The Flesh (5e Subclass)

The Flesh

Warlock Subclass

“	Slice and dice, stir and drop, A man is but a meat, Stir and beat, and pray don't stop [for] The Flesh is here to eat.	”
—Obscure nursery rhyme, source unknown. Discovered from an abandoned copy of The Planeswalker's Guide to the Multiverse

The Flesh remember when they were mortal. They were innocent. They were unwitting. And most importantly, they were alive. Not like as a horrendously deformed blob of meat and skin like they are now.

The Flesh remember the last of their time, each of which separate yet disturbingly similar. Chants. Drum rolls. Bonfires. People wearing funny clothes and speaking funny languages. The daggers, cutting through their once-mortal skin. The fire, burning through the bones. The pain. The sorrow. The anger.

The Flesh think. There are so many of them within the Flesh. Some of the Flesh are smart, brilliant, and cunning. Some others of the Flesh is dim and unwitted. Few of the Flesh do not even know why they are here, or for that matter, what they are. Many minds and thoughts that are all the Flesh think of a single thing. A thing that the Flesh must have. A thing that the Flesh must get.

More flesh for the Flesh.

Your patron is a congealation of flesh, bones, and blood, from an extensive practice of human and animal sacrifice from every corner of the multiverse. Writhing and squirming in an abandoned demiplane, the Flesh cares its warlocks as much as it cares about a thick slice of meat. The Flesh wants nothing more than another piece of flesh to be added to itself, but being a conceptual meatball is, surprisingly enough, not a laughing matter. For starters, you do not get eaten by your meatballs.

Expanded Spell List

The Flesh lets you choose from an expanded list of spells when you learn a warlock spell. The following spells are added to the warlock spell list for you.

Spell Level	Spells
1st	inflict wounds, speak with animals
2nd	blindness/deafness, enlarge/reduce
3rd	meld into stone, stinking cloud
4th	polymorph, stoneskin
5th	contagion, destructive wave*

The chosen damage from this spell can only be necrotic.*

Embrace of the Flesh

Starting at 1st level, the Flesh can contact other creatures and objects outside its demiplane through your grasp.

• Assimilating Grasp. As an action, you can touch a hostile creature that is not a construct or undead to temporarily merge its flesh with yours, devouring its body in the process. Make a melee spell attack against the creature. On a hit, the target takes 1d10 necrotic damage, and you regain hit points equal to half the damage you dealt with this feature.

The damage increases to 2d10 at 5th level, 3d10 at 11th level, and 4d10 at 17th level.

• Osmotic Touch. As an action, you can touch a friendly creature that is not a construct or undead to temporarily merge its flesh with yours, transferring your bodily fluid and vigor to its body in the process. If you do this, you may take bludgeoning damage up to five times your warlock level. This damage ignores resistance and immunity. The target regains hit points equal to the damage you took. Once a creature regains hit points with this feature, it cannot do so until it takes a long rest.

Pact Boon: Pact of Leech

At 3rd level, a character dedicated to the Flesh can select this option instead of one of the warlock's pre-existing Pact Boon options.

The Flesh grants you a portion of itself, a tiny, squirming ball of raw meat and minuscule bones, known as the leech. The leech is then merged into one of your hands (you choose which side) and remains dormant, until you lay your hand on an unsuspicious creature that is not construct or undead, whereupon it moves from your hand and seeds itself onto the creature. If the creature is hostile toward you, or knows your intention, you must hit the target with a melee spell attack.

While the seeded creature is on the same plane of existence as you, you are aware of its location. You can also use an action to hijack its nerves, allowing you to perceive through its senses. While perceiving through the seeded creature's senses, you benefit from any special senses possessed by it, and you are blinded and deafened to your own surroundings. You must concentrate on the hijack as if concentrating on a spell to gain this benefit.

Additionally, as an action, you can touch the seeded creature to retrieve the leech, which rips through its body as it jumps from the creature's body into your hand, where it merges with you instantly. If you do this, the creature must succeed on a Constitution saving throw against your warlock spell save DC. The creature takes 4d10 necrotic damage on a failed save, or half as much damage on a successful save. If the creature fails the save, you regain hit points equal to the damage it took. You can use a bonus action to drag the leech out of the seeded creature's body which does not harm the creature but kills the leech. Any spell that targets the self or has a range of touch can be cast on the creature hosting the leech.

The leech is a portion of the Flesh, but being a physical ball of flesh, it can be killed and destroyed. If the leech is destroyed or you lose your leech, you can perform a 1-hour ritual to receive another leech from the Flesh. The ritual can be performed during a short or long rest, and it destroys the previous leech. The leech bursts into a pool of blood when you die.

Cancerous Resilience

Starting at 6th level, your body begins to be replaced by the flesh from the Flesh, converting your skin into sickening tumors. It is an unsettling sight at best, but it comes with a benefit of abnormal speed of metabolism and regeneration; you regain 1d8 points of health every round.

In addition, whenever you start your turn and you are either blinded, deafened, paralyzed, or poisoned, you can choose to end that condition. If you are afflicted by two or more conditions at the same time, you can choose to end only condition per round. You can use this feature a number of times equal to your Charisma modifier (a minimum of once). You regain all expended uses when you take a long rest.

Eldritch Biofeedback

Starting at 10th level, a majority of your body is replaced with the flesh from the Flesh, which feeds off a certain magical power to temporarily boost its multiplying process. You gain immunity to necrotic damage, instead restoring hit points equal to the damage dealt. Similarly, the virulence of the Flesh's infection means that your necrotic damage ignores resistance.

Form of the Flesh

Starting at 14th level, as an action, you can channel the aspect of the Flesh unto your body, transforming yourself into a hulking abomination with excessive mounds of flesh mangled throughout your figure. When you are in this form, you gain the following features:

• Your size doubles in all dimensions, and your weight is multiplied by eight. Your size is increased by one category. The other effects of this increase in size work similarly to the Enlarge spell.
• Your features become crude and bloated, and everything you were wearing and carrying is buried under the immense mounds of flesh you have gained. You cannot speak, cast spells, or use items, including weapons and armors, other than your natural weapons and armor.
• You gain newly-disfigured limbs in which you are proficient. These limbs are melee weapons that deal 1d12 bludgeoning damage, count as magical, and can apply Assimilating Grasp as a melee spell attack, adding their regular weapon damage. You can use your Charisma modifier for the attack and damage rolls, and you have advantage on the attack roll. You can make a second attack with your limbs as a bonus action.
• Your skin becomes thick enough to work as an armor. You are considered not wearing armor, and you can choose to have your Armor Class equal to 10 plus your Dexterity modifier + your Constitution modifier as opposed to your regular unarmored AC. Additionally, you gain resistance to bludgeoning, piercing, and slashing damage from nonmagical weapons.

This feature last for 1 minute or until you die. You can revert to your original shape as a bonus action. Once you use this feature, you must finish a long rest before you can use it again.

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Unique Eldritch Invocations

Absorb Artifact (Prerequisite: The Flesh Patron)

The Flesh's mass within you allows you to siphon power from magical items you absorb into your flesh's inter-dimensional space. As an action, you can absorb a single wielded magical item, such as wand, rod, or weapon, into your flesh and have it augment both your magic and unarmed strikes. As long as that item provides an enhancement bonus, you can add that bonus to your spell attacks, spell DCs, and your unarmed strike and damage rolls, no matter what the item's original enhancement.

Your flesh adapts to the absorbed item, amalgamating with it and exerting properties similar to it. Your unarmed strikes deal 1d4 + your Strength modifier force damage and take on the properties of your absorbed item (i.e.. cold iron if it is a cold iron weapon). You can still use the special abilities of that item as if you were wielding it, and on-hit abilities are activated by your unarmed strikes. You can absorb only one item in this manner at a time. You can remove the item from your flesh as an action, and, if you die, the item is ejected from your body and drops at your feet.

Adaptive Tissues (Prerequisite: The Flesh Patron, 5th level)

Your skin is constantly shifting and changing, reacting with a mind of its own to potential threats and bubbling over potential obstacles, making you difficult to pin down. You ignore difficult terrain, have advantage on all checks made to escape from being grappled, manacles, or rope bindings, and have advantage on saving throws against being paralyzed. Being underwater imposes no penalties on your natural movement or attacks, but wielded weapons are effected as normal.

Thrall of the Leech (Prerequisite: The Flesh Patron, Pact of the Leech, 5th level)

Your Leech can tunnel into the brains of those you have infected to probe their minds and exert your control over them. You can telepathically communicate with creatures infected by your leech so long as both of you are on the same plane. Additionally, you can apply one of the following effects to a creature infected by your leech, depending on your level, using your spell DC for its saving throws:

• At 5th level, you can apply the effects of charm person

• At 9th level, you can apply the effects of charm monster

• At 13th level, you can apply the effects of dominate person

• At 20th level, you can apply the effects of dominate monster

You may do so again after finishing a long rest.

Thrall of the Leech is not a spell and does not use a warlock spell slot, though the affected creature still makes their Wisdom saving throw as normal. On any successful save, the leech is destroyed and the effect ends. Additionally, if you retrieve your leech from the affected creature, you can also choose to instead rip it from their skull, dealing damage as usual and knocking the host unconscious for 1 minute. A successful Constitution saving throw halves these effects.

Tomb of Flesh (Prerequisite: The Flesh Patron, 15th level)

You cast the clone spell requiring no components. However, you can only target yourself, you use up all warlock spell slots you have remaining, and it has an 8 hour cast time. After removing one cubic inch of your flesh, a writhing, fleshy cocoon surrounds it and begins cloning your replacement body. Destroying the cocoon will stop the spell and everything will quickly desiccate to an unrecognizable dust. The cocoon has AC 18, 40 hit points, and resistance to bludgeoning, piercing, and slashing damage from nonmagical attacks. The cocoon regenerates 1d8 hit points at the start of each of it's turns.

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