Dream Vestige (CR 16)

Huge Undead (Incorporeal)
Alignment: Always chaotic evil
Initiative: +9 (+5 Dex, +4 Improved Initiative); Senses: blindsight 120 ft., darkvision 60 ft., Listen +25, and Spot +25

AC: 31 (-2 size, +5 Dex, +18 deflection), touch 31, flat-footed 26
Hit Dice: 17d12 (110 hp); DR: 10/-
Fort +9, Ref +14, Will +19
Speed: Fly 40 ft. (perfect)
Space: 15 ft./20 ft.
Base Attack +8; Grapple +16
Attack: Tendril +15 melee touch
Full Attack: 4 tendrils +15 melee touch
Damage: Tendril 3d6 plus form consumption
Special Attacks/Actions: Desecrating aura, form consumption, frightful presence
Abilities: Str -, Dex 20, Con -, Int 18, Wis 20, Cha 20
Special Qualities: deflective aura, dream travel, incorporeal traits, inescapable craving, self spawn, SR 28, undead traits
Feats: Combat Reflexes; Great Fortitude; Iron Will; Improved Initiative; Lightning Reflexes; Weapon Finesse
Skills: Concentration +24, Diplomacy +6, Hide +16, Listen +25, Move Silently +24, Search +24, Sense Motive +25, Spellcraft +24, Spot +25, and Survival +5 (+7 following tracks)
Advancement: 18-25 HD (Huge); 26-51 HD (Gargantuan)
Climate/Terrain: Any
Organization: Solitary
Treasure/Possessions: Standard

Source: Libris Mortis

Desecrating Aura (Su): A dream vestige gives off a 20-foot-radius emanation of utter desecration, imbuing its surroundings with negative energy. This ability works much like a desecrate spell, except the vestige itself is treated as the shrine of an evil power. All undead within 20 feet of the dream vestige (including the creature itself) gain a +2 profane bonus on attack rolls, damage rolls, and saving throws, and +2 hit points per HD. (The dream vestige's Hit Dice, attack, and save entries given here already include these profane bonuses.) Charisma checks made to turn undead within this area take a -6 penalty.

A dream vestige's desecrating aura cannot be dispelled except by a dispel evil spell or similar effect. If the effect is dispelled, the dream vestige can resume it as a free action on its next turn. Its desecrating aura is suppressed if a dream vestige enters a consecrated or hallowed area, but the dream vestige's presence also suppresses the consecrated or hallowed effect for as long as it remains in the area.

Form Consumption (Su): Each touch by a dream vestige's tendril drains a portion of the victim's mind (though non- intelligent or mindless creatures are immune to a dream vestige's lascivious caresses). Each touch deals 1d4 points of Intelligence drain to the victim. When a dream vestige drains a victim's Intelligence, it gains 5 temporary hit points, no matter how many points it drains. Temporary hit points gained in this way last for up to 1 hour. Should a dream vestige ever acquire a number of temporary hit points equal to its full normal hit points, it self spawns (see below).

At the beginning of a dream vestige's subsequent action after a creature has been drained to 0 Intelligence, the victim's body is automatically engulfed and dissolved by the dream vestige, leaving nothing behind, nor even dust.

Frightful Presence (Su): A dream vestige can inspire terror by charging or attacking. Affected creatures must succeed on a DC 23 Will save or become shaken, remaining in that condition as long as they remain with 60 feet of the dream vestige. A creature that successfully saves cannot be affected by that dream vestige's frightful presence for 24 hours. The save DC is Charisma-based.

Deflective Aura (Su): A dream vestige is protected by a powerful aura of dream energy. This special aura increases its AC deflection bonus by 13 (in addition to its incorporeal deflection bonus of +5), which is already factored into the statistics above.

Dream Travel (Su): A dream vestige can pull itself fully into the world of dreams, leaving behind the waking world, as a standard action. For every minute the vestige moves through the dream region, it travels 5 miles in the waking world. A dream vestige can also use this ability to travel across planar borders, should it desire. A dream vestige always knows where it will come out in the waking world.

Inescapable Craving: A dream vestige has an inescapable craving for bodies, which it satisfies by using its form consumption ability.

Self Spawn (Ex): When a dream vestige gains a number of temporary hit points equal to its full normal hit point total, it self spawns, splitting into two identical dream vestiges, each with a number of hit points equal to the original dream vestige's full normal total.

A dream vestige uses its incorporeal tendrils to disrupt and crumble the minds and bodies of the living, seeking to draw ever more creatures into itself.

The original dream vestige was born from the nightmares of an entire city, as all of its citizens died in cursed sleep (a curse that some attribute to Orcus). Since then, that creature has spawned itself many times over.

A dream vestige is a hunter; it hunts for other creatures to incorporate into itself - mind and body, living or undead. Thus, even the undying have cause to fear a dream vestige, which preys on its own. It stalks prey on rooftops, behind walls, or under floors, unseen by its victims. A sudden visceral dread (its frightful presence ability) heralds the creature's arrival, at which time the whispers, moans, and lamenting of its subsumed victims becomes audibly apparent.

A dream vestige understands the languages of all those who have been integrated into it, which essentially means it knows all the most prevalent languages.

Incorporeal Subtype

Some creatures are incorporeal by nature, while others (such as those that become ghosts) can acquire the incorporeal subtype. An incorporeal creature has no physical body. It can be harmed only by other incorporeal creatures, magic weapons or creatures that strike as magic weapons, and spells, spell-like abilities, or supernatural abilities. It has immunity to all nonmagical attack forms. Even when hit by spells, including touch spells or magic weapons, it has a 50% chance to ignore any damage from a corporeal source (except for positive energy, negative energy, force effects such as magic missile, or attacks made with ghost touch weapons). Non-damaging spell attacks affect incorporeal creatures normally unless they require corporeal targets to function (such as the spell implosion) or they create a corporeal effect that incorporeal creatures would normally ignore (such as a web or wall of stone spell). Although it is not a magical attack, a hit with holy water has a 50% chance of affecting an incorporeal undead creature.

An incorporeal creature's natural weapons affect both in incorporeal and corporeal targets, and pass through (ignore) corporeal natural armor, armor, and shields, although deflection bonuses and force effects (such as mage armor) work normally against it. Attacks made by an incorporeal creature with a nonmagical melee weapon have no effect on corporeal targets, and any melee attack an incorporeal creature makes with a magic weapon against a corporeal target has a 50% miss chance except for attacks it makes with a ghost touch weapon, which are made normally (no miss chance).

Any equipment worn or carried by an incorporeal creature is also incorporeal as long as it remains in the creature's possession. An object that the creature relinquishes loses its incorporeal quality (and the creature loses the ability to manipulate the object). If an incorporeal creature uses a thrown weapon or a ranged weapon, the projectile becomes corporeal as soon as it is fired and can affect a corporeal target normally (no miss chance). Magic items possessed by an incorporeal creature work normally with respect to their effects on the creature or another target. Similarly, spells cast by an incorporeal creature affect corporeal creatures normally.

An incorporeal creature has no natural armor bonus but has a deflection bonus equal to its Charisma bonus (always at least +1, even if the creature's Charisma score does not normally provide a bonus).

An incorporeal creature can enter or pass through solid object but must remain adjacent to the object's exterior, and so cannot pass entirely through an object whose space is larger than its own. It can sense the presence of creatures or objects a square adjacent to its current location, but enemies have total concealment from an incorporeal creature that is inside an object. In order to see clearly and attack normally, a incorporeal creature must emerge. An incorporeal creature inside an object has total cover, but when it attacks a creature outside the object it only has cover, so a creature outside with a readied action could strike at it as it attacks. An incorporeal creature cannot pass through a force effect.

Incorporeal creatures pass through and operate in water as easily as they do in air. Incorporeal creatures cannot fall or take falling damage. Incorporeal creature cannot make trip or grapple attacks against corporeal creatures, nor can they be tripped or grappled by such creatures. In fact, they cannot take any physical action that would move or manipulate a corporeal being or its equipment, nor are they subject to such actions. Incorporeal creatures have no weight and do not set off traps that are triggered by weight.

An incorporeal creature moves silently and cannot be heard with Listen checks if it doesn't wish to be. It has no Strength score, so its Dexterity modifier applies to both its melee attacks and its ranged attacks. Non-visual senses, such as scent and blindsight, are either ineffective or only partly effective with regard to incorporeal creatures. Incorporeal creatures have an innate sense of direction and can move at full speed even when they cannot see.