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by Jamie Baty

AC9 86
Medium Undead (Aquatic)
Hit Dice: 8d12 (52 hp)
Initiative: +2 (+2 Dex)
Speed: swim 40 ft. (8 squares)
Armour Class: 18 (+2 Dex, +6 natural), touch 12, flat-footed 16
Base Attack/Grapple: +4/+4
Attack: Spine sweep +6 melee (1d2 + energy drain)
Full Attack: Spine sweep +6 melee (1d2 +energy drain)
Space/Reach: 5 ft. /5 ft.
Special Attacks: Energy drain
Special Qualities: Darkvision 60ft., deadly illusion, DR 10/magic, ESP, spell immunity, tremorsense, undead traits
Saves: Fort +2, Ref +4, Will +8
Abilities: Str 10, Dex 15, Con -, Int 14, Wis 15, Cha 18
Skills: Bluff +15, Disguise +15, Hide +2*, Listen +13, Search +8, Spot +13, Survival +7, Swim +19
Feats: Blind Fighting, Swim-by Attack, Weapon Finesse
Environment: Any aquatic
Organisation: Solitary, or Coven (2-5)
Challenge Rating: 6
Treasure: Standard
Alignment: Always chaotic evil
Advancement: 9-16 HD (Medium); 17-24 HD (Large)
Level Adjustment: -

Phygorax are beautiful but very rare, undead fish, averaging 6 feet in length. They live deep under the sea where little light penetrates. They have two dozen sharp spines along their backs that spread out like a deadly fan.. The touch of one of these spines will drain one level of life energy, but the creature does not usually attack with them.
Phygorax have the natural abilities of ESP and full (affecting all normal senses) illusions. The creature reads the thoughts of those nearby, picks a victim, and then creates an attractive illusion. The usual result is that the victim touches some part of the illusion, which, is actually a spine. The victim will realise that the drain has occurred, but the illusion will not be dispelled by the touch, as the phygorax will have the illusion react accordingly. The creature normally feeds on small fish, which are killed instantly by the phygorax's touch.

Phygorax try to avoid combat if at all possible, staying disguised and feeding off of weak creatures that are instantly killed by touching its illusion. If its illusion is pierced and the phygorax is attacked, it will try to sweep its spines across its foes. If overmatched or severely wounded, it will flee.

Energy Drain (Su): This attack saps a living opponent's vital energy and happens automatically whenever a victim touches a phygorax spine. Each successful energy drain bestows one negative level. A phygorax gains 5 temporary hit points (10 on a critical hit) for each negative level it bestows on an opponent. These temporary hit points last for a maximum of 1 hour. An affected opponent takes a -1 penalty on all skill checks and ability checks, attack rolls, and saving throws, and loses one effective level or Hit Die (whenever level is used in a die roll or calculation) for each negative level. A spellcaster loses one spell slot of the highest level of spells she can cast and (if applicable) one prepared spell of that level; this loss persists until the negative level is removed. Negative levels remain until 24 hours have passed or until they are removed with a spell, such as restoration. If a negative level is not removed before 24 hours have passed, the affected creature must attempt a Fortitude save (DC 18, Cha based). On a success, the negative level goes away with no harm to the creature. On a failure, the negative level goes away, but the creature's level is also reduced by one. A separate saving throw is required for each negative level.
Any human or humanoid creature totally drained of life by a phygorax will become one in 1-6 days.

Damage Reduction (Su): A phygorax has damage reduction 10/magic.

Deadly Illusion (Su): A phygorax creates a powerful and alluring illusion to hide its true nature and to entice victims to touch one its disguised spines. Any creature within 15ft of the phygorax succeeding in a Will save vs DC 20 (Cha based, +2 racial bonus) will immediately see through the illusion. At the DM's discretion, the results of a phygorax Disguise/Bluff check and a victim's Sense Motive/Spot check may add bonuses/penalties to the save DC. A character that fails the save by 10 or more will automatically touch the illusion. Any creature touching the illusion will be energy drained, but that will not dispel the illusion.
Creating a Deadly Illusion is a full-round action. Maintaining the illusion is a move-equivalent action for the phygorax.

ESP (Su): A phygorax has ESP which enables it to read the thoughts of, but not communicate with, any creature within 60ft. Any creature aware that the phygorax is reading its mind is allowed a Will save vs DC 18 (Cha based) to prevent their mind from being read. Those unaware do not receive a saving throw. The use of this ability is a free action.

Spell Immunity (Ex): The phygorax is immune to spells lower than 4th level.

Tremorsense (Ex): A phygorax is sensitive to vibrations in the water and can automatically pinpoint the location of anything moving in water within 120ft.

Skills: A phygorax has a +8 racial bonus on any Swim check to perform some special action or avoid a hazard. It can always choose to take 10 on a Swim check, even if distracted or endangered. It can use the run action while swimming, provided it swims in a straight line. *A phygorax receives a +8 bonus to all Hide checks made in the depths of the sea, provided it is not currently using its Deadly Illusion ability.

Undead Traits: Immune to mind-influencing effects, poison, sleep, paralysis, stunning, disease, death effects, necromantic effects, and any effect that requires a fortitude save unless it also works on objects. Not subject to critical hits, subdual damage, ability damage, ability drain, energy drain, or death from massive damage. It cannot be raised, and resurrection works only if it is willing. The creature has darkvision 60 ft. unless otherwise noted.