Guide to Interesting and Memorable Side Characters for DnD Adventure Modules

Why are characters important?

Characters are the single most important factor in what makes an adventure or story a good one because of the strong connections we, as readers, make with them. I know that’s some deep stuff, but I think it’s important to start this guide at the foundation. Now that we know why characters are important, let’s talk about the types of characters and their purpose.

Three types of characters and their purpose

There are three types of characters: player characters, side characters and minor characters. Player characters are the heroes of the adventure controlled by the players at the game table. Side characters are characters played by the Dungeon Master. These are characters that usually have multiple interactions with the player characters. These characters are important or vital to the plot of the adventure. Minor Characters are characters that typically have a very small function in the story, such as the guards of a town or a cleric of a temple. Minor characters do not help or harm the player characters in any major way.

For this article, we will primarily be discussing side characters and how to create them for the purposes of using them in a game of Dungeons and Dragons, but these tips are also useful for the aspiring writer.

Why are side characters so important?

Side characters are one of many tools that the Dungeon Master can use when telling a story. They serve many purposes but their main function is to help or hurt the player characters in some way. They are also important because they are memorable. They are important because they add to the overall fun and memorability of the game you are playing. 

Now, creating memorable characters is difficult even for the most experienced Dungeon Masters and storytellers. But, if you can get it right, characters are the thing that can save even the most average adventure or story. 

Try to think back on some interesting side characters in your past games. What made them so memorable and special to you? If you remember, write it down. This information could be helpful when creating future characters.

Now, we’re going to go through the process I use when creating characters. Feel free to take this method and use it for your own purposes. I’m not saying that the method I use will be perfect for every Dungeon Master, but it should give you an excellent head start if you’ve struggled with creating characters in the past.

How do I know which characters to create?

The answer to this question depends on which type of game you’re going to run. If you’re running a one-shot, or a one session game, then you don’t have to put a whole lot of thought into the character. Just make them interesting by giving them some opportunities to cause conflict for the player characters. Maybe they step in and stir up trouble, or steal from the player characters, or let them in on a big dangerous secret. 

If you’re looking to make a character for a campaign, or a game that could go on for weeks or months, you can look at going into a little more depth in your character creation process by not only fleshing out the details of your character, but giving them their own character plot arc. A character plot arc is a process of transformation that the side characters go through, largely on their own, usually in the presence of the player characters during each step of their journey. During this transformation, the side characters start as one thing, and end up permanently changed at the end of the arc. This process of transformation is important because it lets players at your table see these characters as being relatable, or empathetic.

Below I’m going to show you the process I use when creating side characters. I’ll show you the basic categories I fill out and show an example of building a side character from the ground up.

Creating the Side Character Creator Template

I’ll be the first to tell you that there is no science to creating a perfect character, but there are some general principles that you want to keep the same. Good characters (1) add conflict through flaws, (2) are empathetic, and (3) have their own motivations. If you have these three elements in a character, they are almost certain to be interesting and memorable. 

I personally choose to work off a custom character creator template. A template can help you streamline the character creating process so you can spend more time on world building and crafting the plot of your story. I’ll show you how to fill out this template, as well as covering how side characters can add conflict through flaws, be empathetic, and have their own motivations. 

Below is an example of a character template that I use. Don’t worry, we’re going to fill it out as we talk about each section. For the purposes of this article, we’ll be creating a fantasy shop owner. Who hasn’t come across one in their game? Shop owners spend a lot of face time with player characters, so they better be interesting. 

Name: 

Stat Block. 

Appearance

Personality

Motivation

Help. Prerequisite

Hurt

Flaws.

Character Arc

  1. Plot Point 1
  2. Plot Point 2
  3. Plot Point 3

This template is generally what I use when creating character. Now we’ll start to fill it out by creating a side character that is going to be a general store owner in a large city.

Step 1: Name  

Miles Cranberry

If you’re like me, you’re going to have a lot of side characters in your game. This is just how it goes sometimes. That comes with one main problem. The players are going to forget the character’s names. Well, hopefully they are writing it down, but how are they going to remember? The key is to give your characters a short and relatable name. Littering your story with names like “Brervem Wolfroot” is going to make it difficult for your players to remember, even for the ones that write it down. Just keep it simple and it’s one less thing you have to spend time on when creating characters. Miles Cranberry. I think it has a nice ring to it.

Step 2: Stat Block

AC 16, HP 11, Speed 30 ft., STR 10(+0), DEX 12(+1), CON 12(+1), INT 8(-1), WIS 11(+0), CHA 10(+0), CR 1/8 (25XP), Spear. Melee Weapon Attack: +3 to hit, reach 5 ft., one target. Hit: (1d6+1) piercing damaged, one handed. Spear. Ranged Weapon Attack: +3 to hit, reach 20/60 ft., one target. Hit: (1d6+1) piercing damage. CR 1/8 (25 XP).

Woah, that’s a big intimidating block of information. Are we in algebra again? I’ve been making stat blocks for a while and they still intimidate me. That’s why I recommend modifying an existing stat block from the Monster Manual or some home brew character. The stat block above is a slightly modified version of the Guard in the Monster Manual. If Miles Cranberry gets into a fight, he’s going down pretty fast. 

Don’t spend all your time on this. Modify an existing stat block and move on. This usually means slightly tweaking the attribute stats (Strength, Dexterity) or giving them a different weapon or magic ability. There are some occasions where you may want to create this insane stat block, but I don’t think this information is crucial for creating a memorable side character.

Step 3: Appearance

We’re making a shopkeeper. Our shopkeeper is going to be an old human male, slightly overweight, balding, with a lisp and a long scar that stretches from his eyebrow over the top of his head to the back of his neck. 

A lot of people overdo the appearance part. Just keep it simple. Include a few unique appearance traits and move on. When players talk about characters in the game, they usually refer to the character by name or by an action they performed. For example, “the guy who shot himself out of a cannon”. Rarely will players refer to a character by their appearance. “Remember the girl with the long white hair and short skirt” just isn’t as memorable as “Remember the girl who convinced the dragon that he had to pay taxes?” See what I mean? Sure, tell the players what the character looks like, but don’t expect them to remember unless the character has a unique physical appearance trait like an eyepatch, big scar, missing a leg, or something else.

I think appearance is easily one of the least important traits of a character. This leads us to one of the most important character traits: personality.

Step 4: Personality

We’re going to make three different versions of Miles Cranberry. One version with 4 negative traits, one with 4 positive traits, and another with a mix of both. See which one you like better. 

Miles Cranberry Version 1: Pathetic, Paranoid, Tense, and Uncaring.

All four traits are negative character traits also known as flaws. This version of Miles is a bit of an asshole. I’m not saying asshole characters aren’t likeable, but likeable asshole characters usually have some positive traits, even if it’s just that they’re very passionate about their work. If Miles was just a pathetic, paranoid, tense, and uncaring shopkeeper, I doubt the player characters would want to spend much time with him. 

Miles Cranberry Version 2: Enthusiastic, Amusing, Polite, and Logical

All four character traits are positive character traits. While Miles may be likable at first, this will start to fade because he doesn’t have any real problems or issues, which doesn’t make him relatable or likable in the long run. Sure, this version of Miles may be helpful, but are the players really going to care about this character? Probably more so than the first version of Miles, but eventually the players are going to stop caring. 

Miles Cranberry Version 3: Inventive, Loving, Moody, Blunt

This version of Miles has two positive character traits and two negative character traits. This is a character that has his good days and bad days like the rest of us. This version of Miles might invent a useful new magic item or be there to have a shoulder to cry on, but might also be moody when sales are down or be blunt about how screwed the characters are in their current situation. But, since Miles is both inventive and moody, he might offer valuable insight into a character’s situation and possibly offer a solution to those problems by being inventive. Now this is the type of character I like the best, and I would argue most people like. It’s a character that mixes the good with the bad.

I think that in order to make a good character, you have to forget about putting them into a certain role. Don’t think of a side character as just the guard, farmer, or shopkeeper like our friend Miles. You have to think of Miles Cranberry like a living breathing person. All real people have problems and think they are the main character of their own story. This is partially what makes them so empathetic, which makes them appealing as characters.

What does it mean for a character to be empathetic? In short, an empathetic character is one that is relatable.  They are likable and have positive and negative personality traits. I’m sure to write a separate article on what makes a character empathetic, but for now, I recommend reading this article by Becca Puglisi. It provides a good starting place.  

Now how the heck does this help you make a good character? I think all good characters, no matter how “good” or “bad” they are, have their share of positive and negative personality traits. 

The problems that people have and the way they deal with them are often what makes a character likable. A character’s personality, combined with their motivations, determines the actions they take in their lives and the routines they develop. Keep this in mind. 

I recommend a maximum of four personality traits per character. Keeping the traits down to four will ensure that you, the Dungeon Master, aren’t overwhelmed with trying to separate this character with the other million characters in your head. It also allows you to easily reference your character template in the middle of game play and quickly familiarize yourself. 

Want a list of 350 character traits you can use? I often refer to this list by Amanda Patterson.

Step 5: Motivation 

Everyone has some motivation in life that guides them, often multiple conflicting ones. Motivations are the engine that drive the characters to do what they do. A character that has no motivation is a bad character. A character without motivation is just a cardboard cutout stuck into a story to fill a purpose. They might serve the same purpose as a hammer or a simple tool. 

Sometimes motivations are irrational. This can lead to the best kinds of characters, or ones that keep you guessing. I highly recommend this article by  Master Class that gives a nice overview on character motivations. Check out this article by Writers Helping Writers if you want a list of character motivations to work from. 

It’s important to remember that a character’s motivation is different from a character goal. A goal is something that a character can start and finish, or not finish. A character’s goals are created from their motivations.

Applying a motivation to a character is easy, but making a great motivation is difficult. A great motivation ties into the plot and player characters of your adventure in some way. 

Miles’ motivations are going to be a little more general so this character can be interesting across a wide range of campaigns. I’m going to create three versions of Miles Cranberry with different examples of motivation and talk about the strengths and weaknesses of each version.

Miles Cranberry Motivation Example 1: Miles wants to journey to a faraway place to experience something new. 

Now this is a motivation I can get behind. This is something that is very relatable to many people and, therefore, makes the character instantly more empathetic in my eyes. I can relate to this character. Now I can use this motivation to determine the characters actions and how they interweave with the player characters. 

For example, this motivation might make Miles want to give a discount to the player characters in an effort to get them to suggest that he tag along with the party in order to fulfill his dreams of traveling and experiencing new things. This motivation might move Miles to start saving his money and charging higher prices in his shop in order to finally afford a big trip. Or, this motivation might eat away at Miles and cause him to sell his shop and finally take that leap of faith to travel the world. 

How does this character’s motivation affect the player characters in the adventure you want to run? Well, Miles’ motivation for traveling may hurt the party because he could sell his inventory for a higher price, affecting the party financially. Or, Miles may convince the party to tag along. This could affect the party in numerous ways, even endangering the party at certain stages of the adventure. Think about these sorts of connections when coming up with motivations. 

Miles Cranberry Motivation Example 2: Miles wants to find a loving companion because he is lonely. 

Love is a powerful motivation for many people. The Miles Cranberry that has this motivation will act differently than the Miles that just wants to travel. This heartthrob version of Miles might be more open to mentioning he is a shop owner when talking to a character he’s physically attracted to in order to add value to himself and make himself more attractive. This version of Miles might close his shop early because he’s trying to go out and find a date. Or, Miles could get into a toxic relationship that ends up trying to destroy Miles. 

How does this character’s motivation affect the player characters in the adventure you want to run? One of Mile’s jealous lovers could try to harm the player characters out of jealousy. Miles could be working on creating a magical item for the party when suddenly he drops everything to move away with his new found love and never finishes that fancy new magic sword for that next dangerous quest. This might cause the party to chase after Miles and convince him to come back to the shop to finish the magic item. The player characters now have an interest in the life of this side character. 

Miles Cranberry Motivation Example 3: Miles newly discovered terminal illness causes Miles to want to live his life to the fullest by throwing massive parties. 

This sort of motivation is a strong one and can change a character pretty drastically. This version of Miles might be slightly destructive, more caring about how much fun he is going to have over the safety of his well being while he spends the rest of his days on the planet dying from a terminal illness. Pretty bleak, I know, but bleak characters can be fun! 

Remember, characters with problems are the best kinds of characters.

How does this character’s motivation affect the player characters in the adventure you want to run? Miles could sell his business and use the money for one last big hurrah to throw the biggest party the city has ever seen. Miles could invite the player characters to this party where they could meet a variety of interesting characters that could even lead to finding a cure for Miles. 

The possibilities of the trouble Miles could get into are endless with the right motivation. 

Step 6: Help trait and prerequisite

The help trait is where you define how specifically the side character can help the player characters. This trait could mean giving the player characters a valuable magic item, piece of information, or assistance on a quest. When deciding how the side character can help the player characters, I recommend including a prerequisite first. This is the thing the player characters have to do in order to gain the side character’s trust. For example:

Help: Miles Cranberry will give the player characters a permanent 20% discount on all products and services in his shop. Prerequisite. The characters must help Miles win back his lost love. 

Unless Miles is just a really nice guy, which is boring, he is going to demand something for his help. This is the prerequisite. Don’t just let the player characters automatically gain the benefit of knowing Miles Cranberry, make them work for it. 

Step 7: Hurt trait

I have to admit that this is one of my favorite parts of building a character and is one of the most important. As the name suggests, the hurt trait is something that Miles will do to hurt the player characters. I use hurt in a general sense. Hurting doesn’t have to just mean physical harm. Take a look at some examples below. 

Hurt Example 1: Miles Cranberry will feed disinformation to the player characters about other good deals they could be getting from other shops.

Hurt Example 2: Mile’s search for love will often cause him to forget about current work projects, even the ones the player characters specifically request and have already paid for. 

Hurt Example 3: Miles Cranberry’s sense of curiosity often causes Miles to follow the party, sometimes interrupting them during important moments. 

Including a hurt characteristic with each character you create will add another layer of conflict to the story and make that character much more interesting and memorable, without making that character out to be a villain. 

Good characters should not fit into cookie cutter roles.

Step 8: Character flaws

You may be asking yourself, didn’t we just cover character flaws in the personality section? Yes! But here is where we add things like quirks or handicaps to the character. 

A flaw is something that the character can change but chooses not to. A handicap is something the character wants to change, but is unable to. A quirk is a behavior habit that has developed over time.

I highly recommend re-adding the personality flaws to this list, along with any handicaps or quirks. Flaws are the important thing here. Handicaps and quirks are most valuable when they serve to benefit the plot or a character’s development. I highly recommend this article for some popular examples of character handicaps, or this article for some character quirks. 

Step 9: Creating the character arc

For me, this part is the most difficult, but it doesn’t have to be that way. This is an advanced skill to develop when making characters, but I’m going to pass on some of the insights I’ve learned in my experience and try to make it at simple as possible. 

A character arc is the series of events a character goes through in a period of their life that changes them emotionally or spiritually for better or for worse. Let’s come up with an example for Miles Cranberry, our shopkeeper. First we need to know what we want to change about Miles. 

Using our previous example of Miles Cranberry Version 1, let’s say Miles has the current flaws: Pathetic, Paranoid, Tense, and Uncaring. Now, let’s create a character arc where Miles replaces his flaw or negative personality trait of being pathetic into being fearless, or a positive personality trait. Now, this arc means Miles is likely in for a beating of a lifetime. Remember, you have to beat the flaw out of them. They have to go on a journey filled with conflict in order to change, in order to be interesting. 

Now that we know the goal of Miles Cranberry’s character arc, turning him from a pathetic man into a fearless man, we can create an arc for him. Now I think it’s easiest to create an outline when planning this transformation, usually consisting of 3-5 plot points. You can then plug these plot points into different parts of the adventure or story you’re trying to run. 

Remember, when creating these arcs, you want to show the character displaying their normal negative character flaws before starting the process of transformation. Eventually, the inciting incident will occur. This is the point when the character has had enough and they finally display the positive personality trait. This is the part where Miles experiences some traumatic event that forces him to do some fearless action instead of his normal pathetic action. After that point, he remains fearless. 

The whole point of this arc is to show character growth through a series of conflicts that target that character flaw, until the character reaches the tipping point (inciting incident), and finally decides to change for the better. A large chunk of most fiction books are written about the events after a character experiences their inciting incident, and how they change after that process. 

Character Arc: Transforming Miles Cranberry from Pathetic to Fearless

  1. One day in front of his shop, some bullies from a local gang intimidate and beat Miles for not selling them items at a crazy discounted price. He eventually caves in and gives them the items for free. He is beaten so badly that he must see a cleric. 
  2. Miles is healed by a cleric but witnesses more violence that causes him to slip into a deep dark depression. He continues to witness random acts of violence and becomes almost numb to it. 
  3. Dreams of being beaten haunt Miles. He tries to ignore it as he runs his shop. That is, until he sees a beautiful peasant woman being harassed by the gang from before (inciting incident). One of the gang members strikes the woman and Miles is enraged.
  4. Miles decides enough is enough and equips himself with weapons and armor from his own store, and proceeds to kill every last gang member, transforming into the fearless Miles Cranberry that he never thought he could be.

In just four plot points we turned Carl from a pathetic individual to a fearless crime fighting beast. If you can work a plot like this into your story or adventure, and have the player characters witness it, and this part is essential, you’re in for a hell of a memorable adventure.  The player characters must witness or be a part of the events Miles Cranberry is going through or they are not going to care. You could make it where the help prerequisite mentioned earlier is helping Miles complete his arc, if you want Miles to stick around for a long period of time. 

Step 10: Putting it all together

Now we can put our character together into a single comprehensive character creator template that breathes life into the character if used properly. 

Name: Miles Cranberry

Combat Stats. AC 16, HP 11, Speed 30 ft., STR 10(+0), DEX 12(+1), CON 12(+1), INT 8(-1), WIS 11(+0), CHA 10(+0), CR 1/8 (25XP), Spear. Melee Weapon Attack: +3 to hit, reach 5 ft., one target. Hit: (1d6+1) piercing damaged, one handed. Spear. Ranged Weapon Attack: +3 to hit, reach 20/60 ft., one target. Hit: (1d6+1) piercing damage. CR 1/8 (25 XP).

Appearance. An old human male, slightly overweight, balding, with a lisp and a long scar that stretches from his eyebrow over the top of his head to the back of his neck. 

Personality. Inventive, Loving, Moody, Pathetic

Motivation. Miles wants to find a loving companion because he is lonely.

Help: Miles Cranberry will give the player characters a permanent 20% discount on all products and services in his shop. Prerequisite. The characters must help Miles win back his lost love.

Hurt. Mile’s search for love will often cause him to forget about current work projects, even the ones the player characters specifically request.

Flaws. Moody and Pathetic

Character Arc – Pathetic to Fearless

  1. One day in front of his shop, some bullies from a local gang intimidate and beat Miles for not selling them items at a crazy discounted price. He eventually caves in and gives them the items for free. He is beaten so badly that he must see a cleric. 
  2. Miles is healed by a cleric but witnesses more violence that causes him to slip into a deep dark depression. He continues to witness random acts of violence and becomes almost numb to it. 
  3. Dreams of being beaten haunt Miles. He tries to ignore it as he runs his shop. That is, until he sees a beautiful peasant woman being harassed by the gang from before (inciting incident). One of the gang members strikes the woman and Miles is enraged.
  4. Miles decides enough is enough and equips himself with weapons and armor from his own store, and proceeds to kill every last gang member, transforming into the fearless Miles Cranberry that he never thought he could be.

What about backstory? 

Sure, create a backstory, but remember that the traits mentioned above are going to be much more important for character development. Every character has a past, but it’s the actions those characters take in the present that affect how the player characters perceive the side characters in your story. First you have to get the player characters to care about Miles Cranberry before they’ll be willing to hear out how Miles grew up with no parents. 

I hope that this guide gives you enough information to create detailed characters that are both interesting and memorable. I encourage you to not only use this guide when creating characters for your DnD games, but also for helping you create characters in your creative writing exercises. 

Thanks for reading!

How do I know all this stuff?

I would be lying if I said I learned all this overnight. I have spent countless hours reading and writing. I highly recommend “Plot and Structure” by James Scott Bell. This book is one of my favorite tools that I reference when writing and contains a true treasure trove of knowledge for creative writers. 

For those who want to check out one of my self published adventures, check out this Gold Coin Adventure. It’s a one-shot adventure for Dungeons and Dragons 5th edition.

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