Basements and Balrogs V – How to run a D&D campaign in J. R. R. Tolkien’s Middle-earth

This is a guest post from Geoffrey Winn, host of the amazing Appendix N Podcast on The Tome Show network. Geoff was on a recent episode of my podcast, The Round Table, where we chatted about what it would take to create a Middle-earth campaign setting for fifth edition Dungeons and Dragons. That conversation inspired this series of posts here on World Builder Blog. If you enjoy this post, check out Part I: Introduction and the Region of EriadorPart II: WilderlandPart III: Gondor, Rohan, and Mordor, and Part IV: Other Places, Other Times.

Part V: The Lords of Middle-earth – The Valar, the Maiar, and the Elves

Now that I’ve described the geography of Middle-earth, I want to talk about the races – usually your first choice when making a character in Dungeons & Dragons or Pathfinder!

The structure of the next three articles is based loosely on the Lords of Middle-earth series for MERP. If you happen to come across these in a rummage sale or at a used bookstore, I highly recommend picking them up. They are, quite simply, game stats for every single named character in Tolkien’s legendarium. My favorite parts are the full biographies of all the Nazgûl – completely made up by the MERP writers of course, and highly controversial, but still fun to read.

The Valar

The Valar are the gods of Middle-earth. They are intangible spirits that wear bodies like clothes. Their name means “the Powers” in Elvish, which interestingly is also a term used for deities in the Planescape campaign setting for AD&D.

The Valar, their names, their origins, and their roles in the world, are described in the first two parts of The Silmarillion: the Ainulindalë and the Valaquenta. I’m going to avoid repeating all that information here. There are only 15 Valar (8 male, 7 female), and only one is evil. The eight greatest Valar are called the “Exalted,” and these should be presented first to new players who are unfamiliar with Middle-earth beyond the basics.

If you simply want to use the Valar the way you would use deities in any other D&D campaign, that is perfectly acceptable. You don’t have to look far to find listings of the Valar along with information that would be useful for a campaign, such as their portfolios, alignments, suggested domains, etc. There could be a Temple of Manwë in the middle of Minas Tirith with clerics who sell potions and scrolls at standard rulebook price. It’s your game, go for it!

However, if you are striving for a more “authentic” Middle-earth feel, it’s important to understand two things. One, Tolkien was a devout Catholic; and two, Middle-earth is supposed to be Earth in the distant past. The Valar are not simply stand-ins for pagan deities. There is only one true deity in Middle-earth, and that is the Biblical God, called “Eru Illúvatar” by the Elves. The Valar are really powerful angels who were so enamored of God’s Creation that they chose to dwell in the world, govern in God’s name, and protect the world from evil.

The Valar are not worshipped by people in Middle-earth, at least not people that Tolkien considered wise and educated. Most races and cultures probably do not know the Valar exist, or have sketchy knowledge at best. Of all the races, the Elves have dealt most closely with the Valar. Men only know what the Elves have chosen to tell them. Those races that serve Sauron (or Morgoth in the First Age) have probably been duped to believe that Sauron (or Morgoth) is the only true deity.

Among the races that “know better,” from Tolkien’s perspective, there does not appear to be much in the way of organized religion. What few religious ceremonies we know about are held outdoors, usually in a high place open to the sky, and conducted by someone the Valar have appointed to lead the ritual, usually a king. Wise Men of Gondor (and Númenor in the Second Age) probably viewed the Valar more like exalted teachers, to be revered for their knowledge and guiding examples, but not to be worshipped as deities.

The Maiar

With the Maiar, we begin to discuss beings that could actually appear with statblocks in your game. The Valar and the Maiar are really the same “race” of angelic spirits, but whereas there are only a few Valar and their roles are well-defined, there can be infinite numbers of Maiar. Where the Valar serve the role of “gods” in a D&D campaign, the Maiar can be any creature that would be classified as an outsider, elemental, fey, or incorporeal undead.

In The Lord of the Rings, we encounter several characters who are Maiar – Gandalf, Saruman, Sauron, the Balrog, Tom Bombadil and Goldberry. Aragorn has at least one ancestor who is a Maia: Melian, Queen of Doriath. She was cool. Look her up. From this list, we see that Maiar exist in many different forms and power levels. In general, however, the Maiar seem to be elemental or nature spirits. Since there are so many of them, and they can be tied to almost any object or idea, they actually seem to have a lot in common with the kami of Japanese mythology.

Like the Valar, the Maiar are intangible spirits who only wear bodies when they wish to be seen. Their physical forms are called fána. A powerful Maia might be able to shift between multiple fána, while a weaker Maia might only have one. Sauron had several forms in the First and Second Age, but by the time of The Lord of the Rings, he had used up his power and wasn’t able to take shape anymore (a theme in Tolkien’s writings: evil is wasteful).

The Five Wizards, the Istari, are a special case. These Maiar were hand-selected by the Valar and sent to Middle-earth with a specific mission – educate and advise the peoples of Middle-earth, prevent Sauron’s return to power, and do so without seeking rulership or power. The Wizards could only appear as old men; they could not go incorporeal. Their memories were altered in such a way that many of their powers were unavailable to them. They knew they were Maiar, but they only remembered their former lives in their dreams.

If you wish to include some of the more fantastic D&D races in your Middle-earth game, you could simply say they are very weak Maiar or half-Maiar. This works for planetouched races or any race with an elemental theme, such as the genasi, goliaths or aasimar. Tieflings could also work if you “re-skin” them as fire-themed Maiar, rather than fiends.

As NPCs, Maiar can serve as patrons to any spellcaster that requires one, such as D&D’s warlocks or Pathfinder’s witches and oracles. They make good quest-givers, since they have unusual needs and may have limited power away from their homes. They can also be interesting villains. One storyline in The Lord of the Rings Online featured a water-themed Maia, the Red Woman, who became corrupted and turned into a monster when her environment was polluted.

The Elves

J. R. R. Tolkien basically invented Elves as we know them today. Before Tolkien, Elves were diminutive creatures with butterfly wings that would mend your shoes or curdle your milk. Thanks to Tolkien, Elves are now badass immortal ninja warrior-poets.

It’s also safe to say that Elves would not be a core racial option in Dungeons & Dragons if it hadn’t been for Tolkien. Even so, D&D Elves are still a watered-down version of the originals. That may be okay for your campaign, especially if game balance is important to you. If you do decide to make your Elves more like Middle-earth Elves, you may want to consider a campaign where the entire party is Elves.

Tolkien’s Elves are immortal. They do not age beyond adulthood, and they cannot be killed by disease or poison, only violence or extreme grief. Elves’ souls are “bound to the world,” meaning even after they die, they do not go to Heaven. Their souls go to the Halls of Mandos in Valinor (still a part of the physical world, not another plane of existence), and they can return to Middle-earth any time they want. In Tolkien’s writings, most Elves find this to be simply too much trouble and elect to wait out eternity in the Halls of Mandos, but PCs will almost certainly take advantage of unlimited free resurrections if given to them.

Elves seem to be physically and mentally superior to other races in every way. Harsh weather does not bother them. They need little food and water to survive. They can recall any memory from their long lives almost perfectly. Elves can seemingly talk to any creature, even stones and trees, due to their curiosity about everything in the world.

It’s worth noting that we spend very little time with “common” Elves in Tolkien’s writings. Most Elf characters are lords, princes, and other very important people. This may be why Elves seem so amazing. Lineage and rank definitely play a part in an individual Elf’s prowess.

It’s also worth noting that almost everything we read about Elves was supposedly written from the Elves’ point of view. The Lord of the Rings and The Silmarillion are supposed to be English translations of Bilbo’s writings, and Bilbo’s writings were translations of Elvish books that he found in Rivendell. Naturally, Elves would play up their own abilities in their history books and downplay everyone else.

Elves in the First Age

The First Age seems like the ideal time to run an Elf campaign. The Elves are at the height of their power. Later Ages are all about the fallout from First Age events. If The Silmarillion is too dry and boring for you, try listening to Blind Guardian’s Nightfall in Middle-earth to get a sense of what I’m talking about. These Elves rage and scream across the world. They betray and murder. They love deeply and disastrously. They swear oaths and reap bitter fruits.

An Elf campaign in the First Age should start at a high level. All the PCs should be Elves, with Men serving as henchmen or followers. The campaign might even start before the First Age, in Valinor, and end with the fall of Beleriand, with years or centuries occurring between play sessions. Elves are immortal, and their stories are told across long spans of time.

Although there are many, many subgroups of Elves defined by Tolkien, for game purposes you should divide Elves into Calaquendi (Light Elves) and Moriquendi (Dark Elves). I’m going to use the terms Light Elves and Dark Elves throughout this article to avoid confusing people who haven’t read The Silmarillion. For my purposes, Light Elves are those Elves who travelled to Valinor, the home of the Valar, and saw the light of the Two Trees before they were destroyed. The Dark Elves never made this journey, either because they refused or because they got sidetracked by the beauty of Middle-earth itself. The Light Elves have more personal power and more knowledge gained from living in close proximity to the Valar for all that time, and even descendents of the Light Elves born after the destruction of the trees retain some of this. The Dark Elves have less power but seem more in touch with the physical world. Unlike drow in Dungeons & Dragons, Dark Elves in Middle-earth are not inherently evil and have no distinctive appearance that separates them from Light Elves.

In The Silmarillion, the main group of Light Elves driving the action are the Noldor (High Elves). They return to Middle-earth at the dawn of the First Age in pursuit of Morgoth the Enemy, against whom they have sworn an oath of vengeance. The Noldor are proud to the point of arrogance, and some of the Noldor are downright villainous. Almost immediately, the Noldor are opposed by a group of Dark Elves called the Sindar (Grey Elves). The Sindar simply want to live peacefully, and they blame the Noldor for bringing evil to Middle-earth. The Sindar are not always the good guys either, however. Their secretive nature and refusal to lend aid at critical times often allows evil to get the upper hand.

In game terms, Light Elves and Dark Elves should be treated as different races. Smaller subgroups, such as the Noldor, Sindar, Teleri, Avari, Nandor, etc., should be handled through backgrounds, feats, traits, or variant rules.

Elves in the Second and Third Age

The distinction between Light Elves, Dark Elves and various subgroups seems to largely disappear after the First Age. The Ring-smiths of Eregion continue the tradition of the proud, arrogant Noldor, and they meet the same fate as their predecessors. By the Third Age, Galadriel is the only powerful Noldor leader left. Thranduil and Cirdan are both Sindar. Elrond is a special case, but we will get to him later. The “common” Elves merge into nations based on geography rather than ethnicity.

Elves in the Third Age are still physically and mentally superior to other races. Legolas could see farther than any of his companions, shoot more accurately, and keep his balance without even trying. He was not troubled by cold weather, and supernatural terror held no sway over him. Only the Balrog of Moria made him lose his cool. The Fellowship of the Ring is perhaps not the best example of a balanced party, as each of its members had wildly different power levels. If you’re trying to run a balanced campaign, Elves in the Third Age should be NPCs and quest-givers, not party members.

Elves in the Third Age understand that their role in history is almost at an end, and some are afraid that it already has ended. Although they are immortal, they begin to experience great sorrow that causes them to slowly fade away. Their souls are bound to the world, and so they cannot truly leave; they simply become invisible, intangible ghosts. The only cure for this fading is to travel West, over the sea to Valinor, which still lies within the physical world and is protected by the grace of the Valar. For this reason, Elves in the Third Age are weak against anything that causes them emotional pain. Seeing or hearing the ocean causes them to long for the West and gradually forget all worldly concerns. If you are playing an Elf PC in the Third Age, this should be a big part of your character’s story.


Half-Elves in Middle-earth are rare and special. There were only two marriages between Elf and Man in the First Age. The first union was between Beren and Lúthien; the second was between Tuor and Idril. The descendents of these two couples eventually met and married each other, which leads us to Elrond and his brother, Elros.

Elrond and Elros were given a choice after the Fall of Beleriand. Elrond chose to be an Elf and stay with his Elven kindred. Elros chose to be a Man, and he became the first king of Númenor, from which all the kings of Númenor, Gondor, Arnor and Arthedain were descended. Aragorn is Elros’ descendent, which, yes, technically makes him a very distant cousin to Arwen.

Arwen, the daughter of Elrond, was an immortal Elf until she met and fell in love with Aragorn. Presumably she continued to be an Elf, even after they were married, but she ceased to be immortal. We do not know if she aged as mortals do. After Aragorn’s death, we are told that she simply travelled to Lothlórien and laid herself down on the hill where they had met. Whether she died of old age, exposure, or simply grief, we do not know, nor do we know who dug her grave.

From this, we can infer that all Half-Elves start out as immortal until they are given a choice to be otherwise. Usually, Half-Elves choose mortality because they are in love with a mortal and wish to be with that mortal, even after death. We do not know precisely why Elros chose mortality, but presumably it was out of responsibility to his people. We also do not know what Eldarion, the son of Aragorn and Arwen chose, or if he was given a choice.

As mentioned in my discussion of Gondor, the Men of Dol Amroth are supposedly Half-Elven, or at least the ruling family is. Tolkien did write a story, never published, naming Galador and Mithrellas as the progenitors of this line. Please consider all that I have said about Half-Elves before deciding whether or not this is true in your campaign or just a fairy-tale.

Part I: Introduction and the Region of Eriador

Part II: Wilderland

Part III: Gondor, Rohan, & Mordor

Part IV: Other Places, Other Times

Part VI: The Mannish Races

Listen to Geoffrey Winn discuss the literature that influenced the creation of D&D every month on the Appendix N Podcast on The Tome Show network!