Neshmaal

*This semi-transparent mass of convulsively roiling tentacles and whiplike tendrils hovers in the air, giving off an aura of dark, alien menace.*

**Neshmaal CR 12**

**XP** 19,200

CE Large outsider (extraplanar, incorporeal)

**Init** +11; **Senses** darkvision 60 ft.; Perception +18

**Aura** alien dread (20 ft., DC 23)

**DEFENSE**

**AC** 24, touch 24, flat-footed 16 (+7 deflection, +7 Dex, +1 dodge, –1 size)

**hp** 149 (13d10+78)

**Fort** +14, **Ref** +11, **Will** +12

**Defensive Abilities** incorporeal; **Immune** cold; **Resist** electricity 10, fire 10; **SR** 23

**Weaknesses** vulnerable to sonic

**OFFENSE**

**Speed** fly 50 ft. (perfect)

**Melee** 3 tendrils +20 (2d8/19–20 plus energy drain)

**Space** 10 ft., **Reach** 10 ft.

**Special Attacks** energy drain (1 level, DC 23), kiss of the void

**Spell-Like Abilities** (CL 14th; concentration +21)

Constant--*endure elements*

3/day--*confusion* (DC 21), *control summoned creature*UM (DC 21)

1/day--*dominate person* (DC 22)

**STATISTICS**

**Str** —, **Dex** 25, **Con** 22, **Int** 9, **Wis** 15, **Cha** 24

**Base Atk** +13; **CMB** +21; **CMD** 39

**Feats** Dodge, Flyby Attack, Hover, Improved Critical (tendrils), Improved Initiative, Iron Will, Weapon Focus (tendrils)

**Skills** Fly +20, Intimidate +20, Knowledge (planes) +10, Perception +18, Sense Motive +10, Stealth +19, Survival +9

**Languages** Aklo; telepathy 20 ft.

**SQ** no breath

**SPECIAL ABILITIES**

**Aura of Alien Dread (Su)**

A neshmaal’s presence is deeply disturbing. Any creature that comes within 20 feet of a neshmaal must succeed at a DC 23 Will save or become shaken for 2d4 rounds. If a creature is within the auras of multiple neshmaals, only a single save is required, but the save DC increases by 2 for each additional neshmaal (for example, the presence of two neshmaals increases the usual save DC to 25). Arcane spellcasters are especially vulnerable to this aura. The DC to cast spells defensively within the aura increases by 4, and the neshmaal can make an attack of opportunity against an arcane caster who fails to cast defensively. This secondary effect occurs even if the arcane caster succeeded at her save against the shaken condition. Once a creature is exposed to a neshmaal’s aura, it is immune to this effect for 24 hours. This is a mind-affecting fear effect, and the save DC is Constitution-based.

**Dominate Person (Sp)**

A neshmaal can dominate only one target at a time when using its *dominate person* spell-like ability. If a neshmaal uses its *dominate person* spell-like ability on a new target while already dominating another creature, the previous target is immediately released from the neshmaal’s control. This occurs whether or not the new attempt is successful.

**Kiss of the Void (Su)**

Three times per day, a neshmaal may forgo using energy drain on one of its three tendril attacks in a round and instead imbue the touch with the icy coldness of deep space. This attack deals an additional 6d6 points of cold damage and paralyzes the target for 1d4–1 rounds. A successful DC 23 Fortitude save halves the damage and negates the paralysis. The save DC is Charisma-based.

**Vulnerability to Sonic (Su)**

Neshmaals are native to the noiseless void of deep space or their own alien dimension and, as a result, are especially vulnerable to sonic damage. Magical attacks that cause sonic damage bypass the neshmaal’s spell resistance, and they take half again as much damage (+50%) on a failed save (normal full damage on a successful save). If a neshmaal fails a saving throw against an effect that deals sonic damage, it has a 25% chance of being stunned for 1 round.

**ECOLOGY**

**Environment** any

**Organization** solitary, pair, or congregation (3–6)

**Treasure** none

The vast, dark spaces between the stars hold horrors aplenty, skulking in the unholy blackness with their aberrant desires and unspeakable appetites. Some of these beings exist simultaneously in two worlds, half in the emptiness of space and half in some other dimension of which mortals dare not even dream. The neshmaals are such a race, aliens of such inscrutable malice and hunger that even most other denizens of the darkness avoid them. These strange beings view the humanoids populating the universe as either cattle to eat or playthings to manipulate like marionettes.

A neshmaal’s body is formed of a tangle of writhing tentacles that is roughly 9 feet across. As they are incorporeal outside of their home dimension, the creatures have no weight.

Neshmaals are incorporeal in the Material Plane. They may be corporeal in their own dimension, but no one has journeyed there and returned to verify this. In the Material Plane, neshmaals spend most of their time in the empty darkness of deep space, where extremes of temperature are commonplace and the varieties of weather found on terrestrial worlds have no impact on these strange creatures. Due to this exceptional form of adaptation, neshmaals can be found virtually anywhere. Neshmaals have no need to breathe, so they are unaffected by inhaled poisons and can dwell underwater without restriction. Despite their many immunities and resistances, they are especially vulnerable to damage from sonic attacks, perhaps because they are accustomed to the silence of the void. Since outsiders don’t normally need to eat, the neshmaals’ ravenous hunger for the energy of all living creatures suggests that they manifest in the Material Plane only to gain sustenance. Neshmaals satisfy this hunger by draining the life force from living creatures, though it’s assumed they also derive some nourishment from psychic energies from sentient beings as well, fear in particular.

**Habitat & Society**

Neshmaals, which exist at once on the Material Plane and in a dimension of their own, seem to have no interest in congress with other species, though they speak passable Aklo and possess telepathy. What little information exists about their culture is contradictory, though their endless appetites for raw life force support the theory that they are scavengers created by the Great Old Ones to cleanse worlds of sentience. Neshmaals are occasionally found in the service of much more powerful otherworldly beings from the Dark Tapestry.

Humanoid conjurers on the Material Plane have summoned these inscrutable beings to gain knowledge of the inky depths of the universe and beyond, though doing so places the conjurer’s sanity in terrible jeopardy. The process is maddening, and the conjurer’s safety is not diminished once the neshmaal is called to service. Attempting to obtain the service of a neshmaal is very dangerous, unless such service aligns with the neshmaal’s goals, and only the mad can discern the nature of those goals. Neshmaals constantly modify the original agreement, and they often manipulate those they serve. A neshmaal’s most common request is a never-ending chain of humanoids for them to drain of their life force.

It’s unusual to find more than a few of these otherworldly creatures in one place, making it difficult to calculate their total numbers. Neshmaals employ telepathy to communicate with others of their kind; while doing so, they intertwine their tentacles and tendrils in a manic, lascivious embrace. The book *Secrets of the Dreaming Dark* (which is thankfully rare) provides the ritual to summon neshmaals. The tome also reports that neshmaals are somehow connected to, seeking, or fleeing from something cryptically referred to as the “Black Alluvion Dream.” Even occult scholars, astronomers, and other seekers of secrets tend to steer clear of this esoteric and dangerous topic, given that those few who have pursued its study now occupy carefully guarded cells in asylums across the world.