From PathfinderWiki

The Immortal Principality of Ustalav
The Nation That Was
Loose confederacy of counties
Source: Rule of Fear, pg(s). 1ff. (1E)
Lost Omens World Guide, pg(s). 45 (2E)

The Immortal Principality of Ustalav1 (pronounced OO-stah-lahv)2 is a fog-shrouded nation of countless horrors, and a once-proud realm that suffered under the clawed hands of the Whispering Tyrant for centuries.34


The Kingdom of Ustalav

The modern history of Ustalav began during the Age of Enthronement in 2361 AR, when numerous Varisian families settled the unclaimed land north of Lake Encarthan in the shadows of the Hungry Mountains.56 Ustalav did not become a true nation, however, until its ancient hero, Soividia Ustav, united the disparate Varisian settlements and drove out the native orc and barbaric Kellid Numerian, and Sarkorian inhabitants. Naming it after himself, the Kingdom of Ustalav grew for five centuries ruled by his descendants of the Ustav line. However, near-constant feuding among the clannish Varisian families began to dominate the kingdom. To prevent a civil war, King Kaldemov decided to split the nation into sixteen counties in 2862 AR. He divided up the land, and assigned it in perpetuity to the various noble families. Each county's ruler possessed significant autonomy, but they in turn owed their allegiances to the monarch (descended from Ustav). This change eased tensions and led to a rare Ustalavic golden age of growth and prosperity for some centuries thereafter.347

The Whispering Tyrant

This golden age of the Kingdom of Ustalav was tragically cut short in 3203 AR when the wicked and immortal warlord, Tar-Baphon, rose from the dead as the Whispering Tyrant, a lich-king of incredible power. A dark secret had been festering under Ustalav's soil since before the first Varisian settlers arrived: the remains of Tar-Baphon had been buried beneath it, poisoning the land.3

The Whispering Tyrant quickly set about creating vast armies of undead, and through careful diplomacy united the orcs of the neighbouring Hold of Belkzen under his command. With these two great forces and his own military and arcane genius, the Whispering Tyrant attacked an unprepared Ustalav. Despite a spirited defence of their kingdom, Tar-Baphon completed the conquest of Ustalav in 3206 AR and created a land of the dead. Every fallen Ustalavic soldier was recruited into Tar-Baphon's undead army, while the rest of the people became his slaves. For over 600 years the rotting remains of proud Ustalav languished under the despotic rule of the Whispering Tyrant.3486

The Shining Crusade

For a complete recounting of the war, please see: Shining Crusade.

It was not until 3754 AR that the first glimmer of hope appeared. Finally deciding that the necromantic nation presented a significant threat to its continued expansion, distant Taldor launched the Shining Crusade. They secured a beachhead on the northern shores of Avalon Bay in 3801 AR,9 and warriors from all over the Taldan Empire rallied, converging on the Ustalavic town of Vellumis as a forward staging area. There they were joined by dwarves from the Kingdom of Kraggodan to the southwest and the famous Knights of Ozem.10 It was not until 3828 AR, however, three-quarters of a century after the Crusade began, that the Whispering Tyrant was defeated and the shadow over Ustalav was lifted,6 and Tar-Baphon was imprisoned in his haunted capital of Gallowspire.1112 In the aftermath of the war, two of Ustalav's former counties were declared uninhabitable and became the haunted wasteland surrounding Gallowspire known as Virlych,13 while two others were given to the crusader army to create the independent nation of Lastwall as a permanent guard against any resurgent horrors.10

The Immortal Principality of Ustalav

Ustalav re-established itself after the Whispering Tyrant's defeat and was renamed the Immortal Principality of Ustalav preserving much of the rules and culture of the old kingdom. The Immortal Kingdom could not fully recapture its former glory, as the royal line of Soividia Ustav had died out during the country's long dark age. The few surviving nobles who now clamoured for the throne only had tenuous ties to the former ruling family. After a census was taken of the remaining nobility, the crown was eventually given to Prince Andredos Ordranti in 3834 AR.14 This decision led to greater infighting among the nobility, a series of weak rulers, and a slowing of the country's already stuttering recovery.124

Orc invasion and Kazavon

Even though the orcs from the Hold of Belkzen were no longer united by the power of the Whispering Tyrant, they remained a serious threat, especially in the north-western counties near the Belkzen–Ustalav border. Emboldened by Ustalav's weaknesses, the orcs launched countless raids against what was then known as the county of Tamrivena (now Canterwall). For generations, the nobles of Tamrivena held their ground against these sporadic, but incessant attacks, bolstered by a standing army of rangers and commanded by a long succession of brilliant tactical minds among their nobility.15

In the mid-41st century AR, a new Count Andachi came to power in Tamrivena, but it quickly became apparent that he did not possess his forefather's genius in military matters. Despite the Count's best efforts, the orc hordes began to make inroads into his lands. In a final act of desperation, he called out to one of his family's oldest patrons: the dark god Zon-Kuthon. His pleas were quickly answered by the appearance of a brilliant mercenary captain named Kazavon.15

Kazavon took control of the forces of Tamrivena, training them in the most brutal fashion, but also imparting his formidable tactical knowledge, until they were a highly-disciplined and ruthless fighting force. When they took the field against the chaotic orc hordes, the Ustalavic forces once again began achieving stunning victories, driving the orc armies back across the border into the Hold of Belkzen. By the spring of 4043 AR, the orc armies had retreated into the foothills of the Kodar Mountains and none of their forces remained on Ustalavic soil.9 It was then that Kazavon revealed his true intentions: instead of returning to Ustalav, he built a stronghold at Castle Scarwall in Belkzen and began to gather forces of his own. When Count Andachi realized Kazavon's cruelty and lust for power, he turned against the general, raising an army and marched against his former general's redoubt. The Count was easily defeated and publicly executed. Kazavon expanded his realm and ruled with terror and war for over a decade, until he was destroyed by an army led by the Lastwall hero Mandraivus.15

Recent history

Ustalav now finds itself a strongly divided country, struggling to reclaim a semblance of its former greatness and burdened with a history of darkness few nations can equal.4 In recent history, the country has had to deal with some massively disruptive events:16

Under the political upheaval and machinations of its rulers lie deeper threats to modern Ustalav. The legacy of the Whispering Tyrant is a poisoned, cursed, and haunted land. Many of his followers remained in hiding until his recent return. Older threats also stir, including spirits of the Kellids that the Ustalavs destroyed over a thousand years ago, along with legendary beasts long forgotten. The threats from beyond Ustalav's borders have not gone away either. Ustalav today remains a fearful and suspicious place where some of its citizens seek meaning in the dark spirit of the nation while others turn to the arts, or to faith and learning.12


Night time is particularly dangerous in Ustalav.

The monarchy

Since the ancient days when it was first unified, Ustalav has been ruled by a single king. Unfortunately, the line of kings was broken during the Whispering Tyrant's reign, and the current rulers are but a shadow of their predecessors. Leadership of the land has become particularly contentious since the death of the so called 'Eunuch Prince' Valislav Ordranti, who left behind no official heir when he died in 4674 AR. His brother, Prince Aduard Ordranti III, stepped into the mantle of monarch, a role for which he was ill-suited. The whole affair was complicated even further when the Eunuch Prince's long-time companion, Millaera Caliphvaso, gave birth to a bastard child she claimed was the son of the Eunuch Prince. The claim caused a huge scandal and Millaera disappeared under mysterious circumstances shortly after making these claims. Her child, Reneis Ordranti, was adopted and raised by the child's devious and conniving aunt, the Countess Carmilla Caliphvaso.4 Rumour has it that the Countess has her eyes firmly set upon the throne as soon as Reneis reaches manhood. Other darker rumours whisper that she may have her incestuous eyes set on becoming queen, willing to marry her own nephew to get it.17

The Counties

Modern Ustalav is split into thirteen distinct regions called counties. While each county is still subservient to the monarch of Ustalav, Prince Aduard Ordranti III, the rulers of the individual counties are given much independence. The counties can be split into three groups.184

The Soivoda

The Soivoda encompass all of eastern and central Ustalav including the counties of Amaans, Ardeal, Barstoi, Caliphas, Odranto, Sinaria, Ulcazar, Varno, and Versex. It is the heartland of the nation and contains the majority of its population along with its three biggest cities, including the capital of Caliphas on Lake Encarthan. These counties are still run by the noble families appointed millennia ago when Ustalav was first divided. The power of these nobles within their own counties is immense and unable to be questioned by even the Prince. They also hold great influence over matters at the royal court.1219

The Palatinates

The Palatinates lie in the north-western third of the country. In 4670 AR, the northern province of Lozeri overthrew their hereditary duke, electing a council of prominent citizens to rule instead. This approach caught on, and by 4674 AR, two of the neighbouring counties had also thrown off the rule of their hereditary noble lords in bloodless coups. These three states, Lozeri, Canterwall, and Vieland are together known as the Palatinates. Although their leaders hold little sway at the royal court in Caliphas, the Palatinates are a hub of pioneering ideals and advanced scientific endeavors. Within its boundaries, doctors, alchemists, and scholars, especially those affiliated with the esteemed University of Lepidstadt, are spearheading groundbreaking breakthroughs in fields such as anatomy, medicine, and various scientific disciplines. While there are those who criticize these scientists as perilous or morally questionable, the undeniable progress they achieve cannot be dismissed.201319


Many consider the haunted region in the southwest, known as Virlych, to be separate from Ustalav altogether. Sensible Ustalavs avoid this forsaken land that was once under the control of the Whispering Tyrant, and where his ominous prison, Gallowspire, cast its shadow over the countryside for centuries. Virlych is a desolate and gloomy expanse, devoid of human habitation, save for a few tenacious settlers who eke out a meager existence. Predatory monsters, wandering undead, and other dangers lurk amidst the haunting landscape. Unnatural storms that plague the area are but one manifestation of the twisted influence of the Whispering Tyrant's necromantic sorcery.2019


Political survey

Ustalav's position is precarious, as it is located next to three hostile nations: the orc-inhabited Hold of Belkzen to the west, the demon-haunted wasteland of the Sarkoris Scar to the north, and the undead-infested Gravelands to the south. It neighbours to the east are not much better. They may be human nations, but include the tyrannical land of the living god, Razmiran, the constant chaos of the River Kingdoms to the east, and the barbaric monarchy of Numeria to the northeast. Considering the nature of its neighbours, it is no wonder that many of Ustalav's inhabitants are insular and distrust foreigners.2122

Physical survey

The geography of Ustalav is hugely varied, with each of the thirteen counties having their own unique geography. Ustalav lies on the very northern tip of Lake Encarthan, surrounding much of Avalon Bay. However, if there is one geographic feature that dominates the entire country, it is the Hungry Mountains that encapsulate an entire county in their stony reaches.422


The centuries-long presence of orc troops in Ustalav led to the founding of numerous half-orc bloodlines in that nation that persist to this day.23 In much the same fashion, Ustalav still is home to numerous sorcerous bloodlines that can be traced back to the titanic forces of good and evil who fought during the Shining Crusade.24 In the most remote corners of Ustalav, amongst its abandoned forts and darkened woods, a few small clutches of deep-dwelling xulgath still remain.25


After centuries of abuse and exploitation, the people of Ustalav are a highly suspicious and superstitious lot. Descendants of Varisian wanderers who immigrated there millennia ago, many still hold to their traditional beliefs. Among these are the worship of the goddess of travelers, Desna. Their long occupation and enslavement at the hands of the lich, however, also left its marks. The worship of Pharasma, who abhors the undead, and the Pallid Princess Urgathoa, who reveres the undead, are common in the nation as well.4


A major Pathfinder Campaign Setting book has been published that details Ustalav: Rule of Fear.

For additional as-yet unincorporated sources about this subject, see the Meta page.

  1. An eight panel poster map of Ustalav is included in this product: Unknown author. Carrion Crown Poster Map Folio. Paizo Inc., 2011
  2. Erik Mona, et al. “Appendices” in Campaign Setting, 247. Paizo Inc., 2008
  3. 3.0 3.1 3.2 3.3 James Jacobs, et al. The Inner Sea World Guide, 190. Paizo Inc., 2011
  4. 4.0 4.1 4.2 4.3 4.4 4.5 4.6 4.7 4.8 Erik Mona, et al. “Chapter 2: The Inner Sea” in Campaign Setting, 140. Paizo Inc., 2008
  5. James Jacobs, et al. The Inner Sea World Guide, 35. Paizo Inc., 2011
  6. 6.0 6.1 6.2 Erik Mona, et al. “Chapter 5: The World” in Campaign Setting, 202. Paizo Inc., 2008
  7. Jason Bulmahn & Erik Mona. Gazetteer, 55–56. Paizo Inc., 2008
  8. Erik Mona, et al. “Chapter 3: Religion” in Campaign Setting, 177. Paizo Inc., 2008
  9. 9.0 9.1 James Jacobs, et al. The Inner Sea World Guide, 36. Paizo Inc., 2011
  10. 10.0 10.1 Erik Mona, et al. “Chapter 2: The Inner Sea” in Campaign Setting, 90. Paizo Inc., 2008
  11. James Jacobs, et al. The Inner Sea World Guide, 98. Paizo Inc., 2011
  12. 12.0 12.1 12.2 12.3 James Jacobs, et al. The Inner Sea World Guide, 191. Paizo Inc., 2011
  13. 13.0 13.1 Erik Mona, et al. “Chapter 2: The Inner Sea” in Campaign Setting, 142. Paizo Inc., 2008
  14. F. Wesley Schneider. “History” in Rule of Fear, 5. Paizo Inc., 2011
  15. 15.0 15.1 15.2 Greg A. Vaughan. “Skeletons of Scarwall” in Skeletons of Scarwall, 7–8. Paizo Inc., 2008
  16. F. Wesley Schneider. “History” in Rule of Fear, 6–7. Paizo Inc., 2011
  17. Erik Mona, et al. “Chapter 2: The Inner Sea” in Campaign Setting, 143. Paizo Inc., 2008
  18. James Jacobs, et al. The Inner Sea World Guide, 191ff. Paizo Inc., 2011
  19. 19.0 19.1 19.2 Tanya DePass, et al. Eye of Dread” in World Guide, 45. Paizo Inc., 2019
  20. 20.0 20.1 James Jacobs, et al. The Inner Sea World Guide, 193. Paizo Inc., 2011
  21. Erik Mona, et al. Campaign Setting, Poster Map. Paizo Inc., 2008
  22. 22.0 22.1 Unknown author. Inner Sea Poster Map Folio. Paizo Inc., 2011
  23. Mark Moreland. Carrion Crown Player's Guide, 5. Paizo Inc., 2011
  24. Mark Moreland. Carrion Crown Player's Guide, 10. Paizo Inc., 2011
  25. Andrew Mullen. “Among the Xulgaths” in Legacy of the Lost God, 65. Paizo Inc., 2020