Help Building Maleficent

[Skysaber]

How would you build Maleficent out of Disney's Sleeping Beauty?

I've got a high-OP party who needs a BBEG to serve as the campaign's major recurring villain. And I thought, Maleficent has style and panache, why not use her?

14th lvl party has an Ur-Priest and Chameleon, a Techsmith (which doesn't sound so optimized until you realize that he's built for the party 61 15HD Gondsmen), and they are running DMM and other cheese. Everybody is gestalt and has at least one full caster class. The Geomancer in the party gets something like 9 natural weapons added to his full attack, and we all make jokes about how freaky he looks with his crocodile jaws, antlers and multiple horns/claws/tails.

For Maleficent I was thinking a 30th level character (we do not use epic rules, so progression continues normally). My base thought was Wizard 20 down one track, with 10 lvls of PrC. Then Druid 20 down the other, with 10 lvls of Master of Many Forms to explain her changing into a dragon. But I know that's a rough concept, and seriously unoptimized. Plus, it hasn't got nearly enough cheese to challenge these players.

So, thoughts?

[Dr. Cliché]

Out of interest, have you considered making her a dragon who has used alter-self or polymorph to take human form?

[Honest Tiefling]

Did she really do anything druidy? The thorns, I guess, but are there ways to add druid spells to the wizard's spell list? Or give her a high UMD?

Also, she needs a fey race of some sort, since she is indeed, a fairy.

[Kennisiou]

Honestly, Maleficent doesn't strike me much as either a druid or a wizard. She isn't really the studious, smart type. She seems to have most of her power come from her force of personality. Sorceress is a lot closer to how I envision her, which makes sense since she also isn't shown to be casting a wide variety of spells in any of the versions of the Sleeping Beauty story, or reading books, or really any wizardy things, but power-obsessed status-obsessed slighted sorceress is exactly the kind of character that fits her.

For her second class, have you actually considered non-casters (or half-casters?) Paladin of Tyranny, Hexblade, and Spellthief could all be thematically appropriate and aren't full casters. Favored Soul could also work, as could giving her some hit dice from a fae race that represents her. Alternately, consider homebrewing a way for Maleficent to use Charisma as her druid casting stat instead of wisdom, since it seems ore thematically appropriate (and she's fae-blooded anyways, which helps it make sense). Don't worry about not using Druid/MoMF meaning she can't become a dragon. The Shapechange spell allows her to do just that and seems like a good spell for her to take, as does the spell Dragonshape, and can be a good way to give her access to the shape changing abilities without putting the druid fluff in there, since it doesn't exactly fit.

[Malroth]

Half giant Primordial Giant Unselee fey Star elf (+1 LA -4 str -4 con +2 dex +4 int +8 Cha)
turn into a necropolotian to negate your con penalty

Arcane Disciple: (plant) gives you entangle on your sorceress list.
Southern Magician Lets you use divine metamagic on your arcane spells


Sorcorer5/Mindbender 1/Abjurant champion 10/Initiate of the seven fold viel 7/archmage 7 // LA 1/Paladin of tyranny 4/ Marshal 1/Cloistered Cleric 1/Dread Necromancer 20/ Warshaper 3

[Talya]

Maleficient is a fey sorceress who uses shapechange.

[DMVerdandi]

30 levels eh???

Why not make her a deity?
Not one with a lot of divine rank... maybe 5?
Give her Fey,Dragon,Darkness,Evil,Chaos,Charm, and Transformation.

Just give her 30 outsider(deity) levels.
The five salient divine abilities you could give her are: Alter self, Alter reality, alter size, divine inspiration, and frightful presence.

Alter reality is really king of salient divine abilities, so you are pretty much good with that. Make any benefit you wish to be permanent so, and cast with it. You get all arcane and divine spells, and it runs off of charisma. This whole build could run off of charisma alone.
You don't have to worry about which classes to choose. Maleficent is maleficent.

She won't be high up on divine rank, so that fits rather well into the fey realm. She was one of the faerie queens, so being a deity works well. She isn't unkillable, just strong as hell, because she is who she is.

[Hand_of_Vecna]

Have you considered Pathfinder's Witch class? I've always thought that Disney villianesses were one of the main things the class was designed to emulate.

[Icewraith]

Maybe give her straight outsider (fey) racial HD and casting as a sorcerer equal to her character level and the Summon Familiar feat. Access to Sor/Wiz and some Druid spells.

I mean... she casts double-widened wall of thorns, bestow greater curse, shapechange, some kind of planar binding for those templated minions, has craft (wondrous item), teleport of some sort, round it out with a good illusion and maybe call lightning storm and control weather and you've basically got it.

[DMVerdandi]

Maybe give her straight outsider (fey) racial HD and casting as a sorcerer equal to her character level and the Summon Familiar feat. Access to Sor/Wiz and some Druid spells.

I mean... she casts double-widened wall of thorns, bestow greater curse, shapechange, some kind of planar binding for those templated minions, has craft (wondrous item), teleport of some sort, round it out with a good illusion and maybe call lightning storm and control weather and you've basically got it.

You must remember, OP is going for something REALLY strong.
That is UNDER optimized, not over optimized. It's not much different than a level 30 sorcerer.
His party is already gestalted, and they are all running casters on one side.
Outsider(Deity) is in that case the far better choice than Outsider (fey).
Better bonuses, salient divine abilities, and Alter reality, which gives her ALL spells, rather than having to cherry pick lists.

Giving the fey domain is enough to bring the syncreticism to full force, while retaining a proper challenge for gestalt players.


I am watching the movie right now (realized I hadn't...:smallfrown: It's really good so far too.)
The narrator says Maleficent her has own domain(howling mountains) which responds to her own power, and she has a whole army of worshipers.

[Envyus]

You could Make her a dragon with Levels of Sorcerer.

[Pokonic]

Half-Fey Half-Dragon (Red) Black Wyrm with a fondness for shapechanging.

[Talya]

If it were just about making her powerful, you could make anything. It's about making Maleficent, accurately, and then optimizing to the concept.

if this group is gestalt, that makes it easy.

She IS fey. That isn't negotiable. One one side she's a full caster with the shapechange spell. Sorcerer seems most thematicly appropriate there, but it isn't absolutely required. However, you want something with full BAB and good fort (and maybe reflex) saves on the other side, and a high hit die. This makes her as durable as she should be and a terrifying melee combatant while using Shapechange to turn into a dragon. i'd recommend warblade down the other side, especially if you're going wizard. Unseelie (Evil!) Fey template at +0 sounds like a nobrainer.


Ensure she has a greater metamagic rod of extend spell. She should keep shapechange up all day, she can turn into whatever she chooses at will.

[Kennisiou]

If it were just about making her powerful, you could make anything. It's about making Maleficent, accurately, and then optimizing to the concept.

if this group is gestalt, that makes it easy.

She IS fey. That isn't negotiable. One one side she's a full caster with the shapechange spell. Sorcerer seems most thematicly appropriate there, but it isn't absolutely required. However, you want something with full BAB and good fort (and maybe reflex) saves on the other side, and a high hit die. This makes her as durable as she should be and a terrifying melee combatant while using Shapechange to turn into a dragon. i'd recommend warblade down the other side, especially if you're going wizard. Unseelie (Evil!) Fey template at +0 sounds like a nobrainer.


Ensure she has a greater metamagic rod of extend spell. She should keep shapechange up all day, she can turn into whatever she chooses at will.

I agree with most of this. For thematic reasons, however, I suggest Hexblade over Warblade. It works on the same key stat as sorc and provides improved hit die and BAB, but importantly also gives her the curse class feature, which thematically fits maleficent better than anything the Warblade class offers.

[Metahuman1]

I agree with most of this. For thematic reasons, however, I suggest Hexblade over Warblade. It works on the same key stat as sorc and provides improved hit die and BAB, but importantly also gives her the curse class feature, which thematically fits maleficent better than anything the Warblade class offers.

Except for actually being really dangerous in Melee once she does change into the dragon.

That said, maybe the staff is just an artifact that gives her a once every so often super curse she can lay down?

[Honest Tiefling]

Did she at any point, actually pick up a sword? Also, she needs her minions, so I would go sorcerer or another charisma based class over intelligence. I mean, her plan wasn't exactly diabolical, kinda weird really.

Oh, and she does need a crow familiar or something of the like.

(I think some symbolism or dirty jokes got lost along the way with the whole spinning wheel thing)

[Kennisiou]

Except for actually being really dangerous in Melee once she does change into the dragon.

That said, maybe the staff is just an artifact that gives her a once every so often super curse she can lay down?

Hexblade is also a dangerous melee combatant, with their easy ability to dish out essentially penalty-free powerattack damage because of all of their debuff potential. Beyond that, thematically maleficent was, like, kinda ****ty at being a melee combatant? Not the best strategist? She's an all-powerful sorceress so she decides to turn into a dragon, stop casting spells, and go toe to toe with a guy with a magical sword that's the only thing capable of killing her. Like, just teleport, girl? Get out, regroup, come back and kill him. Or better yet, teleport away and a day or two later scry and fry his ass.

For real, prince charming was, like, what? A level 4 paladin at best? Level 6? Dude must've rolled 3 nat 20s or something, but Maleficent still should've just taken him out in the first round of combat...

[Icewraith]

Right up to the point until you realize how many attacks you can get with that Shapechanged dragon bite using Warblade and Combat Rhythym (and perhaps Arcane Strike and Wraithstrike). If you are really looking to mess up your characters, throw on Factotum 8 on one side of the Gestalt (I missed that it was Gestalt earlier).

I suggested outsider HD with sorc spellcasting because it gives you a d8 HD minimum and all three good saves right off the bat, and there are already outsiders that do that exact thing. That's a solid enough base that you can cherry-pick abilities from various classes without worrying about saves.

Edit: note the True Strike in conjunction with what is apparently a +something Kaorti Resin sword of dragonslaying (that grants proficiency) and a prince who finally stops dumping his attack bonus into Combat Expertise. He may also be packing the shield ward feat and a + lots shield of fire (or acid) resistance/immunity.

[Metahuman1]

Hexblade is also a dangerous melee combatant, with their easy ability to dish out essentially penalty-free powerattack damage because of all of their debuff potential. Beyond that, thematically maleficent was, like, kinda ****ty at being a melee combatant? Not the best strategist? She's an all-powerful sorceress so she decides to turn into a dragon, stop casting spells, and go toe to toe with a guy with a magical sword that's the only thing capable of killing her. Like, just teleport, girl? Get out, regroup, come back and kill him. Or better yet, teleport away and a day or two later scry and fry his ass.

For real, prince charming was, like, what? A level 4 paladin at best? Level 6? Dude must've rolled 3 nat 20s or something, but Maleficent still should've just taken him out in the first round of combat...

She still had him on the ropes and dead to rights. He won cause Natural 20 and the other fairies going crazy with magic to cover his butt before she shifted and then again at the tail end of that duel.

[Talya]

Did she at any point, actually pick up a sword?

I seem to recall tiger-claw having some natural-weapons focused maneuvers.

I seriously considered suggesting a barbarian, which would go well with fey, thematically. Yes, it prevents casting, but it DOESN'T prevent shapeshifting if you've already got the shapechange buff active. And rage is certainly a failing of hers.

However, she's Maleficent. She's pure class, albeit evil. She exudes civilization, not barbarism.

[Red Fel]

I seem to recall tiger-claw having some natural-weapons focused maneuvers.

I seriously considered suggesting a barbarian, which would go well with fey, thematically. Yes, it prevents casting, but it DOESN'T prevent shapeshifting if you've already got the shapechange buff active. And rage is certainly a failing of hers.

However, she's Maleficent. She's pure class, albeit evil. She exudes civilization, not barbarism.

This. She embodies "Don't get mad - get even."

I second Warblade. People assume that Warblade = Melee, which is not entirely true. Warblade consists of a list of class abilities (keyed to Int, which isn't her casting stat if she goes Sorc) and maneuvers, along with some saves and BAB. She comes out with full BAB (great for shapechanged havoc), good Fort and Will (which makes perfect sense), her spells, and her maneuvers.

For maneuvers, I would give her plenty of Diamond Mind. At the very least, a caster has maxed Concentration, and that means she gets great saves. I could see her using Tiger Claw's Mongoose maneuvers for ripping things up in dragon-mode, and a Stone Dragon maneuver won't hurt if she has to vent by smashing a stone column or somesuch.

The point is, Warblade as her backup power set makes sense. Yes, she is primarily (almost exclusively) a spellcaster, but it's easy to refluff maneuvers as "powers" that augment her physically.

And power, as we all know, is sexy.

[afroakuma]

Meh. LeShay.

[SoraWolf7]

Okay, so we know she's a Fey, she's a Sorceress, cause she has no spellbook of sorts to our knowledge, and she's got a Raven Familiar, which got turned to stone before she dragon-morphed.

Spells similar to things she's used:
- Abyssal Army, probably refreshed daily to keep those demonic worshipers.
- Vine Mine/Poison Vines. A druid Spell, I know, but unless she has a magic item of it or cross-classed, I don't know how she did it off the top of my head. This could also be Wall of Thorns from the Plant Domain, just magnified and used well with a large caster level.
- Shapechange into a Will-o-the-Wisp. She did this to entice Aurora into pricking her finger, and they have 50 ft of travel with perfect flight. In a raged rush, she could dash 100 ft in 6 seconds with that perfect flight, and possibly buff herself to go faster.
- Bestow Greater Curse. No question here either, she did this just to get even, and it proves she at least has access to 8th level Wizard/Sorcerer spells.
- Scry obviously, so she knows what Diablo, her Raven, is doing.
- Call Lightning/Lightning Bolt/Chain Lightning. She obviously has some sort of control over nature, and shot bolts at Phillip.
- Greater Teleport. She teleported in, rather fancily with a gust of wind, lightning, and then her green-colored flames.

In truth, I assume that the three fairies enchanted Phillip's weapon with True Strike, Aligned it appropriately (good), and even went Bane (dragon) and/or bane (Fey) in order to deal that killing blow to her that brought her to falling off the cliff, which made her deader than dead. She was bleeding out, but she was able to try to attack, and she crit-failed.

[Skysaber]

I was also thinking Spell Thematics: Green Fire and Leadership (lots and LOTS of goblins).

[Urpriest]

Meh. LeShay.

She's not really got the apathy for it.

That said, a Gloura Sublime Chord would work well. If you're being especially silly, you can get a bunch of extra levels out of it, since Sublime Chord is technically nonassociated.

Leaving out that sort of silliness, but aiming for some optimization, I'd go for something like

Gloura 7/Incantatrix 3/Sublime Chord 3/Incantatrix +17 // Warblade 30

Maybe splash something more interesting in on the melee side, but you get the gist.

If you really want to exploit the CR rules, you could fit 3 more levels on.