[3.5 PrC] Master of Many Shapeshifts

[Draxar]

Players like shapeshifting classes because they're cool, because they have a wide range of cool abilities... and because they're massively breakable. DMs can often hate them because of the breakableness, because of the headache of keeping track of what the player's doing, and because of the player always being able to pull something out of a hat that counters what the DM is doing.

The intention of the Shapeshift Druid in PHBII was to keep the cool, and some of the range of cool abilities, whilst removing the brokenness and making it managable for the GM to know what you're doing and can do.

So, here's a question: Could the Master of Many Forms be converted in a similar fashion? The point of MoMF is to take the adaptability of Wildshaping to the max, whilst still remaining 'natural' insofar as you turning into specific and distinct forms, rather than becoming a shifting mass of flesh and bone.

The way that occurs to me is to nick a trick from the Master of Masks, and have you pick the abilities/forms you want, though in this case gaining multiple extra forms each level, I'd say. Then have some inherent upgrading as levels go by. One big question is whether you should've picked up all the forms by the end of the class, I'd somewhat lean towards yes. Another question is size. Either have a general size-shifting ability, or give each form various sizes it can be.

You'd keep the Shapeshift druid's unrestricted number/duration of shifts, and swift action changes. I'd also give feats in a similar way to Shapeshift druid does. You'd get the various Shapeshift forms as stuff to take too, possibly with buffs – for example gaining Earth Glide when in Earth Elemental form. The idea is to have a manageably trackable number of of abilties, not to get rid of all the abilities that let you get around stuff.

An ability that would seem to be worthwhile would be letting magic items still work without having to pay extra for them to meld. You wouldn't get the Armour bonus of your armour, but you'd get the enhancement and abilities of it.

***

Examples:

Dragonic form. Probably a level restricted form. Firebreath with a cooldown, flight, various sizes, fair bit of natural armour, stat increases, lots of natural attacks, possibly flyby attack, Elemental damage resistance, possibly immunity (at 10th). Probably get to pick a number of different dragons equal to your class level that you can turn into.

Aquatic form: Fairly fast, blindsense underwater. Not sure what else to give this one. Possibly get huge and be a ship sinking sea monster at high levels.

Thousand Faces: Look like who you want. Not sure what to stick on this.

Aerial form (from Shapeshift Druid): Get faster and maybe perfect manuverability, possibly get extra attacks, get improved flyby attack, adroit flyby attack.

Predator form (from Shapeshift Druid): Get a bit faster, possibly more attacks, scent and track, Stealth bonuses, HiPS at 10th?

Ferocious Slayer form (from Shapeshift Druid): Get even bigger, stronger, etc. Cleave/Great Cleave, or Power attack?

Venomous stalker form: Decent poison, good stealth, climb. Sneak attack? Quite possibly let it get pretty tiny, whilst retaining strong poison. Tremorsense? Probably medium level restricted.

Forest Avenger (from Shapeshift Druid): Talk to plants, better DR, treewalk? Probably level restricted.

Elemental Fury (from Shapeshift Druid): Earthglide for Earth, flight for Fire and Air, ability to flow through anywhere water can fit as water. Whirlwind as Air, Vortex as Water, earth tremor ability as Earth, Burn as fire. Probably level restricted.

Fey form: Charm/Illusion abilities. Possibly sneak, possibly flight, possibly invisibility. DR/cold iron.

Ooze form: Blindsight, squeezyness, acid. Not sure what else. Probably level restricted.

Giant: Get steadily huger, to Gargantuan or Collosal. Get rock thowing. Overrun/stamp. Possibly some ability to (relatively) easily rip apart/break down walls/buildings that aren't magically protected.

Animated Item: Turn into something that looks like an ordinary item, but is animated. Immunity to crits, strong, the utility of having your cart being a party member.

***

The one thing it seems to be lacking ATM is enough utility abilities. Shapeshift Druid has Druid spells to do that, Master of Many Forms has the specific abilities of its specific class. Possibly allow this to have slowed druid spell progression, or just add in a number more utility abilities.

So, thoughts, suggested forms, adjustments?

[NeoSeraphi]

Shapeshifting forms are really better without spellcasting progression. Giants don't have the ability to cast spells, why should a MoMS who changes into a Giant? If you're an animal, you fight like an animal, not a wizard who turned into an animal.

Balance is important. Providing yourself with powerful natural attacks and attack options as well as SLAs and DR is good enough. You don't need spellcasting and putting it on would just ruin the class by making it a druid-acceptable prestige class.

The MoMF had the ability Extraordinary Wild Shape, which this class would need. It also had the ability to allow the MoMF to get as big as Gargantuan or as small as Dimunitive. I suggest you give the MoMS its own type of shifing that is HD restricted, but treat only the MoMS as the HD allowed (IE, doesn't stack with Wild Shape) and make it twice the level. That way a fighter or a ranger could get in, take 10 levels, and turn into a 20 HD dragon or animal. The first few levels would be slow, its true, which is why you could probably stand to make the entrance at 4th level instead of 6th, like the Master Specialist prestige class from Complete Mage. (Turning into 2 HD animals at level 4 is not broken, nor is turning into 4 HD animals at 5th, and turning into 6 HD creatures at 6th is perfectly acceptable. Then the class starts getting good)

[Draxar]

Shapeshifting forms are really better without spellcasting progression. Giants don't have the ability to cast spells, why should a MoMS who changes into a Giant? If you're an animal, you fight like an animal, not a wizard who turned into an animal.

Balance is important. Providing yourself with powerful natural attacks and attack options as well as SLAs and DR is good enough. You don't need spellcasting and putting it on would just ruin the class by making it a druid-acceptable prestige class.

Reasonable point. Currently it is a primarily Druidic prestige class, it must be said, though if you can apply Shapeshift to a Wildshaping Ranger, that'd also work.

The MoMF had the ability Extraordinary Wild Shape, which this class would need.

No, it doesn't. This class can give you extraordinary and indeed even supernatural and spell like abilities, because it is not turning you into 'magical beast from page 337 of book X', it's turning you into a 'Beast of the elements' with bestial and elementally associated abilities and buffs.

It also had the ability to allow the MoMF to get as big as Gargantuan or as small as Dimunitive.

This will probably allow that, though not in all of the forms, obviously.

I suggest you give the MoMS its own type of shifing that is HD restricted, but treat only the MoMS as the HD allowed (IE, doesn't stack with Wild Shape) and make it twice the level. That way a fighter or a ranger could get in, take 10 levels, and turn into a 20 HD dragon or animal. The first few levels would be slow, its true, which is why you could probably stand to make the entrance at 4th level instead of 6th, like the Master Specialist prestige class from Complete Mage. (Turning into 2 HD animals at level 4 is not broken, nor is turning into 4 HD animals at 5th, and turning into 6 HD creatures at 6th is perfectly acceptable. Then the class starts getting good)

You're not turning into specific things. The HD of specific things is thus irrelevant.

This class is like the Shapeshift Druid alternate class feature from PHB II - you give up wildshaping in order to turn into more generalised forms; a 'predator' form could be a panther, a wolf, a Jurrasic-Park-style-velociraptor, or whatever, but they all have the same abilities, which make them reasonable starting combatants. You don't replace your abilities with those of the form, the form provides modifiers. And you can shift to and from with a swift action, and shift an unlimited number of times a day.

[NeoSeraphi]

Oh, I see. You're making a generic shifter class, not a Wildshape redux. I apologize.

In that case, I suggest for the dragon that the NA be +1 per class level (+10 NA at around 16th level would be balanced and fair) The breath weapon would have to be based on Size, of course, but for the Largest dragon, probably 6d10 or 10d10 at 10th level, in maybe a 60 foot cone. (if you make it a line, you can probably stand to up the damage). If the dragon is at least Huge, then your natural attacks should be two claws, two wings, bite, and tail slap. Flyby Attack is indeed a must for the dragon form.

The aerial form's primary focus is scout/skirmish, so a significant bonus to Spot Checks is a must, as well as a boost to Dexterity and a size bonus to AC. Hawks are tiny-sized creatures, so that's probably where you want to aim for, though I guess sparrows and other small birds might be Diminutive. This form should probably grant Weapon Finesse and Flyby Attack as bonus feats.

The Aquatic form could be anything from a whale to a squid, so I'm not sure how you want to go about statting it up. Maybe a bite or slam attack, sized appropriately, with Swim-By Attack as a bonus feat and a fast Swim speed. The +8 Racial and ability to Take 10 on Swim checks is a good idea too.

Instead of the Giant Form, you should call it the Titan Form. And it should grant Oversized Two-Handed fighting, so you can wield a two-handed weapon a size too large for you without penalty (As Titans do). Additionally, rock throwing is a good ability, but maybe also grant the Fling Ally/Enemy feats from Races of Stone and the ability to knock people prone with the sheer force of your attacks.

Predator and Slayer forms sound good.

The Venomous form should grant a form of Contact poison instead of Injury poison, as most serpents have, because if you're getting smaller, you're going to have a hard time dealing enough damage to overcome DR 10 and 15.

The Fey form should grant Charisma as a deflection bonus to AC, as nymphs are well known for, as well as immunity to charm effects. Otherwise, it looks good.

The Forest Avenger form should grant immunity to electricity and mind-affecting. If you want this to be comparable to the Master of Many Forms, you have to give some extraordinary qualities of the creature, and one of MoMF's best tricks was instant immunity to mind-affecting with its Ex Wild Shape.

[Draxar]

The aerial form's primary focus is scout/skirmish, so a significant bonus to Spot Checks is a must, as well as a boost to Dexterity and a size bonus to AC. Hawks are tiny-sized creatures, so that's probably where you want to aim for, though I guess sparrows and other small birds might be Diminutive. This form should probably grant Weapon Finesse and Flyby Attack as bonus feats.

I'd probably give you the ability to get smaller, but not have to. And it already gets Flyby attack in the Shapeshift Druid version.

In that case, I suggest for the dragon that the NA be +1 per class level (+10 NA at around 16th level would be balanced and fair)

I'd assume that the Dragon would get more than +1/level natural armour. Possibly it should get an amount equal to Druid level + Master of Many Shapeshifts level, as that seems to tally with what the Ferocious Slayer, Natures Avenger, and Elemental Fury classes get, and if you're not getting the Dragon early on, that'd leave you with an appropriate amount. On the other hand, the druid gets spells, and the Master of Many Shapeshifts doesn't advance that spellcasting.

The +8 Racial and ability to Take 10 on Swim checks is a good idea too.

IIRC that's an automatic result of having a Swim speed.

Instead of the Giant Form, you should call it the Titan Form. And it should grant Oversized Two-Handed fighting, so you can wield a two-handed weapon a size too large for you without penalty (As Titans do). Additionally, rock throwing is a good ability, but maybe also grant the Fling Ally/Enemy feats from Races of Stone and the ability to knock people prone with the sheer force of your attacks.

Oversized weapons would require having an oversized weapon with you, which seems rather a lot of work for one ability on one form. Fling Ally and Fling Enemy both seem good.

Predator and Slayer forms sound good.

They're from Shapeshift Druid itself, so it's just a matter of picking the right ways to improve 'em, as I want all the forms to be viable at the 10th level of the class.

The Venomous form should grant a form of Contact poison instead of Injury poison, as most serpents have, because if you're getting smaller, you're going to have a hard time dealing enough damage to overcome DR 10 and 15.

Except that doesn't thematically fit the idea of a venomous creature biting you, as most creatures that use venom to hunt do so. That's what the sneak attack is for, bypassing the DR. Also, I'd say this would be one of the forms where getting smaller is optional; you can be a medium or quite possibly a large venomous prowler, you can just also go down to little sizes to get into places and hide in places for poisoning and assasinating people.

The Fey form should grant Charisma as a deflection bonus to AC, as nymphs are well known for, as well as immunity to charm effects. Otherwise, it looks good.

The Forest Avenger form should grant immunity to electricity and mind-affecting. If you want this to be comparable to the Master of Many Forms, you have to give some extraordinary qualities of the creature, and one of MoMF's best tricks was instant immunity to mind-affecting with its Ex Wild Shape.

It has other advantages over Master of Many Forms; the swift action shifts and unlimited uses a day. I'd be inclined to give you crit immunity or fortification more than I would immunity to mind effecting.

Any suggestions for additional forms? Particularly ones with utility effects?

[NeoSeraphi]

Additional forms? Let's see...

Well, how about the ability to shift into an incorporeal creature? Probably level dependent, but powerful and gaining a level-draining touch attack would be very advantageous. You get incorporeal miss chance, as well as Charisma to your AC as a deflection bonus, but you lose your Strength score. It's good for a quick escape, as well as for invisibility and scouting.

Additionally, another good utility form would be a small creature with a burrow speed. Digging is often overlooked in D&D but it is an effective way to hide, travel, and cover your retreat.

While on the subject of move speeds, a creature with a natural climb speed would be useful as well. Sometimes flying isn't appropriate, like in a forest with a heavy canopy, so you need to be able to scale walls and trees quickly. How about a spider with a climb speed and the ability to spin a web?

You'll want a grappler form too, maybe an aberration with four tentacles and the improved grab and swallow whole abilities?

One of the MoMF's most useful forms, in my opinion, is the ability to change into humanoids. Maybe you gain the ability to change into a generic version of any humanoid with any subtype, chosen when you shift? Need to be an elf? Shift. Want to talk to the dwarves? Shift. Need to get to a halfling only secret meeting? Shift. Want to get thrown by your Goliath friend? Change into a gnome!

[Draxar]

Additional forms? Let's see...

Well, how about the ability to shift into an incorporeal creature? Probably level dependent, but powerful and gaining a level-draining touch attack would be very advantageous. You get incorporeal miss chance, as well as Charisma to your AC as a deflection bonus, but you lose your Strength score. It's good for a quick escape, as well as for invisibility and scouting.

That could work. Not the level draining though. I'd see it as a 'spirit form' or somesuch, shamanistically spiritual rather than undead.

Additionally, another good utility form would be a small creature with a burrow speed. Digging is often overlooked in D&D but it is an effective way to hide, travel, and cover your retreat.

Possibly, though the Earth Glide of the Earth Elemental already somewhat covers that.

While on the subject of move speeds, a creature with a natural climb speed would be useful as well. Sometimes flying isn't appropriate, like in a forest with a heavy canopy, so you need to be able to scale walls and trees quickly. How about a spider with a climb speed and the ability to spin a web?

In my first post:

Venomous stalker form: Decent poison, good stealth, climb. Sneak attack? Quite possibly let it get pretty tiny, whilst retaining strong poison. Tremorsense? Probably medium level restricted.

You'll want a grappler form too, maybe an aberration with four tentacles and the improved grab and swallow whole abilities?

That's a good idea.

One of the MoMF's most useful forms, in my opinion, is the ability to change into humanoids. Maybe you gain the ability to change into a generic version of any humanoid with any subtype, chosen when you shift? Need to be an elf? Shift. Want to talk to the dwarves? Shift. Need to get to a halfling only secret meeting? Shift. Want to get thrown by your Goliath friend? Change into a gnome!

In my first post:

Thousand Faces: Look like who you want. Not sure what to stick on this.

To be more specific on that one, I was referencing the druid ability. I think it needs some other ability on top of that, but I still don't want to directly give it the abilities of what it becomes, as that defeats the purpose of the genericifying of the things. Possibly give it favoured enemy style bonuses for the form it's in, from an understanding by being sort of thing.

[NeoSeraphi]

In my first post:

To be more specific on that one, I was referencing the druid ability. I think it needs some other ability on top of that, but I still don't want to directly give it the abilities of what it becomes, as that defeats the purpose of the genericifying of the things. Possibly give it favoured enemy style bonuses for the form it's in, from an understanding by being sort of thing.

Thousand Faces lets you disguise yourself. You can become 1 foot taller or shorter, but you can't change your type. Meanwhile, actually changing into a goblin, an orc, or a raptoran will get you many places that disguises won't.

[Draxar]

Thousand Faces lets you disguise yourself. You can become 1 foot taller or shorter, but you can't change your type. Meanwhile, actually changing into a goblin, an orc, or a raptoran will get you many places that disguises won't.

Fair enough. But on the other hand, you don't one to give people an endless list of what they can become.

What I'd lean towards would be that it gets disguise self plus, the full appearance of such, and then later on, gets their movement modes, ability to breathe water, etc.

[NeoSeraphi]

Fair enough. But on the other hand, you don't one to give people an endless list of what they can become.

What I'd lean towards would be that it gets disguise self plus, the full appearance of such, and then later on, gets their movement modes, ability to breathe water, etc.

It's your class. If you want to do it that way, then do it that way. I was just suggesting that Thousand Faces wasn't good enough.

[Draxar]

I accept it's not good enough as a means of disguise, I'm just wary of giving it too much more than that disguise ability.

[Draxar]

Further thoughts…

One of the key things I want is for every form you have to be viable at every level. Sure, there's always going to be something that's overall better, but as an example, I want Predator and Ferocious Slayer to have their own comparative advantages, so Predator gets stealth, at top level Hide in Plain Sight and probably spring attack at some point, so you can appear, attack, move away. Whereas Ferocious Slayer would have more overall attacks doing more damage, but it needs to be there, right in your face doing them.

I'm contemplating each form granting a SLA or few that can be used in any form.

Dragonic form. Probably a level restricted form. Firebreath with a cooldown, flight, various sizes, fair bit of natural armour, stat increases, lots of natural attacks, possibly flyby attack, Elemental damage resistance, possibly immunity (at 10th). Probably get to pick a number of different dragons equal to your class level that you can turn into.

Wyrm Form
Grants:
Size increased two steps.
+12 enhancement bonus to Strength
+12 enhancement bonus to Natural Armor
+4 enhancement bonus to Fortitude and Will saves
Gain bite attack that deals 2d6 if your base size is Medium
Gain two claw attacks that deal 1d8 if your base size is Medium
Gain two wing slap attacks that deal 1d8 if your base size is Medium
Gain a tail slap attack that deals 2d6 if your base size is Medium
Gain a fly speed of 120' with Poor maneuverability
Gain immunity to fire, cold, electricity, or acid (chosen upon entering the form)
Gain a breath weapon that deals (class level*2) damage in a 60' line usable every 1d4 rounds; damage is of the same type as elemental immunity, and a Reflex save (DC 10 + 1/2 class level + Con mod) is allowed for half damage
Upon reaching Druid level 18, you may breathe in either a 60' line or a 30' cone.

I now lean away from immunity, it seems too strong. Probably have a long-ish (2d4, 3d4) cooldown on the breathweapon. Flight would be noticeably less good than the aerial form. Possibly tone down the strength and damage if it turns out to be more than Ferocious Slayer; the Slayer should have higher damage, but probably less overall attacks (assuming no cleaves)

Aquatic form: Fairly fast, blindsense underwater. Not sure what else to give this one. Possibly get huge and be a ship sinking sea monster at high levels.

Ocean Terror

The ocean terror form allows you to become a powerful aquatic sea predator, like a shark or a squid. You gain your choice of a bite attack that deals 1d8 damage, or four tentacle attacks, each with reach 10 ft. greater than normal, that deal 1d4 damage. Your size increases by one category, to a maximum of Colossal, and you gain the reach of a long creature of your kind. You gain a +8 enhancement bonus to Strength, and gain a +5 enhancement bonus on Fortitude. Your natural armor bonus increases by 6. You gain a swim speed of 40 ft., and gain the aquatic subtype. At effective druid level 10th, you gain Swim-By Attack as a bonus feat while in ocean terror form.

Have it get the option to be even bigger at higher levels. Add a reasonable range Blindsight whilst in water at mid to high levels.

Thousand Faces: Look like who you want. Not sure what to stick on this.

Humanoid Form:
Unless their behaviour would lead to doubt being placed on their identity, the Druid automatically passes for a member of the chosen race. They do not however gain any additional knowledge regarding the race in question, no do they gain any special ability to speak the race's language.

In addition the Druid gains these abilities whilst in the particular racial form:
Choose 2 skills that either use Str, Dex or Con as their connected stat, or Intimidate. You gain a +1 bonus on these skills, plus a further +1 for every three Druid levels. These skills are set for each race and cannot be changed.
+5 on Bluff checks to convince others that you are a member of the appropriate race.

{table]Race | Stat Bonus| Other Bonus
Dwarf | +2 Con| +2 Saves vs. Poison
Elf | +2 Dex| Immune: Sleep
Half-Elf | +2 Cha | Low Light Vision
Half-Orc | +2 Str | Darkvision 60ft
Human | N/A| Form skill bonuses may be changed 1/day
Lizardfolk | +2 Con | +2 Natural Armour
Orc | +4 Str| N/A
Gnome | +2 Con | +2 Saves vs. Illusions
Goblin | +2 Dex | Darkvision 60ft
Halfling | +2 Dex | +1 Any one Save
Kobold | +2 Dex |[/table]

Additional forms:

Creeping Tendrils

The creeping tendrils battle form allows you take on plant form, gaining long, vine-like tentacles and a body of plant matter. You gain two tentacle attacks, which have a reach of 10 ft. longer than your normal reach, that each deal 1d6 damage. You can constrict a creature with a successful grapple check, dealing damage to it as with one of your tentacles. Whenever you successfully hit a creature of your size or smaller with a tentacle attack, you may attempt to start a grapple as a free action without provoking an attack of opportunity. If you win the check, you establish a hold and can constrict. Your size increases by one category, to a maximum of Colossal, and you gain the reach of a tall creature of your kind. You gain a +12 enhancement bonus to Strength, and gain a +4 enhancement bonus on Fortitude and Will saves. Your natural armor bonus increases by 10, and you gain damage reduction 5/slashing. Your base land speed changes to 20 ft. At effective druid level 15th, you gain Improved Disarm and Improved Trip as bonus feats while in creeping tendrils form.

Shifting Swarm

The bizarre shifting swarm battle form allows you to become a swarm of insects or similar vermin. You gain the swarm subtype, and all the traits of the swarm subtype. Your size decreases by two categories, to a minimum of Fine, but your space increases to 10 ft. You have no reach. You gain a swarm attack that deals 3d6 damage, to which you do not add your Strength score. In addition, any creature that begins its turn in your space while your are in shifting swarm form must make a Fortitude save, DC 10 + ½ your effective Druid level + your Constitution score, or be nauseated for that round. Spellcasting or concentrating on spells within your space requires a Concentration check, DC 20 + spell level. Using skills that involve patience and concentration requires a DC 20 Concentration check. You take a -10 penalty to your Strength score, to a minimum of one, but gain a +8 enhancement bonus to your Dexterity score, and a +5 enhancement bonus on all Reflex saves. You lose your base land speed, and gain a fly speed of 30 ft., with good maneuverability. You gain Weapon Finesse as a bonus feat while in shifting swarm form. At effective Druid level 12th, you gain Mobility as a bonus feat while in monstrous vermin form, and at effective Druid level 14th, you gain Spring Attack as a bonus feat. You must be at least a 4th level Battle Shifter in order to gain the shifting swarm form.

Finally, some kind of incorporeal shadow spirit form with incorporeal (but not draining) attacks.

I'd like to get the total number of forms up to twenty, as then you have have a ten level class gaining two each level. Need more ideas for forms though, preferably concentrating on the utility, as I think the combat is fairly well covered.

Edit: Because I forgot it earlier, this includes some forms from previous homebrew, that of DaTedinator, TheDementedOne and Kobold Bard

[gkathellar]

Just gonna drop this and this in here for your consideration.

[deuxhero]

Giants don't have the ability to cast spells

Yes they do, as long as they take Spellcaster levels. They have the limbs for gestures, so nothing beyond common sense stops them. In-fact, 20% of Storm Giants explicitly do for some reason.

If you go the non-spellcasting route, make entry non-spellcasting based (Wildshape Ranger/Barbarian comes to mind).

[Draxar]

Just gonna drop this and this in here for your consideration.

I'm using 'em, or aspects thereof (DaTedinator's and Kobold Bard's with having asked them and them having gone "Sure!", haven't yet been able to get in contact with TheDementedOne …and TDO just replied to the PM sent via the White Wolf forums. But I'm also doing different things to both. I'm doing a prestige class rather than the feat approach that DaTedinator took, and I'm going for a no spellcasting advancement (requiring the forms to be rather better) compared to TheDementedOne's approach.

The other thing I'm doing different is that I'm wanting all the forms to be viable throughout; I don't want to make an 'aerial form plus', I want the aerial form to be a viable combat option at level 15, with advantages and disadvantages compared to turning into a draconic form.

And that goes all the way up and down the line; I see Predator form being much more viable at 15th level if it has scent, track, stealth bonuses, better stat bonuses, pounce, and then maybe spring attack and/or hide in plain sight.

Yes they do, as long as they take Spellcaster levels. They have the limbs for gestures, so nothing beyond common sense stops them. In-fact, 20% of Storm Giants explicitly do for some reason.

If you go the non-spellcasting route, make entry non-spellcasting based (Wildshape Ranger/Barbarian comes to mind).

Wildshape ranger is doable, although it'd have to be a Shapeshift ranger, and I'd probably make a Ranger give up something in addition to his animal companion (as it's a worse companion than the one the Druid is giving up for the same ability). Probably just his 2nd favoured enemy though.

Barbarian would be interesting, but the question would very much be "What would the prerequisites be?" As I can't really think of anything that fits.

Spell-wise, one thing I'm seriously considering is giving each form a spell like ability or two that it grants you a few daily uses of, even when you're not in that form.