Flayer LeechSource Alien Archive 3 pg. 36
A flayer leech is a tiny invertebrate with a semitranslucent body and what appears to be a head that tapers to a point. This head is actually a segmented mouth that unfolds into five petal-like jaws, each lined with row upon row of curved, barbed teeth. Lodged deep within the flayer leech’s throat is a retractable proboscis that, when extended, vibrates at an ultrasonic frequency high enough that it can pierce a creature’s bones, siphoning the marrow inside. This appendage is surrounded by a pair of spinnerets that produce a durable material that is essential to a flayer leech’s life cycle. A flayer leech is approximately 1 foot long and weighs only a few pounds.
A flayer leech is a mindless, opportunistic predator that preys on all living creatures, but when it kills a humanoid or monstrous humanoid, it can wear the skin of its victim like a suit of clothes after a process of metamorphosis. After dragging a corpse to a secluded location (sometimes underground), a flayer leech begins the grim work that inspired its name, using its barbed teeth to carefully cut off the corpse’s flesh in large pieces. The flayer leech then siphons as much marrow as it can out of the creature’s bones, enough to sustain the leech for weeks, and consumes the brain.
Once full, the flayer leech returns its attention to the pieces of skin, using its spinnerets to create a nearly invisible filament and its proboscis like a needle to stitch the tatters back together, exactly as they once were. This filament is coated with a regenerative wax that fuses the flayed skin back together, leaving only barely visible lines. The flayer leech crawls into this fleshy cocoon and pupates within for 2d6 days, developing a bone structure and vocal organs, as well as respiratory, circulatory, and nervous systems similar to that of the victim. It also absorbs a portion of the victim’s memories from the victim’s brain matter and acquires some psychic abilities. After this period, a flayer leech becomes a flayer leech effigy, a convincing simulacrum of the dead creature.
A flayer leech effigy then attempts to insert itself into the dead creature’s life, though close friends might recognize a changed demeanor, as the effigy speaks rarely and doesn’t engage in as many social functions as the victim. In addition, an effigy’s auditory organs are sensitive to sounds that wouldn’t normally harm humanoids of the same type, which can sometimes give away the effigy’s true nature. When threatened, an effigy can protrude larger versions of its pharyngeal proboscis from small slits just below its wrists to defend itself. It also uses these tubes to extract the marrow it needs to reproduce—a disgusting parthenogenesis wherein the effigy belches forth fully grown flayer leeches.Aliens in the "Flayer Leech" FamilySource Alien Archive 3 pg. 36Flayer Leech Effigy CR 15 XP 51,200
N Medium monstrous humanoid
Init +7; Senses darkvision 60 ft.; Perception +26
DefenseHP 275
EAC 29; KAC 31
Fort +19; Ref +19; Will +15; +2 vs. mind-affecting effects
Defensive Abilities regeneration 15 (acid)
Weaknesses phonophobia, vulnerable to sonicOffenseSpeed 40 ft.
Melee wrist proboscis +29 (8d6+24 P plus drink marrow)
Ranged white star plasma pistol (3d8 E & F; critical burn 2d8)
Offensive Abilities rapid strikes, warp bonesStatisticsSTR +9; DEX +7; CON +5; INT +0; WIS +0; CHA +0
Feats Mobility, Spring Attack
Skills Bluff +26, Disguise +31, Stealth +26
Languages Common, Dwarven
Other Abilities uncanny impersonation, verminlike
Gear diamond carbon skin (green force field [25 HP]), white star plasma pistol with 1 ultra-capacity battery (100 charges)EcologyEnvironment any land
Organization clique (1 plus 3–8 flayer leeches)Special AbilitiesDrink Marrow (Ex) A flayer leech has a pharyngeal proboscis that can quickly vibrate at a subsonic frequency, allowing it to easily pierce through bone and similar hardened internal structures to consume a creature’s marrow. A creature struck by a flayer leech’s bite must succeed at a DC 23 Fortitude save or be sickened for 1 minute. Further bites from the flayer leech don’t worsen this condition, only extend the duration.
Phonophobia (Ex) When a flayer leech effigy is dealt sonic damage or comes within 30 feet of the source of an extremely loud noise (such as that produced by a starship thruster or the explosion of a grenade), it must attempt a DC 21 Will saving throw. If it fails, it is frightened for 1d4 rounds; if it succeeds, it gains the off‑target condition for 1d4 rounds instead.
Rapid Strikes (Ex) When a flayer leech effigy makes a full attack with its wrist proboscis, it makes up to three attacks instead of two, taking a –6 penalty to each attack instead of the normal –4 penalty.
Uncanny Impersonation (Su) A flayer leech effigy can impersonate the creature whose skin it is wearing to a striking degree. The effigy can use Disguise to disguise itself as a specific person, and the DC for the Disguise check isn’t adjusted due to being disguised as a different creature type or size category. In addition, the flayer leech effigy receives some psychic impressions when it consumes the creature’s brain, allowing it to glean minor details about the creature’s life and speak the languages it spoke. If the effigy attacks with its wrist proboscis, its disguise is automatically ruined for all who witness the attack.
Verminlike (Ex) For effects targeting creatures by type, a flayer leech effigy counts as both monstrous humanoid and vermin (whichever type allows an ability to affect them for abilities that affect only one type, and whichever is worse for abilities that affect both types). The effigy also receives a +2 racial bonus to saving throws against mind-affecting effects.
Warp Bones (Su) Once a flayer leech effigy has tasted a creature’s marrow, it can temporarily reshape that creature’s skeletal structure using only its mind. As a move action, an effigy can concentrate on the creatures it has wounded. Each creature that is sickened due to the effigy’s drink marrow ability must succeed at a DC 21 Fortitude save or suffer extreme pain as its bones twist and crack, gaining the nauseated condition until the end of its next turn.
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