How to run Phandalin NPCs and fix the Black Spider in LMoP - D&D 5th Edition Starter Set Guide 3 

If you're running this module alongside these video guides, please share your story! I'd like to make a storytime video later about everyone's experiences with the adventure. And if you like this kind of content, please let me know by liking, subscribing, commenting! -------------- ❤ Support the Channel ❤ -------------- 💚 Patreon: matthewperkins.net/patreon 💚 Donate: matthewperkins.net/donate 💚 Store: matthewperkins.net/store 💚 DM Guild: matthewperkins.net/dmsguild 💜 Twitch: matthewperkins.net/twitch 💜 TikTok: matthewperkins.net/tiktok 🧡 Discord: matthewperkins.net/discord 🧡 Facebook: matthewperkins.net/facebook 🧡 Twitter: matthewperkins.net/twitter 🧡 Instagram: matthewperkins.net/instagram 🧡 Reddit: matthewperkins.net/reddit ✏ Blog: matthewperkins.net/blog 📧 For marketing/business/sponsorship inquiries, email: mperkins.dm@gmail.com

I love how I am a Texan DM that often gives my NPC english accents, and here we have a DM with an english accent giving his NPCs southern accents.

Ahh yes. The infamous Schrodinger potion. Being simultaneously poison and healing potion until someone drinks it. Quantum alchemy is weird like that.

“Horses.” *picture of alpaca* Congrats, you made me spit take!

Sildar and Bart are great polar opposites, or sides of a coin: Sildar probably SHOULD have retired before this mission, but doesn't want to admit he's past his prime. Realizing he should leave it to the party would be a great arc for him. Bart, meanwhile, is tired of the violence that has come so easy to him in the past. He keeps trying to retire to a life of peaceful tavern/shopkeeping, but the Redboys keep goading him for his cowardice. Imagine Clint Eastwood in Gran Torino.

4:04 "When we're cutting all this content, the goal is to simplify it, to the point where you could comfortably run the whole session of Phandalin without EVER having to look at your notes." SAY IT LOUDER FOR THE PEOPLE IN THE BACK!!!

I love the change to the Black Spider's role! I'm DMing this module right now, and the black spider has presented herself as the friendly/cocky local rogue. The party love her and are having lots of friendly banter. They went out of their way to save her life in the Taphouse, and while she's spending time giving herself an alibi hanging out with them, Monteith (posing as the cart driver who brought them to Phandalin) was busy turning over their rooms at the inn. At the minute, they suspect everybody but her of being the Black Spider - including the old cat at the inn! I'm having lots of fun watching them get paranoid, as is Nezzar. The only tell is that she's not dealing Sneak Attack damage, but nobody seems to have noticed that yet.

The way I literally watch these vids nightly to go to sleep brainstorming

They also did something hilarious with Harbin the town master! Ok, they rock up to the inn, and meet Amos the inn keeper, and Buddy the asthmatic cat, (I had to change his name because one of our players name is Bart,) and they loved his whole deal. Super strong and tough, but gentle and kind, and a good cook! We have a half-orc in our party, who also likes to cook, that really wants Amos as a mentor to help him find that balance. Anyways, after meeting Amos, they immediately went looking for Redbrands to, in their words, “put an end to.” They find their tap house, and head that way. I let them interact with the Redbrands as long as they wanted which was about 10 seconds, and they start attacking. They pulled no punches! “A Mysterious woman in black” shows up, helps them, then bolts, because the crowd is cheering and she doesn’t want that type of attention, then the townmaster Harbin, who they haven’t even met yet comes out to scold them for upsetting the Redbrands. “We have a problem in this town,…no not the Redbrands…whats wrong with the Redbrands? No it’s those orcs! Those disgusting filthy creatures!” And then I had him turn to our half orc and say, “No offense son…at least you’re only half…anyway…” Oh they hated him after that!!! Our Half Orc Paladin arrested him on the spot. Cuffed him and dragged him to the cell under the townmaster’s office. I had Sildar sitting at a desk looking at papers, and without even looking up says, “I see you’ve met the town master…” It was so awesome!!!

Came from Reddit, not disappointed! I've ran LMoP before (as a very new DM) and this series hits all the spots I would polish up for a second run.

That moment when you're 2 days away from the first session in Phandalin... and realise its back to the drawing board. All the tips around condensing locations and NPCs make a lot of sense now i think about it! I wouldn't have thought to condense down the out-the-box Phandalin, and haven't done it the exact way you did but got down from like 8 locations, 11 NPCs (if not more) down to 4 locations, 6 NPCs including Sildar. Basically combined the similar purpose characters e.g. Linene and Elmar combined. I kept Lionshield because I've already given the players info on it in the hideout and didnt want to retcon haha!

I just started running LMoP and I feel extremely lucky that I discovered your videos just in time to incorporate quite a lot of your material in my campaign. Thanks mate! In my humble opinion your videos are among the absolute (if not the) best on the subject. Keep 'em coming!

My players took note of sister G's ability to talk to the Dead, and have already mentioned potentially trying to talk to gundren if he's dead before they find him! I'll keep you updated. I love your videos, and they have really helped me provide a great experience for my players so far

I disagree with your standpoint on verisimilitude and designing from that standpoint, but you made a well produced video with some good ideas. Loved it, thanks!

My players really liked the Lost Mines module, they're still talking about certain things in the module even though we're now playing another one (and this time, I'm not the DM either). However, they completely got wrecked by the Black Spider. Didn't tweak him at all, the spiders completely slanted the fight against the player's side. One of the players started out with the ex-Redbrand background and he ended up making his own band, the Bluebrands. I gave them a hideout in the basement of the tappery and they could recruit locals to join join them... Also Daran Edermath was a retired BAMF with his entire wall covered in hunting trophies. He basically knew the Volo's Guide To Monsters by memory and even gave the Folk Hero player an archery training course as they went out hunting together, the folk hero ended up being allowed to borrow Daran's bow (Longbow +2) for a day. On his sidequest with the necromancer, they convinced the necromancer to join them to fight off the orcs. The necromancer was carried by 4 zombies as they were headed there, and now that's a running gag too.. The necromantic cleric of the current campaign is also being carried by zombies.

I do truly love and appreciate the humorous yet subtle backdrops and edits while you yourself never break composure. All around very high quality and informative for someone new like me needing insight.

I used to play when I was a kid in the 80s im 43 and just got back into dnd.i saw the starter set at Walmart and picked it up. But I never dm before but man your video really helped me out.my first chapter in phandelver was awesome. Everyone can't wait to play again.you have a new subscriber. Keep up the good work dude.

My doppelganger and Black Spider are named "Nebbuk" and "Nezzar" respectively. Finally, my babylonian history course comes in handy! Also Magic: The Gathering.

Love your work mate, I'm going a different direction with the campaign but I'm keeping up with your videos because you definitely give stuff to layer in, even if I'm not running exactly how you would, and tbh your style and humour give you a real point of difference to other channels doing similar things. Keep up the good work, and damn you for making me rewind and pause the video. You know when.

Loving this series! I'm introducing a couple of friends to D&D using LMOP and you've been a huge help

You got me good with the paperclip

This one's a solid video my dude! Keep up the good work.

I started my Session 0 last weekend and my players really enjoyed it along with the end scene introducing the big bad. I am super excited since one of my players is a Male Drow Fighter and the scene involving the Black Spider can be made even more exciting playing off of the societal Matriarchy of the Drows.

Thanks for these videos, I watch them everyday because I am running LMoP this saturday and this helps a bunch!

This is exactly what I've been looking for to introduce new players to Eberron! And the tip about not describing things that players know what looks like is.. so simple! I always find the game to grind to a halt whenever there's a description blurb in an adventure. Great work as always, Matthew!

I'm supposed to be running Lost mines of Phandelver tomorrow afternoon and I totally feel unprepared. I'm glad I found this youtube!

this is very useful. Love to see how you prepare a game. One thing that feels a bit weird to me is that you let sildar just turn up if the party doesnt safe him. I would like to see some consequence for failing part of the adventure. Maybe just let them struggle through without his info or let him return as a disgruntled nemesis.

It took three videos, but you made a new fan. Great work. Keep it up. I’ll be running LMOP again much in-line with the recommendations

Love this series. Just an absolute life-saver. My characters are playing slow and cautious, so I've still got time to work in your suggestions. Might even be able to work in the puzzle box, because dang do I need to seed Nezzar earlier!

first time as a dm with a ton of first time players and i cannot say enough how helpful this series is! it's been so much fun, thanks a ton!

Cant wait to get to see the episode about Gragmaw Castle. I have to run it soon and I like your ideas a lot. Just subscribed your patreon today =)

In my game, as the players enter Phandalin, Sildar says he needs to set up at the Townmaster's Hall and that the players should meet him there after delivering the supplies to Bart. After Sildar departs, perceptive players notice a dark figure on the rooftops watching them who disappears from sight shortly after. After delivering the supplies and talking with Bart, Sildar arrives to ask the players about their backgrounds and if they have the puzzle box with the before abruptly leaving to attend to some other "business". Sildar is actually Monteith the Doppelganger who is there to assess the players and confirm that they have the puzzle box. When the players meet up with the real Sildar at the Townmaster's Hall, he asks how Bart is doing and has no recollection of being there earlier in the day. At the Townmaster Hall, the players also encounter Harbin who talks about how the town needs the Redbrands for protection, but maybe they wouldn't need to rely on them so much if players take care of the Orc problem. Harbin has also been replaced by a Doppelganger, but more on this in my comment on your Triboar sidequest video. As the players continue to explore the town, they are confronted by the Redbrand Ruffians who have been tipped off by Monteith and are there for the puzzle box. When there is one Ruffian left and the players have clearly won the fight, Nezzar kills him from a rooftop and jumps down to greet the party and offer a healing potion to the most injured player. She proposes a trade for the puzzle box and if the players agree to meet her later to trade, as a show of good faith, she will tell the players about the secret entrance to the Redbrand hideout. She had a deal with Iarno to be her eyes and ears in Phandalin to locate the Wave Echo cave, but now that she has Gundren and the map, she doesn't really need the Redbrands anymore. Besides, Iarno has gotten greedy and demanding lately and convincing the players to wipe them out means that she no longer has to give them a cut of her profits. Nezzar has her Doppelgangers assume different forms and pretend to be the Black Spider in order to protect her identity. The only Black Spider Iarno has ever met was a male Tiefling. Iarno will refer to the Black Spider as a male if questioned by the players.

Terrific series, keep them coming!

Love these! This, SKT and even wild sheep chase are so valuable to me as a DM! 😊

Thank you so much for the series! It's been an invaluable resource for my campaign. One thing I think is kind of a cool addition this works for me is for sister G. I took what you said about her being able to speak with dead, but the reason she wants to be able to do it in my game is that she wants to say goodbye to her recently deceased dog, and wants to play fetch with it one last time. It gave me a good reason to give her precedence in using her ability after the players return the Spellbook, and created a pretty good "tug at the heartstrings" type moment

Love what you do here! As a new DM, you really gave me the confidence to change stuff around and make my own game. Thank you so much.

Always come back to this content when running LMOP and most other WOTK adventure modules

Hey Matthew! Thank you for the amazing video, I will be using some of your ideas for my campaing. Keep it coming please!

Really appreciate these videos!!

I wish you had started this earlier, or that I had started running LMoP a little later -- great stuff though, please continue!

I like how you've changed up the black spider a bit. Having the players interact with him/her from an early stage is a good idea. One of the problems I have with Lost Mine of Phandelver is just the simple fact that the big bad is a drow. For those of us that know the history and lore of the drow, that may be enough. But this is a Starter Kit that is designed for new players. And unless they've read the books, chances are new players aren't going to know what a drow is. Sure they're listed in the PHB but, for them it would be no different than the big bad being a half-orc, or a dragonborn, or a tiefling. All they're really going to get out of it is, "oh, a dark elf wizard. Ok." I mean I've read the Salvatore books and even for me, it just feels kind of lackluster for a big bad. You could easily change his race to anything else and it really wouldn't make a difference. Without the backdrop of delving into the Underdark, making the big bad a drow just feels meh to me. Lost Mine also suffers from encounters that don't really have anything to do with the story. Wyvern Tor could be left out entirely if you just didn't feel like doing it. And let's be honest, Thundertree could be pulled completely out as well and it wouldn't affect the story in any way. The only reason you even go there is for directions, which can easily be assigned to any other NPC of your choice. Or just move Reidoth to a different location. Which leads me to my other big problem with Lost Mine, I don't like how the dragon encounter is thrown in as an afterthought. This is Dungeons and Dragons after all, dragon encounters should be meaningful, not just, "oh we need a dragon in here somewhere, let's just stick one there." I prefer running Dragon of Icespire Peak from the Essentials Kit, as the main focus of the entire story is in fact a dragon. New players don't need to have a dragon explained to them, they know it's a serious threat, and it's a foe that can get excited about. Though I admit it's not a perfect story either. The middle tier of quests suffer from the same lack of cohesion, but I've come up with a way to help with that. I've pulled select encounters from Lost Mine and integrated them into Icespire Peak. The orcs that attack Butterskull Ranch are from Wyvern Tor now, linking those two events together. The orcs are in Wyvern Tor because the dragon drove them down from the mountains. The orcs in turn drove the wererats out of Wyvern Tor, which is what leads them to take Mountain's Toe Goldmine. This at least creates a cause and effect link between otherwise random quests. Next, I pull the Redbrands into the story as well, keeping the Redbrand hideout encounter mostly intact. I like to portray the Redbrands like the Cowboy gang from the movie Tombstone. I have Sildar show up, looking for Iarno like normal, and Glasstaff is still the Redbrand leader. The change here is I remove the black spider. Glasstaff is now working for the dragon cultist, Favric from the Thundertree encounter. The note they find in Glasstaff's room is from him. Favric is there to collect treasure and resources (remember it's a mining town) as well as strike an alliance with the dragons (plural) in the area. At this early stage the players only know about the one dragon. They find out there's a second dragon when they travel to Thundertree to confront Favric. That will be a nice surprise. Favric of course wants to run off any adventurers that could potentially kill the dragons, thus ruining his plans. And what better way to bribe the dragons than by having an unlimited supply of treasure from a mining town that is under your thumb? Favric's stats should be boosted up a bit to make him a tougher mini-boss encounter, perhaps with a dragon themed magic weapon or something. But the main focus for the players is still removing the dragon threat from the area, of which there are now two. And the dragons are aware of each other, but they don't like one another. They are competing for the territory so that can open up some interesting roleplay situations if you want one of the dragons to try and pit the players against the other, offering help before betraying them. This revised plot line will also segue into Rise of Tiamat very well, should you want to continue with the story into a larger campaign. This is how I'm currently running it.

This is exactly what I needed. Thank you!

Running the mine itself tomorrow. Great things again to add to the game. Kinda sorry that I couldn't postpone tomorrow's game, so I could wait for your next video

Great content! I'm prepping to run this for my nephews and nieces and this is really helpful. Thanks a ton.

Dude all your videos are top notch, thank you for helping newbie DM’s like me have this kind of support!

Ok I know this video is over a year old but THANK YOU! I've just discovered it and its helping me run Phandelver so much! Also you have a lovely voice and manner which is really pleasant to listen to. Thank you again!

Amazing work, enjoying every ounce of it! Thanks a lot!

Started this with a few of my friends and only just got up to the this chapter as we are all new to D&D. This is hands down best video I can find anywhere that goes into each specific "whats the point of 'blank'". Thank you.

Great content!

I don't usually interact with videos, but here you go. I think this is is the third time I've watched it. Good stuff.

Hey buddy, I'm running this. 1st session went terrible as I gave my players too much freedom and they basically took over the town. This was pre covid. My 2nd session dming was this week. Went really well and we all had fun. Your videos will help me develop this realm into my own

Thanks for the effort put into this

This video is SO helpful! This part where the module cracks wide open was a bit daunting, but thanks to trimming the fat of the town locations, refining key NPCs, and having a more clear picture of story hooks to seed this isn’t too bad after all. Thanks for sharing

Thanks, dude, this videos have been great for me, a new DM. Obviously lots of work from you side, and therefore lots of appreciation from mine!

Stellar as usual!

Thank you for helping me run my game; really appreciate it bro.

These videos are amazing! Thank you for your hard work. I threw in both the cat and Molly to the inn - I thought my players would go for the cat more but they are ready to defend Molly with their LIFE! I ended my session with a cut scene in a forest and a blood curdling scream (banshee) and they said "If that is Molly someone is going to DIE!" ... I guess now it may be Molly after all... ;)

You need more subscribers! I’ve only just discovered your channel so I’ve only seen a couple of videos but your content is brilliant and full of insight

Keep up the good work! Your videos are awesome!

Hello Matthew! Thank you so much for your guide through the Starter Set, I think it really helps bringing out it's best potential. This is my first time DMing (first time playing for all my players, I've played for the past 2 years) and I started before watching your videos but as I liked it so much I found a way to work the puzzle box into the adventure nontheless. I planted it on the wagon of supplies with a letter from Gundren to keep it safe and some visions of the black spider searching it for the wizard. My players were really excited about that mystery. They just arrived in Phandalin and next session is going to be all in the town, I'm really nervous about that one actually, because the sheer amount of sidequests is really confusing to me. What I'm not sure about is as I'm using the pre-generated character sheets (wizard, cleric, rogue)on how to deal with all the NPCs mentioned there that I actually wanted to cut out but my players are going to ask about them? Also, the rogue basically knowing everything about the Redbrands? I really don't want her to betray the party because my party only consists of 3 ppl and, well, betrayal could certainly kill. (I played the Starter Set and we were 5ppl, one got killed bc the rogue betrayed us) Do you have any advice on how to run with that character and not spoil too much as she knows everything about the Redbrands? And maybe general advice on how to adjust the adventure for 3 players (Some encounters I nearly accidentally killed them all, others were too easy)? Thank you so much for all your time and energy spent on these videos, it's really good work!

Players *are* always saying that!

great content!

Thank you for making videos like these.

Appreciate your work!

Thanks for the content.

Liked and subbed. New to being a DM. I ran a game with my friends after playing once. Just created my own story. This is my first multi session campaig. Really helpful. Thanks Man

great content and a nice lighthearted presentation with some laughs (man your player impersonations :D) if you keep it up you gonna hit those 5k subscribers faster than you think. you def won one in me

Your guide has been invaluable to me. Running a Hub town with so many side quests and NPCs is always where I start stressing about a campaign. I'm becoming better at story-telling thanks to your videos

Great video!

This is a great series! Keep this going.

Subscribe thanks for helping out. I'm running LMOP for the second time soon and I'm looking forward to DMing it again with your advice!

Your paperclip got me. Worth it.

4minutes in and I love this already! Wish i hadn't just introduced my 3rd group to the town last game :(

Running this session tomorrow! I’ll post it here or in the discord!

I love these idea's and I'll definitely use them! I was wondering why the players would agree to trade the puzzlebox for anything, if Gundren asked them to retrieve it in the prologue?

I love dilemmas. One of my favorites is giving the players a reason to like someone, then a reason to fight them. In Phandalin, I made the Redbrands more ambiguous. I drew on stories my mom told me about North Africa, where most towns have a band of local tough guys they rely on for protection, but who are also definitely criminals. I even included a raid from the Wyvern Tor orcs, wherein the orcs tried to steal a bunch of horses and the Redbrands helped the heroes defend the town.

hahaha this was informative and entertaining, im running cragmaw hideout later and may have earlier parts of Phandalin :) thanks for this

Youre killing it bro. These vids are great

Love these vidoes so much ! I'm a brad new DM and it's my party's first time playing DnD to so we are all lil noobs and these vidoes have helped me so so so much ! Keep up the good work! These videos deserve to get far more views than they do !

This is the second video of yours that I've watched, and they're fantastic. So much great advice. My issue is that I'm having to run LMoP for Adventure's League, so I can't make changes.

Laughing so much at your description of Harbin, I did the exact same thing with the 'wobbly cheek talk' in my session of this.

Great video.

I like your ideas. Subscribed.

this is so good

This is really nice and helpful

This is actually my first LMoP video from you, but my way of running the module has had a fan-favorite NPC(created by me in session one, as a player couldn't make it to the session) framed for the murder of the townmaster(as one of my players is planning on rolling a new character, I'm planning on that PC becoming the new townmaster as an NPC) by doppelgangers, which led to a fun encounter where the party fought doppelgangers disguised as themselves. They lost their companion Droop the goblin in the fight. I'm also running Nezznar as a more competent villain, even having him plan to actually try and recruit the party. I also portrayed the townmaster as a drunk, and he redeemed himself and started going sober after the Redbrands situation. He was murdered while they were out taking care of the orcs at Wyvern's Tor

Oh that paperclip joke was most certainly worth the pause!

This is really helpful. Makes me want to find some (more) players...

gteat help , LOVE your dnd guides mate cheers from brisbane !!

I'm actually a new D&D player who also became a DM so I could teach my friends how to play. I too am a Texan, but I am bad at accents, so this helped me realize my accent is already perfect for our campaign. These video are really helping me out and making my preparations fun. You are amazing!

This is amazing

I just ran this section with my group last night. They LOVED (and hated) the “mysterious French woman” as they called her. They do NOT trust her. Our half orc Paladin goes, “Oh shoot! It’s the chick from that post credit scene he did!” Thanks so much for these explanations you did. Simple yet much more satisfying story telling. I can’t wait for the next one where they will undoubtedly hate her even more!!!

Great content! You helped me out a lot :) Greetings from brazil

Will be using this material

You had me at "Uggh I'm a Player" *subbed*

First, these videos have been enormously helpful. Thank you! There is a lot of generic fluff that is safely cuttable in all of the published adventures. It is good to have someone break it down to the essentials. However, one small point I would make is that, before you cut something, take one moment to consider if there is an easy way to connect that content to one of the PCs. For instance, Wyvern Tor is not generic fluff if the bandits were part of the same gang that attacked a PC’s hometown five years ago. Maybe Daran Edermath stays in, if one of the players is interested in the Order of the Gauntlet. Even if you cut Thundertree (which I agree is a good move), the party’s Druid might enjoy running into Reidoth on the outskirts of Neverwinter Woods. (Of course, don’t let Reidoth know the location of the final dungeon, if you do that.) The filler in LMOP can provide some great opportunities to draw in your PC’s backstories, motivations, secrets, etc. You will still end up cutting a lot of the filler, probably, but some of it can be really great when it can connect with one or more of the PCs.

I'm actually running LMoP as the start of a wild west campaign, so this is perfect

I googled exactly this! Well I wanted something a quarter as good but you forced a much better answer to my concern down my throat and I’m grateful. What the hell are they thinking doing a linear simple intro then immediately drop a cobweb of a dozen npcs with absolutely zero interest on new players each with vital information and options with no rhyme or reason?

I feel cheated that there isn't a yeehaw in here

I DMed LMoP this way tonight. First time playing it “off book” like this. My players LOVED it. Thank you so much!! They are all so in love with Molly that they spent half of today’s game making and buying her presents. 🤣