Here's what I'm thinking for Fluff -- about fifty years ago, the last of the humans died off. Most of the civil species died due to a mysterious and virulent plague. The elves, gnomes, dwarves, all of them died off. The survivors were hardy, and suffered through it but came out stronger, those who were previously relegated to the bad lands. Orcs and goblins, the dark elves who had been forced underground and were passed up by the plague, entire spread tribes of amphibious and marshland dwelling lizard-esque creatures; some that have sprung up rather recently.

 There are four rising kingdoms now, each attempting to carve out as big a piece of the land as it can for it's own needs.


The Green March - A 'kingdom' of Orcs, goblins, and dozens of related races and subraces, some so closely related as to be nameless-- mutated variations that follow in the bloodlines of those who carry them. The Green March isn't a kingdom in the traditional measure, it has a claimed area of land that it believes to be it's borders, but there are no towns or permanent settlements. The cities are massive bazarres of tents and ramshackle scavenged structures that travel in specific paterns, settling in one place for days or weeks at a time before moving. The Green March isn't known for being the most fertile land, and so it's natives are forced to travel to stay fed. When two 'citiess' meet up, they temporarily stop and merge into one for a time, engaging in trading. Food, goods, weapons, even people are traded between them. The leaders of each city routinely trade citizens between eachother during meets, to attempt to get rid of their least useful citizens and gain those who have skills the city lacks or is in short supply.
Leader: Warmistress Gratua Daggertooth
Biome: Marshlands, forests, blighted grasslands and sandy reaches.

Major Cities:
>Irondrake - A city that travels along the borders in a clockwise direction. Known for the quality of it's ironsmiths and it's defensive abilities. It is often at the forefront of any skirmishes, as it's always near the borders. It's citizens are a hardy and sometimes rowdy lot (even for Orcs), and it's brews are renown. (Leader: Shaman Jongu Firefist)

>Drakul - The only city not overseen by a 'greenskin', it is the most kept up city of all, with actual structures that are retrofitted to massive wagons rather than tents. It's a stoic city of gothic archetecture, built by the humans in their prime. Known for it's magical scholars; it's heading up the ingraination of magic into Orcish culture. Many of it's structures are towers, and the city if built into static districts, each overseeen by a sorceror. Drakul travels an outter rim around the Green march, well within the borders, but wide enough to travel a good circle. (Leader: Archmage Viratus Drakul, a vampire).

>Terrorsaw Mill - A massive structure that is an industrial size sawmill on wheels, able to clearcut and process a dozen trees at a time, surrounded by a city of tents and wheeled barge-like guildhouses. Although the city is named for the mill, it's also known as the engineering center of the Green March. From it's many renown guildhouses come feats of engineering not seen since the dwarves-- catapults, ballistas, and dozens of new types of deathbringing siege weapons-- all with new Orcish spins on them. Terrorsaw Mill travels through the forests to the southern areas of the march for iron and back. (Leader: Engine Boss Guzzug)

>Kaghwer - A city with no specific focus, it serves as the capital, traveling the smallest measure of area around the central area of the Green March. The largest structure is a rickety old tower that has been built over and around to become a cobbled together castle. Trade with outside kingdoms is managed by the magistrates of Kaghwer, who have become apt at bureaucracy and diplomacy. (Leader: Warmistress Gratua Daggertooth)


PRESTIGE: Shaman (Orc only)
Shamans have the ability to call upon their ancestral spirits, which manifest in a variety of forms to protect or fight for the summoner.

PRESTIGE: Magus (Orc and Goblin only)
Magi are the first of the Orcish sorcerors, and are far more raw and brutal than traditional mages. Their spells are almost always elemental and violent.

PRESTIGE: Engineer
Engineers are artisans of death. With scraps of wood, metal and rope they can create weapons that bring terror to their victims.

PRESTIGE: Warlord (Orc only)
Warlords are nobility, if Orcs have nobility. Since birth they are trained with dozens of weapons. They often have no skills aside from brutal combat specialization. They lead battles and are heroes of their cities.
-------

The Black Sepulchre - The last bastion of what had once been humanity. When the virulence was in it's infancy, an ancient Lich by the name of Dakhan walked the lands of the humans.. marking the sick and the dying with his sigil. He marked thousands in his pilgrimage, preaching to those who would listen about the existance of Gods from between the stars. When the last human choked out his dying breath, the dead that he had marked rose. Their corpses were not the shambling mindless undead that one would think-- they retained their memories, their free will. They retained their souls. They felt a calling to the far north, and made a pilgrimage of their own. Meanwhile, the undead all felt their own calls-- from the shambling mindless ghoul to the most powerful Lich. When the thousands of the dead arrived in the frozen north, there they found, a magnificent structure of pure obsidian, rising into the sky. Dakhan had allowed the Human culture to survive it's death, and the Kingdom of the Black Sepulchre was born.
The Kingdom is an arrogant and haughty one, very human in it's own way. It's quality of unlife is quite high, with little need for much, the citizenry of the dead wear the finest clothes that the mindles servant ghouls can produce. While it's territory is rather small-- only a hundred miles around-- it's entire surface is covered in a sprawling gothic styled necropolis of mansions, towers and keeps. Life emulates humanity, the nobility have hunts where their undead steeds will chase a reanimated fox, their feasting halls are still quite active, despite a fact of actual food or feasting. Many see it as a utopia, but there's only one caveat-- you have to be dead to become a citizen, and the ways to become a 'thinking' undead are not quite documented. Still, the youth chafe, and many a Sepulchre dweller dream of exploring the world from the windows of their necrotic palaces. The politics can be treacherous, and the only reason Dakhan keeps his throne is the running rumor that his existance is the only thing keeping his citizens animated.
Leader: Archlord Dakhan
Biome: Frozen tundra, held at bay around the population centers by sorcery.

Major Cities: (it's one big city, so each city is a 'district')
>Niflheim - The central spire of the Sepulchre, home to Dakhan and his council of lords. The entire district is one structure that expands upwards in hundreds of floors. Anyone may enter the first few floors, but the higher you go, the more exclusive the area is. Only the ancient undead Liches of Dakhan's days and a favored few are allowed within the top ten floors. Whatever it is that keeps the ice and snow away is housed within Niflheim.

>Sah'med'hi - The southern district, and the least posh of all of them. The district is a series of hundreds weathered mansions surrounding a memorial garden. Sah'med'hi is the trade district, and many of the structures are shops or the homes of tradesmen. Creatives from across the world travel there to seek apprenticeship. (Leader: Magistrate Sighal Drakul)

>Kalistrom - The northern district, and the most expensive in design. New-gothic archetecture in dozens of different styles fill it's many streets. This is home to the lower nobility, the wealthy and the well liked. Not much comes out of Kalistrom, but it can be entertaining. The core of the city is a small marketplace that sells soley imported goods, and a famed park where noble youth in dispute come to duel with rapiers. (Leader: Magistrate Kel Sahvia)

>Helheim - The western district, and the most militant. It is home to those who style themselves as soldiers or warriors. There are a handfull of militant orders of knights that live in the massive keeps that dot the streets of this district. Internal scuffles are not unheard of, and the streets are scuffed with signs of conflict over the years. The only one able to keep the district in order is the Magistrate, who has his own legion of guardsmen. (Leader: Magistrate Boradin Brokenaxe)

>Bonecrest - The eastern district, and one renown for it's sorceries. Dotted with wizard's towers, the district is one of several guilds of magic users, each specializing and preaching the superiority of their own flavor of magic.The center of the district is a large public structure, full of peaceful meditation areas, owned by the Order of Reparation-- a necromantic guild that heals the wounded and re-raises the dead. It's often called the prettiest district. (Leader: Magistrate Savant)

PRESTIGE: Lich (Undead only)
Liches are the citizens of the dead that have proved their worth to their leaders. They've been granted with immense magical power, as well as heavy social power. They are masters of necromancy and can heal the undead as well as raise their victims as mindless undead servants.

PRESTIGE: Duelist
Duelists are often knights that choose not to go with the traditional heavy armor. They wield a rapier or shortblade and are specialized at moving quickly and targeting weak points of their opponents.

PRESTIGE: Bone Knight (Undead only)
Knights are the militant order of the Sepulchre, they wear massive black armor with the colors of their order on their tabards. They dedicate their unlife to defending the weak and upholding the laws of their land.

PRESTIGE: Merchant
Merchants are specialized in trade, and speak the four common languages of the major kingdoms. Unlike many of the other prestiges, their abilities are far more open -- they choose a favored weapon from any of the major races, and have the right to travel freely within the kingdoms without being harassed. Many adventurers are lead by merchants to take advantage of their reach.
-------

The Second Empire - When the world tree disapeared beneath the planet's surface, the Elven Empire split apart. The largest piece of it stayed within the Empire, and ruled their lands until the virulence brought it to it's knees. Those who split from the Empire became the Second Empire, and set off on a voyage to seek out the world tree. There, the empire traveled and spread out beneath the surface, meeting many other cultures and species that dwelled in the deeps, and welcoming them into the Second Empire. The Second Empire ended up traveling beneath the world for thousands of years, where the absense of sun brought their skin to a palid opalescent tone, and they learned to syphon warmth from the coldest stones with magic. Scouts that returned to the surface reported how much of the land had been conquered by the younger species, and it became that the Second Empire simply could not return, for it had grown too large.
An Elven patriarch known as Galhan Bladesong lead his clan into the deeps where no other Elf would dare travel; into the cavernous bowels of the world that are full of beasts untold. The Bladesong family was presumed dead, but hundreds of years later, they returned. Galhan's decendants wore the rags of what the original Bladesongs wore, but their bodies were ridden with pustules that burst to release plantlike appendages. They swore that they had found a seed of the Tree, and that it had blessed them. Mages of the second empire were able to replicate this by taking the seeds given from their bodies and implanting them in their servants. A new caste was born, the Vinesworn, a legion of warriors who fight with plantlike growths that become weapons an armor for their body.
After the virulence, their scouts reported upon it, and the Second Empire made a mass voyage towards the lands of the Elven Empire, and it's magnificent glades. Today, the Second Empire stands strong, with a populace of hundreds of thousands. The Empire is a cruel one, however, with the powerful ruling over the weak in a system of five castes. The higher castes are often born into or raised into due to unnatural merit or magical power. The citizen caste can be raised into by serving in the military for a few years, which raises a person's direct family into citizenship, but each generation must serve or the entire family is dropped from the caste. It is unseemly for those of a higher caste to interact with lower castes outside of business or politics; families that are spread across multiple castes do not communicate at all.

The Noble Caste: They oversee almost every major operation in the Empire, from politics to merchantry.
The Mage Caste: Anyone with magical talent, and their direct family, are raised to this caste, they are like minor nobles.
The Citizen Caste: Anyone who has served in the military and their family, they may own territory, do more than menial work, serve in politics.
The Low Caste: Menial workers, often poor. Usually built of people of other races that have come to join the Empire.
The Vinesworn: Slaves in many ways-- taken from the strongest of the Low Caste, indoctrinated to be mindlessly loyal warriors.

Biome: Mountains, forests, plains.
Leader: Empress Vaella Tsael

Major Cities:
>Darrowkale - A massive domed palace that has an entire city built into it. This is where the world tree once lived. Only members of the Noble Caste and the wealthiest of the Mage Caste live. The city is abuzz of magic, and is one of the most defended structures in the world. It sits upon a massive cliff with well patrolled winding mountain roads leading to it, beneath the cliff is a river of frothy rapids. (Leader: Empress Vaella Tsael)

>Sabrehold - Once a great fortress, a town of huts has sprung up around it. This is home to the military forces of the Second Empire, and it stands along the river banks beneath the shadow of Darrowkale. Military exercises are a common sight, and the few non-soldiers that live there do so in service to the military, supplying needed trade goods to keep the forces fed, armored and prepared. (Leader: Bannerlord Araban Kaleesh)

Emperor's Walk - An ancient village that was once the private home of the first great Emperor and his favored servants. It has since grown in size to become the trade center of the Second Empire. The core of the village is ancient and beautiful stonework, but the newer structures are primarilly wooden and of a more recent style. (Leader: Magistrix Andae Benaad)

PRESTIGE: Vinesworn
Slave-like servants to the Mage Caste, the Vinesworn are indoctrinated from birth and brainwashed into being selfless and servile. They are the strongest physical combatants the Empire has, and often lead the charge to battle. It is rare, but not unheard of for a Vinesworn to flee their masters and declare their own freedom. Due to the numerousity of the Vinesworn, their masters often don't care unless the escapee is a favored servant, but the others are told that they fell in combat.

PRESTIGE: Magester / Magestrix (Elf only)
Socially privilaged, the Magestri come from many walks of life and many backgrounds, but their ability to cast spells have brought them to an almost noble standpoint. They are varried in their skills, but there is one power all Magestri share: They can enslave beings with their voices. An ability gained from the first Vinesworn, and trained down each generation of magically active Elves, this is how the Vinesworn are made, but Magestri may also use it to calm or convince others.

PRESTIGE: Drasili Hunter
The Drasili (read down in the other races) are a race said to be born from the World Tree itself.The Empire has been experimenting on them in it's quest to regain immortality. A career path for the adventurous has become to seek out the reclusive plantlife people and bring them to the Elves in chains. The skills these hunters have gained allow them to become resistant to natural poisons. The hunters specialize in wielding nets, chains, and lassos, and almost always wear head to toe cloth armor when on a hunt.

PRESTIGE: Depth Dweller
Some elves still travel beneath the world, seeking the mysteries that might enable the Empire to expand and cover their world. They are prepared for the horrors that live in the deeps and are often the best warriors the Empire has. Their eyes are enchanted to see in the darkest of chambers and they know how to survive in the most desolate of lands. They are hardy, superior creatures and more often than not disparage the weakness that posh living is playing with their species.
-------

The Slither - When mankind and it's fellow races ruled, the lizard men of the eastern marshlands were forced into slavery in the aftermath of a territory war. When the ruling races died, and their territories became the plaguelands, the Lizard men were already there to take them over. The populace swelled rapidly, and the  newly freed slaves fought against what might have been survivors. The plaguelands mottled the ground and extended the marshland from the far east to deep within the core of what was once the human territories. The lizard-people were already genetically varied in their nature, but the plagueland tainted ground created some rather sudden leaps and mutations in their evolution.
There is no longer a sole Lizard race; they're a people of such variety that to keep a list of races and subraces would be impossible. While some traits carry from region to region or village to village, the variation is too much to document. Once the Lizards had settled in their new lands, and begun to tear down the last remains of human civilization, the Drakes arrived. Children of the Dragon; the lord of chaos that had done battle with the Phoenix that had birthed the World Tree. Their society had been destroyed by the Humans in a religious crusade, and their few dozen survivors had fled to unknown palaces to hide and recoup losses. The Drakes became great patrons of the Lizards, and helped them discover a civility that one might not expect. The Lizards, while in captivity, had been tormented by wizards who kept them in line, and thusly outlawed sorcery within their lands, and saw their slavery as the lack of existence of a God. The people of the Slither are opposed to spirituality, and care more for practicality. The genetic variation has allowed them to specialize in a good many ways. Those who are amphibious and fishlike serve as aquatic scouts or fishermen, those who are hard scaled and strong serve as warriors or menial servants. The rarest mutation is a pair of wings, this has never shown to exist in any bloodline but is a random mutation. Those with wings are taken to the Drakes at birth and learn the greatest secrets of the agest past, becoming the Dragonsons, legends tell of the rebirth of Dragons coming from winged Lizard men. The Lizards are not content to live in the badlands, and have made several forays into attempting to conquer some of the nearby Green March land. The majority of the society live in rural villages made of suspended hutts over the swampy marshland. There are several cities, however.

Leader: Dragonson Atafisk Krell
Biome: Plagued marshlands, sandy hills.

Major Cities:
>Goldscale - One of the few human cities that still stands. The Drakes chose to disallow it's destruction. It was once a human capital called Goldensun. The structures are made of sandstone and clay, and it sits in the bowl atop a large hill at the northern border of The Slither. The human palace is now the home of the Drakes who aide the lizards in ruling their kingdom. Goldscale is what one might call upscale if the Lizards could conceve of lifestyle scales. (Leader: Dragonson Atafisk Krell)

>Splitscale Encampment - An encampment that was once where the enslaved Lizards were kept. Now it is where their warriors travel to in search of training, where their soldiers live between deployments, and where their prisoners are kept. The high iron walls and massive prison structure serves as the entire kingdom's dungeon. Torturers learn their craft within the stone bastion. The Encampment runs along the northern border of the swamps. (Leader: High General Ferask)

>Krell - A huge city of mud huts built over the site of their largest battle for freedom. The landmark in the center of town is a pile of human bones, topped by the bones of the human Lord Johon Krell, who has a sword shoved through his forehead. The battle of Krell was lead by the first Atafisk, who was the leader of the freed slaves. He struck down the human lord and declared The Slither into existance; his son was the first Dragonson, and the current leader of his people. The city is never quiet, as families of the Lizards who died in the battle make yearly pilgrimages to the site of the battle. (Leader: Mayor Slissk)

>Grimtooth - A Kobold city, originally neutral to the Slither. When they were beset upon by Tengu raiders, the Slitherans came to their defense, and the Kobolds swore fealty. The entire Kobold race has now joined The Slither. Grimtooth is at the western border of The Slither, and often trades with the Orcs who travel nearby several times a year. (Leader: Marchlord Raask-hi)

PRESTIGE: Alchemist
The Plaguelands are just swarming with new and unique chemical compounds. Alchemists have learned to use them as weapons, cures, and oddly enough, liquors. Some of the best Alchemists are the brewmasters of Krell, who create new and original alchoholic beverages. Alchemists travel from around the world to experience the plaguelands, but the best and foremost are born in The Slither.

PRESTIGE: Raptor (Lizard only)
From the village of Hisswrath come the Raptors. They've mastered the ability to move quick and strike fast within the biome of their mud-ridden homelands. They can move silent and strike with daggers before many even know they are there. Their skills have made them the official rangers of the Slither, and Lizards from across it come to Hisswrath to join.

PRESTIGE: Slaver
The hundreds of years in slavery did a lot of damage to the Lizards as a species, and some of them feel compelled to strike back. Slavers travel outside of The Slither to seek out other races and capture them. There are slaver markets that pop up around the border frequently, and while not advocated by the leaders of the Lizards, they understand it. It is not uncommon for the more powerful citizens of The Slither to have a slave or two. Slavers specialize in trapping, they know how to set elaborate traps, and in combat they are masters of the wooden quarterstaff, as not to kill the merchandice.

PRESTIGE: Rogue
The military life in Splitscale isn't for everyone that is chosen to live it. There is a known element of rogue soldiers that completed their training before escaping. These Rogues are masters of escape, as they are wanted criminals, as well as having the basics of a military training. They often turn to banditry and plague nearby civilizations. The Rogues are often those that feel entitled to a better life than selflessly defending their weak. The populace sees the rogues as dangerous, and the military has spread stories of rogues engaging in cannibalism.

-------
Other Races:

The Tengu:
Bird-like men from the mountains far to the south. They live in mountains so high that no other species really wants their land. While they had occasional territorial battles with Harpies before the virulence, they mostly died off during it. The Tengu found themselves unaffected by the plague and have begun to expand into territory that once belonged to other avian species, which has brought them into more contact with land faring species. The Tengu live in clans, and each clan has it's own feather markings.

>Red Mask Clan: These Tengu have red feathers from below their eyes to the plumage coming from their heads. They are casually sociable but tend to enjoy combat and will occasionally raid villages for supplies.

>Azure Wings Clan: With sky blue feathers along the edges of their wings, these Tengu tend to be friendly to strangers and inquisitive. Their lives in the high peaks have kept them for centuries from engaging the non-winged races, and they enjoy traveling to meet strangers.

>The Shadow Clan: Pure black with only white circles around their eyes, the Shadow Clan are inscrutable. Rumors and legends speak of their skill as assassins, but the truth is that nobody can tell of seeing one fight. They don't deal well with non-Tengu and will often take offense at breakings of perceived ettiquette.

(there are other clans, and players can create their own, these are merely samples).

PRESTIGE: Monk
The monks are the spiritual heads of Tengu society, they debate on the nature of the Gods and help their citizens to deal with crises. They're also the militant heads of Tengu society; teaching martial arts and acting as tacticians during battles. Occasionally a member of another species with a spectacular destiny or air of power will be tutored by the Monks of the Tengu to become one of them.

PRESTIGE: Samurai
The Samurai are the most renown of the militant forces of the Tengu. They wear lightweight wooden and leather armor that allows them to fly while defended. Samurai carry any measure of weapon, from spears to swords, but are always masters of their chosen weapon. Samurai youth on the cusp of adulthood and aging Samurai before retirement go on pilgrimages to the lower lands to learn from the people and teach what skills they have. Some of the human kingdoms had samurai who learned their skills from the Tengu. These skills are now being gradually introduced to the new superior races.

--

The Lichborne:
A pale and hairless species of humanoids from the frozen north, they resemble humans but for a lack of a protruding nose, ears and four digits on each limb. The Lichborne are a new species, or a mutation of the humans, perhaps. They live in tribes that compete for territory, surviving on fishing and hunting. Their huts are made of snow, whale bones and tanned leather. They have an inborn immunity to the cold, it seems, and ice based spells don't harm them. Their culture is quite hard to understand, as few have gotten close enough to figure it out. When a task needs doing, it is done without words passing, and there is a distinct lack of spoken language, implying perhaps a psychic connection to eachother. Their name comes from rumors that they were originally created by mages of the Black Sepulchre as a workforce species.

PRESTIGE: Linklord
This Lichborn is it's community's psychic hub-- all of the Lichborn in it's village are in constant communication with it, and almost share one mind. The Linklord lead's it's village and makes critical decisions. It is capable of speaking with outsiders via psychic skills.


--

The Seraphi:
Winged creatures that resemble angels of legend, the Seraphi are a new phenomenon in the world. After the plague struck, the first Seraphi appeared, claiming to carry messages of a second great calamity to come. The Seraphi come and go as they will, seeming to be able to manifest and de-manifest freely. At any given time there could be as few as a hundred or as many of a few thousand on the planet, and they seem to be called to the site of battles. Sometimes when a particularly renown warrior is struck down a Seraphi will appear to take them away; survivors have sworn seeing them amongst the Seraphi later on. Indeed, the Seraphi can be of any species, merely winged and unearthly in how they glow. The Seraphi carry glowing spears as their insignia of office, and seem to have some sort of a rank system. When asked about their intentions for the world, they've only responded vaguely about being there to save it.

PRESTIGE: Cherubim
The Cherubim wear flowing tabards with a lion's head on it. They are the most combatitive of any of the Seraphi orders, and are the most active when it comes to battle. The Cherubim have been known to engage other Seraphi in battle at times, implying that there may be internal conflict. Their established intent is to protect the world, even if they have to conquer it to do so.

PRESTIGE: Gavriel
The Gavriel wear purple lined robes, and always carry a book chained to their side. They are focused on education and will often descend to the surface of the world merely to give a sermon or lesson. Their leaders are the most communicative of any, and often speak to the world leaders. They are focused on aiding in recovering lost knowledge.

--

Drasili:
An ancient and immortal plantlike species of green and brown beings. They claim to have been birthed from the seeds of the world tree, and they are dedicated to reviving the plagued lands that have grown from the virulence. A neutral species, they travel in groups of three to ten and use their magic soley to heal the world. The resurgence of the Second Empire has caused them to become warlike; the elves have begun attempting to capture them in droves, with a raising slave trade of neutral parties selling captive Drasili to the elves. Rumors tell of the horrific experiments that elven magisters have gone through with in attempting to steal the Drasili's immortality. The Drasili have one major defense mechanism, however-- once per day their bodies can produce a spray of almost any natural compound; from toxic poisons to healing potions, they can produce them. The Drasili can change their form at will, but always remain on two legs and always have their ropey barklike exterior. Amongst themselves, their common forms resemble a praying mantis, but outside of their home glades they often take human-like forms.

PRESTIGE: Druid
The Druids are a sect of Drasili that gave up their immortality to become one with the lands. They give up their bodies, which peel back into a mere seed, which is planted to form a great tree. The tree then gains the ability to become one with all life in a mile radius around it. All animals and plants become one with it's will. A Druid can not leave it's territory, but anything that does retains it's connection to the druid. An adventurous druid might send one of it's most prized animals out to explore the world, in this way the druid becomes a wealth of knowledge. A druid has no mouth and thus can not speak; or posess sentient life like it does the other life around it, but other Drasili can communicate with one.

PRESTIGE: Tainted
Tainted Drasili are members of their species who have abandoned their ways of healing the world. Often times this occurs when a Drasili itself becomes corrupted by over-exposure to the plaguelands. Madness descends upon the tainted, and they become focused on helping the corrupted lands grow outwards. The Drasili loses it's ability to create any non-toxic compound, but is able to use their toxic spray ability four times per day. The Tainted Drasili are warlike and their limbs begin to grow thorns.