Necrolith (3.5e Creature)

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Size/Type: Colossal Undead (Incorporeal)
Hit Dice: 80d12+1,280 (1,800 hp)
Initiative: +13
Speed: Fly 150 ft. (good)
Armor Class: 58 (-8 size, +9 Dex, +22 deflection, +15 insight, +10 profane), touch 58, flat-footed 49
Base Attack/Grapple: +40/—
Attack: Incorporeal touch +42 melee (energy drain)
Full Attack: 2 Incorporeal touches +42 melee (energy drain)
Space/Reach: 30 ft./30 ft. (60 ft. with cloak)
Special Attacks: Energy drain, lord of the dead, necrolith's cloak, spell-like abilities, summon nightshade
Special Qualities: Incorporeal undead traits, DR 30/epic and good, regeneration 30, spell resistance 50
Saves: Fort +36, Ref +45, Will +65
Abilities: Str —, Dex 28, Con —, Int 37, Wis 37, Cha 54
Skills: Appraise +53, Bluff +62, Concentration +105, Decipher Script +53, Disguise +102, Diplomacy +62, Gather Information +62, Hide +33*, Intimidate +62, Knowledge (all ten) +56, Listen +56, Move Silently +49, Search +56, Sense Motive +53, Spellcraft +109, Spot +43, Survival +40, Tumble +40
Feats: Epic Skill Focus (Spellcraft), Epic Spell Focus (necromancy), Epic Toughness (×16), Greater Spell Focus (necromancy), Improved Initiative, Weapon Focus (incorporeal touch), Skill Focus (Spellcraft), Spell Focus (necromancy)
Environment: Any
Organization: Solitary
Challenge Rating: 36
Treasure: None
Alignment: Always neutral evil
Advancement: 81-120 HD (Colossal)
Level Adjustment:

A massive, vaguely humanoid shape wreathed in an impossibly large, ever-folding cloak that stretches the sky and corrupts it with its smoky darkness, hovers within the void before you. Its form seems as though it reaches to the heavens itself, and renders them dry and lifeless.

Necroliths are monstrous-looking incorporeal undead that are believed to be the ethereal dead husks of former deities that were consumed completely and utterly. They retain a basic humanoid form with two arms and legs and stand about 60 feet tall, with a massive cloak of dark ethereal substance fanning out far from its form, rolling menacingly over the ground for many yards out.


Necroliths prefer to rely on the effects of their cloaks and their spell-like abilities before closing in on their prey.

Energy Drain (Su): A necrolith's Incorporeal touch attacks create an energy drain effect when they hit. They bestow 2d4 negative levels on the target, and the necrolith gains 5 temporary hit points for every level it drains. Whenever a creature is killed by a necrolith's energy drain, its corrupted life force animates in the shape of an incorporeal undead, depending on the victims original HD (shadow for 1-4 HD, wraith for 5-9 HD, greater shadow for 10-14 HD, dread wraith for 15 or more HD. The dread wraith's advanced HD equals the former HD of the victim that it came from. Any undead so created has +10 turn resistance.

Lord of the Dead (Su): A necrolith can command almost any undead creature within 200 feet of it as a free action. Undead of up to 40 HD are automatically commanded, whereas undead with 41 or more HD are allowed a DC 72 Will save to resist being commanded. Undead creatures with class levels get a +20 circumstance bonus on this save. A necrolith cannot control any undead with more HD than itself. Undead with turn resistance add this number to their effective HD for being commanded through this ability.

Necrolith's Cloak (Su): The massive ethereal cloak that covers the form of a necrolith extends its reach to 60 ft., and bestows it many benefits and powers. It allows the necrolith to use its incorporeal touch attacks to any creature within this extended range. The area enveloped by a necrolith's cloak is treated as under the effects of a constant unhallow effect, giving any attempt at turning undead a -10 penalty. The necrolith's cloak grants any undead within 60 ft. (including the necrolith itself) a +10 profane bonus to AC, attack and damage rolls, saves and hit points per HD (The necrolith's AC, Hit Dice, attack, and save entries given here include these profane bonuses). The area contained by the necrolith's cloak also automatically heightens any necromancy spell or spell with the Death or Evil descriptor cast within it by 4 levels, as if by the Heighten Spell metamagic feat. This ability can heighten the effective level of a spell beyond 9th level. The spell DCs displayed below include this heightened spell bonus.

Regeneration (Ex): Weapons that are both good and epic deal normal damage to a necrolith, as do spells with the good descriptor, and effects that channel positive energy, like certain alternate usages of undead turning.

Spell-Like Abilities: At will—blasphemy, create greater undead, destruction (DC 46), desecrate, dispel good (DC 44), energy drain (DC 48), finger of death (DC 46), horrid wilting (DC 47), wail of the banshee (DC 48), waves of exhaustion (DC 46); 1/day—shadow asgard (DC 54). Caster level 40th.

Summon Nightshade (Sp): Once per day, a necrolith can summon 2d8 nightwings, 2d4 nightwalkers, or 1d4+1 nightcrawlers. This ability is equivalent to an epic (10th level) spell.

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