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An aerial photo of the level’s palm trees.
Level 42 is the 43rd level of the Backrooms. It consists of a palm forest that covers an underground ocean.
Description
Level 42 is a potentially infinite flat area consisting of a dense forest composed of various types of palm trees bearing occasional fruit. The ground is made entirely of sand, and large areas may contain no trees at all.
The level has no rain, clouds, or day-night cycle, remaining in a constant hot and dry state, with temperatures ranging from 31°C to 38°C due to the unceasing sun. The trees possess anomalous resistance to physical damage, and the sound of rustling leaves is constant throughout the level.
Various kinds of fruit can be found on the palm trees with relative ease, especially on the taller ones. They provide relatively low nutritional value and water content, but are sufficient to aid survival.
Water-filled wells are relatively common, appearing approximately every kilometer. The properties of the water have not been thoroughly studied. Drinking it causes abdominal pain, although contact with the water is considered harmless.
At the bottom of these wells is a weathered metal hatch that can be opened with little effort. Passing through it leads to an infinite underground ocean. From this point onward, the level's anomalous properties allow normal breathing underwater while completely negating water pressure.
The underground ocean is divided into several regions, listed below:
- Shallow Waters: Located above 300 meters in depth. Home to jellyfish and schools of fish.
- Mid Waters: Located between 300 meters and one kilometer in depth. Home to shrimp and jellyfish.
- Red Waters: Regions found near the red trees. They are extremely dangerous, as they are inhabited by Vermelids. Schools of fish are commonly seen along their edges.
- The Abyss: Located more than one kilometer below the underground ocean. It contains very little light and is inhabited by abyssal fish. The temperature decreases progressively with depth.
The roots of some of the taller palm trees extend into the underground ocean. Smaller roots remain attached to the ceiling, while larger ones appear to descend toward its hypothetical bottom. Algae grow extensively on these roots, creating narrow passages and reducing visibility, making them ideal habitats for small creatures such as shrimp. The red trees possess significantly thicker and longer roots, which are notably free of algae.
Phenomena and Anomalies
Mirages are commonly observed while traveling across the surface, often depicting lakes or modern houses. These phenomena produce feelings of psychological comfort while reducing awareness of basic survival needs. Their frequency increases in proportion to the amount of time spent within the level.
Trees with a distinctive red coloration can occasionally be found. Approaching or touching them produces no immediate effect, but after several minutes the frequency of mirages increases dramatically. The water inside nearby wells will also turn red, leading to a particularly dangerous region of the underground ocean.
The fruits produced by the red trees are commonly referred to by travelers as Scarlet Fruits. They possess high nutritional value and water content, but consuming them is discouraged due to their anomalous properties and unknown origin.
After approximately 40 days within the level, some mirages begin to take on physical form, resembling distant acquaintances while offering assistance and displaying cooperative behavior.
Victims gradually begin interpreting illusory resources as genuine, believing they have secured a safe shelter. At this stage, a progressive loss of critical perception occurs, ultimately resulting in heatstroke, dehydration, and exhaustion without recognizing their actual condition.
Survivors struggle to describe the behavior of these manifestations, reporting only that subtle inconsistencies and flaws become noticeable within the illusion, although they are unable to explain exactly what felt wrong.
Accepting help from strangers after spending an extended period within the level is strongly discouraged. These manifestations rarely approach large groups, preferring isolated individuals.
If a wanderer recognizes the deception, they should avoid confronting the manifestation, as suspicion appears to intensify the illusion. Instead, the recommended response is to create distance from the phenomenon until its effects subside.
These manifestations appear more frequently near red trees. Once the interaction with a wanderer ends, the manifestation gradually loses visual consistency before disappearing entirely.
- Medium-sized ships can occasionally be found partially buried beneath the sand. The interior always contains supplies, including bottles of Almond Water, drinking water, and basic food. They are considered safe shelters, but most rooms are inaccessible, and the ship is always tilted, reducing long-term stability. They show signs of decades of exposure to heat and have no known origin.
- An extremely rare flower can be found near red trees, creating a striking contrast. It is white and has three petals, and can be collected easily by wanderers. It serves as a charm that slightly increases awareness and lucidity during illusions.
Entities
Entities of the underground ocean:
- Jellyfish: Creatures found in shallow and mid regions of the entire ocean. They are bioluminescent, illuminating large parts of these areas and causing mild shocks upon contact with wanderers. Some long algae species can attach and grow on their bodies. They absorb nutrients and energy directly from the level’s water.
- Shrimp: Found in mid regions of the underground ocean, mainly beneath wells. They feed on algae and organic matter.
- Schools of fish: Small silver fish found throughout the underground ocean. They usually flee from wanderers and tend to swim near the edges of red water regions.
- Abyssal fish: A group of large anomalous species found at depths greater than one kilometer. In general, they follow wanderers when spotted, showing behavior that ranges from docile to hostile. Explorers report that they disappear when reaching illuminated regions and are never found near red water. Strange and disturbing sounds such as screams, singing, and laughter have been associated with these entities. No specimen has been observed feeding.
- Vermelids: Highly lethal entities found in the center of red water regions of the ocean. They are extremely territorial and attack any creature that enters the red waters. Their attacks are fast and almost always fatal.
Bases, Outposts and Communities
M.E.G Base “Red Tide”
- Medium outpost installed near a partially buried ship.
- Houses 20 to 30 members.
- Conducts scientific expeditions to the red trees.
- Trades with wanderers and provides temporary shelter.
Oceanographic Research Outpost
- Small independent group dedicated to the study of the underground ocean.
- Has around 15 members.
- Investigates currents and marine fauna.
“Shipwrecked” Community
- Group composed of wanderers who have spent a long time in the level.
- Live alternating between partially buried ships.
- Possess approximate maps of the level’s wells.
- Has 8 members and accepts incoming wanderers.
Entrances And Exits
Entrances
- Entering abandoned ships found in aquatic levels may occasionally lead to Level 42.
- Entering a well in any level may lead to Level 42.
- Ingesting palm leaves found in any level can leads to the surface of Level 42.
- Following an underwater current in Level 7 brings the wanderer to the underground ocean of Level 42.
- Finding and passing through a well in one of the pools in Level 37 leads to the underground ocean of Level 42.
Exits and currents
- Turning the vessel's wheel fully to the right leads to Level 39.
- Walking continuously through a treeless area for several hours leads to Level 46.
- Shallow currents: Can lead to Level 48 or Level 194.
- Mid currents: Can lead to Level 37 or Level 43.
- Red water currents: Lead to a dead end, resulting in death.
- Abyss currents: Lead to Level Level 7.


