"Predathos Awakened" (3x119) is the one hundred nineteenth episode of the third campaign of Critical Role. With one of their own absorbed and threats from all directions, Bells Hells bring the fight to Predathos itself...
Synopsis[]
Announcements[]
- First sponsor tonight is the RPG Batman: Gotham City Chronicles: Skyline Edition, and Sam pitches Taliesin his ideas for characters, including Mattman, Robbie Dayman, Marisha the Ray, The Blind Spot, and Triple Tex, complete with concept art by Critical Role's own Payton Keo Lacebal.[1]
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- Merch alert! Grog Strongjaw flannel-lined denim shirt jacket
Previously on Critical Role[]
You've watched Imogen overtaken by the essence of Predathos and crack and grow: the multi limbs, the extension of the crystalline body, this massive entity that has essentially forced the entire timeless pantheon of Exandria into a fit of fear and desperation now grows before you through your friend.
Part I[]
Imogen finds herself in a dark, misty space with faint, far glimmers of light, between worlds. She can sense only the faint red tethers of Ruidusborn, her brethren, visible through her sense of becoming one with Predathos. She is aware of its endless sleep and of its need to awaken, get past the threshold holding it, and feed on the points of burning bright light, the entities it can sense outside quaking in fear, its prey: the gods of Exandria. The rest of the party sees Imogen's changed self seemingly focusing on something far beyond them, completely oblivious to them. Fearne activates her Spark of Rau'shan, while Laudna uses Phantasmal Force to send images of their shared memories into Imogen's consciousness but it has no effect. The immense figure of Predathos stirs, saying, "It is time. We must awaken," and steps forward. Braius channels divinity to invoke Nature's Wrath trying to ensnare the creature without success. Roll initiative!
Dorian casts Shatter on the creature, discovering it is vulnerable to Thunder damage, followed by Orym leaping onto its shoulder and failing to reach and reason with Imogen within it. The crystals in the entity flicker and change to a more golden hue, and Imogen, floating in an endless void, sees one of the points of light brighten for a moment. Laudna Banes the entity and assumes her Form of Dread. Ashton is affected by its Oppressive Awareness, suffering disadvantage on attacks. Predathos uses its legendary actions to rearrange the party and inflict minor radiant damage. It then attacks Ashton and uses its power to inflict a 1d4 penalty to attacks and saves by those around it. Meanwhile, Imogen sees two golden balls of light nearby her in the void which call to her ravenous hunger, and one of them momentarily appears almost like a golden spectral humanoid. She realizes it is a horribly diminished Vordo, the Golden Weaver, the long-forgotten god destroyed aeons ago by Predathos, and moves to it. Chetney follows Dorian's lead and casts Shatter on Predathos and Braius attacks as well, restraining it with an Ensnaring Strike, taking a retaliatory legendary action claw strike. Fearne fails in another attempt to appeal to Imogen, but Mister hits for minor damage. Ashton is hit by a legendary action Cerebral Shock Blight.

Fan art of Imogen and Vordo, by ClarissDraws.[art 1]
Dorian hits it with a Booming Blade, and Orym downs his Potion of Invulnerability before slashing it. As a lair action, Predathos' golden glow fades and returns to teal green, and the entity attacks Ashton for significant damage, but he retaliates with a push back which unfortunately also breaks the restraint imposed by Braius. Orym has to use a superiority die and Zephran Heart to hold onto the entity, which then voluntarily moves slightly further back, taking damage from several attacks of opportunity, but then pulling Laudna into melee with it. She casts Disintegrate on it but it uses its first legendary resistance to succeed. Predathos retaliates with a critical hit on a legendary action claw strike, which Laudna uses Silvery Barbs on. Ashton attacks successfully, but Chetney gets hit with a massive psychic attack. Meanwhile, Imogen asks the diminished god Vordo to join with her in opposing Predathos, but realizes there is not enough left of the deity to respond, and it is simply empowering Predathos. She plucks the thread binding Vordo to this realm, and in her hunger, consumes the flicker of golden flame, scattering the god to shadow. Chetney then hits with Turmoil and casts Brand of Castigation, Braius casts Thunderwave, and Fearne casts Scorching Ray, but is hit by an attack of opportunity.
Dorian casts Shatter again, and Predathos uses its second Legendary Resistance to lower the damage. Perched on the back of Predathos' neck, Orym attacks with Seedling and crits. Predathos' crystals change from teal to black, but it is still limited by Ashton's Slow effect. It uses Telekinetic Vacuum to throw Orym from its neck sixty feet into the air, but Launda saves him from damage with a Feather Fall. Predathos uses its Chasm of Eager Darkness to inflict cold damage on most of the party and blinds Braius and Dorian. Laudna casts Mirror Image on herself.

Fan art of Laudna and the fake mask, by Elaine Tipping.[art 2]
Laudna hesitates over what to do, but finally takes out the Mask of the Matron and puts it on. Nothing happens, and she eventually notices that this mask is not the one the party received from the Matron. She immediately realizes Braius has created a counterfeit of it, and turning to him beside her, sees the real mask hanging from his belt concealed under his clothing.
The rest of the party is unaware of what has happened, and Braius is still blinded. Ashton hammers Predathos with a crit and the entity retaliates with a cold attack. Imogen looks for and finds the other known god previously destroyed by Predathos, Ethedok, the Endless Shadow. Like Vordo, it is "the remnant of a tattered and fading entity", but she is unable to reach its thread and it fades from view. Predathos attacks Laudna but hits her Mirror Image, and Chetney hits the entity twice for substantial damage. Predathos is starting to look pretty wounded at this point. Braius heals himself using Lay on Hands, but the power of Predathos sucks half of the healing into itself although he is no longer blinded. Fearne screams out to Imogen and this time, reaches her. Imogen hears the call and follows a red glow. She manages to push through the wounded Predathos into the cavern with the others. Predathos' appearance shifts into its natural form, no longer looking like a transformed Imogen.
Dorian casts a Cone of Cold while Orym whacks away with Seedling. The black fades from Predathos' crystals and they assume their normal teal color again before the entity uses a Telekinetic Vacuum to drag the flying Dorian down to its level and attack him twice and then uses Telekinetic Evisceration on Orym. Laudna tries and fails to use Mage Hand to steal the mask from Braius but he notices her attempt and confronts her. She lunges toward him and somehow wedges her face under his clothing and into the mask. Cold encircles the party and time slows to a stop in darkness, as they find themselves on the edge of a pool of blood, the immense masked face of the Matron of Ravens pushing through thousands of the golden threads of fate above them.
Break[]
- Ads for Batman: Gotham City Chronicles and Quip Toothbrushes.
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- Beacon is the escape room clue.
Part II[]
The Matron of Ravens tells the party that although they physically are still where they were, facing Predathos, she can stretch time to give them the opportunity for a conversation, although Imogen is still bound to the entity and her body is beyond the sight and powers of the gods. Imogen replies that while inside the god-eater, she could see only the lights of the gods and Ruidusborn, but nothing of other mortals, and therefore believes Exandria is safe from the creature if it were to be released. The Raven Queen shares that the gods are moving towards Ruidus in hopes of re-sealing Imogen along with Predathos, but several of the party are dubious this is a permanent solution. Imogen cannot yet control the entity and asks the Matron's advice, but is told the gods themselves could only succeed in controlling it with the aid and at the behest of the primordial titans.
While Imogen doesn't want the gods to be destroyed, she also believes this is the time for change, and the Matron notes this is what the Arch Heart wants. Braius suggests that instead, the gods could give up their divine nature and hide, as mortals, on Exandria. The Matron believes she could reverse engineer the Ritual of Seeding she created so that instead of elevating a mortal to godhood, it would change a god into a mortal, but this would require their consent. In other words, the party is proposing to free Predathos and let the gods choose whether to become mortal in order to escape its notice, flee, or be consumed. However, the Matron cautions that gods made mortal would eventually reclaim their memories, and notes that another alien entity on Exandria is already doing something very similar. The party would have to convince the gods to participate in this, once the immediate battle with Predathos is won. The Matron can grant them two boons, giving them a choice from five. After much discussion, they choose Convalescence (provides restoration of 5d6 (28) levels of spell slots among the party) and Understanding (the entire party temporarily gains 2 levels).
They find themselves back in normal time. Ashton continues attacking, while Imogen casts Lightning Bolt and transmutes the damage to thunder. Predathos uses Cerebral Shock Blight on both Laudna and Fearne, while Braius whacks it. Dorian casts Chromatic Orb and crits with thunder damage, getting the How do you want to do this? while remembering previous times he had cast the spell. The form of Predathos stiffens into Ruidian glass crystal and scatters into thousands of shards.
However, the party can still sense its presence, now everywhere instead of concentrated into the one gigantic figure. The ground quakes, and in horror they watch an alien head and two arms emerge from the walls and floor of the room, roaring. They realize that this chamber is Predathos... and it's angry, and it wants back in.
Featured characters[]
Returning
New
Mentioned
Quotations[]
- Braius: (after the party discovers the forgery of the Mask of the Matron) It's just business, guys.[2]
- Dorian: (after taking a hit from Predathos' cold attack) You think that's cold? I've been wearing chiffon for weeks!
- Braius: (after catching Laudna's Mage Hand) What are you doing, Laudna?
Laudna: What the fuck are you doing? I think you know what you did.
Braius: Yeah, I know what I did. I'm fulfilling my promises. I'm fulfilling my mission, and you won't stop me. - Braius: My goal is to make sure that my god is preserved, whatever that means.
- The Matron of Ravens: Where you tread next, no mortal has or likely ever will. If you step to negotiate with the gods, well, good luck.
- Orym: (after Sam rolls a 1) Because you are 30 feet from me, I'll give you my reaction if you want to reroll that one, because I know you like rerolling ones.
Braius: Boy, that's tricky. I don't normally do that. But as a show of good faith... I always liked you, little one, and I'm going to steal your boyfriend.
Inventory[]
Adjustment | Count | Item | Source | Destination | Notes |
---|---|---|---|---|---|
Expended | 1 | Potion of Invulnerability | Orym | Orym | |
Expended | 1 | Mask of the Matron | Braius | Laudna | Stopped time in the battle and transported the party to an audience with the Matron. |
Trivia[]
- Sam's Stanley cup says "Remember: Don't release Predathos"[3].
- Sam's shirt had a picture of a young Travis.[4] This time, the color doesn't match the shirt he wore in "Fair-weather Faith" (2x123), which was in a bright yellow shade instead of a light green.[5]
- Sam confirmed[6] that Braius Doomseed created the counterfeit mask of the Matron of Ravens during the time period when Laudna briefly returned it to him at his request.[7] She asked for it back before the party left (together with the Mighty Nein) to start on their respective missions, and he reluctantly returned it when Imogen Temult telekinetically nudged it from his hands.[8]
- When it was revealed Braius had kept the Mask of the Matron from Bells Hells in secret, breaking their trust, Sam told them that it was "just business",[9] referencing the same words Joe Manganiello had used as Arkhan when he stole the Hand of Vecna from Vox Machina.
- The boons of the Matron that were not taken by the party were:[10]
- Boon of Potency: First attack on your turn has advantage. All attacks do an additional 2d8 cold damage.
- Boon of Restoration: The party gains 400 hit points overall, divided as they wish.
- Boon of Fortification: The party each gains 60 temporary hit points.
- According to Dani Carr, the party took the following for their gain of two levels from the Boon of the Matron:
- Ashton – Barbarian
- Braius – Paladin, Tough feat
- Chetney – Blood Hunter, Tough feat
- Dorian – Bard, bumped ability scores to CON (18) & CHA (17)
- Fearne – Rogue
- Imogen – Sorcerer, bumped ability scores to INT (12) & WIS (14) and took metamagic – transmute
- Laudna – Sorcerer
- Orym – Fighter, Fighting Initiate – Duelist feat[11]
- The Predathos minis and battlemap were designed by Tyler Walpole and sculpted by Jesse Jerdak and Noxweiler Berf. Matt had different heads for the main mini depending on events, including the ones for Imogen and Predathos (which were used), Fearne Calloway, and Ludinus Da'leth.[12]
- When Dorian got the HDYWTDT with Chromatic Orb Robbie Daymond narrated how last time his character had used the spell was in a fight against a mimic in Jrusar.[13] However, there was one other occasion after that one: during the fight against the Spider Queen's forces in Tal'Dorei, when the thunder damage also injured his brother Cyrus, who was killed very shortly thereafter.[14]
- The drawings of the cast as superheroes and villains (from the Announcements) were released in Critical Role's tweet.
References[]
- ↑
Critical Role (@CriticalRole) on Twitter: "The spectacular superhero art in tonight's opening bit was drawn by our very own Payton Keo Lacebal! 🦹 🦸" (2025-1-16).
- ↑ This echoes the famous parting line of Arkhan in Campaign One when he betrayed Vox Machina to abscond with the Hand of Vecna: "I'm sorry, it was just business." See "Vecna, the Ascended" (1x114) at 5:32:15.
- ↑ See "Predathos Awakened" (3x119) from 50:50 through 50:55.
- ↑ See "Predathos Awakened" (3x119) at 3:56:12.
- ↑ See "Fair-weather Faith" (2x123) at 0:28:33.
- ↑
CR Cooldown | C3 E119 at 03:44 (subscription required) (Transcript).
- ↑ See "In the Shadow of War" (3x110) at 3:00:25.
- ↑ See "To the Arx Creonum" (3x115) at 1:14:58.
- ↑ See "Predathos Awakened" (3x119) at 2:13:38.
- ↑
CR Cooldown | C3 E119 at 09:12 (subscription required) (Transcript).
- ↑
Critical Recap: Critical Role C3E119 "Predathos Awakened" on CritRole.com
- ↑
CR Cooldown | C3 E119 at 00:33 through 2:00 (subscription required) (Transcript).
- ↑ See "Behind the Curtain" (3x07) from 3:17:32 through 3:17:48.
- ↑ See "Bittersweet Reunions" (3x93) at 0:50:39.
Art:
- ↑ Fan art of Imogen and Vordo, by ClarissDraws (source). Used with permission.
- ↑ Fan art of Laudna and the fake mask, by Elaine Tipping (source). Used with permission.
- ↑ Fan art of the awakened Predathos facing Bells Hells, by @zhellers (source). Used with permission.
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