PEACH: The Flesh Filcher

[Altrunchen]

Introduction:
So I was watching Auralnauts (https://www.youtube.com/channel/UCp1xCZ4ODNM2OJuKoBrghDA)' parodies of Star Wars (https://www.youtube.com/watch?v=WSCm8yAxBr8&list=PLINl9l0igYjzIipxsD4Y59_Jjxe4N3pZo). And their character "Creepio" must have subconsciously inspired me. Because later, while I was watching K-On! (https://en.wikipedia.org/wiki/K-On!) with my family, it just suddenly occurred to me that there could be a D&D monster that steals people's flesh. So while watching adorable anime girls play music, I came up with this horrifying monster, go figure.


https://i.imgur.com/zqpDlCA.jpg
Artwork by Mark Riddick (http://riddickart.com/)

About:
A skinless/flayed undead that removes the skin and organs from its still living victims and either adds them to its body or puts them into its "wardrobe". The victims are kept alive as "organ cattle" for the monster, eventually dying after seemingly endless periods of time or becoming flesh filchers themselves.Flesh filchers are exceptionally cunning and deceitful, usually amassing hundreds of disguises and vast amounts of knowledge over time. Their abominable lairs are akin to slaughterhouses/prisons with distorted, flayed, disfigured, yet still living creatures kept in gruesome captivity. They will even breed their "livestock" to produce more organs and disguises for themselves.

If a flesh filcher steals someone's skin, it can use it to magically impersonate them as a sort of disguise. They can even steal and absorb entire brains in order to gain their victim's knowledge, memories, and skills, without actually killing their victims. The victims of a brain-theft may either have their brains replaced with low quality replicas, are turned into zombies, or worse. Flesh filchers can even get class levels by consuming the flesh of their enemies (or allies). For example, if a level 12 wizard (not necessarily a living one) is consumed by a flesh filcher, then that flesh filcher gains that particular wizard's ability scores, special abilities, traits, spells, knowledge, skills, memories, and 12 levels in wizard right away. The bonuses acquired from a victim are appended onto the flesh filcher's preexisting stats with bonuses and penalties stacking.

Flesh filchers are shunned and rejected by even the most nefarious of people, as they have developed a reputation for treachery and for "flesh greed". Not even other undead are safe from them. As a result they almost always work alone until they can amass hordes of slaves, servants, guards, and more for their purposes.

Flesh Filcher
Size/Type: Medium Undead (Evil)
Hit Dice: 10d12 (65 hp)
Initiative: +10
Speed: 30 ft. (6 squares)
Armor Class: 28 (+6 dex, +8 natural, +4 deflection), touch 20, flat-footed 22
Base Attack/Grapple: +5/+9
Attack: Slam +9 (1d6+4 plus energy drain)
Full Attack: 2 Slams +9 (1d6+4 plus energy drain)
Space/Reach: 5 ft./5 ft.
Special Attacks: Energy drain, consume flesh, create spawn, create suit, spell-like abilities, improved grab
Special Qualities: Damage reduction 20 (magic/cold iron), frightful presence, flesh-filching legacy, grim reassembly, regeneration HD/2, scent, sense life 600 ft., spell resistance HD+15 (25), turn resistance HD+5 (15), undead traits
Saves: Fort +3, Ref +9, Will +16
Abilities: Str 19, Dex 22, Con —, Int 24, Wis 28, Cha 30
Skills: Bluff +23, Disguise +23, Gather Information +23, Hide +19, Knowledge (Local) +20, Listen +22, Move Silently +19, Search +20, Sense Motive +22, Spot +22, Survival +22
Feats: Combat Expertise, Combat Reflexes, Dodge, Improved Initiative, Mobility, Track, Improved Unarmed Strike
Environment: Any Underground
Organization: Solitary
Challenge Rating: 21
Treasure: Quadruple Standard
Alignment: Always Neutral Evil
Advancement: 11-50 HD (Medium)
Level Adjustment: +13

Full Entry:
https://www.dandwiki.com/wiki/Flesh_Filcher_(3.5e_Creature)

[Demidos]

Couple initial thoughts --

First off, the idea is fantastic. Super cool, very flavorful, and lots of interesting abilities. That said, the ability to steal more than TEN THOUSAND class levels is a bit....much. Also, the use of CR is very unclear -- given the frankly insane range of power they might have, listing only one CR seems like it might be misleading for people.
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If I may propose an alternate solution that might keep the power level a little more contained --

A fleshfilcher always keeps all of it's base abilities in any form. However, it may carry within its body a number of "flesh suits" equal to it's (base form's) charisma modifier that it may don as a move action -- when donning any suit, the fleshfilcher gains all the class, racial, and other abilities of the target in addition to its own natural abilities. The fleshfilcher may take the better of it's own and it's victims' saves/base attack/feats/skills/health.The fleshfilcher may choose if buffs in effect when swapping suits remain active or cease to exist. Any spells castable by the suits are expended as normal, and return at midnight each day (e.g. taking off and on the suit does not refresh spells). A fleshfilcher cannot create a fleshsuit from a creature with more than double its hit dice.

The Fleshfilcher's CR is equal to the highest level suit's CR + 2, or CR 12, whichever is higher.
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This sets the Fleshfilcher up with a great ability but limits it somewhat to non-infinite level scaling. It also ensures you avoid the difficulties of having an infinitely long character sheet -- instead you will probably have 2-3 primary forms with distinct abilities, and then a few more for random skills etc. Furthermore, it gives an easy way to calculate CR, set to highest level suit +2 to reflect the increased versatility from additional forms. Maybe +3 would be better.

If you want to create mythical fleshfilchers, simply increase the base fleshfilcher's hit dice to allow for epic level fleshsuits.

[Altrunchen]

Couple initial thoughts --

First off, the idea is fantastic. Super cool, very flavorful, and lots of interesting abilities. That said, the ability to steal more than TEN THOUSAND class levels is a bit....much. Also, the use of CR is very unclear -- given the frankly insane range of power they might have, listing only one CR seems like it might be misleading for people.
__________________________________________________ __________________________________
If I may propose an alternate solution that might keep the power level a little more contained --

A fleshfilcher always keeps all of it's base abilities in any form. However, it may carry within its body a number of "flesh suits" equal to it's (base form's) charisma modifier that it may don as a move action -- when donning any suit, the fleshfilcher gains all the class, racial, and other abilities of the target in addition to its own natural abilities. The fleshfilcher may take the better of it's own and it's victims' saves/base attack/feats/skills/health.The fleshfilcher may choose if buffs in effect when swapping suits remain active or cease to exist. Any spells castable by the suits are expended as normal, and return at midnight each day (e.g. taking off and on the suit does not refresh spells). A fleshfilcher cannot create a fleshsuit from a creature with more than double its hit dice.

The Fleshfilcher's CR is equal to the highest level suit's CR + 2, or CR 12, whichever is higher.
----------------------------------------------------------------------------------------------------------------------
This sets the Fleshfilcher up with a great ability but limits it somewhat to non-infinite level scaling. It also ensures you avoid the difficulties of having an infinitely long character sheet -- instead you will probably have 2-3 primary forms with distinct abilities, and then a few more for random skills etc. Furthermore, it gives an easy way to calculate CR, set to highest level suit +2 to reflect the increased versatility from additional forms. Maybe +3 would be better.

If you want to create mythical fleshfilchers, simply increase the base fleshfilcher's hit dice to allow for epic level fleshsuits.

You raise a very good point. If it has basically infinite level scaling, then it'd be almost impossible to implement wouldn't it? I'll have to take this into consideration. Thank you!