Hong's Britannia 3E NPC collection

[hong]

Something relatively conventional for once: a fiendish bronze dragon, albeit using some feats from the Draconomicon. Thanks to CRGreathouse's dragon generator for doing most of the hack work.



Malentha: fiendish female young adult bronze dragon; CR 12; Large Dragon (water, spirit); HD 18d12+72 (200 hp); Init +4; Spd 40 ft, fly 150 ft (poor), swim 60 ft; AC 26 (touch 9, flat-footed 26); BAB +23; Grap +28; Atk +23 melee (2d6+6, bite) and +18/+18 melee (1d8+3, 2 claws) and +18/+18 melee (1d6+3, 2 rear claws) and +18 melee (1d8+9, tail slap); S/R 10 ft/5 ft (10 ft with bite); SA Breath weapon, frightful presence, spell-like abilities, spells; SQ Alternate form, blindsense 60 ft, DR 10/magic, darkvision 120 ft, electricity immunity, cold and fire resistance 10, SR 23; AL CE; SV Fort +15, Ref +11, Will +15; Str 23, Dex 10, Con 19, Int 18, Wis 19, Cha 18.

Skills and Feats: Bluff +11, Concentration +23, Diplomacy +27, Listen +23, Spot +23, Flyby Attack, Heighten Breath, Improved Initiative, Power Attack, Recover Breath, Shape Breath, Wingover.

SA — Breath Weapon (Su): 80-ft line (40-ft cone if shaped), 10d6 electricity, Reflex DC 23 half (or higher if heightened); or 40-ft cone (80-ft line if shaped) repulsion 1d6+5 rounds, Will DC 23 negates (or higher if heightened).

SA — Frightful Presence (Ex): 150 foot radius, 17 HD or fewer, Will DC 23 negates.

SA — Spell-Like Abilities: At will — speak with animals. Caster level 5th.

SQ — Alternate Form (Su): Malentha can assume any humanoid form of Medium size or smaller as a standard action 3 times per day. This ability functions as a polymorph spell cast by a 5th level sorcerer, except that she does not regain hit points for changing form and can only assume the form of a humanoid. Malentha can remain in her humanoid form until she chooses to assume a new one or return to her normal form.

Spells Per Day (6/7/5; save DC = 14 + spell level): 0 — dancing lights, detect magic, mage hand, mending, ray of frost, read magic; 1st — bless, shield, true strike; 2nd — blur, cure moderate wounds.

 

[hong]

And a fiendish rogue eidolon, heavily customised. The fiendish template gets a lot of use IMC as a general "horrible creature from hell" treatment.

Pellaron: advanced fiendish rogue eidolon; CR 12; Large Construct; HD 18d10+30 (150 hp); Init +0; Spd 30 ft (can’t run); AC 21 (touch 9, flat-footed 21); BAB +13; Grap +22; Atk +19/+19 melee (2d6+5, 2 slams); S/R 10 ft/10 ft; SA Blood spray, smite good (+18 damage), spell-like abilities; SQ Construct traits, DR 10/magic and blacksteel, cold and fire resistance 10, SR 23; AL NE; SV Fort +6, Ref +6, Will +8; Str 21, Dex 11, Con —, Int 2, Wis 14, Cha 13.

Skills and Feats: Weapon Focus (slam).

SA — Blood Spray (Su): As a free action, Pellaron can spew a gout of thick blood in a 20-foot cone. Any creature struck by this blood must make a Will save (DC 20) or be afflicted by a terrible madness that causes it to see all its friends as hated enemies. This is a mind-affecting, compulsion effect that lasts for 3d6 rounds. It can use this ability once every 1d4 rounds.

SA — Spell-Like Abilities: 3/day — dimension door, symbol of madness (DC 18).

 

[hong]

A huge smoky thing that floats inside your lungs and rips you up from the inside out. And you thought passive smoking was bad. This one is almost exactly by-the-book, I think.


Shemsarifal: advanced fiendish belker; CR 11; Huge Elemental (air, spirit); HD 21d8+63 (170 hp); Init +5; Spd 30 ft, fly 50 ft (perfect); AC 24 (touch 13, flat-footed 19); BAB +15; Grap +29; Atk +20/+20 melee (1d8+6, 2 wings) and +17 melee (1d6+3, bite) and +17/+17 melee (1d4+3, 2 claws); S/R 20 ft/20 ft; SA Smoke claws, smite good (+21 damage); SQ Darkvision 60 ft, cold and fire resistance 10, DR 10/magic, smoke form, elemental traits, SR 25; SV Fort +12, Ref +17, Will +10; Str 22, Dex 20, Con 17, Int 6, Wis 12, Cha 11.

Skills and Feats: Listen +20, Move Silently +25, Spot +20, Alertness, Cleave, Great Fortitude, Iron Will, Multiattack, Weapon Finesse, Weapon Focus (wings), Power Attack.

SA — Smoke Claws (Ex): Shemsarifal can engulf opponents by moving on top of them. It fills the air around one Large or smaller creature without provoking an attack of opportunity. The target must succeed at a DC 23 Fort save or inhale part of the creature. Smoke inside the victim solidifies into a claw and begins to rip at the surrounding organs, dealing 3d6 points of damage per round. An affected creature can attempt a Fort save each subsequent round to cough out the semivaporous menace; this requires a standard action.

SQ — Smoke Form (Su): Shemsarifal can assume smoke form at will. It can switch forms once per round as a free action and spend up to 20 rounds per day in smoke form. In smoke form, it can fly at a speed of 50 feet (perfect). The ability is otherwise similar to the gaseous form spell (caster level 20th).

 

[hong]

And here's a tree fiend that wants to eat you. A more malevolent version of Old Man Willow from FotR.

This monster and the previous three were encountered in the same session as Faerinel the ghaele. None of them actually presented that much of a threat, but they did drain the PCs' resources, making the ghaele fight that much harder.

A highlight of the fight against Kas'lik was the mage using telekinesis to throw the knight at the tree. The tree was about to eat a hapless NPC, but the knight got there just in time to stop it.


Kas’lik: fiendish ironmaw; CR 13; Huge Plant (spirit); HD 18d8+108 (190 hp); Init –1; Spd 10 ft; AC 25 (touch 7, flat-footed 25); BAB +13; Grap +51; Atk +21 (x4) melee (2d6+10/19–20, 4 tendrils) and +16 melee (1d8+5, bite); S/R 15 ft/5 ft (60 ft with tendril); SA Swallow whole, lifedrain, constrict 2d6+10, improved grab; SQ Resistances, cold and electricity immunity, DR 10/magic and slashing, SR 17, plant traits, SR 30; AL NE; SV Fort +20, Ref +6, Will +7; Str 30, Dex 9, Con 23, Int 14, Wis 13, Cha 14.

Skills and Feats: Hide +6 (+21 in wooded areas), Listen +14, Spot +13, Alertness, Cleave, Great Cleave, Improved Critical (tendril), Improved Natural Attack (tendril), Power Attack.

SA — Improved Grab (Ex): If Kas’lik hits a Large or smaller opponent with its tendril attack, it deals normal damage and attempts to start a grapple as a free action without provoking an attack of opportunity (grapple check +51). If it gains a hold, it can constrict. Kas’lik gains a +20 racial bonus to grapple checks, but it normally uses this to negate the –20 penalty to be considered not grappled. Each round, the fiendish ironmaw can make another grapple check to draw a held opponent 10 feet closer, in addition to dealing damage.

A tendril can be severed by a single attack with a slashing weapon that deals at least 20 points of damage.

SA — Lifedrain (Su): Kas’lik can drain the life force of its victims as they are held in its grasp. Anyone grappled by a tendril must make a Fort save (DC 22) or take 1d6 points of Constitution damage.

SA — Constrict (Ex): With a successful grapple check, Kas’lik can crush an opponent for 2d6+10 points of damage.

SA — Swallow Whole (Ex): As a standard action, Kas’lik can attempt to swallow whole a Large or smaller creature that is adjacent to its space. It makes a new grapple check, and if it suceeds, it swallows its prey, dealing bite damage in the process. A swallowed creature takes 2d6 points of damage and 1d6 points of Constitution damage each round it remains in the ironmaw’s digestive chamber. A DC 22 Fort save negates the Constitution damage. A swallowed creature can attempt to cut its way free by dealing 30 points of damage to the ironmaw with a light slashing or piercing weapon.

SQ — Resistances (Ex): Acid, cold and fire resistance 10.



Notes:
- The ironmaw is from the Fiend Folio. I changed its attach ability to improved grab, because IMO the grapple mechanic is better for this sort of thing. Similarly, engulf was switched to swallow whole.
- Wounding got changed to lifedrain, dealing Con damage on a failed save. Much more sinister.

 

[hong]

A "dragon" that the party fought, several sessions back. They took a fair bit of damage before forcing it to retreat. Then the knight got cocky, and with the aid of air walk, set off after it, forgetting about its breath weapons. Nothing gladdens a DM's heart like saying "make 10 Reflex saves" when a PC is beating on your baby.


Sithramir: half-fiend 10-headed cryohydra; CR 13; Huge Outsider (spirit, cold); HD 10d10+70 (130 hp); Init +3; Spd 20 ft, fly 20 ft (average), swim 20ft; AC 24 (touch 11, flat-footed 21); Base Atk +10; Grap +25; Atk +16 melee x10 (2d8+7, bite); Full Atk +16 melee (2d8+7, bite); S/R 15 ft/10 ft; SA Cold breath, smite good (+10 dmg), spell-like abilities; SQ SR 20, DR 5/magic, fast healing 20, immunities, resistances; AL NE; SV Fort +16, Ref +12, Will +5; Str 25, Dex 16, Con 24, Int 6, Wis 10, Cha 11.

Skills and Feats: Listen +13, Spot +13, Swim +20, Blind-Fight, Combat Reflexes, Improved Natural Attack (bite), Iron Will, Weapon Focus (bite).

SA — Cold Breath (Su): 10 jets 10 ft high, 10 ft wide, 20 ft long, every 1d4 rounds; damage 3d6 x10, Ref half DC 22.

SA — Spell-Like Abilities (caster level 10th, save DC = 10 + spell level): 3/day — darkness, poison; 1/day — desecrate, unholy blight, contagion.

SQ — Immunities (Ex): Poison and cold immunity.

SQ — Resistances (Ex): Acid, electricity and fire resistance 10.

Imbued Abilities: +2 resistance bonus to saves, +1 armour bonus to AC, +2 enhancement bonus to Constitution.

 

[hong]

A "ghost rider" and his mount, from today's session. It wasn't the most original adventure ever created, but there were plenty of great moments.


Kell Brennin: male death knight kgt6/black knight 10; Medium-sized Undead; CR 14; HD 16d12 (140 hp); Init +1; Spd 20 ft (base 30 ft); AC 34 (touch 12, flat-footed 33); BAB +16; Grap +22; Atk +27/+22/+17 melee (1d8+11/19–20 plus 2 Con, +4 wounding longsword); SA Rage 5/day, smite 3/day, abyssal blast, fear aura; SQ Evasion, DR 15/magic and 5/—, SR 25, indomitable will, tireless rage, resistances, undead traits; AL LE; SV Fort +16, Ref +12, Will +17; Str 22, Dex 13, Con —, Int 10, Wis 17, Cha 20.

Skills and Feats: Diplomacy +10, Intimidate +20, Jump +25, Ride +20, Cleave, Indomitable, Iron Will, Leadership, Lightning Reflexes, Mounted Combat, Power Attack, Soul of Battle, Unyielding Soul.

Equipment: +4 wounding longsword, +4 Britannian steel large shield, +3 full plate, +4 ring of resistance, ring of minor fire resistance.

SA — Ability Damage (Su): 1 point temporary Con damage per melee hit, Fort negates DC 23.

SA — Abyssal Blast (Su): 20-foot spread, range 1,040 ft, 16d6 damage (half fire, half unholy), 1/day; Reflex half DC 23.

SA — Smite (Ex): +4 attack bonus, +10 damage, 3/day.

SA — Fear Aura (Su): Affects creatures of less than 5 HD within 15 feet, as fear spell, Will negates DC 23.

SQ — Indomitable Will (Ex): While in a rage, Kell gains a +4 bonus on Will saves to resist enchantment spells.

SQ — Tireless Rage (Ex): Kell does not become fatigued at the end of his rage.

SQ — Resistances (Ex): Fire resistance 10, immune to turning, cold, electricity, polymorph.

Powerup Results (rage): AC 32 (touch 10, flat-footed 31); Atk +29/+24/+19 melee (1d8+13/19–20 plus 2 Con, +4 wounding longsword); Will +23; Str 26.




Kell’s warhorse: Nightmare ftr6; CR 10; Large Outsider (spirit, evil); HD 6d8+6d10+48 (120 hp); Init +6; Spd 40 ft, fly 90 ft (good); AC 28 (touch 11, flat-footed 26); BAB +12; Grap +23; Atk +20/+20 melee (1d8+9 plus 1d4 fire, 2 hooves) and +14 melee (1d8+3, bite); S/R 10 ft/5 ft; SA Flaming hooves, smoke; SQ Astral projection, darkvision 60 ft, etherealness; AL LE; SV Fort +14, Ref +11, Will +9; Str 24, Dex 15, Con 19, Int 13, Wis 15, Cha 15.

Skills and Feats: Concentration +13, Diplomacy +4, Intimidate +17, Jump +13, Knowledge (planes and spirits) +10, Knowledge (war) +8, Listen +13, Move Silently +12, Search +10, Sense Motive +11, Spot +13, Survival +11, Alertness, Dodge, Flyby Attack, Improved Initiative, Lightning Reflexes, Mobility, Power Attack, Run, Weapon Focus (hoof), Weapon Specialisation (hoof).

SA — Flaming Hooves (Su): A blow from a nightmare’s hooves sets combustible materials alight.

SA — Smoke (Su): 15-foot cone of hot, sulfurous smoke that chokes and blinds opponents, –2 on all attack and damage rolls until 1d6 minutes after leaving the cone, Fort DC 21 negates. The cone lasts 1 round, and the nightmare can use it once as a free action each round. A nightmare gains concealment against creatures in the smoke 5 feet away, and total concealment against creatures 10 feet or farther away. A nightmare’s smoke does not affect its own vision.

SA — Astral Projection and Etherealness (Su): At will, as the spells of the same names (caster level 20th).


Notes:
- The death knight template used is the one from Dragon, which deals Con damage on every successful melee attack, whether with a weapon or otherwise.

Links:
- Knight
- Black knight

 

[hong]

Bump!

The first NPC to use blasphemy on the group, about 4 months ago now. Gorus was the demonic leader of a band of orcs camped near to the Shrine of Sacrifice.

He wasn't really that tough, considering his HD and size. With hindsight, making him a straight barbarian might have been better; the half-fiend spell-like abilities are quite enough to complement the typical Big Stick. Oh well, the blasphemy was still scary.


Gorus: male half-fiend ogre bbn6/mag6; CR 12; Large Outsider (spirit); HD 4d8+6d12+6d4+64 (155 hp); Init +2; Spd 50 ft, fly 50 ft (average); AC 18 (touch 12, flat-footed 16); BAB +12; Grap +24; Atk +20/+15/+10 melee (2d6+13/x3, +1 longspear); S/R 10 ft/10 ft (20 ft with longspear); SA Rage 2/day, spells, spell-like abilities; SQ DR 10/magic, SR 26, uncanny dodge, improved uncanny dodge, trap sense +2, smite good (+16 damage), darkvision 60 ft, resistances, poison immunity; AL NE; SV Fort +15, Ref +7, Will +10; Str 26, Dex 15, Con 18, Int 12, Wis 10, Cha 18.

Skills and Feats: Intimidate +20, Listen +10, Spot +10, Cleave, Flyby Attack, Iron Will, Power Attack, Quicken Spell, Weapon Focus (longspear).

SA — Spell-Like Abilities: 3/day — darkness, poison (DC 18), unholy aura (DC 22); 1/day — desecrate, unholy blight (DC 18), contagion (DC 17), blasphemy, unhallow, horrid wilting (DC 22).

SQ — Resistances (Ex): Acid, cold, electricity and fire resistance 10.

Spells Per Day (6/7/6/4, save DC = 14 + spell level): 0 — arcane mark, daze, detect magic, flare, mage hand, read magic, touch of fatigue; 1st — fiery eyes, protection from good, shield, true strike; 2nd — invisibility, blur; 3rd — haste.

Equipment: +1 longspear, ring of protection +1.

Powerup Results (rage, blur, invisibility, shield, haste): 187 hp; AC 21 (touch 11, flat-footed 18, 20% miss chance); Atk +23/+23/+18/+13 (2d6+16/x3, +1 longspear); Fort +17, Will +12; Str 30, Con 22.

 

[hong]

The first outing IMC of the battle sorc class from UA. A very impressive class, if you have the Arcane Strike feat from CW and spells to burn.

In less mechanical terms, Garth was the chief lieutenant of Lord Victor Destan, an evil bloodmage noble. He hated what his master did, but he was trapped by his vow of loyalty. The party persuaded him (opposed Charisma checks) to turn on his master in a court of law, although he still felt obligated to defend his master in the final fight. After Victor was killed, he thought about going out in a blaze of glory as well, but then decided to escape via dim door instead.


Garth: human battlemage 13; CR 10; Medium Humanoid (human); HD 13d8+52 (130 hp); Init +6; Spd 40 ft; AC 25 (touch 18, flat-footed 20); BAB +9; Grap +11; Atk +19/+14 melee (1d6+6/15–20, +4 Britannian steel rapier); SA Spells; SQ Partial avatar (honor); AL LN; SV Fort +11, Ref +13, Will +13 (+15 vs compulsions); Str 15, Dex 22, Con 18, Int 13, Wis 14, Cha 19.

Skills and Feats: Concentration +20, Jump +15, Spellcraft +17, Tumble +24, Arcane Strike, Dodge, Mobility, Power Attack, Quicken Spell, Spring Attack, Versatile (Jump, Tumble), Weapon Finesse.

SQ — Partial Avatar, Honor (Ex): Garth gains a +2 bonus on Will saves against compulsion and fear effects.

Equipment: +4 Britannian steel rapier, +2 Britannian steel chain shirt, amulet of resistance +3, ring of protection +2, vest of natural armour +1, boots of striding and springing.

Spells Per Day (5/6/6/6/6/5/3, save DC = 14 + spell level): 0 — arcane mark, dancing lights, daze, detect magic, light, open/close, resistance, read magic; 1st — magic missile, protection from evil, scales of the serpent, shield, true strike; 2nd — bear’s endurance, blindsight, bull’s strength, invisibility, major resistance; 3rd — displacement, fireball, haste, heroism; 4th — air walk, dimension door, stoneskin, creeping darkness; 5th — superior resistance, wall of force; 6th — greater heroism.

Powerup Results (quickened shield, stoneskin, quickened scales of the serpent, haste, quickened blindsight, displacement, greater heroism): spells/day 5/6/6/2/4/5/2; 143 hp; Spd 60 ft; AC 34 (touch 19, flat-footed 28, 50% miss chance); Atk +24/+19 melee (1d6+6/15–20, +4 Britannian steel rapier); SQ DR 10/blacksteel, fear immunity, blindsight 30 ft; Fort +15, Ref +18, Will +17 (+19 vs compulsions), Concentration +24, Tumble +28.

Notes:
- Battle sorc stats: d8 HD; cleric BAB; good Will save; Intimidate as a class skill instead of Bluff; proficient in light armour and one light/one-handed martial weapon; no ASF% in light armour; one less spell known/level and spell slot/level/day.
- Arcane Strike is from CW, Versatile is from Rokugan (treat two skills as class skills).
- There are 8 virtues in Britannia, and someone who attains enlightenment in one is called a partial avatar of that virtue. In Garth's case, he was a partial avatar of Honor, for what good it did him.

 

[hong]

Garth's master and mistress, Lord Victor and Lady Alexandra Destan. They are bloodmages, those who feed on the bodies and souls of others to gain power. On trial for his life for practising black magic, Victor hoped to bluff his way out, but didn't count on his henchman turning on him.

It's remarkable how fast the damage from boom spells can add up, when you have 3 mages casting them.


Lord Victor Destan: male human mag6/bloodmage 9; CR 12; Medium Humanoid (human); HD 6d4+9d8+75 (145 hp); Init +5; Spd 40 ft; AC 24 (touch 18, flat-footed 19); BAB +7; Grap +8; Atk +10/+5 melee (1d6+3, +2 quarterstaff), or +12 ranged touch attack; SA Spells; SQ Accursed, bloodpool; AL LE; SV Fort +18, Ref +17, Will +17; Str 13, Dex 20, Con 20, Int 15, Wis 14, Cha 24.

Skills and Feats: Bluff +24, Diplomacy +10, Concentration +23, Knowledge (arcana) +20, Knowledge (planes and spirits) +20, Spellcraft +18, Empower Spell, Fortune’s Favour, Iron Will, Lightning Reflexes, Quicken Spell, Scribe Scroll, Spell Focus (Necromancy), Still Spell.

SQ — Bloodpool (Su): Lord Victor’s bloodpool can hold up to 150 hit points and 15 Constitution points.

Equipment: +2 quarterstaff, bracers of armour +6, ring of resistance +5, ring of protection +3, amulet of air stride, arcane scroll of destruction, arcane scroll of mass inflict serious wounds (15th level), 2 arcane scrolls of lion’s charge.

Spells Per Day (6/8/8/8/7/7/5/5, save DC = 17 + spell level, or 18 + spell level for Necromancy spells): 0 — dancing lights, daze, detect magic, detect poison, flare, ghost sound, open/close, prestidigitation, read magic; 1st — magic missile, fiery eyes, ray of enfeeblement, scales of the serpent, shield, true strike; 2nd — acid arrow, blindsight, death knell, resist energy, scorching ray, spectral hand; 3rd — animate dead, displacement, haste, magnetism, vampiric touch; 4th — air walk, dimension door, earth reaver, enervation, stoneskin; 5th — cone of cold, contact other plane, hold monster, unhallow, wall of force; 6th — harm, greater dispel magic, wind walk; 7th — blasphemy, power word blind.

Powerup Results (quickened shield, stoneskin, quickened scales of the serpent, displacement, quickened blindsight, haste): spells/day 6/8/8/4/5/7/5/5; AC 34 (touch 19, flat-footed 28, 50% miss chance); Atk +11/+6 melee (1d6+3, +2 quarterstaff), or +13 ranged touch attack; SQ DR 10/blacksteel, blindsight 30 ft; Ref +18.



Lady Alexandra Destan: female human mag6/bloodmage 8; CR 11; Medium Humanoid (human); HD 6d4+8d8+70 (135 hp); Init +6; AC 25 (touch 19, flat-footed 19); BAB +7; Grap +7; Atk +8/+3 melee (1d6+1, +1 spear), or +13 ranged touch attack; SA Spells; SQ Accursed, blood magic, bloodpool; AL LE; SV Fort +18, Ref +15, Will +14; Str 10, Dex 22, Con 20, Int 12, Wis 14, Cha 23.

Skills and Feats: Bluff +23, Concentration +21, Diplomacy +22, Knowledge (arcana) +18, Spellcraft +18, Use Magic Device +19, Empower Spell, Heighten Spell, Luck of Heroes, Quicken Spell, Spell Focus (Necromancy), Still Spell, Versatile (Use Magic Device, Diplomacy).

SQ — Bloodpool (Su): Lady Alexandra’s bloodpool can hold up to 140 hit points and 14 Constitution points.

Equipment: +1 spear, bracers of armour +6, robe of resistance +4, ring of major displacement, ring of protection +3, amulet of transport, arcane scroll of acid fog, wand of cure moderate wounds (30 charges), wand of lesser restoration (30 charges), arcane scroll of haste.

Spells Per Day (6/8/8/7/7/7/6/4, save DC = 16 + spell level, or 17 + spell level for Necromancy spells): 0 — dancing lights, daze, detect magic, detect poison, flare, ghost sound, open/close, prestidigitation, read magic; 1st — magic missile, protection from good, ray of enfeeblement, scales of the serpent, shield, true strike; 2nd — blindsight, death knell, hold person, ghoul touch, scorching ray, spectral hand; 3rd — animate dead, dispel magic, fireball, vampiric touch; 4th — air walk, dimension door, inflict critical wounds, stoneskin, unholy blight; 5th — cone of cold, dominate person, summon undead V, teleport; 6th — harm, true seeing; 7th — limited wish.

Powerup Results (quickened shield, stoneskin, quickened scales of the serpent, displacement, quickened blindsight, air walk, haste): spells/day 6/8/8/4/4/6/6/4; AC 35 (touch 20, flat-footed 28, 50% miss chance); Atk +9/+4 melee (1d6+1, +1 spear), or +14 ranged touch attack; SQ DR 10/stoneskin, blindsight 30 ft; Ref +16.

 

[hong]

Some monsters. This one was modelled on No-Face from Spirited Away.

Devouring spirits are massive bipedal creatures standing ten feet tall, with grasping hands. They have no facial features to speak of, save a huge, slavering mouth. Their skin is pitch black.

Devouring spirits are the undead slaves of a fiend of corruption. They live to eat, and are quite willing to devour any physical object they can cram down their gullets. They extort huge tolls from those they encounter, of which half is eaten and half contributed to the fiend’s hoard.

If a devouring spirit is reduced to 0 hit points, it transforms back to the creature it originally was (but remains dead). If a restoration, greater restoration or break enchantment is cast on a devouring spirit and it fails its save, the magic enslaving the creature is broken, and it is restored to its original state.

Devouring Spirit: CR 12; Large Undead (spirit); HD 16d12 (130 hp); Init +5; Spd 40 ft, climb 30 ft; AC 25 (touch 14, flat-footed 20); BAB +8; Grap +22; Atk +17 melee (2d6+15, bite); S/R 10 ft/10 ft; SA Improved grab, swallow whole, pounce, burst of speed; SQ DR 10/Britannian steel, SR 21, fast healing 5, turn resistance +4, resistances, undead traits; AL CE; SV Fort +5, Ref +10, Will +10; Str 30, Dex 20, Con —, Int 9, Wis 11, Cha 20.

Skills and Feats: Climb +25, Jump +25, Listen +21, Spot +21, Cleave, Improved Natural Attack (bite), Weapon Focus (bite), Power Attack.

SA — Improved Grab (Ex): To use this ability, the devouring spirit must hit a creature at least one size smaller than itself with its bite attack. It can then attempt to start a grapple as a free action without provoking an attack of opportunity. If it succeeds, it establishes a hold and can attempt to swallow the opponent the next round.

SA — Swallow Whole (Ex): A devouring spirit can try to swallow a grabbed opponent by making a successful grapple check. Once inside the devouring spirit, the opponent takes one negative level per round unless a DC 23 Fort save is made. A new save is required each round inside the stomach. The Fort save DC to avoid negative levels becoming permanent level loss is similarly 23.
A swallowed creature can attempt to cut its way out by using a light slashing or piercing weapon to deal 25 points of damage to the devouring spirit’s stomach (AC 17). Once the creature exits, the spirit’s regenerative ability closes the hole; another swallowed opponent must cut its own way out.

SA — Pounce (Ex): A devouring spirit can make a full attack at the end of a charge.

SA — Burst of Speed (Su): A devouring spirit can haste itself for up to five rounds per day. Activating and deactivating this ability is a free action, and the use need not be consecutive rounds.

SQ — Resistances (Ex): Cold resistance 10, electricity resistance 10.