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The Demon Princes As They Were

Demogorgon, The Demiurge


Demiurge
Gargantuan Outsider (Chaotic, Evil, Extraplanar)
Hit Dice: 96d8 + 1248 (2016 hp)
Initiative: +9 (+5 Dexterity, +4 Improved Initiative)
Speed: 80 ft., fly 160 ft. perfect.
AC: 84 (-4 size, +41 natural, +17 deflection, +5 Dexterity, +15 profane), touch 43, flat-footed 79
Base Attack/Grapple: +96/+132
Attack: Tentacle slam +119 melee Rotting Caress (4d8+24 + 1 vile and 1d8 Constitution (rot see
below)/19-20/x2)
Full Attack: 2 tentacle slams + 119 melee Rotting Caress (4d8+24 + 1 vile and 1d8 Constitution (rot
see below)/19-20/x2) and 2 tail slaps +114/+114 melee Soul Strike (4d6+36 +1 vile and energy
drain see below)
Space/Reach: 20ft. /20ft. (25 ft. with tentacles)
Special Attacks: Abyssal Vehemence, call Demons, call sludge of the seas, Cosmic Corruption,
Entropic Wave, spell-like abilities, spells, Corrupt Soul, Deny Final Rest, Eternal Annihilation, Feast on
the Divine, 20/day rebuke undead
Special Qualities: Demon Prince Qualities; Decadent Divinity; Demon God; Ravaged Forms; Twin
Terror; DR 25/cold iron, epic, good, and lawful; SR 86
Saves: Fort +63 Ref +55 Will +62
Abilities: Str 59, Dex 21, Con 36, Int 38, Wis 36, Cha 44
Skills: Appraise +49 (+51 for alchemy, +51 for armor, +51 for sculpture, +51 for ship making, +51
for stonemasonry, +51 for weapons), Balance +51, Bluff +80, Concentration +112, Craft (alchemy) +
69, Craft (armorsmith) +69, Craft (sculptor) +50, Craft (ship making) +34, Craft (stonemasonry)
+50, Craft (weapon smith) +69, Diplomacy +51, Escape Artist +73, Forgery +64, Gather Information
+102, Hide +61, Intimidate +124, Jump +41, Knowledge (arcana) +113, Knowledge (architecture
and engineering) +44, Knowledge (history) +113, Knowledge (nature) +76, Knowledge (the planes)
+113, Knowledge (religion) +113, Listen +89, Move Silently +68, Search +106 (+108 for finding
secret doors), Sense Motive +115, Spellcraft +115, Spot +89, Survival +62 (+64 in above ground
natural environments, +64 in other planes, +64 while tracking), Tumble +45
Feats: Awesome Blow, Brew Potion, Cleave, Corrupt Spell, Corrupt Spell-like Ability (B), Craft
Construct, Craft Magical Arms and Armor, Craft Rod, Craft Staff, Craft Wondrous Items, Dark Speech,
Dire Charge, Empower Spell, Epic Spellcasting, Epic Weapon Focus (tentacles), Eschew Materials,
Forge Ring, Great Cleave, Improved Bullrush, Improved Critical (tentacles), Improved Initiative,
Improved Sunder, Intensify Spell, Maximize Spell, Multiattack, Power Attack, Quicken Spell, Scribe
Scroll, Vile Natural Strike (B), Weapon Focus (tentacles)
Climate/Terrain: Any land and underground (Abysm in The Abyss)
Organization: Unique (Solitary) or troupe (Demogorgon, 1-4 Balor and 2-8 Marilith)
Challenge Rating: 78
Treasure: Quintuple Standard
Alignment: Chaotic Evil
Advancement: N/A
The Prince of Demons. The Dread One. The Eternal Corruptor. The Devourer of Souls. These titles and
many others do not adequately describe the utter evil and complete, psychotic insanity represented in
the mind of the most powerful Demon ever: Demogorgon. Without a doubt, Demogorgon is the
greatest of the Demons that infest the nigh infinite Abyss. He is the pinnacle of the corrupt, debased,
and destructive evil they embody. He is the threat against which not just the Realms Above stand
against, but also what the Lords of the Nine Hells of Perdition recognize as the alternative to ordered,
oppressive evil. His are the faces that give even Greater gods nightmares. And he is so much more.
He is the culmination of the destructive, selfish, and utterly corrupted acts and impulses in the
Cosmos and he seeks nothing less than to make these concepts not just ideas, but the Reality of the
Cosmos. (It should be noted that Demogorgon is truly genderless and is more accurately referred to
as it; however, for the purpose of this information, the Prince of Demons is referred to as he).

The truth about Demogorgons past is as mysterious as those of the other greater Demiurge. Like
Grazzt, Orcus, and Zuggtymoy, Demogorgon was among the first of the various forces of decrepit,
destructive Evil in the fledgling Cosmos. Most legends and Yugoloth texts claim that Demogorgon
fought against the Circle of Three, as he represented everything they did not. Most legends say that
he, like all of the other children of Chaos, failed and that he fled to The Abyss to await the day when
the Cosmos would crumble and Chaos and destruction would reign supreme once again. Since, he has
concentrated his efforts in The Abyss and the Depths Below, seeking to dominate not just the nature
of Chaotic evil, but all of Evil, onto himself. So the legends say.
But, there are those across the Cosmos, many of them quite insane, who believe that these legends
are nothing but lies and that Demogorgon is much more than another Demiurge. These shadowy
informants believe that Demogorgon is not just The Demiurge, the first of that line of debased spirits,
but that he is the true creator of the Prime Material Plane. They claim that Demogorgon created the
Prime Material, an infinite space composed of carnality and matter, as his own playground, a place
that reflected the infinite physical pleasure that could be imposed on lesser creatures in the future.
But, this Prime Material was nothing like that which we now know. It was utterly corrupt, filled with
evil, and used as a staging ground in Demogorgons struggle against the Circle of Three and every
other cosmic entity and overpower in the fledgling Cosmos. In this pre-Prime, The Demiurge would
create beings composed of his hatred and need for destruction. Drawn from a pool of baleful energy,
the so-called Venom Fount, these beings were the first Demons, many of whom would rise to such
heights that they would see themselves as equals to and replacements for their Corrupt Creator. This
eternal pre-Prime was large enough to swallow the entire Cosmos, strong enough to lay low those who
believed in the weakness of righteousness, and insane enough to consume the Circle of Three. But,
these events never came to pass. Even as the Circle of Three crumbled and created the Seven
Heavenly Mountains of Celestia, the Eternal Nirvana of Mechanus, and the Nine Hells of Perdition, the
madness within the pre-Prime ripped it asunder from within even as the forces of Balance and
goodness attacked from without. The attack was so great that a large majority of the infinite prePrime was ripped away and tumbled into the still incomplete Depths Below where it formed The Abyss.
Demogorgon, much of his power invested in his creation, was greatly reduced in power and found
himself competing with his wayward creations, those Demons that we now include among the
Demiurge. The remnants of the pre-Prime were taken by the gods, beings that came into being after
the restructuring of the Cosmos, and they adjusted it to suit their own goals. But, still lurking in the
depths of The Abyss, Demogorgon seeks to reclaim that which he believes is rightfully his, and hopes
to destroy the gods who have corrupted his corruption. All that remains of the pre-Prime is the Venom
Fount, an artifact of incalculable power that moves from world to world, waiting the return of its
master.
The truth of this story, and others like it, is unknown. However, many note that the Prime Material,
like The Abyss, is seemingly infinite. They note that the elements hold significant sway in both areas
and that the Demons seem as at home in the Prime as they do in The Abyss (at least more so than
Devils and Yugoloths). Still, there is no certainty that this story, or any other, is true.
What is known about The Prince of Demons is little. Unlike Lolth and Orcus, Demogorgon is very
cautious about revealing his existence to the Prime Material Plane. The nature of this hesitance is
unclear. It is known that gods of all kinds, from the greatest forces of good to the cruelest
beneficiaries of evil, hate and fear Demogorgon, often casting aside their differences to deal with any
threat the Prince of Demons may instigate. On the Prime, worship of Demogorgon is very much
hidden, but not altogether unknown. There are small cults on every world and, at one time or another,
each has threatened not just a petty kingdom, but an entire planet. In the distant pasts of these
worlds, many of these servants were destroyed and their secrets and knowledge locked away in some
remote place as it was believed that an attempt to destroy what they knew would somehow result in
calamity. Thus, Demogorgon is often associated with various worldly apocalypses and tribulations and
that the return of his worshippers en masse will begin the countdown for the end of the Cosmos as it
is currently known. In the meantime, all gods and their servants are vigilant for signs of the Devourer
of Souls and his worshippers.
Another reason for Demogorgons limited access to the Prime is because he seems unable to travel to
it without being called through some unique rituals by extremely high level clerics (at least 31st level).

In contrast, Demogorgons relative lack of interaction with the Prime has allowed the Devourer of
Souls to gain more real estate in The Abyss than any other Demiurge; Demogorgon controls more
Demons and more of The Abyss than Grazzt and Orcus combined. However, since he is opposed by
virtually every other Demiurge and Demon Prince in The Abyss simultaneously, Demogorgons
dominance is somewhat limited.
To say that Demogorgon hates Grazzt and Orcus is an understatement. His feelings towards them
borders on an obsession. He dreams of one day consuming them and destroying their servants. The
nature of this enmity is unknown, although its likely to do with the fact that they come so close in
rivaling him in power. As Demogorgon views no other as his equal, its apparent that he views the
statuses of the Demon Prince of Shadows and the Demon Prince of the Undead as an insult to his
station. The wars between these three Demiurge are legend; to date, its unknown if any of them have
faced each other directly in combat. Most believe that in a straight fight, Demogorgon would defeat
either Grazzt or Orcus; however, theres no such thing as a straight fight in The Abyss. While Orcus
would bring Undead servants and the ultimate power of his Wand of Death to bear, Grazzts Eye of
Shadow has the power to warp reality to a degree that would make him almost equal to the Prince of
Demons long enough to do some damage. However, there are numerous prophecies that claim that
should these three Demiurge ever meet in combat, the victor would finally unite The Abyss and
command an almost unstoppable force.
Demogorgon is the most creative and innovative of the various Demiurge. He is credited with the
creation of Retrievers and some claim that it is he, not Orcus, who created the Death Knights. It is
known that he is responsible for the Ships of Chaos, and that he has created new Demons to serve
him over the centuries. However, almost everything Demogorgon creates is corrupted and evil, which
to him seems perfectly natural and the only logical way for things to be. This attitude has led many to
believe that Demogorgon is insane. What this does not take into account is that Demogorgon is simply
an almost perfect manifestation of Chaotic evil and that, in his mind (minds?) goodness, balance,
and/or order are illusions.
Demogorgon seeks to return the Cosmos, particularly the Prime, to a state of corruption, destruction,
and evil. As such, he is totally opposed to the Legions of Hell and the Bastions of Righteousness. His
precise relationship with Asmodeus, The Overlord of Hell, has been speculated for as long as history
has been recorded. To date, these two paragons of Evil have yet to meet, but most agree that such a
meeting would be cataclysmic to Creation. Likewise, it is unknown how Demogorgon regards the
various Scions of Anarchy or even the Queen of Stars. It is safe to say that he sees the Scions as
rivals and that he hates the Morwel.
Demogorgons physical appearance is truly terrifying, leaving no doubt that he is a Demon. Towering
some 40 feet in the air, Demogorgons body is like that of a huge serpent with putrid green and brown
scales and smatterings of coarse black hair; the entire length is smeared with feces and urine. The
base of the serpentine body sprouts into a form akin to that of a four tentacled, greenish-purple squid.
Whipping about wildly, two extremely long tentacles curl towards the Devourers front, while the
shorter two trail behind him like two tails. At the top of the serpentine body spread ape-like, black
haired shoulders from which jut heavily muscled ape-like arms that the Prince uses to move about on
land (the arms arent used for combat since he cannot support himself on one). Sprouting from his
wide shoulders are two long, serpentine necks topped with two great, demonic heads. Sometimes the
heads are like those of corrupted mandrills, other times they resemble fiendish hyenas, and still other
times they appear simply demonic. However, the two heads always bear one constant: two pairs of
malefic eyes. To peer into the eyes of the Prince of Demons is peer into the face of madness. No one
can describe their color accurately, but all agree that they are composed of The Abyss. Demogorgon
has the disconcerting tendency to speak with one head in a cavernous voice while the other one reacts
to something else, giggles, or talks to itself; it's not at all unusual for one head to begin a sentence
and the other to finish it. He also refers to himself as we or in the third person. While some think
that the Prince of Demons is composed of two personalities, the truth is hes so far beyond what any
being can consider sane, that he cannot be defined one way or the other as anything but evil.

Combat
Demogorgon is extremely inconsistent in combat. As a being possessing so many options, he often
switches tactics in the middle of a fight. However, there are a few things he does do in most fights.
Demogorgon always enters combat with his Abyssal Vehemence and Cosmic Corruption. He will
always attack with Gaze into The Abyss (randomly selecting one of the attacks), and he always targets
the most powerful adversaries first so he can annihilate their souls. Beyond that, Demogorgon tends
to prefer melee to spellcasting, enjoying watching a being rot into a festering husk in one of his
tentacles while his other head continues to press his attack.
Divine Decadence (Ex): Although not a god, Demogorgon possesses power that rivals that of true
divine beings. Demogorgon possesses a virtual divine rank of 20 as described in the Virtual Divine
Ranks and Cosmic Entities Defined article. Unlike most Demiurge, Demogorgons virtual divine rank is
20 regardless of his location. On the Prime Material Plane or in the Ethereal Plane, Demogorgon can
affect the land within 20 miles of his person as the divine ability Godly Realm described in Deities and
Demigods. In most cases, Demogorgon will seek to cause tremendous elemental upheavals,
particularly flooding and mudslides. There are persistent rumors that Demogorgons virtual divine rank
was once on par with that of an overpower. Of course, theres never been any substantiation of this
claim and all other Demiurge and their servants are vehement that such was never the case.
Demon Prince Qualities (Ex): Demogorgon is immune to electricity and poison; he possesses acid,
cold, and fire resistance 10. Demogorgon may engage in telepathic communication with any creature
within 100 feet. Demogorgon constantly detects good, detects magic, and true sees as a 31st level
Sorcerer; he possesses immunity to polymorphing, petrification, or any other attack to alter his form.
Demogorgon is not subject to energy drain, ability drain, or ability damage; he is also immune to
mind-affecting effects.
Demogorgon can sense anything within one mile around the mentioning of his name, titles, or an item
of importance to him. This power is barred from places associated with gods of goodness, the personal
redoubts of Demiurges or any being that possesses divine rank or virtual divine rank.
Demogorgon is immortal and cannot die from natural causes; he does not age, and does not need to
eat, sleep, or breathe.
Abyssal Vehemence (Ex): Demogorgons physical presence is so disgusting that is causes lesser
creatures to succumb to his hate and need to spread destruction and terror. All creatures within 600
feet of Grazzt must succeed in a Will save 75. Those who succumb to Demogorgons gross presence
suffer one of the two following effects:
Fright: Affected beings become shaken and suffer a 2 morale penalty on attack rolls, saves, and
checks. The merest glance or gesture by Demogorgon makes them frightened, and they flee as
quickly as they can, although they can choose the path of their flight.
Madness: Demogorgons physical presence the grotesque evil incarnate in his being drives lesser
beings insane per the insanity spell. The being remains stuck in a state of madness for one day for
every point by which she failed the saving throw, after which time the victim is allowed another save.
The madness exists until the victim successfully saves or the appropriate spells are cast by a 31st
level being to purge the insanity effect.
Demogorgon can make his servants, worshippers, beings of Chaotic Evil alignment, or a mixture of
all three types immune to this effect as a free action. This immunity lasts one day or until
Demogorgon dismisses it. However, Demogorgon cannot determine which effect takes place; there is
a 50% chance each time Abyssal Vehemence is used that one or the other effect will impact near by
victims.
Other Demiurge and beings possessing divine ranks or virtual divine ranks equal to or higher than
Demogorgons virtual divine rank are immune.

Call Demons (Sp): Thrice per day, Demogorgon may call Demons. Like all Demiurge, Demogorgon is
under no special restriction for calling any kind of Demon, and may call up to 90 HD of these creatures
per attempt. Demogorgon has an obvious preference for calling Balor Demons and Mariliths, enjoying
their tremendous power and their competence in causing destruction. The Demiurge is also known for
calling the terrible Wastrilith Demons from time to time.
Call Sludge of the Seas (Sp): Thrice per day, Demogorgon may call on 90 HD worth of evil denizens
of the deep. The Prince of Demons has a special affinity for kraken (of which he can call 4 at one time)
and ixitxachitl (of which he can call 90 average demon rays or 45 vampiric demon rays); demon rays
consider Demogorgon their patron and actively worship him.
Cosmic Corruption (Su): So heinous is Demogorgons presence that he may corrupt an entire area
with but a thought. Once per day as a standard action, Demogorgon may unhallow an area equal to
3360 feet. Demogorgon can apply the following spells to the unhallow effect (some of which are not
listed as part of the unhallow spell in the Players Handbook): bane, bestow curse, contagion, deeper
darkness, dispel magic, silence. In most situations, Demogorgon will select bestow curse.
The forces of righteousness disgust Demogorgon, who finds goodness and holiness repellent enough
to give him pause. As a result, Demogorgon avoids hallowed ground. If Demogorgon finds it necessary
to enter a hallowed site, he must make a Will DC save equal to 30 + the divine rank of the
represented god + the gods Charisma modifier; Demogorgon cannot use his spell resistance to
overcome this effect. If Demogorgon succeeds in entering the hallowed area, the area immediately
becomes unhallowed. Once Demogorgon breaches holy ground, the god in question is immediately
alerted to his presence and will almost always (DMs discretion) arrive in person to deal with The
Prince of Demons.
Demon God (Ex): Although he is the greatest of the Demiurge, Demogorgon does not dominate the
majority of Demon worshipping mortals. Demogorgon is simply too alien in his desires, interests, and
appearance to draw a wealth of mortal servants. However, while he does not maintain a large cadre of
worshippers, Demogorgon does have some of the most powerful worshippers in the Cosmos, many of
them rulers of vast territories corrupted beyond recognition and filled with evil and madness.
Furthermore, Demogorgon certainly has more Demon followers than any of the other Demiurge;
Demons fear their Prince to such a degree that its not unusual for those claiming to serve another
Demiurge to suddenly change their allegiance in the middle of battles against The Dread One. In any
case, the vast majority of Demons with cleric levels are servants of Demogorgon. Whether mortal or
not, clerics of Demogorgon go by many different names; Servant of the Twin Masters, Child of
Corruption, and Scion of Demons are among the better known names. Clerics of Demogorgon have
access to the Corruption, Chaos, Destruction, and Evil domains. Demogorgon, like Grazzt and Orcus,
maintains a special cadre of worshippers referred to as Thralls of Demogorgon. Whether Cleric or
Thrall, all worshippers of Demogorgon seeks two simple goals: to warp all Creation to better fit the
desires of their dreaded master, and to fully call Demogorgon to the Prime Material Plane. Beyond
these goals, worshippers of Demogorgon share little else in common besides insanity.
Entropic Wave (Su): Demogorgon can unleash an explosion of corrupt, destructive, Abyssal power in
the form of a wave that extends from his person. Demogorgon may use his Entropic Wave 11/day,
dealing 20d12 points of damage. Demogorgons Entropic Wave explodes in a radius of 200 feet;
victims caught in the wave may attempt a Reflex save DC 71 for half damage. Demogorgons Entropic
Wave appears as a huge wall of deitrus-filled, muddy liquid accompanied by a odor fouler than
anything encountered in the Cosmos. Those struck by the Wave that managed to survive claim that
they felt as if their bodies were being transformed into something foul as the essence of
Demogorgons wave seeped into their souls. Entropic Wave ignores mortal magic like anti-magic field,
but may only remove one layer of prismatics per blast. Walls of force are not affected by Entropic
Wave, while Divine Shields suffer full damage.
Ravaged Form Gaze into The Abyss (Su): The twin heads of Demogorgon are truly horrors to
behold. Gazing into his two pairs of eyes reveal to lesser beings the utter degeneracy of The Abyss
and all its denizens. With a glance from either head, Demogorgon can affect the minds of lesser
beings through his various gaze attacks:

Beguiled by the Horror (left head): One who looks into the eyes of Demogorgons left head realizes
that there is no hope against the destructive intent of The Abyss and believes that the only way to
save himself is to throw in with The Prince of Demons if he fails a Will save DC 75. Failure means that
the victim is under the effects of a dominate monster spell as cast by a 102nd level Sorcerer. Beguiled
by the Horror has a 120 foot range in Demogorgons line of sight (thus all beings within a direct line
are subject to its power) and counts as a standard action for Demogorgons left head.
Share the Madness (right head): One who looks in the eyes of Demogorgons right head feels his mind
and soul touched for just an instant by the utter destructive insanity of The Abyss. This touch, ever so
faint, is enough to drive a lesser creature utterly insane if he fails a Will save DC 75. Failure results in
the permanent insanity of the victim per the spell as though cast by a 102nd level Sorcerer. Only
priests of at least 31st level can hope to undo the victims madness. Share the Madness has a 120 foot
range in Demogorgons line of sight (thus all beings within a direct line are subject to its power) and
counts as a standard action for Demogorgons right head.
Devoured by The Abyss (both heads): If Demogorgon levels all of his malefic eyes on a single
individual within 60 feet, he channels the destructive energy of The Abyss directly into him, cause the
victim to explode in a bloody mist. The Fortitude DC to survive this attack is 75; if the victim saves he
suffers 10d10 points of damage. If the victim fails, he is utterly destroyed and can only be resurrected
by a Greater god or similarly ranked cosmic entity. Demogorgon can use Devoured by The Abyss
3/day; the effect counts as a standard action for both of Demogorgons heads and hes unable to use
another gaze attack that round.
Glare into The Abyss (both heads): If Demogorgon levels all of his malefic eyes on individuals within
60 foot cone, he channels images of The Abyss directly into their minds. All beings with fewer than 21
class levels and/or HD are automatically affected with no save. Those with 21 or more class levels
and/or HD receive a Will save DC 75; those that fail behave as if hypnotized by a 102nd level
Sorcerer. Glare of The Abyss counts as a standard action for both of Demogorgons heads and hes
unable to use another gaze attack that round.
Ravaged Form Rotting Caress (Ex): Anything touched by Demogorgons tentacles (save beings
without Constitution scores, magic items, and artifacts) must succeed at a Fortitude save DC 75, or it
begins to rot. A living victim suffers 1d8 points of Constitution damage immediately and 2 points of
Constitution damage every hour thereafter until the victim dies. A remove disease or miracle cast by a
31st level Cleric, a cosmic entity, or a divine being can discontinue Rotting Caress, although lost points
return only with natural healing; they cannot be restored through magic. Demogorgons rotting
ignores an objects hardness and deals 2 points of damage directly (this extra damage applies when
Demogorgon attempts to sunder a weapon unless its magical). Demogorgon can select not to rot that
which he touches but rarely deigns to do so.
Ravaged Form Tentacles: Demogorgons chief physical attack are with his tentacles. Shaped like
those of a giant squid (but without the barbs), Demogorgon can use his tentacles to attempt an
improved grab attack on any being of Huge or smaller size against which he scores a successful hit
against. On a successful hit, Demogorgon can start a grapple as a free action without provoking an
attack of opportunity. If he wins the grapple check, he establishes a hold. Those held by Demogorgon
suffer 56 points of damage and 4 points of Constitution damage each round as Demogorgon squeezes
the life out of them and rots them into a corrupted husk.
Ravaged Form Soul Strike Tail: Demogorgons serpentine tail forks mid way down its impressive
length, all the while glowing with an unnatural, putrid light. Any living creature struck by either of
Demogorgons tails suffers 2d4 negative levels for 24 hours; for every negative level applied,
Demogorgon gains 10 hp (he cannot exceed his maximum hit points once reached). If the negative
levels are not removed at the end of the 24 hour period, the victim must make a Fortitude save DC 75
to remove it. If the victim fails, he loses as many levels or hit dice as he had negative levels (although
the negative levels are removed). Only greater restoration or miracle cast by a 31st level Cleric or by
a cosmic entity or god can eliminate the negative levels and return lost levels or hit dice.

Ravaged Form Master of Magic: Demogorgon has the ability to cast spells as a 25th level Wizard
or a 25th level Sorcerer with the additional benefit of improved spell capacity. As the oldest and
greatest of the Demiurge, The Prince of Demons has access to every Wizard spell in the Players
Handbook and legions not known to mortals and immortals alike. He tends to prepare spells that allow
him to quickly kill his adversaries, increase his already god-like might, and reshape (i.e. corrupt) the
surrounding environment.
Cleric spells per day: 6/8+1/8+1/8+1/8+1/7+1/6+1/6+1/6+1/5+1/3/3/3; base DC 22 + spell level.
Demogorgon has access to the Chaos, Corruption, Destruction, and Evil Domains. Caster level 25.
Wizard spells per day: 4/8/8/7/7/7/7/6/6/6/4/3/3/3/3; base DC 24 + spell level.
Spell-Like Abilities: At will animate dead, befoul, bestow greater cure, blasphemy,
blindness/deafness, circle of nausea, clairaudience/clairvoyance, contagion, create undead, damning
darkness, deeper darkness, desecrate, despoil, destruction, detect chaos, detect law, doom,
feeblemind, greater dispel magic, greater teleport, harm, magic circle against good, magic circle
against law, morality undone, pox, project image, read magic, sadism, shriveling, soul shackle,
symbol of death, telekinesis, unhallow, unholy aura, unholy blight, wall of ice, wither limb, wretched
blight; 6/day black tentacles, control weather, detect thoughts, implosion, polymorph any object,
suggestion, trap the soul; 3/day disjunction, mindrape, ruin, shapechange, soul bind; 1/day
greater ruin, power word kill, power word stun; 1/week apocalypse from the sky, evil weather,
plague of nightmares. Demogorgon also casts spells from the Corruption domain as detailed in the
Book of Vile Darkness at will; these spells are included in the list above. These abilities are as spells
cast by a 102nd level Sorcerer (save DC 27 + spell level).
Corrupt Creator: Those who have witnessed the creative acts of Demogorgon are hard-pressed to
deny the claims of his worshippers that he was an architect in the creation of the Prime Material Plane.
However, even if Demogorgon was once a prime creator, his powers have either diminished or he is
insanity has curtailed his ability. Demogorgon has the ability to craft artifacts, create objects, and
create entirely new beings and entities from nothingness as follows:
Corrupt Form: Twice a day as a full round action with one of his heads, Demogorgon can corrupt the
physical form of beings before him. Essentially, The Prince of Demons can turn any corporeal, nonOutsider or Elemental into a Corrupted version of itself per the Corrupted Creature template in the
Book of Vile Darkness. Demogorgon can affect up to 468 HD of creatures at any one time so long as
they are within 60 feet of his person. Susceptibility to this perverse power depends on the strength of
would-be victims. Beings with fewer than 31 class levels/hit dice are automatically corrupted with no
save; those with 31 or more class levels/hit dice receive a Will save DC 75 to overcome the effect.
Beings that succumb to Demogorgons Corrupt Form instantly turn Chaotic evil and behave as if under
the effects ofdominate monster for one day per point by which they failed their save. The only way to
free a being from Corrupted Form is by a well worded wish or miracleperformed by a 31st level caster
or the intervention of a Greater god. There are persistent rumors that Demogorgon has the ability to
apply other templates (like Feral Creature and Pseudonatural Creature) instead of Corrupted Creature.
Craft Artifacts: The Prince of Demons can craft magic arms and armor, staffs, wands, wondrous items,
rings, and scrolls that exceed the normal limits for such items. Essentially, Demogorgon can create
epic level items and minor artifacts; there is also substantial evidence (in the form of the rumored
Venom Fount) that he can create true artifact. However, anything Demogorgon creates has some kind
of curse or flaw associated with it. Common curses include the eyes of the user bleeding or smelling of
ordure. Artifacts and intelligent items are always Chaotic evil. If Demogorgon desires to create an
artifact free of a curse, he has a 50% chance of success; if he succeeds, Demogorgon suffers a -6
penalty on all of his ability scores, skills, armor class, difficulty classes, and caster levels for six days
per item created in a pure fashion.
Create Greater Objects: As a full-round action for one of his heads, Demogorgon can create one or
more non-magical objects weighing up to 2000 pounds or with a volume of 400 cubic feet. If
Demogorgon uses this ability in Abysm, he can create objects up to 6000 pounds or with a volume of
1200 cubic feet. All items created by Demogorgon are unsightly and exude a faint evil no matter their
location; some items, if they are valuable, will often have an attendant curse attached to them. If
Demogorgon desires to create a non-evil object, he has a 50% chance of success; if he succeeds,
Demogorgon suffers a -6 penalty on all of ability scores, skills, armor class, difficulty classes, and

caster levels for six days per item created in a pure fashion. In any case, Demogorgon can create an
object with a value of up to 100 gp without impairment (aside from that stated above); for every
additional 100 gp of value, Demogorgon has to rest for 10 minutes. If he creates valuable items in
Abysm, he can create a 300 gp item without resting.
Corrupt Creation: As a full-round action for one of his heads, Demogorgon can create mortal creatures
(weight and dimensions are as his object creation description above). In essence, Demogorgon can
create any creature that does not have a divine rank. He can also create creatures with up to 19 class
levels. However, Demogorgon can only freely create corrupt creatures as described under the
Corrupted Creature template in the Book of Vile Darkness or, if he wishes to create a creature for
whom the Corrupted Creature template would not apply (like a Marilith), they must be Chaotic evil.
Demogorgon can attempt to create a creature that is not Chaotic evil, but he is utterly unable to
create a creature with Lawful or Good alignments. Demogorgon has a 50% chance of successfully
creating a non-evil being; if he creates such a being, Demogorgon suffers a -6 penalty on all of his
ability scores, skills, armor class, difficulty classes, and caster levels for six days per every six class
levels/HD created. In any case, Demogorgon is impaired after the act of creation and must rest for 10
minutes X the creatures Hit Dice/levels X the creatures Challenge Rating for each creature created,
with a minimum of 10 minutes per creature.
Corrupt Soul (Su): Six times a day, Demogorgon can so utterly violate the soul of another being that
it swears to serve him totally. As a full round action for one of his heads, Demogorgon can Corrupt the
Soul of any one mortal being within 60 feet. Not only does the victim instantly become Chaotic evil,
the victim is completely enslaved to Demogorgon, doing anything The Demiurge commands even if
the act risks the victims life. The only way to restore the Corrupted Soul of the victim is through the
intervention of a 31st level Cleric who casts miracle, followed by true resurrection and greater
restoration; the victim then must atone for any evil acts committed and successfully complete a quest
within 18 days before the taint in their soul reclaims them. Additionally, a Greater god can also wish
the victims soul back, but must do so in person.
Deny Final Rest (Su): Six times a day, Demogorgon can force the soul of any being killed within his
presence (120 feet) during the past six rounds to travel directly to his layer in The Abyss rather than
its rightful place in the Cosmos. The victim receives a Will save DC 75 to overcome the effect. If he
fails, his soul is sent to Abysm where it is immediately soul shackled in The Prince of Demons fortress.
Demogorgon is inconsistent with what he does with such souls. Sometimes he will devour them (see
Eternal Annihilation), other times he will trap them so they can live out eternity in The Abyss, and
other times he will place the soul in a corrupted body. Freeing souls Denied Final Rest often is a quest
in and of itself.
Eternal Annihilation (Ex): Aside from recreating the Cosmos (or as he would say, returning it to its
intended state), there are few things that please Demogorgon more than feasting on mortal or
immortal souls. Any non-divine being killed by Demogorgon in melee combat runs the risk of serving
as an appetizer for the Devourer of Souls. Once Demogorgon kills another creature, he may attempt
to Eternally Annihilate their soul as a full round action for one of his heads. The victims soul receives
a Will save DC 75; if the save is successful, the soul successfully escapes the infinite misery of being
eternally consumed. If the save fails, the victim is instantly, utterly, and permanently annihilated.
Beings with 31 or more class levels and/or hit dice greatly increase Demogorgons power; for every
powerful being he consumes, Demogorgon receives a +2 bonus to all ability scores, skills, and saving
throws for 3 days; these bonuses are cumulative, as is the duration (when Demogorgon consumes
Paladins or Clerics of any alignment, the bonuses are doubled). Creatures annihilated by Demogorgon
can only be brought back to life by a Greater god or similarly ranked cosmic entity possessing some
kind of divine or cosmic power over life and death. There is only a 33% chance of success and the
attempt must be made within 6 days of the beings annihilation; beings brought back in this fashion
are always one level or hit dice lower than when they died, and have a 66% chance of returning
utterly insane as described in Share the Madness (one of The Princes gaze attacks). High level beings
returned to life by gods or cosmic entities rob Demogorgon of his bonus and make the Devourer of
Souls aware of the god or cosmic entity responsible for robbing him of his meal.

Feast of the Divine (Ex): There are few things gods fear. Demogorgon is one of those things. The
Prince of Demons has the power to devour gods and cosmic entities just as he has the power to
consume mortal creatures. Any cosmic or divine being brought to 0 hit points by Demogorgon in
melee combat runs the risk of serving as a main course for the Devourer of Souls. Once Demogorgon
kills a cosmic or divine being, he may attempt to Feast on their Divinity as a full round action for both
of his heads. The cosmic or divine being receives a Will save DC 75; however, gods cannot use their
divine rank as a save modifier and both gods and cosmic entities receive a -2 penalty to their save for
every virtual divine rank difference between them and The Prince of Demons. If the god or cosmic
entity succeeds, he escapes Demogorgon and returns to his realm or layer of existence. If the god or
cosmic entity fails the saving throw, he is immediately, totally, and eternally obliterated; he ceases to
grant spells or power to his servants and his husk does not appear on the Astral Plane because it too
is utterly consumed. Demogorgon receives a +3 bonus to each of his ability scores, skills, and saving
throws per divine rank or virtual divine rank for six days. During these six days, all of the divine or
cosmic beings Clerics and other related divine spellcasters must make a Will save DC 75 or go
irrevocably insane and become Chaotic evil. At the end of the six day period, all of the Clerics and
related divine spellcasters receive a Fortitude save DC 75; those that fail die instantly and suffer
Eternal Annihilation. Only the direct intervention of another god or cosmic entity of at least Greater
god rank can interfere with the terrible fate that awaits abandoned Clerics. It is unclear whether or not
cosmic or divine beings consumed by Demogorgon can be returned to life; if they can, it is only
through the direct intervention of an Overpower.
Twin Terrors (Ex): Demogorgons two heads, although a part of one being, are able to function
separately and independently of each other, controlling the grotesque Princes body with impressive
speed and startling grace. Each of Demogorgons heads can take a rounds worth of action during the
Princes turn as if he were two separate creatures. Thus, the Dread One can take a move action and
then a standard attack action as one head, followed by a full attack action with the other head. Or, he
could move and cast a spell, and then cast another spell and then use one of his applicable gaze
attacks. The options available to Demogorgon during his turn are staggering and deadly. Additionally,
since he has two heads, Demogorgon receives a +4 circumstance bonus to his Intimidate, Listen,
Search, Sense Motive, and Spot checks.

Apollyon, Demon Prince of Destruction


Demiurge
Huge Outsider (Chaotic, Evil, Extraplanar)
Hit Dice: 52d8 + 30d12 (Barbarian 30) + 10d12 (Legendary Dreadnought 10) + 1012 + 24 (1932
hp)
Initiative: +10 (+6 Dexterity, +4 Improved Initiative)
Speed: 80 ft., fly 280 ft. perfect
AC: 64 (-2 size, +27 natural, +15 deflection +6 Dexterity, +6 profane), touch 35, flat-footed 58
Attacks: +99/+94/+89/+84 melee (Revelation, a gargantuan +6 chaotic, unholy power spiked
chain); ranged +76
Damage: 2d8+26 plus 1 (vile) plus 2d6 (chaotic) plus 3d6 (unholy)/19-20/x2 plus 1 (vile) plus 2d6
(chaotic) plus 6d6 (unholy) (Revelation, a gargantuan +6 chaotic, unholy power spiked chain)
Face/Reach: 10ft. by 10ft. /15ft. (20ft. with Revelation)
Special Attacks: Abyssal Vehemence, Call Demons, Cosmic Corruption, Entropic Wave, Ravaged
Form (breath weapon), Exorcise Spirits, Maw of The Abyss, Voice of the Apocalypse, Wake of
Destruction, spell-like abilities, spells.
Special Qualities: Decadent Divinity (virtual divine rank 15), damage reduction 45/+8, fast healing 15,
SR 70, Celestial (fallen) Traits, Demiurge Traits, Demon God, Ravaged Form (Alter Size, Scaly Skin,
Wings),
Saves: Fort +59 Ref +54 Will +56
Abilities: Str 50, Dex 22, Con 32, Int 29, Wis 27, Cha 40
Skills: Bluff +35, Climb +66, Concentration +74, Disable Device +29, Escape Artist +63, Hide +73,
Intimidate +94, Intuit Direction +41, Knowledge (The Abyss) +86, Knowledge (Arcane) +51,
Knowledge (The Seven Heavens) +41, Knowledge (Outer Planes) +78, Listen +86, Move Silently +51,
Scry +42, Search +84, Sense Motive +59, Spellcraft +58, Spot +53, Wilderness Lore +67.
Feats: Cleave, Combat Reflexes, Corrupt Spell-like Ability, Craft Magical Arms and Armor, Craft
Wondrous Items, Dark Speech, Dodge, Empower Spell, Exotic Weapon Proficiency (spiked chain),
Great Cleave, Improved Bullrush, Improved Critical (spiked chain), Improved Initiative, Maximize
Spell, Mobility, Power Attack, Quick Draw, Ruinous Rage, Spring Attack, Sunder, Vile Natural Attack,
Weapon Focus (spiked chain), Whirlwind Attack
Epic Feats: Blinding Speed x2, Chaotic Rage, Devastating Critical, Dire Charge, Epic Weapon Focus
(spiked chain), Mighty Rage, Overwhelming Critical, Penetrate Damage Reduction, Terrifying Rage,
Thundering Rage,
Climate/Terrain: Abaddon (1001st layer of The Abyss)
Organization: Unique (Solitary) or pack (Apollyon, 1-3 Famine Demons, 2-9 Balors, 10 -16 Mariliths)
Challenge Rating: 60
Treasure: Quintuple Standard
Alignment: Chaotic Evil
Advancement: N/A
Across the Cosmos there are told legends of the End of Days. Although specific matters differ in each
telling of this approaching time, there are a number of consistent elements including the failure of the
sun, the disappearance of heavenly bodies, the return of ancient evils, and wars among the gods.
Another common component is that the powers of the Depths Below will vomit forth, covering all
Creation with their vile evil. Although most myths do not utter specific names, careful perusal of
ancient texts that prophesy the End of Days always include the name of Apollyon as one of the few
beings leading the charge that will bring the destruction of the current order.
Apollyon is known by many names. To some, he is the Dark Angel, while to others he is the Demon
Prince of Destruction or the Demiurge of the Bottomless Pit. Whatever he is called, there is one
certainty about Apollyon: he seeks the utter ruin of all there is in the Cosmos and he will stop at
nothing to ensure that his debased goals see fruition.
Apollyons background and original name are known only to those steeped in infernal and heavenly
lore. Apollyon was once a powerful Solar and may have even been a Seraph. He was charged with the
binding of particularly powerful Fiends and other spirits of evil in remote demi-planes in the Ethereal
Plane at the behest of the Virtues of Mount Celestial, ensuring that such beings would never again
threaten the Bastions of Righteousness, allied good gods, and the Prime. Only rarely did the Virtues

sanction the outright obliteration of the offending spirits; while their reasons for this mercy are still
unknown, it is certain that Apollyon disagreed with their attitude. Furthermore, Apollyon believed that
fighting against Evil and those of Balance was foolhardy given the methodology of the Bastions.
Apollyon viewed the Cosmos as a grave error. Every being, Apollyon came to believe, was flawed and
corrupted by evil and chaos. It was clear to him that even those whom he served were evil since they
only took half-measures at best to eradicate Evil. Apollyon determined that only he, who had
witnessed the vices of Humanity as well as those of all other creatures, could bring about the purge
necessary to bring about a new Cosmos.
It is unclear when Apollyon Fell. Some believe that he was cast out of the Seven Heavens when his
madness became apparent well before the Great Fall. Others scoff at this idea, pointing out that the
Virtues are not so rigid as to think that this powerful champion could not be cured. These scholars
believe that Apollyon actually joined with Eblis, Semyaza, Triel, and other Celestials in their bid
against the Bastions of Righteousness. However, while Eblis and Triel wanted to bring about a new
Order, Apollyon hoped that the war would escalate to a point in which the entire Cosmos would
collapse. When the Bastions and their supporters proved victorious, Apollyon was cast out with the
others but he did not Fall into the Nine Hells. Apollyon was drawn to the Infinite Layers of The Abyss
where destruction, death, and unbridled hate were personified in Demons. In short order, Apollyon
would rise above the majority of the Demon Princes and Demiurge and would lay claim to what is the
lowest known layer of The Abyss, Abaddon the Bottomless Pit.
Although he exhibits the characteristics of other Demiurge, Apollyon does not view himself as
demonic. Indeed, he hates and is hated by the other Demiurge to a degree that rivals the enmity
between Demogorgon, Grazzt, and Orcus. If there was ever a reason for the various factions to unite
against a common foe, Apollyon would be a likely candidate save for his power. Still, many scholars
find it difficult to differentiate Apollyon from Demogorgon who likewise seeks the destruction of the
Cosmos. While Demogorgon wishes to reclaim that which he lost and consume all souls in Creation
and then recreate the Cosmos in his own twisted image, Apollyon simply wants the current Cosmos to
end. Apollyon doesnt care about devouring souls (although he does do so on occasion), nor is he
interested in ruling a renewed Creation. In fact, Apollyon would rather that nothing outside of utter
perfection were created and, since he does not believe this possible, he seeks total annihilation. As he
plots and plans for this eventuality, Apollyon bides his time by sowing anarchy and discontent
throughout the Cosmos, slowly manipulating events that lead to destruction of civilization, lives, and
ideals. Nothing is of importance to Apollyon, not even his own life; indeed, the only reason Apollyon
values his life is because he knows that hes the only one who recognizes the futility of the Cosmos
and that he alone can destroy it. There is little doubt that Apollyon is utterly mad.
Apollyon has no allies among the various Abyssal lords, but none are foolish enough to challenge him,
not even Demogorgon. Although hes not as powerful as Grazzt, Orcus, or the Prince of Demons,
Apollyons very presence is destructive. They all leave him to his machinations in the 1001 layer of
The Abyss, Abaddon. Abaddon is a vast crater large enough to swallow entire planets that descends
endlessly into nothingness. It is a place devoid of life and unlife. Nothing save certain Demons, gods,
and cosmic entities can survive in this place for long as it emulates what its master seeks: destruction.
Still, it is not unusual to see Balor Demons here on occasion, some seeking a temporary alliance with
Apollyon, others at the behest of other Demiurge or Demon Princes (most never make it out alive).
Apollyons only constant allies are the Locust Demons, horrific monsters strong enough to give Balor
Demons pause. Infinite in number, these horrific creatures are as mad as their sire and will be
released during the End of Days.
Apollyon bears the silhouette of a Solar Seraph, having a tall regal bearing and three pairs of
feathered wings. Upon closer examination, it is clear that the Dark Angel is no celestial agent.
Apollyons body is covered in chitinous scales the color of gangrene and magma. Gaping wounds dot
his body, allowing bubbling bile to gurgle from the open sores. His wings each seem hooked at the
bend and the black feathers, like those of a vulture, molt continuously. Apollyons face is truly
horrible, utterly empty of any emotion save resolved disgust and hatred. Apollyons eye sockets are
likewise empty, revealing nothing but the void.

Combat
Apollyon initiates every battle with his Wake of Destruction. Following this, he will typically use his
blinding speed to cast storm of vengeance and meteor swarm in the same round. If his foes are still
standing, Apollyon will use his Wake of Destruction again and then use his Voice of the Apocalypse.
Apollyon will then enter melee, attacking foes (and sometimes allies) randomly.
Divine Decadence (Ex): Although not a god, Apollyon possesses power that rivals that of true divine
beings. Apollyon possesses a virtual divine rank of 10 as described in the Virtual Divine Ranks and
Cosmic Entities Defined article. Furthermore, while anywhere in the Abyss, Apollyon functions as if he
had a Virtual Divine Rank of 15.
Celestial Qualities (Fallen): As a former Solar, Apollyon is immune to cold and acid; he possesses
fire resistance 20 and receives a +4 racial bonus to Fortitude saves against poison. He can sepak with
any creature that has a language as though using the tongues spell cast by a 14th level Sorcerer; this
ability is always active. Apollyon has low light vision and 60 foot darkvision.
Demon Prince Qualities (Ex): Apollyon is immune to electricity and poison; Apollyon can engage in
telepathic communication with any creature within 100 feet; Apollyon constantly detects good, detects
magic, and sees invisibility as a 31st level Sorcerer; he possesses immunity to polymorphing,
petrification, or any other attack to alter his form. Apollyon is not subject to energy drain, ability
drain, or ability damage; he is also immune to mind-affecting effects.
Apollyon can sense anything within one mile around the mentioning of his name, titles, or an item of
importance to him. This power is barred from places associated with gods of goodness or the personal
redoubts of Demiurges.
Apollyon is immortal and cannot die from natural causes; he does not age, and does not need to eat,
sleep, or breathe.
Abyssal Vehemence (Ex): Apollyons physical presence is so disgusting that is causes lesser
creatures to succumb to his hate and need to spread destruction and terror. All creatures within 600
feet of Apollyon must succeed in a Will save 51. Those who succumb to Apollyons gross presence
suffer one of the two following effects:
Fright: Affected beings become shaken and suffer a 2 morale penalty on attack rolls, saves, and
checks. The merest glance or gesture by Apollyon makes them frightened, and they flee as quickly as
they can, although they can choose the path of their flight.
Madness: Apollyons physical presence the grotesque evil incarnate in his being drives lesser beings
insane per the insanity spell. The being remains stuck in a state of madness for one day for every
point by which she failed the saving throw, after which time the victim is allowed another save. The
madness exists until the victim successfully saves or the appropriate spells are cast by a 31st level
being to purge the insanity effect.
Apollyon can make his servants, worshippers, beings of Chaotic Evil alignment, or a mixture of all
three types immune to this effect as a free action. This immunity lasts one day or until Apollyon
dismisses it. However, the Apollyon cannot determine which effect takes place; there is a 50% chance
each time Abyssal Vehemence is used that one or the other effect will impact near by victims.
Lesser gods and higher ranked divine or cosmic beings are immune to Apollyons Abyssal Vehemence.
Call Demons (Sp): Thrice per day, Apollyon may call Demons. Like all Demiurge, Apollyon is under
no special restriction for calling any kind of Demon, and may call up to 70 HD of these creatures per
attempt. Apollyon rarely calls Demons as hes not interested in chasing them down and killing them
once theyve done his bidding. However, when necessary, Apollyon prefers to call Mariliths and Balors
over all others, favoring their ability to decimate entire country sides in short order.
Cosmic Corruption (Su): So heinous is Apollyons presence that he may corrupt an entire area with
but a thought. Once per day as a standard action, Apollyon may unhallow an area equal to 1820 feet.
Apollyon can apply the following spells to the unhallow effect (some of which are not listed as part of
the unhallow spell in the Players Handbook): bane, bestow curse, contagion, deeper darkness, dispel

magic, silence. In most situations, Apollyon will select bestow curse.


The forces of righteousness disgust Apollyon, who finds goodness and holiness repellent enough to
give him pause. As a result, Apollyon avoids hallowed ground. If Apollyon finds it necessary to enter a
hallowed site, he must make a Will DC save equal to 30 + the divine rank of the represented god +
the gods Charisma modifier; Apollyon cannot use his spell resistance to overcome this effect. If
Apollyon succeeds in entering the hallowed area, the area immediately becomes unhallowed. Once
Apollyon breaches holy ground, the god in question is immediately alerted to his presence and will
often (DMs discretion) send a proxy or an avatar to deal with the intrusion.
Demon God (Ex): Only the utterly depraved dare to worship the Dark Angel. Apollyon hates all life,
particularly his own, and cannot abide those foolish enough to worship him. Still, on extremely rare
occasions, Apollyon will take a strange interest in mortals willing to suffer his torments. These
worshippers, Entropics, are truly insane masochists and utter anarchists, seeking to tear down
everything. They are not partial to just holy sites places of nature as they will attack strongholds of
evil as well, including other Entropics. The Demon Prince of the Bottomless Pit grants Chaos,
Destruction, Death, and Evil as his Domains.
Entropic Wave (Su): Apollyon can unleash an explosion of corrupt, destructive, Abyssal power in the
form of a wave that extends from his person. Apollyon may use his Entropic Wave 10/day, dealing
18d12 points of damage. Apollyons Entropic Wave explodes in a radius of 150 feet; victims caught in
the wave may attempt a Reflex save DC 47 for half damage. Apollyons Entropic Wave appears as an
explosion of destructive energy that surrounds him like a huge mushroom cloud, scarring the sky and
the ground with horrible colors that evoke images of the end of the world. Entropic Wave ignores
mortal magic like anti-magic field, but may only remove one layer of prismatics per blast. Walls of
force are not affected by Entropic Wave, while Divine Shields suffer full damage.
Ravaged Form Breath Weapon (Horn of the Apocalypse) (Su): Once every 1d4 rounds,
Apollyon can unleash his terrible voice, issuing the so-called Horn of the Apocalypse. This sonic
breath weapon is conical in shape and 50 feet long and high, dealing 26d12 points of sonic damage;
those who make a successful Reflex save DC 47 suffer half damage.
Ravaged Form Divine Power: Alter Size Salient Divine Ability (Su): As a free action, Apollyon
can assume any size from Fine to Colossal. Apollyon can also change the size of up to 100 pounds of
objects he touches (including Revelation).
Ravaged Form Scaly Skin (Ex): Apollyons formerly heavenly body was horribly deformed when
he Fell from Grace. Now, Apollyons body is covered in chitinous scales like those of an insect,
affording him a +3 bonus to his natural armor class.
Ravaged Form Wings (Ex): Instead of the standard pair of wings possessed by most Solars, fallen
or not, Apollyon bears three pairs of huge, vulture-like wings. Black in color and continually molting,
Apollyons wings propel him through the air with inconceivable speed.
Spell-Like Abilities: At will aid, animate dead, animate objects, bestow curse, blasphemy, chaos
hammer, circle of doom, commune, contagion, create undead, death knell, deeper darkness,
destruction, detect law, dimensional anchor, disintegrate, earthquake, fear, greater dispelling, harm,
implosion, imprisonment, improved invisibility (self only), inflict critical wounds, inflict light wounds,
magic circle against law, ray of enfeeblement, resist elements, slay living, shatter, speak with dead,
summon monster VII, teleport without error (self plus 1000 pounds), transmute rock to mud,
unhallow, unholy aura, unholy blight, whirlwind; 6/day horrid wilting, incendiary cloud, lightning bolt,
trap the soul; 3/day power word stun, power word kill, ruin; 1/day chain lightning, crushing fist of
spite, disjunction, evil weather, greater ruin, storm of vengeance; 1/week apocalypse from the sky,
astral projection, meteor swarm, soul bind. Apollyon also casts spells from the Destruction domain at
will; these spells are included in the list above. These abilities are as spells cast by a 58th level
sorcerer (save DC 25 + spell level).
Spells: Apollyon casts divine spells from the cleric list and from the Chaos, Destruction, Death, and
Evil domains as a 20th level Cleric (save DC 18 + spell level).

Exorcise Spirits (Ex): As part of his desire to destroy the current manifestation of the Cosmos,
Apollyon also seeks to correct the wrongs of those who breach the unwritten contracts between the
divine and the mortal. Having witnessed first hand the danger in direct interaction between beings
from the Worlds Beyond with the Prime Material Plane, Apollyon strives to ensure that such actions
never take place in his presence. Apollyon has the power to send all Extraplanar Outsiders within 150
feet reeling back to their plane of origin 3/day. Essentially, anytime a being is physically manifested in
a plane of existence other than their natural plane, they can be banished. All beings, even gods and
cosmic entities, are subject to Exorcise Spirits. Non-divine beings (those without divine ranks or
virtual divine ranks) receive no save against this power; divine beings (those with 0 or more divine
ranks or virtual divine ranks and even those who possess more divine or virtual divine ranks than
Apollyon) receive a Will save DC 55 to withstand the effect. Non-divine beings are banished for a year
and a day while divine beings are banished for one month per point by which they failed their save.
Apollyon himself, however, must use this ability cautiously. Each time he Exorcises Spirits, there is a
25% chance + 1 per every Extraplanar Outsider he Exorcises that he himself will be immediately sent
hurtling back to the Abaddon with no save.
Maw of The Abyss (Ex): Apollyon can hardly destroy everything if sentient beings, ignorant of the
need for their destruction, seek to flee him. Thus, Apollyon has the power to suck them into the Maw
of The Abyss. Apollyon can manifest Maw of The Abyss in two ways. First, Apollyon can literally cast
beings into The Abyss. All within 75 feet of Apollyon receive a Will save DC 51. Those that fail are
horrified as a putrescent portal filled with jagged rocks appears beneath them, dragging them to a
random location in The Abyss. Those sent to The Abyss in such a manner are under no special
restriction barring them from escaping. In any case, Apollyon can sense the location of those he sends
to The Abyss for up to six days following their banishment. Secondly, Apollyon may use the Maw to
literally fix beings within 75 feet of his person to their current plane of existence as well as within 150
feet of their present location if they fail a Will DC 51. When he calls on this effect, Apollyon draws a
portion of The Abyss to him, causing the ground to tremble and burn, the sky to weep, and cause all
of nature within 150 feet to scream out in terror and anguish. Essentially, Apollyon affects any being
within the radius (he can select who is immune to the power) with a truly powerful dimensional anchor
with the additional effect of keeping them hedged within a certain radius. Thus, a being could fly but
would not be able to fly more than 150 feet from the location they were standing/flying/ etc. at the
time the effect took place. This version of Maw of The Abyss lasts for 10 rounds unless a disjunction
spell is cast on the effect (casting it on Apollyon wont end the effect); a disjunction cast on the effect
has a 1% chance per level of the caster to end Maw of The Abyss. In any case, Apollyon may use the
variations of Maw of The Abyss a total of 6 times a day.
Voice of the Apocalypse (Ex): Apollyon can cause all lesser creatures to understand the need for
the end of the world to take place as soon as possible. As such, Apollyon can use the Voice of the
Apocalypse. This powerful ability is usable once a day by Apollyon and allows him to affect all
creatures within 15 miles of his person. Akin to the combined effects of an earthquake and hurricane,
Apollyons voice carries an incredible amount of dread and hysteria, causing lesser beings to run
amok. All non-divine beings receive a Will save DC 51, although some suffer penalties to their saves;
Chaotic evil beings suffer a -6 penalty, while CN and NE beings suffer a -3 penalty. All affected beings
are filled rage (as the Barbarian) and the need to destroy property, buildings, nature, and other living
creatures indiscriminately to their utmost ability. The effect lasts for 51 rounds, during which entire
towns can be destroyed. When the effect ends, affected beings are granted another saving throw with
the same penalties; those that fail continue destroying. If there is nothing to destroy, affected
creatures will commit suicide. The only way to end Voice of the Apocalypse is through individual
castings of remove curse and restoration, the use of a well worded wish or well requested [i]miracle,
or the direct intervention of another divine being with at least 11 divine ranks or virtual divine ranks
with the ability to Alter Reality.
Wake of Destruction (Ex): Apollyons presence is anathema to all life. Perpetually surrounded by a
burning, entropic aura, Apollyon slowly breaks down the physical components of those near him. All
beings within 30 feet of Apollyon suffer 2d12 points of cosmic damage each round. Those that get
within 5 feet of Apollyon suffer 5d12 points of damage. Thrice per day, Apollyon may expand and
intensify his Wake of Destruction, causing 52d12 points of cosmic damage to all within 60 feet; those
within the radius may Reflex save DC 55 for half damage. In either case, casting death ward reduces

all damage caused by Wake of Destruction in half (so those that save against the expanded Wake
suffer damage on a successful save); Divine Shields and similar cosmic or divine protections absorb
the maximum possible damage, causing the Shield to collapse, although that which is being protected
is unharmed.

Pale Night, Demon Queen of Ravens, Mother of Darkness


Demiurge
Medium-Sized Outsider (Chaotic, Evil, Extraplanar)
Hit Dice: 55d8 (infernal) + 20d6 (rogue) + 10d6 (void incarnate) + 935 (1555 hp)
Initiative: +23 (+15 Dexterity, +8 Superior Initiative)
Speed: 110 ft., fly 270 feet (perfect)
AC: 96 (+37 natural, +19 deflection, +15 Dexterity, +15 profane), touch 59, flat-footed 96
Base Attack/Grapple: +70/+79
Attack: Fingernails +79 (1d8+9; 18-20x3)
Full Attack: Fingernails +79/+74/+69/+64 (1d8+13; 18-20x3)
Space/Reach: 5ft/5ft
Special Attacks: Abyssal Vehemence, call Demons, call fiendish dire ravens, call consort, Cosmic
Corruption, Entropic Wave, spell-like abilities, spells, sneak attack +10d6, crippling strike, null strike,
Black Melody, Dark Wind
Special Qualities: Demon Prince Qualities; Decadent Divinity; Demon God; Ravaged Forms; DR
25/cold iron, epic, good, and lawful; SR 74; trapfinding, trap sense +6, uncanny dodge, improved
uncanny dodge, evasion, slippery mind, improved evasion, defensive roll, blank aura, void presence,
mettle of fortitude, blank mind, mettle of will, improved mettle of fortitude, empty form, improved
mettle of will, Princess of Ravens, Blasphemous Joining
Saves: Fort +55 Ref +61 Will +59
Abilities: Str 28, Dex 40, Con 33, Int 35, Wis 40, Cha 48
Skills: Balance +78, Bluff +79, Concentration +98, Diplomacy +85, Disable Device +61, Disguise
+83, Escape Artist +77, Forgery +72, Gather Information +78, Hide +82, Jump +65, Knowledge
(arcana) +115, Knowledge (history) +80, Knowledge (religion) +67, Knowledge (the planes) +97,
Listen +79, Move Silently +88, Perform (Oratory) +60, Scry +74, Search +82, Sense Motive +67,
Sleight of Hand +70, Spellcraft +128, Spot +84, Survival +83, Tumble +100
Feats: Combat Casting, Eschew Materials, Spell Penetration, Greater Spell Penetration, Improved
Initiative, Quicken Spell, Dodge, Lightning Reflexes, Greater Spell Penetration, Weapon Finesse, Skill
Focus (Spellcraft), Combat Reflexes, Blind-Fight (domain power), Heighten Spell
Epic Feats: Blinding Speed, Epic Spell Penetration, Epic Spellcasting, Improved Combat Casting,
Ignore Material Components, Superior Initiative, Epic Dodge, Dexterous Fortitude, Epic Skill Focus
(Spellcraft), Automatic Quicken Spell (x6), Improived Heighten Spell
Climate/Terrain: Any land and underground (Random Layer in The Abyss)
Organization: Unique (Solitary) or flock (Pale Night, 100-300,000 ravens)
Challenge Rating: TBD
Whispers are abound in the cosmos, whispers of an ancient evil thought destroyed. These whispers
say this great evil is manipulating events on the primes, the hells, and even the great skies above
towards its own dark goals. These whispers are never more than that, for those who speak out loud
are silenced. Heaven has yet to hear these whispers, but when it does, soon no doubt, the cosmos will
shake, and the celestial host will be roused, for heaven has once ignored these whispers, a mistake
that cost them dearly.
Pale Night, the Demon Queen of Ravens, Mother of Darkness. An enigmatic being forgotten by
creation. Pale Night has been a blight on the multiverse since the creation of the primes, and has
shaken the foundations of the multiverse to their core. Her beginnings are relatively unknown, some
believe she was a fallen celestial, others that she was a demon lady of sexual domination, either way
she was relatively unimportant in the scheme of things. This all changed when Pale Night discovered a
great artifact known as the Midnight Void. The Midnight Void corrupts all that touches it, and Pale
Night could not resist its power. She disappeared from the multiverse for a millennia, gathering the
Artifacts secrets and making them her own. When she returned Pale Night was a powerful entity,
almost her entire self changed, but she remembered one thing from the time before, that sex can give
power.
Pale Night became the consort of a being known only as Chaos (some debate this was Demogorgon,
but either way she is sometimes called Old Night for her relationship with this being), she leeched off
its power to further her own gains, and was cast out. Pale Night moved on, realizing great power
could be achieved in this way, and eventually her priorities changed and so did she. Pale Night

became a Demiurge seeking to control others, whether sexually or not. Her long line of consorts
spawned some of the most powerful demons in creation, including Grazzt, Demon Prince of Shadows,
Vucarik of Chains, and Lupercio, Baron of Sloth.
Year later, for reasons unknown, Pale Night developed a hatred of the Realms Above unparalled, and
began using her manipulative powers to form a great abyssal army, nearly infinite in numbers. And
yet Heaven hasd faced many great threats before, and they knew such an army could not breach the
Gates of Heaven, and so they offered no challenge. Day by day the Abyssal army dwindled, hundreds
of thousands deserting and dying, and Heaven was confident that soon it would be completely gone.
However, on the thirteenth day of the siege, Heaven was betrayed by one of their own. The great
Seraph Sedirenite, Lord of the Hunt opened the gates, allowing the vile hordes of the Abyss to pour
through. They were intent on despoiling Paradise, but that was not to be. Pale Night heself was
betrayed by her son Graz'zt, who abandoned her at this crucial moment, taking with him half the
demonic army. His mother's screams echoed throughout the cosmos as he left to carve out his own
abyssal kingdom. Seeing this great betrayal, the hosts of Heaven rallied behind the very Seraph
responsible for opening the gates to evil. They drove her remaining forces out and closed the gates,
assuming Pale Night to be dead. Sedirenite, who had twice betrayed, once good, once evil, eventually
joined the ranks of the Lords of Freedom.
But Pale Night was not destroyed, only her physical form shattered, her malevolent spirit eventually
reforming. Pale Night swore vengeance against her son Grazzt, against her former lover Sedirenite,
against all of creation. But, she has remained hidden, waiting and regaining strength. She has
enslaved hundreds of mortal rulers across the primes, bending them to her will, yet hiding it. She has
had many consorts, dominating them and leeching off their resources. There are those in heaven who
suspect she has survived, and seek out the signs of her return, Sedirenite among them. They fear and
dread the day she comes for heaven.
Pale Night is now forced to compete with her son, Grazzt, because both have the same ultimate goal,
uniting the lower planes and destroying heaven. However, while Graz'zt favors a more direct
approach, Pale Night works from behind the scenes. Yet Grazzt is unaware of his competition, and
some of his most trusted servants are slaves of Pale Nights. Pale Night is partially responsible for his
loss of power, in that she helped persuade Iggwilv to summon and hold Grazzt prisoner on a prime
world, where Iggwilv could sire a child. To this day, Graz'zt remains ignorant of his mother's survival,
or her role in his imprisonment.
Also, Pale Night greatly fears and hates the Prince of Demons, Demogorgon, for his power and his
great intellect. She knows he is totally insane (even more so than most demons), and will stop at
nothing to destroy the cosmos. But she hesitates in her attempts to destroy him, because she both
fears him, and sees him as a possible ally. Demogorgon makes attempts to halt her power growth, but
she is aware and takes necessary step to prevent this, just as she attempts subtly to sabotage his
efforts, to no avail. But is fated that one day they will meet, but what comes from it no one can
predict.
In recent years as her reach extends across the primes, Pale Night has developed an affinity with
birds, especially ravens. Her few servants believe the reason is because her newest consort, the fellow
demiurge Pazuzu, is strongly associated with flying creatures. Either way she has learned how to use
these small, mostly unnoticed creatures to spy on holy orders, and cause havoc on the primes. But
now word is spreading, and ravens are being hunted by the Knights of Baphomet, her last consort, for
he is angry and jealous that she left him for some demonic pixie. Both her and Pazuzu are amused,
but if Baphomet in any way endangers her or her secrets. Pazuzu is still unaware of her true nature,
believing her to be some lesser demonic entity.
Pale Nights physical appearance is probably the least demonic of all demons, and many have
underestimated her for it. She appears as a stunningly beautiful human or elf woman with raven black
hair, piercing gray eyes, and a perfect figure. She is always wrapped in the Midnight Void, which takes
the appearance of shifting gray cloak on the outside, and appears to lead into the nether realm when
you glimpse the inside.

The Tower of Ravens


Pale Nights personal enclave is the Tower of Ravens, a great shadowy monolith taking many forms
and names. Its original home was the triple layer of Azzgrat, and when Pale Night was betrayed,
Grazzt came home to sit on her dark throne, he found her palace keeping him out. It soon uprooted
itself from the city, killing thousands of demons in the process, and plane shifted away. Graz'zt
presumed it had found its own freedom, and never laid eyes on the tower again.
The Tower of Ravens is in reality an ex-suitor, a Demon Lord that has been bound into construct form
and compelled to slavish loyalty to Pale Night, it can assume the terrain of its surroundings. When
within the maze of Baphomet, it took the form of a tall spidery tower, walking above the maze, picking
out loners for food, or other evil purposes. Now, Pale Night consorts with Pazuzu, the tower has taken
the form of a mile long airship, similar to the shape of a demonic raven, bristling with weapons.
Combat
Pale Night rarely enters combat herself, leaving it to lesser beings, and usually retreats to the
impregnable Tower of Ravens. On the occasions that she succumbs to bloodlust or has some unknown
purpose for fighting, she makes a very formidable opponent.
Pale Night often opens combat at a distance, using her spells and leeched abilities to weaken her foes.
She then summons Dark Winds before closing to melee. In melee combat she will Swarm opponents
while the winds weaken and confuse them. If faced with stiff resistance, she retreats to a distance,
calling her concubine, and filling the area with demons and demonic ravens. Then she will either leave,
becoming uninterested, or enter the fray again with different tactics.
Divine Decadence (Ex): Although not a god, Pale Night possesses power that rivals that of true
divine beings. Pale Night possesses a virtual divine rank of 18 as described in the Virtual Divine
Ranks and Cosmic Entities Defined article. On the Prime Material Plane or in the Ethereal Plane, Pale
Night can affect the land within 18 miles of her person as the divine ability Godly Realm described in
Deities and Demigods. In most cases, Pale Night will seek to cause tremendous damage, changing
gravity and magic traits, and occasionally blanketing the area with a bone numbing chill.
Demon Prince Qualities (Ex): Pale Night is immune to electricity and poison; she possesses acid,
cold, and fire resistance 10. Pale Night may engage in telepathic communication with any creature
within 100 feet. Pale Night constantly detects good, detects magic, and true sees as a 31st level
Sorcerer; she possesses immunity to polymorphing, petrification, or any other attack to alter her
form. Pale Night is not subject to energy drain, ability drain, or ability damage; she is also immune to
mind-affecting effects.
Pale Night can sense anything within one mile around the mentioning of her name, titles, or an item of
importance to her. This power is barred from places associated with gods of goodness, the personal
redoubts of Demiurges or any being that possesses divine rank or virtual divine rank.
Pale Night is immortal and cannot die from natural causes; she does not age, and does not need to
eat, sleep, or breathe.
Abyssal Vehemence (Ex): Pale Nights physical presence is so disgusting that is causes lesser
creatures to succumb to her hate and need to spread destruction and terror. All creatures within 600
feet of Pale Night must succeed in a Will save 56. Those who succumb to Pale Nights gross presence
suffer one of the two following effects:
Fright: Affected beings become shaken and suffer a 2 morale penalty on attack rolls, saves, and
checks. The merest glance or gesture by Pale Night makes them frightened, and they flee as quickly
as they can, although they can choose the path of their flight.
Madness: The grotesque evil incarnate in Pale Nights physical presence drives lesser beings insane
per the insanity spell. The being remains stuck in a state of madness for one day for every point by
which she failed the saving throw, after which time the victim is allowed another save. The madness

exists until the victim successfully saves or the appropriate spells are cast by a 31st level being to
purge the insanity effect.
Pale Night can make his servants, worshippers, beings of Chaotic Evil alignment, or a mixture of all
three types immune to this effect as a free action. This immunity lasts one day or until Pale Night
dismisses it. However, Pale Night cannot determine which effect takes place; there is a 50% chance
each time Abyssal Vehemence is used that one or the other effect will impact near by victims. Other
Demiurge and beings possessing divine ranks or virtual divine ranks equal to or higher than Pale
Nights virtual divine rank are immune.
Call Demons (Sp): Thrice per day, Pale Night may call Demons. Like all Demiurge, Pale Night is
under no special restriction for calling any kind of Demon, and may call up to 90 HD of these creatures
per attempt. Pale Night has an tendency to call Glabrezus for their deceitful ways, but if things go
badly Pale Night will summon Balors.
Call Fiendish Dire Ravens (Sp): Thrice per day, Pale Night may call on 90 HD worth of fiendish dire
ravens (22 ravens). The stats for these creatures are below.
Call Concubine (Sp): Once per week, Pale Night may call her concubine, whatever it might be. She
does this reluctantly, knowing the her concubines dislike coming at beck and call. Once summoned, a
concubine is under the compulsion to grant her a wish or give her aid, but not to the point where it
might be harmful to itself.
Cosmic Corruption (Su): So heinous is Pale Nights presence that she may corrupt an entire area
with but a thought. Once per day as a standard action, Pale Night may unhallow an area equal to 1925
feet. Pale Night can apply the following spells to the unhallow effect (some of which are not listed as
part of the unhallow spell in the Players Handbook): bane, bestow curse, contagion, deeper darkness,
dispel magic, silence. In most situations, Pale Night will select dispel magic.
The forces of righteousness disgust Pale Night, who finds goodness and holiness repellent enough to
give her pause. As a result, Pale Night avoids hallowed ground. If Pale Night finds it necessary to enter
a hallowed site, she must make a Will DC save equal to 30 + the divine rank of the represented god +
the gods Charisma modifier; Pale Night cannot use her spell resistance to overcome this effect. If Pale
Night succeeds in entering the hallowed area, the area immediately becomes unhallowed. Once Pale
Night breaches holy ground, the god in question is immediately alerted to her presence and will
almost always (DMs discretion) arrive in person to deal with The Princess of Ravens.
Demon God (Ex): Even though she is among the greatest of the Demiurge, Pale Night has very few
worshipers. Across the entire cosmos Pale Night has fewer than a thousand worships, but all of them
are powerful. The reason so few mortals venerate her is because of the great lengths she has taken to
hide herself from creation. She only has a small cadre of Demons and other followers, all of them
completely loyal, almost to the point of losing their own identities. Whether mortal or not, clerics of
Pale Night go by many different names; Childen of Darkness and Ravens are two of the most
common. Clerics of Pale Night have access to the Chaos, Darkness, Evil, and Trickery domains. The
worshipers of Pale Night have no common goal except to sow the seeds of chaos and darkness.
Entropic Wave (Su): Pale Night can unleash an explosion of corrupt, destructive, Abyssal power in
the form of a wave that extends from her person. Pale Night may use her Entropic Wave 12/day,
dealing 22d12 points of damage. Pale Nights Entropic Wave explodes in a radius of 120 feet; victims
caught in the wave may attempt a Reflex save DC 48 for half damage. Pale Nights Entropic Wave
appears as a huge flight of ravens, their blood-tipped beaks issuing a dreadful cry. Those struck by
the Wave that managed to survive claim that they felt as if their bodies were being picked apart by
the savage birds. Such people have a tendency to flinch every time they see a raven. Entropic Wave
ignores mortal magic like anti-magic field, but may only remove one layer of prismatics per blast.
Walls of force are not affected by Entropic Wave, while Divine Shields suffer full damage.
Ravaged Form - Sorcerous Might (Sp): Pale Night is a sorceress of great and terrible power, and
casts arcane spells as a 21st level sorcerer, with the benefits of several spell knowledge and improved
spell capacity feats. She also receives a +15 bonus to Spellcraft and Knowledge (arcana).

Ravaged Form - Epic Magic Power: enslave (Sp): Once per day as a standard action, Pale Night
can cast enslave. She does not need to roll a Spellcraft check. When Pale Night calls on this effect, she
makes a permanent thrall of any living creature. See the Epic Level Handbook for more information on
enslave and Epic Spells. Pale Night often uses this to enslave mortal rulers, and important nobles
across the cosmos.
Ravaged Form - Medium-Sized: Pale Night is the size of a normal human.
Ravaged Form - Alternate Form: Swarm of Ravens (Su): Three times per day as a standard
action Pale Night may assume the form of a Colossal sized raven swarm. While in raven form Pale
Night is immune to physical damage (because there are hundreds of thousands of ravens in her
swarm), spells or abilities that target fewer than 100 individuals, all her attacks automatically hit,
dealing 12d6 damage, and have the following qualities for overcoming DR: Epic, Chaotic, Evil,
Adamantine. Also Pale Night may not use spells, spell-like abilities, or other special abilities, she
retains all special qualities. When in swarm form Pale Night can occupy any area of 50 feet by 50 feet,
regardless of other creatures being there, and may attack each creature in her occupied area once per
round. As a free action Pale Night may split the swarm into 10,000 ravens, each holding her essence,
and unless they are all killed, she lives. She may resume her standard form as a standard action,
whether in swarm or a single raven.
Distraction (Ex): Any living creature vulnerable to the swarms attack that begins its turn in the
swarms square is nauseated for 1 round; a Fortitude save DC 56 negates. Spellcasting or
concentrating on a spell in this area requires a Concentration check (DC 20 + spell level). Using skills
that require patience or concentration requires a DC 20 Concentration check.
Ravaged Form - Abyssal Talons: Pale Night has short razor-sharp fingernails, tainted with her evil.
When in humanoid form, Pale Nights fingernails are deadly weapons and are treated as Epic, Chaotic,
Evil, and Adamantine for the purposes of DR.
Ravaged Form - Creeping Shadow (Su): Anything hit by Pale Nights swarm attack must make a
Fortitude save DC 56, or begin to lose its body to the shadow. A creature that fails takes 3d6 strength
and dexterity damage as their body deteriorates and must make a second save, this time Will of 56,
or go permanently insane. The victim must continue to make Fortitude of 56 saves every six days or
take another 3d6 strength and dexterity damage until he is cured (see below) or dies. This vileness
begins to turn the blood in the veins black (which shows through most skins), and eventually the
extremities as well. Only a Miracle or Remove Curse spell cast by a 31st level cleric , cosmic entity, or
god can end this process.
Spell-Like Abilities: At Will -- animate dead, blasphemy, blur, charm person, create undead,
damning darkness, darkbolt, darkness, darkvision, deeper darkness, desecrate, destruction, detect
good, detect law, detect magic, dispel good, displacement, dread word, dream, ethereal jaunt, Evards
black tentacles, fear, forbidden speech, greater dispel magic, grim revenge, harm, hold person,
improved invisibility, magic circle against good, magic circle against law, major image, morality
undone, plane shift, read magic, screen, scrying, shadow walk, suggestion, symbol of death,
telekinesis, teleport without error, unhallow, unholy aura, unholy blight, unhallow, utterdark, wall of
force. 6/day -- implosion, polymorph any object, souls treasure lost, wall of deadly chains, wave of
pain, word of chaos.3/day -- power word-kill, power word-stun, ruin. 1/day -- demand, enervation,
greater ruin, hellball, mass hold monster, meteor swarm, Mordenkainens disjunction, time
stop. 1/week -- gate, mind rape, refuge, vision
Pale Night also casts spells from the Darkness domain as detailed in the Book of Vile Darkness at will;
these spells are included in the list above. These abilities are as spells cast by a 61st level Sorcerer
(save DC 29 + spell level).
Demon Queen of Ravens (Su): Over the many ages, Pale Night has begun to exert some limited
control over nature, corrupting its natural beauty into a twisted abyssal reflection. Her first
achievement was domination over ravens. All ravens within 666 feet are immediately under her
control, and temporarily gain the fiendish template. Furthermore she may inhabit the body of any

raven in Creation 3/day for one hour. While in the body of a raven she may enter holy sites and
sanctuaries without any hesitation, but only for six minutes per transformation. This does not
unhallow these sites, and the god in question is not alerted if she leaves before the six minute time
period expires. While in raven form she may cast in spell or spell-like ability she knows through the
raven.
Blasphemous Joining (Su): Pale Night has had many consorts over the millennia, and through this
terrible ritual bind them to her. Pale Night receives 1d3 of her consorts special abilities or qualities,
may summon the consort, and has complete access to its realm. Also she may use the Soul Link
power on her consort. She has never consorted with anything that has less power than a demon
prince, but her consorts are not always demons. At least one has been a celestial who has since fallen
and become a demon. In return, she may grant her consort an wish a day, sexual favors, and most
valuable of all - her expert advice.
Also Pale Night may leech off of others' souls. The ritual that establishes this link lasts one hour, and
the target does not have to be willing, or even knowing. Cosmic entities and gods of higher VDvR or
DvR are immune to this ability. Pale Night may only try to establish the link once on a particular
creature, and must overcome its spell resistance .* Pale Nights consorts are always linked to her, this
ends when she rejects them or otherwise ends the consortship. The ritual must have the willing (may
be duped, even dominated, or forced by contract) sacrifice of a mortal. Pale Night may only have six
links at a time, and may drop one to add another. Once per day, Pale Night may leech this link,
temporarily granting her any spell**, spell-like ability**, feat**, skill ranks in a single skill, or natural
attack the subject might have; she may only choose one of those. Once per week Pale Night may
leech a special ability or quality***. It acts as if the creature had used that ability (so if a spell, it is
used up, if it was already used up she cannot access it).The subject might never realize what is
happening, and that is the way Pale Night likes it.
* - The creature receives no save, as the ritual is not directly harming it.
** - Spells and spell-like abilities are converted over to chaotic and evil versions. If it cannot be
converted Pale Night may use as-is.
*** - Special abilities and qualities may only be used once (if it has a no duration and is an effect then
it remains for one week) and are modified by the DM to be chaotic and evil.
Pale Night has gained the following special abilities and qualities from her current consort, Pazuzu:
Foul Air (Ex): In many ways, Pazuzu is the patron of evil flying creatures. His very presence
empowers them and they obey virtually any command his issues. Any and all evil flying creatures
(save Fiends), like Harpies, Perytons, and even chromatic Dragons with 20 or fewer HD obey Pazuzu
as if charmed so long as they are within 600 feet of the Demiurge of Abyssal Air. Neutral creatures of
up to 30 HD behave in the same manner. Furthermore, Pazuzu can grant any evil flying creatures
regardless of HD gain maximum hit points per die and receive +6 circumstance bonuses to attack
rolls, damage, and saving throws 3/day for up to 12 rounds each time while within 600 feet. Good
creatures do not fare as well as their evil counterparts. 3/day, Pazuzu can cause all good aligned flying
creatures (including Celestials) to make a Will saving throw DC 42; those that fail suffer severe
nausea from the evil in the air, suffering -6 circumstance penalties to attack rolls, damage, and saving
throws while within 600 feet of Pazuzu. This affliction lasts for 12 rounds. Foul Air does not affect
beings that do not fly naturally. Thus, a Human under the affects of a fly spell would not be affected
by either element associated with Foul Air.
Winds of Disease (Ex): Perhaps Pazuzus most feared attack, Winds of Disease allows the Demiurge
of Abyssal Air to spread a veritable plague to all mortal creatures within its area of effect. 1/day,
Pazuzu may cause a seemingly harmless, if forceful, blast of air to extend from his body. All mortals
within 600 feet of Pazuzu have potentially contracted 2d8+1 of the diseases listed on p. 75 of the
Dungeon Masters Guide or the Book of Vile Darkness. So potent is power that even beings typically
immune to disease, like Paladins, run a 50% chance of contracting something (such beings need to
make a percentile check for each infection). After determining how many and which diseases the
victim contracted, a separate Fortitude save DC 42 must be made for each potential infection. From
this point, follow the normal rules for diseases and their effects. Bear in mind that some of these
diseases are contagious and can spread rapidly.

Black Melody (Su): Six times per day, Pale Night may sing a haunting melody, worming her way
inside her enemies heads. When Pale Night sings this song up to 13 creatures who hear it must make
a Will save DC 56 or become one of Pale Nights sleeper agents. Those affected may act normally,
and are in fact still in control until Pale Night decides to use them. When she uses them she gives
them a mental command (which is relayed to anywhere in the multiverse), if any of them believe it is
harmful to itself, then it gets to make a second Will save DC 56, if it succeeds, then it is out of her
control, if it fails it must follow the order. The order wears off if not completed in 66 days. Pale Night
may only have 13 sleeper agents at a time.
Dark Winds (Su): Thrice per day, as a standard action, Pale Night may call upon dark winds. All
creatures within 600 feet, excepting Pale Night and those of her choosing, are buffeted by tornado
force winds and a changing environment. Every round a creature is within the winds, it makes a Reflex
save DC 56 or is affected by one of the following:
1d% - effect
1-30 - No Effect
31-40 - 3d6 vile* strength damage
41-50 - 3d6 vile* dexterity damage
51-60 - 3d6 vile* constitution damage
61-70 - 3d6 vile* intelligence damage
71-80 - 3d6 vile* wisdom damage
81-90 - 3d6 vile* charisma damage
91-100 - 1d6 vile* damage to each ability score
In addition, a creature affected also takes 6d6* sonic damage per round and must make a Will save
DC 56 or the howling winds drive him insane (as the spell insanity, but only a 31st level cleric, cosmic
entity, or god can remove it). The Dark Winds last for 13 rounds.
* This damage may only heal, or be healed on consecrated or hallowed ground, and ignores the
Damage Reduction of good-aligned creatures. Also this damage may not reduce an ability below 1.
Caster Level 21st; Spell DC 29+level
Spells Known: 9/5/5/4/4/4/3/3/3/3 + any 5 Epic Spells Known: up to DC 138
Spells Per Day (0-19th level):6/11/11/11/10/10/10/10/9/9/4/3/3/3/3/2/2/2/2 Epic Spell Per Day: 8
0-18th level spells are automatically quickened.

Yeenoghu, Demon Prince of Gnolls


Barbarian 20/Blighter 10/Druid 5/Ranger 5
Huge Outsider (Chaotic, Evil, Extraplanar)
Hit Dice: 34d12 + 20d12 (barbarian) + 10d8 (blighter) + 5d8 (druid) + 5d10 (ranger) (818 hp)
Initiative: +10
Speed: 60 ft., fly 240 ft. (perfect)
Armor Class: 56, touch 33, flat-footed 50
Base Attack/Grapple: +49/+71
Attack: +75 Dread Flail or ranged touch +69
Full Attack: +75/+70/+65/+60 melee (2d8 +20 +2d6 (chaotic) +1 (vile) +5 (corrupt damage) +
paralysis (Fortitude DC 35) + confusion (Will DC 35)/17-20/x2 2d6 (chaotic) +1 (vile) +10 (corrupt
damage) paralysis (Fortitude DC 35) + confusion (Will DC 35) + 1d6 (overwhelming critical), Dread
Flail, a +6 gargantuan, chaotic flail), or +58/+53/+48/+43 ranged (ranged attack or spell)
Space/Reach: 10 ft. by 10 ft./15 ft.
Special Attacks: Abyssal Fury, burning hands (1d4 damage), Cackle, call tanarri, Carrion Lust,
contagious touch (3/day), Corrupting Presence, deforestation (Fortitude DC 27), spell-like abilities,
plague, unbond (Will DC 27)
Special Qualities: animal companion, animate dead animal, damage reduction, 50/+8 or 4/-, Demon
Prince Qualities, Divine Interloper, Empowering Presence, fast movement, favored enemy (Humans),
favored enemy (Minotaurs), mighty greater rage (+8 Str, +6 Con, +4 morale bonus to Will saves, -2
AC), nature sense, Ravaged Forma, resist natures lure, scent, Scent of Blood, speak with dead
animal, spell resistance 67, Tanarri Traits, trackless step, uncanny dodge (Dex bonus to AC, cant be
flanked, +4 vs. traps), undead wild shape (5/day, Large, incorporeal, Huge), wild shape 1/day
Saves: Fort +39, Ref +45, Will +46
Abilities: Str 38, Dex 21, Con , Int 26, Wis 24, Chr 22.
Skills: Animal Empathy +36, Bluff +23, Climb +37, Concentration +64, Diplomacy +53, Hide +42,
Intimidate +50, Intuit Direction +66, Jump +57, Knowledge (The Abyss) +26, Knowledge (Nature)
+37, Knowledge (Religion) +40, Listen +76, Move Silently +54, Scry +37, Search +47, Sense Motive
+42, Spellcraft +45, Spot +59, Swim +39, Wilderness Lore +71.
Feats: Cleave, Expertise, Great Cleave, Improved Critical (Flail), Improved Initiative, Improved Trip,
Improved Two-Weapon Fighting, Instantaneous Rage, Intimidating Rage, Mobility, Power Attack,
Spring Attack, Sunder, Track, Vile Martial Strike (Flail), Vile Natural Strike, Weapon Focus (Flail)
Epic Feats: Blinding Speed (2), Epic Weapon Focus (Flail), Mighty Rage, Overwhelming Critical (Flail)
Environment: The Bloody Savannah
Challenge Rating: 55
Treasure: Dread Flail
Alignment: Chaotic Evil
Advancement: -Level Adjustment: -One of the best known and most feared Demon Prince, Yeenoghu is the terrible lord of Gnolls and has
a significant following with all beings drawn to the blasphemous practice of cannibalism and the
devouring of carrion. As such, he is often called the Demon Prince of Ghouls, and it is known that
quite a few other Undead that pursue the flesh (rather than the blood) of mortals, pay homage to him.
Yeenoghu promotes savagery, butchering, mauling, maiming, and every other act of bloody violence.
He particularly favors the destruction of the weak and the helpless, promoting long, lingering deaths
for such pathetic creatures. Natures only purpose is to exist to be used for cover and sustenance,
abused until it is no longer useful. His terrible realm, the Bloody Savannah, is a place with a blood red
sky where countless innocent and weak beings are brought to where they are hunted, slaughtered,
and devoured only to be defecated from the bodies their murders to repeat the process at a later date.
Yeenoghu is the epitome of savage, bloody excess.
Yeenoghus background is unclear. Some have suggested that he was once a Gnoll from some distant,
lost world that, through acts of perverse evil even by Gnoll standards, descended into The Abyss and
became a powerful Demon Lord. Others tell that Yeenoghu was a Balor Demon servant of the
Demiurge, Orcus, who acted as a kind of patron to sentient Ghasts and Ghouls, enticing them to ever
more gross acts against the living. Eventually, this Balor broke away from his master and became a
Demon Lord of Carrion, adopting the Gnolls into his fold as these beasts, much like the hyenas they

resemble, often eat the bodies of the dead. Whatever the truth of his background, Yeenoghu is a
monstrous Demon Prince now, a being that engenders great fear in most humanoid and giant races
because he encourages the slaughter of the living and the weak so that they may be devoured by the
strong. Historically, this perversity has limited his hegemony to Gnolls, but over the centuries, more
and more humanoid races have bowed before Yeenoghu.
However, Yeenoghu is known for two things. First, he hates Baphomet, the Demon Prince of the
Endless Maze. The nature of this mutual animosity is unknown, although some believe that at one
time the two Princes, as lesser Demons, competed for rewards from a former master. In most
legends, this former master was Grazzt (a rumor which draws to question one of the many proposed
backgrounds for Yeenoghu). For untold millennia, these two Demon Princes have warred, neither
gaining anything in the process except more sacrifices and blood from their worshippers. The hatred
between Yeenoghu and Baphomet has infected both Gnolls and Minotaurs to the degree that it is rare
to find both species existing on the same continent of many Prime worlds. While there is little doubting
this first legend, the second one is filled with the typical Abyssal inconsistencies.
Yeenoghu apparently has a legitimate claim to his patronage of Ghouls as he literally owns the soul of
a Demonic creature known as the King of Ghouls. This entity, likely one of the trillion lesser known
Demon Lords, and a weak one at that, is said to be the first Ghoul or the first Ghast, and that to
control him allows control of said Undead. Like many things in The Abyss, there are many
inconsistencies with the legend of the King of Ghouls. If any Demonic entity has a right to control
this King of Ghouls, it would be the Demiurge, Orcus, Demon Prince of the Undead. Second, why
Yeenoghu hasnt found the means to consume the soul of this King of Ghouls and eliminate the
possibility of his vassal turning against him has never been resolved.
Yeenoghu appears as a huge, Gnoll-like being, towering over 18 feet tall. His body is not only lanky,
but also skeletal. Dull, gray, hairless flesh stretches across his cadaverous form tightly, sometimes
split to expose yellowish bones and black ichor. His head and torso are decidedly hyena-like, although
the fur on his face is a mangy yellow and his eyes a brilliant, haunting white. Bile and blood leak from
his perpetually gaping, grinning, sharp tooth maw. A long, dirty mane of yellowish hair runs from the
back of his head to the middle of his back. His skeletal hands end in vulture-like talons, and his feet
are like the paws of a hyena. The Dread Flail cracks constantly as he swings and shakes it habitually,
the heads slamming together.
Abyssal Fury (Ex): Yeenoghus physical presence is so disgusting that is causes lesser creatures to
succumb to his hate and need to spread destruction and terror. All creatures within 60 feet of
Yeenoghu must succeed in a Will save 33. Those who succumb to Yeenoghus gross presence suffer
one of the two following effects:
Fright: Affected beings become shaken and suffer a 2 morale penalty on attack rolls, saves, and
checks. The merest glance or gesture by Yeenoghu makes them frightened, and they flee as quickly as
they can, although they can choose the path of their flight.
Madness: Yeenoghus physical presence the grotesque evil incarnate in his being drives lesser beings
insane per the insanity spell. The being remains stuck in a state of madness for one day for every
point by which she failed the saving throw, after which time the victim is allowed another save. The
madness exists until the victim successfully saves or the appropriate spells are cast by a 21st level
being to purge the insanity effect.
Yeenoghu can make his servants, worshippers, beings of Chaotic Evil alignment, or a mixture of all
three types immune to this effect as a free action. This immunity lasts one day or until Yeenoghu
dismisses it. However, Yeenoghu cannot determine which effect takes place; there is a 50% chance
each time Abyssal Fury is used that one or the other effect will impact near by victims.
Demigods and higher ranked divine beings are immune to Yeenoghus Abyssal Fury.
Cackle (Su): The terrible Demon Prince of Gnolls relishes murder and slaughter, and likes to
announce the impending doom of those unfortunate enough to be on his list of intended victims with a
wild Cackle. This shrieking laugh, not unlike that of a maddened hyena, echoes unnaturally, and is so
horrid to the ears and the soul that to hear it can frighten a person to death. 3/day, Yeenoghu can
Cackle, forcing all within 1190 feet to succeed in a Fortitude save DC 35 or die instantly, their bodies
falling apart into stinking heaps of rent flesh and bone. Beings killed in this fashion are doomed to rise

within 1d8 rounds as Ghouls if they had fewer than 15 HD or levels, while those with 15 or more HD
or levels rise as Ghasts; either curse can be overcome with a consecrate, hallow, limited wish, miracle,
or wish cast before the duration ends. Beings with 20 or fewer HD or levels that succeed in saving
against Yeenoghus Cackle still suffer either deafness or fear (50% of either) cast by a 40th level
Sorcerer for 1d8 rounds. Yeenoghu can, but usually does not, select which beings are unaffected by
his Cackle.
Carrion Lust (Su): Yeenoghu can force lesser beings to succumb to the cannibalistic savagery he
represents. 3/day, Yeenoghu can incite Carrion Lust to all beings within 60 feet if they fail a Will
saving throw DC 33. Those affected by this loathsome effect are overcome with the lust for consuming
the flesh of the dead sentient and preferably humanoid creatures. The more recent the death, the
better. When used in combat, victims immediately seek out the fallen bodies of those nearest them to
the exclusion of all other activities, including the bodies of fallen allies and friends. The affected victim
will seek to consume the entire body as quickly as possible and then seek out the next body. Assume
that a Small creature takes 10 rounds of active gorging, and each additional size increase an
additional 3 rounds. Every 8 rounds, the victim can make an additional saving throw, each subsequent
save gaining a -1 penalty to the victim, to cast off the effect. After three days, victims transform into
Ghouls or Ghasts controlled by Yeenoghu as described in Cackle. Those that manage to save after
consuming the flesh of a sentient creature must atone for their actions in order to maintain their good
or neutral alignment (particularly in the case for good Clerics and Paladins).
Call Tanarri (Sp): Twice per day, Yeenoghu may call Demons. Like most Demon Princes, Yeenoghu
is under no special restriction for calling any kind of Demon. Still, Yeenoghu tends to only call the
vulture-like Vrocks, bringing in 6 of these terrible Demons at a time.
Corrupting Presence (Su): So heinous is Yeenoghus presence that he may corrupt an entire area
with but a thought. Once per day as a standard action, Yeenoghu may unhallow an area equal to 1190
feet. Yeenoghu can apply the following spells to the unhallow effect (some of which are not listed as
part of the unhallow spell in the Players Handbook): bane, bestow curse, contagion, deeper darkness,
dispel magic, silence. In most situations, Yeenoghu will select bane.
The forces of righteousness disgust Yeenoghu, who finds goodness and holiness repellent enough to
give him pause. As a result, Yeenoghu avoids hallowed ground. If Yeenoghu finds it necessary to enter
a hallowed site, he must make a Will DC save equal to 40 + the divine rank of the represented god +
the gods Charisma modifier; Yeenoghu cannot use his spell resistance to overcome this effect. If
Yeenoghu succeeds in entering the hallowed area, the area immediately becomes unhallowed. Once
Yeenoghu breaches holy ground, the god in question is immediately alerted to his presence and will
often (DMs discretion) send a proxy or an avatar to deal with the intrusion.
Demon Prince Qualities: Yeenoghu is immune to electricity and poison, and possesses acid and fire
resistance 20; telepathic communication with any creature within 100 feet; Yeenoghu
constantly detects good, detects magic, and sees invisibility as a 31st level Sorcerer; he possesses
immunity to polymorphing, petrification, or any other attack to alter his form. Yeenoghu is not subject
to energy drain, ability drain, or ability damage; he is also immune to mind-affecting effects.
Yeenoghu can sense anything within one mile around the mentioning of his name, titles, or an item of
importance to him. This power is barred from places associated with gods of goodness or the personal
redoubts of Demiurges. Yeenoghu is immortal and cannot die from natural causes; he does not age,
and does not need to eat, sleep, or breathe.
Divine Interloper (Ex): Worshippers of Yeenoghu are called Savagers, and their ranks are
dominated by Gnolls. Unlike most Demon Princes, Yeenoghu actually has found the means to grant
spells to Gnoll clerics or so he claims. However, in Human, Halfling, and other demihuman
populations where Yeenoghu worship is prevalent, most of his servants are Rangers or Blighters.
Yeenoghu has the ability to grant access to spells from three Domains: Bestial, Chaos, and Death.
Savagers may select one Domain and forever gain the ability to cast spells from that list once per day.
A Savager has the ability to cast a Domain spell based upon his Hit Dice or levels. Every three Hit Dice
or class levels grants access to an additional Domain level; worshippers cast spells as Clerics of their
current level. Savagers do not gain access to Domain powers. Due to their immense evil, Savagers
radiate as Clerics during detect evil attempts.

Scent of Blood (Ex): Once Yeenoghu tastes or smells the blood of his victims, he can remember it
and track the victim effortlessly over the Planes. Yeenoghu knows the location and general health and
power of his quarry, although he may be limited in his ability to pursue them. No manner of hiding or
scry prevention can overcome this effect. However, Yeenoghu can only keep track of 8 beings over the
course of 8 years. If he chooses another being beyond the eighth, he randomly loses the ability to
track one previous Scent.
Spell-Like Abilities: At will blasphemy, chaos hammer, deeper darkness, desecrate, destruction,
detect law, diminish plants, fear, fly, greater dispelling, harm, hold person, insect plague, invisibility,
magic missile, pyrotechnics, read magic, regenerate moderate wounds, rusting grasp, suggestion,
symbol (any), telekinesis, teleport without error (self plus 100 pounds), tongues (self only), transmute
rock to mud, unhallow, unholy aura, unholy blight, wall of fire; 6/day fire storm, implosion, slow
consumption, spread of savagery; 3/day power word: kill; 1/day animate objects, ruin, whirlwind
of teeth; 1/week beast mask, chain of chaos, greater ruin. These abilities are as spells cast by a
40th level sorcerer (save DC 16 + spell level).
Summon Ghouls and Ghasts (Sp): Once per day, Yeenoghu may summon up to 25 ghouls and 13
Ghasts. He does not need to summon all of these Undead at once. These beings obey the Demon
Prince of Ghouls unquestioningly.
Summon Gnolls (Sp): Once per day, Yeenoghu may summon up to 5 8th level Gnoll Barbarians. He
does not need to summon all of these Gnolls at once. These creatures obey the Demon Prince of
Gnolls unquestioningly.
Ravaged Form Carrion Stench (Ex): Yeenoghus desiccated body is enveloped by the offensive
stench of rotting flesh. All within 10 feet of the Demon Prince of Gnolls may Fortitude save DC 33 or
succumb to nausea, suffering a -8 penalty to attack, initiative, and saving throws. So long as the
victim is in the radius, he suffers the effect continuously once he fails the saving throw, although
those that do save must make an additional save at the beginning of each round. Once a victim leaves
the stenchs radius, he regains lost values at the rate of 1 per round.
Ravaged Form Emaciated (Ex): Although of giant size, Yeenoghus body is cadaverous.
Yeenoghus emaciated form resists slashing and piercing weapons, which only cause half damage upon
successfully connecting with the Demon Prince and penetrating his damage reduction.
Ravaged Form Emaciated (Ex): As befits his affiliation with ghouls, Yeenoghu possess Undead
Traits. Yeenoghu is immune to sleep, stunning, disease, death effects, necromantic effects, and any
effect that requires a Fortitude save unless it also works on objects. He is not subject to critical hits,
subdual damage, or death from massive damage.
Ravaged Form Magical Power Astral Sight (Ex): Yeenoghus senses are honed to a degree
surpassing that of most beings. Yeenoghu can see beings existing in the Astral Plane, although he
cannot affect them.
Ravaged Form Magical Power Ethereal Sight (Ex): Yeenoghus senses are honed to a degree
surpassing that of most beings. Yeenoghu can see beings existing in the Ethereal Plane, although he
cannot affect them.
Ravaged Form Slender Build (Ex): In addition to possessing a skeletal body, Yeenoghu is also
extraordinarily lanky and thin.
Skills: Yeenoghu receives a +8 racial bonus to Listen and Spot checks.
Blighter spells per day: 6/8/7/7/4/3/3; base DC 17 + spell level. Caster level 10.
Druid spells per day: 5/5/4/3; base DC 17 + spell level. Caster level 5. It is unclear how Yeenoghu
managed to gain levels in the Druid class, although its not unlikely that he gained these powers from
The Abyss itself.

Ranger spells per day: 2; base DC 17 + spell level. Caster level 5.


Dread Flail: Serving as both his sole weapon and his personal symbol, Yeenoghus Dread Flail, a
minor artifact, is a seemingly brittle device. The weapons shaft is made from a giant femur, while the
heads, apparently made from shattered human skullcaps embedded with sharpened pieces of bone,
hang from rusted chain links. All three heads are engraved with foul, Abyssal symbols that empower
them. When Yeenoghu strikes with the Dread Flail, there is a separate roll for each flail head, each
dealing 2d8+20+2d6 (chaotic)+1(vile) damage. The first flail strikes for an additional 5 points of
damage, the second flail requires a Fortitude save DC 35 to avoid paralysis, and the third flail requires
a Will save DC 35 to avoid confusion. Both magical effects behave as if cast by a 40th level Sorcerer
and last for 1d8 rounds. Subsequent hits are cumulative in regards to duration, stacking with previous
duration rolls; likewise, its possible to both paralyzed and confused, although these durations do not
stack. Although the additional 5 points of damage doubles on a successful critical hit, there are no
additional adverse effects for either the paralysis or confusion.
Possessions: Yeenoghu always carries Dread Flail. Generally speaking, Yeenoghu doesnt bother with
carrying additional equipment, believing that such things are for the weak. However, it is known that
Yeenoghu has access to a wide array of magical weapons and devices. Every weapon listed in the
Dungeon Masters Guide or any other resource allowed by the DM can be acquired by Yeenoghu so
long as it is not of good alignment. He is also 50% likely to have access to wondrous items that cause
harm to mortals or to nature.