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Warduke

Medium Humanoid (Human)
Hit Dice: 20d10 + 200 (370 hp)
Initiative: +3
Speed: 30 ft.
Armor Class: 41 (+11 armor, +5 deflection, +3 Dex, +5 natural, +7 shield), touch 25, flat-footed 23
Base Attack/Grapple: +20/+32
Attack: Bastard sword +39 melee (3d8 + 21 plus 2d6 anarchic and 1 Con /17-20/x2)
Full Attack: Bastard sword +39/+34/+29/+24 melee (3d8 + 21 plus 2d6 anarchic and 1 Con /17-20/x2) and shield +37/+32 melee (3d6 + 11)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Counterattack, fearsome eye, overpowering attack
Special Qualities: Damage reduction 5/adamantine, immune to mind-affecting, spell resistance 30
Saves: Fort +27, Ref +14, Will +13
Abilities: Str 28 (34), Dex 16, Con 25 (31), Int 13, Wis 15, Cha 20
Skills: Climb +25, Intimidate +28, Jump +25, Knowledge (the planes) +12, Martial Lore +24, Listen +14, Ride +10, Survival +23, Swim +25
Feats: Cleave, Combat Expertise, Combat Reflexes, Dodge, Great Cleave, Greater Weapon Focus (bastard sword), Greater Weapon Specialization (bastard sword), Improved Critical (bastard sword), Improved Shield Bash, Improved Two Weapon Fighting, Mobility, Power Attack, Quick Draw, Spring Attack, Track, Two Weapon Fighting, Weapon Focus (bastard sword), Weapon Specialization (bastard sword), Whirlwind Attack
Organization: Solitary (unique)
Challenge Rating: 21
Treasure: Possessions
Alignment: Chaotic Evil

Fearsome Eye (Su): Warduke's fiendish grafted eyes can continuously see invisibility and see in darkness (as a devil). Furthermore, any creature within 50 feet that meets Warduke's gaze must make a Will save (DC 25) or be paralyzed with fear for 1d4 rounds.

Possessions: Gauntlets of mighty prowess +6, +5 anarchic wounding bastard sword of human bane, +5 spiked ceremonial war plate armor of moderate fortification, +5 heavy adamantine shield of bashing, Warduke's helm.

Warduke's Helm (Major Artifact)

Warduke's Helm provides a +5 deflection and +5 natural armor bonus to AC and a +5 resistance bonus to saves. It provides spell resistance 32 and immunity to mind-affecting.

Both of the two lesser rubies in the helm's face plate allow a double strength death knell to be cast as a swift action, activated by the wearer's thought. While death knell is in effect, the ruby glows and cannot activate another death knell, thus allowing Warduke to have a maximum of two death knells in effect at any one time.

The large third ruby can store any spell up to 9th level, as a ring of spell storing. The spell can be cast as a swift action requiring only a thought. Warduke usually stores a word of recall, although for important or dangerous missions he has it replaced with limited wish instead.

Lolth

Medium Outsider (Chaotic, Evil, Maleidolon)
Hit Dice: 52d8 + 676 (1,092 hp)
Initiative: +20
Speed: 60 ft., climb 60 ft.
Armor Class: 83 (+17 deflection, +16 Dex, +8 divine, +11 insight, +21 natural) touch 62, flat-footed 56
Base Attack/Grapple: +52/+69
Attack: Snake whip +82 melee (1d6 + 15 and special) or bite (3d6 + 9 plus poison)
Full Attack: Snake whip +82/+77/+72/+67 melee (1d6 + 15 and special) or bite +76 melee (3d6 + 9 plus poison) and 8 slams +71 melee (2d6 + 4)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Call demons, call drow, call spiders, poison, spell-like abilities, spells, web
Special Qualities: Alternate form, cosmic entity, damage reduction 40/greater epic, good and cold iron, darkvision, demon goddess, fast healing 20, immunity to acid, cold, electricity and poison, resistance to fire 30, spell resistance 56, telepathy 1000 ft.
Saves: Fort +49, Ref +52, Will +47
Abilities: Str 29, Dex 42, Con 36, Int 42, Wis 32, Cha 45
Skills: Appraise +41 (+45 alchemy, +47 weaving), Balance +47, Bluff +82, Climb +42, Concentration +68, Craft (alchemy) +41, Craft (weaving) +71, Diplomacy +74, Disguise +72 (+78 acting), Escape Artist +41 (+43 ropes), Forgery +41, Gather Information +72, Hide +75, Intimidate +78, Jump +50, Knowledge (arcana) +71, Knowledge (history) +71, Knowledge (religion) +71, Knowledge (the planes) +71, Listen +66, Move Silently +71, Perform (dance) +42, Perform (sing) +47, Search +41, Sense Motive +66, Sleight of Hand +41, Spellcraft +77, Spot +70, Survival +36 (+42 on other planes), Swim +29, Tumble +50, Use Magic Device +37 (+43 scrolls), Use Rope +36 (+40 bindings)
Feats: Cleave, Combat Expertise, Combat Reflexes, Dark Speech*, Fortify Spell, Improved Combat Expertise, Improved Disarm, Improved Initiative, Quicken Spell, Power Attack, Weapon Finesse, Widen Spell
Epic Feats: Automatic Quicken (x3), Epic Skill Focus (Bluff), Epic Spellcasting, Multispell, Superior Initiative
Climate/Terrain: The Abyss
Organization: Solitary (unique)
Challenge Rating: 42
Treasure: Quintuple Standard
Alignment: Chaotic Evil


Call Demons (Sp): 6/day, Lolth can call 2d6 mariliths, 3d6 glabrezu or 3d10 bebilith or yochols. 3/day she may call a single demon of any type.

Call Drow: At will, Lolth can call 2d6 drow, draegoloths or driders of 24th level or less, or 6d10 of 12th level or less.

Call Spiders: At will, Lolth may call monstrous spiders or spider swarms totaling no more than 128 hit dice. 6/day, Lolth may call 3d6 aranea or choldrith. 1/day she may call a devastation spider.

Poison: Fortitude DC 57; 4d6 Strength initial and secondary.

Spell-like Abilities: Always active- detect good, detect law, detect magic, freedom of movement, spider climb, true seeing; at will- astral projection, bestow greater curse (DC 43), blasphemy (DC 42), cloak of chaos (DC 43), command undead (DC 37), control undead (DC 42), create greater undead, creeping doom, damning darkness, desecrate, detect thoughts (DC 37), discern location, forbiddance (DC 41), geas/quest, greater dispel magic, greater planeshift, greater teleport, harm (DC 41), mass charm monster (DC 44), nightmare (DC 40), polymorph, power word blind, soul bind (DC 44), suggestion (DC 38), summon swarm, telekinesis (DC 40 object), unhallow, unholy aura (DC 43), unholy blight (DC 39), utterdark, word of chaos (DC 42); 6/day- dominate monster (DC 44), gate, implosion (DC 44), power word kill, time stop. Caster level 41st.

Spells: Lolth casts spells as a 39th level cleric and 26th level sorcerer.

Cleric spells per day: 6/9/9/9/8/8/7/7/6/6/2/2 Caster level 39th, DC 29 + spell level.
Sorcerer spells per day: 6/11/10/10/10/10/9/9/9/9/3/3/3/3/2/2/2/2 Caster level 26th, DC 35 + spell level.

Web (Ex): In either form, Lolth can project a spray of web at will from spinnerets located in her mouth. She can throw these webs as a net, or create sheets of webbing in a 60 foot square. Her webs have an Escape Artist DC of 57, a break DC of 45 and 40 hit points per 5 foot section.

Creatures touching Lolth’s webs are poisoned. Fortitude DC 57 negates 2d6 Strength initial and secondary.

Lolth can also attempt to directly cocoon a creature with her webbing. This requires a successful ranged touch attack (+76) followed by a successful grapple check (+69). A victim of such an attack is considered grappled and cannot free itself until it succeeds on a grapple check against Lolth. Should Lolth desire, she can continue to reinforce the cocoon with a standard action. Each such attempt increases the grapple check modifier by +10. Cocooned creatures can breathe, although they do take a -5 penalty to their Fortitude saves against the webbing’s poison.

Alternate Form: Lolth can take the form of a spider hybrid. In this form, she gains a poisonous bite attack and 8 slam attacks. (Unlike normal slam attacks, Lolth’s sharp limbs deal piercing or bludgeoning damage at her preference)

Cosmic Entity: Lolth has a +15 to rank checks. Cosmic entities are not subject to the +4 strata differential although Lolth is treated as an intermediate goddess when it is in her favor. (See Demon Goddess)

Demon Goddess: Lolth has obtained divinity and receives a +8 divine bonus to attack rolls, armor class, saves and the DC of her special abilities. She is treated as an intermediate god for the purpose of rank checks when it is in her favor. She may craft normal and epic magic items as if she had the proper feats.

Possessions: Lolth wields a +6 six headed snake whip. This weapon allows her 20 foot reach. On a successful attack, roll 1d6 to see how many heads strike the victim. Multiply the entire damage by the number of heads that strike. The victim must also make a Fortitude save (DC 35) for each head that strikes him or suffer the poison damage listed below.

1 – 1d8 Charisma
2 – 1d8 Dexterity
3 – 1d8 Wisdom
4 – 1d8 Strength
5 – 1d8 Intelligence
6 – 1d8 Constitution

Ardat the Unavowed
Large Outsider (Chaotic, Cosmic, Evil, Mazza’im)
Hit Dice: 32d8 + 352 (608 hp)
Initiative: +28
Speed: 40 ft., fly 160 ft. (good)
Armor Class: 50 (+10 deflection, +14 Dex, +7 insight, +10 natural, -1 size), touch 40, flat-footed 50
Base Attack/Grapple: +32/+46
Attack: 3 bites +41 melee (3d6 + 10) or shortbow +50 ranged (1d8 + 15 and poison /x3)
Full Attack: 3 bites +41 (3d6 + 10) and 2 claws +39 melee (2d6 + 5) or shortbow +50+45/+40/+35 ranged (1d8 + 15 and poison /x3)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Captivating song, poison, shriek, sneak attack, spell-like abilities, summon demons, sunder enchantment
Special Qualities: Damage reduction 20/epic, good and cold iron, darkvision, immunity to electricity, sonic, mind affecting and poison, improved evasion, improved uncanny dodge, resistance to acid 20, cold 20 and fire 20, spell resistance 33, telepathy 500 ft., triple headed, uncanny dodge
Saves: Fort +33, Ref +40, Will +29
Abilities: Str 30, Dex 38, Con 32, Int 22, Wis 24, Cha 30
Skills: Bluff +45, Diplomacy +53, Hide +45, Intimidate +49, Knowledge (nature) +45, Knowledge (the planes) +41, Listen +42, Move Silently +49, Perform (oratory) +45, Perform (sing) +45, Search +45, Sense Motive +42, Spot +46, Survival +42 (+46 above ground, +46 on other planes, +46 tracking)
Feats: Ability Focus (shriek), Combat Reflexes, Dark Speech, Far Shot, Flyby Attack, Improved Initiative, Multiattack, Point Blank Shot, Telling Blow, Track
Epic Feats: Epic Ability Focus (shriek), Epic Reflexes, Superior Initiative
Climate/Terrain: The Infinite Layers of the Abyss
Organization: Solitary (unique)
Challenge Rating: 25
Treasure: Triple Standard
Alignment: Chaotic Evil

Captivating Song (Ex): When Ardat sings, all creatures (other than harpies) within a 600-foot spread must succeed on a Will save (DC 36) or become captivated. This is a sonic mind-affecting charm effect. A creature that successfully saves cannot be affected again by Ardat’s song for 24 hours. The save DC is Charisma-based.

A captivated victim walks toward Ardat, taking the most direct route available. If the path leads into a dangerous area (through flame, off a cliff, or the like), that creature gets a second saving throw. Captivated creatures can take no actions other than to defend themselves. (Thus, a fighter cannot run away or attack but takes no defensive penalties.) A victim within 5 feet of Ardat stands there and offers no resistance to her attacks. The effect continues for as long as she sings and for 1 round thereafter. A bard’s countersong ability allows the captivated creature to attempt a new Will save.

If all of Ardat’s heads sing together, the Will save to resist captivation is 40.

Poison (Ex): Injury; DC 30; 2d6 Dex/2d6 Dex

Shriek (Su): Each of Ardat’s three heads can unleash a bloodchilling shriek as its action. Once a head shrieks, it may not do so again for 1d4 rounds. Each shriek affects all creatures in a 60-foot radius spread. Ardat’s left headed shriek deals 1d6 points of Intelligence drain, her right head deals 1d6 points of Wisdom drain and her central head deals 1d6 points of Charisma drain. A successful Will save (DC 42) negates the ability drain but leaves the targets shaken for 1d4 rounds. A creature drained to 0 points in an ability score by this attack is instead left with a score of 1 and is driven permanently insane, such that he sees his allies as enemies and does everything in his power to murder them. The insanity can be cured by greater restoration, miracle or wish.

Spell-like Abilities: Always active – detect good, detect law, unholy aura (DC 28); at will – astral projection, blasphemy (DC 27), confusion (DC 24), desecrate, greater dispel magic, suggestion (DC 23), [i]telekinesis (DC 25), greater teleport, unhallow, unholy blight (DC 24); 3/day – antipathy (DC 27), demand (DC 28); 1/day – dominate monster (DC 29), power word kill Caster level 25th

Summon Demons (Sp): 3/day, Ardat can summon 2d8 succubi or 2d6 vrocks.

Sunder Enchantment (Su): Ardat’s touch functions as a break enchantment spell (Caster level 32nd), sundering enchantments, transmutations and curses. If the creature that placed the effect that is broken is within 60 feet of Ardat when she sunders that creature’s effect, it suffers 20d6 points of nonlethal damage and is stunned for 1d4 rounds as the backlash of magic strikes. A successful Fortitude save (DC 36) halves the damage and negates the stunning.

Triple Headed: Ardat has three heads, the left is a beautiful woman, the right is a twisted crone and the middle head is a monstrous fang jawed harpy. Each of these heads can perform a standard or move action per round. This can be a bite attack or the use of a special attack. A spell-like ability can only be activated once per round. It requires all three heads to make a full attack, but Ardat can move in the same round that she takes a full attack action.

Possessions: Ardat wields a +5 mighty (+10) composite shortbow of distance.

Soul Siren
Medium Outsider (Augmented Monstrous Humanoid, Chaotic, Evil)
Hit Dice: 21d8 + 105 (220 hp)
Initiative: +8
Speed: 20 ft., fly 80 ft. (good)
Armor Class: 30 (+8 Dex, +5 insight, +7 natural), touch 23, flat-footed 17
Base Attack/Grapple: +21/+27
Attack: Bite +27 melee (1d8 + 6) or shortbow +31 ranged (1d8 + 6 and poison /x3)
Full Attack: Bite +27 (1d8 + 6) and 2 claws +25 melee (1d6 + 3) or shortbow +31/+26/+21/+16 ranged (1d6 + 6 and poison /x3)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Bardic power, captivating song, favored enemies, favored terrain, poison, smite good, spell-like abilities
Special Qualities: Damage reduction 10/good, darkvision, evasion, immunity to poison, resistance to acid 10, cold 10, electricity 10 and fire 10, spell resistance 31, swift tracker
Saves: Fort +33, Ref +40, Will +29
Abilities: Str 22, Dex 27, Con 20, Int 19, Wis 20, Cha 27
Skills: Bluff +32, Diplomacy +12, Hide +32, Intimidate +22, Knowledge (nature) +28, Knowledge (the planes) +28, Listen +29, Move Silently +32, Perform (oratory) +32, Perform (sing) +32, Search +28, Sense Motive +17, Spot +29, Survival +29 (+31 above ground, +31 on other planes, +31 tracking)
Feats: Careful Targeting*, Exact Targeting*, Precise Shot, Rapid Shot, Track
Climate/Terrain: The Infinite Layers of the Abyss
Organization: Solitary, pair or flight (7-12)
Challenge Rating: 18
Treasure: Triple Standard
Alignment: Chaotic Evil

Bardic Power: A Soul Siren can make use of her bardic powers to produce a variety of effects. A Will save equal to the Perform check used to activate the effect is allowed to negate undesirable conditions unless otherwise stated. A Soul Siren can use bardic power 14/day.
Countersong: A Soul Siren’s Perform check is used in place of allies’ Will saves against sonic or language dependent effects.
Dirge of Doom: Affected creatures within 30 ft. are shaken.
Discordant Performance: Affected creatures within 30 ft. are confused.
Distraction: A Soul Siren’s Perform check is used in place of allies’ Will saves against figments or patterns.
Fascinate: Up to five creatures within 90 ft. are fascinated with the Soul Siren.
Frightening Tune: An affected creature is frightened for 1d4 + 8 rounds.
Inspire Courage: Affected creatures gain a +3 bonus to attacks and saves against fear.
Inspire Competence: Affected creatures gain a +2 bonus to skill checks.
Inspire Greatness: Up to two creatures within 30 ft. gain 2d10 HD, commensurate hit points modified by Con modifier, a +2 competence bonus to attacks and a +1 competence bonus to Fortitude saves.
Paralyzing Show: An affected creature is paralyzed. (Will save each round)
Song of Freedom: A Soul Siren can break enchantment at caster level 14th.
Soothing Song: Up to 14 creatures within 30 ft. are cured 1d8 + 14 hit points. (Will half)
Suggestion: A Soul Siren can make a suggestion against any creature fascinated with her. (Will DC 28 negates) This does not count against her uses of bardic power.

Captivating Song (Ex): When a Soul Siren sings, all creatures (other than harpies) within a 300-foot spread must succeed on a Will save (DC 28) or become captivated. This is a sonic mind-affecting charm effect. A creature that successfully saves cannot be affected again by that Soul Siren’s song for 24 hours. The save DC is Charisma-based.

A captivated victim walks toward the Soul Siren, taking the most direct route available. If the path leads into a dangerous area (through flame, off a cliff, or the like), that creature gets a second saving throw. Captivated creatures can take no actions other than to defend themselves. (Thus, a fighter cannot run away or attack but takes no defensive penalties.) A victim within 5 feet of the Soul Siren stands there and offers no resistance to her attacks. The effect continues for as long as she sings and for 1 round thereafter. A bard’s countersong ability allows the captivated creature to attempt a new Will save.

Favored Enemies: Humans (+2), [evil] outsiders (+6), monstrous humanoids (+2)

Favored Terrain: The Abyss (+6/+3), mountains (+2/+1), skies (+2/+1)

Poison (Ex): Injury; DC 30; 2d6 Dex/2d6 Dex

Smite Good: 1/day a Soul Siren can smite good, with a +8 bonus to attack and dealing 21 additional points of damage.

Spell-like Abilities: 3/day – charm monster (DC 23), locate creature, greater teleport, unholy aura (DC 26); 1/day – blasphemy (DC 25), blur, desecrate, destruction (DC 27), horrid wilting (DC 26), summon monster IX (fiends only), unhallow, unholy blight (DC 22) Caster level 21st

Possessions: Soul Sirens wield +2 mighty (+6) composite shortbows of distance.

Shaktari

Art by Andrew Hou

Huge Outsider (Aquatic, Chaotic, Cosmic, Evil, Mazza’im)
Hit Dice: 40d8 + 520 (840 hp)
Initiative: +16
Speed: 80 ft., fly 60 ft. (perfect)
Armor Class: 57 (+11 deflection, +8 Dex, +10 insight, +20 natural, -2 size), touch 37, flat-footed 39
Base Attack/Grapple: +40/+61
Attack: 4 longswords +61 melee (3d6 + 27 plus 3d6 energy* /19-20) and 4 scimitars +61 melee (2d6 + 27 plus 2 Con /15-20) or tail slap +51 melee (6d6 + 13)
Full Attack: 4 longswords +61/+56/+51/+46 melee (3d6 + 27 plus 3d6 energy* and poison /19-20) and 4 scimitars +61/+56/+51/+46 melee (2d6 + 27 plus 2 Con and poison /15-20) and tail slap +49 melee (4d6 + 4 and poison) or 8 slams +51 melee (2d6 + 13 and poison) and tail slap +49 melee (6d6 + 6 and poison)
Space/Reach: 15 ft. /15 ft.
Special Attacks: Call demons, constrict, improved grab, poison, spell-like abilities, toxic aura
Special Qualities: Amphibious, damage reduction 30/epic, good and cold iron, darkvision, immunity to electricity and poison, resistance to acid 30, cold 30 and fire 30, spell resistance 43, superior multiweapon fighting, telepathy 500 ft.
Saves: Fort +39, Ref +34, Will +36
Abilities: Str 37, Dex 27, Con 36, Int 28, Wis 30, Cha 32
Skills: Acrobatics +56, Bluff +54, Climb +56, Concentration +56, Craft (weaponsmith) +30, Diplomacy +52, Disguise +30 (+34 acting), Intimidate +58, Knowledge (arcana) +41, Knowledge (history) +52, Knowledge (the planes) +52, Knowledge (tactics) +52, Perception +61, Sense Motive +40, Spellcraft +56, Stealth +51, Swim +64, Survival +53, Use Magic Device +54
Feats: Combat Reflexes, Dark Speech, Dodge, Great Cleave, Greater Weapon Focus (longsword), Greater Weapon Focus (scimitar), Greater Weapon Specialization (longsword), Greater Weapon Specialization (scimitar), Improved Initiative, Mobility, Multiattack, Power Attack, Spring Attack, Weapon Focus (longsword), Weapon Focus (scimitar), Weapon Specialization (longsword), Weapon Specialization (scimitar)
Epic Feats: Epic Weapon Focus (longsword), Epic Weapon Focus (scimitar), Epic Weapon Specialization (longsword), Epic Weapon Specialization (scimitar), Superior Initiative
Climate/Terrain: The Abyss
Organization: Solitary (unique)
Challenge Rating: 33
Treasure: Triple Standard
Alignment: Chaotic Evil

Call Demon (Sp): 3/day Shaktari can call 4d10 evistros, 2d6 hezrou, 2d6 mariliths or 1d4 molydei. Mariliths called have maximum hit points.

Constrict (Ex): Shaktari deals 6d6 + 19 points of damage with a successful grapple check. The constricted creature must succeed on a Fortitude save (DC 43) or lose consciousness for as long as it remains in the coils and for 2d6 rounds thereafter.

Improved Grab (Ex): To use this ability, Shaktari must hit with her tail slap attack. She can then attempt to start a grapple as a free action without provoking an attack of opportunity. If she succeeds on the grapple check, she can constrict.

Poison (Ex): Injury, Fort DC 43, 3d6 Con/3d6 Con. Any weapon or natural weapon wielded by Shaktari becomes coated in poison.

Spell-Like Abilities: Always active – detect good, detect law, see invisibility, true seeing, unholy aura (DC 29); at will—align weapon, astral projection, blade barrier (DC 26), blasphemy (DC 28), desecrate, fly, greater dispel magic, greater teleport, project image (DC 26), telekinesis (DC 26), unhallow, unholy blight (DC 25); 3/day – banishment (DC 28), haste, symbol of pain (DC 26); 1/day – freedom, imprisonment (DC 30). Caster level 32nd

Superior Multiweapon Fighting: Shaktari can attack with all eight of her arms any time she could attack with one. She takes no penalty to her attacks.

Toxic Aura (Su): Any creature within 200 ft. of Shaktari loses any resistance or immunity to poison. Constructs, elementals and undead retain their immunity. Neutralize poison, delay poison and any other spell or effect that attempts to prevent a poison effect from taking place do not function within the aura.

Skills: Mariliths have a +8 racial bonus on Perception checks.

Possessions: 4 +6 longswords of energy* blasting, 4 +6 keen scimitars of greater wounding. One blade in each set is made out of adamatine, mithril, cold iron and silver.

*Shaktari's longswords each have a different energy: fire, electricity, cold and acid.

Garag
Large Magical Beast (Augmented Animal)
Hit Dice: 20d10 + 143 (273 hp)
Initiative: +9
Speed: 40 ft., climb 30 ft.
Armor Class: 40 (+12 armor, +3 deflection, +5 Dex, +6 natural, +5 shield, -1 size), touch 17, flat-footed 35, combat 55
Base Attack/Combat: +20/+40 (+42 bullrush)
Attack: Bastard sword +46 melee (2d8 + 29 /17-20/x3 and fiercebane) or slam +35 melee (1d8 + 16)
Full Attack: Bastard sword +46/+41/+36/+31 melee (2d8 + 29 /17-20/x3 and fiercebane) and bite +36 melee (1d8 + 8 /19-20) or 2 slams +35 melee (1d8 + 16) and bite +36 melee (1d8 + 8 /19-20)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Improved grab, rend, smite good
Special Qualities: Damage reduction 5/-, damage reduction 10/good, low-light vision, resistance to electricity 10 and fire 10, scent, spell resistance 25, weapon mastery
Saves: Fort +21, Ref +20, Will +12
Abilities: Str 36 (42), Dex 21, Con 22, Int 12, Wis 13, Cha 13
Skills: Acrobatics +28, Climb +37, Intimidate +24, Perception +24, Sense Motive +14, Stealth +28
Feats: Cleave, Combat Reflexes, Endurance, Exotic Weapon Proficiency (bastard sword), Great Cleave, Greater Weapon Focus (bastard sword), Greater Weapon Specialization (bastard sword), Improved Bullrush, Improved Critical (bastard sword), Improved Critical (bite), Improved Initiative, Improved Multiattack, Improved Natural Weapon (bite), Iron Will, Melee Weapon Specialization (slashing), Multiattack, Power Attack, Toughness, Weapon Focus (bastard sword), Weapon Focus (bite), Weapon Specialization (bastard sword), Weapon Supremacy (bastard sword)
Climate/Terrain: Gaping Maw (The Abyss)
Organization: Solitary (unique)
Challenge Rating: 19
Treasure: Possessions
Alignment: Chaotic Evil

Improved Grab (Ex): Garag must hit with his slam attack to use this ability. If he gets a hold he can rend.

Rend (Ex): If Garag is grappling with an opponent, he can attempt to pull the creature apart, dealing 2d8 + 32 points of damage and ending the grapple.

Smite Good (Su): Once per day, Garag can smite good, dealing 20 additional points of damage.

Possessions: +3 demontainted bastard sword of human fiercebane, +3 demontainted breastplate of moderate fortification, +3 demontainted heavy steel shield, +3 collar of resistance, demontainted ring of protection +3, gauntlets of ogre power +6, 4 potions of cure critical wounds.

The Cannibal
Large Animal
Hit Dice: 18d8 + 90 (210 hp)
Initiative: +11
Speed: 40 ft., climb 30 ft.
Armor Class: 25 (+7 Dex, +3 deflection, +6 natural, -1 size), touch 19, flat-footed 18, combat 43
Base Attack/Grapple: +12/+28
Attack: Thighbone +25 melee (2d8 + 18 /19-20) or slam +23 melee (2d6 + 12)
Full Attack: Thighbone +25/+20/+15 melee (2d8 + 18 /19-20) and slam +23 melee (2d6 + 12) and bite +23 melee (1d8 + 6)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Improved grab, rend, smite good
Special Qualities: Low-light vision, resistance to electricity 10 and fire 10, scent, spell resistance 23
Saves: Fort +19, Ref +21, Will +10
Abilities: Str 34, Dex 25, Con 20, Int 7, Wis 13, Cha 7
Skills: Acrobatics +11, Climb +18, Perception +13, Survival +8
Feats: Cleave, Improved Critical (thigh bone), Improved Initiative, Improved Multiattack, Improved Natural Attack (bite), Improved Natural Attack (slam), Multiattack, Power Attack, Toughness, Weapon Focus (thighbone)
Climate/Terrain: Gaping Maw (The Abyss)
Organization: Solitary (unique)
Challenge Rating: 11
Treasure: Thighbone (masterwork greatclub), collar of defense +3
Alignment: Chaotic Evil

Improved Grab (Ex): The Cannibal must hit with her slam attack to use this ability. If she gets a hold she can rend.

Rend (Ex): If the Cannibal is grappling with an opponent, she can attempt to pull the creature apart, dealing 2d8 + 32 points of damage and ending the grapple.

Smite Good (Su): Once per day, the Cannibal can smite good, dealing 18 additional points of damage.

The Guardian of the Gates

Huge Outsider (Chaotic, Evil, Mazza’im)
Hit Dice: 38d8 + 722 (969 hp)
Initiative: +13
Speed: 50 ft., fly 90 ft. (average)
Armor Class: 58 (+11 deflection, +9 Dex, +30 natural, -2 size), touch 20, flat-footed 40
Base Attack/Grapple: +38/+67
Attack: Claw +57 melee (4d8 + 21)
Full Attack: 4 claws +57 melee (4d8 + 21) and bite +57 melee (6d8 + 10) and 2 wings +57 melee (3d8 + 10) and pincers +57 melee (6d8 + 31 /18-20/x4)
Space/Reach: 15 ft. /15 ft.
Special Attacks: Chew, fear aura, improved grab, spell-like abilities, spells, summon demons
Special Qualities: Augmented criticals, damage reduction 30/good and cold iron, darkvision, fast healing 20, immunity to electricity and poison, resistance to acid 30, cold 30 and fire 30, spell resistance 42, telepathy 300 ft.
Saves: Fort +40, Ref +34, Will +36
Abilities: Str 52, Dex 29, Con 41, Int 30, Wis 32, Cha 33
Skills: Acrobatics +50, Bluff +52, Climb +40, Concentration +55, Diplomacy +40, Escape Artist +50, Fly +62, Intimidate +56, Knowledge (arcana) +50, Knowledge (architecture) +30, Knowledge (history) +50, Knowledge (religion) +50, Knowledge (the planes) +50, Linguistics +50, Perception +52, Sense Motive +52, Spellcraft +55, Stealth +50, Survival +50, Swim +40, Use Magic Device +50
Feats: Awesome Blow, Cleave, Combat Reflexes, Empower Spell, Great Cleave, Improved Initiative, Improved Multiattack, Maximize Spell, Multiattack, Power Attack, Quicken Spell, Quicken Spell-like Ability, Violate Spell, Widen Spell
Epic Feats: Epic Spellcasting, Epic Toughness (x2), Improved Metamagic Capacity (x2), Multiweapon Rend
Climate/Terrain: The Grand Abyss (The Abyss)
Organization: Solitary
Challenge Rating: 32
Treasure: Triple Standard
Alignment: Chaotic Evil

Chew: The Guardian deals 8d8+42 points of additional damage with a successful grapple check.

Fear Aura (Su): The Guardian can radiate a 50-foot-radius fear aura as a free action. A creature in the area must succeed on a DC 40 Will save or be panicked for 1d6 minutes. A creature that successfully saves is shaken for 1 round and cannot be affected again by the Guardian’s aura for 24 hours. The Guardian can choose to exclude demons from the effects of the aura. The save DC is Charisma-based.

Improved Grab: The Guardian must hit with its pincer attack to use this ability. 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 chew. It automatically deals pincer damage and chew damage with a successful grapple check. If the grapple check's die roll is 18-20, the pincer attack deals critical damage. The Guardian is not considered grappling when holding an opponent in its pincers.

Spell-like abilities: Always active - detect law, detect magic, true seeing, unholy aura; at will- animate dead, blasphemy (DC 38), chain lightning (DC 37), deeper darkness, delayed blast fireball (DC 38), desecrate, greater dispel magic, greater teleport, mass hold monster (DC 40), permanent image (DC 37), power word stun, telekinesis (DC 36), mass suggestion (DC 37), unhallow, unholy blight (DC 35), word of chaos (DC 38); 3/day - acid fog, power word kill, wall of fire. Caster level 34th

Spells: The Guardian casts spells as a sorcerer.
Spells per day: 9/9/9/8/8/8/8/7/7/2/2 Caster level 30th; DC 31+spell level
Spells known: 0 – arcane mark, dancing lights, flare, light, mage hand, open/close, prestidigitation, read magic, resistance; 1st – alarm, expeditious retreat, feather fall, grease, ray of enfeeblement, true strike; 2nd – false life, mirror image, misdirection; 3rd – displacement, haste, protection from energy, wind wall; 4th – animate dead, bestow curse, dimensional anchor, solid fog; 5th – cloudkill, dismissal, wall of force, waves of fatigue; 6th –antimagic field, guards and wards, repulsion; 7th –banishment, limited wish, reverse gravity; 8th –antipathy, greater prying eyes, symbol of death; 9th -disjunction, gate, imprisonment

Summon Demons (Sp): Thrice per day, the Guardian can automatically summon 3 balors, 6 molydei or 6 mariliths. This is the equivalent of an epic level spell.

Beleth, Prince of Imps

Medium Outsider (Devil, Evil, Lawful)
Hit Dice: 26d8 + 208 (416 hp)
Initiative: +19
Speed: 40 ft., fly 60 ft. (good)
Armor Class: 51 (+4 deflection, +11 Dex, +11 insight, +15 natural), touch 36, flat-footed 29, combat 48
Base Attack/Combat: +26/+33
Attack: Stinger +38 melee (2d10 + 7 and poison /19-20)
Full Attack: Stinger +38 melee (2d10 + 7 and poison /19-20) and 2 claws +35 melee (1d10 + 3) and 2 wings +35 melee (1d8 + 3)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Poison, spell-like abilities, summon devils
Special Qualities: Damage reduction 20/epic, good and silver, fast teleport, immunity to fire and poison, regeneration 10, resistance to acid 20 and cold 20, see in darkness, spell resistance 35, telepathy 500 ft.
Saves: Fort +27, Ref +34, Will +30
Abilities: Str 25, Dex 33, Con 26, Int 31, Wis 33, Cha 27
Skills: Acrobatics +30, Bluff +37, Concentration +37, Diplomacy +55, Disguise +37(+41 acting), Fly +37, Intimidate +31, Knowledge (arcana) +39, Knowledge (history) +39, Knowledge (local) +35, Knowledge (nobility) +39, Knowledge (the planes) +39, Linguistics +39, Perception +40, Ride +40, Sense Motive +40, Spellcraft +43, Stealth +40, Use Magic Device +35
Feats: Ability Focus (poison), Combat Reflexes, Dark Speech, Improved Critical (stinger), Improved Initiative, Mounted Combat, Multiattack, Ride-by Attack, Weapon Finesse, Weapon Focus (stinger)
Epic Feats: Epic Ability Focus (poison), Epic Reflexes, Epic Skill Focus (Diplomacy), Superior Initiative
Climate/Terrain: Malbolge (The Nine Hells)
Organization: Solitary (unique)
Challenge Rating: 23
Treasure: Triple Standard
Alignment: Lawful Evil

Poison (Ex: Injury, Fort 37 negates, 1d10 Dex/2d10 Dex. In addition, Beleth's poison burns through the body, dealing 1d10 fire damage every round until it has run its course, either by being successfully saved again, removed, or having it deal its secondary damage. Note that while remove poison is effective against this, delay poison (and similar effects) does not...a creature under this effect continues taking fire damage until the poison is properly dealt with.

Spell-like Abilities: Always active – see invisibility, unholy aura (DC 26), at will - animate dead, blasphemy (DC 27), charm monster (DC 22), create undead, desecrate, detect good, detect magic, greater dispel magic, greater teleport , invisibility, magic circle against good, polymorph, power word stun, programmed image (DC 24), solid fog, suggestion (DC 21), unhallow; 3/day – ; 1/week- commune, wish (DC 27). Caster level 26th

Summon Devils(Sp): At will, Beleth can summon 4d10 imps of any kind. They have maximum hit points. 3/day, Beleth can summon 4d6 merregon, 2d6 erinyes, 2d6 osyluth or 1d8 malebranche.

Regeneration (Ex): Beleth takes normal damage from good aligned silver weapons, and from good aligned spells or effects.

Swift Teleport (Ex): Using greater teleport is a move action for Beleth

Center-of-All

Large Outsider (Cosmic, Rilmani)
Hit Dice: 50d8 + 500 (900 hp)
Initiative: +17
Speed: 80 ft.
Armor Class: 79 (+17 armor, +14 deflection, +9 Dex, +14 insight, +15 natural), touch 47, flat-footed 56
Base Attack/Grapple: +50/+69
Attack: Golden blade +71 melee (3d6 + 29 /19-20/x2)
Full Attack: Golden blade +71/+66/+61/+56 melee (3d6 + 29 /19-20/x2)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Golden globe, lay on hands, spell-like abilities, spire wave
Special Qualities: Damage reduction 40/epic and mithril, fast healing 25, immunity to electricity, resistance to acid 40 and sonic 40, spell resistance 52, third law
Saves: Fort +41, Ref +40, Will +45
Abilities: Str 40, Dex 28, Con 30, Int 35, Wis 39, Cha 39
Skills: Balance +35, Bluff +69, Concentration +63, Diplomacy +100, Disable Device +38, Disguise +40 (+46 acting), Forgery +38, Gather Information +67, Hide +31, Intimidate +22, Jump +35, Knowledge (arcana) +48, Knowledge (history) +52, Knowledge (nobility) +57, Knowledge (the planes) +65, Knowledge (religion) +48, Listen +67, Move Silently +35, Open Lock +38, Perform (oratory) +67, Search +65, Sense Motive +67, Spellcraft +69, Spot +67, Survival +38 (+44 tracking), Truespeak +67, Use Magic Device +67
Feats: Ability Focus (spire wave), Combat Reflexes, Improved Initiative, Negotiator, Persuasive, Power Attack, Quicken Spell-like Ability (x3), Skill Focus (Diplomacy)
Epic Feats: Epic Ability Focus (spire wave), Epic Fortitude, Epic Reflexes, Epic Skill Focus (Diplomacy), Epic Will, Improved Combat Reflexes, Superior Initiative
Climate/Terrain: Outlands
Organization: Solitary (unique)
Challenge Rating: 38
Treasure: None
Alignment: Neutral

Golden Globe (Su): A 30 foot radius aura surrounds Center-of-All, stopping all spells of 6th level or less and all ranged attacks that pass through the aura. Any non-neutral creature within the aura takes 10d6 damage every round. A creature with two non-neutral alignment components takes double damage. Creatures taking damage are also blinded permanently, dazed for 1d6 rounds and sickened for 1d6 minutes. A Fortitude save (DC 49) is allowed for half damage and negates the status effects. Center-of-All can raise or lower this globe as a swift action.

Spell-like Abilities: Always active – detect alignment (all), freedom of movement, greater arcane sight, nondetection, tongues, true seeing, At will - banishment (DC 31), clairaudience/clairvoyance, calm emotions (DC 33), cloudkill (DC 29), cone of cold (DC 29), daylight, deeper darkness, greater teleport, hallucinatory terrain (DC 28), haste, hold monster (DC 29), improved invisibility, magic aura, magic circle against alignment (all), major image (DC 27), mass charm monster (DC 32), mirror image, planeshift, polymorph, prismatic spray (DC 31), regeneration, restoration, slow (DC 27), solid fog, wall of fire, wall of force, wall of ice, wall of iron, word of balance (DC 31); 3/day – destruction (DC 31), geas (DC 29), legend lore, resurrection, shapechange, time stop, wish Caster level 50th

Spire Wave (Cs): As a full round action, Center-of-All can radiate out waves of the Spire’s energy, nullifying immortal powers. Any creature within 100 feet must make a Will save (DC 55) or lose access to all spells, spell-like, supernatural, divine or cosmic abilities. The loss persists for 24 hours. A successful save reduces the duration to 1d6 rounds. Magic items are automatically suppressed for 1d4 rounds if in the area of effect of a spire wave.

The Third Law (Su): All creatures within 100 feet of Center-of-All who deal damage to another creature suffer an equal amount damage to themselves. A creature within this range that casts a beneficial spell on itself casts it on all targets within the aura.

Cosmic Entity: Center-of-All possesses a +2 bonus on rank checks. Within 10 miles of the actual Spire, this increases to +4. Unlike most cosmic entities, proximity to the Spire doesn't negate his cosmic stature nor rank check bonus.


Possessions: A suit of +9 golden full plate armor and a +7 golden vorpal greatsword serve as Center-of-All’s mystic weaponry. They automatically appear when needed and vanish when not.

Níðhöggr

Colossal Dragon (Cosmic, Evil)
Hit Dice: 78d12 + 1,716 (2,652 hp)
Initiative: +7
Speed: 100 ft., burrow 100 ft., fly 60 ft. (good), swim 100 ft.
Armor Class: 99 (+12 deflection, -1 Dex, +86 natural, -8 size), touch 13, flat-footed 99, combat 131
Base Attack/Combat: +78/+116
Attack: Bite +96 melee (6d8 + 30 and poison /19-20)
Full Attack: Bite +96 melee (6d8 + 30 and poison /19-20) and 2 claws +96 melee (4d6 + 19 /19-20) and tail +96 melee (4d8 + 41 /19-20)
Space/Reach: 30 ft. /20 ft. (30 ft. with bite)
Special Attacks: Breath weapon, crush 4d8 + 33, energy drain, poison, spell-like abilities, spells, tail sweep 2d8 + 33
Special Qualities: Blindsight 480 ft., damage reduction 50/greater epic and good, darkvision, immune to sleep and paralysis, keen senses, spell resistance 68
Saves: Fort +59, Ref +40, Will +51
Abilities: Str 55, Dex 8, Con 47, Int 32, Wis 30, Cha 35
Skills: Appraise +53, Bluff +93, Concentration +99, Diplomacy +54, Escape Artist +80, Intimidate +93, Knowledge (arcana) +92, Knowledge (history) +92, Knowledge (nature) +92, Knowledge (the planes) +92, Knowledge (religion) +92, Linguistics +92, Perception +91, Sense Motive +91, Spellcraft +92, Stealth +80, Survival +91, Swim +111
Feats: Ability Focus (poison), Cleave, Empower Spell, Flyby Attack, Great Cleave, Greater Weapon Focus (all), Greater Weapon Specialization (all), Improved Critical (all), Improved Flyby Attack, Improved Initiative, Improved Multiattack, Multiattack, Power Attack, Quicken Spell, Snatch, Weapon Focus (all), Weapon Specialization (all)
Epic Feats: Epic Ability Focus (poison), Epic Spellcasting, Epic Toughness (x2), Epic Weapon Focus (all), Epic Weapon Specialization (all), Improved Spell Capacity (x2), Superior Initiative
Climate/Terrain: Yggdrasil
Organization: Solitary
Challenge Rating: 45
Treasure: Double Standard
Alignment: Neutral Evil

Breath Weapon (Su): Níðhöggr can breathe a 70 foot cone or 140 foot line of disease or paralysis. A Fortitude save (DC 67) negates either effect. Paralysis lasts for 1d6 + 18 rounds. Disease infects creatures with linorm fever, which has an incubation period of 12 hours and deals 1d8 Str/1d6 Con.

Energy Drain (Ex): Níðhöggr bestows ten negative levels with its bite attack. For each negative level bestowed, Níðhöggr gains 5 hit points. Hit points gained in excess of its total are stored as temporary hit points. The Fortitude DC to remove a negative level is 67.

Poison: Injury, Fortitude DC 73, 1d2 Con/special. A creature suffering secondary damage from Níðhöggr's poison permanently loses the ability to heal hit point damage and ability damage. (And drain). Neither spell, time nor any extraordinary abilities such as regeneration or fast healing restore hit points to the affected creature. Remove curse, neutralize poison or similar effects can end the effect, but must succeed on a caster level check (DC 88). Those who attempt and fail contract linorm fever.

Spell-like Abilities: Always active – fly; at will – animate dead; 3/day – control undead, create undead, create greater undead, deeper darkness, dimension door, enervation (DC 26), etherealness, greater dispel magic, polymorph, protection from good, speak with dead, spectral hand, vampiric touch, water breathing Caster level 58th

Spells: Níðhöggr casts spells as a sorcerer but selects spells known from the cleric list.
Spells per day: 6/9/9/8/8/8/8/7/7/7/2/1 DC 20 + spell level.
Epic spells per day: 8

The Lord of Blades


Medium Construct (Living)
Hit Dice: 16d10 + 131 (267 hp)
Initiative: +8
Speed: 20 ft. (25 ft. charging)
Armor Class: 34 (+13 armor, +5 deflection, +1 Dex, +5 natural) touch 16, flat-footed 33, combat 40 (54 bullrush)
Base Attack/Combat: +16/+25 (+39 bull rush)
Attack: Armblade +32 melee (1d10 + 13 plus 1 Con /17-20/x2) or heavy repeating crossbow +23 ranged (1d10 + 3 19-20/x2)
Full Attack: 2 armblades +32/+27/+22/+17 melee (1d10 + 13 plus 1 Con /17-20/x2) or heavy repeating crossbow +23/+18/+13/+8 ranged (1d10 + 3 19-20/x2)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Armor blades, greater powerful charge, infusion, superior bullrush
Special Qualities: Construct traits, damage reduction 15/adamantine and magic, magic item creation, retain essence
Saves: Fort +22, Ref +14, Will +13
Abilities: Str 29, Dex 18, Con 25, Int 18, Wis 17, Cha 19
Skills: Acrobatics +15, Concentration +18, Craft (armor) +23, Craft (weapon) +23, Diplomacy +10, Disable Device +15, Intimidate +23, Knowledge (arcana) +15, Perception +20, Sense Motive +20, Use Magic Device +25
Feats: Adamantine Body, Attune Magic Weapon, Cleave, Combat Reflexes, Exceptional Artisan, Extend Spell, Improved Bullrush, Improved Initiative, Power Attack, Toughness, Weapon Focus (armblade)
Climate/Terrain: Mournland
Organization: Solitary (unique) or with retinue (2-12 warforged juggernauts)
Challenge Rating: 15
Treasure: Double Standard
Alignment: Lawful Evil

Armor Blades: Similar to a warforged juggernaut's armor spikes, the Lord of Blades is covered in razor sharp blades. He deals 2d6 + 5 damage on a successful grapple check, or can make 2 natural attacks with them that deal 1d10 + 5 damage each.

Greater Powerful Charge (Ex): The Lord of Blades gains a total +4 attack bonus while charging and deals 2d6 additional damage. He can combine a charge and a bullrush to gain both these benefits and those from Superior Bullrush.

Infusions: The Lord of Blades uses infusions as an artificer.
Infusions per day: 4/4/4/3/1 Caster level 11th

Superior Bullrush (Ex): When the Lord of Blades makes a successful bullrush against an opponent, he can deal 2d6 + 13 damage to the opponent, as if he had struck the opponent with his armor blades. He can combine a charge and a bullrush to gain both these benefits and those from Greater Powerful Charge.

Construct Traits: The Lord of Blades is immune to nonlethal damage, critical hits, mind-affecting, death effects, necromancy effects, ability damage, ability drain, energy drain, paralysis, poison, disease, nausea, fatigue and exhaustion. He is subject to spells that target either constructs or living creatures.

Magic Item Creation: The Lord of Blades can create all manner of magical items save staves and rings. He can emulate spells needed for their creation with a Use Magic Device check (DC 20 + spell level). He can create items with a prerequisite caster level of 13th or lower, although his created items have a caster level of 11th regardless of the item's prerequisite. The Lord of Blades has a craft reserve of 500 XP, which can be used only to create magic items.

Possessions: The Lord of Blades' armor and blades are adamantine and enchanted at +5 enhancement. The armor possesses the invulnerability special ability and the weapons possess the wounding and keen enhancements. He carries (or more often, a servitor) a +2 heavy repeating crossbow as an emergency ranged weapon. He also wears an amulet of ultimate defense +5 embedded in his chest armor.

Acererak

Diminutive Undead (Chaotic, Evil)
Hit Dice: 34d12 + 309 (666 hp)
Initiative: +17
Speed: Fly 180 ft. (perfect)
Armor Class: 55 (+12 armor, +7 Dex, +9 insight, +13 natural, +4 size), touch 30, flat-footed 39, combat 26
Base Attack/Combat: +17/+11
Attack: Unholy gaze +30 ranged touch (6d12 + 16)
Full Attack: 2 unholy gazes +30 ranged touch (6d12 + 16)
Space/Reach: 1 ft. /0 ft.
Special Attacks: Paralyzing touch, spell-like abilities, spells, trap the soul
Special Qualities: Damage reduction 20/epic, good and bludgeoning, darkvision, immune to cold, electricity, poison and polymorphing, resistance to acid 30, fire 30 and sonic 30, spell resistance 54, telepathy 100 ft., turn resistance +20
Saves: Fort +35, Ref +36, Will +44
Abilities: Str 23, Dex 24, Con -, Int 34, Wis 28, Cha 27
Skills: Bluff +45, Concentration +45, Craft (alchemy) +49, Diplomacy +40, Intimidate +49, Knowledge (arcana) +49, Knowledge (dungeoneering) +40, Knowledge (history) +49, Knowledge (the planes) +49, Knowledge (religion) +49, Linguistics +34, Perception +66, Sense Motive +66, Spellcraft +53, Stealth +76
Feats: Black Lore of Moil, Combat Reflexes, Corpsecrafter, Empower Spell, Extend Spell, Fell Animate, Fell Drain, Fortify Spell, Great Fortitude, Greater Spell Focus (necromancy), Improved Initiative, Maximize Spell, Quicken Spell, Spell Focus (necromancy), Toughness, Weapon Focus (unholy touch), Widen Spell
Epic Feats: Automatic Quicken Spell (x3), Blinding Speed, Epic Fortitude, Epic Spell Focus (necromancy), Epic Spellcasting, Improved Metamagic (x4), Superior Initiative, Tenacious Magic
Climate/Terrain: The Tomb of Horrors
Organization: Solitary (unique)
Challenge Rating: 30
Treasure: Quadruple Standard
Alignment: Neutral Evil

Paralyzing Gaze: Those damaged by Acererak's gaze must make a Fortitude save (DC 40) or be paralyzed.

Spell-like Abilities: At will – astral projection, charm person (DC 20), create greater undead, death knell (DC 35), detect magic, enervation, fear (DC 23), greater dispel magic, harm (DC 35), mirror image, ray of enfeeblement, summon monster IX, telekinesis (DC 35), weird (DC 36); 7/day – invisibility, levitate. Caster level 34th

Spells: Acererak casts spells as a wizard. He may spontaneously cast necromancy spells without needing to prepare them.
Spells per day: 8/7/7/7/7/6/6/6/6/5/2/2/2 (Caster level 34th, DC 22 + spell level, DC 28 + spell level for Necromancy)
Epic spells per day: 3

Trap the Soul (Su): As a standard action, Acererak can attempt to draw the soul of a living being within 300 ft. into one of his soulgems. The victim must make a Fortitude save (DC 40) or die. A successful save bestows 4 negative levels on the victim. Death ward grants a +5 bonus on the saving throw and is subject to an immediate dispel check. (+34 modifier). A death ward that is not dispelled prevents the negative levels gained on a successful save. Acererak devours the souls of those slain in this manner within 24 hours; they are lost forever without divine or cosmic intervention.

Possessions: +12 bracers of armor, +8 cloak of resistance, staff of power.

Ashardalon

Colossal Dragon (Fire)
Hit Dice: 43d12 + 602 (1,053 hp)
Initiative: +6
Speed: 40 ft., fly 200 ft. (clumsy)
Armor Class: 47 (+2 Dex, +43 natural, -8 size), touch 4, flat-footed 45, combat 97
Base Attack/Combat: +43/+82
Attack: Bite +58 melee (4d8 + 23)
Full Attack: Bite +58 melee (4d8 + 23) and 2 claws +56 melee (4d6 + 11) and 2 wings +56 melee (2d8 + 11) and tail +56 melee (4d6 + 34)
Space/Reach: 30 ft. /20 ft. (30 ft. with bite)
Special Attacks: Breath weapon, crush, frightful presence, smite good, spell-like abilities, spells, tail sweep
Special Qualities: Blindsense 130 ft., damage reduction 20/epic and good, darkvision, fast healing 15, immune to fire, poison, sleep and paralysis, resistance to acid 30, cold 30 and electricity 30, see invisibility 260 ft., spell resistance 39, vulnerability to cold
Saves: Fort +37, Ref +25, Will +39
Abilities: Str 56, Dex 14, Con 38, Int 31, Wis 30, Cha 37
Skills: Appraise +66, Bluff +69, Concentration +70, Diplomacy +47, Fly +40, Escape Artist +48, Intimidate +75, Knowledge (arcana) +66, Knowledge (history) +66, Knowledge (the planes) +66, Knowledge (religion) +66, Linguistics +66, Perception +66, Sense Motive +66, Spellcraft +72, Stealth +48, Survival +34
Feats: Cleave, Draconic Knowledge, Extend Spell, Flyby Attack, Great Cleave, Heighten Breath, Hover, Improved Initiative, Improved Sunder, Iron Will, Maximize Breath, Multiattack, Power Attack, Quicken Spell, Quicken Spell-like Ability, Snatch, Tail Sweep Knockdown, Wingover, Wingstorm
Epic Feats: Epic Spellcasting, Epic Will, Superior Initiative
Climate/Terrain: Bastion of Unborn Souls
Organization: Solitary
Challenge Rating: 29
Treasure: Triple Standard
Alignment: Chaotic Evil

Breath Weapon (Ex): 70 ft. cone, 26d10 fire, Reflex DC 45 half

Crush (Ex): 30 ft. x 30 ft., Large or smaller opponents take 4d8 + 34 bludgeoning damage. Reflex DC 45 or be pinned.

Frightful Presence (Ex): 390 ft. radius, 42 HD or less (10 HD or less panicked), 13d6 rounds, Will DC 44 negates

Smite Good: 9/day, Ashardalon can smite good, gaining +13 attack and dealing 43 additional points of damage.

Snatch: Against Large or smaller creatures, bite for 4d8 + 23/round or claw for 4d6 + 11/round.

Spell-like Abilities: 12/day – locate object; 3/day – darkness, poison (DC 35), suggestion (DC 24), unholy aura (DC 31); 1/day – blasphemy (DC 30), contagion (DC 27), death ward, desecrate, destruction (DC 30), discern location, eyebite (DC 27), find the path, horrid wilting (DC 31), summon monster IX, unholy blight (DC 27) Caster level 27th

Spells: Ashardalon casts spells as a sorcerer.
Spells per day: ∞/10/9/9/9/9/8/8/8/8/2/2/2/2 (Caster level 27th, DC 23 + spell level)
Spells known: 0 – arcane mark, dancing lights, detect magic, disrupt undead, ghost sound, mage hand, prestidigitation, read magic; 1st – comprehend languages, enlarge, magic missile, shield, true strike; 2nd – blindness/deathness, blur, cat's grace, magic mouth, mirror image; 3rd – displacement, haste, protection from energy, water breathing; 4th – dimension door, improved invisibility, scrying, polymorph; 5th – cloudkill, dismissal, feeblemind, hold monster; 6th – circle of death, globe of invulnerability, greater dispel magic; 7th – plane shift, spell turning, vision; 8th – mind blank, protection from spells, trap the soul; 9th - energy drain, weird, wish

Tail Sweep (Ex): 2d8 + 34 and knocked prone; 40 ft. half circle, Reflex DC 45 half damage, negates knockdown

Dragotha

Art by Dan Scott

Colossal Undead (Augmented Dragon, Fire)
Hit Dice: 40d12 + 560 (980 hp)
Initiative: +6
Speed: 40 ft., fly 200 ft. (clumsy)
Armor Class: 59 (+14 deflection, +2 Dex, +41 natural, -8 size), touch 18, flat-footed 57, combat 95
Base Attack/Combat: +40/+85
Attack: Bite +61 melee (4d8 + 24 plus 1d6 cold and paralysis)
Full Attack: Bite +61 melee (4d8 + 29 plus 1d6 cold and paralysis) and 2 claws +59 melee (4d6 + 18 plus 1d6 cold and paralysis) and 2 wings +59 melee (2d8 + 18 plus 1d6 cold and paralysis) and tail +59 melee (4d6 + 39 plus 1d6 cold and paralysis)
Space/Reach: 30 ft. /20 ft. (30 ft. with bite)
Special Attacks: Breath weapon, frightful presence, spell-like abilities, spells, tail sweep
Special Qualities: Blindsense 120 ft., damage reduction 20/epic and bludgeoning, darkvision, immune to cold, electricity, fire, sleep, paralysis and polymorph, phylactery, resistance to acid 30 and sonic 30, see invisibility 240 ft., spell resistance 35, unholy grace, unholy toughness
Saves: Fort +36, Ref +38, Will +45
Abilities: Str 53, Dex 15, Con -, Int 30, Wis 29, Cha 38
Skills: Appraise +53, Bluff +57, Concentration +57, Diplomacy +45, Fly +34, Intimidate +61, Knowledge (arcana) +53, Knowledge (geography) +43, Knowledge (history) +53, Knowledge (nature) +43, Knowledge (the planes) +53, Knowledge (religion) +53, Linguistics +33, Perception +52, Sense Motive +52, Spellcraft +53, Survival +32, Use Magic Device +57
Feats: Cleave, Clinging Breath, Draconic Knowledge, Flyby Attack, Great Cleave, Greater Spell Focus (necromancy), Heighten Breath, Hover, Improved Initiative, Maximize Breath, Maximize Spell, Multiattack, Persistent Spell, Power Attack, Quicken Breath, Recover Breath, Snatch, Spell Focus (necromancy), Tail Sweep Knockdown, Wingover, Wingstorm
Climate/Terrain: Wormcrawl Fissure
Organization: Solitary (unique)
Challenge Rating: 29
Treasure: Triple Standard
Alignment: Chaotic Evil

Breath Weapon (Ex): Fire - 70 ft. cone, 24d10 fire, Reflex DC 44 half. Deathwind (1/day only) – 70 ft. cone, 24d10 negative energy and tornado force winds, Fortitude DC 44 negates wind effects. Creatures slain by the deathwind arise as wraiths or dreadwraiths under Dragotha's command. Dragotha's breath weapon takes 1d4-1 rounds to recharge.

Frightful Presence (Ex): 360 ft. radius, HD 39 or less (9HD or less panicked), 12d6 rounds, Will DC 44 negates

Paralysis (Su): Any creature struck by Dragotha's natural attacks must make a Fortitude save (DC 44) or be paralyzed for 2d6 rounds. A creature within 40 ft. meeting his gaze must also make this save or also be paralyzed for 2d6 rounds. Creatures who save against Dragotha's gaze are thereafter immune to the gaze.

Snatch: Against Large or smaller creatures, bite for 4d8 + 29/round or claw for 4d6 + 18/round.

Spell-like Abilities: 12/day – locate object; 3/day – suggestion (DC 26); 1/day – control undead (DC 31), discern location, find the path. Caster level 25th

Spells: Dragotha casts spells as a sorcerer.
Spells per day: ∞/10/10/9/9/9/9/7/4/8/3/2/2/2/2 (Caster level 25th, DC 24 + spell level, 26 + spell level for necromancy*)
Spells known: 0 – arcane mark, detect magic, guidance, mage hand, mending, message, open/close, prestidigitation, read magic; 1st – divine favor, magic missile, unseen servant, shield of faith, true strike; 2nd – blindness/deafness, death knell, detect thoughts, mirror image, resist energy; 3rd – animate dead, bestow curse*, haste, ray of exhaustion*; 4th – charm monster, ice storm, sending; 5th – dominate person, plane shift, telekinesis, wall of force, waves of fatigue; 6th –geas/quest, greater dispel magic, harm*; 7th –destruction*, forcecage, greater teleport; 8th –create greater undead, horrid wilting*, trap the soul*; 9th -enervating breath, plague of undead**, reality maelstrom**

**Spell Compendium

Permanent spells: arcane sight, greater magic fang (tenacious), Rary's telepathic bond (with Venk)
Persistent spells: divine favor, detect thoughts, mirror image, resist energy (acid), resist energy (sonic)

Tail Sweep (Ex): 2d8 + 39 and knocked prone; 40 ft. half circle, Reflex DC 44 half damage, negates knockdown

Possessions: Dragotha wears a ring of spell turning.

Tharizdun

Medium Outsider (Air, Earth, Elder, Evil, Fire, Water)
Hit Dice: 60d8 + 2280 (2,760 hp)
Initiative: +20
Speed: 80 ft., burrow 80 ft., fly (perfect) 160 ft., swim 160 ft.
Armor Class: 113 (+18 deflection, +12 Dex, +30 divine, +13 insight, +30 natural), touch 83, flat-footed 88
Base Attack/Combat: +60/+90
Attack: Axe +120 melee (1d10 + 30 /19-20/x3)
Full Attack: Axe +120/+115/+110/+105 melee (1d10 + 30 /19-20/x3)
Space/Reach: 5 ft. / 5 ft.
Special Attacks: Alter reality, aura of decay, elemental fury, summon elementals
Special Qualities: Damage reduction 40/-, darkvision, elemental traits, immune to acid, cold, electricity and fire, regeneration 50, spell resistance 70
Saves: Fort +86, Ref +80, Will +81
Abilities: Str 50, Dex 35, Con 46, Int 35, Wis 37, Cha 46
Skills: Acrobatics +45, Bluff +81, Concentration +81, Climb +53, Diplomacy +93, Disguise +81 (+87 acting), Escape Artist +75, Fly +83, Intimidate +87, Knowledge (arcana) +75, Knowledge (history) +75, Knowledge (nature) +75, Knowledge (the planes) +75, Knowledge (religion) +75, Linguistics +75, Perception +76, Sense Motive +76, Spellcraft +81, Stealth +75, Survival +76, Swim +83
Feats: Ability Focus (alter reality), Bounding Assault, Cleave, Combat Reflexes, Dodge, Fly-by Attack, Great Cleave, Improved Critical (axe), Improved Fly-by Attack, Improved Initiative, Improved Sunder, Mobility, Power Attack, Rapid Blitz, Spring Attack, Swim-by Attack
Epic Feats: Epic Ability Focus (alter reality), Epic Fortitude, Epic Reflexes, Epic Toughness (x10), Epic Will, Superior Initiative
Climate/Terrain: Tharizdun's Prison
Organization: Solitary (unique)
Challenge Rating: 75
Treasure: A safe new world.
Alignment: Neutral Evil

Alter Reality (Ex): Tharizdun can produce the effects of any spell up to 39th level as a full round action. The DC to resist any such effects is 94, the caster level of the effect is 30th.

Aura of Decay (Ex): Within 500 ft. of Tharizdun, every object and creature must make a Fortitude save (DC 88) or take 40d6 points of disintegration damage. This counts as disintegrate for any purposes such as destroying walls of force or immunity.

Elemental Fury: 200 ft. radius burst, 40d10 fire, 40d10 cold, 40d10 electricity and 40d10 bludgeoning damage. Reflex DC 88 half. At will, every 1d10 rounds.

Summon Elementals (Sp): At will, Tharizdun may summon up to 100 HD of elementals from each primal element. He may not have more than 100 HD from a single element serving him at any time.

Elder: Tharizdun has a +30 bonus on rank checks.

Regeneration (Ex): It is unknown if any type of damage deals lethal damage to Tharizdun. Presumably a specifically designed epic spell cast upon him after his nonlethal damage exceeds his hit points by 780 points could prevent him from regenerating the damage. Specific major artifacts may also be capable of dealing Tharizdun lethal damage.

Possessions: Tharizdun wields a +10 waraxe of ruin that deals vile damage.

Sleepless


14th level rogue
Large Outsider (Chaotic, Evil, Mazza’im)
Hit Dice: 26d8 + 390 (559 hp)
Initiative: +10
Speed: 40 ft.
Armor Class: 48 (+4 deflection, +8 Dex, +18 natural, +9 profane, -1 size), touch 28, flat-footed 40, combat 59
Base Attack/Combat: +26/+44 (+46 trip)
Attack: Greataxe +44 melee (3d6 + 26 and 2 negative levels /19-20/x3) and bite +37 melee (1d6 + 7 and poison)
Full Attack: Cold iron greataxe +44/+39/+34/+29 melee (3d6 + 26 and 2 negative levels /19-20/x3) and bite +37 melee (2d6 + 8) and bite +37melee (1d6 + 7 and poison) or 2 claws +39 melee (1d6 + 14) and bites +37 melee
Space/Reach: 10 ft. /10 ft.
Special Attacks: Bleeding attack, piercing strike, poison, snakebite, sneak attack +7d6, spell-like abilities, summon demons
Special Qualities: All around vision, damage reduction 20/good and cold iron, darkvision, fast healing 30, immune to electricity and poison, improved evasion, improved uncanny dodge, opportunist, resistance to acid 20, cold 20 and fire 20, spell resistance 35, telepathy 200 ft., uncanny dodge
Saves: Fort +32, Ref +27, Will +28
Abilities: Str 38, Dex 26, Con 36, Int 27, Wis 29, Cha 31
Skills: Acrobatics +37, Bluff +39, Concentration +42, Craft (weapon) +25, Diplomacy +35 (+37 vs evil), Disguise +39 (+43 acting), Fly +37, Intimidate +43 (+45 vs evil), Knowledge (local) +37, Knowledge (the planes) +35, Knowledge (religion) +35, Linguistics +25, Perception +38, Sense Motive +38, Spellcraft +25, Stealth +37, Survival +38, Use Magic Device +39
Feats: Blood War Conscript, Combat Expertise, Cleave, Dark Speech, Evil Brand, Great Cleave, Improved Critical (greataxe), Improved Trip, Improved Initiative, Improved Multiattack, Multiattack, Power Attack, Quicken Spell-like Ability, Telling Blow
Epic Feats: Epic Toughness
Climate/Terrain: The Abyss
Organization: Solitary (Unique twins)
Challenge Rating: 24
Treasure: Quadruple standard plus greataxe
Alignment: Chaotic Evil

Piercing Strike (Ex): When Sleepless successfully strikes a foe once, he ignores any damage reduction on future strikes. This does not bypass material based, epic or impenetrable damage reduction.

Poison (Ex): Injury, Fort DC 36, 2d6 Con drain/2d6 Con drain. A creature reduced to 0 Con by the poison immediately turns into a mane. Only a miracle or wish can reverse the transformation. Molydeus venom can affect creatures immune to poison (including those protected by spells), although they take half damage. Constructs, oozes, plants and undead are not affected.

Snakebite (Ex): Sleepless’s snake head can strike independently of the demon’s other actions. It can make a bite attack as a free action once per round. It always strikes as a secondary attack.

Sneak Attack: When hitting a victim with a sneak attack, Sleepless causes the target to take 7 additional points of damage each round at the start of each of their turns. The bleeding can be stopped by a DC 15 Heal check or the application of any effect that heals hit point damage. Bleeding damage from this ability does not stack with itself.
A creature struck by Sleepless' sneak attack cannot make attacks of opportunity for one round.
A creature struck by Sleepless' sneak attack takes 2 points of Strength damage.

Spell-like abilities: Always active - true seeing; at will- baleful polymorph (DC 25), blasphemy (DC 27), blindness/deafness (DC 21), charm person (DC 21), fear (DC 24), fly, greater dispel magic, greater teleport, invisibility, suggestion (DC 23), [i]telekinesis (DC 25), vampiric touch; 7/day – dimensional lock, lightning bolt (DC 23); 2/day – trap the soul (DC 29), true strike. Caster level 26th

Summon Demons (Sp): Twice per day, Sleepless can automatically summon 1d6 zovuts or maurezhi, 1d4 mature nabassu or one deathdrinker. This is the equivalent of a 9th level spell.

Surprise Attack: Sleepless treats all creatures as flat footed during the surprise round.

Possessions: Large cold iron +5 vorpal deathdrinker greataxe. Creatures slain by the vorpal quality are drawn into the axe and cannot be resurrected until it is destroyed. This axe is an extension of Sleepless (who does not suffer its drawback) and melts away upon his death. If stolen or ruined, he can create one with an 8 hour ritual on the 400th layer of The Abyss.

Sleepless also wears a ring of chaotic fury. (Caster level 26th, DC 28)

Galizsheth, Mistress of Ferrug


Large Outsider (Chaotic, Evil, Mazza’im)
Hit Dice: 24d8 + 264 (420 hp)
Initiative: +17
Speed: 40 ft.
Armor Class: 40 (+6 armor, +9 Dex, +16 natural, -1 size), touch 18, flat-footed 31
Base Attack/Grapple: +24/+40
Attack: 6 warhammers +40 melee (2d6 + 17 /x3) or slam +35 melee (1d8 + 12) or tail slap +35 melee (4d6 + 12)
Full Attack: 6 warhammers +40/+35/+30/+25 melee (2d6 + 17 /x3) and tail slap +35 melee (4d6 + 6) or 6 slams +35 melee (1d8 + 12) and tail slap +35 melee (4d6 + 6)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Constrict, improved grab, spell-like abilities, summon demon
Special Qualities: Damage reduction 20/cold iron and good, darkvision, immunity to electricity, fire and poison, resistance to acid 20, cold 20 and fire 20, spell resistance 29, superior multiweapon fighting, telepathy 100 ft.
Saves: Fort +25, Ref +23, Will +27
Abilities: Str 34, Dex 28, Con 32, Int 22, Wis 24, Cha 28
Skills: Bluff +36, Concentration +38, Craft (armor) +33, Craft (weapon) +33, Diplomacy +30, Disguise +10 (+14 acting), Intimidate +40, Knowledge (local) +33, Knowledge (the planes) +33, Knowledge (tactics) +33, Perception +42, Sense Motive +34, Spellcraft +33, Stealth +36, Survival +20, Use Magic Device +36
Feats: Combat Expertise, Combat Reflexes, Dodge, Improved Initiative, Improved Multiattack, Iron Will, Mobility, Multiattack, Power Attack, Spring Attack, Whirlwind Attack
Epic Feats: Epic Will, Superior Initiative
Climate/Terrain: Pazunia (The Abyss)
Organization: Solitary (unique)
Challenge Rating: 21
Treasure: Double standard
Alignment: Chaotic evil


Constrict (Ex): A marilith deals 4d6+13 points of damage with a successful grapple check. The constricted creature must succeed on a Fortitude save (DC 27) or lose consciousness for as long as it remains in the coils and for 2d4 rounds thereafter.

Improved Grab (Ex): To use this ability, a marilith must hit with its tail slap attack. It can then attempt to start a grapple as a free action without provoking an attack of opportunity. If it succeeds on the grapple check, it can constrict.

Spell-Like Abilities: Always active – true seeing; at will—align weapon, blade barrier (DC 25), magic weapon, project image (DC 25), see invisibility, telekinesis (DC 24), greater teleport, unholy aura (DC 27). Caster level 20th.

Summon Demon (Sp): Twice per day Galizsheth can automatically summon 4d10 manes, 1d8 armanites, or 1d6 vrocks, or attempt to summon one glabrezu, nalfeshnee or another marilith with a 50% chance of success.

Superior Multiweapon Fighting: Galizsheth can attack with all six of her arms any time she could attack with one. She takes no penalty to her attacks.

Skills: Galizsheth has a +8 racial bonus on Perception checks.

Possessions: Galizsheth wields 6 +5 metaline warhammers of knockback. She wears bracers of armor +6 and a ring of fire immunity.

Mysdemn Wordtwister


Medium Outsider (Devil, Evil, Lawful)
Hit Dice: 18d8 + 90 (207 hp)
Initiative: +10
Speed: 30 ft, fly 50 ft. (good)
Armor Class: 31 (+3 deflection, +6 Dex, +12 natural), touch 19, flat-footed 25
Base Attack/Combat: +18/+23
Attack: Rod of Discipline +28 melee (1d10 + 10 and paralysis (Will DC 25) /x3)
Full Attack: Rod of Discipline +28/+23/+18/+13 melee (1d10 + 10 and paralysis /x3)
Space/Reach: 5 ft./5 ft.
Special Attacks: Entangle, sneak attack +6d6, spell-like abilities, summon devils
Special Qualities: Damage reduction 15/good and silver, immunity to fire and poison, improved evasion, resistance to acid 10 and cold 10, see in darkness, spell resistance 28, telepathy 100 ft.
Saves: Fort +19, Ref +20, Will +21
Abilities: Str 21, Dex 23, Con 21, Int 26, Wis 21, Cha 28
Skills: Acrobatics +23, Appraise +25, Bluff +43, Concentration +26, Diplomacy +36, Escape Artist +17, Fly +27, Intimidate +34, Knowledge (local) +29, Knowledge (nobility and royalty) +29, Knowledge (the planes) +29, Knowledge (religion) +29, Linguistics +29, Perception +26, Sense Motive +26, Stealth +27, Truespeech +29
Feats: Combat Reflexes, Dark Speech, Improved Initiative, Iron Will, Persuasive, Quicken Spell-like Ability (x2), Skill Focus (Bluff), Telling Blow, Violate Spell-like Abilty
Climate/Terrain: Maladomini (The Nine Hells)
Organization: Solitary or company (3-10)
Challenge Rating: 16
Treasure: Standard
Alignment: Lawful Evil

Entangle (Su): Mysdemn's rod can turn into a stout rope some 50 feet long that entangles opponents of any size as an animate rope spell (caster level 18th). She can hurl her rope 30 feet with no range penalty.

Spell-like Abilities: Always active – tongues, true seeing; at will—animate dead, charm monster (DC 23), desecrate, greater teleport, invisibility, major image (DC 22), polymorph, suggestion (DC 22), unholy blight (DC 23); 1/day – insect plague, mass charm monster (DC 27). Caster level 18th .

Summon Devils (Sp): Twice per day Mysdemn can summon 2d10 lemures, 1d4 barbazu, 1 osyluth or 1 cornugon.

Possessions: Mysdemn's Rod of Discipline paralyzes those it strikes unless they succeed on a Will save (DC 25). A victim is paralyzed until they make the save, which they get every round. However, attempting a save against the Rod's power after failing the initial one deals 5d6 damage to the victim each time, regardless of success or failure. The rod is a +5 bludgeoning weapon. Mysdemn also wears a ring of defense +3

Pearza of the Dark Ministry


Large Outsider (Devil, Evil, Lawful)
Hit Dice: 33d8 + 363 (627 hp)
Initiative: +15
Speed: 40 ft., fly 60 ft. (average)
Armor Class: 62 (+8 armor, +11 Dexterity, +11 insight, +23 natural, -1 size), touch 31, flat-footed 40, combat 65
Base Attack/Combat: +33/+50
Attack: Claw +45 melee (2d8 + 13)
Full Attack: 2 claws +45 melee (2d8 + 13) and bite +43 melee (4d6 + 6 plus poison and disease) and 2 wings +43 melee (2d6 + 6) and tail +43 melee (2d8 + 6)
Space/ Reach: 10 ft. /10 ft.
Special Attacks: Constrict, disease, fear aura, improved grab, poison, spell-like abilities, spells, summon devils
Special Qualities: Damage reduction 25/epic, good and silver, immunity to fire and poison, regeneration 10, resistance to acid 20 and cold 20, see in darkness, spell resistance 42, telepathy 300 ft.
Saves: Fort +34, Ref +34, Will +36
Abilities: Str 37, Dex 32, Con 32, Int 34, Wis 33, Cha 30
Skills: Appraise +48, Bluff +30, Craft (alchemy) +48, Craft (flesh) +48, Craft (weapon) +48, Diplomacy +31, Disable Device +48, Fly +47, Intimidate +30, Knowledge (arcana) +51, Knowledge (architecture) +40, Knowledge (dungeoneering) +40, Knowledge (local) +40, Knowledge (nature) +48, Knowledge (nobility) +40, Knowledge (the planes) +48, Knowledge (religion) +48, Linguistics +48, Perception +47, Sense Motive +47, Spellcraft +55, Stealth +27, Use Magic Device +46
Feats: Cleave, Combat Reflexes, Dark Speech, Extend Spell, Fly-by Attack, Greater Spell Penetration, Heighten Spell, Improved Initiative, Iron Will, Persistent Spell, Power Attack, Quicken Spell, Skill Focus (Knowledge arcana), Skill Focus (Spellcraft), Spell Penetration, Twin Spell, Violate Spell
Epic Feats: Automatic Quicken Spell (x3), Improved Metamagic (x3), Improved Spell Capacity (x4)
Climate/Terrain: The Nine Hells
Organization: Solitary (unique)
Challenge Rating: 30
Treasure: Triple Standard
Alignment: Lawful Evil

Constrict (Ex): Pearza deals 2d8 + 26 points of damage with a constrict attack.

Disease (Ex): Devil chills, Fortitude DC 37, incubation 1d3 days.

Fear Aura (Su): Pearza can radiate a 20-foot-radius fear aura as a free action. A creature in the area must succeed on a DC 36 Will save or be affected as though by a fear spell (caster level 34th). A creature that successfully saves cannot be affected again by the aura for 24 hours. Devils are immune to the aura.

Improved Grab (Ex): Pearza must strike a Medium or smaller sized foe with her tail attack to use this ability. With a successful grapple check she automatically deals constrict damage each round.

Poison (Ex): Injury; Fortitude DC 37; 1d8 Constitution/death.

Spell-like Abilities: At will - animate dead, blasphemy (DC 27), charm monster (DC 24), create undead, desecrate, detect good, detect magic, fireball (DC 23), greater dispel magic, greater invisibility, greater teleport (self plus 50 pounds), magic circle against good, mass hold monster (DC 29), persistent image (DC 25), polymorph, power word stun, produce flame, pyrotechnics, suggestion (DC 23), unhallow, unholy aura (DC 28), wall of fire; 3/day - meteor swarm (DC 29), symbol of pain (DC 27); 1/month wish (DC 29) Caster level 33rd

Spells: Pearza casts spells as a wizard.
Spells per day: 7/7/6/6/6/6/5/5/5/5/2/2/2/2 (Caster level 33rd, DC 22 + spell level)

Summon Devils (Sp: Thrice per day, Pearza can automatically summon 6 kocrachons, erinyes or brachina or 3 paeliryons or gelugons.

Regeneration (Ex): Pearza takes normal damage from good aligned silver weapons, and from good aligned spells or effects.

Possessions: Megawand, belt of the archmagi (as vest). The Megawand is a specially crafted staff of power in the shape of a wand. It can cast four spells simultaneously with a single activation. The Megawand holds a maximum of 100 charges.

Bjornganal


Titanic Outsider (Chaotic, Evil, Mazza'im)
Hit Dice: 96d8 + 6528 (7,296 hp)
Initiative: +9
Speed: 100 ft.
Armor Class: 89 (+3 deflection, +1 Dex, +3 insight, +88 natural, -16 size), touch 1, flat-footed 88, combat 163
Base Attack/Combat: +96/+148
Attack: Slam +115 melee (8d10 + 64 /19-20) or rock +112 ranged (6d8 + 32)
Full Attack: 2 slams +115 melee (8d10 + 64 /19-20) or 2 rocks +112 ranged (6d8 + 32)
Space/Reach: 50 ft. /50 ft.
Special Attacks: Area attacks, powerful slam, spell-like abilities, stomp, trample
Special Qualities: Damage reduction 50/epic, good and cold iron, darkvision, fast healing 20, haven, immune to electricity and poison, resistance to acid 50, cold 50 and fire 50, spell resistance 61, telepathy 400 ft.
Saves: Fort +74, Ref +57, Will +59
Abilities: Str 75, Dex 13, Con 46, Int 5, Wis 16, Cha 17
Skills: Acrobatics +38, Bluff +30, Climb +85, Diplomacy +35, Intimidate +100, Knowledge (local) +35, Knowledge (the planes) +30, Perception +100, Sense Motive +60, Swim +85
Feats: Awesome Blow, Blind-Fight, Brutal Throw, Cleave, Combat Reflexes, Great Cleave, Great Fortitude, Improved Bull Rush, Improved Critical (slam), Improved Initiative, Improved Overrun, Improved Sunder, Iron Will, Lightning Reflexes, Power Attack, Power Throw, Weapon Focus (slam)
Epic Feats: Devastating Critical (slam), Epic Fortitude, Epic Reflexes, Epic Toughness (x25), Epic Weapon Focus (slam), Epic Will, Overwhelming Critical (slam), Superior Initiative
Climate/Terrain: The Abyss
Organization: Solitary (unique) with 30-50 fiendish areaneas
Challenge Rating: 50
Treasure: Standard
Alignment: Chaotic Evil

Area Attacks (Ex): Bjornganal strikes a 20 ft. square with his slam attack. His attack roll is compared to the armor class of all creatures within the square.

Powerful Slam (Ex): Bjornganal adds his strength modifier twice to the damage of his slam attack. When using Power Attack, he gains a +96 damage bonus in exchange for a -32 attack penalty.

Spell-like abilities: Always active see invisibility; at will- fear (DC 15), levitate, spider climb Caster level 48th

Stomp (Su): Bjornganal can produce a shock wave that sends its foes careening off balance by stomping on the ground as a standard action. The shock wave lasts for 1 round and duplicates the effects of a quadruple strength earthquake spell in an 300-foot radius around Bjornganal. Bjornganal is unaffected.

Trample (Ex): 10d10 + 64, Reflex DC 90 half. Creatures who fail their Reflex saves are knocked prone and stunned for 1 round.

Haven (Ex): The fiendish araneas who live on Bjornganal's back and shoulders gain the benefits of his immunities, resistance to energy and spell resistance while they are within their village.

Verin


Medium Outsider (Cosmic, Chaotic, Evil, Mazza im)
Hit Dice: 39d8 + 468 (780 hp)
Initiative: +19
Speed: 40 ft.
Armor Class: 66 (+13 deflection, +11 Dex, +12 insight, +20 natural) touch 46, flat-footed 43, combat 63
Base Attack/Combat: +39/+48
Attack: Claw +57 melee (2d8 + 9 and energy drain)
Full Attack: 2 claws +57 melee (2d8 + 9 and energy drain)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Energy drain, spell-like abilities, spiritual slime, summon demons, vile strike
Special Qualities: Damage reduction 30/epic, good and cold iron, darkvision, fast healing 20, immunity to electricity and poison, improved evasion, resistance to acid 30, cold 30 and fire 30, spell resistance 41, telepathy 1000 ft.
Saves: Fort +37, Ref +42, Will +43
Abilities: Str 28, Dex 33, Con 35, Int 47, Wis 35, Cha 37
Skills: Acrobatics +53, Appraise +60, Bluff +65, Concentration +54, Diplomacy +67, Disable Device +60, Disguise +68 (+72 acting), Escape Artist +53, Heal +41, Intimidate +59, Knowledge (arcana) +60, Knowledge (history) +60, Knowledge (local) +60, Knowledge (nobility and royalty) +60, Knowledge (psionics) +60, Knowledge (religion) +60, Knowledge (the planes) +60, Linguistics +60, Perception +54, Perform (oratory) +55, Ride +40, Sense Motive +64, Sleight of Hand +53, Spellcraft +64, Stealth +53, Survival +41, Use Magic Device +55
Feats: Bounding Assault, Combat Expertise, Combat Reflexes, Dark Speech, Dodge, Improved Initiative, Iron Will, Lightning Reflexes, Mobility, Power Attack, Skill Focus (Disguise), Spring Attack, Weapon Focus (claw)
Epic Feats: Epic Reflexes, Epic Skill Focus (Bluff), Epic Skill Focus (Disguise), Epic Skill Focus (Sense Motive), Epic Weapon Focus (claw), Epic Will, Superior Initiative
Climate/Terrain: The Abyss
Organization: Solitary (unique)
Challenge Rating: 30
Treasure: Triple Standard
Alignment: Chaotic Evil

Energy Drain (Ex): Verin bestows one negative level with his claw attack. He gains a +1 profane bonus to attacks, damage, armor class and saves for 1 minute, which stacks with any other profane bonuses gained from energy drain within that time. Creatures with negative levels or who lose levels from Verin's energy drain exude his spiritual slime (see below) with a 10 ft. radius.

Spell-like Abilities: Always active- detect good, detect law, nondetection, tongues, true seeing, unholy aura (DC 31); at will -astral projection, bestow greater curse (DC 31), blasphemy (DC 30), desecrate, detect thoughts (DC 25), discern location, dominate monster (DC 32), forbiddance (DC 29), geas/quest (DC 28), greater dispel magic, greater teleport, major image (DC 26), scry, shapechange, telekinesis (DC 28), unhallow, unholy blight (DC 27); 6/day- glibness, trap the soul (DC 31). Caster level 31st

Spiritual Slime (Su): Living creatures within 50 ft. of Verin must make a Will save (DC 42) or be shaken. Creatures of good or lawful alignment take 5d6 nonlethal damage (no save) per round that they stay within the area. Those of the [Good] or [Lawful] subtype take 5d10 damage (no save) per round that they stay within the area.

Summon Demons (Sp): 3/day, Verin can summon 3d10 babau, 2d8 succubi or 2d6 glabrezu.

Vile Strike: All damage, including negative levels and ability damage or drain, dealt by Verin is vile.

Cosmic Entity: Verin has a +2 bonus on rank checks.

Ebulon


Large Outsider (Cosmic, Chaotic, Evil, Mazza im)
Hit Dice: 34d8 + 544 (816 hp)
Initiative: +17
Speed: 40 ft.
Armor Class: 60 (+11 deflection, +9 Dex, +8 insight, +23 natural, -1 size) touch 37, flat-footed 43, combat 68
Base Attack/Combat: +34/+53
Attack: Axe +55 melee (2d8 + 21 /19-20/x3)
Full Attack: Axe +55/+55/+50/+45/+40 melee (2d8 + 21 /19-20/x3) and tail +46 melee (3d6 + 22 and poison)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Poison, spell-like abilities, summon demons
Special Qualities: Damage reduction 20/epic, good and cold iron, darkvision, fast healing 10, immunity to electricity and poison, resistance to acid 20, cold 20 and fire 20, spell resistance 38, telepathy 500 ft.
Saves: Fort +43, Ref +32, Will +31
Abilities: Str 41, Dex 28, Con 38, Int 27, Wis 26, Cha 32
Skills: Acrobatics +46, Bluff +48, Climb +52, Concentration +51, Diplomacy +39, Intimidate +52, Knowledge (arcana) +28, Knowledge (history) +45, Knowledge (religion) +45, Knowledge (the planes) +45, Perception +45, Sense Motive +45, Spellcraft +47, Stealth +46, Survival +45, Swim +52, Use Magic Device +48
Feats: Cleave, Combat Reflexes, Dark Speech, Great Cleave, Great Fortitude, Improved Bull Rush, Improved Critical (axe), Improved Initiative, Multiattack, Power Attack, Quicken Spell-like Ability (x3), Violate Spell-like Ability, Weapon Focus (axe)
Epic Feats: Epic Fortitude, Epic Toughness, Superior Initiative
Climate/Terrain: The Wells of Darkness (The Abyss)
Organization: Solitary (unique)
Challenge Rating: 27
Treasure: Triple Standard
Alignment: Chaotic Evil

Poison (Ex): Injury, Fortitude DC 41, 2d6 Dex/2d6 Dex

Spell-like Abilities: Always active- detect good, detect law, true seeing, unholy aura (DC 31); at will -astral projection, blasphemy (DC 30), desecrate, damning darkness, fireball (DC 24), greater dispel magic, greater teleport, lightning bolt (DC 24), telekinesis (DC 28), unhallow, unholy blight (DC 27); 6/day- disintegrate, mass harm (DC 31), utterdark. Caster level 25th

Summon Demons (Sp): 3/day, Ebulon can summon 3d10 carnage demons, 2d6 hezrou or a balor.

Possessions: +6 vorpal axe of speed

Maretta, Ruler of Samora


Medium Outsider (Chaotic, Evil, Mazza im)
Hit Dice: 15d8 + 90 (187 hp)
Initiative: +5
Speed: 30 ft., fly 50 ft. (average)
Armor Class: 34 (+6 armor, +4 deflection, +5 Dex, +9 natural), touch 19, flat-footed 29, combat 33
Base Attack/Combat: +15/+18
Attack: Claw +24 melee (1d6 + 9) or fire ray +24 ranged touch (1d6 + 5 fire)
Full Attack: 2 claws +24 melee (1d6 + 9)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Elemental blast, energy drain, reserve magic, spell-like abilities, spells, summon demon
Special Qualities: Damage reduction 10/cold iron and good, darkvision, Graz'zt's favor, immunity to electricity and poison, resistance to acid 10, cold 10 and fire 10, spell resistance 26, telepathy 100 ft.
Saves: Fort +19, Ref +18, Will +19
Abilities: Str 16, Dex 20, Con 23, Int 24, Wis 22, Cha 29
Skills: Bluff +27, Concentration +24, Diplomacy +33, Disguise +27 (+29 acting), Escape Artist +20, Intimidate +27, Knowledge (arcana) +25, Knowledge (local) +25, Knowledge (nobility and royalty) +25, Knowledge (religion) +15, Knowledge (the planes) +25, Linguistics +20, Perception +32, Sense Motive +24, Spellcraft +27, Stealth +23
Feats: Dark Speech, Empower Spell, Energy Substitution, Fiery Burst, Fly-by Attack, Practiced Spellcaster, Searing Flame, Violate Spell, Winter's Blast
Climate/Terrain: Azzagrat (The Abyss)
Organization: Solitary (unique) or with the Lady's Lancers (1-13)
Challenge Rating: 15
Treasure: Possessions
Alignment: Chaotic Evil

Elemental Blast: Once per day, Maretta can unleash a 20 ft. radius burst dealing 14d6 points of fire damage. Reflex DC 23 half. Creatures that fail their save also gain vulnerability to fire for 1 round. The burst has a range of 60 ft.

Energy Drain (Su): Maretta can drain energy by luring a living creature into an act of passion or planting a kiss on the victim. An unwilling target must be grappled in order to do so. The kiss or embrace bestows one negative level. The kiss also has the effect of a suggestion spell, asking the victim to accept another kiss. A Will save (DC 33) negates the suggestion. The DC to remove the negative level is 33.

Reserve Magic (Su): Fiery Blast 3d6 to 5d6 fire damage, 5 ft. burst. Winter's Embrace 2d4-5d4 cold damage, 15 ft. cone. The damage die depends on the highest level spell slot Maretta has available. If her highest level spell available is lower than the minimum die damage, Maretta can not make use of the power.

Spell-Like Abilities: Always active - tongues, unholy aura (DC 27); at will - charm monster (DC 23), detect good, detect thoughts (DC 21), ethereal jaunt, polymorph, suggestion (DC 21), greater teleport. Caster level 15th.

Spells: Maretta casts spells as a sorcerer.
Spells per day: --/9/8/8/7/8 (Caster level 14th, DC 19 + spell level)
Spells known: 0 - acid orb, arcane mark, dancing lights, detect magic, ghost sound, mage hand, message, prestidigitation, read magic; 1 - alarm, burning hands, magic missile, ray of enfeeblement, shield, unseen servant; 2 - blur, eagle's splendor, false life, misdirection, scorching ray; 3 - dispel magic, haste, lightning bolt, protection from energy; 4 - enervation, scrying, wall of fire; 5 - feeblemind, fire shield.

Summon Demon (Sp) Twice per day Maretta can summon 2d6 alu-fiends or 1d3 vrocks.

Graz'zt's Favor (Ex): Maretta uses her Charisma modifier in place of her Strength or Dexterity modifier for attacks and damage.

Skills: Maretta has a +8 racial bonus on Perception checks.

Possessions: Wand of summon monster IV, staff of evocation, rod of maximize metamagic, pearl of power (4th-5th), ring of wizardry V, bracers of armor +6

Unhath


Large Outsider (Chaotic, Evil, Mazza im)
Hit Dice: 26d8 + 286 (403 hp)
Initiative: +13
Speed: 40 ft.
Armor Class: 34 (+9 Dex, +16 natural, -1 size), touch 18, flat-footed 25, combat 54
Base Attack/Combat: +26/+39
Attack: 6 daggers +38 melee (1d6 + 13 /17-20) or 6 slams +34 melee (1d8 + 9) or tail slap +34 melee (4d6 + 9)
Full Attack: 6 daggers +38/+33/+28/+23 melee (1d6 + 10 /17-20) and tail slap +32 melee (4d6 + 4) or 6 slams +34 melee (1d8 + 9) and tail slap +34 melee (4d6 + 4)
Space/Reach: 10 ft. /10 ft.
Special Attacks: Constrict, improved grab, poison, spell-like abilities, summon demon
Special Qualities: Damage reduction 15/cold iron and good, darkvision, immunity to electricity and poison, resistance to acid 20, cold 20 and fire 20, spell resistance 34, superior multiweapon fighting, telepathy 200 ft.
Saves: Fort +26, Ref +24, Will +25
Abilities: Str 29, Dex 29, Con 33, Int 24, Wis 22, Cha 30
Skills: Bluff +39, Concentration +40, Craft (alchemy) +36, Diplomacy +47, Disguise +10 (+14 acting), Intimidate +43, Knowledge (arcana) +36, Knowledge (the planes) +36, Knowledge (religion) +36, Knowledge (tactics) +36, Linguistics +23, Perception +43, Perform (sing) +26, Sense Motive +35, Spellcraft +40, Stealth +38, Use Magic Device +39
Feats: Combat Reflexes, Dark Speech, Empower Spell, Extend Spell, Heighten Spell, Improved Critical (dagger), Improved Initiative, Multiattack, Persistent Spell, Power Attack, Quicken Spell
Epic Feats: Epic Will, Improved Metamagic, Improved Spell Capacity
Climate/Terrain: Azzagrat (The Abyss)
Organization: Solitary (unique)
Challenge Rating: 26
Treasure: Possessions
Alignment: Chaotic Evil

Constrict (Ex): Unhath deals 4d6+13 points of damage with a successful grapple check. The constricted creature must succeed on a Fortitude save (DC 32) or lose consciousness for as long as it remains in the coils and for 2d4 rounds thereafter.

Improved Grab (Ex): To use this ability, Unhath must hit with her tail slap attack. She can then attempt to start a grapple as a free action without provoking an attack of opportunity. If she succeeds on the grapple check, she can constrict.

Poison (Ex): Unhath's daggers are coated in purple worm venom. Injury, Fortitude DC 24, 1d6 Str/2d6 Str

Spell-Like Abilities: Always active - true seeing; at will - align weapon, blade barrier (DC 26), magic weapon, project image (DC 26), see invisibility, telekinesis (DC 25), greater teleport, unholy aura (DC 28). Caster level 26th.

Spells: Unhath casts spells as a sorcerer.
Spells per day: --/9/9/8/8/8/8/7/7/7/2 (DC 20 + spell level, caster level 26th)
Spells known: 0 - arcane mark, dancing lights, daze, detect magic, detect poison, ghost sound, light, prestidigitation, read magic, resistance; 1st - identify, mage armor, ray of enfeeblement, silent image, true strike, ventriloquism; 2nd - blur, glitterdust, invisibility, locate object, misdirection, web; 3rd - dispel magic, displacement, explosive runes, fly, haste; 4th - black tentacles, enervation, phantasmal killer, scrying, stoneskin; 5th - feeblemind, mirage arcana, nightmare, overland flight, wall of force; 6th - antimagic sphere, disintegrate, greater dispel magic, permanent image; 7th - ethereal jaunt, limited wish, power word blind, spell turning; 8th - antipathy, greater shadow evocation, greater shout, power word stun; 9th - gate, shades, time stop, wish

Summon Demon (Sp): Twice per day Unhath can summon 4d10 dretches, 1d4 hezrou, one nalfeshnee, one glabrezu or another marilith.

Superior Multiweapon Fighting: Unhath can attack with all six of her arms any time she could attack with one. She takes no penalty to its attacks.

Skills: Mariliths have a +8 racial bonus on Perception checks.

Possessions: Unhath wields 6 +4 envenomed wand-daggers. Each wand-dagger stores a specific spell: chaos hammer, fireball, lightning bolt, unholy blight, wall of fire and wall of ice. If Unhath confirms a critical on a creature with a wand-dagger, she can cast its spell on the creature as a free action, and the creature gains no save. (Does not apply to the wall spells.) A wand-dagger can only cast a single spell a round, whether it is activated as part of an attack or as a normal wand. The wand-daggers have a caster level of 20th and spell DC (where applicable) of 24.