletics +7, Endurance +7, Nature +6
Str 14 (+2) Dex 13 (+1) Wis 12 (+1)
Con 14 (+2) Int 10 (+0) Cha 11 (+0)
Equipment Leather Armour, Lt. Shield, Spear or Sling

Karameikan militia is organised the same as other military forces of Karameikos except that it is substantially lower in quality. It is only called out in emergencies...for whatever it is worth.

On any given day, about 30 militia are on duty, patrolling the town for trouble and manning the palisades or scouting the immediate countryside.

The Town provides many services which adventurers and other visitors may find of interest:

The Church of Karameikos

There is an official chapel inside the fortress, but services are also conducted here for townsfolk. The four company chaplains rotate serving here day-to-day; Father Pavel, the head of the Battalion's chaplains, comes once a week for services. The main chapel is always open for prayer unless the town and castle are on military alert.

The Church of Traladara / The Moon Haven Inn

The Church of Traladara here is sufficiently poor that half its facilities also function as an Inn; the chapel is round and resembles a dinner bowl turned upside down and fancily decorated; it is made of stone, while the Moon Haven Inn next to it is mostly wood. Priestess Anya Kolavich runs the Church; she is short with very long braided black hair and a slender figure. She wears blue priestess robes and a blue veil during church services, and wears multiple layers of blue and gold clothing when working as the head of the Inn. She is a hard-working, practical woman who is constantly doing odd things to appease the spirits, from throwing salt over her shoulder to asking the stairs for permission to use them. She has a soft spot for halflings on yallara and young Traladarans who have undergone the Shearing and does her best to help them out. She and Father Pavel both view each other as idiots and generally have a shouting match at least once a week. She can perform Gentle Repose, Make Whole, Hand of Fate, Cure Disease, and Speak with Dead, and only asks for a very small fee beyond the cost of the ritual components. Her husband, Fyodor Kolavich, is a priest of Zirchev in the Church of Traladara and a noted hunter, especially of bears. He has survived being struck by lightning four times and wears a hat with four holes in it which he shows to everyone. He is a bit of an obnoxious braggart, but also brave and inquisitive. He can perform the Animal Messenger, Endure Elements, Water Walk, and Traveller's Feast rites. Fyodor performs a variety of rites to appease the spirits of the wilderness when out hunting / adventuring. He leaves the appeasement of the spirits of the home and workplace to his wife. He is willing to hire on as a guide for a cut of the loot if he believes the group is basically benevolent in its goals. He especially is willing, like his wife, to help out young Traladarans who have undergone the Shearing. Indeed, he can be used as a plot device by the DM if necessary to bail out PCs who are having a terrible turn of luck in the wilderness or in the Canyon of Chaos.

Priest Fyodor Kolavich of the Church of Traladara, Bear Hunter, Level 4 Skirmisher
Medium natural humanoid XP 175
Initiative +4 Senses Perception +9
HP 78; Bloodied 39
AC 17; Fortitude 17, Reflex 15, Will 15
Speed 8, climb 4
m Battleaxe (standard; at-will) | Martial, Weapon
+9 vs. AC; 1d10+4 damage.
r Longbow (standard; at-will) | Martial, Weapon
Ranged 15/30; +9 vs. AC; 1d10+4 damage.
M or R Twin Strike (standard; at-will) | Martial, Weapon
Melee or Ranged 15/30; +9 vs. AC twice at the same or different targets; 1d10 damage with each blow
M or R Sidling Strike (standard; at-will) | Martial, Weapon
Fyodor shifts 1, then makes a Battleaxe or Longbow attack
M Bear Strike (standard; encounter) | Martial, Weapon
Fyodor makes 2 Battleaxe attacks; if both hit the same target, the target takes 2d6 bonus damage and is slowed (save ends).
Appeasement Rite (Minor; 2/encounter) | Divine, Saving Throw
By performing a small rite to please the local spirits, he enables an ally within 10 squares to make a saving throw at +4 immediately.
Alignment Good Languages Common, Traladaran, Goblin
Skills Dungeoneering +9, Nature +9, Religion +8 (+11 if related to the Church of Traladara), Stealth +11
Str 18 (+6) Dex 18 (+6) Wis 14 (+4)
Con 15 (+4) Int 12 (+3) Cha 13 (+3)
Equipment Hide Armour, 2 Battle Axes, Longbow and 30 Arrows in Quiver

Traladarans and the less wealthy foreign visitors favour the three story Moon Haven Inn, which is noted for its tasty spiced potatoes and okra and for the exquisite roast bear served once a week. Private Van, Private Maria, and Lieutenant Danislav Slavosky attend services at the chapel and can sometimes be found here with fellow worshippers off-duty. When Fyodor is off in the wilderness, Lt. Angus Campbell sometimes drops by; he seems to have an interest in Priestess Anya Kolavich, though she fends off his advances gracefully. Her husband, on the other hand, hates Angus and gets angry if he hears of the man coming around again.

Aelfwine's Half-Price Books, Maps, Knick-Knacks, and Curios

Aelfwine appears to be a handsome elf from Alfheim; if asked, he claims to be part of Clan Feadiel. In actuality, he is the real spy for the Shires, a Hin shapeshifter and dabbler in things arcane who spies for the Sheriff of Eastshire. And he is actually a she, Kara Trundlestump from the mighty metropolis of Nob's Boots in Eastshire. Her whole family line has mild shapeshifting skills which she attributes to a doppelganger ancestor; the same bloodline has also given her some talent for things arcane, making her current disguise easier. Kara's shop caters heavily to adventurers, who bring in all sorts of odd stuff to sell to Aelfwine in return for cash. She sells some of it to other adventurers and the rest of it is smuggled to the Shires and sold by the Sheriff's agents here and there to help raise cash to keep her afloat. As a result, Kara always knows what is going down in the area. She also provides pawning services to soldiers and is pretty good at winkling out information from them. She also has a deal, as Aelfwine, to help sell off various trinkets given in payment or gift to Madam Olga and her girls.

Kara greatly enjoys her work here, perhaps sometimes getting a little too deeply into her alternate persona. It is probably not necessary to patronise the brothel so frequently to keep her cover up... She has a genial contempt for the decoy spy, Sgt. Anla Leafshine, who she sees as a hapless amateur. At times, she arranges to feed Anla false information, just to see how and if it disseminates.

Aelfwine / Kara Trundlestump, Level 6 Lurker
Small or Medium natural humanoid XP 250
Initiative +11 Senses Perception +4
HP 57; Bloodied 28
AC 20; Fortitude 16, Reflex 18, Will 19
Saving Throws: +5 vs. Fear affects
Speed 5 (6 when Medium)
m or r Daggers (standard; at-will) | Martial, Poison, Weapon
Ranged 5/10; +11 vs. AC; 1d4+4 +3 Poison damage
R Charm Person (standard; at-will) | Arcane, Charm
Ranged 10; +10 vs. Will; the target makes a melee basic attack against a target of Kara's choice.
M Setup Strike (standard; encounter) | Martial, Weapon
+10 vs. Reflex; 3d6+4 damage and the target grants combat advantage to Kara and her allies until the end of her next turn.
Sneak Attack
Kara adds +2d6 to Melee or Ranged Martial attacks when she has Combat Advantage.
Ritual Magic
Kara knows a handful of rituals, especially Comprehend Languages, Tenser's Floating Disc, Arcane Lock, and Knock.
Nimble Reaction
Halflings gain a +2 racial bonus to AC against opportunity attacks.
Second Chance (immediate interrupt, when the halfling would be hit by an attack; encounter)
The Halfling forces the attacker to reroll the attack at –2 to hit and take the new result
Change Shape (minor; encounter) | Polymorph
Kara can alter her physical form to take on the appearance of any Small or Medium humanoid type, but cannot impersonate specific people well enough to fool anyone of Intelligence 8 or higher. (see Change Shape, MM page 280). Once she takes on a form, she stays in that form until she consciously changes it.
Alignment Unaligned Languages Common, Dwarven, Elven, Hin
Skills Acrobatics +9. Bluff +13, Diplomacy +13, History +11, Stealth +12, Thievery +14
Str 14 (+5) Dex 18 (+7) Wis 13 (+4)
Con 15 (+5) Int 17 (+6) Cha 21 (+8)
Equipment Leather Armour, Brace of Daggers, Orb

The Soldier's Rest Tavern

Soldiers are not allowed to drink on duty or in the castle, except for alcohol with meals. So when they're off duty and seek to get hammered, they come on down to the Soldier's Rest. It also tends to be the bar favoured by adventurers. Tavernkeeper Gimli Redaxe (Dwarf) from Highforge runs this inn; he has only one eye and one hand of flesh; his left eye has been replaced with a gemstone which gives him normal dwarven vision and his right arm is made of copper but moves and works like a normal arm, except he has to fill it with lantern oil once a day and it sometimes vents steam. He asserts a wizard made the eye for him and a gnome friend (Dunkel Vah) made the arm for him. Dunkel lives back in Highforge. Gimli's rarely seen wife (Konif Redaxe, a Wyrwarf Dwarf from Rockhome) is an expert cook and brewer, whose work is very popular here. However, Gimli is very paranoid that his wife's beauty (as he sees it) will cause everyone to try and steal her from him, so he basically keeps her shut up in the back and upstairs in their living area, cooking and making beer. He is pretty friendly to his customers, but will regard any young male dwarf with suspicion, along with any young male who has too much interest in women in general. Sooner or later, this is likely to lead to an incident. Should fighting over his wife break out, you can treat Gimli as an ordinary Dwarf Bolter (MM 97), but with an additional encounter power:

Copper Arm Strike (standard; encounter) | Fire, Martial, Steam, Weapon
Gimli times a punch from his copper arm with a steam venting.
+9 vs. AC; 1d6+4 damage plus 3d6 Steam Damage (anything which protects against Fire or Acid offers protection against Steam damage. If you have both, they stack in stopping Steam damage.)

Konif herself is shy around non-dwarves, but very chatty and friendly with dwarves. She is getting fed up with his jealousy and indeed, his fear of her cheating on him may well push her into doing it just to spite him. She loves to cook, clean, and do other domestic work but is rather defensive about it, as she is used to Wyrwarf getting mocked by other clans.

Konif Redaxe, Wyrwarf Brewer, Level 3 Artillery
Medium natural humanoid XP 150
Initiative +4 Senses Perception +9; low-light vision
HP 78; Bloodied 39
AC 15; Fortitude 16, Reflex 14, Will 15
Saves +5 vs. Poison
Speed 5
m Meat Softening Hammer (standard; at-will) | Martial, Weapon
+8 Vs. AC; 1d6+3 damage.
r Thrown Butcher Knife (standard; at-will) | Martial, Weapon
Ranged 6/12; +10 vs. AC; 2d6+2 damage and target is pushed 1
Stand Your Ground
When an effect forces a dwarf to move—through a pull , a push, or a slide—the dwarf moves 1 square less than the effect specifies. When an attack would knock the dwarf prone, the dwarf can roll a saving throw to avoid falling prone
Alignment Good Languages Dwarf, Common (with thick accent), Goblin (with thick accent)
Skills Brewmaster +9, Chef +9, Dungeoneering +9, Endurance +10
Str 12 (+2) Dex 14 (+3) Wis 17 (+4)
Con 19 (+5) Int 11 (+1) Cha 13 (+2)
Equipment Leather work outfit, Cooking and Brewing tools

Franich's Caravanserai

Anton Franich, a member of Franich House in Darokin, runs what is essentially a medieval version of a Truck Stop. It combines two restaurants (one fancy and one cheap), an inn, a stables, a general store oriented towards caravan needs, and a huge enclosed area for parking wagons. If you're looking to secure transportation to points west, east, or south or if you are looking to hire caravan guards or BE a caravan guard, this is the place to go. Anton is a cheerful gladhandler who tries to treat everyone well because he tends to have highly recurring customers. He employs off-duty soldiers as security; this is not supposed to be allowed but everyone tends to turn a blind eye to it as it forces off-duty soldiers to stay stable and alert and ready for emergencies while they supplement their low wages. At any given time, he has about 10 soldier-guards on duty (Use the states for Karameikan Fourth and Fifth Division Soldiers).
Anton is married; his wife is Franchesca Franich, who is rather a Franich House snob. Her family takes far too much pride for its own good in its multi-generation ties to the house and Franchesca is happy as a clam to be married to a member of the Franich family, if only a fairly minor member. Nevertheless, for her, this is as close to rising to divinity as you get. Franchesca is somewhat frustrated that Anton does not bed her as often as she would like; she both enjoys doing it AND is determined to produce an heir. Unfortunately for her, Anton has very little sex drive and is much more enthusiastic about making money. He doesn't treat her badly...but he does tend to treat her as if she was his dear sister, not his wife.
Anton and Franchesca occasionally attend Church of Karameikos services, but would rather be attending the Church of Darokin, but there isn't one around here, unfortunately.

Medb Boldnose's Pharmacy and Tobacconist

Medb Boldnose and her husband Bolgo Hoefurrow are from Mallowfern in Eastshire in the Five Shires. They have three children: Medb II, Bolgo II, and Patri. Medb is an alchemist / doctor and her husband is a tobacconist. The Boldnose and Hoefurrow clans both produce a lot of tobacco, enabling them to get tobacco at very good prices to sell to the troops, many of whom smoke like chimneys. Medb produces a variety of useful alchemical substances which she sells to the locals, to travellers, to adventurers, and to the troops. She has up to level 5 items for sale and can acquire higher level items with some delay for customers. Bolgo smokes constantly himself and is full of praise for Mallowfern Leaf; Medb never smokes and is very fussy about cleanliness.

Madam Olga's Tea-House

This is a combination of tea-house and brothel. Madam Olga is a Tiefling herself, but she has employees for every taste, who can be hired for anything ranging from catering your party to a night of extremely expensive pleasure to a quickie. The tea-house side of things is very discreet and respectable with everyone dressed modestly and displaying very good manners. It offers catering services for parties, feasts, etc. The brothel side offers everything from a quickie to elaborate staging of your fantasies. If you have the money and the vision, Madam Olga will do her best to bring it to life. Most of the women are human or elves, but she has many other kinds of women (and men) as well.

Madam Olga, Star-Pact Brothel Madam, Level 4 Artillery
Medium natural humanoid XP 175
Initiative +4 Senses Perception +3; low-light vision
HP 78; Bloodied 39
AC 16; Fortitude 16, Reflex 15, Will 16
Resist Fire 7
Speed 6
m Rod (standard; at-will) | Martial, Weapon
+9 Vs. AC; 1d6+3 damage.
R Dire Radiance (Standard; at-will) | Arcane, Fear, Implement, Radiant
Ranged 10; +9 vs. Fortitude; 1d6+4 Radiant damage; if the target moves nearer to her on its next turn, it takes another 1d6+4 damage.
R Eldritch Blast (Standard; at-will) | Arcane, Implement
Ranged 10; +9 vs. Reflex; 1d10+4 Radiant damage
R Frigid Darkness (standard; encounter) | Arcane, Cold, Fear, Implement
Ranged 10; +9 vs. Fortitude; 3d6+4 Cold damage and the target has –3 to AC and grants combat advantage to its foes until the end of her next turn.
Infernal Wrath (minor; encounter)
Madam Olga gains a +1 power bonus to its next attack roll against an enemy that hit her since her last turn. If the attack hits and deals damage, she deals an extra 4 damage.
Alignment Unaligned Languages Common, Traladaran, Elven, Primordial
Skills Acrobatics +9, Arcana +10, Bluff +13, Diplomacy +11, Insight +8, Stealth +6
Str 12 (+3) Dex 14 (+4) Wis 13 (+3)
Con 18 (+6) Int 17 (+5) Cha 18 (+6)
Equipment Expensive Alphatian dresses, Rod, Account Book

Madam Olga is from Alphatia, having had to flee a misfired intrigue and is now hiding out under a false name (her true name is Alcana Mistelfas.) She attends Church of Traladara services, though her true devotion is to Noumenas. She has been hiding here for so long that she has become far more comfortable in her current role than she would ever admit to herself.
She has a mild feud with Karl the Leatherer, who tries to warn people away from her tea shop, but mostly he amuses her as his warnings are usually not very persuasive. So she sometimes lets customers have free services if they will mess with Karl for her.
She has a much stronger feud with Father Pavel, who condemns her business in no uncertain terms. However, she just laughs at him; most of the soldiers support her as they want to use her services and the commander turns a blind eye to Father Pavel's frustration.

Milin's House of Metal

Milin is a runaway from the Minrothad Guilds who runs a blacksmith and weaponry shop for the benefit of the locals, caravaneers, and adventurers; the keep has its own blacksmith staff. He is in his twenties, with short dark hair and tanned skin and usually seems far more paranoid than most people would think he has reason for. He is a very skilled weaponsmith and armourer and blacksmith who enjoys his more relaxed life here and is NEVER going back if he can help it. Should anyone find out his secret, they will have him by the short hairs, so to speak. He is an honest businessman, but does patronise Madam Olga's Tea House once a week.

Boris the Miller's Mill

Boris Gudenov is the miller for the local farmers and the garrison, grinding grain into flour for everyone. He and his wife Helga and his two sons Dmitri and Vassili all live quite well. Boris and Helga are both quite stout from too much bread and attend Church of Traladara services regularly. Boris doesn't take it seriously, but Helga is very devout, which is to say, she appears rather superstitious to non-believers. Boris is jovial to everyone, except his son Dmitri. Dmitri spends too much time at Madame Olga's Teahouse, leading to periodic beatings from his father. This is because Dmitri is the heir and Boris is trying to make him clean up his act. Vassili is the good son in public but is covertly a spy for the Cult in the Canyon of Chaos. To be precise, he serves Entropic Fire. He is jealous because Dmitri will inherit due to being eldest even though he's a drunken, wenching mostly useless punk. Vassili will try to throw any suspicion coming his way onto the teahouse and his brother. Everyone knows Tieflings can't be trusted! They're all freaks from the land of Nightmares! Clearly, she's corrupted Boris with her wicked ways, right?

Vassili, Bitter Entropic Fire Cultist, Level 6 Controller
Medium natural humanoid XP 250
Initiative +5 Senses Perception +5; low-light vision
HP 72; Bloodied 36
AC 20; Fortitude 17, Reflex 18, Will 18
Resist Fire 10
Speed 6
m Dagger of Flame (standard; at-will) | Divine, Fire
+11 Vs. AC; 1d6 +4 Fire Damage and the target has –2 AC until the end of his next turn.
R Inspire Rage (standard; at-will) | Charm, Divine
Ranged 10; the target makes a free action basic melee attack against an adjacent target of Vassili's choice.
C Loki's Fire Fountain (standard; at-will) | Divine, Fire
Close Burst 2; +10 vs. Reflex; 1d6+4 Fire damage and Push 1
Alignment Bitter Evil Languages Common, Traladaran, Primordial
Skills Bluff +12, Diplomacy +12, Insight +10, Religion +12
Str 12 (+4) Dex 14 (+5) Wis 14 (+5)
Con 16 (+6) Int 19 (+7) Cha 19 (+7)
Equipment Prosperous Miller Garb, The Secrets of Fire, Dagger, Entropic Fire Holy Symbol

Karl's House of Leather

Karl is a Hattian, with short black hair and a neatly trimmed moustache with tanned skin and lots of scars. He is a hunter and trapper and leather and furs maker. He tends to vanish for days or weeks collecting furs and hides, then turning them into useful things. He can make leather and studded leather and hide armour. Karl does not patronise Madam Olga's Tea Shop. He instinctively distrusts her, though he'd be hard-pressed to say why. However, he is busy having an affair with Tanya, the wife of the Tailor, so he really doesn't need to. He makes a point of warning people away from the Tea-House. Karl is basically irreligious, though if he needs a cleric's help for some reason, his first choice would be to go to Fyodor Kolavich.

Riverfork Tailor Shop

Pyotr the Tailor is short and skinny with short brown hair, a thick moustache and a thick beard. He is very skilled and dedicated to his work and a good man to do business with. However, he's also a penny-pincher and basically not very interesting unless you like talking about making clothing. Thus his wife Tanya has a wandering eye and is engaged in an affair with Karl the Leatherer. Tanya is a blonde of middling height; she's seen better days but still is fairly good looking. Her daughter Maila is a knockout; she would have gone on her shearing by now, but her father won't let her go as he needs her help in the shop and he's also afraid she's going to end up pregnant and abandoned like his mother was when she went on her shearing. (Which produced him.) She's now hoping to find an adventurer who will take her away from the tedious life of the seamstress and show her a better, more exciting life. She may well latch onto any exciting PCs who come her way, especially if handsome. She has not, mind you, really prepared herself to LIVE the adventuring life and while's she a very skilled tailor and would likely make a good Rogue with some training...right now, she's just a teenage tailor with big dreams.
Pyotr will go apeshit if she leaves or if he finds out what his wife is up to.