Living Spell, Beastmaker (3.5e Creature)

Living Spell, Beastmaker

Beastmaker

CR 11

	N Large Ooze
Init/Senses	+1/Listen +1, Spot +1
AC	15, touch 15, flat-footed 14 (-1 size, +5 deflection)
hp	72 (12 HD)
Immune	Critical hits, flanking, paralysis, poison, polymorph, sleep effects, stunning.
Fort/Ref/Will	+11/+10/+10
Speed	20 ft. (4 squares)
Melee	Slam +11 melee (1d6+3 plus either engulf or baleful polymorph)
Space/Reach	5 ft./5 ft.
Base Atk/Grp	+9/+15
Abilities	Str 15, Dex 12, Con 15, Int -, Wis 12, Cha 15
SQ	Blind, blindsight 60 ft., damage reduction 10/magic, ooze traits, spell resistance 14
Feats	-
Skills	-
Advancement	—
Possessions	-
Engulf (Ex)	A beastmaker can flow around creatures that fit within its space as a standard action. It cannot make a slam attack during a round in which it engulfs. The beastmaker merely has to move over the opponents, affecting as many as it can cover. Opponents can make attacks of opportunity against the beastmaker, but if they do so they are not entitled to a saving throw. Those who do not attempt attacks of opportunity must succeed on a Reflex saving throw (DC 17) or be engulfed; on a success, they are pushed back or aside (opponent's choice) as the beastmaker moves forward. Engulfed creatures are subject to the full normal effect of the beastmaker's baleful polymorph ability each round on the beastmaker turn, and are considered to be grappled.
Baleful Polymorph (Su)	A creature hit by a beastmaker's slam attack or engulfed by it must make a Fortitude save (DC 17) or be physically changed into a Small or smaller animal of no more than 1 HD (such as a dog, lizard, monkey, or toad). The subject takes on all the statistics and special abilities of an average member of the new form in place of its own except as follows: The creature retains its own alignment (and personality, within the limits of the new form’s ability scores). The creature retains its own hit points. The creature is treated as having its normal Hit Dice for purpose of adjudicating effects based on HD, such as the sleep spell, though it uses the new form’s base attack bonus, base save bonuses, and all other statistics derived from Hit Dice. The creature also retains the ability to understand (but not to speak) the languages it understood in its original form. It can write in the languages it understands, but the form is only capable of writing in some manner (such as drawing in the dirt with a paw). With those exceptions, the target’s normal game statistics are replaced by those of the new form. The target loses all the special abilities it had in its normal form, including its class features. All items worn or carried by the subject fall to the ground at its feet, even if they could be worn or carried by the new form. If the new form would prove fatal to the creature (for example, if you polymorphed a landbound target into a fish, or an airborne target into a toad), the subject gets a +4 bonus on the save. If the subject remains in the new form for 24 consecutive hours, it must attempt a Will save (DC 17). If this save fails, it loses its ability to understand language, as well as all other memories of its previous form, and its Hit Dice and hit points change to match an average creature of its new form. These abilities and statistics return to normal if the effect is later ended. The effect is functionally permanent, though it can be ended by a spell or ability which would be able to dismiss the spell baleful polymorph.

A forest-green cloud rolls toward you, its churning form seemingly comprised of a mass of animal shapes.

A beastmaker is a living version of the spell baleful polymorph, which can be found in the Player's Handbook.

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