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Note: All of the monsters in this thead and all of their previous versions in this forum are considered (c)2003 Erica Balsley.

Here is the collected list of all the monsters created by forum members. I will update this post as more monsters are made.

Now that the 3.5 SRD is available, I am in the process of updating certain monsters to conform to the new rules. Note that as of today (August 27, 2006) this process is not complete..

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The Herald of Tsathoggua was published in the Tome of Horrors 3. I will post its updated stats with a proper OGL Section 15 statement.

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Gnetch (Brain Stinger)
Tiny Aberration
Hit Dice: 3d8 (13 hp)
Initiative: +5
Speed: 5 ft. (1 square), fly 20 ft. (perfect)
Armor Class: 23 (+2 size, +5 Dex, +6 natural), touch 23, flat-footed 18
Base Attack/Grapple: +2/-5
Attacks: Quill +9 ranged (1d2+1 plus poison); or slam +5 melee (1d2)
Full Attack: Quill +9 ranged (1d2+1 plus poison); or slam +5 melee (1d2)
Space/Reach: 2 1/2 ft./0 ft.
Special Attacks: Quill, poison, dominate
Special Qualities: Flight, resistance (fire, cold, electrical, sonic) 15, darkvision 60 ft.
Saves: Fort +1, Ref +6, Will +2
Abilities: Str 12, Dex 20, Con 11, Int 16, Wis 9, Cha 10
Skills: Hide +18, Knowledge (any two) +8, Listen +4, Search +8, Spot +4
Feats: Flyby Attack, Point Blank Shot
Environment: Temperate forest, marsh, and underground
Organization: Solitary, mated pair, or family cluster (3-8)
Challenge Rating: 4
Treasure: Triple standard
Alignment: Always neutral evil
Advancement: 4-6 HD (Diminutive); 7-9 HD (Tiny)
Level Adjustment:

Resembling nothing more than a hovering sea urchin, this creature is a ball of tightly packed spines approximately a foot and a half across.

A gnetch, more commonly called a brain stinger, is a creature that hails from some unknown depth of the earth. The place that these odd creatures call home must be harsh indeed, for despite its size the gnetch is extraordinarily tough. Its body is extremely dense, able to withstand the most powerful of blows. Gnetches were first encountered by dwarves, who apparently unleashed the strange creatures from their subterranean home.

Combat
Several spines of the gnetch are much longer than the rest. The gnetch can fire these quills at an opponent up to 30 feet away. When out of quills, a gnetch either flees or attacks physically by ramming opponents with its spiked body.

Quill (Ex): A gnetch attacks by firing its quills. Once a quill strikes a victim, tiny cilia along its length causes the quill to work its way into the victims body. Removing a quill without injury to the victim requires a successful DC 20 Heal check or a cure light wounds spell (or better). Removing a quill by force requires a successful DC 10 Strength check. This deals 1d4 points of damage to the victim. A quill works itself completely into the victims flesh after 1d4 rounds, requiring the area of entry to be cut open (1d8 damage) before the Strength check can be attempted. If the wound is cut open, the quill once again starts to bury itself in flesh the next round, requiring further cutting before another strength check can be attempted.

A typical gnetch has 1d4+2 such quills. A quill re-grows over the course of a week.

Poison (Ex): Injected by quill; DC 11 Fortitude save resists; initial damage 1 point of temporary Wisdom, secondary damage 1 point of temporary Wisdom damage per hour until removed.

Domination (Su): If the victims Wisdom score drops to 0 from wisdom drain, it becomes dominated by the gnetch as per a dominate monster spell. This effect lasts until the quill is somehow removed. If the victims Wisdom is restored, it is then allowed a DC 11 Will save to break the effect. The gnetch can control a total number of hit dice equal to five times its Charisma score.

Flight (Ex): A gnetchs body is naturally buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 20 feet. This buoyancy also grants it a permanent feather fall effect with personal range.

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Durgan (Quarry Haunt)
Medium Fey (Earth)
Hit Dice: 3d6+9 (19 hp)
Initiative: +4
Speed: 40 ft. (8 squares), burrow 40 ft.
Armor Class: 18 (+4 Dex, +4 insight), touch 14, flat-footed 14
Base Attack: +2/+4
Attack: Claw +6 melee (1d4+3); or touch +6
Full Attack: 2 claws +6 melee (1d4+3); or touch +6
Space/Reach: 5 ft./5 ft.
Special Attacks: Charm, touch of petrification
Special Qualities: Attunement, burrow, tremorsense
Saves: Fort +4, Ref +7, Will +4
Abilities: Str 14, Dex 18, Con 16, Int 8, Wis 9, Cha 14
Skills: Climb +8, Hide +10, Knowledge (nature) +5, Listen +5, Move Silently +10, Survival -1 (+5 in aboveground natural environments)
Feats: Iron Will, Weapon Finesse
Environment: Any mountain and underground
Organization: Solitary or gang (2-6)
Challenge Rating: 3
Treasure: Triple coins, no items, no goods
Alignment: Often lawful evil
Advancement: 4-5 HD (Medium); 6-9 HD (Large)
Level Adjustment:

The creature you spotted resembles a stone-like figure of a humanoid with highly detailed features that appear chiseled as by a great artist.

Durgans are drawn to areas rich in mineral deposits, which they consume as food. This often brings them into contact with miners, leading to the legend of the quarry haunt. Among dwarves and human miners, there are stories of odd sounds being heard in the dark and empty mine tunnels. Whispered voices and the sounds of mining where there are no workers. This has led to the belief that the durgan is the ghost or shade of a mineworker who died whilst working. The haunts do nothing to change this view, preferring to be left alone.

Combat
A durgan attacks first with its claws, reserving the touch of its antennae for the most powerful of opponents. It uses its burrowing ability to great effect in combat, using it to evade attacks and gain superior position against its foes.

Charm (Su): Gaze, DC 13 Will save; opponents who fail the save are affected as if by a charm monster spell as cast by a 6th level sorcerer. The save DC is Charisma based.

Touch of Petrification (Su): Any opponent touched by a durgan must succeed on a DC 14 Fortitude save or be turned to stone. This ability is as the spell flesh to stone. The save DC is Constitution based.

Attunement (Su): A durgan has a +4 insight bonus on its armor class as long as it is underground. If above ground, this bonus drops to +2. A durgan that is not in contact with the ground receives no insight bonus on its armor class. A durgan never becomes lost in any cave or catacomb, no matter how complex. Durgans are immune to maze spells.

Burrow (Ex): A durgan can glide through stone, dirt, or almost any other sort of earth except metal as easily as a fish swims through water. Its burrowing leaves behind no tunnel or hole, nor does it create any ripple or other signs of its presence. A move earth spell cast on an area containing a burrowing durgan flings the durgan back 30 feet, stunning the creature for 1 round unless it succeeds at a Fortitude save.

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Living Keep
Colossal Construct
Hit Dice: 69d10+80 (459 hp)
Initiative: +1
Speed: 50 ft. (10 squares)
Armor Class: 28 (-8 size, +1 Dex, +25 natural), touch 3, flat-footed 27
Base Attack/Grapple: +34/+67
Attack: Slam +60 melee (5d8+25)
Full Attack: Slam +60 melee (5d8+25)
Space/Reach: 100 ft./15 ft.
Special Attacks: Breath weapon, trample 4d12+17
Special Qualities: DR 20/adamantine, construct traits
Saves: Fort +23, Ref +24, Will +21
Abilities: Str 45, Dex 12, Con , Int 8, Wis 6, Cha 20
Environment: Any mountain or hills and underground
Organization: Solitary or clan (living keep plus 3d10 1st level dwarven fighters, 2d10 dwarven fighters of 2nd-5th level, 1d6 6th level dwarven fighters, and 1 8th level dwarven fighter)
Challenge Rating: 29
Treasure: Standard coins, triple goods, triple items
Alignment: Usually neutral
Advancement:
Level Adjustment:

A strange sight is trundling towards you: a castle moving on hardened metal treads. At the front of the keep is a stone head carved in the likeness of an ancient dwarven king. The tips of dwarven spears and axes can be seen above the battlements, and the thing is literally bristling with siege engines.

A living keep is a massive golem-like artifact created long ago by the magically powerful forerunners of the dwarven race. Only one of these lumbering behemoths has ever been seen in the modern age, but since they are so large and practically indestructible that there are likely to be more of them waiting to be discovered.

The castle structure is essentially no different from any other small keep. Dwarves inside the structure can attack from arrow loops and battlements. Indeed, the dwarves usually have ballistae or trebuchets mounted at various locations on the roof of the structure. The treads of the living keep are powered by earth elementals that have been permanently bound into them. These elementals also stabilize and reinforce the castle structure to keep it from being shaken apart by the movement of the massive treads.

Combat
A living keep attacks by rolling into combat and trampling anything that is in its path.

Breath Weapon (Su): Line of sonic energy 100 ft. long and 10 ft. wide; 20d6 points of sonic damage; DC 44 Reflex save for half damage. The save DC is Constitution based.

Trample (Ex): As a full-round action, a living keep can move up to twice its speed and literally run over any opponents at least one size category smaller than itself. The creature merely has to move over opponents in its path; any creature whose space is completely covered by the trampling living keep is subject to the trample attack. Trampled opponents can attempt attacks of opportunity, but these take a -4 penalty. If they do not make attacks of opportunity, trampled opponents can attempt a DC 61 Reflex save to take half damage. A trampling living keep can only deal trampling damage to each target once per round, no matter how many times its movement takes it over a target creature.

Construct Traits (Ex): Immune to all mind-affecting effects (charms, compulsions, phantasms, patterns, and morale effects). Immune to poison, sleep effects, paralysis, stunning, disease, death effects, and necromancy effects. Cannot heal damage on its own, but can be repaired. Not subject to critical hits, nonlethal damage, ability damage, ability drain, fatigue, exhaustion, or energy drain. Immune to any effect that requires a Fortitude save unless the effect also works on objects or is harmless. Not at risk from death by massive damage, but if reduced to 0 hp it is immediately destroyed. Since it was never alive a construct cannot be raised or resurrected.

The list if weapons and defense systems can be found HERE.

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The Alhinni (Cackle Bird) was published in the Tome of Horrors 2. I will post its updated stats with a proper OGL Section 15 statement.

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CTH'TON (I haven't finished updating this to 3.5e)
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Huge Outsider (lawful, evil)
Hit Dice: 50d8+400 (625 hp)
Initiative: -2 (Dex)
Speed:: 20 ft., Fly 40 ft. (average)
AC: 51 (-2 size, -2 Dex, +45 natural)
Attacks: 2 claws +65 melee, 1 tail slap +60 melee, bite +55 melee, or Talonstaff +70/+65/+60/+55 melee
Damage: Claws 2d6+17, tail slap 2d6+8, bite 1d8+8, Talonstaff 5d4+22
Face/Reach: 10 ft. by 10 ft./10 ft. (15 ft. with tail)
Special Attacks: Frightful presence, engulf, blood summons, domination, howl
Special Qualities: Disfigured body, DR 45/+8, regeneration 15, blindsight
Saves: Fort +35, Ref +25, Will +30
Ability Scores: Str 45, Dex 6, Con 27, Int 25, Wis 16, Cha 15
Skills: 750 sp.
Feats: 12
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Climate/Terrain: Hell
Organization: Unique
Challenge Rating: 37
Treasure: (to be completed)
Alignment: Lawful Evil
Advancement --

Cth'ton is Lucifer's younger brother, and once challenged him for rulership of Hell. Through Lucifer's lies and trickery, Cth'ton was defeated. Lucifer, unable to break a promise not to kill Cth'ton, had his brother chained up in a deep pit in the blackest abyss in Hell. Although Lucifer upheld his promise to not kill Cth'ton, he was in no way bound to prevent others from killing him. To this end when Lucifer sealed Cth'ton in his tomb he threw several nupperibo devils in with him, letting the mindless beasts slowly eat Cth'ton alive.

Since Cth'ton has been imprisoned since long before most intelligent races arose in the Material Plane, he is relatively unknown among even the sages that study the politics of Hell.

Cth'ton has no legs; Cth'ton's legs were consumed by a swarm of loathsome Nupperibo devils in a display of Lucifer's utter disdain for his brother. Lucifer personally flayed the flesh from Cth'ton's lower body, allowing the maggot-like nupperibos to feed on his infernal corpus. Cth'ton's body now tapers to a tattered mess of dangling entrails, shredded flesh, and oozing ichor. His tail is skeletal, the flesh having been completely consumed by the hungry nupperibos.

Lucifer had bound his brother to be punished for as long as his reign endured, so Cth'ton's eons of torment came to an unforeseen end when Lucifer departed from the hierarchy of the Hells. Those who maintain that Lucifer has not truly abdicated the Throne of Nessus aver that there is a hidden design in Cth'ton's loosing, some unfathomable end that his unleashing serves.

Even in defeat, Cth'ton blazed in fury. "I swear by the Law Inescapable, mine eyes shall see your Fall, brother!"

Lucifer smiled, a distant and far-seeing smile. "So they shall, brother dear." And stooping he carved his brother's eyes from his face, and clutching them gently to his infernal breast, the Overlord of All Hell turned away and never again came to the pit where Cth'ton had been cast. Cth'ton's eyes can never shut now.

It is said in ancient and blasphemous codices that Cth'ton's eyes passed out of Hell, having the outward aspect of vast rubies which burn with a dim infernal light. There is some rumor that even today they are venerated by certain remote and diabolic cults upon the Material Plane, who strive ever and anon to reunite Cth'ton with his lost eyes. How the eyes left the keeping of Lucifer, or what purpose that may serve, is a matter quite opaque to mortal lore.

Combat

Frightful Presence: So horrible is Cth'ton's appearance that any creature of 10HD or less native to the Material Plane must make a Will save (DC 37) or be panicked for 5d6 rounds.

Engulf: In lieu of any other attack, Cth'ton can will his entrails to engulf any opponent of Large size or smaller that is within 20 feet of him. Opponents that to not make attacks of opportunity against Cth'ton are allowed a Reflex save (DC 33) to avoid the attack. Those who make the save are knocked back or to the side (opponent's choice). Engulfed opponents are considered to be grappled (grapple bonus +67). Engulfed opponents suffer 2d6 points of acid damage plus 1d6 points of fire damage per round they are engulfed due to the burning ichors that ooze from Cth'ton's body. They also suffer the effects of suffocation (see Suffocation in the DMG).

Blood Summons (Ex): By sheer force of will, Cth'ton can draw the blood from all living, blooded creatures withing 60 feet. This inflicts 2d6 points of temporary Constitution damage, with a Fortitude save (DC 43) allowed for half damage, as the blood is literally ripped from the bodies of the victims and transferred to Cth'ton's own. For every Constitution point worth of blood he absorbs, he is healed 2 hit points. Using this ability is a full round action that does not provoke an attack of opportunity.

Dominate (Su): 3/day, Cth'ton can dominate person as a 50th level sorcerer.

Howl: 1/day, Cth'ton can unleash a howl of unearthly rage and suffering. Any opponent within 100 feet of him when he howls must make a Fortitude save (DC 37) or be stunned for 3d6 rounds and permanently deafened. A restoration spell can heal restore the opponent's hearing.

Disfigured Body (Ex): Due to the awful evils inflicted upon Cth'ton by his brother and the occupants of Hell, Cth'ton is immune to critical hits, and any effect that would reduce his Constitution score.

Regeneration (Su): Cth'ton cannot regenerate damage from a lawful or unholy source.

The Talonstaff
This foul weapon is wielded by Cthton, forged in hidden planes after he won his freedom. It has a long shaft of black metal, coated with a grim reddish sheen as of clotted blood. The weapon is capped with a cruel set of barbed claws of razor sharpnessthese were once the talons of Cthtons own legs, salvaged from the bloody refuse of the nupperibo that ate his legs.

The Talonstaff is a ghost touch unholy ranseur +5 sized for Huge creatures that has a 20 foot reach and inflicts 5d4+5 points of damage on a successful hit. It has three further properties.

1. It is considered a +10 weapon for the purposes of bypassing damage reduction.

2. Any damage it inflicts cannot be regenerated or healed by any means short of direct treatment by a greater deity, or by the will of Cthton himself. Even other archdevils and demon lords cannot heal this damage.

3. For every two points of damage the Talonstaff inflicts, its wielder is healed 1 hit point.

The talonstaff cannot be used to inflict subdual damage. It is Cthtons fondest wish that this weapon end up buried in the guts of his dear brother Lucifer.

NOTE: Cth'ton is, as of this writing, incomplete; he still needs Skills, Feats, Devil Qualities, and the usual battery of Spell-Like Abilities that all Devils and their rulers have. Scott Green will put on the finishing touches as soon as he is able. Watch this spot!

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The Bog Creeper was published in the Tome of Horrors 2. I will post its updated stats with a proper OGL Section 15 statement.

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The Forgotten One was published in the Tome of Horrors 3. I will post its updated stats with a proper OGL Section 15 statement.

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Daochyn (Sea Phantom)
Medium Outsider (Aquatic)
Hit Dice: 8d8+32 (68 hp)
Initiative: +7
Speed: 5 ft. (1 square), swim 50 ft.
Armor Class: 19 (+3 Dex, +6 natural), touch 13, flat-footed 16
Base Attack/Grapple: +8/+11
Attack: Bite +11 melee (3d8+3); or tongue +11 touch
Attack: Bite +11 melee (3d8+3), 2 claws +6 melee (2d6+1), tail slap +6 melee (2d4+1); or tongue +11 touch (desalination)
Space/Reach: 5 ft./5 ft.
Special Attacks: Gaze, improved grab, desalination
Special Qualities: DR 5/magic, transparency, liquid form
Saves: Fort +10, Ref +9, Will +7
Abilities: Str 17, Dex 16, Con 18, Int 7, Wis 12, Cha 12
Skills: Hide +14, Knowledge (Elemental Plane of Water) +9, Knowledge (nature) +9, Listen +12, Spot +12, Survival +12, Swim +11
Feats: Dodge, Mobility, Improved Initiative
Environment: Any aquatic
Organization: Pair or pod (4-12)
Challenge Rating: 5
Treasure: No goods, double gems, double magic
Alignment: Usually neutral
Advancement: 9-12 HD (Medium); 13-20 HD (Large)
Level Adjustment:

Swimming beside your boat is a creature that resembles a manta-ray in general outline. It is a bat-like creature with a long, powerful tail and membranous "wings" with which it effortlessly darts through the water. The mouth of a creature is very wide, like a sharkss, and contains four rows of razor-sharp serrated teeth. The tip of each wing ends in cruel claws.

The sea phantoms, or daocyns, are creatures from the Elemental Plane of Water. It is uncertain how the daocyns manage to cross from their home plane to the Material Plane. Sailors' legends say that in the middle of the deepest ocean there is a massive waterspout that is the nexus of a permanent gate between this world and the plane of water. This waterspout has never been documented or proven to exist, however, so that tale remains in doubt.

The most powerful daocyns are worshipped as gods by seafaring creatures such as sahuagin and some clans of merfolk.

Combat
A daocyn uses its massive jaws to bite opponents in melee, lashing out with its tongue against grabbed opponents.

Gaze (Su): Anyone meeting the gaze of a daocyn must succeed on a DC 15 Will save or be paralyzed for 2d6 rounds.

Improved Grab (Ex): To use this ability, a daocyn must hit an opponent up to one size smaller with its tongue attack. It can then start a grapple check as a free action without provoking an attack of opportunity. If it wins the grapple check, it establishes a hold and can try to desalinate the foe following round.

Desalination (Ex): The tongue of a daocyn wicks away salt and other vital minerals from living opponents, dealing 1d4 points of temporary Constitution damage.

Transparency (Ex): A daocyn has the ability to alter its coloration to appear transparent while in water. This grants it a +12 bonus on Hide checks and total concealment. A daocyn can only use this ability if completely submerged in water.

Liquid Form (Su): Once per round as a full action, a daocyn can take on a liquid form. This is identical to gaseous form with the exception that the daochyn can move through water. A daocyn cannot use this ability in any round in which it has attacked or will attack, and it can only use this ability while completely submerged in water.

Skills: A daocyn has a +8 racial bonus on Swim checks to perform some special action or avoid a hazard. It can always choose to take 10 on a Swim check, even if distracted or endangered. It can use the run action while swimming, provided it swims in a straight line.

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Phlegomastis
Large Outsider (Chaotic, Evil, Extraplanar)
Hit Dice: 12d8+36 (90 hp)
Initiative: +3
Speed: 30 ft. (6 squares)
Armor Class: 18 (−1 size, −1 Dex, +10 natural), touch 8, flat-footed 18
Base Attack/Grapple: +12/+21
Attack: Tentacle rake +17 melee (2d6+5)
Full Attack: 4 tentacle rakes +17 melee (2d6+5)
Space/Reach: 10 ft./5 ft.
Special Attacks: Improved grab, reek, swallow whole
Special Qualities: Blindsight 60 ft., DR 5/magic, inthyl, mindscent
Saves: Fort +11, Ref +7, Will +12
Abilities: Str 20, Dex 8, Con 16, Int 10, Wis 14, Cha 15
Skills: Hide +7, Intimidate +14, Knowledge (arcana) +12, Knowledge (illithidology) +12, Knowledge (the Planes) +12, Listen +16, Move Silently +11, Spot +16, Survival +4 (+2 on other planes)
Feats: Alertness, Improved Initiative, Iron Will, Power Attack, Weapon Focus (tentacle rake)
Environment: Underground
Organization: Solitary or pod (2-8)
Challenge Rating: 9
Treasure: Standard
Alignment: Always chaotic evil
Advancement: 13-24 HD (Huge); 25-36 HD (Gargantuan)
Level Adjustment:

This creature resembles a cross between a jellyfish and a diabolic slug. The skin and musculature of the thing are transparent, and the veins, nerves and internal organs are visible as repulsive mass within its. The creatures four amoeba-like appendages end in barbed suction cups, and seem to glow a strange indigo hue. Its bulbous head (which can be retracted into its body like a turtles) is completely eyeless, and its face is dominated by two large slit-shaped nostrils.

Leaving a trail of slime wherever it goes, the phlegomastis is certainly one of the most repulsive denizens of the lower planes, often mistaken for some sort of fiendish ooze. The origins of the phlegomastis are a mystery; it is widely attributed to having been a creation of the Slime Lord, yet minions of that foul demon prince repeatedly deny this, and indeed hunt down and kill this creature whenever they can. Other sages speculate that the phlegomastis is a distant relative of the Slaadi; but despite the chaos that the phlegomastis leaves in its slimy wake, the Slaadi, too, hunt down these vermin on sight. Indeed, if it werent for the Illithid, whom the phlegomastis considers food, there would be few of these creatures.

The phlegomastis consumes a mind flayer by capturing one in its numerous barbed tentacles and slowly absorbing it, causing the victim incredible pain as it is slowly digested alive. Illithid folk lore refers to it as the akotho, which roughly translates to Devouerer of mind and soul because they believe that when the phlegomastis feeds it destroys the spiritual essence of its prey just as it destroys the physical body. It is doubtless from this unique food source that the phlegomastis generates the gelatinous substance known as inthyl, protecting it from the mental and magical attacks of their prey, and also drawing interplanar hunters who harvest this substance and refine it for their own use.

Combat
In combat a phlegomastis attacks with its four thick, amorphous tentacles. It tends to target mind flayers and other psionic creatures first. A phlegomastis usually ignores non-psionic creatures, but it attacks furiously any creature that comes within range of its tentacles.

Improved Grab (Ex): To use this ability, a phlegomastis must hit an opponent up to one size smaller with at least two of its tentacle attacks. It can then start a grapple check as a free action without provoking an attack of opportunity. If it wins the grapple check, it establishes a hold and can try to swallow the foe whole the following round.

Reek (Ex): A phlegomastis smells of death, bile, moldy brain matter, and other unidentifiable substances. Any living creature with a sense of smell that comes within 50 feet of a phlegomastis must succeed on a DC 19 Fortitude save or be nauseated for as long as they remain that close. Creatures within 20 feet of a phlegomastis must make the save or be nauseated and lose 1d4 points of temporary Constitution. Mind flayers cannot smell the odor of a phlegomastis, and are immune to its effects. The save DC is Constitution based.

Swallow Whole (Ex): A phlegomastis can try to swallow a Medium or smaller opponent by making a successful grapple check. The swallowed creature takes 1d8+4 points of crushing damage per round plus 4 points of acid damage from the phlegomastis gizzard. A swallowed creature can cut its way out by using claws or a light slashing weapon to deal 15 points of damage to the gizzard (AC 15). Once the creature exits, muscular action closes the hole; another swallowed opponent must again cut its own way out.

The phlegomastis gut can hold one Medium, or two Small, four Tiny, eight Diminutive, or sixteen Fine opponents.

Inthyl (Ex): The slimy substance exuded by the skin of a phlegomastis is called inthyl. This sickeningly greenish goo provides the creature with SR 30 and PR 30. Inthyl scraped off the skin of a phlegomastis becomes inert and useless. If an inthyl gland can be removed from a recently-slain phlegomastis, however, it remains fresh for 1d3 days. During this time, the inthyl can be distilled and refined. If refined inthyl is smeared onto a creatures flesh, it provides SR 10 and PR 10 for 1 day. To refine inthyl, a character must have at least 1 level in an arcane spellcasting class and succeed on a DC 30 Craft (alchemy) check.

Mindscent (Su): Similar to the Scent ability, a phlegomastis can smell thoughts, and distinguish by scent between varying degrees of intellectual level. It can also detect the ability to use psionics, and the level of psionic power that those it scents has. When hunting, it prefers to track first thoughts of mind flayers, then those with psionic capabilities, and those of high intellect, in that order.
The phlegomastis can track using this ability by making a Survival check with a base DC of 20. This is adjusted downward by the victims intelligence bonus; the smarter a creature is, the easier it is to track. Creatures that use psionics reduce the DC by 5 when tracking, as do mind flayers.

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Mnemothrope
Huge Vermin (Shapechanger)
Hit Dice: 19d8+95 (130 hp)
Initiative: +9
Speed: 60 ft. (12 squares), climb 40 ft.
Armor Class: 22 (-2 size, +9 Dex, +5 natural), touch 17, flat-footed 13
Base Attack/Grapple: +14/+30
Attack: Claw +20 melee (1d8+8)
Full Attack: 4 claws +20 melee (1d8+8), 2 bites +15 melee (3d6+4)
Space/Reach: 15 ft./10 ft.
Special Attacks: Corrode metal, implantation, scream
Special Qualities: Change self, darkvision 60 ft., DR 10/fire or acid, vermin traits
Saves: Fort +16, Ref +15, Will +6
Abilities: Str 27, Dex 29, Con 20, Int --, Wis 11, Cha 8
Skills: Climb +16
Environment: Warm forest
Organization: Solitary or troupe (1-4)
Challenge Rating: 12
Treasure: Pearl of the Mnemothrope (see below)
Alignment: Always Neutral
Advancement: 20-28 HD (Huge); 29-36 HD (Gargantuan)
Level Adjustment:

This creatures resembles a gigantic segmented mantis. Its chitinous skin is dark gray in color and its large, multifaceted eyes are deep emerald green in color. Each segment plate is about a foot in diameter.

Each body segment of a mnemothrope is attached to its central nervous system by a long, membranous, nerve bundle. Each plate and nerve bundle is remarkably fluid; a mnemothrope is able to change its shape by rearranging and overlapping the outer plates into new forms. The plates are able to change color and texture based on a strange memory of the central nervous bundle. That memoryand therefore, alternate formsis limited to living creatures that the mnemothrope has consumed. The only part of its body that a mnemothrope cannot change are its haunting emerald green eyes.

Despite being unintelligent, the mnemothrope can be a confounding combatant. Its muscle memory ability enables it to initiate combat resembling one creature and appearing as a completely different creature only a few rounds later.

Combat
A mnemothrope tries to ambush prey, from behind and above, attacking from tree tops.

A mnemothrope begins combat with its scream. If this disables an opponent, that creature is the victim of its attack the next round. If it has to move to attack it will normally attack by biting, with the intent to use its Corrode Metal ability.

Corrode Metal (Ex): A mnemothrope that makes a successful bite attack causes the target metal to corrode, falling to pieces and becoming useless immediately. The bite can destroy up to a 10-foot cube of metal instantly. Magic armor and weapons, and other magic items made of metal, must succeed on a DC 24 Reflex save or be dissolved. The save DC is Constitution-based. Wooden, stone, and other nonmetallic weapons are unaffected.

Implant (Ex): As a full attack action, a mnemothrope can lay eggs inside a creature with a bite attack. The young emerge about 90 days later, literally devouring the host from inside. A remove disease spell rids a victim of the egg, as does a DC 25 Heal check. If the check fails, the healer can try again, but each attempt (successful or not) deals 1d4 points of damage to the patient.

Scream (Ex): 1/minute; cone 40 feet long; 6d6 sonic damage; Reflex save (DC 23) for half. The save DC is Constitution based.

Change Shape (Su): A mnemothrope has the ability to assume the appearance of a specific creature or type of creature, provided that it has consumed such a creature in the past. A mnemothrope cannot change shape to a form more than one size category smaller or larger than its original form. The creature retains the type and subtype of its original form. It gains the size of its new form. The creature loses the natural weapons, movement modes, and extraordinary special attacks of its original form. The creature gains the natural weapons, movement modes, and extraordinary special attacks of its new form. The creature retains all other special attacks and qualities of its original form. The creature retains the ability scores of its original form. The creature retains its hit points and saves. The creature is effectively camouflaged as a creature of its new form, and gains a +10 bonus on Disguise checks if it uses this ability to create a disguise.

Vermin Traits (Ex): No Intelligence score, and immunity to all mind-affecting effects (charms, compulsions, phantasms, patterns, and morale effects).

Skills: A mnemothrope has a +8 racial bonus on Climb and can always choose to take 10 on a Climb check, even if rushed or threatened.

Pearl of the Mnemothrope
The belly of the mnemothrope produces a pearl from particles of items it cannot digest. This pearl is impervious to acid and has a market value of 1d10 x 1,000 gp. All other items are dissolved and digested by the mnemothrope.

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Death Itself
Large Outsider (Incorporeal, Native)
Hit Dice: 50d8+700 (925 hp)
Initiative: +13
Speed: 40 ft. (8 squares), 120 ft. fly (perfect)
Armor Class: 61 (-1 size, +9 Dex, +18 deflection, +25 insight), touch 61, flat-footed 52
BAB/Grap: +50/
Attack: Scythe +67 melee (2d4+27, +6 keen ghost touch scythe, crit 19-20) or vs. ethereal opponents scythe +71 melee (2d4+27, +6 keen ghost touch scythe, crit 19-20)
Full Attack: Scythe +67/+62/+57/+42 melee (2d4+27, +6 keen ghost touch scythe, crit 19-20) or vs. ethereal opponents scythe +71/+66/+61/+56 melee (2d4+27, +6 keen ghost touch scythe, crit 19-20)
Special Attacks: Create spawn, mark of death, Constitution drain, Feign Death, Spells, Spell-Like Abilities.
Special Qualities: Darkvision 60 Ft., Deathwatch, Oblivion, Silent As Death, Take The Willing, Immunities, Incorporeal Traits, Undeceivable, Invisibility, Frightful Presence, DR 15/Epic, Regeneration 15, Spell Resistance 50
Saves: Fort +41, Ref +38, Will +40
Abilities: Str 36, Dex 28, Con 38, Int 32, Wis 32, Cha 46
Skills: Balance +62, Concentration +67, Escape Artist +62, Gather Information +71, Hide +62, Intimidate +71, Knowledge (Nature) +64, Knowledge (History) +64, Knowledge (Religion) +64, Knowledge (The Planes) +64, Listen +64, Open Lock +62, Profession (Reaper) +64, Ride +62, Search +64, Sense Motive +64, Spellcraft +64, Spot +64, Survival +64
Feats: Alertness, Endurance, Cleave, Combat Reflexes, Die Hard, Great Cleave, Greater weapon Focus (scythe), Greater Weapon Specialization (scythe), Improved Critical (scythe), Improved Initiative, Iron Will, Lightning Reflexes, Overwhelming Critical (+3d6), Power Attack, Track, Weapon Focus (Scythe), Weapon Specialization (Scythe)
Environment: Any
Organization: Unique
Treasure: Standard
Alignment: Neutral
Challenge Rating: [to be determined]
Advancement:
Level Adjustment:

Death Itself, often called the Grim Reaper, appears as a tall, skeletal figure of the same race as its designated target. It is clad in a flowing black robe that trails off into wisps of darkness.

Combat
Deaths Scythe: Deaths scythe is a major artifact. It is a +6 vorpal ghost-touch scythe that is a bane weapon against Deaths designated target. The scythe also strikes as a weapon aligned against any opponent Death Itself fights against a lawful good opponent the scythe would be anarchic and unholy, and so forth. The scythe is also imbued with the Oblivion, and Feign Death Special Qualities listed below.

Oblivion (Su): Anyone killed by Death's scythe is irrevocably dead. Raise dead, resurrection, even wish and miracle are powerless to bring back a soul which has had its life sundered by the Grim Reaper's blade. There are some powers that even the gods are powerless to control. This is an ability of Deaths scythe. Oblivion is a death effect, but it ignores any protection, or immunity to, such attacks, unless generated by a divine source.

Feign Death (Su): Any creature struck by the pole of Deaths scythe is affected as if by a feign death spell, as if cast by a 20th level sorcerer.

Constitution Drain (Su): Though he prefers to use his scythe, deaths touch causes 2d4 points of constitution drain, making him deadly even when unarmed.

Create Spawn (Su): Any creature killed by Death that is not Death's designated target rises as a spectre in 1d4 rounds unless a bless spell is cast on the body. The spectres created in this way are under the control of Death as willing servants.

Mark of Death (Su): As a full round action that provokes an attack of opportunity, any creature within Death's line of sight may be designated by Death as its target. For 1 minute after the use of this ability, Death gains a +4 competence bonus on attack and damage rolls, a +1 threat range which stacks with Improved Critical, a +1 critical multiplier, and the ability to bypass any Damage Reduction, but only against the target of this ability. The target does not receive a save, but Spell Resistance does apply; Death is considered a 25th level Sorcerer for purposes of this effect. If Death targets a creature immune to critical hits, this ability still works, and the targeted creature loses its immunity to critical hits, but only against attacks delivered by Death. Any creature marked for death will be attacked on sight by any Marut's that they encounter, and in the unlikely event that they are somehow able to temporarily escape Death himself, they will be actively hunted by one marut plus an additional marut per 10 character levels.

Deathwatch (Su): Death has the effects of deathwatch continually in effect as cast by a 25th level sorcerer. If this ability is negated, Death can reactivate it as a free action.

Silent as Death (Su): Death is continually surrounded by a silence spell. Death can deactivate, and reactivate this aura as a free action.

Take the Willing (Su): Deaths target always knows when Death has come for them. Death can automatically sense if they desire to die. Death simply touches them and they die instantly, quietly and peacefully. Death often takes such individuals in their sleep.

Immunities: Death is immune to sleep, charm, disease, poison, cold, mind effecting spells or effects, level drain, ability damage or ability drain, death spells, circles of protection, and psionics. Death also has Energy resistance (all) 20.

Incorporeal Traits (Ex): Can be harmed only by other incorporeal creatures, magic weapons or creatures that strike as magic weapons, or spells, with a 50% chance to ignore any damage from a corporeal source (except positive energy, negative energy, and force effects such as magic missile); can pass through solid objects at will, and own attacks pass through armor; cannot make trip or grapple attacks and cannot be tripped or grappled; do not set off traps triggered by weight; always moves silently and cannot be heard with Listen checks unless it wants to be; can move at full speed even when it cannot see.

Regeneration (Ex): Death takes normal damage from positive energy attacks.

Spell Like Abilities (Sp): At willcomprehend languages, detect secret doors, disrupt undead, sleep, fear, knock, blindness/deafness, whispering wind, dispel magic, phantom steed, displacement, blink, haste, locate creature, contagion, bestow curse, dimension door, dimensional anchor, dream, nightmare, teleport without error, true seeing. 3/daytrue strike, trap the soul, imprisonment, power word kill, foresight, soul bind, wail of the banshee. 1/daywish. Caster level 20th; save DC 10 + spell level.

Spells: Death can cast spells as a 20th level cleric with the Death and Destruction domains.

Undeceivable (Su): Death cannot be fooled by illusions, doppelgangers and other identity mimics or the use of the disguise skill. He can see through any attempt to mask your identity. He can also detect his primary targets exact location even if they are invisible, polymorphed, or using the hide skill.

Invisibility (Ex): Death can be seen only by the dying and those able to see ethereal or invisible beings. Death remains invisible after attacking. Death may choose to deactivate or reactivate this ability as a free action.

Frightful Presence (Su): When Death makes himself visible, all who look upon him must make a Will save (DC 53) or suffer the effects of Panic (See DMG).

Deaths Cult: Those who worship Death have access to the Death and Destruction Domains.

Death Itself in your campaign: If you are playing in Ravenloft you may wish to give Death the "mists" subtype. If you are using Oriental Adventures the "spirit" subtype may be appropriate.

---

GRIMSHRIKE
Medium Undead (Extraplanar)
Hit Dice: 5d12 (32 hp)
Initiative: +1
Speed: 5 ft. (1 square), fly 40 ft. (Good)
Armor Class: 13 (+1 Dex, +2 natural), touch 11, flat-footed +12
Base Attack/Grapple: +2/+5
Attack: Claw +5 melee (1d6+3), or tail slap +5 melee (1d6+1)
Full Attack: 2 Claws +5 melee (1d6+3), and bite +3 melee (1d8+1), and 2 tail slaps +3 melee (1d6+1)
Space/Reach: 5 ft. by 5 ft. (10 ft. with tail)
Special Attacks: Breath weapon, gaze of lost souls, reaching tail
Special Qualities: DR 5/darkwood, reflection of lost souls, undead traits
Saves: Fort +1, Ref +2, Will +6
Abilities: Str 17, Dex 12, Con --, Int 8, Wis 14, Cha 6
Skills: Hide +7, Knowledge (religion) +5, Listen +2, Move Silently +7, Spot +8
Feats: Flyby Attack, Multiattack
Environment: Any
Organization: Solitary, pair, or flight (3-12)
Treasure: Half standard
Alignment: Always neutral evil
Challenge Rating: 5
Advancement: 6-9 HD (Medium); 10-13 HD (Large)
Level Adjustment --

A gaunt, gargoyle-like figure passes silently overhead. It has bat-like wings, long, cruel talons on its large hands, and its eyes seem to burn with a cold white fire. Two serpentine tails, 10 feet long, trail behind the creature as it wheels around and dives to attack.

Grimshrikes are native to a dark demiplane known only as the Shadowvale, about which little is known other than its terrible history. The place that is now called Shadowvale was once vibrant and full of life every bit as diverse and beautiful as the Material Plane. Centuries ago, however, all that changed. Something rent the boundaries between that placid demiplane and the Negative Energy plane. Dark energies spilled forth unchecked, fouling the very essence of which the demiplane was created. In a matter of hours, all life ceased to exist. The primary inhabitants of the demiplane, a race of twin-tailed gargoyles, were reanimated as undead servants of the Nightwalkers and their cruel masters. Adventurers who encountered these creatures in the Material Plane have given them the name grimshrikes, but their true name is long lost even to them.

Grimshrikes are given as rewards to powerful necromnacers who have performed some service of the Nightwalkers. An army of zombies or skeletons is made all the more frightening by presence of grimshrikes urging them on and bolstering their strength.

A grimshrike is forever tortured by the horrible vision of death and agony that befell its home plane. It can temporarily relieve itself of the vision by mentally transferring the vision into the mind of a living victim with but a gaze. To look into the eyes of a grimshrike is to invite madness.

Combat
A grimshrike attacks first with its gaze attack, attempting to bring down the most powerful opponents first. They concentrate on clerics and paladins first, then moving on to fighters and arcane spellcasters. In melee, a grimshrike tries to remain out of reach of its opponent, lashing with its tails or further weakening its opponent with its breath weapon.

Breath Weapon (Su): Once per round grimshrike can exhale a 30 foot cone of negative energy, bolstering undead and harming living creatures. Undead within this range gain Turn Resistance +1 and are automatically healed of 1d6 points of damage. Living creatures must succeed on a DC 12 Fortitude save or suffer 1 negative level, as per the enervation spell. The save DC is Charisma-based, and includes a +2 racial bonus.

Gaze of the Lost Souls (Su): Gaze, Fort DC 12 + opponent's Charisma modifier. On a failed save, the opponent is paralyzed for 2d6 rounds and must make an immediate Will save with the same DC or suffer 1d4 points of Wisdom damage. On a success the victim is immune to the gaze of lost souls of that grimshrike for 1 day. The save DC is Charisma-based and uses the grimshrikes opponent's Charisma modifier.

Reaching Tail (Ex): This creatures tail is long and flexible enough that it has 10 ft. reach with its tail attacks.

Reflection of Lost Souls (Su): A grimshrike uses its opponent's Charisma modifier rather than its own to determine the DC for its gaze of lost souls special attack.

Undead Traits (Ex): Immune to mind-influencing effects, poison, sleep, paralysis, stunning, disease, and death effects. Not subject to critical hits, subdual damage, ability damage, ability drain, energy drain, death from massive damage, or any effect that requires a Fortitude save (unless the effect works on objects); cannot be raised, resurrection works if the creature is willing; darkvision with a range of 60 feet.

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Celestar
Large Outsider (Angel, Lawful, Extraplanar, Good)
Hit Dice: 20d8+100 (190 hp)
Initiative: +5
Speed: 30 ft. (6 squares), Fly 120 ft. (Perfect)
Armor Class: 21 (-1 size, +5 Dex, +7 natural)
Base Attack/Grapple: +20/+36
Attack: +3 greatsword +33 melee (3d6+16); or +30 unarmed (1d6+11 nonlethal)
Full Attack: +3 greatsword +30/+25/+20/+15 melee (3d6+16); or +30 unarmed (1d6+11 nonlethal)
Space/Reach: 10 ft. by 10 ft.
Special Attacks: Angelic voice, empyrean embrace, puissant strike, spells
Special Qualities: Damage reduction 10/unholy, darkvision 60 ft., holy resistance, immune to acid, cold, and petrification, low-light vision, outsider traits, resistance to electricity 10 and fire 10, protective aura, shining presence, tongues
Saves: Fort +24 (+28 against poison), Ref +24, Will +25
Abilities: Str 32, Dex 21, Con 20, Int 20, Wis 23, Cha 24
Skills: Concentration +28, Diplomacy +29, Escape Artist +28, Gather Information +30, Intimidate +30, Knowledge (arcana) +20, Knowledge (nature) +7, Knowledge (religion) +28, Knowledge (the planes) +28, Listen +29, Search +25, Sense Motive +27, Spellcraft +27 (+29 to decipher spells on scrolls), Spot +16, Survival +28 (+30 on other planes), Use Magic Device +17 (+19 using scrolls), Use Rope +5 (+7 with bindings)
Feats: Combat Expertise, Combat Reflexes, Improved Disarm, Improved Grapple (b), Improved Initiative, Improved Unarmed Strike, Power Attack, Track (b), Weapon Focus (grapple)
Environment: Celestia
Organization: Solitary
Challenge Rating: 18
Treasure: No coins; double goods; standard items
Alignment: Always good (any)
Advancement: 21-30 HD (Large); 31-45 HD (Huge)
Level Adjustment:

This celestial female is surrounded by a blinding halo of pure white light. She is clad in bright plate armor and bears aloft a shimmering greatsword. Feathered wings with colors shifting in all the hues of the rainbow flutter at her back, and a look of stern determination knits her brow.

A celestar is an angelic being that is charged with the task of tracking down and banishing demons and devils that have been unleashed on the Material Plane. Most celestars appear to be female, but male celestars may exist as well.

Because they are tasked by the direct word of a deity, celestars are very narrow of purpose. They let nothing interfere with their appointed task. Minor demons and devils (CR 5 or less) rarely garner a deitys attention, but let a lawful good god hear of a nalfeshnee or pit fiend wreaking having on the Material Plane and a celestar will likely be soon dispatched to deal with the beast. On her divinely appointed mission, a celestar will let nothing stand between her and the object of her wrath. It is out of fear of the celestars that greater demons and devils on the Material Plane prefer to work through intermediaries and therefore not draw attention to themselves.

Celestars speak Celestial, Common, Abyssal, and Infernal.

Combat
In combat, a celestar begins by singing her holy note. She then attempts to disarm an armed opponent, especially if it is a demon or devil. Once her opponent is disarmed, a celestar grapples her foe in an attempt to banish it back to its home plane. Against lesser evil outsiders (CR 10 less than the celestar) a celestar prefers to use her greatsword as such foes are quickly and easily dispatched; celestars rarely waste time grappling demons or devils that they can just as easily slice to ribbons.

A celestars natural weapons, as well as any weapons it wields, are treated as lawful- and good-aligned and epic for the purpose of overcoming damage reduction.

Angelic Voice (Su): 1/day A celestar can voice a divine note that creates an effect similar to a sound burst in a 60 foot cone. All within the cone suffer 1d8 points of damage and must succeed on a DC 27 Fortitude save or be stunned for 1d10 rounds. The sound is divine in nature, so undead and evil outsiders suffer an additional 5d6 points of damage. The Fortitude save DC is Charisma-based.

Empyrean Embrace (Su): 1/day A celestar that grapples a chaotic or evil outsider and acquires a pin can banish her opponent the following round as a standard action. The grappled outsider must succeed on a DC 27 Will save of be affected as if by the banishment spell with a caster level equal to the celestars Hit Dice. The save DC is Charisma-based.

Puissant Strike (Su): 3/day A celestar can strike with her greatsword with such purity of purpose that a successful attack ignores damage reduction of any evil opponent and deals holy damage. This attack deals an additional 1d6 damage to undead.

Spells: A celestar casts spells as a 15th level cleric. A celestars cleric spells per day are: 0 6; 1st 7; 2nd 7; 3rd 6; 4th 5; 5th 5; 6th 4; 7th 2; 8th 1.

Holy Resistance (Su): The celestar gains her Charisma bonus as a sacred bonus to her saves.

Shining Presence (Su): Brilliant, pure white light surrounds the celestar at all times, illuminating an area up to 30 feet away. Normal and magical darkness are automatically dispelled (although deeper darkness is not). Any evil outsider within the light must succeed on a DC 27 Fortitude save or become blinded for 2d6 rounds. The save DC is Charisma-based.

---

Skychild
Gargantuan Giant
Hit Dice: 12d8+84 (138 hp)
Initiative: +5
Speed: 80 feet (16 squares)
Armor Class: 15 (-4 size, +5 Dex, +2 natural, +2 deflection), touch 13, flat-footed 10
Base Attack/Grapple: +9/+31
Attack: Slam +15 melee (2d6+15, crit 19-20)
Full Attack: 2 slams +15 melee (2d6+15, crit 19-20)
Space/Reach: 20 ft. by 20 ft.
Special Attacks: Pound, thunder clap
Special Qualities: Cloak of storms, low-light vision, spell-like abilities
Saves: Fort +15, Ref +9, Will +4
Abilities: Str 31, Dex 21, Con 24, Int 4, Wis 10, Cha 15
Skills: Listen +8, Spot +7
Feats: Awesome Blow, Cleave, Great Cleave, Improved Critical (Slam), Power Attack
Environment: The Elemental Plane of Air
Organization: Solitary or Pair
Challenge Rating: 6
Treasure: None
Alignment: Usually chaotic neutral
Advancement: 13-15 HD (Gargantuan); after that, by character class
Level Adjustment: +6

This creature superficially resembles a bald, beardless storm giant. Its features are fatter and rounder, however, and in its eyes is a glint of childlike mischief.

It is known by sages that skychildren are truly that they are the juveniles of some far greater giant race native to the elemental plane of air perhaps related in some way to storm giants or cloud giants. To date, no adults of the strange race have been encountered, and their abilities are left to speculation.

A skychild has the mental capacity of a human child of approximately 3 years of age. It is incapable of true speech, but it can mimic words and phrases. These massive toddlers have no concept of good or evil, and view all that goes on around them with navet and wonderment.

Combat
A skychild never initiates combat, but if pressed to defend itself it usually launches into a powerful tantrum of fists, feet, and screams.

Cloak of Storms (Su): A skychild is continuously surrounded by a swirling nimbus of storm winds and rain. This provides it with a deflection bonus to Armor Class equal to its Charisma bonus (minimum of +1) and energy resistance (fire) 5. Attacks from missile weapons suffer a 20% miss chance due to the buffeting winds.

Pound (Ex): A skychild that makes a successful grapple check against a foe two or more sizes smaller than itself can smash the opponent into the ground, walls, nearby trees, or other solid objects as a standard action. This deals 2d6+15 points of bludgeoning damage to the victim. In addition, the opponent must make a successful Fortitude save (DC 26) or be stunned for one round. A cave giant can perform this action once per round as long as it maintains the grapple. The save DC is Strength-based.

Spell-Like Abilities (Sp): 3/day silent Image (DC 13), blink (at will). Caster Level 12.

Thunder Clap (Ex): A skychild can clap its hands together with great force and cause a stunning vibration. All opponents within 60 feet must succeed on a DC 26 Fortitude save or be stunned for 1d3 rounds. Whether the save is successful or not, all opponents of less that 5 HD are deafened (as the spell) for 1 hour.

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Stygian Spawn
Huge Outsider (Evil, Extraplanar)
Hit Dice: 13d8+52 (110 hp)
Initiative: +3
Speed: 40 ft. (8 squares), fly 60 ft. (average)
Armor Class: 19 (-2 size, +3 Dex, +8 natural), touch 11, flat-footed 16
Base Attack/Grapple: +13/+32 (+34 with tongue)
Attack: Tongue +23 melee (2d6+11); or gore +22 melee (2d6+11)
Full Attack: Tongue +23 melee 2d6+11), tail +17 melee (1d10+5), 2 claws +17 melee (1d8+5); or gore +22 melee (2d6+11), tail +17 melee (1d10+5), 2 claws +17 melee (1d8+5)
Space/Reach: 10 ft./10 ft. (15 ft. with tongue)
Special Attacks: Barbed tongue, breath weapon, improved grab, swallow whole
Special Qualities: Blindsight 60 ft., damage reduction 5/, darkvision 60 ft., selective invisibility, spell-like abilities, spell resistance 20
Saves: Fort +12, Ref +11, Will +8
Abilities: Str 32, Dex 17, Con 19, Int 6, Wis 11, Cha 16
Skills: Bluff +11, Concentration +10, Diplomacy +5, Hide +11, Intimidate +10, Jump +20, Knowledge (nature) +0, Knowledge (the planes) +3, Listen +11, Move Silently +15, Search +5, Spot +11, Survival +10 (+12 on other planes, +12 following tracks)
Feats: Flyby Attack, Hover, Quicken Spell Like Ability, Track, Weapon Focus (tongue)
Environment: Hades
Organization: Solitary, pack (2-8), or hunt (2-8 plus 1-4 Charonadaemons)
Challenge Rating: 7
Treasure: Standard
Alignment: Always neutral evil
Advancement: 14-15 HD (Huge); 16-18 HD Gargantuan; 19 HD Colossal
Level Adjustment:

This creature resembles a monstrous amphibian, with equal parts toad, newt, and salamander. Its smooth skin erupts here and there with hideous lesions, each one leaking a viscous ichor the color of mucus. From its back sprout a pair of powerful, membranous wings.

A Stygian spawn is a demonic creature that lurks along the banks of the River Styx in Hades. Unlike amphibians on the Material Plane, Stygian spawn spend very little time in the water. Most of the time, these vile creatures reside deep in the mud in a self-induced state of hibernation. It is the task of the Stygian spawn to guard the River Styx from interlopers from other planes seeking a means to cross it. Stygian spawns can only eat creatures that are not native to Hades, and as a matter of fact such creatures are the spawns only source of food. Travelers in the realm of Hades quickly learn to fear the horrid Stygian spawn, which awaken from their hibernation and erupt from the mud of the River Styx with surprising speed. Visitors to the banks of the River Styx are well-advised to travel in groups, since this limits the effectiveness of the Stygian spawns ability to be invisible to their selected prey. A Stygian spawn summoned to another plane is dangerous to all life there, since it can (and likely will!) eat any organic substance that fits in its mouth.

Occasionally, Stygian spawn are awakened on purpose by bored Charonadaemons who hunt the creatures for sport. Stygian spawn tadpoles are harmless, and resemble pale, boneless fish that swim mindlessly in the River Styx. These tadpoles are a frequent source of food for hungry hydrodaemons.

Combat
Since their only source of food extraplanar travelers are so rare, Stygian spawn attack with their barbed tongue, trying to grapple and swallow their opponents as quickly as possible. In extended combats, however, a Stygian spawn usually takes to the air to blast at opponents with its breath weapon.

Barbed Tongue (Ex): A Stygian spawn gets a +2 racial bonus to grapple checks with its tongue. Any attempt to break the grapple, whether the attempt is successful or not, deals an additional 1d6 damage to the target from the thorny barbs that line the Stygian spawns tongue.

Breath Weapon (Su): Once every 2 rounds; line of sonic energy 60 ft. long; 10d6 sonic damage; DC 19 Reflex save for half damage.

Improved Grab (Ex): To use this ability, a Stygian spawn must hit with its tongue or tail attack. It can then attempt to start a grapple as a free action without provoking an attack of opportunity. If it wins the grapple check, it establishes a hold and can try to swallow the opponent whole the following round.

Swallow Whole (Ex): A Stygian spawn can try to swallow a Medium or smaller opponent by making a successful grapple check. The swallowed creature takes 1d8 points of crushing damage per round plus 8 points of acid damage from the Stygian spawns gizzard. A swallowed creature can cut its way out by using claws or a light slashing weapon to deal 20 points of damage to the gizzard (AC 14). Once the creature exits, muscular action closes the hole; another swallowed opponent must again cut its own way out.

The Stygian spawns gizzard can hold 1 Medium, two Small, four Tiny, 8 Diminutive, or 16 Fine opponents.

Selective Invisibility (Su): A Stygian spawn is naturally invisible as per the invisibility spell, but may choose to make itself visible to selected targets.

Spell-Like Abilities (Sp): At will detect good, detect magic, magic circle against good (DC 16), Tashaas hideous laughter (DC15), shadow evocation, greater teleport. 3/day Otlukes freezing sphere (DC 19). Caster level 9.

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Sparksting Swarm
Diminutive Magical Beast (Extraplanar, Swarm)
Hit Dice: 8d10 (44 hp)
Initiative: +8
Speed: 10 ft. (2 squares), fly 40ft (Average)
Armor Class: 19 (+4 size, +4 Dex, +1 deflection), touch 19, flat-footed 15
Base Attack/Grapple: +8/--
Attack: Swarm (2d6)
Full Attack: Swarm (2d6)
Special Attacks: Blinding, distraction, stunning
Special Qualities: Immune to electricity, immune to weapon damage, partial incorporeality, speed burst, synapse sense
Space/Reach: 10 ft./0 ft.
Saves: Fort +6, Ref +12, Will +3
Abilities: Str 3, Dex 18, Con 11, Int 2, Wis 12, Cha 9
Skills: Listen +6, Spot +7
Feats: Ability Focus (Blinding), Improved Initiative, Lightning Reflexes
Environment: Warm marsh
Organization: Solitary, flight (2-5 swarms), or cloud (6-12 swarms)
Challenege Rating: 4
Treasure: None
Alignment: Always neutral
Advancement: None
Level Adjustment:

Hovering above the bog is a cloud of 2-inch long blobs that resemble airborne jellyfish. Sparks of electricity snap and dance from creature to creature, and the swam is producing a noticeable hum.

A sparksting is about 2 inches across. It consists of a membranous, fleshy bag with the consistency of egg yolk. Beneath the main body of a sparksting hang its tentacles, a fibrous mass that flickers with electrical arcs and pops. Sparkstings are insectivores, and hunt by flying into a swarm of insects and flailing about with its tentacles. Electrocuted insects are flash-fried and adhere to the tentacles, which the sparksting then draws into its mouth, located under its body.

Sparkstings inhabit a strange partial plane conjoined with the Material Plane across only a single axis. This odd conjunction of planes causes sparkstings to appear almost two-dimensional. By turning sideways and moving in relation to its opponent, a sparksting can seem to disappear as its two-dimensional body flattens and becomes paper-thin. Their true home plane has yet to be discovered.

Sparksting swarms are comprised of larval-stage sparkstings. These erupt from dying females or Large size or larger in the summer months after weeks of gestation. During these times, the swamp is rife with flashes of light, flickering spheres, and the hum of electricity.

Combat
Sparksting swarms cloud the air around any creature that disturbs them, attacking like angry bees. A swarm deals 2d6 points of damage to any creature whose space it occupies at the end of its move.

Blinding (Ex): A living creature with normal sight (including darkvision, low-light vision), caught in a sparksting swarm must succeed on a DC 16 Fortitude save or be blinded as the spell for 1d6 rounds by the flashing electrical discharges from the tentacles. On a successful DC 14 Reflex save an opponent can close his eyes in time to avoid any blindness for as long as he keeps his eyes closed.
The save DC is Constitution-based and includes a +2 bonus from the Ability Focus feat.

Distraction: Any living creature that begins its turn with a sparksting swarm in its space must succeed on a DC 14 Fortitude save or be nauseated for 1 round. The save DC is Constitution-based.

Partial Incorporeality (Ex): A sparksting exists only partially in the Material Plane. As a move action a sparksting can gain a +10 bonus on Hide checks, and recieves the benefits of total concealment (50% miss chance and immunity to attacks of opportunity). Since it is impossible for all the hundreds of sparkstings in a swarm to move in the same way at the same time, sparksting swarms lose this hiding ability. Sparkstings have a deflection bonus to AC equal to their Charisma modifier (or 1, whichever is greater).
Stunning (Ex): Any living creature taking damage from the sparksting swarm must succeed on a DC 14 Fortitude save or be stunned for 1d4 rounds.

Synapse Sense (Ex): A sparksting swarm is able to detect the tiny charges caused by electrical impulses of brain activity of all creatures within 60 feet. It cannot sense creatures with no Intelligence score or creatures that are immune to mind altering effects.

Speed Burst (Ex): A sparksting swarm is capable of sudden bursts of speed which can increase its speed by 10 feet for a number of rounds equal to its Constitution score. The speed burst does not provoke attacks of opportunity as long as the swarm takes no other actions during the speed burst.

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Digger Drake
Diminutive Dragon
Hit Dice: 4d12+8 (34 hp)
Initiative: +5
Speed: 20 ft. (2 squares), burrow 40 ft., swim 80 ft.
Armor Class: 22 (+4 size, +3 natural, +5 Dex), touch 19, flat-footed 17
Base Attack Bonus/Grapple: +4/-6
Attack: Bite +13 melee (1d2+1); or claw +13 melee (1d4+2)
Full Attack: 3 claws +13 melee (1d4+2) and bite +11 melee (1d2+1)
Space/Reach: 1 ft./0 ft.
Special Attacks: Acidic Spittle, Breath Weapon, Charisma Drain, Ferocious Gnawing, Invade
Special Qualities: Rapid Growth, Tremor Sense 60 ft.
Abilities: Str 15, Dex 21, Con 14, Int 8, Wis 12, Cha 12
Saves: Fort +6, Ref +9, Will +5
Skills: Hide +24 (+4 when Huge), Intimidate +8, Listen +8, Spot +8, Survival +8
Feats: Multiattack, Weapon Finesse
Environment: Temperate forest
Organization: Solitary or clutch (2-5) or horde (2d10)
Challenge Rating: 3
Treasure: Triple Gems
Alignment: Neutral Evil
Advancement: 5 HD (Tiny)
Level Adjustment

This small, dragon-like creature has brown-green scales. It has a wide mouth with two rows of sharp, serrated teeth. Its legs are short and powerful, and sport long, thick claws well-suited to digging. Instead of wings, this odd dragon has a multi-jointed tail curling up from its back and over its head like a scorpions stinger.

A digger drakes territory usually lies near rivers, ponds, watering holes, and other sources of water in the woodlands. Digger drakes have a unique physiology, one that is tainted by magic gone awry which affected their development eons ago. They are natural-born predators that hunt from ambush. Due to their small size, a single kill can supply enough nutrition for a digger drake for weeks at a time, especially if the prey is a larger creature.

A digger drake that manages to bring down large prey continues to gnaw at the kill until it burrows inside, where it continues to eat and digest it from the inside out. The digger drake consumes even the bones and marrow of their prey once it has been dissolved into a digestible paste by their spittle. After a large meal, a digger drake burrows deep into the earth and becomes dormant until it has fully digested the meal. When hunger once again awakens the drake, it lies in wait for more prey.

Combat
A digger drake burrows into the soft earth of near the waters edge and awaits its prey with only its tail claw near the surface. When it senses potential prey it lashes out with its claw. Its acidic spittle, which can be launched at elusive prey or in defense, immediately starts digesting the prey when it latches its jaws onto it. Their bite can also drain some of the life force from its victim, which provides the drake with more vigor for the kill. If its anticipated prey is more than the drake can handle, or if stalked by a larger predator, a digger drake uses its breath weapon to scare it away until more suitable prey comes along. In the rare instances where its breath does not suffice, the digger drake can expand its body growing to huge size in an attempt to intimidate the threat into leaving, or use the size to be better able to fight for its own survival.

Acidic Spittle (Ex): A digger drakes spittle is caustic. Its bite attack deals an additional 1d4 points of acid damage. As a standard action a digger drake can spew out a stream of its spittle; 10 ft. line for 2d4 points of acid damage, Reflex DC 18 for half damage. The save DC is Constitution-based and includes a +4 racial bonus. This replaces its attacks for the round.

Breath Weapon (Su): A digger drake can breathe a cloud of fear gas in a 5 foot radius. All within the cloud must succeed on a DC 13 Will save or be panicked. The dragon must recover for 1d10 rounds before it can breathe again. The save DC is Charisma-based.

Charisma Drain (Su): With a successful bite attack, the victim succeeds on a DC 13 Fortitude save or suffer 1d4 points of Charisma drain. The digger drake gains 5 temporary hit points regardless of how much Charisma it drains. The save DC is Charisma-based.

Ferocious Gnawing (Ex): If a digger drake hits with two or more of its melee attacks, it latches onto the opponents body. An attached digger drake is effectively grappling its prey. The digger drake loses its Dexterity bonus to AC and has an AC of 17. An attached digger drake can be struck with a weapon or grappled itself. To remove an attached digger drake through grappling, the opponent must achieve a pin against the digger drake.

Invade (Ex): If a digger drake successfully grapples an opponent it can, as a free action that provokes an attack of opportunity, burrow into the victims flesh. This deals 1d4 points of damage per round and 1d6 Constitution damage. The use of remove disease immediately forces the digger drake to leave the victim's body. Any opponent with a natural armor class bonus greater than the digger drakes natural armor bonus (+3) is immune to this attack. Likewise, this ability can only be used against creatures that are at least two sizes larger than the digger drake.

Size Alteration (Ex): When threatened, the digger drake can puff itself up to make itself more intimidating to its foe. As a full round action, the digger drake can grow from Diminutive to Huge in size. At Huge size its Armor class is 16, touch 13, flat-footed 11, its attack modifier is +7/+5, its grapple modifier is +14, and its Space/Reach is 15 ft./15 ft.

Tremorsense (Ex): A digger drake can detect and pinpoint anyone moving along the ground within 60 ft. of where it has burrowed.