Entity 207
rating: +31+x
An artistic depiction of a Will o' Wave.

Entity Number: 207

Habitat: Level 183 and other flooded levels


Will o' Waves are small, bioluminescent shrimp-like creatures that roam the dimly lit, flooded levels of the Backrooms. These entities, despite their grotesque appearance, are completely docile in nature and are even said to be a good omen for travelers. Their lights often lead people to safe places and resources, avoiding any dangers that may be lurking nearby.


Little is known about the nature of Will o' Waves, but they are typically located in dark, underwater environments, regardless of the water's quality or salinity. Will o' Waves travel in shoals of up to roughly 50-300 individuals, moving in single file down watery channels usually following the current. They strongly dislike artificial light and will vanish immediately when shined on.

Will o' Waves are completely docile and would usually ignore any passerby in their location. If approached slowly and given at least several drops of fresh blood, Will o' Waves emit a gentle harmonious humming tune and perform synchronized flashes from the back to front of the shoal. Following the shoal will often lead travelers to areas of low entity count, high amounts of resources and supplies, or even exits and passageways that are otherwise hard to find. It is currently unknown if this aid is intentional.


Will o' Waves are semi-crustacean entities roughly 13-15 centimeters in length with similar anatomy to a shrimp. Its exoskeleton is completely translucent, though none of its internal organs are visible, and whether said organs exist is currently unknown. Will o' Waves possess a set of long, sharp teeth and a flexible jaw, however their hunting behavior has never been observed. The entity's most prominent feature are the bioluminescent dorsal spines across its back, which emit a bright blue light that it can flash independently. Two red bioluminescent patches are also located right behind its eyes, which seem to help it navigate in the water.

Will o' Waves biological findings are not yet well studied. This is due to the entity's bizarre capabilities. Will o' Waves are partly intangible, while clearly physically present, slipping past solid objects as water would. When startled, they simply dissolve into the water, leaving behind a cloud of glowing golden particles that stick onto whatever they come into contact with. These particles are hard to remove and highlight the location of the covered individuals to all nearby entities. This defensive strategy makes Will o' Waves completely immune to capture.

Do's and Don'ts:


  • Turn off all flashlights and burn-out torches.
  • Slow down your movement and avoid splashing.
  • Follow them wherever they go, regardless of anything.
  • Hum softly; this will encourage them to sing and shine brighter.


  • Flash your lights or throw objects at them.
  • Go in the opposite direction; this almost always leads to disaster.
  • Attempt to seize or attack them.
  • Splash violently or discharge electricity in the water.
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