Qlippoth Lord, Oaur-Ooung

The sides of this tentacled monstrosity—part jellyfish, part mushroom forest—swell with opaque, pulsing blisters.

Oaur-Ooung CR 23

XP 819,200
CE Colossal outsider (aquatic, chaotic, evil, extraplanar, qlippoth)
Init +12; Senses darkvision 60 ft., detect good, detect law, true seeing; Perception +35
Aura cloak of chaos (DC 24)

DEFENSE

AC 40, touch 14, flat-footed 32 (+4 deflection, +8 Dex, +26 natural, –8 size)
hp 481 (26d10+338); regeneration 15 (lawful)
Fort +32, Ref +27, Will +18
Defensive Abilities freedom of movement, reactive swarms; DR 15/cold iron and lawful; Immune cold, death effects, mind-affecting effects, poison; Resist acid 30, electricity 30, fire 30; SR 34

OFFENSE

Speed 20 ft., fly 60 ft. (good), swim 80 ft.
Melee slam +35 (6d6+17/19–20 plus poison), 6 tentacles +30 (2d8+8/19–20 plus grab and poison)
Space 60 ft.; Reach 60 ft. (plus prodigious reach)
Special Attacks blisterwomb, constrict (2d8+17 plus poison), create spawn, horrific appearance (DC 29)
Spell-Like Abilities (CL 23rd; concentration +29)

Constant—cloak of chaos (DC 24), detect good, detect law, fly, freedom of movement, true seeing
At will—black tentacles^M, cloudkill^M (DC 21), control water, desecrate^M, greater dispel magic, greater teleport
3/day—control plants (DC 24), quickened heal^M, horrid wilting^M (DC 24), plundered power (DC 23), vortex (DC 23)
1/day—tsunami^M (DC 25), summon qlippoth

^M Oaur-Ooung can use the mythic version of this ability within her sanctum.

STATISTICS

Str 44, Dex 27, Con 36, Int 21, Wis 23, Cha 22
Base Atk +26; CMB +51 (+53 bull rush); CMD 73 (75 vs. bull rush, can’t be tripped)
Feats Awesome Blow, Combat Reflexes, Critical Focus, Greater Vital Strike, Improved Bull Rush, Improved Critical (slam, tentacle), Improved Initiative, Improved Vital Strike, Power Attack, Quicken Spell-Like Ability (heal), Staggering Critical, Vital Strike
Skills Fly +44, Knowledge (arcana, geography, nature, planes, religion) +34, Perception +35, Sense Motive +35, Spellcraft +31, Stealth +21, Swim +54
Languages Abyssal; telepathy 300 ft.
SQ amphibious, compression, massive, swarm mastery

SPECIAL ABILITIES

Blisterwomb (Su)

Once per day as a standard action, Oaur-Ooung can cause one of the immense, pulsating blisters on her body to erupt. This creates a 30-foot cone of freezing fluid that deals 20d6 points of cold damage and knocks creatures standing in the area prone. With a successful DC 36 Reflex save, a creature takes half the damage and avoids being knocked prone. At the same time, a number of fully-grown qlippoth equal to a CR 20 encounter emerge from the blister—typically, this consists of four catabolignes, but Oaur-Ooung can create any qlippoth she wishes with this ability. The save DC is Constitution-based.

Create Spawn (Su)

Once per round as a swift action as she slays a living non-outsider with her slam attack, Oaur-Ooung can transform that slain creature into a qlippoth. The qlippoth she creates must be of a CR no greater than the slain creature’s CR – 2, but otherwise the nature of the new qlippoth is chosen by Oaur-Ooung. Once created, the new qlippoth is free-willed and retains no memories of its previous life. A slain creature subjected to this transformation can resist the change with a successful DC 29 Will save. If the save fails, the slain creature cannot be restored to life until the qlippoth it spawned is slain, and even then, only via miracle, true resurrection, or wish. The save DC is Charisma-based.

Horrific Appearance (Su)

A creature that succumbs to Oaur-Ooung’s horrific appearance is overwhelmed by the scope and size of the immense qlippoth lord, and falls prone in a stupor. In addition to falling prone, the victim is dazed for 1d6 rounds. Each round the victim remains dazed, it takes 1d4 points of Constitution damage. If a creature is killed by this damage, its body splits open and a new qlippoth (of a CR equal to no mor than that of the target) emerges from the remains.

Massive (Ex)

Oaur-Ooung is unhindered by uneven ground and other environmental features that qualify as difficult terrain, though settlements and forested areas are considered difficult terrain for her. A Huge or smaller creature can move through any square occupied by Oaur-Ooung, and vice versa. Unlike kaiju, which are similarly massive, Oaur-Ooung can make attacks of opportunity against foes of any size and can be flanked by foes of any size. She gains a bonus for being on higher ground only if her entire space is on higher ground than the target. A Huge or smaller creature can climb Oaur-Ooung, but this requires a successful DC 30 Climb check.

Poison (Su)

Slam, tentacle, or constrict—injury: save Fort DC 36; frequency 1/round for 6 rounds; effect 1d4 Con drain; cure 2 consecutive saves. A creature slain by this poison splits open to spawn a new qlippoth (of a type chosen by Oaur-Ooung and of a CR no greather than that of the victim). The save DC is Constitution-based.

Prodigious Reach (Ex)

Once per round as an immediate action, Oaur-Ooung can unfurl her central tentacle to attack any creature she can see within 600 feet with her slam attack.

This attack can be used to make an attack of opportunity. She cannot grapple a foe outside of her normal reach of 60 feet.

Reactive Swarms (Ex)

Once per round when a creature strikes Oaur-Ooung with a melee weapon, her flesh splits and releases a nauseating spray of swarming vermin that immediately cloud around the attacker. This swarm deals 6d6 points of damage, and the attacker must succeed at a DC 36 Fortitude save or become nauseated for 1d4 rounds. This does not require an action on Oaur-Ooung’s behalf. The save DC is Constitution-based.

Swarm Mastery (Ex)

Oaur-Ooung is immune to swarm damage and cannot be distracted by swarm attacks.

ECOLOGY

Environment any (Abyss)
Organization solitary (unique)
Treasure triple

Immense Oaur-Ooung is a horrifically prolific source of soldiers for the qlippoth’s war against mortals. It is from this qlippoth lord that a significant number of the Abyss’s qlippoth hordes emerge. If through some chance event Oaur-Ooung were permanently slain, the production of qlippoth by the Abyss would not cease entirely, but it would diminish by a noticeable amount—at least, until the Abyss churned out some sort of equally vile and fecund replacement for the slain qlippoth lord.

Oaur-Ooung’s Abyssal sanctum is a poisoned ocean with no shoreline. Here and there in its inky depths, submerged mountaintops reach in vain for the churning sea’s surface, and leviathans swim through the vastness. Oaur-Ooung is the largest among them, but she keeps no lair as her own, content to drift through the eternal ocean spawning qlippoth large and small. Some are drowned, some she consumes, but enough escape her clutches and the ocean’s depths to make their way elsewhere into the Abyss, often via churning vortices to other realms.

Sometimes, the creatures born from Oaur-Ooung’s blisterwombs are particularly powerful; it’s rumored that at least one of the Abyss’s demon lords began its existence as a qlippoth lord emerging from Oaur-Ooung. Those few who have recently seen Oaur-Ooung (and survived) claim that a blisterwomb of unprecedented size boils on her flank, suggesting that she is about to spawn something of immense power. What this new addition to the Abyss might be and what form it might take is unknown, but it surely bodes ill for mortal life on countless worlds.

Oaur-Ooung’s body is 120 feet long, but her central tentacular stalk can unfurl to a length of miles for brief moments to lash out at creatures that have the distinct misfortune of having attracted her attention.

Oaur-Ooung’s Cult

Worshipers of Oaur-Ooung tend to be obsessed with one thing: the overwhelming desire to be transformed into a qlippoth. These cultists are not to be pitied, for their desires are not born out of shame. They believe that the qlippoth will win, and that by securing early transformation into one of these destructive beings, they will live on in the world they know will eventually replace all of reality. That they will retain none of their mortal memories or personalities is no deterrent to these people, as long as they survive in some form while the rest of their kind do not. Many have already abandoned their racial identities, repudiating their original cultures and pursuing magical or surgical alteration. Oaur-Ooung is worshiped on desolate coastlines and within the ruins of wracked or sunken ships, and sacrifices to her are often subjected to vile fleshwarping rituals in which their bodies become unholy components for transformative rituals designed to “evolve” the faithful and consume worshipers’ foes.

Oaur-Ooung’s symbol is a jellyfish-shaped rune, and her favored weapon is the trident. This qlippoth lord grants access to the domains of Chaos, Evil, Plant, and Water, and to the subdomains of Decay, Fear, Growth, and Oceans.