Upgradable Magic Items
Premise
When a character collects too many magic items, they can
feel less special and unique. In many fantasy stories, magical
items are unique and special artifacts, and a hero is likely to
only have one. Despite this, the new and interesting power
that a new magical item gives is very fun for players. This
system allows you to have a fewer items per character, and to
still keep magical items as rewards.
The Base Item
The first item given to the players can be any magical item,
but preferably a common item, uncommon item, or even just
a mundane item with a minor magical property or other
feature (see the DMG page 142-143). Then choose a theme.
Following are some examples. Rename the item to
something unique related to that theme, and devise a
backstory. You might change the effect slightly to better
match the theme.
Fire, Water, Air, Earth, Darkness, Light, Vengeance,
Vigilance, Death, Life
For example, take this item. Start with a normal sword with
the sentinel property. It glows in the presence of undead.
We’ll choose the Vengeance theme, to represent revenge
against the undead hordes who killed its owner. We’ll add a
second minor property for flavor.
The Lich Eater
Weapon (Longsword), Uncommon
The trusty sword of a long forgotten paladin. He quested his
whole life, slaying undead by the hundreds. At last, he was
slain by a powerful lich. With his last breath, he spat out a
curse at that lich, and his hatred for the unnatural undead
imbued the weapon with power, and an ancient sigil for
“Seek” burned into the blade. The sword has found its way
into the hands of many knights over the years, all of whom
lived and died fighting undead.
This sword glows with a faint orange yellow glow when
within 120 feet of an undead. Undead cannot wield this
weapon.
Upgrades
The two central parts of the upgrade are the material and the
smith. The material is what is required to improve the item. It
can be an item, such as the Dragonshards in Eberron;
something harvested from the bodies of powerful monsters;
or simply a quest from the smith with their own source of
magical power, like a quest from a metallic dragon. One
discreet unit of these materials is equivalent to a magic item
for treasure purposes, and as the GM you should track
privately whether the material is of uncommon, rare, very
rare, or legendary quality.
The smith is the person or thing that provides the upgrade.
The witch of the woods, a legendary blacksmith, a crystal
forge atop a mountain. They can provide different kinds of
upgrades, each can demand a different kind of material, and
each smith can only upgrade an item a single time. An item
can gain any number of abilities, but a different smith is
required for each one.
Unlocker smiths add new abilities to an item,
empowerment smiths improve existing abilities, and
attunement smiths change items to fit their wielders better.
Attunement
This method of distributing magic items
invalidates the attunement mechanic in many ways.
They're intended in many ways to be the only
magic item a character has. If you use these
alongside other magic items, they should all
require attunment, no matter what item they're
based on. I recommend limiting characters to a
single upgradeable item.
Unlocking These smiths are often industrious and inventive. A
tinkerer in a lab. A priest who guides a large flock. An arcane
The simplest method. Unlocking smiths add the ability of forge set into a mountainside.
another magic item to the upgradable magic item. The ability This looks like the addition of gemstones to an amulet, the
granted is based on the quality of the material and the theme revelation of a hidden sigil on the item, or an new blessing
of the item. As the DM, choose an item of that rarity from the being laid upon it in glowing light.
DMG or from another source, and add its abilities to the item. Following is a list of suggested items to add to your magic
item, depending on the rarity of the material and the theme of
the item.
Unlocking
Theme Uncommon Rare
Fire Circlet of Blasting Wand of Fireballs, Flame Tounge
Water Mariner's Armor, Cloak of the Manta Ray Bowl of Controling Water Elementals
Air Wind Fan, Javelin of Lightning Wings of Flying, Censer of ... Air Elementals
Earth Gauntlets of Ogre Power Ring of the Ram, Stone of ... Earth Elementals
Darkness Amulet of Proof Against Detection Cloak of the Bat
Light Lantern of Revealing Sun Blade, Boots of Speed
Vengeance Sword of Vengeance Berzerker Axe, ~ Slayer
Vigilance Sentinel Shield, Weapon of Warning Gem of Seeing
Death Pipes of Haunting Staff of Withering, Sword of Wounding
Life Periapt of Health/Wound Closure Ring of Animal Influence, Staff of Healing

Unlocking

Theme Very Rare Legendary

Fire Staff of Fire Effriti Chain, Ring of Fire Elemental ...
Water Staff of Frost Ring of Water Elemental ...
Air Staff of Thunder and Lightning Ring of Air Elemental ...
Earth Dwarven Plate Armor of Invulnerability, Ring of Earth Elemental ...
Darkness Cloak of Arachnida Ring of Invisibility
Light Robe of Scintillating Colors Holy Avenger
Vengeance Demon Armor, Oathbow Sword of Answering
Vigilance Crystal Ball Defender, Crystal Ball of True Seeing
Death Nine Lives Stealer Vorpal Sword
Life Ring of Regeneration Rod of Resurrection

The Lich Eater Unlocked

Weapon (Longsword), Rare
Alvaron the knight slayed a vampire baron who was
terrorizing the land. He ripped out its dead heart, taking it as
an offering to Father Felix at the grand cathedral. (The DM
thought this was a rare level item) He and the father laid the
heart and the sword on the altar, and prayed for further
power to continue fighting the undead scourge. A second sigil
burned into the blade, reading “Destroy”
This blade does an extra 2d6 Radiant damage when it strikes
undead.
Empowerment
Empowerment smiths funnel raw magical power into the
item. This increases the power of an extant ability. This can
often be numerical, such as a +1 weapon into a +2 weapon.
Other abilities require more creativity. You must use a
material one rarity level higher than the ability you're
upgrading.
If a listed item has multiple rarity levels, as the belts of
giant strength do, change the ability to one of the higher
rarity level items. You may be able to find a similar magic
item of a higher rarity level to change the ability to. The
finished item should be of a rarity equal to the quality of the
material.
These smiths are often powerful and imposing. A wizard in
a tower. A friendly ancient dragon in his lair. A font of power
that blesses the worthy.
This looks like writing alighting with arcane energy. An
invisible aura of power. Morphing into a more impressive but
recognizable shape.
The Lich Eater Empowered
Weapon (Longsword), Rare
Alvaron the knight instead took the dead heart to Medrash
the silver dragon, who had been wronged by the vampire.
The dragon took the black heart, and in exchange toiled for
three days funneling his immense power into the sword.
When it came back, the rune “Seek” had a permanent silver
glow.
The wielder of this sword knows the location of any undead
within a mile, and knows their number, but not what types.
The sword glows more brightly the closer they get, and the
sigil flashes bright when the sword cuts the undead.
Alignment
Alignment smiths change an item to be more fitting for the
wielder. This usually takes the form of a new ability
interacting with a class feature. If the item is one the
character cannot or usually would not wield, this process
instead changes it into something more appropriate. A
wizard’s +1 sword transforming into a +1 wand of the war
mage, for example. This method requires the most creativity,
but I provide here some examples for each class.
For balance purposes, many of these abilities act like or are
copies of class abilities. An uncommon material should give
an ability analogous to a level 1-4 class ability. Rare should
mimic 5-10, very rare 11-16, and legendary 17-20. For
example, if an item gives an eldritch invocation, don’t choose
an invocation with a level requirement higher than these
levels.
These smiths are often mystical, reading into a character’s
soul. A shaman living deep in a swamp, A silent monk who
trains you with your item for seven days and nights, A secret
cavern that shows reflections of yourself from a thousand
different lifetimes.
This usually presents itself as a transformation to include
some sigil representing your character or your character
class.
Barbarian
The item takes on a minimalist, pragmatic form. Weaker
materials are replaced by wrought iron, cloth is replaced with
tough hide. The item’s effects are increased significantly, but
they only function when the Barbarian is raging. For example,
a pair of Goggles of Night might, instead of granting
darkvision, allow the Barbarian to see in darkness as if it was
daylight while raging.
Bard
The item becomes more beautiful, filigree and gems adorning
it. When activated, it lets out a soft tone that harmonizes with
the bard’s singing. The item gives another way to spend
bardic inspiration dice. For example, a water themed item
might allow you to add your die as cold damage to another
character’s damage roll.
Cleric
The item has a holy symbol worked into it. It can be used as
the cleric’s holy symbol if they wish. The item gives access to
a Channel Divinity feature of a related domain. For example,
a life themed weapon may give access to the Preserve Life
feature of the Life Domain.
Druid
The item replaces all metal with living wood. Tendrils of
wood brace and cover the structure. The item gives the druid
access to a handful of non-beast wild shape forms. For
example, a fire themed item would give access to Magmin
and Fire Snake forms.
Fighter
The item changes to fit the sensibilities of the type of warrior.
A general’s is brutalist and prominent, a pit fighter’s is flashy
and intense, a sword master’s becomes sleek and elegant.
The item gains an extreme burst of power when the fighter
uses their action surge. A darkness themed item might cast
the spell Darkness centered around the fighter when they use
action surge, but allow the fighter to see through it.
Monk
The item becomes simple. Gemstones and valuable metals
turn to wood, cloth, or ceramic. It appears to uninformed
observers to be of minimal value. The item gains the ability to
cast a short list of spells for Ki points. The Ki point cost is
equal to one more than the spell level. 4th level spells should
only go on very rare items, and 3rd level spells only on rare
ones. For example, a light themed item might give Dancing
Lights for 1 Ki, and Guiding bolt for 2 Ki.
Paladin
The item takes on aspects of the paladin’s chosen oath. The
words become etched into the item, perhaps only readable by
the righteous. This can give the paladin a channel divinity
option as for a cleric above, or for magical weapons, an ability
that triggers on divine smite uses. A vengeance themed
weapon might do an extra 1d8 extra divine smite damage to
creatures that have attacked you since your last turn, in the
same way it does extra damage to fiends and undead.
Ranger
The item becomes more natural. Wood, hide, and bone make
up the structure. The item becomes extra effective against
your favored enemy, or alternatively, against the creature
targeted with hunter’s mark. For example, the Eyes of
Charming may gain the ability to target those creatures (if
they’re not humanoid) and give them disadvantage on the
saving throw.
Rogue
The item becomes smaller, darker, more able to blend into
the clothes unassumingly. Utility items become more effective
when hidden or more effective at hiding their effects. A DC
15 perception check to determine the source of the effect, for
example. Combat items improve or interact with sneak attack
action. For any item, it might change to allow it to be
activated as a bonus action as per cunning action.
Sorcerer
The item twists to show your origins. Draconic heads
twisting across it, fey plants along the haft, glowing fonts of
arcane power. The item gains interactions with sorcery
points. If the item uses charges, it allows you to spend
sorcery points to recharge them (with a conversion rate
decided by the GM, usually 2 sorcery points to 1 charge). It
may also give access to additional metamagic. For example, a
darkness themed item might allow you to spend 1 sorcery
point to make your spells invisible.
Warlock
The item’s form bends to the shape of your patron. Black
demonic steel, impossible twists of strange materials,
carvings showing the beauty of the fey who holds your pact.
These items tend to replicate an Eldritch Invocation related
to the item. A darkness themed item might give you Devil’s
Sight, while a life themed item might give Beast Speech.
Wizard
The item glows with sigils, runes, crystals, and veins of
power. Raw uncut gemstones sit at the locus of power. The
item expands the wizard’s spellcasting. This option can also
be used for any other spellcaster. It might give the wizard a
new cantrip. It might contain a spell or two that can be cast
from it in a day. A vigilance themed item might allow the
wizard to cast Clairvoyance once per day independent of spell
slots.
The Lich Eater Aligned
Weapon (Shortsword), Rare, Requires attunement by a monk
Alvaron instead dies during the battle with the vampire. His
brother Veleron slays the beast and takes back the sword, and
takes the heart. Veleron, unfortunatley, was trained as a
Monk, and cannot wield the sword. He takes it to his mentor
for advice. They meditate for 7 days and 7 nights, and when
they look up, the sword has changed into a simple,
unadorned shortsword containing a boundless desire for
vengeance.
This weapon glows a faint white when within 120 feet of an
undead. Undead cannot wield this weapon.
The wielder can spend 2 ki points to cast the spell Hellish
Rebuke. They can spend 3 ki points to cast the spell Hold
Person, except it targets undead instead of humanoids.

Examples
Sladistovel is a pair of boots made for a frost giant queen's
human confidant and warrior. They are based on the Boots of
the Winterlands. Thier first upgrade is by an unlocking smith
with a uncommon material. The second is by an a alignment
smith with a rare material.
Sladistovel
Wonderous item, uncommon, water themed, requires
attunement
These furred boots have images of frost giants embossed in
the leather. While you wear them, you gain the following
benefits:
You have resistance to cold damage.
You ignore difficult terrain created by ice or snow.
You can tolerate temperatures as low as -50 degrees
Fahrenheit without any additional protection. If you wear
heavy clothes, you can tolerate temperatures as low as
-100 degrees Fahrenheit.
Sladistovel Mk. II
Wonderous item, uncommon, water themed, requires
attunement
These furred boots have images of frost giants embossed in
the leather. While you wear them, you gain the following
benefits:
You have resistance to cold damage.
You ignore difficult terrain created by ice or snow.
You can tolerate temperatures as low as -50 degrees
Fahrenheit without any additional protection. If you wear
heavy clothes, you can tolerate temperatures as low as
-100 degrees Fahrenheit.
You can walk on water. It freezes into small platforms of
ice as you walk across it.
Sladistovel Mk. III
Wonderous item, rare, water themed, requires attunement by
a ranger
These furred boots have images of frost giants embossed in
the leather. While you wear them, you gain the following
benefits:
You have resistance to cold damage.
You ignore difficult terrain created by ice or snow.
You can tolerate temperatures as low as -50 degrees
Fahrenheit without any additional protection. If you wear
heavy clothes, you can tolerate temperatures as low as
-100 degrees Fahrenheit.
You can walk on water. It freezes into small platforms of
ice as you walk across it.
Whenever you hit a creature who is the target of your
hunter's mark spell with a weapon attack, you deal an
additional 1d6 cold damage, and that creature's speed is
reduced by 10 ft. until your next turn.
The Black Iron Aegis was found deep in a dwarven forge
among a pile of destroyed machines. It recieved a rare
unlocking upgrade, a very rare empowerment upgrade, and
then a legendary unlocking upgrade.
Black Iron Aegis
Armor (shield), common, earth themed, requires attunement
This tower shield is made of an unbreakable black metal.
Black Iron Aegis Mk. II
Armor (shield), rare, earth themed, requires attunement
This tower shield is made of an unbreakable black metal.
It has 4 charges, and it regains 1d4 expended charges daily
at dawn. While wielding the shield, you can use an action to
expend 1 to 4 of its charges to bash one creature you can see
within 5 feet of you. Make an attack roll with a +7 bonus. On
a hit, for each charge you spend, the target takes 2d10 force
damage and is pushed 5 feet away from you.
Alternatively, you can expend 1 to 4 of the ring's charges as
an action to try to break an object you hit with the shield. You
make a Strength check with a +5 bonus for each charge you
spend.
Black Iron Aegis Mk. III
Armor (shield), very rare, earth themed, requires attunement
This tower shield is made of an unbreakable black metal.
It has 6 charges, and it regains 1d6 expended charges daily
at dawn. While wielding the shield, you can use an action to
expend 1 to 6 of its charges to bash one creature you can see
within 5 feet of you. Make an attack roll with a +7 bonus. On
a hit, for each charge you spend, the target takes 2d10 force
damage and is pushed 10 feet away from you and is knocked
prone.
Alternatively, you can expend 1 to 6 of the ring's charges as
an action to try to break an object you hit with the shield. You
make a Strength check with a +10 bonus for each charge you
spend.
Black Iron Aegis Mk. IV
Armor (shield), legendary, earth themed, requires attunement
This tower shield is made of an unbreakable black metal.
You have resistance to nonmagical damage while you wield
this shield. Additionally, you can use an action to make
yourself immune to nonmagical damage for 10 minutes or
until you are no longer wielding the shield. Once this special
action is used, it can't be used again until the next dawn.
It has 6 charges, and it regains 1d6 expended charges daily
at dawn. While wielding the shield, you can use an action to
expend 1 to 6 of its charges to bash one creature you can see
within 5 feet of you. Make an attack roll with a +7 bonus. On
a hit, for each charge you spend, the target takes 2d10 force
damage and is pushed 10 feet away from you and is knocked
prone.
Alternatively, you can expend 1 to 6 of the ring's charges as
an action to try to break an object you hit with the shield. You
make a Strength check with a +10 bonus for each charge you
spend.