Here's a 12th level character I just built for my upcoming "The Seven Saxons" game, a Strong 9/Tough 3 character. (I know, he looks/acts Fast, but he's Tough instead...)
Standard Array, improved to 12th level: S14, D16, C14, I13, W10, Ch8
BAB +11/+6/+1
Armor Proficiency (light, medium, and shields)
Martial Weapon Proficiency (Flail)
Smiple Weapon Proficiency
Robust (+3 HP)
Damage Reduction 1/-
Dodge: +1 ac vs. target opponent
Mobility: +4 AC vs AoO when moving through threatened space
Spring Attack: You may move both before and after you attack
Combat Expertise
Improved Disarm (+4 bonus)
Power Attack
Improved Sunder (note Ignore Hardness below)
Ignore Hardness 2
Ignore Hardness 4
Ignore Hardness 6
Weapon Focus: Flail
Weapon Specialization: Flail
Greater Weapon Specialization: Flail
Whirlwind Attack
When the character performs a full-round action, the character can give up his or her regular attacks and instead make one melee attack at the character’s highest base attack bonus against each adjacent opponent.
Frightful Presence
When you use this feat, all opponents within 10 feet who have fewer levels than you must make a Will saving throw (DC 15). An opponent who fails his save is shaken, taking a –2 penalty on attack rolls, saves, and skill checks for 1d6-1 rounds You can use the feat once per round as a free action.A successful save indicates that the opponent is immune to the character’s use of this feat for 24 hours. This feat does not affect creatures with an Intelligence of 3 or lower.
Heroic Surge 3/day
The character may take an extra move action or attack action in a round, either before or after the character’s regular actions.