Worm that Walks
Medium undead, any evil alignment
Armor Class 17 (see equipment; 20 with
mage armor)
Hit Points 231 (22d8+132; bloodied 115)
Speed 30 ft.
| STR | DEX | CON | INT | WIS | CHA |
| 17 (+3) | 18 (+4) | 23 (+6) | 22 (+6) | 15 (+2) | 18 (+4) |
Savings Throws Str +4, Dex +12, Con +14, Int +14, Wis +10, Cha +12
Skills Arcana +20, History +13, Perception +9, Stealth +11
Damage Resistances cold, poison, psychic; bludgeoning, piercing, and slashing that is nonmagical
Damage Immunities necrotic
Condition Immunities charmed, grappled, exhaustion, frightened, paralyzed
Senses truesight 120 ft., passive Perception 19
Languages Common plus up to five other languages
Challenge 23 (50,000 XP)
Proficiency Bonus +7
Decompose (1/Day). When the worm that walks is reduced to 0 hit points, it falls into a pile of vermin (worms, maggots, etc., use two swarms of insects) that immediately attempt to escape by slithering through holes or burrowing into the earth. Any items or equipment worn or carried by the worm that walks fall to ground in the area previously occupied by the worm that walks. Unless the swarms are destroyed, the worm that walks reforms from them 24 hours later.
Horrifying Attack. When the worm that walks
engulfs a creature, each of the creature’s allies within 60 feet of it, and that can see the attack, must make a DC 21 Wisdom saving throw or become frightened for 1 minute. A creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success. The saving throw is made with disadvantage if the engulfed creature is reduced to 0 hit points by the attack.
Magic Absorption. If a worm that walks is hit by an attack spell or succeeds on a saving throw from a 3rd level spell or lower it is unaffected by the spell and instead regains (4) 1d8 hit points per level of the spell.
Magic Weapons. The worm that walks’ weapon attacks are considered uncommon magical items for overcoming resistances.
Swarm Form. The worm that walks can move through a space as narrow as 4 inches wide without squeezing.
Turn Resistance. The worm that walks has advantage on saving throws against any effect that turns undead.
Withering Aura. A creature that touches the worm that walks, or hits it with a melee attack within 5 feet of it takes 13 (3d8) necrotic damage and the worm that walks regains an equal amount of hit points.
Unstoppable (3/Short Rest). The worm that walks can use a reaction at the end of its turn or 2 legendary actions to remove one or two conditions or effects it is suffering.
Equipment. A worm that walks typically has several magic items in its possession. The sample here has the following magic items (included in its AC and attacks):
bracers of defense and a
ring of protection.
ACTIONS
Multiattack. The worm that walks makes two
slam or
chill touch attacks.
Slam. Melee Weapon Attack: +10 to hit, reach 5 ft., one target.
Hit: 5 (1d4 + 3) bludgeoning damage plus 13 (3d8) necrotic damage.
Chill Touch. Ranged Spell Attack: +13 to hit, range 120 ft., one target.
Hit: 18 (4d8) necrotic damage and the target cannot regain hit points until the start of the worm that walks next turn.
Engulf (Recharge 5-6). The worm that walks can move up to 20 feet and enter the space of a Medium or smaller creature, swallowing it in a mass of vermin. The target must make a DC 21 Constitution saving throw or take 20 (8d4) piercing damage plus 28 (6d8) necrotic damage and be blinded and restrained on a failed save. The affected creature takes 20 (8d4) piercing damage plus 28 (6d8) necrotic damage at the start of each of the worm that walks' turns. The creature can make a DC 21 Dexterity saving throw at the end of each of its turns to shake of the vermin, ending the effect on itself on a success and moving to an unoccupied space adjacent to the worm that walks.
Spellcasting. The worm that walks is a 20th-level spellcaster. Its spellcasting ability is Intelligence (spell save DC 21, +13 to hit with spell attacks). The worm that walks typical has the following wizard spells prepared:
Cantrips (at will):
acid splash, chill touch (see "Actions"), mage hand, prestidigitation, vicious mockery
1st level (4 slots):
burning hands, detect magic, inflict wounds, mage armor, magic missile, shield
2nd level (3 slots):
blur, darkness, detect thoughts, melf’s acid arrow
3rd level (3 slots):
counterspell, dispel magic, fireball, haste
4th level (3 slots):
blight, banishment, fire shield, evard’s black tentacles
5th level (3 slots):
cloudkill, dispel good and evil, geas, scrying
6th level (2 slots):
disintegrate, mass suggestion
7th level (2 slots):
finger of death, delayed blast fireball
8th level (1 slot):
abdi-dalzim’s horrid wilting, power word stun
9th level (1 slot):
meteor swarm*
*Note: If the worm that walks doesn't use meteor swarm, it is only a CR 19 threat worth 22,000 XP.
LEGENDARY ACTIONS
Worm that walks can take 2 legendary actions, choosing from the options below. Only one legendary action option can be used at a time and only at the end of another creature’s turn. If Worm that walks has unspent legendary actions at the end of the round, it may spend and immediately use its remaining legendary actions. A worm that walks regains spent legendary actions at the start of its turn.
Cantrip. The worm that walks cast a cantrip at 17th level.
Slam. The worm that walks makes a
slam attack.
Swarm Movement (Cost 2 Actions). The worm that walks transforms into a swarm of vermin and can move up to twice its speed. During this movement it can move through other creature's spaces and attack rolls targeting it have disadvantage. The first time the worm that walks enters a creature's space, the creature takes 5 piercing damage.
Feed (Costs 2 Actions). A creature engulfed by the worm that walks takes 28 (6d8) necrotic damage and the worm that walks regains half as much hit points.
