[3.5] Help Me Design an Aerial Encounter

[Allanimal]

My players should stay out of this thread, if they don't want to spoil the fun.

I'm DMing an ongoing campaign, and for as long as anyone (players or DM) can remember, we've been doing a dungeon crawl. I've been feeling guilty for a while, because one PC, just before the dungeon crawl started, bought a Giant Owl mount and it's been unused for months. They will be getting some time out of the dungeon soon (well, as PCs, they may decide to stay in...) and I want to get them into a different situation that involves the owl, so I am thinking aerial encounter.

The party are all 12th level:
1) A catfolk warlock. She's the closest thing to an Arcane caster the party has. She has the fell flight invocation. Can create wands, and has a decent collection.
2) A Dwarven Monk/Druid/Warshaper. There are house rules in effect that allow both the druid & monk levels to advance & monk levels advances druid CL. Uses the shape shift alternate class feature from PHB2. He can fly via the aerial form.
3) An elven Ranger/Scout archer. This is the one with the owl.
4) A human Ranger/Tempest. Two-weapon fighting damage machine. Pretty sure he'll have a hard time flying.
5) A whisper gnome Crossbow sniper rogue. Also may have trouble with the flying thing.

So, not the optimization level you often see on this forum, but everyone has fun.

I want to have an encounter that will allow for the owl to be useful - but not just a 2-d fight that happens to be 100-1000 feet in the air. Do you have any ideas for 3D terrain, or other reasons to encourage use of long-range flight rather than using a potion or wand of fly after reaching a destination via typical ground-based means. What are some good aerial monsters. Dragons are always a good choice, but well, we've seen several of them lately. So what are some good, unique, interesting CL-appropriate monsters that fly?

Then there's the 2 characters that don't have an easy means of flight...

Any ideas, playground?

[Gildedragon]

Air buoyant rocks: Fighting on the ground either breaks the rocks free from the soil matrix, requiring balance checks to walk on the now floaty gravel, or breaks the chains holding large boulders down. It involves more hopping and then figuring how to get off the rocks, but that might be part of the fun. Heck they might be in danger of crashing into a floating city.

Portal into the plane of Air. If you fall without hitting things you might as well be flying. Dodge the land and angry air elementals.

A fountain blessed by air spirits grants wings to those who drink its waters... For a time
Alternatively it grants something to those who drink from it; problem is the fountain (an animated statue) can fly and perches in innacesible locations

Fighting/chasing through a jungle canopy; flight lets you move as you will but climbing up trunks and balancing on branches requires using those skills to move around

The floor is made of lava! Get out of the sinking temple of doom (a la Disney's Aladdin's Cave of Wonders)

Airship battle. Unflying types battle on the decks or on the bag of the zeppeling. Flying characters deal with other threats.

[Allanimal]

Cool ideas! I realize now I was not letting my imagination run free! Errr... Fly free, I mean.

I never did like airships in my D&D, so maybe the ground pounders will fight on the back of an immense flying beast. I imagine like a 100-meter long flying turtle or something that is used to transport something important to somewhere strange...

[PurpleSocks]

Personal opinion, all arial combats should be over a lake of magma, why? because its cool and makes it easy to instakill things if you can figure out a way to deny them flight while their flying over the molten rock.

Provide a exit on the far side of the room, a unstable route accross, something like small mobile islands that require jump checks to move from one to the other, or stepping stones requiring balance checks that scale to damage taken whenever you take damage to not fall in or give them an island that slowly sinks as you stand on it/bridge that crumbles in certain places.

Fill the room with flying mobs with ranged attacks and feats that add damage if their higher up than their targets, whilst making the mobs relatively pathetic in melee.

And then you have a really stong insentive to get your PC's to fly around closing with the enemy as staying at groundlevel is basically asking to fall into the magma and die.

Consider making the way out a significant climb up or down, with lots of small floaty islands spaced in between.