Silthilar (CR 7)

Fine Aberration (Shapechanger and Swarm)
Alignment: Usually chaotic good
Initiative: +9 (+5 Dex, +4 Improved Initiative); Senses: low-light vision, Listen +13, and Spot +13
Languages: Silthilar and many other languages


AC: 23 (+8 size, +5 Dex), touch 23, flat-footed 18; or 23 (+5 Dex, +8 natural) in coalesced form
Hit Dice: 9d8+27 (67 hp)
Fort +6, Ref +8, Will +9
Speed: 20 ft., fly 40 ft. (perfect)
Space: 10 ft./- or 5 ft./5 ft. in coalesced form
Base Attack +6; Grapple -10
Attack: Swarm; in coalesced form, kukri +11 melee or spine +11 melee
Full Attack: Swarm; in coalesced form, 4 kukris +11 melee or 4 spines +11 melee
Damage: Swarm: 2d6 plus infestation; in coalesced form, kukris 1d4/18-20, spines 1d4 plus infestation
Special Attacks/Actions: Distraction, infestation, warp flesh
Abilities: Str 1 (10 in coalesced form), Dex -, Con -, Int -, Wis -, Cha -
Special Qualities: Coalesced form, immortality, immunity to disease, immunity to weapon damage, swarm traits
Feats: Ability Focus (warp flesh); Graft Flesh; Improved Initiative; Iron Will; Weapon Finesse
Skills: Concentration +15, Diplomacy +5, Heal +13, Knowledge (any one) +17, Knowledge (arcana) +17, Listen +13, Sense Motive +13, and Spot +13
Advancement: By character class
Climate/Terrain: Temperate forests
Organization: Solitary, gang (2-4 swarms), or colony (5-12 swarms)
Treasure: Standard

Source: Lords of Madness

Combat

A silthilar swarm's attacks depend on its current shape. As a swarm, it prefers to simply engulf enemies and scour away at exposed flesh, dealing 2d6 points of damage to any creature whose space it occupies at the end of its move. In its coalesced form, a silthilar attacks more conventionally; it can use its kukris or its spines with great finesse, although it can only bring four natural weapons to bear in a single round (either the four kukris or the four spines, but not some of each).

Distraction (Ex): Any living creature that begins its turn with a silthilar in swarm form in its square is nauseated for 1 round; a DC 17 Fortitude save negates the effect. Even with a successful save, spellcasting or concentrating on spells within the area of a swarm requires a Concentration check (DC 20 + spell level). Using skills requiring patience and concentration requires a DC 20 Concentration check. The save DC is Constitution-based.

Infestation (Su): A silthilar can infest any living creature it strikes with its claws or its swarm damage. A creature so struck must make a DC 17 Fortitude save or take 1d4 points of ability damage selected randomly from Strength, Dexterity, or Constitution. The save DC is Constitution-based.

Warp Flesh (Su): As a full-round action that provokes attacks of opportunity, a silthilar in swarm form can focus its attention on a single living creature that shares one of its squares. The target must make a DC 19 Fortitude save or be transformed into an entirely different creature. This effect is identical to polymorph any object (caster level 9th), except that it can only change a living creature into another living creature (see the Polymorph Any Object spell description). A silthilar does not deal normal swarm damage or cause distraction on a round in which it warps flesh. The save DC is Constitution-based.

Coalesced Form (Su): As a standard action that provokes attacks of opportunity, a silthilar can switch from its swarm form to its solid form. Retrieving its weapons from their extradimensional pockets is a free action that does not provoke attacks of opportunity. A silthilar does not regain lost hit points when it changes form. It can remain in either form as long as it likes.

In its coalesced form, a silthilar is treated as a Medium aberration with a space/reach of 5 feet/5 feet. It loses its +8 size bonus to its Armor Class and attack rolls, but gains a +8 natural armor bonus from the dense plates of hardened bone and chitin that cover its body. It retains the swarm subtype and all the traits associated with that swarm with the exception of its swarm attack and distraction ability. As a swarm of Fine creatures, it is not subject to extra damage from critical hits and retains its immunity to weapon damage. If a silthilar is struck with a physical attack, it must make a Concentration check (DC 10 + the number of points of damage dealt by the attack) or revert immediately to swarm form and be nauseated for 1d4 rounds.

Immortality (Ex): A silthilar does not age, nor can it be harmed by effects that cause magical aging.

Swarm Traits: A swarm has no clear front or back and no discernible anatomy, so it is not subject to extra damage from critical hits or flanking. A swarm composed of Fine creatures is immune to all weapon damage.

Reducing a swarm to 0 hit points or fewer causes the swarm to break up, though damage taken until that point does not degrade its ability to attack or resist attack. Swarms are never staggered or reduced to a dying state by damage. Also, they cannot be tripped, grappled, or bull rushed, and they cannot grapple another.

A swarm is immune to any spell or effect that targets a specific number of creatures (including single-target spells such as disintegrate), with the exception of mind-affecting spells and abilities if the swarm has an intelligence score and a hive mind. A swarm takes half again as much damage (+50%) from spells or effects that affect an area, such as splash weapons and many evocation spells.

Swarms made up of Diminutive or Fine creatures are susceptible to high winds such as that created by a gust of wind spell.

For the purpose of determining the effect of wind on a swarm, treat the swarm as a creature of the same size as its constituent creatures. Wind effects deal 1d6 points of nonlethal damage to a swarm per spell level (or Hit Die of the originating creature, in the case of effects such as an air elemental's whirlwind).

A swarm rendered unconscious by means of nonlethal damage becomes disorganized and dispersed, and does not re-form until its hit points exceed its nonlethal damage.

Shapechanger Subtype

A shapechanger has the supernatural ability to assume one or more alternate forms. Many magical effects allow some kind of shape shifting, and not every creature that can change shapes has the shapechanger subtype.

Traits: A shapechanger possesses the following traits (unless otherwise noted in a creature's entry).

Swarm Subtype

A swarm is a collection of Fine, Diminutive, or Tiny creatures that acts as a single creature. A swarm has the characteristics of its type, except as noted here. A swarm has a single pool of Hit Dice and hit points, a single initiative modifier, a single speed, and a single Armor Class. A swarm makes saving throws as a single creature.

A single swarm occupies a square (if it is made up of nonflying creatures) or a cube (of flying creatures) 10 feet on a side, but its reach is 0 feet, like its component creatures. In order to attack, it moves into an opponent's space, which provokes attacks of opportunity. It can occupy the same space as a creature of any size, since it crawls all over its prey. A swarm can move through squares occupied by enemies and vice versa without impediment, although the swarm provokes attacks of opportunity if it does so. A swarm can move through cracks or holes large enough for its component creatures.

A swarm of Tiny creatures consists of 300 nonflying creatures or 1,000 flying creatures. A swarm of Diminutive creatures consists of 1,500 nonflying creatures or 5,000 flying creatures. A swarm of Fine creatures consists of 10,000 creatures, whether they are flying or not. Swarms of nonflying creatures include many more creatures than could normally fit in a 10-foot square based on their normal space, because creatures in a swarm are packed tightly together and generally crawl over each other and their prey when moving or attacking. Larger swarms are represented by multiples of single swarms. (A swarm of 15,000 centipedes is ten centipede swarms, each swarm occupying a 10-foot square.) The area occupied by a large swarm is completely shapeable, though the swarm usually remains in contiguous squares.

Traits: A swarm has no clear front or back and no discernible anatomy, so it is not subject to critical hits or flanking. A swarm made up of Tiny creatures takes half damage from slashing and piercing weapons. A swarm composed of Fine or Diminutive creatures is immune to all weapon damage.

Reducing a swarm to 0 hit points or lower causes it to break up, though damage taken until that point does not degrade its ability to attack or resist attack. Swarms are never staggered or reduced to a dying state by damage. Also, they cannot be tripped, grappled, or bull rushed, and they cannot grapple an opponent.

A swarm is immune to any spell or effect that targets a specific number of creatures (including single-target spells such as disintegrate), with the exception of mind-affecting spells and abilities (charms, compulsions, phantasms, patterns, and morale effects) if the swarm has an Intelligence score and a hive mind. A swarm takes half again as much damage (+50%) from spells or effects that affect an area, such as splash weapons and many evocation spells.

Swarms made up of Diminutive or Fine creatures are susceptible to high winds such as that created by a gust of wind spell. For purposes of determining the effects of wind on a swarm, treat the swarm as a creature of the same size as its constituent creatures (see Winds, page 95 of the Dungeon Master's Guide). For example, a swarm of locusts (a swarm of Diminutive creatures) can be blown away by a severe wind. Wind effects deal 1d6 points of nonlethal damage to a swarm per spell level (or Hit Dice of the originating creature, in the case of effects such as an air elemental's whirlwind). A swarm rendered unconscious by means of nonlethal damage becomes disorganized and dispersed, and does not re-form until its hit points exceed its nonlethal damage.

Swarm Attack: Creatures with the swarm subtype don't make standard melee attacks. Instead, they deal automatic damage to any creature whose space they occupy at the end of their move, with no attack roll needed. Swarm attacks are not subject to a miss chance for concealment or cover. A swarm's statistics block has "swarm" in the Attack and Full Attack entries, with no attack bonus given. The amount of damage a swarm deals is based on its Hit Dice, as shown below.

Swarm HDSwarm Base Damage
1-51d6
6-102d6
11-153d6
16-204d6
21 or more5d6

A swarm's attacks are nonmagical, unless the swarm's description states otherwise. Damage reduction sufficient to reduce a swarm attack's damage to 0, being incorporeal, and other special abilities usually give a creature immunity (or at least resistance) to damage from a swarm. Some swarms also have acid, poison, blood drain, or other special attacks in addition to normal damage.

Swarms do not threaten creatures in their square, and do not make attacks of opportunity with their swarm attack. However, they distract foes whose squares they occupy, as described below.

Distraction (Ex): Any living creature vulnerable to a swarms damage that begins its turn with a swarm in its square is nauseated for 1 round; a Fortitude save (DC 10 + 1/2 swarm's HD + swarm's Con modifier; the exact DC is given in a swarm's description) negates the effect. Spellcasting or concentrating on spells within the area of a swarm requires a Concentration check (DC 20 + spell level). Using skills that involve patience and concentration requires a DC 20 Concentration check.