I run a mostly open-world-ish campaign set in the spelljammer setting. My adventurer's overarching goal is to further a religion based around some camel they found (awesome, right?), so what better to pit them against than capitalism?

Basically, their BBEG right now is a magic item-collecting tycoon with near-infinite funds and access to any and all magic items he wants.

Assuming he can attune to as many items as he wants/needs, what items would kit him out well enough to go toe-to-toe with a party of 4 level 15 adventurers?

The obvious cop-out is just a scroll of true polymorph and they fight against him while transformed into an ancient dragon or other powerful monster, but I would rather, if possible, have him fight in human form.

  • 9
    \$\begingroup\$ Do you intend to have the party loot all these items after they defeat this commoner? \$\endgroup\$
    – Oblivious Sage
    Oct 27, 2023 at 0:31
  • 1
    \$\begingroup\$ @ObliviousSage He won't die from the encounter but, likely teleport away at the last second. \$\endgroup\$
    – Bazza
    Oct 27, 2023 at 0:51
  • \$\begingroup\$ Can NPC classes gain levels in their npc class? \$\endgroup\$ Oct 29, 2023 at 1:34
  • 1
    \$\begingroup\$ No, that isn't the obvious answer, since he isn't a high enough CR as a commoner to use the TP spell to turn into an ancient dragon. \$\endgroup\$ Apr 5 at 17:37

6 Answers 6



I think the easiest way to evaluate whether a character can go Toe-to-toe with a party is to evaluate what their CR would be, and then compare it to what difficulty an encounter with them would be.

Even a Hard encounter is not what I would call going toe-to-toe with as parties, especially high level parties, can typically handle Hard encounters without significant resource investment.

As such, let's try to make our Commoner into a Deadly encounter for the party. This means, for a party of 4, the encounter must be equivalent to 25,600 XP or between CR 20 and 21 (let's use 21 to be safe).

CR 21

To achieve CR 21 (According to the "Creating a Monster" rules in the Dungeon Master's Guide), we have to do four things:

  • Improve AC to 19
  • Improve HP to 401–445
  • Improve Attack Bonus to +11 (or Spell Saves to DC 20)
  • Improve DPR to 141-158

... or acquire necessary traits to compensate for short-comings in the other metrics.

Note: I'm choosing not to use ability score boosting tomes and manuals as these permanent buffs defeat the intention of the idea in my opinion


AC is actually the easiest to achieve as long as you consider your BBEG to have proficiency in plate armor, then simple +1 plate armor gets us there alongside a belt of hill giant strength to have the strength to don the armor effectively.

However, let's try to do it without assuming armor proficiency:

  • elven chain [AC so far: 13]
  • ring of protection [14]
  • cloak of protection [15]
  • Ioun stone - protection [16]
  • Ioun stone - agility [17]
  • animated shield [19]
  • potion of speed [21]

This gets us to 21 without assuming armor proficiency. This is the great as it reduces the necessary HP to 356-400 since our AC is 2 points higher than our target.


The biggest problem with our HP, is that a Commoner only has 1 hit die. This means that increasing Constitution doesn't even provide that much of a boost in HP. However, with a wide range of magic items and spells from other magic items, we can still get our HP quite high.

  • amulet of health
    • Increase Constitution to 19 [HP so far: 8]
  • heroes' feast (cast with harp of gilded plenty)
    • Increase HP by 2d10, for an average of 11 [19]
  • aid (cast at 8th level using a ring of three wishes)
    • Increase HP by 35 [54]

...now let's add 50 Temporary Hit Points with tenser's transformation (via wish from our ring of three wishes). This is our Concentration spell of choice for the combat, as it also gives Extra Attack and 2d12 bonus damage on each attack.

Even though we get plate armor proficiency this way, I still recommend the other variant as losing Concentration is possible. While we can make our Concentration checks better, we can't make them perfect. Losing Concentration in the fight would hurt a whole lot more if you are then trapped in un-proficient armor.

That being said, let's protect Concentration as much as possible. Throw in an Ioun stone - mastery, stone of good luck, and a luck blade to get our saving throws up a bit. Now our Concentration checks are at +11 (factoring in Proficiency from tenser's transformation and the cloak and ring of protection), and our other saving throws are more respectable (most of them at +4, Dexterity at +5, Strength at +7 now but higher later).

As you can see, our HP is still only 104, but if we get resistance to all damage (via a potion of invulnerability), we can effectively double that to 208.

Finally, we can use a Shield Guardian (in a special compartment underground of whatever room the final battle is in) to take half damage for the first ~153 damage (assuming we hit the Shield Guardian with out heroes' feast too). This makes our effective HP 361, just within our target (since it was reduced by the extra AC).

Attack Bonus

While we are holding the luck blade (in case we need Luck during the fight), it is not our weapon of choice. Instead we will use a scimitar of speed to get an additional attack (which is quite effective since we have tenser's transformation running).

As such, our attack bonus will be +7 by default, brought up to +16 by our belt of storm giant strength.

This is 4 higher than the target of +11, reducing our DPR target to 111-116.


Calculating the DPR for our scimitar of speed, we have 4 attacks:

  • 2 from Extra Attack
  • 1 from potion of speed
  • 1 from scimitar of speed

...each dealing 1d6 + 2d12 (tenser's transformation) + 9 (belt of storm giant strength) + 2 (scimitar of speed) damage totaling:

$$(3.5 + 2 * 6.5 + 9 + 2) * 4 = 110$$

This falls just short of our target. To bring us over the edge, let's add in the hallow spell (via the last ring of three wishes wish) in our final battle destination to double the force damage on anyone that fails the Charisma saving throw. This also adds a fun dynamic to the fight as only some of the PCs will be extra vulnerable.

This means that on those targets, we deal an extra 52 damage per round. Surely this makes up for the 1-6 missing DPR otherwise.

Other Magic Items and Spells

There are some other vital magic items and spell effects needed to ensure the commoner can't be defeated through various cheese methods.

  • boots of speed to be fast enough to keep up with any of the PCs (with a speed of 120 thanks to potion of speed)
  • ring of air elemental command for flight of 120 ft as well
  • teleport via helm of teleportation to get out of critical obstructions like forcecage (although that would necessitate a Charisma saving throw; the perfect kind of saving throw to save the luck blade reroll for)
  • wish via the luck blade to become immune to dispel magic (a handful of our buffs, and especially tenser's transformation need to be protected)
  • some potions of supreme healing to extend the fight if it seems like the party is killing the BBEG too fast

The main thing that can defeat us effortlessly now is an antimagic field which turns off all of our magic items and makes us literally a commoner again. I'm just going to assume that spell is banned for this campaign as it makes the premise entirely moot.

All Together

In summary, here is the list of magic items needed to make a commoner into a suitable threat to a party of level 15 characters. The following gear:

  • elven chain
  • helm of teleportation
  • cloak of protection
  • belt of storm giant strength
  • boots of speed
  • amulet of health
  • Shield Guardian amulet
  • ring of air elemental command
  • ring of protection
  • stone of good luck

...a pair of scimitars and a shield:

  • luck blade
  • scimitar of speed
  • animated shield

...three Ioun stones:

  • Ioun stone - agility
  • Ioun stone - protection
  • Ioun stone - mastery

...the following buffing items to prepare as the party approaches:

  • harp of gilded plenty
  • ring of three wishes
  • luck blade wish
  • potion of speed
  • potion of invulnerability

...and a handful of potions of supreme healing

Altogether, this totals to (ignoring potions and the used up ring of three wishes):

  • 2 Uncommon magic items
  • 8 Rare magic items
  • 4 Very Rare magic items
  • 5 Legendary magic items

...which is ironically, only slightly more than you'd expect from the CR 17+ treasure hoards you'd expect to find after a BBEG of this caliber (which makes sense since this is CR 21). Assuming you don't provide any other source of wealth, you could even let the party collect all of these magic items as their reward (perhaps the monetary resources are owed to the kingdom, but the magic items are their prize).

  • 4
    \$\begingroup\$ This is probably as good as you can get with no attunement limits and reasonable amounts of loot, but even with multiple rounds of preparation, 104 hp are no good against 4 level 15s. A single dedicated frontline fighter will have a expected damage output of 30-40 after AC, so the BBEG will be dead in one round against 4 PCs. Without prep, its even more hopeless \$\endgroup\$ Oct 27, 2023 at 4:48
  • 3
    \$\begingroup\$ @PixelMaster luckily level 15 characters don't have that yet, and level 20 characters probably still wouldn't have it because it normally doesn't work on much \$\endgroup\$
    – SeriousBri
    Oct 27, 2023 at 7:19
  • 2
    \$\begingroup\$ @Slaves_of_the_Coast Unfortunately most of the important buffs are not castable with magic items (tenser's transformation, high level aid, hallow, becoming immune to dispel magic). You could always use spell scrolls for the first 3, or a hired spellcaster instead of wish, but *dispel magic needs to be prevented (that's the first thing I would try as a player in this sort of encounter). \$\endgroup\$ Oct 27, 2023 at 13:39
  • 2
    \$\begingroup\$ antimagic field ... I'm just going to assume that spell is banned for this campaign although I have to admit it would be pretty funny to watch the BBEG getting ready for 3 hours dressing, casting spells and chugging potions to then just be killed by a random pebble to the noggin after walking into an antimagic field \$\endgroup\$
    – John Doe
    Oct 27, 2023 at 15:08
  • 4
    \$\begingroup\$ I feel like this is a good answer, but I also feel like someone with that much wealth and power would absolutely want to give themselves as many permanent ability boosts as possible, and would very likely try to create/summon as many allies as possible as well. "Still a commoner despite ample resources" suggests someone with a dislike of learning and a pathological fear of exposure to any kind of risk (since risk would cause them end up in fights, which they would win, and eventually gain class levels and effectively have some other NPC template, probably) \$\endgroup\$
    – Obie 2.0
    Oct 27, 2023 at 18:33

Frame challenge.

You've got a millionaire BBEG, and you want to make him able to take on powerful foes. Your plan for this is to balance his stats so that he can become essentially a fake leveled character, and can go toe to toe against them in a straight fight for a while.

In this essay, I shall suggest you instead make him a real mastermind.

It's useful to look at the world of superheroes and supervillains, where "Rich Guy is Powerful" is a very popular trope: seems like just about every super-being is at least a millionaire, and plenty are billionaires or worse: Medusa ($1Bn), Mr Terrific ($1Bn), Silver Sable ($1Bn), The Wasp ($1+Bn), Nighthawk ($4Bn), Norman Osborn ($4Bn), Crystal ($4Bn), Angel ($5Bn), Green Arrow ($5+Bn), Blue Beetle ($10Bn), Emma Frost ($11Bn), Iron Fist ($20Bn), Mr Fantastic ($20Bn), Dr Doom ($35Bn), Ozymandias ($50Bn), Lex Luthor ($75Bn), Batman ($80Bn), Nightwing ($90Bn), Black Adam ($90Bn), Professor X ($100Bn), Sunspot ($100Bn), Iron Man (!$100Bn), Namor ($260Bn), Black Bolt ($300Bn), Black Panther ($90Tn), Aquaman ($150Tn), Kallark ($an entire galaxy) - (mostly via https://www.comicbasics.com/richest-superheroes-of-all-time-ranked-by-wealth/)

For those with no innate super powers, the way they use money varies on a scale from Iron Man to Lex Luthor.

On the Iron Man end, they use the money to essentially turn them into a fake super-being. Buy lots of gizmos to make themselves buff. A little further along the scale, there's Batman and Green Arrow. Same basic principle. That's a recipe for a super-powerful glass cannon or golem with a weak squishy dude inside. He's dangerous because you've carefully balanced his stats to match your players', so that they can have a toe-to-toe spreadsheet battle by rolling dice at each other until one falls over.

That kinda combat is definitely a valid and fun part of RPGs, and totally the entire core of tabletop war-gaming: you pay points to get balanced forces, then smash them together to find the winner.

But it's not, I'd argue, best placed as the ultimate goal of a longer RPG campaign.

So if we look way out on the other end of the scale, we find people like the Joker, or Lex Luthor. No fancy armor, just a fine suit, strong mind, and big sackfuls of cash.

Why do so many villains lie on this end of the scale? Because super-powered combat-villains feel cheap. They feel like senior henchmen, rather than like Masterminds.

How do Lex and other Masterminds avoid being killed in a finger-snap by the Heroes? By balancing their strengths against the super-beings' weaknesses, rather than trying to match and attack the super-beings' super-strengths.

Toe-to-toe turn-based combat is the primary skill of most parties. It's their super-strength. Making a BBEG commoner fight PCs head on is like having Lex Luthor challenge Superman to an arm wrestling contest.

Weaknesses of characters (and players!)

Masterminds bring the heroes low by NEVER going toe-to-toe. Not by punching them in the face, but by being prepared and informed. A well prepared rich normal person can win against super-beings if they have prep time to target the party's specific vulnerabilities, and play to their own strengths.

What's that, I hear some of you say? Your well-balanced party has NO significant weaknesses? I'd argue, then, that we may have different definitions of "weakness". Does the party have a penchant for cute things? Shiny things? Magic items? People who give them cool quests? A desire to do good? To protect people? What are their main strengths, and how can each one of them be considered a weakness?

Just like their strengths, most of the weaknesses of your party will be mental, not physical or stat-based. Figure out what the characters' (and players'!) levers are. RPGs aren't just tabletop war-games with fewer combatants. They don't even have to involve fighting at all!

There're some obvious and simple levers: blackmail, extortion, bribery, hostages. But why make him so two dimensional?

Masterminding before the final battle

In his ideal world, the players will be questing to save him, not defeat him. Perhaps they'll believe he's possessed by an evil spirit that can only be banished by bringing him the Amulet of Ridonkulous Power to "give him the strength to throw off the evil spirit". White-knight syndrome is a definite weakness.

But even without willingly and consciously working towards his ends, they can still be made to do so, because of their weaknesses. Perhaps they won't suspect that the little orphan girl the party found and basically adopted and spends all their time protecting is his avatar or minion. Perhaps they don't know about Nystul's Magic Aura, and happily treat magic items they get as whatever they identify as, not realizing that they might also have additional secret enchantments. Perhaps every side-quest and sub-quest they have been on to get to him was actually him getting them to do his dirty work for him. Perhaps that town of goblins they wiped out was really a town of polymorphed humans. Perhaps that evil wizard they slew was just a disgruntled ex-employee of Mastermind. Perhaps they think a dungeon he created is a good and safe place to go delving, even if there's a nearby river that could be diverted into it once they're inside. Perhaps they were the ones who diverted it, for good reasons, not realizing who was in that dungeon...

Rather than give them a simple, two-dimensional foe that they can fight with on their own combative terms, have him outclass them through better intel, better strategy, better tactics, better execution, better PR, and vastly better logistics than they have the resources to manage (see sites like: https://www.themonstersknow.com/, or Tallow's Deep from Dungeon magazine issue #18, for intelligent foes).

Ultimately, if he is always well-informed about what they are doing, and what they are doing is always what he wants him to be doing, then why would he ever WANT to go toe to toe with them? They're his minions, they just don't know it.

As much as possible, make everything their fault. He's better informed? That's because they told that stuff to one of his spies. He's better equipped? Well, they took on a job as caravan guards, and literally defended his weapons from bandits. Didn't they ever look in the crates they were protecting? His strategy is better? That's not for lack of vague foreshadowing that they will facepalm and think they should have taken as hints once they look back in hindsight.

Most players are used to simple Monty-haul dungeon-bashes. That conditions them into playing as gullible, naive simpletons with a white-knight complex. Leading them around by the nose to have them end up performing atrocities in his name should be child's play for any thoughtful and well-funded villain, and makes the final reveal so much sweeter and more poignantly memorable.

Money is basically mana

You can use money to perform the kind of world-changing "magic" there isn't even spells for. So use the money to change reality, not just to buy gizmos. One way is to literally pay to have those changes made. An easier way is to just buy the papers, town criers, bards, etc. That's all it takes to change that neighboring town in everyone's eyes from "noble neighbor allies" to "brutish barbarian invaders". So how the players see the world will ultimately be how he wants people to see it, filtered through his spin. You can pay any number of mooks and thugs to do your bidding. For anyone the characters interact with, ask yourself "what would this character do if he was in Mastermind's pocket? What would Mastermind need to do to control this person? Money? Extortion? Build an orphanage?"

[2024 edit: found a really fantastic furry webcomic, http://zerosincomic.com which explores this theme of "bad guy controlling people through the superpower of money": strongly recommend reading, and not just as a really well done exemplar of this "rich-baddie" trope.]

Mastermind doesn't necessarily even need to come across as bad or evil to most people. He could be building zillions of orphanages (great place to get loyal minions from). Providing schooling for everyone (good way to get the masses indoctrinated into his cause). Yes, they'll argue, he has slaves and work camps and dungeons with torturers and executioners, but so do all kings, and only bad people need worry about that anyway. And the work he has them doing is for the benefit of society! Yes, his onerous taxes are making life tough, but have you heard the news? Better to be poor but protected by a strong army, than end up dead or worse! Yes, he pays necromancers to build him an undead army, but every army needs cannon fodder, and isn't that so much better than asking the living to take that role?

Bringing Them Low

But eventually, yes, they must find him out and move to confront him... in which case, what if everyone has become convinced the party are the bad guys? Suddenly their assets can't be called on, and they are wanted by the law. They have to make the moral choice between fighting their way through innocent civilians who've believed the lies about them, or finding another way. The playing field is leveled a little.

Meanwhile, for Mastermind, money is a summoning spell, essentially. Will he summon better armor or weapons? An Iron Man suit? Sure, but he won't use them. Why not? Because, just like a summoner, he can also summon someone who knows how to fight, to wear and wield such equipment better than he ever could have. And he can summon any number of such people, and any amount of equipment. A zillion Kronks and a zillion levers, or whatever. Masterminds aren't there to grandstand to foes; that's the job of heroes and super-beings and major henchmen.

Instead, any Mastermind's goal is to try to win, to complete their grand plan.

And once, finally, the party has made it past all his paid minions... well, then it's the same as when the party attacks a powerful summoner and defeats their summons: he's alone, weak, and begging for his life, his plan not even half-complete.

Except a smart villain won't beg unless he's confident that's what the party will react best to. Would the party be more likely to let him off with a line like "I know, I deserve to be killed, and it'll be a relief if you do, but please - I did it all because my daughter is being held hostage on the demon plane of Quartz Butte, please save them even if you slay me... I have a magic item conveniently right by my throne that will help you get there, that I had totally just recently acquired for my rescue mission, and not to banish anyone who attacks me to the demon plane or anything. I'd go with you, but I was hurt in your attack..."

If it's OK for the players to turn the tables and wrest a victory from certain defeat, then so can Mastermind.

And however it's done, it's important for the Mastermind to bring the party so low, that they can only escape by digging through the bottom of the barrel, before they defeat him. Without him at least demonstrating that he's a viable opponent, able to easily destroy them, a victory against him is no more significant than against any other commoner or goblin. Whether true or not, they must believe that a TPK was definitely on the table.

The Final Confrontation

"NO!" you have perhaps been crying for hundreds of words by now. "I want a climactic set-piece battle!"

Then have one, but not with the Mastermind. Perhaps, as in the James Bond series, with the colorful lead henchman. With Jaws or Odd-Job, not with Drax or Stromberg. A Mastermind should flee any fight, leaving grunts in his path to prevent pursuit.

Instead, the Mastermind's ultimate fate can -- I'd argue ideally should -- be something the players bring about, preferably causing him to screw himself due to his evil plans or hubris, rather than fighting directly. Lead the players into replacing the ashes for his final summoning ritual with gunpowder, blasting apart his protection circle so the thing he was summoning kills him, but then the payers have to take it down in a real climactic battle; or place his own nuke into his escape capsule, and the final battle is actually a "get to minimum safe distance" race; or...

A Mastermind should hoist himself on his own petard, not duke it out with the party like a grunt.

Of course, this often also gives you the chance to bring him back as a nemesis. "Well, did you actually see his HP drop below zero?" But don't bank on that: many players are wise to such tricks, and will make sure to make sure!

GMing a Mastermind towards narrative story beats

If you're like me, you're likely not a genius. So GMing one is hard.

Fortunately, while GMing looks like bookkeeping/accountancy, for many(*) it is first and foremost performance art, and nothing behind the GM screen is set in stone. No matter how long the players sleep in at the inn that morning, they will never arrive too late to rescue the damsel or disarm the bomb.

Like a magician's gimmicks, this is all kept secret: every GM claims to adhere strictly to the tale. There is nothing up their sleeves.

That's because, even though the story follows the players' whim, rather than the other way round, it's still very easy for players to feel railroaded in a dynamically-crafted narrative, especially whenever they hit story beats that were planned long in advance. Railroading feels bad because RPGs are first and foremost meant to be tales of choice, and people want their choices to have consequences. So it's often difficult to make a planned story beat not feel clearly designed and worked towards, and savvy players will understand that it was you, the GM and not the Mastermind, that was working towards that story beat.

But there are two Great Mythic Narratives of GMing (based on irrefutable, bedrock-solid truth of course, like all great myths!), which allow players the freedom to feel as if they are not being railroaded.

The first of these is the narrative of "foolish players screwed themselves out of the easy path". Players (or their characters) learning just too late the "easy" ways they COULD have done it. Whaaaat? If we'd got the hints and woke at 7am, we could've just rode into the Evil Castle on the breakfast wagon from the inn, skipping the entire Labyrinth of Doom? This is anti-railroading: pointing them to where they missed the tracks, too late for them to jump back on. The tracks don't need necessarily even to have existed (perhaps if they'd woken at 7, the bridge would've been out, getting them past only the first level of the Labyrinth; or perhaps the wagon would have left at 6) - but so long as it feels like a "D'oh, we should have known!" rather than a "gotcha!", the Foolish Players narrative can be played to.

This first narrative is part of why, above, you made everything as much as possible be the players' fault. The players will know (incorrectly) that they always had the option NOT to choose to screw themselves. It's easy for us to blame our GM when NPC actions screw the PCs; but as players we will tend credit ourselves, if our PCs' actions benefited or screwed us. We take ownership for our own actions, and so it feels as if our actions had consequence.

The Second Great Mythic Narrative of GMing is the narrative of "clever players frustratingly doing the unexpected and derailing the plot". Players will be cunning about outwitting characters, but they will often be far more cunning if they feel they might outwit the GM.

Done well, we players can feel smug satisfaction at our sneakiness in dealing with the villain the easy but narratively interesting way, screwing our GM out of a climactic fight we imagine you'd "doubtless been building up to for months", even if in truth you felt that if it really had come down to a fight, you'd have failed us as a GM.

So as the players find cunning and amusing ways to screw your Mastermind, feel free to visibly pull your hair out about all of it, publicly wailing and gnashing your teeth, even though that's exactly what you hoped.

Never let us players know if an adventure went according to plan: we all appreciate a GM who can adapt to the unexpected and roll with the punches the players send. We simply have no need to know which if any of those punches were finely choreographed.

(* - for others, GMing is a sacred trust, to be carried out with absolute and inviolable respect for the truth and integrity of whatever's hidden behind the GM screen. There's often very visceral and emotive disagreement between these two storytelling styles. If you fall into this latter camp, much of this answer may not be for you, and may even be anathema: my apologies if so! A stats-based-balancing approach may be a better fit in that case.)

  • 2
    \$\begingroup\$ I wish I could upvote this answer twenty times. \$\endgroup\$
    – order
    Oct 31, 2023 at 3:19
  • \$\begingroup\$ Mostly fantastic. "Leading them around by the nose to have them end up performing atrocities" is poison. \$\endgroup\$
    – fectin
    Apr 5 at 12:45
  • 1
    \$\begingroup\$ Very nice answer, thanks. \$\endgroup\$ Apr 5 at 17:27

This concept does not fit well to the way D&D 5e mechanics work

There are no published magic items that will allow a commoner with the commoner stat block to fight a party of level 15 characters in any kind of interesting fight. He has only 4 hp and he can only attune 3 magic items. You can if course overrule this, and give him a few 100 hp or allow him to attune more items, but then you don't have a commoner any more. You have a new, special creature that has those more powerful, inherent abilities.

For a real commoner, the first limit is attunement. The most powerful items they can get are artifacts, but even if you attune three if those, say the eye and hand if vecna, book of vile darkness and sword of kas, you'll be a glass cannon: none of these items gives you more than a hundred of extra hp that you'd need to survive a round of combat against a group of level 15s. Even with increased ability scores, and with major properties selected to restore hit points each round.

So the only way the commoner could possibly survive the fight would be to get as many items that improve initiative as he can, to ensure they go first and either teleport away or manage to wipe out the party before the players get a turn. That is not an interesting or fun encounter.

He could cast wish from a ring of wishes (or from one of the artifacts) to alter himself, and that will allow you to do anything with DM fiat, but adding hundreds of hp or being invulnerable, even for a limited time of a combat encounter, is beyond what this is expected to do.

See also this related question on how to allow a guard NPC with magic items fight a group of paragon tier PCs (slightly higher level of 17+). Its answers detail many more issues with this approach.

A more natural way under the 5e rules would be to make this merchant not a commoner, but instead give him his own more appropriate stats with a good amount of hp, or give him class levels to achieve this, as per the optional rule for that. He could be a commoner merchant with 20 levels of Champion Fighter, for example, if you want to keep to the "creature with little inherent magical ability" theme.

  • 3
    \$\begingroup\$ There was a fiat that indicated "Assuming he can attune to as many items as he wants/needs." With enough magic items it is definitely doable \$\endgroup\$ Oct 27, 2023 at 4:27
  • 6
    \$\begingroup\$ @DavidCoffron Yes, and there is also fiat in the discussion he could have 100s of hp. But then, that's not the commoner stats any more, as commoners lack those features. \$\endgroup\$ Oct 27, 2023 at 4:32
  • 11
    \$\begingroup\$ David's answer is amazing using the actual rules given, but I think this is the best answer in terms of really running a game of 5e. \$\endgroup\$
    – SeriousBri
    Oct 27, 2023 at 6:08
  • 7
    \$\begingroup\$ @SeriousBri agreed honestly \$\endgroup\$ Oct 27, 2023 at 13:36
  • 1
    \$\begingroup\$ You’ve done a good job explaining the primary issue here - the question undermines its own premise. \$\endgroup\$ Oct 27, 2023 at 14:43

The underlying premise is that this commoner (nobleman?) has unlimited financial resources and can acquire any magical item they want. In that case, he wouldn't go toe-to-toe with the party - he would be using his financial resources to hire powerful mercenaries (both humanoid and non-humanoid), and kitting them out with powerful magical items instead.

Deception and subterfuge would be more helpful to him than trying to take on the party face to face. For any early encounters, at least, he should be kitted with defensive and escape based magic items - Wish for a level 9 Globe of Invulnerability, Ring of Invisibility, some sort of Contingency spell, at least one Clone, and the party may actually be seeing a Simulacrum, or a hired Doppleganger posing as the BBEG.

I would recommend giving this BBEG at least a few class levels so that he isn't at the threat of dying from a cat scratch.

As a long term goal, if you eventually want him to be able to face the party toe-to-toe, maybe consider that his end goal is to acquire some major artifacts such as the Eye and Hand of Vecna, or something else of an equivalent power level. Perhaps he is trying to complete some ritual to undergo apotheosis and become a lesser or quasi-deity. A that point he would potentially be powerful enough to face the party using divine powers as opposed to relying entirely on magical equipment.

Against high level PCs, single enemies without Legendary Resistance and Legendary Actions don't really stand much of a chance.

  • 8
    \$\begingroup\$ Exactly. Outside of comic books, someone with unlimited resources doesn't kit themselves out, they hire an entire army. \$\endgroup\$ Oct 27, 2023 at 15:50
  • 1
    \$\begingroup\$ I like how this succinct answer makes much the same point as my long-and-rambling one, but in a far shorter and more readable way. AND written two days before I submitted mine! \$\endgroup\$ Nov 2, 2023 at 0:18

Frame challenge: the PCs are dead.

infinite Money is CR infinite

The BBEG has infinite money? Then he is able to hire infinite henchmen, owns a dozen world killer devices, and uses gold leafed toilet paper.

No matter what the PCs bring, the BBEG will not face them at all is a direct challenge: his dozen Lvl 20 henchmen kill the PCs at the first encounter, fighting through the 200 guards is likewise certain death, and if they somehow still reach his room, he just presses one button/glyph and kills everyone within a few miles while a failsafe teleport spell brings him to safety.


One Luck Blade

Luck Blade
Weapon (any sword), legendary (requires attunement)
You gain a +1 bonus to attack and damage rolls made with this magic weapon. While the sword is on your person, you also gain a +1 bonus to saving throws.

Luck. If the sword is on your person, you can call on its luck (no action required) to reroll one attack roll, ability check, or saving throw you dislike. You must use the second roll. This property can't be used again until the next dawn.

Wish. The sword has 1d4–1 charges. While holding it, you can use an action to expend 1 charge and cast the wish spell from it. This property can't be used again until the next dawn. The sword loses this property if it has no charges.

The wish spell has a wide variety of ways to render the party ineffective if the person holding it casts the wish for something other then a level 8 or lower spell. While they risk not being able to cast the spell again, a wish like:

I wish these four people are turned permanently into milk cows

might work.

The wish may also be used to cast plane shift to another plane where the party can't find them, since they don't know where the wisher went.

The wish might be used to be turned into an ancient Gold Dragon, and then get after the party in that form. Could be a close run battle.


But if you still want a fight ... and money is no object... a BBEG that rich doesn't try to take on a 4 person party. They hire folks who can?

Hire an Army.

The bounded accuracy model ensures that numbers can wear down even the most powerful PC. As with the example often used to show that a few hundred commoners with long bows can take out a dragon (if they don't get feared first) an army of about 500-1,000 long bow archers can, from range, eventually run the party out of hit points.


Pay for their Assassination

Unless one of the party is a monk, or has poison resistance or immunity, the NPC assassin does a remarkable amount of damage on a first strike.

Approach: assign 6 NPC assassins to each PC, and set up an assassination on each one. Your BBEG can afford a lot of assassins with infinite money.

I have done this a time or two versus PCs when they are in a town city. One PC ended up dead in two rounds, and one (barbarian, level 13) had enough HP to wake up and deal with the Assassin (the party woke up and helped out) before PC got down to 0 HP. (You can ask @V2Blast about that).


You must log in to answer this question.

Not the answer you're looking for? Browse other questions tagged .