WARNING: This review contains spoilers! DMs should read it, players should not.

Death in Freeport is an updated 3.5 adventure that won an ENnie Award and an Origins Award for Best RPG Adventure. Given that kind of accolades, you can expect an adventure of high quality.

What's interesting about Freeport is that although it's nominally presented as a pirate setting (with an 18th-century feel to it), the adventure has almost nothing to do with the setting.

Basically, an alien being on an exploratory mission possesses a librarian of the Temple of Knowledge (Lucius) in Freeport. Lucius promptly leaves the Temple and disappears for several years, only to return with no memory of his past. He tries to put it all behind him, but eventually his dark past catches up with him.

No wait, that's not entirely true. We have no idea what Lucius experiences. We only know that a secret cult of serpent people and human cultists are attempting to bring back their dark god, the god of the Yellow Sign. And that the leader of the cult suspects that Lucius might have some tie to their dark god. So they capture and torture Lucius, ultimately leading the adventurers on a path to retrieve him.

Not much in the way of pirates, huh?

This adventure is meant to be an introduction to Freeport, but I tweaked it for my Arcanis campaign to support characters up to 5th level by replacing the 1 HD serpent people with 7 HD Ssanu. Reality is, the two are one and the same: Freeport is a "shared universe" and does exist in Onara (the world of Arcanis), so I used the Arcanis version of the serpent people. In that regard it's a great addition to the Arcanis setting and nicely sets up the events in the Living Arcanis adventures Serpentine Path and the Secret of Semar.

The adventure begins with the PCs stepping off a boat and being assaulted by a press gang to help reinforce the "favor" of Freeport. I had a new player joining us so I used the event to introduce him to the group as well as the campaign and it worked well. From there, the PCs searched Lucius' house for clues. This leads them to Captain Scarbelly, an orc captain of the Bloody Vengeance, and depending on how things go, ultimately to the Temple of Knowledge (known as the Temple of Althares in the Arcanis setting). After being rebuffed by an irritating Temple bureaucrat known as Milos, the PCs are attacked by the Yellow Shield gang. A note on the Yellow Shield leader leads the PCs to a stoolie named Enzo, who in turn leads them to the cult's lair. Then it's a battle to find Lucius, fighting cultists, serpent people, and the high priest of the Brotherhood of the Yellow Sign.

LIKED: This is a city adventure with a plot flexible enough to keep pushing players along. Pramas knows what he's doing and recognizes that sometimes PCs don't get every clue. So if a clue doesn't show up through the PCs being clever, it shows up by the DM chucking it at them (e.g., you can intimidate the Yellow Shield gang leader into talking about his contact or you can grab a pouch with directions off of his dead body). Far too many adventures lack this sort of clarity and leave it to the DM to figure out how to steer PCs back on track.

The adventure's tone, which is more about horror than freewheeling pirates, is very Indiana Jones'ish. There are creepy conspiracies, cults, fanatics, and secret lairs. There are equal amounts of problem solving, role-playing, and hacking monsters up. I have a wide variety of playing styles in my game group, and it's a credit to the adventure that none of them were bored.

As a DM, I enjoyed playing up the only true pirates in the adventure: Captain Scarbelly and his orc crew. The PCs had a blast sneaking onto the ship and stealing a magical staff under their noses. Too bad the staff has absolutely zilcho to do with the plot (see below for my complaint about that).

Despite my gripes below, this adventure is one of the best games I've DMed to date. I already purchased the next adventure in the series. I hope feverishly hopie much of the open plot points (like what really happened to Lucius) gets explained.

I really, REALLY enjoyed the unexpected connection to the Call of Cthulhu mythos. On the other hand, it's a bit annoying to discover that the entire adventure is actually culled from another plot entirely. I'm not sure why the adventure doesn't plainly state these connections, but I suspect they involve copyrights. The good news is that you finally have a use for D20 Call of Cthulhu in D&D. The bad news is…well, maybe you were looking for an adventure about pirates, not Cthulhu.

DISLIKED: There are definitely some flaws in this adventure that can detract from the enjoyment of the game. I haven't seen any of them pointed out in a review anywhere, which makes me think a lot of folks reviewed this adventure but never played it. So here's what I discovered:

First of all, an NPC's glasses are used to connect his disguise from when the PCs first meet him to the big, bad cult leader at the end of the adventure. It's specifically stated that he wears "horn-rimmed glasses." Not only does the concept of this character wearing horn-rimmed glasses seem ridiculous and at odds with the creepy theme, the drawing of the character wearing the glasses makes him look like an overweight KKK leader at a rally (p. 17). Scary? Hardly. And given that the main bad guy is a shapeshifter, what the hell is he wearing glasses for anyway? To compensate, I gave the character a lisp, a side effect of poor shapeshifting (in essence, the snake guy in human form doesn't know how to speak Common correctly).

It's obvious that Captain Scarbelly has something to side. That something is a staff of defense, a VERY powerful magic item…far too powerful for a party of 1st level to go after. But it's in there anyway and the module makes it a point of getting the PCs to think Lucius is on board the ship. Which is a bit of dirty pool, in my opinion, given that the odds are against the PCs. Fortunately, my group (who was averaging 3-5th level remember) DID get the staff. And then spent much of the game trying to figure out what the staff had to do with the conspiracy.

It has absolutely nothing to do with anything. It's a red herring. While I don't mind plot points that can be expanded upon in another campaign, making PCs think that the ship holds something that it doesn't is unfair, especially when the odds are so stacked against them.

Enzo's presence is pointless. He exists to connect the PCs to the actual cult lair and was used by the cult to hire the Yellow Shields. However, if this was a test to see if "Enzo could be discreet," it has a huge flaw: Enzo's knows where the cult's lair is and can give PCs direction to it. This cult is not all that smart. Still, it does keep the plot moving.

Another big problem is that this module is technically a Call of Cthulhu horror adventure. And I don't mean, "Inspired by Call of Cthulhu." I mean: it uses creatures, plots, characters and concepts from Call of Cthulhu. The Unspeakable One is actually Hastur, He Who Shall Not be Named. He is worshipped by the Brotherhood of the Yellow Sign. We know it's the same Yellow Sign because it's depicted in a picture on page 23. The serpent people are certainly the same degenerate/advanced serpent people depicted in the Cthulhu mythos. We know this because they worship Yig, the same deity mentioned in the mythos. I'm concerned that Lucius was possessed by a Shan (extraplanar bug people who use bodies to go exploring) and therefore has nothing to do with the conspiracy plot other than being part of that whole crazy Cthulhu mythos.

In the original mythos, Yig is the deity of the serpent people and it is only when they turn to Tsathoggua that he loses power. In the Freeport version, the serpent people turn from Yig to Hastur instead. Otherwise, the plot is generally the same…there are evil serpent people who now worship the new evil god and those who still worship the at-least-not-as-evil old god.

There are a lot of world-altering implications in having Hastur even exist in your campaign. One doesn't just drop him into a game lightly, so DMs should be sure they really want the Brotherhood of the Yellow Sign in their game universe. The book Hastur is known for, a play called "The King in Yellow," is even in the library (known as "The Book of the Unspeakable One"). If you don't know anything about the book, it's a lot like the Hellraiser Cube (AKA, the Lament Configuration). Once you read it, you are slowly drawn into Hastur's form of hell known as Carcosa. In this adventure, the book merely inflicts damage on good-aligned beings and drains some Wisdom points.

This whole Wisdom-point draining thing is really just another way of threatening the sanity of characters. The sanity rules presented in Call of Cthulhu work better. In fact, your character could well have contact with the Unspeakable One himself in the Initiation Chamber and thus lose some Wisdom permanently. Good stuff, but the mechanics don't support it.

The problem with this blending of freewheeling pirates and Cthulhu-style creepiness is that they each have a very distinct theme. Most campaigns probably follow the pirate-style already, but horror is much harder. Trying to make the PCs comprehend how scary the Unspeakable One really is just falls flat; it's sort of like throwing the Cthulhu Mythos into the cantina scene from Star Wars. Would anyone even notice? And would Luke Skywalker really be afraid after what he saw sucking down drinks at the bar?

Similarly, PCs accustomed to hacking up lizard men aren't going to find the snake people particularly sinister (especially the cult leader with the 1950s-style glasses). Hastur deserves a lot more build up, a lot more conspiracy, and a lot more respect. And new DMs deserve a lot more coaching about how to play a horror campaign.

All told, none of these issues are problematic for an experienced DM. But at least now you know what you're purchasing.