3.5 Shapechange Handbook
3.5 Shapechange Handbook
Preamble 4
Foreword 4
Dedication 5
What Shapechange Does and Does Not Do 6
Assumptions 8
Optimizing Shapechange 11
Recommended Feats 14
Resources 15
Go-to Forms 16
Walking around 16
Dungeon crawling 16
Travel 21
Combat 21
Spellcasting 22
Abilities 23
Ability Score Reduction, Charisma 23
Ability Score Reduction, Constitution 23
Ability Score Reduction, Dexterity 25
Ability Score Reduction, Intelligence 25
Ability Score Reduction, Multiple 26
Ability Score Reduction, Strength 27
Ability Score Reduction, Wisdom 28
Acid Immunity 29
Antimagic Field 29
Bardic Music 31
Blindsight 31
Bonus Feats 32
Carrying Capacity 34
Change Shape 36
Charm Person 37
Charm Monster 38
Cheat Death 38
Cheese 39
Cold Immunity 51
1
Cruel and Unusual Punishment 51
Cuteness / Badassery 54
Damage, Acid 55
Damage, Cold 55
Damage, Electricity 56
Damage, Fire 57
Damage, Force 57
Damage, Melee 58
Damage, Non-lethal 62
Damage, Sonic 62
Damage, Untyped 63
Damage Reduction 64
Daylight 64
Death 65
Death Throes 67
Debuff, Blind 67
Debuff, Confusion 69
Debuff, Entangle 70
Debuff, Misc 71
Debuff, Negative Levels 76
Debuff, Slow 77
Defense, Magical 77
Defense, Physical 84
Defense, Special 88
Destruction, Misc 89
Disintegrate 90
Dispel Magic 92
Divination, Misc 93
Dominate Monster 94
Dominate Person 95
Earth Glide 96
Electricity Immunity 96
Energy Immunity, Force 97
Energy Resistance 97
Evasion 97
Extra Actions 97
Extra-Sensory Perception 98
Fire Immunity 103
Flight 103
Freedom of Movement 104
Haste 105
2
Healing 105
High Ability Scores 108
High AC 111
Illusion (Flexible) 111
Improved Grab 111
Incapacitate, Consume (Swallow Whole) 115
Incapacitate, Daze 117
Incapacitate, Fear 119
Incapacitate, Misc. 121
Incapacitate, Paralysis 125
Incapacitate, Permanent 128
Incapacitate, Sleep 130
Incapacitate, Spectacular 132
Incapacitate, Stun 132
Incorporeality 135
Inherent Weapons & Equipment 137
Initiative 138
Invisibility, Greater 138
Magic Circle Against Evil 139
Magic Circle Against Good 139
Memory Loss 139
Mind Blank 140
Minions! 140
Miss Chance 147
Nondetection 148
Planar Travel 148
Possession 149
Prevent Resurrection 150
Protective Aura 151
Random Goodness 152
Random Mayhem 159
Rerolls 164
Regeneration 166
Saving Throw Boost 166
Skill Bonuses 167
Snatch 168
Sonic Immunity 168
Sound Imitation 168
Spell Duplication, Misc. 169
Spell Resistance 174
Spell Turning/Counterspelling 174
3
Spellcasting 175
Telekinesis 177
Telepathy 177
Teleportation 179
Tongues 179
Vorpal Weapon 180
Water Breathing 181
Wild Empathy 181
Preamble
Foreword
I’ve written this guide for my personal use, but I see no reason not to share it with the
community that has taught me so much about Dungeons & Dragons 3.5.
After 6 years of roughly monthly gaming, my character in my first D&D game ever has finally
gained access to shapechange. Suddenly what was once only theoretical awesomeness is now
within reach - and yet I’ve found no comprehensive guide to shapechange on any of the various
forums. The closest I’ve found is TaisharMalkier and ksbsnowowl’s Complete (Su) List -
Shapechange, which, while excellent and definitely an inspiration for this guide, does not cover
(Ex) or inherent abilities and is sorted by creature rather than desirable attribute.
My goal here is to cover everything one might want to do with shapechange rather than
anything one could do. In that spirit, I have omitted creatures whose abilities are inferior to
others with similar abilities unless they have other important qualities, such as an overall
stronger form, better mobility or defenses, or a more accessible sourcebook.
Dedication
There are a number of people on the various forums that have, through their posts over many
years, taught me a significant amount about D&D 3.5 mechanics, strategy, and optimization.
The ones who stand out the most and come to mind immediately are Treantmonklvl20 and
Hypersmurf. Thank you for your enduring and eternal wisdom.
I would also like to thank everyone else who has ever written a handbook for D&D or Pathfinder,
and especially those whose handbooks I’ve used. DictumMortuum, Eldariel, eggs, A Man In
Black, Blade2718, eggynack, JoshuaD, Darrin… the list goes on, and I’m bound to forget
people. But you’re all awesome, and I truly appreciate your work.
4
Finally, thank you to my DM for introducing me to Dungeons & Dragons, running a great game,
and being patient with my shenanigans for the better part of a decade.
1 Except weapon and armor proficiencies and gaining a non-ability for Intelligence when taking a
mindless form, because you do retain your mind.
2 Except maybe Prismatic Golem, which is wonky.
3 The adjustment by feats is my own interpretation, not rules as written, based on these adjustments
being part of the weapons themselves (a tiger has big and sharp claws because it’s a tiger, not because it
trained harder than the domestic short-hair did). It also makes computing your attack routines much
easier and, more importantly, faster. Feel free to discard it - just be sure to adjust the attack routines
accordingly. Under this interpretation, you get Improved Natural Attack, Weapon Focus (natural weapons
only), Weapon Finesse, Augmented Critical, Multiattack, Improved Natural Armor, etc. You do not get
Power Attack or Improved Bull Rush (unless they’re racial bonus feats) or the like because they don’t
change the printing of the stat block.
5
○ Extraordinary and supernatural abilities. You lose your own except those derived
from feats and class levels4. You do gain supernatural abilities that imitate spells.
○ Racial bonuses of all kinds except mental ability scores5, including bonuses to
skill checks and bonus feats
○ On the first transformation only you regain hit points (and only hit points) as
though you had rested for one night.
○ Equipment that is inherent to the new form as a supernatural or extraordinary
ability6, such as a Trumpet Archon’s trumpet or a Balor’s vorpal sword. When you
change away from the form, said equipment disappears. You are automatically
proficient with said equipment (but not other equipment that members of your
new race merely carry by default).
4 By a strict interpretation of Rules As Written, you lose even supernatural abilities derived from class
features. However, this results in some very odd effects—for example, a Fleshwarper’s familiar would
cease to be an Aberration while using Shapechange, and a human Sublime Chord who uses
Shapechange to disguise herself as a different human would lose Countersong and Inspire bardic music
but retain Fascinate and Suggestion (which are spell-like). It also seems strange that Polymorph would
allow you to retain your class features but Shapechange would not, even when using them to assume the
same forms. I believe Rules As Intended is meant to preserve class abilities like Alter Self does, but ask
your DM.
5 Strictly speaking, these are not racial bonuses anyway but rather adjustment to base ability scores.
6 If the ability only grants the option to acquire a piece of equipment, you must acquire it the same way
the real creature would. Thereafter you get it whenever you change into that form so long as you were
holding or wearing it when you last changed away from that form. If it only functions when used by the
creature that made it, you must be in the appropriate form for it to function that way.
7 I’ve always thought it might be nifty to roleplay feeling an influence on your alignment and personality
based on the form you take, especially with alignment-subtype forms. The rules do not require or even
suggest this - I just think it would be fun. I never remember to do it though.
6
○ Equipment. Anything you wear or hold that the new form can wear or hold stays
where it is. Anything it can’t melds in and becomes non-functional. When you
change to a new form that can support equipment that previously melded in, it
returns to its original position on your body and resumes functioning8.
○ Ongoing effects from cast spells and spell-like abilities and explicitly used (but
not continuous) supernatural and extraordinary abilities. You keep your buffs and
debuffs.
Assumptions
The precise rules of shapechange are ambiguous on a few points, and others are commonly
house-ruled. I’ve tried to accommodate all of the most common interpretations by including
notations for different attributes that may make a form or ability invalid. Here is my list of
assumptions and accommodations. These are not rules as written - the rules as written simply
don’t have enough detail explaining these cases, so I’m trying to fill in the gaps. You can
certainly pitch different proposals to your DM - these are entirely my own fabrications in an
attempt to fill in the rule gaps with something reasonable.
● Shapechange never grants native spellcasting or spell-like abilities. I know some people
disagree with this, but the greater consensus seems to be fairly clear and, frankly,
shapechange has more than enough potential to break the game without them. More
importantly, including them would add an enormous amount of clutter to this guide that
most players wouldn’t be able to use. I have a table for Ex and Su spellcasting which
can technically be an exception because they fall under what shapechange explicitly
gives you, but really I recommend not using them. It’s cheesy and not worth the
headache.
● When a form grants an ability usable a certain number of times per time interval, you
must wait until that interval passes to use the same ability again even if you change
form. If a new form has an ability with the same name (e.g. “Breath Weapon”) but a
shorter interval, you must wait until the shorter of the two intervals has elapsed. If the
new interval has already elapsed since you used the same-named ability in a different
form, you may use the new form’s version immediately. Intermediate forms with the
same ability name don’t affect the remaining interval unless you actually use the ability
while in that form. For the most part, this just means you really do have to wait 1d4
rounds between breath weapon uses.
● Some abilities available with shapechange affect subjects continuously until the
originator dies or is destroyed. I interpret this as meaning the effect is suspended if you
change to a new form or when your shapechange expires but that it resumes when you
8 If you accumulate multiple pieces of melded equipment that occupy the same space on your body,
excess ones fall at your feet (or equivalent location) when you change into something that can use them.
If you lose a body part into which a piece of equipment had been melded, it unmelds and falls next to the
body part that you lost.
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take the same form again. If there’s a range limitation to initiating the effect, assume you
have to be within range to resume it but that you need not use a specific action to do so
and that the subject does not receive a new saving throw (if applicable). This is most
applicable to effects along the lines of a dread wraith’s Create Spawn ability - the spawn
are enslaved to you, but only while you are in dread wraith form because you lack the
ability to control them without it (sorry, no permanent hordes of willing zombie slaves
unless you take the Leadership feat). Similarly, a form with an ability replicating
dominate person requires you to be in that form in order to issue new orders, and a form
replicating charm person requires you to be in that form in order for the subject to
perceive you as a trusted friend. Effects with no range limitation once established and
that do not end when the originator dies or is destroyed, such as an Ethereal Slayer’s
dimensional anchor or a Shadow Spider’s silk slick, continue normally for their full
duration even if you change form.
● Some tables will allow template forms; others will not. There seems to be basis in the
spells as written for both arguments. Alter self, on which shapechange is (distantly)
based, explicitly denies the use of templated forms. Shapechange, however, specifies
that any non-unique creature is fair-game. I had actually convinced my DM to allow
individual inherited templates as by definition non-unique, but in the process of creating
this guide I realized just how ridiculous that becomes. If you allow for the application of
templates to any form, it suddenly becomes stupid not to apply them to all forms. Why
be a mere Titan when you can be a Half-Dragon Titan and get an extra +8 Strength and
other benefits?
In that spirit, and again to avoid unnecessary clutter that most people won’t use, I make
the assumption that, if you’re using templates at all, you’re applying a single non-unique
template to your default race. Further, that template’s Level Adjustment adds to racial hit
dice for purpose of determining what you can turn into at your caster level.
Since the template now basically applies only to one’s normal form, the only information
one needs is the abilities and changes made by each template and the relevant level
adjustment. I mark such forms with the template descriptor.
● Some tables will allow epic creatures, and others will not. Epic creatures are marked
with the epic descriptor.
● The epic templates seem to be largely insane, so I’m not including them. No paragon or
pseudonatural creatures. (I may add demilich in the future, but that’s really pushing the
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boundaries of non-unique.)
● Some table will allow psionic creatures, and others will not. Psionic creatures are
marked with the psionic descriptor.
● Some characters will be unwilling to take undead forms. Undead creatures are marked
with the undead descriptor (at least when I remember to do so). I may consider adding
descriptors for the <alignment> subtypes for the same reason, but I haven’t yet. If I do
so, my primary motivation will be to allow for easy identification of forms with good
roleplaying flavor for influencing your actions beyond what your character might normally
do, either while in such forms or after using them liberally. There’s no rule to support
this; I just like the flavor.
● For reasons I can’t quite wrap my head around, many DMs ban real-life dinosaurs from
the setting despite the existence of far less probable creatures. I’ve marked all included
dinosaurs with the dinosaur descriptor, although they’re so iconic that I expect I didn’t
need to. Kids still think dinosaurs are cool, right?
● There exist methods, e.g. the Reserves of Strength feat (Dragonlance Campaign Setting
p86), to break caster level caps by as much as +3 levels. I therefore include creatures of
up to 28 hit dice. There are fairly few creatures in the 26-28 HD range, so this doesn’t
add much clutter. Any creature with more than 17 hit dice is marked with the number of
hit dice. If anyone knows a rules-legal way to boost the cap 28 HD, please tell me!
● HD-advanced forms with size increases are fair game. Shapechange specifies that the
form must be non-unique, not typical of its kind. The hit dice advancement path implies
that reaching such advanced stages is normal even if not common. Don’t push your luck
asking to use better ability score arrays - the added bookkeeping headache isn’t worth it
anyway.
● Everyone has access to the SRD, and many people have access to Monster Manual I.
Anything not from those sources will be labeled with an appropriate descriptor and page
number. Creatures in the SRD will generally have hyperlinks on their names. So far I’ve
evaluated all of the standard SRD monsters, all of the epic SRD monsters, and all of the
psionic SRD monsters, and everything from Monster Manual I, II, III, and IV, plus Fiend
Folio. I’ll continue adding as suggestions and requests come in.
Optimizing Shapechange
In writing this guide, I’ve realized that there are basically 3 external optimization influences that
impact the power of shapechange: Charisma, buff-stacking, and caster level.
1. Charisma is key. About half of the abilities allowing saves are based on Charisma, and
the rest are mostly based on Constitution - but many of the best ones, and all that
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duplicate spells, are Charisma. You get the form’s Constitution score with shapechange
but not its Charisma. If your Charisma score is high, you’ll have a ton of awesome
abilities with great save DCs, often better than the original creature by far because you’ll
also have more hit dice in many cases. If your Charisma score is low, you’re dependent
on hit dice alone to boost the save DCs - if you’re using a boosted caster level to access
higher-level forms, those abilities will be doubly inferior when you use them relative to
the original creature.
Compounding this is the problem that Charisma is hard to buff effectively. I’ve scoured
all the spells I could find mentioning Charisma, and it seems the absolute best you can
do to improve your score is a +8 enhancement bonus from nixie’s grace (personal
range, bard only, 10 minutes per level) and a +4 sacred bonus from either inner beauty
(bard, 10 minutes per level, must be Good alignment) or righteous aura (paladin only, 1
hour per level, personal range). Nixie’s grace lasts as long as shapechange, but
personal range is a real drag.
Therefore, from the Charisma angle, the obvious winner is the sorcerer, who should
have both sky-high Charisma to begin with and enough UMD both to cast nixie’s grace
from an item and to fake an alignment for inner beauty with a scroll if necessary - or
righteous aura, which lasts for hours. (Note that righteous aura makes you glow with the
equivalent of a daylight spell, so stealth is out of the picture, and watch out for the death
throes.) Bards can make this work, too, but they’ll need a very expensive scroll or staff
for shapechange instead of one for inner beauty - and the scroll will likely be at minimum
caster level, eliminating a lot of the best forms from consideration. Sublime Chords, of
course, have the best of both worlds, but they don’t get shapechange natively until 19th
level. Wizards, who usually dump Charisma, fare the worst. Druids get 2 stats to dump
without having to touch Charisma, so they should at least be mediocre, but they won’t
have the advantages of a pure Charisma-based caster. (Don’t feel too bad for the druids
- they get different advantages. See below.)
If you’ve got money to burn, pick up a Tome of Leadership and Influence +4 or +5, but
it’s awfully expensive, particularly if Charisma isn’t your primary casting stat. (If you’ve
got lots of money to burn, get the Manual of Bodily Health +4 or +5 as well. It’s an
ongoing bonus, not a change to your innate ability score, so it should carry into
shapechange. If you’ve got more money than you know what to do with, of course, get
Gainful Exercise and Quickness of action as well.)
2. Stack those buffs! If you’re a cleric with the Animal domain, use righteous might while
quietly cursing your deity for giving you not-animal-growth for your 5th-level domain
spell. If you’re a wizard, sorcerer, bard, or sublime chord, you have a ton of amazing
buffs to pile on. If you’re a druid or have a druid buddy, pick some beefy animal forms -
your type changes with shapechange - and cut loose with at least animal growth and
nature’s favor, but also nature’s avatar for key fights if you can spare a second 9th-level
spell slot - together they give all but the biggest animal forms a whopping +18 on attack
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rolls and usually +19 on damage rolls, not to mention a bajillion temporary hit points.
(Some rules interpretations allow the druid to buff with all three while in an animal form
and carry the bonuses into non-animal forms for the rest of the duration. I don’t do this at
my table because it’s only a matter of time before the DM rolls a Natural 20 on his
Improvised Weapon: Splatbook attack. Plus I’ve automated all of my bookkeeping, and
it’s easier if the buff spells are order-agnostic.)
A fully buffed up (animal growth, bite of the werebear, greater heroism, greater magic
fang +5 on all natural weapons, haste, nature’s avatar, nature’s favor) Legendary Tiger -
achievable immediately with a Bead of Karma - can plausibly reach BAB+46 on its
primary attacks and has Pounce to boot. The same buffs on a Giant Squid produce
BAB+41 with 11 primary tentacle attacks. And as a druid, you have Natural Spell, so you
can also cast in any form regardless of niceties like opposable thumbs and sophisticated
voice boxes - and don’t forget to pump your Monk’s Belt AC bonus with owl’s insight!
Most of your magic items should work in most forms (see this thread for details), so you
can probably keep your stat-boosting stuff at a minimum - no need for Wilding Clasps.
Boosting Constitution is almost as good as boosting Charisma. Remember that
Wondrous Items generally resize and reshape to fit the wearer, so as long as you have
the appropriate body part, you should be good (although you might look ridiculous).
If you’re a cleric, and especially a cloistered cleric, don’t forget to use divine power for
full Base Attack Bonus in critical fights.
3. Pump your caster level through the roof. If you’re an Animal-cleric or druid, you can start
with 25 HD forms right away by using your Bead of Karma (20,000 gp) and getting your
bard buddy to cast first hymn of praise and then harmonic chorus before you cast
shapechange - your caster level only matters when you actually cast the spell. Arcane
casters have to work a bit harder, but there are lots of options out there and most of the
CL-boosting guides cater to them nicely. Sublime Chord again shines here because
Song of Arcane Power lets them get a reliable +4 to caster level.
Finally, if you take the Reserves of Strength feat, grab that lovely +3 cap-breaking CL
boost to put a handful of very nice forms9 on the table - including possibly my favorite
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form ever: Garngrath. You’ll only be stunned for the first 3 rounds of shapechange, and
shapechange lasts long enough for you to get it up plenty early - especially when you
boost the caster level. I’m not sure what you get is mechanically worth investing two
feats, but some of these forms are both amazing and fun.
If you don’t have a bard buddy, remember that you can pay for spellcasting services in
major cities in most campaigns. Expect to spend 80 gp on harmonic chorus and 400 gp
on hymn of praise under normal circumstances - much cheaper than scrolls and wands.
Shapechange lasts long enough that you can do this in advance of a serious planned
combat mission, and it doesn’t really matter where your hired caster is because you can
go wherever you like with an Archon’s self-only greater teleport.
Each of the major classes has its advantages here. No build nabs all of them, although a
Charisma-based Fey Druid (homebrew feat by Rich Burlew) comes awfully close (but loses out
on the AC-pumped Monk’s Belt and doesn’t have wizard buffs for non-animal forms).
Of course, you don’t need any optimization to make shapechange amazing. But if you aren’t
interested in optimization, you probably aren’t reading this. Even as an optimizer, be careful not
to take this too far. Be mindful of the impact on your fellow players - and on your DM’s sanity.
Recommended Feats
Shapechange really doesn’t need any help to make it awesome. There are, however, some
feats that synergize really nicely.
● Natural Spell - Cast spells in forms that lack thumbs and speech. Strictly speaking it only
says it works in Wild Shape, but the casting mechanics should work just as well with
shapechange. Be prepared for the possibility that your DM might say no, but your footing
is reasonably solid. If you aren’t a druid (and therefore don’t have Wild Shape), you
might have to convince your DM that shapechange should qualify as a reasonable
substitute.
● Power Attack10 - There will be times when your attack bonus is significantly higher than
you need to hit your enemies. Power Attack lets you trade that surplus for a ton of extra
● Nightcrawler, Advanced Colossal*: Highest grapple mod available. Has Improved Grab and Swallow Whole.
I prefer Garngrath, but this is more precise.
● Storm Elemental, Elder: Incremental improvements to thunder and lightning damage
● Teratomorph: Random silliness. Best is a Cha-based save-or-lose targeting Reflex hitting a random creature
in 120 feet. If you can get your target alone with you, that’s actually fantastic.
● Tiger, Legendary: Small-room grappling and melee damage. Really only useful for druids, but for them it’s
decent.
● Vasuthant, Advanced Gargantuan*: Touch attack grappling that deals Str damage with each check and kills
creatures reduced to 0. Upgrade over Horrific Vasuthant.
● Zyern: 90-foot cone of 3d6/3d6 Str damage poison gas and a decent-but-not-great save DC
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damage. It gets even better when your surplus attack bonus comes from buffs also
increase damage. A 20th-level druid using giant or colossal squid in conjunction with
nature’s favor and nature’s avatar can do full Power Attack for a net zero loss on attack
bonus and +30 damage on each of ten tentacle attacks. This is a great way to beat your
enemies to a bloody pulp - even through tricky damage reduction.
● Flyby Attack - Take a standard action in the middle of any flying move action. You need
to be able to fly to qualify for this, but you don’t need to be able to fly all the time [citation
with citations]. Most classes qualify for this fairly early on11, and it’s very potent even
without shapechange. Adding the option to spring from the ground as an incorporeal
undead, cast a spell, and pop back into the ground for total cover on the same turn
doesn’t exactly hurt.
● Reserves of Strength (feat tax: Iron Will) - Open up a small number of really nifty forms
at late levels (see footnote above) and gain early access to a whole bunch of powerful
forms you would normally have to wait for. The feat tax makes this expensive (especially
for druids, who already have amazing Will saves), but it’s probably still worth it.
Resources
All Dungeons & Dragons 3.5 monsters sorted by type and Hit Dice
Complete (Su) List for Shapechange - not quite complete, as it’s missing a small number of
splatbooks, but still very useful. This is where I got my start for this guide, and it’s a good place
for you to go to find supernatural abilities for creatures I haven’t gotten to yet and, honestly,
probably won’t.
10 Note that bite of the werebear and bite of the weretiger grant Power Attack for the duration, so if you
have an extra round to buff, you don’t even need the feat. Standard action cast time with 1 round/level
duration means you can’t count on having it up in advance for unexpected combats though - as opposed
to nature’s avatar, which is a swift action cast, and nature’s favor, which lasts 1 minute/level.
11 Sorcerers, wizards, and bards with swift fly, druids starting at 3rd level with master air and obviously at
5th with Wild Shape, and animal clerics with lesser holy transformation. And of course anyone can drink a
potion of fly, although that’s stretching the definition of access.
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Go-to Forms
Walking around
I like the Solar Angel (Planetar if I can’t hit CL 22) for my usual default form. It has great
defenses to help you survive getting caught off-guard (AC, damage reduction, spell resistance,
regeneration, protective aura, and some immunities), enough Dex that you at least won’t be
going dead last most of the time (and of course you have other ways to buff Initiative), one of
the best flight packages available, and fits in all but the lowest-ceiling dungeons. Most
importantly, though, it has Change Shape - walk around looking like yourself (or anyone else)
but with the Solar’s great defenses. And you have enough Strength to win most arm-wrestling
matches in the tavern.
Pit Fiend is also almost as good defensively (actually better in some ways) and available at 18
HD. It is, however, considerably less tavern-friendly.
Speaking of tavern-friendly, the ideal form for a tavern brawl is the Titan (20 HD). Like the Solar,
its Change Shape lets you look like a normal person while retaining most of the form’s other
advantages. Unlike the Solar, the Titan has 39 Constitution (ideal for drinking games) and 43
Strength (ideal for trashing the place when you get accused of cheating at drinking games).
Dungeon crawling
Your default form walking around in hostile areas should have the best defenses possible.
Changing is free, so you want whatever is most likely to get you from combat start to your first
turn in one piece without impeding your mobility or stealth. There are five components of this:
1. Immunities - protection from various nasty status ailments that keep you from performing
at your best. Constructs and undead typically fare the best for this.
2. Defensive numbers - armor class, spell resistance, energy resistance/immunity
3. Mobility - size and speed (usually land speed or flight). Maneuverability matters; you
don’t want to be knocking your head against the walls and ceiling all the time
4. Perception - blindsight, darkvision, etc.
5. Initiative - high Dex helps keeps you from going last
The following are my favorite defensive forms for dungeon crawling and similar activities. Note
that all of these are stellar forms, and the cons are situational. You really can’t choose wrong
here overall.
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■ Incorporeal (renders large size irrelevant since you can clip walls)
■ Perfect 50-ft flight
■ +11 Initiative means you have a reasonably good shot at going first
■ Fantastic AC - 36, including touch AC (but note that any other source of
deflection bonus won’t stack)
■ Decent damage reduction
■ Immunity to all magical effects allowing spell resistance
■ Provides illumination for your buddies (rendering the 60-ft darkvision
irrelevant)
■ Blindsight 60 ft (just in case the darkvision wasn’t sufficiently irrelevant)
○ Cons
■ Not Core, but at least it’s not from an obscure sourcebook
■ Kiss goodbye all thoughts of stealth - this thing provides illumination like a
daylight spell at all times and can be seen from miles away. Ask your DM
if being invisible suppresses the illumination, but the answer is almost
certainly “No.”
■ Allies with 8 HD or fewer must remain more than 20 feet away to avoid
being perpetually but temporarily blinded
○ Additional notes
■ Any walls, objects, or creatures you clip will be damaged. Whether that’s
a bad thing is up to you.
● Dread wraith:
○ Pros
■ Undead immunities
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■ Incorporeal (renders large size irrelevant since you can clip walls)
■ Good 60-ft flight
■ +13 Initiative means you have a good shot at going first (note: you get
Improved Initiative because it’s a racial bonus feat)
■ Good touch AC if you have good Charisma (but deflection bonuses won’t
stack)
■ Lifesense 60 ft (blindsight but only detects living creatures) and darkvision
60 ft
■ Available to just about everyone - it’s Core and has only 16 hit dice
○ Cons
■ Non-touch AC is mediocre
■ No spell resistance
■ Powerless in natural daylight
■ Animals within 30 feet of you will panic
○ Great non-core alternate: Deathshrieker (18 HD) or Advanced Deathshrieker (25
HD) (MM3 p32)
■ Profane bonus to AC equal to ⅓ your hit dice. This stacks with almost
everything and is especially helpful if your Charisma is poor.
■ Initiative is only +7 (+8 for Advanced) because Dex is slightly lower and
Improved Initiative is not a racial bonus feat. If you already have Improved
Initiative, Deathshrieker is hands-down a better choice than Dread Wraith.
■ Trades daylight aversion for taking minor damage if caught in the area of
a silence spell (this is an excellent trade - silence is far more situational
than daylight)
■ Slower flight (40 ft, still Good maneuverability)
■ Fantastic fear aura effect (“Despair”) triggered merely by seeing you. Just
inoculate your allies first. Replaces creepy animal-scaring vibes.
■ Loses blindsight
■ Not core
■ Prismatic Golem will usually be better unless you need stealth (shrieking
described in fluff text is not mandatory)
16
charm and mind control effects. This has a nice, comfortable 20-ft radius,
so all your buddies benefit, too.
■ 60-ft darkvision
■ Immunity to acid and cold with 10 resistance to fire and electricity
■ Can take any small or medium humanoid form if you need to squeeze
through small spaces or want to disguise your capabilities
■ Core, and Planetar is available to everyone because it has only 14 HD
○ Cons
■ Few condition immunities
■ Poor touch AC
■ Poor initiative bonus (+5 for solar, +4 for planetar)
■ Flight is winged, so unless your DM says otherwise, you’ll need to change
to something else to squeeze through tight spaces while flying because
you need room to spread your wings
17
24 hours.
● Will-o’-wisp
○ Pros
■ Immunity to all magic allowing spell resistance12
■ Natural invisibility
■ +9 initiative is pretty good
■ Decent AC
■ Great touch AC (partially a deflection bonus)
■ 50-ft perfect flight
■ 60-ft darkvision
■ Small size
■ Available to absolutely everyone
○ Cons
■ No condition immunities
■ No damage reduction or regeneration
■ Squishy - only 10 Constitution means you’re vulnerable to anything
targeting Fortitude that doesn’t allow spell resistance. Be particularly wary
for poison gas traps and the like.
18
■ Invulnerable to all attacks except from bludgeoning weapons, which get
no enhancement bonus. It’s not clear if this extends to spells and such or
only applies to weapons.
■ Decent AC (partially deflection bonus)
■ 60-ft darkvision
○ Cons
■ The DM interpretation required to make this good also makes it incredibly
cheesy. Absent that definition, it’s super vulnerable and not worth using.
That Zodar gets 1/year wish actually hurts, because DMs may ban it just
because of that.
■ No flight
If you’re playing in a Core-only game, use Iron Golem when you need to marry immunity to
magic with a huge list of condition immunities. It is otherwise an all-around poor choice, vastly
inferior to Shadesteel and Prismatic Golems. Marut Inevitable is also a noteworthy construct
form, though it lacks immunity to magic.
Travel
● Free self-only greater teleport from all Archon forms.
● If teleportation isn’t an option for some reason, there are plenty of very fast fliers. Brass,
gold, and white dragons are the fastest non-Epic options at 200 ft., and they have the
benefit of being able to carry quite a few passengers.
● Solar is probably the second best flier at 150 ft. and, while it can’t easily carry
passengers, it has Good maneuverability.
● If you have a Portable Hole, just shove your passengers in that (after being very certain
they’ve forked over all Bags of Holding! (“Rift. Astral. Bad.”)) and use an Archon’s
teleport. If you don’t have a Portable Hole, get one!
Combat
Extremely situational, but that’s why you’re here. “Defense, Physical” and “Defense, Magical”
are great places to start if you intend to fight with spells. If you’re looking for pure beat-stick
potential, Colossal Squid is hands-down the best with animal buffs13 and Ancient Night Twist
without. Take a look at “Damage, Melee” and “Optimizing Shapechange” to get started.
Unfortunately, there is little overlap between the best beat-stick forms and the best defensive
forms (which make you basically invincible). If you can live with “merely” being super resilient
while having tremendous damage output, my favorites are Ancient Night Twist and Gloom (both
25 HD, bring your own flight spell) depending on the situation.
13 Nature’s Avatar (Druid 9, swift, 1 rd/level, +10 morale to attack and damage), Nature’s Favor (Druid 2,
swift, 1 min flat, +5 luck to attack and damage), Animal Growth (Druid 5, standard, 1 min/level, size
increase with all associated benefits - but note that the size increase eats into your attack boost from from
the +8 Str)
19
Spellcasting
Aside from situational factors that heavily favor specific defenses or vision modes, the
Chronotyryn from Fiend Folio is hands-down the best default spellcasting form I’ve come
across. It has solid defenses (except touch AC, which is nothing special, and damage reduction,
which was nerfed in the 3.5 update), which is nice, and double actions, which is freaking
amazing. Be prepared for the possibility that your DM will ban this form entirely.
If your DM tolerates a good amount of cheese, Nagahydra from Serpent Kingdoms arguably lets
you cast 5 spells per round. Unless you’re able to finish off all of your enemies, you would do
well to have the 5th spell be something that gets you out of danger (teleport, time stop and
change to a new form, etc.), because the defenses are pretty bad. If your DM banned
Chronotyryn, don’t hold your breath weapon on being allowed to use Nagahydra.
If you are a druid and therefore have Natural Spell14, and if you aren’t trying to subvert the action
economy, just grab a top-notch defensive form (see Walking Around) and go to town. I like
Prismatic Golem for this. If you aren’t a druid, Pit Fiend and Dread Wraith are solid choices that
support both verbal and somatic components - switch back and forth depending on whether
incorporeality/immunities or AC/SR/DR/regeneration are more important.
14 If you are a druid and don’t have Natural Spell, I’m not sure how you ended up in this handbook. Get
Natural Spell with your next feat opportunity.
20
Abilities
Eladrin, Tulani Su At will Dream ray. Incorporeal globe form only. 300-
(18 HD) (BoXD ft ranged touch attack deals 1d6 Charisma
p171) damage, no save. Non-evil creatures
reduced to 0 Charisma fall into a dream-filled
coma. Evil creatures reduced to 0 Charisma
fall into a nightmare-wracked coma that deals
1d10 damage plus an additional 1d10 each
hour in the coma. Restoring Charisma to at
least 1 ends the coma. Mind-affecting.
Ghost (undead) Su Gaze Cha Corrupting Gaze. 1d4 Cha damage, plus
(template, LA 2d10 hp damage. Fort negates.
+5)
Ha-Naga (20 Ex Con Poison on sting attack. 2d8 Con / 2d8 Con.
21
HD) (epic) (32)
15 2d4 of various sizes by default, but it’s debatable whether you get them - if you do, it’s only
the first time you change, and then once you use them you have to make more.
22
Ask your DM if you can milk yourself for the
poison. It should work by rules as written.
Mosslord (20 Su 1/rd Cha Brainlance. Free action, one target within 60
HD) (web) feet. Will save or stunned 1d4 rounds;
dazed 1 round even on successful save!
Also deals 1d6 Intelligence damage on
failed save. Successful save protects for 24
hours.
23
but the ability text doesn’t actually specify.
Ask your DM before using around friends lest
you accidentally and irrevocably16 screw them
over.
Bone Ooze (20 Ex Str A successful hit by the bonze ooze deals 1d6
HD) (MM2 p36) (40) Strength drain, 1d6 Dexterity
drain, and 1d6 Constitution drain. On a
critical hit, it drains twice that amount
from each affected score. No save. Gain 5
hp (excess becomes temp hp).
Ghost (undead) Su At-will Cha 1d4 points drained from any chosen score on
(template, LA successful melee touch attack. Gain 5
+5) temporary hit points. Fort negates. Add
Strength to attack roll against ethereal targets
and Dexterity against material targets.
Androsphinx Su 1/day Cha Third roar in same encounter deals 2d4 Str
max damage to non-androsphinxes in 250 feet!!!
for 2d4 rounds (exception to normal ability
damage rules?). Fort negates.
Dragon, Gold Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (19-23) category, max 50 feet for huge. 1 point per
rds age category, max 8 for Mature Adult (26
16 Ability drain can be healed, albeit expensively, and is preventable with death ward. Weird, unspecified
changes might not be. Either interpretation is good - just be sure you know what you’re getting and use
accordingly.
24
HD). Fort negates.
Zyern (web) Su 1 per Con Breath Weapon. 90-foot cone of poison gas,
(28 HD) 1d4 (22) 3d6 Str / 3d6 Str.
rds
Save DC is sub-par, but the area is fantastic,
25
and the damage is quite potent if it sticks.
Elder Brain, Su At will Cha Overmind Blast. Single target within 100 feet.
Thoon (MM5 2d6 Wis damage. Not a fear effect, but
p121) creatures immune to fear or receiving a
bonus on saves against it get a +4 bonus on
their saving throw. Will negates.
Howler Ex At will Cha 1 point per hour that someone hears the
howling. Will negates, must save each hour.
Sonic, mind-affecting, irritating as hell.
Kalaraq Quori Su Touch 1d4+1 Wis damage and 1d6 hp damage per
(18 HD) (SoS attack touch, no save. 2 touches on a Full Attack.
p156) at will Also inflicts confusion on a failed Will save.
Lilitu (FC1 p43) Su At will Con Poison stinger. Initial/secondary 2d6 Wis
(injury (18) damage/1d4 negative levels. 4 stingers on
poison)
full attack.
Acid Immunity
See “Defense, magical”
Antimagic Field
Creature Type Limit CL Save Notes
26
Astral Su Always 18 150-ft cone. Ignores ongoing effects that
Dreadnought active brought a subject to the Astral Plane17 (e.g.
(18 HD) (MotP astral projection), which cannot be dismissed
p159) while in the cone and therefore keep the
subject trapped.
Nishruu (MoF Su At will Cha Not antimagic field, but this is the best place
p67) to put it.
17 The ability does not specify what happens when an Astral Dreadnought is on other planes
and encounters a plane-shifted astral projection, so consult your DM in advance if this likely to
come up. The easiest interpretation would be that it locks in place (without suppressing) all
magic-derived forms of astral travel regardless of what plane it’s on at the time.
27
drained.
● Disable non-charged magic items
while in contact and for 1d4 rounds
afterward
● Disable artifacts while in contact and
for 1 round afterward
Bardic Music
Strictly speaking, you probably need to have appropriate Perform ranks to use any Bardic Music
abilities - but maybe not, since the Firre only has 8 ranks in Perform but can use Suggestion.
Creature Type Limit CL Save Notes
Desmodu (MM2 Su At will Cha Closer to good hope than bardic music.
p63)
Vibrations of Hope. Allies in a 30-ft radius
spread gain a +2 morale bonus to attack
28
rolls, weapon damage rolls, saving
throws, ability checks, and skill checks.
Lasts concentration+1d4 rounds.
Eladrin, Tulani Su At will HD Cha Full bardic music as an 18th-level bard, but
(18 HD) (BoXD activate or maintain a single effect as a
p171) free action each round. Requires no
instruments - just the unearthly voice.
Ruin Chanter Su At will HD Cha Full bardic music as a 12th-level bard. Tulani
(20 HD) (MM5 Eladrin is strictly better if Book of Exalted
p132) Deeds is allowed.
Blindsight
See “Extra-Sensory Perception”
Bonus Feats
You get racial bonus feats with shapechange. There are lots of options that will get you the
same functionality, and there is quite a lot of overlap. In the interest of compactness, these are
consolidated here and re-grouped by ability with a list of creatures granting them. Only remotely
useful things will be listed here, and when multiple creatures can provide the feat, only those for
which there’s a reason to choose them over other options will be listed.
Feat Creatures Granting
Brew Potion ● Myconid Sovereign (MM2 p157). Also allows you to duplicate a
bunch of low-level cleric and druid spells for creating potions,
although you still have to pay the normal brewing costs. Still, access
to spells you might not normally get is always handy. This is most
useful for wizards and especially sorcerers as they get far fewer of
these spells natively.
29
Craft Magic ● Midgard Dwarf (Frostburn p124). Craft any magic weapon, magic
Arms and armor, ring, or wondrous item without having to meet the
Armor, prerequisites. You still need to pay gold and XP costs as normal,
Craft Wondrous and the act of crafting takes just as long as always - you’ll need to
Item, be able to spend at least 8 hours per day in shapechange to take
Forge Ring advantage of this.
Empower Spell ● Bloodfire Ooze (Monster Manual IV, p18). Automatic for all fire
spells cast with both origin point and caster within 60 feet.
Eschew ● Couatl. Can Change Shape into any small or medium humanoid and
Materials has 90-ft telepathy and 60-ft darkvision.
● Formian Queen. Immobile without extra magic but has 50-mile
telepathy.
● Naga (any). Guardian naga has the best stats of the bunch. Water
naga can swim.
Iron Will ● Lycanthrope (any). Hill Giant Dire Wereboar is the only one useful
for combat, and it’s quite beefy. Also gets alertness.
Spell Focus, ● Zern (MM4 p194). Not actually the feat, but Ex that provides +4 to
Greater the save DC of all Transmutation spells and spell-like abilities you
(Transmutation) use.
Track ● Blink Dog. Free action blink and dimension door may let you take
30
some shortcuts if you’re in a hurry.
● Bhut (FF p20). Incorporeal undead, 50-ft perfect flight.
● Dire Wolf. Nice intimidation factor. Go with regular wolf or dog if you
want to be inconspicuous.
● Dog. Nice and unobtrusive in populated areas.
● Gray Glutton. Useful? No. Badass? Absolutely.
● Grick. 20-ft climb and 60-ft darkvision. Looks ridiculous.
● Grimlock. Looks ridiculous but has 40-ft blindsight and therefore
can track even in dense fog at speed. Can’t be fooled by visual
illusions. Immune to gaze attacks.
● Invisible Stalker. Track with Spot checks! Also invisible.
● Manticore. The only Core tracker option with built-in flight.
● Molydeus (FC1 p46). All-around vision, darkvision, true seeing,
100-ft telepathy, good initiative, fantastic defenses. Will also
scare the crap out of everything for miles.
● Runehound (MM3 p145). +20 bonus on tracking checks against
non-mindless creatures unless they are shielded against mental
effects. 50-ft land speed. 500-ft blindsight with bonus Uncanny
Dodge because why not?
● Shadow Mastiff. 50-ft land speed. Crappy stats but has total
concealment in anything but full daylight. Find someone to cast
silence on you and you’ll be an amazing stealth tracker. 60-ft
darkvision for tracking in total darkness.
● Wendigo (template) (Fiend Folio, p187). 120-ft perfect flight! Also
Wind Walk at will, which should grant 68 mph flight.
● Wolf. Nice and unobtrusive in natural settings. 50-ft land speed.
● Wolverine. Not as fast as the wolf, but it can burrow and climb,
which are necessary for tracking other things that can burrow and
climb. Beware of the forced rage if you get attacked.
Wild Talent ● Cerebrilith. Gain a reserve of 2 power points. Not sure if this is
actually useful for anything.
● Intellect Devourer. Ditto.
Carrying Capacity
All load values expressed in pounds. The numbers in the table assume no augmentation to
Strength. x6.06 for animal growth if applicable (also if your DM allows HD-advanced forms and
you take one of those) and x1.15 per additional point of Strength.
Kudos to Fizban, Crake, and hamishspence for cluing me in on the detail that “Biped” and
“Quadruped” really mean “Tall” and “Long”, which can be derived from stat-blocks by comparing
space to reach.
Note that air walk allows you to “fly” at reduced speed with any load up to your maximum and
lasts as long as shapechange. Regular flight requires you not exceed a light load.
31
Creature Flight Cast Light Max Size Notes
Speed Spells Load Load
Hill Giant Dire Yes 4,900 14,720 Large Nice, cheap carrier
Wereboar for teleportation by
(templated, others (Large
non-unique, counts as 2
19 HD) creatures)
32
medium-size stone
monuments and
mid-size modern
navy capital ships.
Change Shape
This is not redundant - Change Shape lets you keep your ability scores. So you can get all the
stats and abilities of a Solar but walk around still looking like yourself.
Creature Type Limit CL Save Notes
33
on Bluff and Disguise checks, plus another +4
against an opponent whose thoughts you’re
reading. Rakshasa has slightly better combat
stats, but you’re not using this for combat.
34
Charm Person
Creature Type Limit CL Save Notes
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. Will
negates.
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. Will
Mother (20HD) negates.
(Lords of
Madness p136)
Satyr Su At will 10 Cha 60-foot radius, does not affect satyrs. Bring
Your Own Pipes. Will negates, successful
save protects against all effects from the
same set of pipes for 24 hours. Notably,
nothing says you can’t Bring 50 Sets Of Your
Own Pipes.
Charm Monster
Creature Type Limit CL Save Notes
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. Will
negates.
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. Will
Mother (20HD) negates.
(Lords of
Madness p136)
Cheat Death
Creature Type Limit CL Save Notes
35
Quesar (BoXD Ex Fast healing 5, but only while within light at
p180) least as bright as daylight (not its own
Energy Halo). Heals even after quesar is
destroyed, although lost limbs are not
restored.
Cheese
Creature Type Limit CL Save Notes
20 You could make the argument that the same specific creature could immediately anger the same deity
again and therefore provoke the creation of another Aleax before gaining any new abilities or obtaining or
losing any possessions. In such an event, the second Aleax is an exact duplicate of the first one, so the
first one was never truly unique. It’s a ridiculous argument - but still an argument.
36
called out as such in the sourcebook, Aleax is
functionally a template. Under the ground
rules assumptions listed in the preamble
(which are, of course, merely a suggested
understanding between you and your DM),
you would therefore only ever turn into an
Aleax of yourself.
37
You could argue that this is merely a quirk of
the way the creature is written, or that the
possessions are inherently gross physical
features of the form; both would probably be
true, but by this point we have stretched
shapechange so far beyond cheese that
there’s basically nothing left of the original
milk.
38
maximize is irrelevant (no verbal components
to speed up). Because it gets only three uses
of its spell-like abilities per day, the quicken
portion is only relevant to the base monster
once per day anyway.
Dwarf, Midgard Ex None Master Smith: Gain Craft Magic Arms and
(Frostburn Armor, Craft Wondrous Item, and Forge Ring
p124) as bonus feats and the ability to craft any item
in those categories without needing the other
prerequisites, including spells, skills,
alignment, and possession of other pieces for
set items.
Gibbering Orb Stinky None 27 Cha If you thought beholders were cheesy, wait
(27 HD) (epic) until you smell the gibbering orb.
39
150 feet, no more than 5 eyes per target.
Each ray can hit only one target. Each ray
duplicates one of the following spells, orb’s
choice: cone of cold, disintegrate, dominate
monster, energy drain, feeblemind, finger
of death, flesh to stone, greater dispel
magic, harm, hold monster, horrid wilting,
implosion, inflict critical wounds, lightning
bolt, magic missile, mage’s disjunction,
irresistible dance, baleful polymorph,
power word blind, power word kill, power
word stun, prismatic spray, slay living, and
temporal stasis
40
Alternate Form: “Assume the form of any
creature less than deity status or a single
object, as the shapechange spell cast by a
20th-level sorcerer.”
41
assuming the shape of inanimate objects of
any size up to to a 200-ft cube.
23 Protean Scourges have DR 10/silver. Of course, if your DM says equipment doesn’t split with you,
you’ll have to share - or you could just scratch yourselves with claws just barely hard enough to draw
blood.
42
Now by this point you might be wondering
why the world isn’t full of an infinite number of
protean scourges, and that’s a very valid
question. The reason is a single downside: All
copies of an original protean scourge draw
from the same spellcasting pool. Same spells
known, same slots. One one casts a spell,
that spell is used for all of them. Since
protean scourges are innate spellcasters (and
no, you don’t get their spellcasting - it’s not Ex
or Su), that becomes a significant limitation
for them. But it also means that, while split,
protean scourges absolutely shatter the
action economy. Forget casting 2 or 5 or 6
spells per round - with this form, you can fire
every spell slot you have simultaneously. Or,
if you have any at-will spell-like abilities, use
them 10^500+ times per round.
43
one of you end up keeping it? Do your
clothes split down the middle along
with yourself?
44
Reason Stealer Su At will Devour Mind. This requires some setup, but it
(MM2 p178) basically lets you steal the best attributes
(BAB, base saves, ability scores, skill
ranks, and feats) of every creature you can
render helpless in a 24-hour period. And
also steal any prepared arcane spells.
45
(starting immediately - it grows every minute)
must make a Will save each round. Each
failed save escalates fear by one category,
starting with Shaken on the first failure and
ending with Unconscious on the fourth
instead of Cowering.
Strength of the Spell This isn’t a form you can take with
True Form shapechange. It’s a 1st-level spell, and one
[Persisted] you can only cast when in a form not your
(DoE p15) own. It’s an immediate action cast, lasts 1
round, and for the duration grants you the
better of your current and original form’s
46
physical ability scores, natural armor bonus,
and damage reduction regardless of what
skin you wear. It’s intended for use by
dragons, allowing them to keep their
impressive attributes while pretending to be
something considerably less impressive.
Used by a PC race, it’s quite limited -
ironically, your best use is likely to keep your
original Dex score when you change into a
dragon (which always has Dex 10).
Zodar (Fiend Su, 1/year HD Cast wish for free once per year. As a
Folio p199) Ex Supernatural ability, this technically has no
XP costs even if you use it for something that
would normally cost extra XP when casting
wish yourself.
47
healing. Don’t hold your breath.
Cold Immunity
See “Defense, magical”
48
transforms into a mane. Restoration
possible only with wish or miracle.
49
Did I mention the save DC on the 10-headed
terror’s shriek is insanely high and affects a
60-ft radius? The only real downsides are that
it targets Fort and takes a full-round action to
activate.
Slaad, Red Ex Con Implant egg with claw attack. Fort negates
(17) implantation. After 1 week, egg hatches and
eats its way out, killing the subject. Subject
becomes violently ill 24 hours before
hatching. Remove disease or DC 25 Heal
check removes the egg, but the latter deals
1d4 points of damage regardless of success.
Egg hatches into blue slaad except if subject
is an arcane spellcaster, in which case it
instead hatches into a green slaad.
50
Xill Ex Standard action to lay eggs inside a
paralyzed creature. After 90 days, the young
devour the host from the inside. Remove
disease or a DC 25 Heal check eliminates the
egg, but the latter deals 1d4 points of damage
to the subject regardless of whether it’s
successful.
Cuteness / Badassery
Creature Type Limit CL Save Notes
Damage, Acid
Creature Type Limit CL Save Notes
Dragon, Black Su 1 per Con Breath weapon. Line, 20 feet per size
1d4 (17-21) category. 2d4 damage per age category, max
rds 16d4 for old (25 HD). Ref half.
Dragon, Bronze Su 1 per Con Breath weapon. Line, 20 feet per size
1d4 (17-21) category. 2d6 damage per age category, max
rds 16d6 for old (26 HD). Ref half.
Dragon, Green Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (19-23) category, max 50 feet for huge. 2d6 damage
rds per age category, max 16d6 for old (26 HD).
Ref half.
Neothelid (25 Su 1 per Con Breath weapon. 50-ft cone, 14d10. Ref half.
HD) (psionic) 1d4 (27)
rds
Voidmind Su 1/day HD Con Expel a Cone of Slime from your head! 30-ft
(yours+4)
Creature cone, 1d6 per HD. Reflex half. Anything
(template) damaged takes a -2 penalty to Will saves and
(MM3 p188) is stunned for 1d4+1 rounds (Fort negates the
stun only).
51
Damage, Cold
Creature Type Limit CL Save Notes
Cryohydra, 12- Su 1 per Con 36d6 in 12 blasts of 3d6 each. Each blast is
headed 1d4 (20) 10 feet wide, 10 feet high, and 20 feet long.
rds Ref half for each head, apply energy
resistance separately.
Dragon, Silver Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (17-21) category, max 50 feet for huge. 2d8 damage
rds per age category, max 14d8 for mature adult
(25 HD). Ref half.
Frost Worm Su 1 per Con Breath weapon. 30-ft cone, 12d6, Ref half.
hour (20) Opponents held motionless by the worm’s trill
get no save.
Damage, Electricity
Creature Type Limit CL Save Notes
Beholderkin Su At will HD Cha Eye ray. Chain lightning as the spell (1d6
Overseer (LoM per HD primary, half to HD secondaries).
p139) Free action, 180-ft range. Must hit primary
target with ranged touch.
Dragon, Blue Su 1 per Con Breath weapon. Line, 20 feet per size
1d4 (17-23) category. 2d8 damage per age category, max
rds 14d8 for mature adult (24 HD). Ref half.
52
(MM3 p48) electricity and sonic damage respectively.
Reflex half for lightning, Fort half for
thunder.
Storm Su 1/rd Con Shock. Free action, one living target, 10-ft
Elemental (22) range. Fort half.
(MM3 p48)
● Huge (16 HD): 8d4 electricity
● Greater (21 HD): 10d4 electricity
● Elder (24 HD): 12d4 electricity
Damage, Fire
Creature Type Limit CL Save Notes
Dragon, Gold or Su 1 per Con Breath weapon. Cone, 10 feet per size
Red 1d4 (19-23) category, max 50 feet for huge. 2d10
rds damage per age category, max 14d10 for
mature adult (25 or 26 HD). Ref half.
Hellfire Wyrm Su 1 per Con Breath weapon. 50-ft cone of infernal flame.
(23 HD) (MM2 1d4 (27) 14d10 damage, half irresistible. Ref half.
p125) rds
Creatures within 5 feet also take 5d4 points of
regular fire damage per round with no save
allowed. (This can be suppressed as a free
action.)
Pyrohydra, 12- Su 1 per Con 36d6 in 12 blasts of 3d6 each. Each blast is
headed 1d4 (20) 10 feet wide, 10 feet high, and 20 feet long.
rds Ref half for each head; apply energy
resistance separately.
53
Damage, Force
Creature Type Limit CL Save Notes
Force Dragon, Ex 1 per Con Breath weapon. 50-foot cone, 5d12 damage.
Wyrmling (20 1d4 (21) Ref half.
HD) (epic) rds
Damage, Melee
“Attack” column is the average attack roll bonus you add to your own BAB and buffs.
Entries with a bold A in this column are eligible for animal buffs, which can add up to
+18 to attack rolls. Most animal buffs are druid-only, but they are all touch range or
better.
Iterable attacks are calculated as the average of 3 attacks and thus reflect a -5 penalty
relative to best attack. Your results will vary based on your BAB.
“Damage” column is the average damage assuming every attack hits.
Iterable attacks are calculated as 3 hits. Sneak attack is included when available.
“Attack Routine / Notes” has the full list of attacks, including reach (if noteworthy) and extra
effects for each, for which you add your BAB and buffs and plug in your Strength
modifier. Default strength is listed in subscript. Any other relevant special abilities and
highlights are also listed here.
Note: Please see the entry about natural weapons under “What Shapechange Does and Does
Not Do” for an important note about feats that directly modify physical properties.
54
Creature Attack Damage Attack Routine / Notes
55
Hound of the 67 Bite +17 (2d6 + 451½Str + 10d6 skirmish + 20
Hunt (20 HD)
(MM5 p202)
+17 in moonlight, dimensional anchor, 10 ft)
-or-
Large size. Freedom of movement, perfect
90-ft flight, great AC, good DR, nice
87 immunities
+4
Kraken (20 HD) 2 tentacles +8 (2d8+12Str|19-20, grab, 60 ft)
119 6 arms +3 (1d6+6½Str, grab, 30 ft)
Bite +3 (4d6+6½Str)
Gargantuan size.
Improved Grab.
56
This is a hit-dice-advanced Giant Squid.
Improved Grab.
57
Damage, Non-lethal
You can always use a weapon - including a natural weapon - do deal non-lethal damage by
taking a -4 penalty on your attack roll. In most cases, taking this penalty while using a potent
melee damage form is your best bet for non-lethal damage against a small number of targets.
Use the options below when you need to inflict non-lethal damage over an area or can’t beat a
target’s regular AC.
Note also that you’re generally much better off wholly incapacitating your enemies than dealing
non-lethal damage.
Creature Type Limit CL Save Notes
Damage, Sonic
Creature Type Limit CL Save Notes
58
● Elder (24 HD): 24d6 electricity, 12d6
sonic
Damage, Untyped
Creature Type Limit CL Save Notes
Demon, Jovoc Su None Con Aura of Retribution. Any damage you take
(MM2 p58) (16) also strikes every creature in a 30-ft radius
spread around you. Fort half. Damage is
untyped and not subject to damage reduction
or resistance or immunities regardless of the
original type of damage that you took. Does
not affect demons.
Dragon, Crystal Su 1 per Con Breath weapon blinds for 1d4 rounds and
(MM2 p81) 1d4 (19-23) inflicts 2d6 damage per age category (max
rds 16d6 for Old) from the blinding light. 40- (<20
HD) or 50-ft cone. Reflex negates the
blindness and halves the damage.
Dragon, Topaz Su 1 per Con Breath weapon. Cone, 10 feet per size
(MM2 p85) 1d4 (17-23) category, max 50 feet for huge. 2d8
rds dehydration damage per age category, max
16d8 for Old (28 HD). Ref half. Also
evaporates 1 cubic foot of water or aqueous
fluid per point of damage dealt.
59
rds
-or- -or- It’s a shame this isn’t Reflex half, but it’s still
rather stylish. And, as an Ex ability, you can
Steelwing, Con shoot it into an antimagic field.
advanced (29)
gargantuan (19
HD) (MM5
p168)
Damage Reduction
See “Defense, Physical”
Daylight
Creature Type Limit CL Save Notes
Half-Celestial Su At will HD
(template, LA
+4)
Prismatic Su Always
Golem (MM3 active
p71)
Death
Creature Type Limit CL Save Notes
33/18
60
for Having to score a melee attack and being
Huge
(22 HD) subject to a Fort save based on low Con
makes for a rather unhappy combination, but
it’s pretty badass if you can pull it off.
Beholder Hive Su At will 20 Cha Eye ray. As finger of death. 240-ft range,
Mother (20HD) free action. 3d6+20 on successful Fort save.
(Lords of
Madness p136)
Bone Ooze (20 Ex At will Str Bone Meld. One round after engulfing,
HD) (MM2 p36) (40) optionally digest your victim in a stylish-
yet-horrifying manner. Fort negates. After
1d3 rounds, eject flesh and equipment (but
keep the bones).
Devil, Pit Fiend Ex Con Poison on successful bite. 1d6 Con / death.
(18 HD) (27)
Eladrin, Ghaele Su Gaze Cha 60-ft range. Slay evil creatures up to 5 HD.
Will negates. On successful save, non-evil
61
panicked for 2d10 rounds (as fear).
Eladrin, Tulani Su Gaze Cha 60-ft range. Slay evil creatures up to 5 HD.
(18 HD) (BoXD Will negates.
p171)
Giant, Death Su Always Cha Steal Soul. 15-ft range. All creatures with 10
(23 HD) (MM3 active or fewer hit points. Fort negates, must save
p54) each round.
Siabrie (web) Su At will Con Any creature damaged by touch attack must
(20) make a Fort save or be transformed into non-
magical sand.
Death Throes
Creature Type Limit CL Save Notes
62
Frost Worm Ex Con 100-ft radius, 12d6 cold and 8d6 piercing. Ref
(20) half.
Debuff, Blind
In order to be listed here, a debuff must either affect a very large number of creatures, be a free
action or non-action to use, have no save (or occasionally a Reflex save), or possess some
other unique and very powerful attribute. There are so many potent disables available with
shapechange that debuffs just aren’t that spectacular.
Creature Type Limit CL Save Notes
Beholderkin Su At will Con Baleful flash: Free action, 60-ft cone. Blind
Eye of the Deep (18) for 2d6 rounds and stun for half of that.
(LoM p138) Fort save reduces blindness to dazzled and
negates stunning.
Dragon, Crystal Su 1 per Con Breath weapon blinds for 1d4 rounds and
(MM2 p81) 1d4 (19-23) inflicts 2d6 damage per age category (max
rds 16d6 for Old) from the blinding light. 40- (<20
HD) or 50-ft cone. Reflex negates the
blindness and halves the damage.
Eladrin, Firre Su Gaze Cha 60-foot radius. Creatures meeting the gaze
(BoXD p169) burst into flames, taking 2d6 fire damage
(no save), and must make a Fort save or be
blinded as blindness/deafness. Humanoid
form only.
63
create a Searing Burst that does 6d6 damage
as sunburst (Ref half, may blind creatures
permanently on failed save) within a 30-foot
radius. Searing Burst can be used 6 times
per day.
Tojanida, Elder Ex 1/min Con Out of water, the ink cloud can be shot once
(19) per round as a free action in a 30-foot
stream that blinds one target for one round.
Ref negates. Smaller tojanida have the same
ability, but their save DCs are lower.
Debuff, Confusion
In order to be listed here, a debuff must either affect a very large number of creatures, be a free
action or non-action to use, have no save (or occasionally a Reflex save), or possess some
other unique and very powerful attribute. There are so many potent disables available with
shapechange that debuffs just aren’t that spectacular.
This effect is the same as the confusion spell unless otherwise specified.
Creature Type Limit CL Save Notes
24 The 240-ft radius indicates the area the sunwyrm illuminates, but you don’t have to be in that area to
be affected by the blinding.
64
adjudicate Aura of Loss first for a potential -2
on the save!
Rui Chanter (20 Su At will Cha Infirmity of Mind. No range limit? Lasts 1
HD) (MM5 hour or until subject receives remove curse.
p132) Will negates. Cannot be inflicted
simultaneously with Infirmity of Body.
Debuff, Entangle
In order to be listed here, a debuff must either affect a very large number of creatures, be a free
action or non-action to use, have no save (or occasionally a Reflex save), or possess some
other unique and very powerful attribute. There are so many potent disables available with
shapechange that debuffs just aren’t that spectacular.
Creature Type Limit CL Save Notes
Demon, Bebilith Ex 4/day Dex 10 ft. range increment, max 30 ft. Effective
(12), up to Gargantuan. Anchors to ground. 14 hp,
Con hardness 0, 75% chance to resist burning
(26) (check each round). Ranged touch attack.
No save, but trapped creatures can escape
65
with a Strength or Escape Artist check as a
standard action.
Seryulin (MM3 Ex 1/day Con Sticky Spray. 20-ft radius tanglefoot burst.
p148) (14-18) Any creature in the area is automatically
entangled and must succeed on a Reflex
- or - save or be anchored in place (flying
creatures fall to the ground instead). The low
Greater Constitution score means the save DC is
Seryulin (MM3 poor, but most creatures at high level have
p149) poor Reflex saves anyway, and you still get a
solid debuff even if they make the save.
66
freely across its webbing at its Climb speed,
and it knows the exact locations of trapped
creatures.
Debuff, Misc
In order to be listed here, a debuff must either affect a very large number of creatures, be a free
action or non-action to use, have no save (or occasionally a Reflex save), or possess some
other unique and very powerful attribute. There are so many potent disables available with
shapechange that debuffs just aren’t that spectacular.
Creature Type Limit CL Save Notes
Crypt Thing (FF Su 1/day HD Cha Scatter Defilers. This is actually battlefield
p36) control, not a debuff, but it’s too nifty not to list
somewhere.
67
unique ability. Use this to disperse a crowd
without harming them in any way. Although
expect them to flip out if you haven’t made
yourself invisible through other means first.
Gloom Golem Su Always Cha Crushing Despair (basically as the spell). 30-
(MM3 p68) active ft radius, -2 penalty to attack, saves,
68
checks, and weapon damage. Will
negates. Permanent until you die or
countered with good hope. Sonic, mind-
affecting compulsion.
Hound of the Su At will Cha Hunter’s Howl. Free action. Creatures within
Hunt (MM5 a 120-ft radius spread (not burst!) are
p202) shaken for 1 minute. Will negates.
Successful save protects for 24 hours.
Illurien (20 HD) Su 1/rd Note: Illurien is, by default, not a legal
(unique) (MM5 shapechange form.
p90)
Cloud of Foresight: Impose a -8 penalty on a
single attack roll, check, or saving throw
made by an opponent within 60 feet.
Immediate action. No save.
Malastor (20 Su Dex Avalanche Wave. But for the crappy save
HD) (MM5 (14) DC, this would be so cool!
p100)
Bury creatures in a 400-ft line (10 feet high)
or one airborne creature up to 400 feet
above the ground (presumably up to 400 feet
away laterally). A Reflex save halves the 8d6
damage and negates the burial.
69
Dex, poor Reflex saves, and Hit Dice roughly
comparable to your own.
70
attack of opportunity at a -4 penalty instead.
Because the save DC is based on your
excellent Strength and targets Reflex, this
should be super effective.
Beholderkin Su At will 8 Cha Eye ray. One negative level, Fort negates.
Director (LoM 120-ft range, free action.
p138)
71
This is overall a fairly crappy version of
enervation, but it can be combined with slow
or minor image, both of which are also free
actions.
Debuff, Slow
In order to be listed here, a debuff must either affect a very large number of creatures, be a free
action or non-action to use, have no save (or occasionally a Reflex save), or possess some
other unique and very powerful attribute. There are so many potent disables available with
shapechange that debuffs just aren’t that spectacular.
Creature Type Limit CL Save Notes
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. One
target, Will negates.
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. One
Mother (20HD) target, Will negates.
(Lords of
Madness p136)
Demon, Su Always Cha Slow Aura. Affects all living creatures that
Skulvyn (FF active come within 30 feet. Lasts 4 rounds. Will
p54) negates. Successful save protects for one
day.
Dragon, Copper Su 1 per Con Breath weapon. 40- or 50-ft cone. 1d6+Age
1d4 (17-21) (6-8) rounds. Fort negates.
rds
Defense, Magical
Most of these forms have solid energy resistances, spell resistance, and/or condition
immunities. A handful are included solely because you may use them in combat for other
reasons, including physical defenses and offensive prowess.
Vulnerable 0 10 20 30 Immune
Creature Acid Cold Electric Fire Sonic SR Immunities
72
Mind-affecting
Petrification
Polymorphing
Behemoth Gorilla 30
(21 HD)
Cryohydra Immune
73
Demon, Kelvezu 10 10 Immune 10 26 Evasion (Dex 31)
(MM2 p61) Poison
Uncanny Dodge
74
Eladrin, Ghaele 10 Immune 10 Mental control
28 Petrification
Spells up to 3rd
75
Stunning
76
HD) (SoS p156) Incorporeal
Sleep
Mind-affecting
Pyrohydra Immune
77
Necromancy
Non-lethal dmg
Paralysis
Poison
Precision dmg
Sleep
Stunning
Titan 32
Xorn (any) Immune 10 Immune Flanking
Will-O’-Wisp Invisible
∞
Zodar (Fiend Folio Depending on DM interpretation of the definition Ability damage
p199) of “Attack”, Zodar may be immune to all Ability drain
Death effects
damage sources except bludgeoning weapons, Disease
including spells and energy damage, and Energy drain
potentially all negative effects, period. It is Exhaustion
indisputably immune to non-bludgeoning weapon Fatigue
Fort (-object)
damage. Massive damage
Mind-affecting
Necromancy
Non-lethal dmg
Paralysis
Poison
Precision dmg
Sleep
78
Stunning
Defense, Physical
Each of these forms has at least one solid defensive attribute. Most have both good AC and DR.
A handful of forms are included solely because you may use them in combat for their other
abilities, including magical defenses or offensive prowess. Regeneration is specifically
emphasized because it means you cannot die from damage unless you take your initial hit
points in damage from bypassing sources - the number is actually largely irrelevant given the
damage thrown around at shapechange levels.
Creature Armor Class Touch Damage Regeneration &
Flat Reduction Fast Healing
Angel, 32 13 DR 10 Regeneration 10
Planetar (-1 size, +4 Dex, +19 natural) 28 evil evil weapons, evil
spells
Behemoth 16
Gorilla (21 38 30
(+8 Dex, -2 size, +22 natural)
HD) (epic)
Chronotyryn 14 DR 15
(Fiend Folio,
36 31
(-1 size, +5 Dex, +22 natural) magic
p33)
Demon, Balor
(20 HD)
35 16 DR 15
(-1 size, +7 Dex, +19 natural) 28 cold iron and good
Demon, 32
Jarilith (MM2
18 DR 15
(-1 size, +9 Dex, +20 natural) 23 good
p61)
79
Demon,
Kelvezu
35 20 DR 15
(-1 size, +10 Dex, +15 25 cold iron and good
(MM2 p61) natural)
Dragon, Any 8
31 33 [31,33] DR 10 15
(oldest (-2 size, +[23,35] natural) magic
possible, 24-
26 HD)
Eladrin, 25 11 DR 10
Ghaele (+1 Dex, +14 natural) 24 evil and cold iron
Eladrin, 16 DR 15
Tulani (18
36
(+6 Dex, +20 natural) 30 cold iron or unholy
HD) (BoXD
p171)
Garngrath (28 DR 15
HD) (MM5 38 18 epic
(-8 size, +1 Dex, +15 37
p60) deflection, +20 natural)
20% miss chance
80
Gloom (25 DR 10
40
HD) (epic)
(+18 Dex, +12 insight)
40
22
epic
7
Golem, 33 DR 15
33
Demonflesh (-2 size, -1 Dex, +26 natural) adamantine and
(24 HD) (FF
good
p86)
Golem, Iron 8
30 30 DR 15
(construct) (-1 size, -1 Dex, +22 natural) adamantine
Golem, DR 10
36
Prismatic
(construct)
(-1 size, +11 Dex, +16
deflection)
(20 HD) (MM3 incorporeal
36
25
evil
p71)
Golem, 33 13 DR 10
Shadesteel (+3 Dex, +20 natural) 30 adamantine and
(construct) magic
(18 HD) (MM3
p72)
Golem, 33 11 DR 15
Greater 31
(-1 size, +2 Dex, +22 natural) adamantine and
Shadesteel
magic
(construct)
(27 HD) (MM3
p72)
Guardinal, 27 13 DR 10
Leonal (+3 Dex, +14 natural) 24 evil and silver
Ha-Naga (20 DR 5
HD) (epic) 40 26 epic
(-8 size, +14 Dex, +24
natural) 16
Hellfire Wyrm 8 DR 15
(23 HD) (MM2 36 36
epic
p125) (-2 size, +28 natural)
Hydra, 12- 22 9
Fast healing 22
headed (any) (-2 size, +1 Dex, +13 natural) 21
81
Hound of the DR 10
Hunt (20 HD)
35+ 26
20
(-1 size, +11 Dex, +15 24
cold iron and
(MM5 p202) natural) magic
Molydeus (19 33
HD) (FC1
17 DR 15 Fast healing 30
(-1 size, +6 Dex, +18 natural) 26 cold iron and good
p46)
6+Cha
Night Twist, 32+Cha 32+Cha
Ancient (25 (-2 size, -2 Dex, +26 natural,
HD) (MM3 +Cha deflection)
p111)
6
Nightcrawler
(25 HD)
35 35 DR 15
(-4 size, +29 natural) silver and magic
(undead)
Nightwalker 32 10
DR 15
(21 HD) 30
(-2 size, +2 Dex, +22 natural) silver and magic
(undead)
26 Total Freedom ability allows you to wear any barding and ignore the max Dex bonus on it. You’d have
to take the time to put it on, but you could reliably add another +10 without even affecting your move
speed
82
doesn’t have a head or doesn’t care if it loses said head. Like Dread Wraith
or Prismatic Golem.
Prismatic 8+Cha DR 10
Dragon, Very
35+Cha 35+Cha magic
(-2 size, +Cha deflection,
Young (28 +27 natural)
HD) (epic)
Will-O’-Wisp 29
(+1 size, +9 Dex, +9
deflection)
29
natural invisibility 20
Zodar (Fiend 28 18
Folio p199) (+3 Dex, +10 natural, +5
deflection)
25 DR ∞
bludgeoning
Defense, Special
This category includes any kind of unusual defensive option not described under Magical
Defense or Physical Defense.
Creature Type Limit CL Save Notes
83
Destruction, Misc
Creature Type Limit CL Save Notes
Annihilator (20 Su At will Con Chew through just about any obstacle at a
HD) (Underdark speed of 10 feet per round with at-will
p79) disintegrate.
Nightwalker (21 Su At will Str Crush item up to Large size. Affects magic
HD) (undead) (38) items but not artifacts. Fort negates (object).
If in possession of another creature, must
Disarm first.
84
Black Pudding melee attack or Constrict, as well as any
(10 or 20 HD) metal or wooden weapon that strikes the
black pudding. Ref negates. 21 acid damage
to any metal or wooden object for each full
round the pudding remains in direct contact,
no save.
Disintegrate
Creature Type Limit CL Save Notes
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. Fort
partial.
85
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. Fort
Mother (20HD) partial.
(Lords of
Madness p136)
Spirrax (26 Su 1 per Con Void Blast. 30d6 damage in a 30-foot radius
HD) (MM5 1d4 (25) burst (probably centered on you) or a 120-ft
p166) rds line. Reflex half!
Dispel Magic
Creature Type Limit CL Save Notes
86
p43) illusion with horns.
Divination, Misc
Creature Type Limit CL Save Notes
87
● Tongues
● True seeing
● Vision
Illurien (20 HD) Su Always Note: Illurien is, by default, not a legal
(unique) (MM5 active shapechange form.
p90)
Pointed Knowledge: Instantly know facts
about people you speak to telepathically.
Such facts include their age, where they were
born, and the important events of their lives.
You can understand all languages.
Iron Cobra (FF Su At will 12 Stalk Victim functions as locate creature for
p103) any creature whose name you know.
88
Dominate Monster
Creature Type Limit CL Save Notes
Blood Fiend Su At will 18 Cha 30-ft range, Will negates. Sighted creatures
(undead) (FF only.
p47)
Vermin Lord (25 Su At will 20 Cha 100-ft range, vermin only. Will negates.
HD) (MM3 Command up to 10 vermin at once. Most
p184) vermin have crappy will saves, so this should
be quite successful.
Dominate Person
Creature Type Limit CL Save Notes
Beholderkin Su At will 14 Cha Eye ray. 180-ft range, free action. As the
Overseer (LoM spell. Will negates.
89
p139)
Kopru (MM2 Su 1/day 10 Cha As the spell, except the range is 180 feet and
p134) the duration is 8 days. Will negates.
Vampire Spawn Su At will 5 Cha 30-foot range, standard action, Will negates.
(undead)
Earth Glide
Move at land or burrow speed through any non-metal earthen material. Leaves no trace of
passage. This also allows you to simply take shelter within the earth itself, which is a fantastic
way to hide if you somehow find yourself in a situation you can’t cope with or need time to buff.
Creature Type Limit CL Save Notes
90
Electricity Immunity
See “Defense, magical”
Energy Resistance
See “Defense, magical”
Evasion
Creature Type Limit CL Save Notes
Behemoth Ex Dex 34
Eagle (21 HD)
(epic)
Extra Actions
Creature Type Limit CL Save Notes
91
Choker Su Extra standard or move action each round.
Nagahydra (18 Cast 5 spells per round - one for each head.
HD) (SK p77) See “Cheese” for more details.
Extra-Sensory Perception
Creature Blind- Detect True Other Notes
sight Magic Seeing
92
Marruspawn
(20 HD)
(Sandstorm
p173)
93
(28 HD) (FF always
p35) active
(CL 28)
94
Ethereal Filcher 60 feet
at will
(CL 5)
95
wood, 1 foot of stone, 1 inch
of common metal, or a thin
sheet of lead.
96
notes subject to the usual
divination-blocking
materials. Just don’t forget
to not eat what you find.
Fire Immunity
See “Defense, magical”
Flight
Note that any form can get 90-ft Good flight from the 2nd-level druid spell master air (SpC
p139). It’s only 1 round/level, but that’s forever in combat. Great candidate for a lesser quicken
metamagic rod. It can also be cast with Persistent Spell metamagic.
Speed Poor or Average Good Perfect
97
HD) (MotP p159)
Freedom of Movement
Creature Type Limit CL Save Notes
Haste
Creature Type Limit CL Save Notes
98
suggests that it’s not merely upon exposure
to a [light] spell. Exposure alone would make
it significantly more powerful due to the
duration of light.
Healing
Creature Type Limit CL Save Notes
99
Excess hit points may cause the target to
explode in a burst of radiant energy each
round (Fort negates for that round), dealing
2d6+excess damage in a 20-ft radius. Other
creatures in the blast radius receive a Reflex
save for half damage. By definition, the
beneficiary never ends up with more than 2d6
hp below maximum from this (because math).
As written, temporary hit points from other
sources contribute to the explosion.
100
pop from city to city looking for people to heal.
If they exhibit reluctance to let you help them
that way, you have lots of options for
charming and dominating :-)
101
11
Bear, Dire Polar (18 HD) 23
(Frostburn p115) 39
10
Dragon, Gold (Mature 23
Adult, 26 HD)
35
10
Dragon, Red (Mature 33 23
Adult, 25 HD)
12
Garngrath (28 HD) (MM5 32
p60) 48
102
15
Giant, Ocean (18 HD) 29
(MM2 p111) 39
∅
13
Inevitable, Marut
(construct)
35
10
Kraken 29
34
Marruspawn Abomination 18 24
(20 HD) (Sandstorm p173)
35
103
6
Night Twist (MM3 p110) 29
39
6
Night Twist, Ancient (25
HD) (MM3 p110) 45 34
∅
10
Nightcrawler (25 HD,
undead) 48
∅
14
Nightwalker (21 HD,
undead)
38
6
Purple Worm 25
35
15
Roc (18 HD) 27
34
10
Shambling Mound 21
17 to ∞
104
12
Titan (20 HD)
43 39
10
Umber Hulk, Truly Horrid 29
(20 HD)
36
High AC
See “Defense, Physical”
Illusion (Flexible)
Creature Type Limit CL Save Notes
Beholderkin Su At will 8 Cha Eye ray: Minor image as the spell. Free
Director (LoM action. 120-ft fixed range.
p137)
While this is an eye ray, it presumably does
not require targeting. Since it’s a free action, it
also presumably doesn’t require
Concentration to maintain - just the continued
devotion of one of its two eye rays that can be
aimed in a given 90-degree arc.
Improved Grab
See also: Swallow Whole
Attack Mod and Grapple Mod are the fixed values for the form, excluding base attack bonus;
add your BAB and any buffs.
105
Creature Attack Mod Grapple Notes
Mod
Bear, +12x2 Claw attack. Very nice Strength for the size.
Legendary (20
+17
HD)
27 This gives you an additional Bite attack for the duration of the encounter, which is freaking awesome.
106
equipment they might be carrying.
Demon, Jarilith +9 (pounce) +16 Great grappler for a small room. Pounce,
(MM2 p61) rake, 18-20|x3 criticals. Totally outstrips dire
tiger unless you use nature’s avatar (a 9th-
level spell), and superior to even legendary
tiger if you don’t want to spend spell slots on
short-duration buffing.
Devil, Pit Fiend +10 Tail slap attack. High damage from
+17 Constrict.
Garngrath (28 N/A or +12 Bite attack. Colossal size. Great melee
HD) (MMV p60)
+36 damage.
107
Nightcrawler, it’s Core. As an added bonus, the Undead
Advanced
Colossal (26
HD)
+ 39 immunities are fantastic.
Tiger, Dire +8x2, +2 +12 Bite attack (should also be claws based on
(pounce) regular tiger). Pounce, rake, 2d4 claw/rake
damage. Grapple not necessary for rake
when pouncing.
108
an attack of opportunity. That’s a good trade.
Bone Ooze (20 Ex At will Str Huge or smaller. Does not require
HD), MM2 p36 (40) grappling; instead, the ooze simply moves
over the target creatures as a standard
action. Ref negates (causing them to be
pushed back or to the side, their choice)
unless they make attacks of opportunity.
Engulfed creatures automatically take
2d8+Str bludgeoning (slam) damage per
round, 1d6 points of Strength, Dexterity,
and Constitution drain per round (which
heals the ooze for 5 hp each time and gains
excess as temporary hit points), and
escalating, stacking wounding for 5
damage per round per round. Subjects are
automatically grappled and cannot escape
through mundane means. Starting next
round, engulfed creatures can be optionally
forced to Fort save or die horribly.
109
effect. See Garngrath below for optimal
efficient swallowing, but be watchful of
Fiendwurm’s smaller gizzard capacity.
Flesh Jelly (18 Ex At will Str As Bone Ooze above, but lower save DC
HD) (MM2 (32) and infects with Filth Fever (negated by Fort
p104) save) instead of automatic ability drain.
Swallowed creatures still must save or die
slightly less horribly, but the save DC is much
lower.
110
round and may be paralyzed. Even if not
paralyzed, subjects are automatically
grappled and cannot escape through
mundane means.
Incapacitate, Daze
Dazed isn’t as potent as stunned, but it’s quite difficult to become immune to daze. These are
solid, reliable disables.
Creature Type Limit CL Save Notes
111
Hag, Sea Su 3/day Cha Evil eye. Target within 30 ft dazed for 3
days! Will negates, fear immunity protects.
Can be cured early with remove curse or
dispel evil.
Illurien (20 HD) Su 1/rd Cha Note: Illurien is, by default, not a legal
(unique) (MM5 shapechange form.
p90)
Storm of Visions: At the end of your turn,
creatures within 30 feet must make a Will
save or be dazed for 1 round as exotic truths
captivate their minds. Mind-affecting.
Mosslord (20 Su 1/rd Cha Brainlance. Free action, one target within 60
HD) (web) feet. Will save or stunned 1d4 rounds;
dazed 1 round even on successful save!
Also deals 1d6 Intelligence damage on failed
save. Successful save protects for 24 hours.
Rime Sprite Su 3/day Cha Snow flurry. 100-ft range, single target, 1d4
(web) rounds. Reflex negates.
112
Troll, War Ex Con 1 round on successful hit with a claw attack
(WotC website, (29) or any weapon, possibly including ranged
MM III) weapons. Fort negates.
Incapacitate, Fear
Panicked for 1 round per caster level unless otherwise specified
Creature Type Limit CL Save Notes
Androsphinx Su 3/day Cha Roar. 500 feet, panic for 2d4 rounds. Will
negates, androsphinxes immune.
Subsequent roars have additional effects.
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. One
target. Will negates.
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. One
Mother (20HD) target. Will negates.
(Lords of
Madness p136)
Devil, Horned Su At will HD Cha 5-foot radius from self. Free action. Non-
devils only. Successful save protects for 24
hours.
Devil, Pit Fiend Su At will HD Cha 20-foot radius from self. Free action. Non-
(18 HD) devils only. Successful save protects for 24
hours.
Dragon, Bronze Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (17-21) category, max 50 feet for huge. No HD limit.
113
rds Will save or be compelled to do nothing but
flee the dragon for 1d6 rounds plus 1 round
per age category (max 1d6+7 rounds). Mind-
affecting compulsion but NOT a Fear effect.
Note: This is different from the usual
Panicked condition because the subject
doesn’t flee other sources of danger
encountered while fleeing.
Eladrin, Ghaele Su Gaze Cha 60-ft range. Non-evil creatures and evil
creatures with >5 HD must save or be
panicked for 2d10 rounds. Evil creatures with
5 or fewer HD are slain on failed saves and
suffer the fear effect even on a successful
save.
Gambol (MM2 Su At will Cha Fear Aura when howling. 100-ft radius.
p109) Creatures must make a Will save or be
panicked for 1d6+1 rounds. Successful
save protects for 24 hours.
Gloom (25 HD) Su Gaze 20 Cha No range limit. Creatures must save or be
(epic) panicked for 20 rounds.
Guardinal, Ex At will Cha Howl. 600-ft radius, does not affect celestials
Lupinal (MM2 and guardinals. Creatures up to 7 HD are
p43) panicked 4d6 rounds, 8 or more become
shaken. Will negates, protected for 24 hours
regardless of whether save is successful.
Moon Dog Su At will 12 Cha Bay. 80-ft radius, panicked, 12 rounds. Evil
(BoXD p179) creatures only. Successful save protects for
24 hours. Sonic, mind-affecting.
Satyr Su At will 10 Cha 60-foot radius, does not affect satyrs. Bring
Your Own Pipes! Will negates, successful
save protects against all effects from the
same set of pipes for 24 hours. Notably,
114
nothing says you can’t Bring 50 Sets Of Your
Own Pipes.
Shadow mastiff Su At will Cha 300-ft radius when barking or howling (free
action, as speech29). Panicked, 2d4 rounds.
Will negates, target cannot be affected for 24
hours regardless of whether it makes its save.
Sonic, mind-affecting fear effect.
Siabrie (18 HD) Su Gaze Cha Gaze of Ruin. 30 feet. Creatures failing a Will
(web) save collapse into despair and can do
nothing but sink to the ground and sob until
the siabrie leaves or turns off the gaze (a free
action). Also illuminates a 60-ft radius.
Incapacitate, Misc.
Creature Type Limit CL Save Notes
115
p52) least lasts the length of an encounter). Reflex
negates. Lingers 1d6 rounds, presumably
nauseating anyone who enters as well. Also
deals 10d6 unholy damage to Good-aligned
creatures, plus another 5d6 for each round
they spend in the vapor.
116
(20 HD) (MM2 (31), creatures that the Dread Linnorm lands on
p142) Str and deals 4d8+1½Str per round. Ref
(40) negates. Affects as many creatures as fit in
its space. Victims remain pinned until you
release them or they escape the grapple (+31
fixed grapple mods - good luck with that!).
Crush damage repeats each round during
pin. It looks like you do not need to devote
actions to maintaining the pin.
Rogue Eidolon Su 1 per Cha Blood Spray. Turn a target against its
(MM2 p180) 1d4 friends. Single target, 30-ft range. Target
rds attacks its nearest ally using the best tactics
and items available (but no spellcasting).
Lasts 3d6 rounds.
Spirrax (26 HD) Su At will HD Cha Indifference Aura. Automatic at the end of
117
(MM5 p166) your turn. All creatures within 180 feet
must make a Will save or be affected as if by
calm emotions. They can still move, but they
can’t take any hostile actions or move more
than double their speed each round. The
effect lasts as long as the creature is within
range or until you attack it. Successful save
protects for 24 hours.
Vermin Lord (25 Su At will Con Vermin Cloud. Nauseate any creature within
HD) (MM3 (22) 5 feet when you end a movement. Fort
p184) negates. Only noteworthy because it’s fairly
surgical.
Vitreous Drinker Su Gaze Cha Horrific Gaze. 60-ft range, creatures must
(undead) (MM4 make a Fort save or be nauseated for 1
p174) round.
Incapacitate, Paralysis
Creature Type Limit CL Save Notes
118
Trumpet Fort negates, sonic.
Beholderkin Su At will 12 Cha Eye ray. As hold monster. 150-ft range, free
Eye of the Deep action.
(LoM p138)
Beholderkin Su At will 14 Cha Eye ray. As hold monster. 180-ft range, free
Overseer (LoM action.
p139)
Dragon, Silver Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (17-21) category, max 50 feet for huge. 1d6 rounds
rds plus 1 per age category, max 1d6+7 rounds
at Mature Adult (25 HD). Fort negates.
Gauth (lesser Su At will 8 Cha Eye ray - 100-ft range. 2d10 minutes, Fort
beholder) negates.
Nightwalker (21 Su Gaze Cha 30-ft range. Fort negates, lasts 1d8 rounds.
HD) (undead) Mind-affecting fear effect. Target cannot be
affected again for 24 hours regardless of
whether it makes its save.
119
-or-
-or-
Con
Ooze, (30)
advanced huge
Gelatinous
Cube
Rast Su Gaze Cha 30-ft range. Fort negates, lasts 1d6 rounds.
Rejkar (MM3 Su Gaze Cha Freezing Gaze. 30-ft range. Fort negates,
p140) new save every round. Success protects for
24 hours.
Siege Beetle Ex On hit Str On successful Bite attack. 1d6 rounds, Fort
(20 HD) (MM5 (40), negates. Note that the sieged beetle is
p152) Con spec’d with Multiattack even though it doesn’t
(27) have feats. You also get free action bite
-or- attacks every round you hold a grappled foe,
-or- and your claws allow Improved Grab on a foe
Siege Beetle, of any size.
advanced Str
colossal (27 (48), Because the Constitution score is quite high,
HD) (MM5 Con this has one of the better save DCs for
p152) (31) Charisma-challenged shapechangers.
Spider Eater Ex On hit Con Injury poison from sting. No initial effect,
(21) secondary effect paralyzes for 1d8+5
120
weeks.
Incapacitate, Permanent
Creature Type Limit CL Save Notes
Archon, Owl Su 6/day HD Con Eye rays turn target to stone. 120-ft range.
(BoXD p159) (18) Fort negates.
Beholder Su At will 13 Cha Eye ray. Flesh to stone as the spell. 150-ft
range, free action. Fort negates.
Beholder Hive Su At will 20 Cha Eye ray. Flesh to stone as the spell. 240-ft
Mother (20HD) range, free action. Fort negates.
(Lords of
Madness p136)
121
Beholder Su 1 per 14 Cha Eye ray. Permanently freeze target in time
Overseer (LoM round as temporal stasis spell. Free action, 180-ft
p139) range. Fort negates.
122
of this - you’ll probably have to render your
target helpless somehow first. However, it
works against a target that’s immune to
petrification, and the vast majority of
permanent incapacitates are petrification.
Nishruu (MoF Su Speci Cha Touched spellcasters lose one spell slot per
p67) al round. Each time they do, they must make a
Will save or be affected by feeblemind.
Incapacitate, Sleep
Creature Type Limit CL Save Notes
Abeil Soldier Su At will HD Cha Drone. Beat wings to create a droning buzz
(MM2 p23) sound that puts creatures to sleep as the
sleep spell. 60-ft radius spread, Will
negates. No HD limit. Abeils are immune.
Beholder Su At will 13 Cha Eye ray - 150-ft range, free action. One
target, no HD limit. Will negates.
Beholder Hive Su At will 20 Cha Eye ray - 240-ft range, free action. One
Mother (20HD) target, no HD limit. Will negates.
(Lords of
Madness p136)
Dragon, Brass Su 1 per Con Breath weapon. Cone, 10 feet per size
1d4 (17-21) category, max 50 feet for huge. No HD limit.
rds 1d6 rounds plus 1 round per age category
123
(max 1d6+8 rounds). Will negates.
Guecubu (FC1 Su At will Cha Creature touched must make a Will save or
p41) fall asleep for 1 hour. Normal noise will not
wake the creature, but slapping or wounding
it will. Inferior to most options here but
mentioned because the Guecubu is naturally
invisible and incorporeal, making this a
superb stealth sleep option with very little risk
from failure.
Naga, Dark Ex Con Injury poison with sting attack. Causes 2d4
(14) minutes of nightmare-haunted sleep. No HD
limit.
Satyr Su At will 10 Cha 60-foot radius, does not affect satyrs. Bring
Your Own Pipes! Will negates, successful
save protects against all effects from the
same set of pipes for 24 hours. Notably,
nothing says you can’t Bring 50 Sets Of Your
Own Pipes. Unclear whether the standard HD
limit applies; the charm person effect hits
many creatures when the standard spell does
not, implying that the usual limits are
irrelevant.
124
Incapacitate, Spectacular
This block is reserved for incapacitating effects that are so good they merit a special shout-out.
In general these will be effects that not only completely prevent a target from acting
meaningfully but also create a significant detriment to the target’s allies. Confusion effects do
not quite qualify because there is still a chance for a target to act intentionally and meaningfully
to its allies advantage.
Creature Type Limit CL Save Notes
125
Incapacitate, Stun
Creature Type Limit CL Save Notes
Beholderkin Su 1 per Con Baleful flash: Free action, 60-ft cone. Blind
Eye of the round (18) for 2d6 rounds and stun for half of that.
Deep (LoM Fort save reduces blindness to dazzled and
p138) negates stunning.
Beholderkin Su 1 per Cha Eye ray. Free action, 180-ft range. 1d4
Overseer (LoM round rounds, Will negates.
p139)
As a single-target effect with short duration,
this would be unimpressive if not for the
impressive range, free action use that can be
used in conjunction with a bunch of other
amazing effects, and targeting Will instead of
Fort.
Brain Golem Su 1/min Cha Mind Blast. 60-ft cone, 3d4 rounds, Will
(FF p85) negates. Nice construct immunities.
Cranium Rat Su At will Cha Mind Blast. 60-ft cone, 3d4 rounds, Will
Swarm (FF negates. Nice swarm immunities.
p167)
126
per day. After being stunned, victims remain
shaken for 3d4 rounds. Mind-affecting.
Malastor (20 Su At will Cha Stunning Roar. The first time you take
HD) (MMV +6 damage each round you can roar as an
p100) immediate action. All creatures within a
30-ft radius are stunned for 1 round. Fort
negates.
Mosslord (20 Su 1/rd Cha Brainlance. Free action, one target within 60
HD) (web) feet. Will save or stunned 1d4 rounds;
dazed 1 round even on successful save!
Also deals 1d6 Intelligence damage on failed
127
save. Successful save protects for 24 hours.
Slaad, red Su 1/day Con 1d3 rounds, all non-slaadi creatures within
(17) 30 feet. Fort negates.
Incorporeality
Also etherealness because they perform very similar function despite being a little different
technically.
Creature Type Limit CL Save Notes
Blink Dog Su At will 8 Blink as the spell. Free action to start or end,
no per-round limit.
128
Kalaraq Quori Su Both base and swarm forms are incorporeal.
(18 HD) (SoS
p156)
Phoenix (20 Su At will Planar travel. A phoenix can enter and exit
HD) (MM2 the Ethereal Plane at will and navigate
p168) through it without error or risk. Not sure what
that means, but it sounds great!
129
Note that, by rules as written, creatures who
are not True Neutral take 1-2 negative levels
while wielding the concordant blade.
Initiative
Creature Type Limit CL Save Notes
130
All have 100-ft perfect flight and DR 10/-.
Above numbers include Improved Initiative
(which you get).
Invisibility, Greater
Creature Type Limit CL Save Notes
Gloom (25 HD) Su Not invisible, but constantly silent as per the
(epic) silence spell. Quiescence grants a +20 racial
bonus to Move Silently checks.
131
Hoary Steed Su HD Always active, cannot be suppressed.
(epic)
Memory Loss
# TODO move to incapacitate
Creature Type Limit CL Save Notes
Mind Blank
Creature Type Limit CL Save Notes
132
morale effects).
Minions!
Creature Type Limit CL Save Notes
Fiendwurm (24 Su 3/day Demonic Belch. Pulls 1d4 demons from the
HD) (MM2 p99) Abyss (Roll d%: 1-50 jovocs, 51-75 quasits,
76-100 vrocks). The demons cannot use any
summoning abilities until 1 hour after arriving,
but their transport is instantaneous.
133
you can control them.
134
this form. Your DM will may consider this an
Evil Act. You know, just a little.
135
raised because they are merely animated and
not actually undead. It may also be possible
for a necromancer to turn them into actual
undead, wresting control from you.
Plague Spewer Su 4/day Vomit forth a rat swarm. You don’t get any
(undead) (MM3 control over it, but it also doesn’t disappear
p125) after an hour like most minion options - it
seems to be real and permanent.
Ragewalker (22 Su 3+Cha ½ Cha Control Living Spells as an evil cleric rebukes
HD) (MM3 per day HD and controls undead. You have to find the
p132) living spells yourself.
136
p143)
Your zombies remain animated when you
change to a new form, but (per Assumptions)
you must be in this form to command them.
Note that, while you can only command
undead whose total Hit Dice do not exceed
your own, you may animate an unlimited
number if you just want to populate the world
with undead.
Ruin Chanter Su 1/week Call Ruin Elemental. 1-hour ritual with the
(20 HD) (MM5 side effect of conjuring a climate-appropriate
p132) storm for the duration. The called Ruin
Elemental serves you indefinitely until
destroyed. You can accumulate as many of
these as you like, so you might as well do this
weekly. Note that you probably won’t be able
to issue new commands except when in Ruin
Chanter form, but the elemental should keep
doing the last thing you ordered in the interim.
137
Action
30 Unless you’ve used this form’s breath weapon in the last day
138
some mass incapacitation up front and then
swallow-drain while they’re incapacitated.
(Garngrath is great for hoovering them up
quickly.)
Yak Folk (MM2 Su 1/day Summon and command an evil janni until the
p200) 2nd sunrise (never more than one at a time).
This is a really nice duration and gives you a
servant with flight, at will plane shift for
material/astral/elemental planes, and, for 1
hour per day, ethereal jaunt. Ask your DM if,
when performing tasks away from you, it
knows if you change form.
Miss Chance
Creature Type Limit CL Save Notes
139
or 27 HD) (MM3
p72)
Nondetection
Creature Type Limit CL Save Notes
Abomination, Su HD Continuous.
Marruspawn
(20HD)
(Sandstorm
p173)
Abomination, Ex HD Continuous.
Chichimec (27
HD) (epic)
Class
Gnome, Su levels Continuous.
Svirneblin
Planar Travel
Creature Type Limit CL Save Notes
Ether Scarab Su At will Planar rip. Make a hole between your current
(MM2 p94) plane and another suitable for bidirectional
travel by creatures up to Large size. Lasts
1d4+1 rounds. Presumably you get a random
location on the other plane, but the ability
140
doesn’t specify.
Phoenix (20 Su At will Planar travel. A phoenix can enter and exit
HD) (MM2 the Astral Plane at will and navigate through it
p168) without error or risk. This may mean immunity
to the effects of Astral Dreadnoughts.
Yak Folk (MM2 Su At will, Command Genie to get an evil janni to serve
p200) kinda you for 24-48 hours (second sunrise after
summoning). The janni can use plane shift
at will for the material, ethereal, and
elemental planes. Jann have no restriction
on bringing other creatures with them.
Possession
Creature Type Limit CL Save Notes
Effigy (27 HD) Su Touch Cha Infuse. Steal target’s body on successful
(MM2 p89) attack incorporeal touch attack. Will negates.
at will Target takes 2d6 fire damage and 2 negative
levels per round. Opposed Wisdom check
141
each round to maintain control.
Ghost (undead) Su At-will HD Cha No receptacle required, but must try to merge
(template, LA with target’s body, moving into its space (no
+5) attack of opportunity). Will negates.
Successful save protects for 24 hours.
Unclear what happens if you change form
again after possessing, but a second casting
of shapechange should affect the possessed
body - which you can combine with Death
Throes or a phoenix’s Immolate to great
effect. (Because shapechange already gives
you access to several save-or-die abilities as
well as plenty of blasting, this really isn’t as
broken as it sounds - it’s just really badass.
Don’t expect your DM to give you new
phoenixes as pets.)
Guecubu (FC1 Su At will Cha Sleeping humanoids and animals only. Can
p41) ride passively, communicate with host, or
control outright. Will negates. A successful
save doesn’t wake the target - they have no
idea that you even tried. Since you’re invisible
and incorporeal, just keep trying until it works.
While possessing a creature, you’re basically
invulnerable - any attack against the creature
harms it, not you.
Prevent Resurrection
Creature Type Limit CL Save Notes
142
entry for details).
Protective Aura
(double magic-circle against evil, lesser globe of invulnerability)
Creature Type Limit CL Save Notes
Angel (all) Su HD
Eladrin, Ghaele Su HD
143
Eladrin, Tulani Su HD
(18 HD) (BoXD
p171)
Guardinal, Su HD
Leonal
Random Goodness
This section is reserved for unique effects that are bad-ass, powerful, or otherwise noteworthy
but are too specific to fit in another reasonable category.
Creature Type Limit CL Save Notes
144
of the same. Will negates suggestion, Fort
save only prevents permanent level loss.
Comes with great disguises from Change
Shape.
Dwarf, Midgard Su 1/year 20 Wis Curse. As bestow curse but with unlimited
(Frostburn range! Not actually all that potent, but the
p124) unlimited range makes it pretty cool. Wisdom
is very buffable thanks to owl’s insight, so
druids and their friends can really rock out the
save DC for this. The target must have
wronged you in some way.
145
better ways to contribute to combat anyway),
but your feats may allow for some interesting
options, e.g. letting an ally pay her own damn
XP costs for crafting magic items.
Lilitu (FC1 p43) Su 1/day Cha Buff Charisma, saves, and weapons for
one ally, plus other nifty benefits
146
potent.
147
hit dice and uniqueness.
148
moving out of range (which would require
traveling 528 feet per round directly away
from the Siabrie anyway) ends the effect, but
it probably should.
Visilight (MM3 Su At will Eat others’ Charisma! When you pin a living
p186) creature, you can drain 1d6 points of
149
Charisma from it each round - and your
Charisma score increases by the same
amount. You can increase your Charisma to
arbitrarily high levels this way, limited only by
how much you can find to eat. The temporary
Charisma points fade at a rate of 1 per hour,
so use them wisely while you have them.
Random Mayhem
Creature Type Limit CL Save Notes
150
Behemoth Colossal size. Incubate anything.
Eagle (21 HD)
Eladrin, Firre Su Gaze Cha 60-foot radius. Creatures meeting the gaze
(BoXD p169) burst into flames, taking 2d6 fire damage
(no save), and must make a Fort save or be
blinded as blindness/deafness. Humanoid
form only.
151
p117)
152
speech (even though they rarely do so), so
you can use teleport to move rapidly beyond
reasonable seeking range if you want to leave
a whole village or castle or fortress disrupted
and incapacitated.
153
too high, because the victims will know
they’re trouble immediately if they fail the first
save after incubation and might take steps to
avoid spreading your plague further.
Rylkar Harridan Su Always Con Contaminate. Any food or drink that comes
(MM5 p136) active (24) within 20 feet is automatically rendered foul
and poisonous. The poison is moderately
potent (1d6 Con/1d6 Con), but the real point
is just how quickly you ruin huge stockpiles of
supplies. Great for sieges.
154
“Fleshwarp”.
● 19: Bonding - stick to target and auto-
succeed at grapple check. 4d6+Str
bludgeoning damage and a new Entropic
round on each subsequent successful grapple
check.
● 20: Absorption - target dies instantly and
leaves no trace of body. (Do not expect the
DM to let you gain the permanent Hit Die and
treat it as a new class level.)
1d20
● 1-4: Entangle and obscuring mist
● 5-8: Color spray and glitterdust
● 9-12: Stinking cloud and spike growth
● 13-14: Spike stones and cloudkill
● 15-16: Insect plague and mind fog
● 17-18: Acid fog and transmute rock to mud
● 19: Fire storm and reverse gravity
● 20: Earthquake and prismatic spray (roll
once for all affected creatures)
Rerolls
Creature Type Limit CL Save Notes
155
combine with foresight to change to this form
upon recognizing the danger and still
squeeze off this ability.
Temporal Su Con / Time Slip. Reroll any single die roll. Free
Drake (web) day action. Use whichever roll is better. Use
before determining success or failure.
156
p183) action to reverse the previous turn, try again.
Regeneration
See “Defense, Physical”
157
12. Can cast spells with verbal and somatic
components.
Skill Bonuses
Creature Type Limit CL Save Notes
158
Congratulations - you are now a legit expert
on all things.
Snatch
Creature Type Limit CL Save Notes
Roc (18 HD) Str Technically you don’t get feats with
(34) shapechange, but ask your DM if you can
have this for the cool factor. Be sure to point
out all of the incredibly game-breaking things
you aren’t doing while in Roc form. (This
seems like something that shouldn’t require a
feat anyway - every bird of prey does this as
a basic part of survival. The roc just happens
to be bigger.)
Sonic Immunity
See “Defense, magical”
159
Sound Imitation
Creature Type Limit CL Save Notes
Ahuizotl (FF Su At will Bluff Mimic voices with ease. Bluff check (not a
p14) save!) to deceive someone into believing
mimicry of a specific person’s voice.
Dragon, Blue Ex At will Cha Mimic any sound or voice it has heard. Will
(juvenile or save to detect.
older)
Kenku (MM3 Ex At will Bluff Mimic any familiar sound, voice, or accent.
p86) Duplicate a specific individual’s voice with a
Bluff check opposed by Sense Motive.
Assassin Vine Su At will 4 Wis Entangle. Free action to start or end! 30-ft
radius around self. You probably have to stay
in this form to maintain the effect.
160
Ethereal Su At will 9 Dex Dimensional anchor. No save, no SR. You
Slayer (MM2 (19) do still need to make a ranged touch attack.
p96)
Glitterfire (MM3 Su At will HD Cha Glitterdust. You must first Engulf the target,
p92) x2 which allows either a Reflex save to avoid or
an attack of opportunity against your horrid 14
AC, or hit with a slam attack, which at 13 Str
isn’t even worth trying. As usual, glitterdust
allows a Will save to avoid the blindness but
no save against the glitter.
Greenvise Su 2/day Acid fog. Death Fog replicates the spell with
(MM2 p120) the following changes:
● Speed is reduced to 1/10th normal
(instead of 5 ft)
● Area is a 60-ft radius, 40-ft high
cylinder (instead of 20 and 20)
● Acid damage is 3d8 instead of 2d6
● Duration is 3d6+1 rounds (instead of 1
round/level)
● Severe wind takes 1d2 rounds to
disperse (instead of 1 round)
● Imposes a -2 circumstance penalty on
melee attack and damage rolls
● A greenvise is immune to acid and is
not impeded by its own death fog and
can move and fight freely
31 Earthquake has fixed save DCs for all of its effects. This has nothing to do with the Goristro.
161
Guardinal, Su 3/day HD Cha Holy word. Roar. 60-ft cone. Deals extra
Leonal 2d6 sonic damage, Fort negates sonic
damage only.
Living Su At will HD Cha Blasphemy! You must first Engulf the target,
Blasphemy which allows either a Reflex save to avoid or
(MM3 p93) an attack of opportunity against your awful 17
AC, or hit with a slam attack, which at 17 Str
is barely worth trying.
162
When a moon dog howls, all evil creatures in
a 40-foot radius also take 1d4+1 points of
damage and suffer the fear effect from the
moon dog’s ordinary baying.
Night Twist Su HD Cha Gust of Wind. As the spell, except the range
(MM3 p110) is 120 feet instead of 60. Free action!
Razor Golem Su At will 15 Con Blade barrier. A razor golem can partially
(web) (-) duplicate the spell by separating itself into its
component razor discs as a full-round action.
The wall must be set vertically, but you can
move at half speed while in this mode.
Moving the wall through a creature’s space is
adjudicated as though the wall had been cast
in their space initially (Reflex negates).
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Note also that you can still be attacked in
razor wall form and that your damage
reduction is wholly bypassed by bludgeoning
weapons. Since you have a much larger
surface area in this form, you can be attacked
by an awful lot of creatures at once.
Shadow Spider Su At will HD Con Grease. Silk slick coats up to 100 square feet
(MM2 p184) (20) per round (full-round action). Functions as the
spell. Dries up and ceases to be slick when
the duration expires.
Spectral Rider Su At will 7 Phantom steed. As the spell, except you can
(MM5 p160) use it as a swift action. Unfortunately the
caster level is too low to get any of the special
features, but it still lets you create hundreds
of super-fast mounts for individual creatures.
Great for outfitting an army for a few hours.
Not much point in using it for just yourself
unless you want a mount after shapechange
expires.
Yugoloth Su At will HD Con Bestow curse as the spell. Poor save DC.
Corruptor of (17) Touching with melee weapons is sufficient to
Fate (MM4 inflict the curse.
p190)
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Spell Resistance
See “Defense, Magical”
Spell Turning/Counterspelling
Creature Type Limit CL Save Notes
165
Spellcasting
You generally do not get spellcasting from shapechange, but some creatures have it as an
Extraordinary or Supernatural ability, which you do get. I do not recommend using it (see
“Assumptions”). For prepared casting, you must still prepare spells, which takes 1 hour unless
stated otherwise. Spontaneous casting should just work - use the default list of spells known.
You should discuss with your DM how using spellcasting from multiple forms overlaps across
forms, particularly when the subsequent form has the same type of casting (even if it’s at a
different spellcasting level) as there are no rules for this. One semi-reasonable interpretation
would be to track spells per day for each type of casting and count slots prepared/used in any
form as occupying slots for the same type of casting in subsequent forms. If your DM isn’t
comfortable with this, just let it go - there’s plenty of other goodness to be had with
shapechange.
Creature Type Limit CL Save Notes
166
Warsoul (MM5 Spellbook required.
p87)
Telekinesis
Creature Type Limit CL Save Notes
Beholder Su 1 per 13 Cha Eye ray - 150-ft range, free action. Up to 325
round lbs. Will negates when targeting creatures.
Beholder Hive Su 1 per 20 Cha Eye ray - 240-ft range, free action. Up to 375
Mother (20 HD) round lbs. Will negates when targeting creatures.
(LoM p136)
Beholder Su 1 per 14 Cha Eye ray - 180-ft range, free action. Up to 350
Overseer (LoM round lbs. Will negates when targeting creatures.
p139)
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Large Sleight of Hand to lift an attended item
(Waterdeep without being noticed. Magic and attended
p134) items get a Will save to negate (Cha-based).
Guecubu (FC1 Su At will HD Cha Can use even while possessing another
p41) <21 creature. Thrown, non-weapon objects
always deal 2d6 damage regardless of
weight.
Telepathy
This might let you qualify for Mindsight - ask your DM!
Creature Type Limit CL Save Notes
168
Modron, Su 405 miles or 420 miles respectively, any
Secunus (18 language. Four hundred miles!
HD) or Tertius
(MotP WE p16- Unlike the Formian Queen, you don’t have to
17) be aware of your communicants.
Teleportation
Creature Type Limit CL Save Notes
Nerra, any (FF Su At will Mirror Jump. Super limited but not a
p127) teleportation effect because you move
through the Plane of Mirrors rather than the
Astral Plane. It still probably doesn’t work in
dimensionally locked areas, but it might let
you get around in areas that are warded
against teleportation specifically. Plus it’s kind
of cool.
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Essentially you can enter any mirror and then
immediately exit from another mirror less than
one mile away. There’s a 30% chance that
any given highly reflective surface (clear
glass, still water, or shiny polished metal) is
suitable for starting a jump, but there must be
a real mirror within range for you to exit -
otherwise you wander the Plane of Mirrors for
a bit and exit another random mirror when
you find one.
Tongues
Creature Type Limit CL Save Notes
Vorpal Weapon
Use these for an epic coup de grace.
Creature Type Limit CL Save Notes
170
throw hordes of demons and splatbooks at
you while you undergo the ritual. However,
the text does support an assertion that the
first axe is automatic and only if that axe is
destroyed must you make a new one.
Water Breathing
Creature Type Limit CL Save Notes
Wild Empathy
Creature Type Limit CL Save Notes
171