How to Create Memorable NPCs for D&D

One of my favorite parts of running a D&D game is creating NPCs that feel real—characters who aren’t just static quest-givers or background filler, but who come alive and become memorable parts of your players’ journey.

By definition, NPCs (non-player characters) are anyone the DM controls: allies, enemies, townsfolk, or that one rival the players love to hate. But how do you make them stand out? How do you bring them to life in a way that feels authentic?

Over the years, I’ve found a few strategies that help—and they’re inspired by both my own experience and a fantastic book on writing called The Fantasy Fiction Formula by Deborah Chester. (Highly recommended if you’re into world-building and character development!)

First, let’s talk about character roles. In a novel, you have primary characters (the heroes and main villains), secondary characters (mentors, allies, lieutenants), and minor characters (the shopkeepers, guards, or random travelers). In D&D, these roles are flexible—an NPC who starts as minor can quickly become a fan-favorite or even a critical part of the plot if the players decide to pull them into the spotlight.

When I’m creating an NPC, I like to think through their physical attributes—how they carry themselves, whether they have a distinctive accent or a unique mannerism. Then there’s the name. Does it fit the culture and tone of your world? A good name can do a lot of heavy lifting. I also consider their psychological traits. What motivates them? What’s driving their actions or their fears? And finally, there’s complexity. This isn’t about endless backstory. Complexity comes from the little contradictions and internal conflicts that make a character feel real in the moment.

Deborah Chester makes a great point about this: complexity doesn’t mean adding more details—it’s about letting those conflicts play out naturally during the story. In D&D, that’s often through interactions with the party and how NPCs respond to the events of the campaign.

Speaking of which—character development is another key piece. For me, this isn’t about scripting out an NPC’s entire arc in advance. It’s about staying flexible and watching how the campaign unfolds. A tool I like to use is what I call the “encounter response” method: after major encounters, I think about how the NPCs are reacting to what just happened—just like the player characters do. Are they rethinking their loyalties? Are they spooked by something the party did? Those changes can build organically over time.

Finally, there’s the matter of introducing NPCs. Sometimes it’s a memorable line of dialogue. Other times it’s their environment—what’s around them says a lot about who they are. And often, it’s in the action itself—seeing them make choices, take risks, or stand up to a threat. That’s usually my favorite way to reveal what makes them tick.

Of course, sometimes the best NPCs are the ones you make up on the fly when the players wander off your carefully prepared path! That’s part of the magic—NPC creation is fluid. Whether you start with a fully detailed character or just a name and a quirk, what matters is how you bring them to life at the table.

If you’d like to see more examples of how I use these ideas in my own campaigns, check out the video. I dive deeper into each piece and share some personal stories of NPCs that took on a life of their own.

Let me know in the comments what approaches you’ve found work best for your NPCs!

Cheers,
Brian