Entity 43
rating: +6+x

A typical Wormling. Sizes vary.

Entity Number: 43

Habitat: Level 0, Level 3, Level 140, Level 300, Others


Entity 43, also known as Wormlings, are small worm-like creatures that can be found in the Backrooms. The bite of a Wormling can remove random memories from a person's mind. In addition, eating a memory worm whole will remove even more random memories. Grinding up Wormlings and boiling their juices results in a drug called Memory Juice, an addictive drink that alleviates stress.


Wormlings are hive minded creatures, they will crawl around in packs of 3 to 8 in search of victims to bite. They will typically burrow into the walls or corpses to make nests and reproduce. They prefer moist, rotten environments, making them susceptible to containing strands of the Disease. The creation of an insect extermination M.E.G. team has been considered for this very reason. They have been found on Level 0, Level 3, Level 34, Level 62, Level 188, and several others (typically in much smaller quantities).


With proper protection (mainly gloves), Wormlings become no more dangerous than any other worm, allowing more in depth study. Wormlings have a similar biology to the 'tiger worm', but include a small pocket of venom where the pharynx is typically located, making normal digestion impossible. Instead, they seem to feast on actual memories (how this sustains them is unknown). Wormlings live up to 8 months, and will shrivel up and die if they don't eat a sufficient amount of memories. Sized vary from 2 to 5 inches long.

Being one of several entities born from Entity 42, Wormlings likely draw their dependence on memories from the metaphysical and psychological effects of the Memory Worm. And since they are born from the Memory Worm, all Wormlings are technically made of human remains, defecated/birthed from the Memory Worm.


Wormlings have the appearance of normal worms. Since the actual age of the Memory Worm is unknown, they may have been around since the first humans found the backrooms, and disregarded them as normal worms. First occurrence of worms with memory-altering abilities were found on Level 389.

The M.E.G. first learned of the existence of Wormlings when a raiding party, made up of unidentified armed personnel, stormed Level 0 and tore open several walls to collect worms. It was later revealed that this group was attempting to create Memory Juice.

Do's and Don'ts:


  • Wear protective shoes when roaming the Backrooms (if not applicable, wrap your feet in other clothing)
  • Stomp out any nests you see of Wormlings


  • Allow yourself to be bitten by a Wormling
  • Consume unboiled Memory Juice

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