Toll Bandits

Flash Maggie (a human brawler with 77 hit points) guards this bridge alongside Gray Walter (a human storm wizard) and Walter's sons (three human apprentice mages). When the characters approach, Flash Maggie drops down to the bridge and demands a toll of half their coin. She sarcastically refers to herself as "your humble servant" and asks "your eminences" to "make a donation." If the characters refuse to pay or decide to turn back, the bandits attack.

In combat, Maggie grabs lightly armored enemies, uses them to block incoming attacks, then throws them off the bridge. Gray Walter and his sons remain on the scaffolding 10 feet above the bridge, raining down magical attacks while Walter uses the gust of wind spell to push enemies off the bridge.

If defeat seems inevitable, one of the bandits gestures toward the mill and declares, "You may have beaten us, but Baron Uthrak will have his revenge! No one crosses the baron and lives."

Bridge Beams

Sturdy hooks stick out of the beams on the bridge, allowing a creature to climb the beams without making an ability check.

River

A fast-flowing, 10-foot-deep river runs under the bridge. A creature without a swimming speed who starts their turn in the river must succeed on a DC 13 Strength saving throw or be moved 5 feet west.

Treasure

Flash Maggie carries 120 gp and receipts, signed by Baron Uthrak, detailing 600 gp of "tolls" paid over the past month.

Pond and Sluice Gate

The pond is 20 feet deep, and the currently dry channel is 5 feet deep. The sluice gate is a square slab of wood that blocks water from flowing down the channel toward the mill and powering its water wheel. The sluice gate can be operated by pulling on a rope that lifts the wooden slab, sending water racing down the channel. The rope can be tied off to keep the sluice open. Two rounds after the gate is opened, the water wheel begins to turn and the mill's machinery springs to life (see "Alerting the Mill").

Salty Anne

Salty Anne, a sea hag apprentice, has lived in the river for decades. Apprenticed to a sea hag in her youth after her parents made a deal for wealth, Salty Anne was never truly evil, so her disgusted mistress exiled her.

The sea hag apprentice hates Baron Uthrak and his crew for their crimes against travelers, but Salty Anne fears facing the bandits alone. When the characters approach, she hides behind a boulder at the bottom of the pond, thinking them members of Baron Uthrak's crew.

A character observing the pond notices Salty Anne with a successful DC 15 Wisdom (Perception) check. A character who succeeds on a DC 15 Charisma (Persuasion) check can coax Salty Anne to the surface and convince her to share her feelings about Baron Uthrak. If the characters tell her they want to fight the baron, Salty Anne agrees to aid them and tells them the mill's grindstone is a powerful magic item (see "Baron Uthrak's Hoard"). She also mentions that opening the gate puts the mill on alert and draws some of the bandits out of the complex to search for intruders. At the GM's discretion, Salty Anne can join the party for further adventures.

Water Wheel

The wheel, which is 10 feet in diameter and 3 feet wide, is attached to an axle protruding horizontally from the mill's outer wall.

Window

The window above the wheel leads to the mill's second floor (area U6). A character can climb the wheel to reach the window by succeeding on a DC 15 Dexterity (Acrobatics) check, made with disadvantage if the water wheel is in motion. On a failed check, a creature tumbles 10 feet down into the channel, taking 3 (1d6) bludgeoning damage from the fall if the channel is dry.

Crane

The crane can be operated from the crane bay on the mill's third floor (area U7) to attack anyone in the loading zone. As an action, the operator can use the crane in one of the following ways:

Sentry

A human raider sentry sits in the third-floor crane bay (area U7). If the alarm hasn't been raised (see "Alerting the Mill"), the sentry reads a book of children's poems entitled Rhymes for Little Ones and pays no attention to anything happening in the crane loading zone. If the alarm has been raised, the sentry watches the crane loading zone for intruders.

Training Exercise

If the mill hasn't been alerted (see "Alerting the Mill"), Barrelhouse Jill, a human scoundrel spars with Brother John a death cultist in the middle of the room. The combatants stand a top a 5-by-10 foot arena formed by two crates pushed together. Around the crates six human guards cheer for Jill and six death acolytes pray for John. The characters can sneak into the room and observe the bandits or catch them by surprise with a successful DC 13 group Dexterity (Stealth) Check.

Although the duel is friendly, both combatants wagered heavily on the outcome. If the characters observe the duel, they notice both fighters suffer minor injuries, but John's wounds magically heal thanks to his Scythe attack. When Jill is reduced to 30 hit points, she admits defeat and pays 100 gp to John.

If combat breaks out with the characters, a single human guard opens the trapdoor to the second floor (area U6) and carries a message to Baron Uthrak. If a character points out to Jill that John was healing during the fight, and if that character succeeds on a DC 15 Charisma (Persuasion) check made as an action, she turns on John and attacks him for his unfair tactics. When John is defeated, she resumes battling the characters.

If the mill is on alert, Brother John and the death cultists attack the characters when they enter.

Treasure

Jill and John each carry a pouch with 100 gp. The death cultists and guards have 120 gp between them. The crates contain clothing, food, and three potions of healing.

Sleeping Guardian

The sleeping guard is named Dogface. He was supposed to be cleaning the room, but Baron Uthrak has bullied him so mercilessly that Dogface has no loyalty to him. The baron's most recent assault was punching Dogface for oversleeping. If the players attack Dogface, he uses the human raider stat block. However, if they wake him without attacking him, he asks if they've come to defeat Baron Uthrak. A character who claims they'll defeat Uthrak and succeeds on a DC 14 Charisma (Intimidation or Performance) check earns Dogface's loyalty. He describes the mill's defenses and offers to join the party. As an ally, Dogface uses the human mercenary stat block.

Treasure

Most of the sacks contain rotten grain, but Dogface has stashed his treasure in a clean sack: 50 gp, 10 rations, and a packet of dust of disappearance. He happily gives his treasure to the party if they let him aid in Baron Uthrak's defeat.

Uthrak and Company

If the mill hasn't been alerted to the characters (see "Alerting the Mill"), Baron Uthrak and his lieutenant, Beatrice the Cruel (a human knave), eat meat and drink wine at the stone table. Three human raiders are nearby, two polishing their blades while a third stands on sentry duty near the crane bay and reads a book of poetry. Another two human raiders and two human trickshots are asleep in their bedrolls. If combat breaks out, sleeping combatants spend their first turn waking up and collecting their weapons.

If the mill is on alert, Baron Uthrak, Beatrice, and four human raiders (along with survivors from previous battles) are ready for combat while the fifth raider stands at the crane controls. The two human trickshots have been sent to the roof.

In combat, Baron Uthrak and Beatrice kick enemies prone and attack them while they're down. If the mill's machinery has been activated, Baron Uthrak pulls opponents into the millstone with his whip, and, when reduced to 25 hit points or fewer, uses his whip to swing from the crane into the flowing channel 30 feet below. Human raiders try to push intruders out the crane bay door or into the spinning millstone.

Stone Table

Baron Uthrak's table is a 10-foot-diameter millstone of grinding (see "Baron Uthrak's Hoard") once used to grind grain. It has a 1-foot-wide square hole.

If the mill is put into operation by opening the sluice gate (see "Pond and Sluice Gate" in area U2), the millstone begins spinning, sending Uthrak and Beatrice's feast flying. A creature pushed or pulled into the spinning millstone takes 10 (3d6) bludgeoning damage, is pushed 10 feet away from the millstone in a random direction, and is knocked prone.

Crane Bay

The door on the room's east side is open, revealing a 20-foot wide, 10-foot-high opening. Anyone pushed out the door falls 30 feet down into the crane loading zone (area U4). Next to this opening is a 30-foot-long wooden crane, which can be swiveled and retracted using levers at its base. A heavy claw dangles on a rope from the end of the crane.

Roof

A trapdoor leads up to the mill's peaked roof. The roof's slant makes it difficult terrain for creatures without a climbing speed.

Treasure

The iron chest contains Baron Uthrak's treasure hoard, while the crate contains items pulverized by the millstone of grinding. See "Baron Uthrak's Hoard" for more information.