Cloaker

Appearance

In the gloom of Grizburg’s Whispering Depths, cloakers resemble tattered cloaks nailed to the cavern ceiling. Only when they uncoil do their true forms emerge—vast manta-like aberrations with leather wings, needle teeth, and phosphorescent eyes that burn like drowned lanterns. Their tails thrash with serrated ridges, striking sparks from the stone.   ---

Origins

Scholars argue whether cloakers are ancient spawn of Zothra-Khaar or predators drawn into the Depths when the god’s carcass bled into the stone. Their uncanny resemblance to cloaks has birthed local superstition: that every shroud left on the banks of the Sko will one day wake, stretch, and hunger. Some priests of the Rust Barons even use cloaker hides in ritual garb, whispering that the beasts are living vestments shed by the god of transformation himself.   ---  

Habitat

Cloakers infest the tunnels beneath Rustwater, drifting above sewage pools where dim phosphorescence rises from the rock. They gather in abandoned cisterns, their winged shapes indistinguishable from moldy drapery until disturbed. Bargemen claim whole broods drift the length of the Sko’s drowned catacombs, waiting for footsteps to echo against wet stone.   ---  

Ecology

They feed not only on flesh but on fear. The moan of a cloaker drains strength before its teeth ever find bone, while their illusory phantasms scatter prey like startled rats. When attached, they smother victims with wings that taste of mildew and rust, feasting slowly as rot leeches through the skin. Their waste leaves behind mats of slimy leather that never decay, clogging waterways like parasitic membranes.   ---  

Behavior

Cloakers stalk prey for days, whispering riddles in Deep Speech from the shadows. Some toy with intruders, letting them believe escape possible before cutting off exits. They seem to delight in terror as much as sustenance, smothering victims only after their sanity breaks. Bright light drives them to fury, yet they rarely flee—choosing instead to tear lamps from hands and snuff them in choking wings.   ---  

Use by Factions

The Rust Barons despise them, for cloakers have ruined entire caravans of smuggled goods. Yet certain warlocks of the Depths treat them as allies, trading fresh sacrifices in exchange for the cloakers’ service. Rumors persist that Kurgan once loosed a cloaker brood upon rival assassins, their moans echoing through the Jungle’s Claw for nights after.   ---  

Cultural Role

In Rustwater folklore, to “wear the night” means to vanish without trace—an expression born from cloaker predation. Dockside gangs mark themselves with tattoos of wings folded over screaming skulls, a warning to rivals that even shadows can devour. Children sing cruel rhymes about “the cloak that eats,” warning each other never to linger when the lamps gutter.   ---  

Legends

Stories tell of a singular creature known as the Mantle of Zothra, a cloaker large enough to blanket entire crypts. Supposedly it guards the deepest passages of the Whispering Depths, covering altars in its leathery span. Those who attempt to light the chamber find their torches snuffed one by one, until only the sound of moaning remains.   ---  

The Whispering Depths Connection

Some claim cloakers are not individuals at all but fragments of the Depths themselves, broken thoughts of a dead god stitched into living leather. Each one, they say, is a word of fear given wings. Their songs—moans that churn marrow—are said to echo Zothra-Khaar’s last cries. To kill one, then, is to silence a piece of divine lament.   ---  

Threats to the City

Above ground, cloakers occasionally emerge through collapsed sewers, drifting into Greendocks to smother drunkards and cutpurses alike. Patrols rarely speak of it, for fear is contagious. Yet whispers travel fast: a gang’s safehouse vanishing overnight, its rafters sagging under the weight of leathery shapes that left only bones.   ---  

Behavioral Oddities

Cloakers sometimes mimic not just cloaks but banners, sails, or tapestries. Entire shrines have been found stripped bare after their false icons revealed themselves as predators. They prefer silence yet can be lured with music, gathering in caverns where riverfolk chant to drown the hammer-song of the forges. There, they sway like fabric in a draft, waiting for courage to falter.   ---  

Adventuring Hooks

• Rust Barons seek exterminators after cloakers infest a secret vault. • A cult claims to hear Zothra-Khaar’s voice through cloaker moans. • A merchant’s heir disappears, last seen draped in a fine cloak at dusk. • Rumors of the Mantle of Zothra lead to a Depths expedition.   ---  

Closing Words

To walk Grizburg’s tunnels is to wonder whether the shadows overhead breathe. Cloakers turn fear into weapon, shadow into predator, and rumor into certainty. They are living nightmares, stitched from darkness and hunger, reminding every soul beneath the city that even the walls are watching. See full stats on D&D Beyond