Fleshcrafter, Liber Demonica (3.5e Prestige Class)

Fleshcrafter
"You will be the best one yet. Don't cry - big girls don't cry. And you'll be the biggest girl they ever saw..."

Back when the obyrith still ruled the Abyss, one in particular took a peculiar interest in the mortal races, and how they were endlessly malleable into a whole range of forms. He was a sibriex named Lesh'xha'fie, and was endlessly fascinated with the limits to which the reformation of flesh could be pushed before it collapsed into a foul goo. Lesh'xha'fie is believed to be the originator of many of the more peculiar species, such as umber hulks, and his fortress, the Prison of Flesh, was a place of both horror and wonder, as walls made of faces screamed at impossibly-high pitches, causing nausea and brain damage, next to creatures made of inter-connected humans, with a continuous line formed from tens of their bodies.

Left to its own devices, Lesh'xha'fie may well have created a race more capable than the tanar'ri. However, as with all obyrith, it was simply too insane to truly understand what it was creating, and when the war with the tanar'ri came, Lesh'xha'fie was destroyed, along with its many creations. Those that were powerful enough to survive outside the flesh-vats and culture tanks were flung all across the multiverse, and those too weak were destroyed or died on their own. The Prison of Flesh was torn down, cut into pieces and fed to the ravenous tanar'ri hordes. Lesh'xha'fie, and its work, were believed gone forever.

However, its greatest creation was yet to be revealed, for Lesh'xha'fie was different to other obyrith. Through the manipulation of flesh, it had sought to discover what it was about mortals that allowed their worship to create gods out of ordinary creatures. Although it never discovered this spark of divinity, it had collected all of its thoughts into a crystallized brain, which it hid within the multiverse when the tanar'ri hordes came. Believing itself competent enough to fight them off, Lesh'xha'fie had sought a temporary hiding place - in the brain of a mortal.

After initially being overwhelmed, the unfortunate that ended up having all this knowledge, in the insane drones of an obyrith, eventually began to replicate and obsessively continue the experiments of Lesh'xha'fie. Although the mortal was far less talented than the obyrith had been, he had nevertheless succeeded in perfecting some of the stranger experiments that Lesh'xha'fie had attempted. In addition to this, as mortal minds are wont to do, this mortal, which became known as the Fleshformer, codified and structured the mad ravings of his new mind into something which made some sense to a mortal being. Calling the book The Prison of Flesh, the Fleshformer, through it, quickly attracted a terrifying reputation. It is believed that he was destroyed by a team of adventurers after he attempted to liquify a whole city's population to produce a flesh-serum that (he believed) would give him eternal life, and his volume was lost.

However, this was not the end, for The Prison of Flesh has continued to circulate in occult circles, and has been studied, copied and added to by those willing to experiment on living beings to discover more about them. While the final goal of Lesh'xha'fie remains unachieved, many more discoveries were made since then, and have been added to The Prison of Flesh. Those who discover it, or one of its many copies, and seek to learn from it are the fleshcrafters - insane individuals who see the skin, muscles, sinews and bones of living creatures as a canvas to be worked on, to create works of art that are both insane and inspired.

Becoming a Fleshcrafter
Although almost any spellcaster can enter this class, most of those that do are wizards, as their studies make them well-suited to the hours of learning and experimentation that it tends to require. However, clerics of deities of change and transformation often become fleshcrafters as well, and some druids and sorcerers find its abilities interesting.

Class Features
All of the following are class features of the fleshcrafter.

Weapon and Armour Proficiency: Fleshcrafters receive no proficiencies with weapons or armour.

You do not, however, gain any other benefit a character of that class would have gained. If you had more than one spellcasting class before becoming a fleshcrafter, you must decide to which class to add each level for the purpose of determining spells per day, caster level, and spells known.

Additionally, a fleshcrafter can only learn new spells from the transmutation school when advancing spellcasting in this manner (subject to their class' spell list).

 : A fleshcrafter learns firstly to manipulate their own flesh, to better alter their appearance to suit the bizarre things their mind is about to imbibe. By spending 1 full round, the fleshcrafter can adjust their flesh, similarly to a disguise self spell. However, the effect of this spell is not illusory - it is an actual change to the fleshcrafter's appearance, that can extend to their voice if they so wish it. Instead of providing a bonus to a Disguise check made by the fleshcrafter, it sets the DC for the Spot (or Listen, if changing voice) check required to note that something is 'not right' about the new appearance. The DC for such a check is 10 + the fleshcrafter's character level + the highest of the fleshcrafter's Intelligence, Wisdom or Charisma modifier. If the check succeeds by 3 or more, a creature will know that the appearance or voice is not genuine. However, the effect does not end.

This ability lasts as long as the fleshcrafter wishes. If the fleshcrafter has no flesh for some reason, this ability has no effect.

 : Even the most simple teachings of The Prison of Flesh make one an incredible master of the grafting art. Fleshcrafters can create grafts in half the time it would normally require (rounding up to the nearest day).

 : From 2nd level, a fleshcrafter's art becomes all the greater, and they can now reshape the flesh of others. Firstly, this allows them to alter other creatures as if using their Malleable Visage ability. As this requires physical contact for the whole round, it can only be performed on a creature that is immobile, or that has been pinned (either by the fleshcrafter or some other creature), as well as requiring a touch attack, with a +4 bonus. A creature can also resist this change by making a Fort save (DC 10 + 1/2 the fleshcrafter's character level + the highest of the fleshcrafter's Intelligence, Wisdom or Charisma modifier).

Secondly, the fleshcrafter can now adjust flesh to become tougher than normal, increasing or reducing the so adjusted creature's natural armour bonus by up to to 1/2 of their character level. This can only be done to a creature once, and this change makes them hideous, giving them a -4 penalty on Charisma-based skills (except Intimidate) when using them against creatures that can see them. This takes the same time and conditions as the first use of this ability. Only a creature with flesh can be modified this way.

Thirdly, the fleshcrafter can modify another creature to have gills or something similar, allowing it to breathe some substance other than its own (such as water, lava, earth or something similar). Such a change is quite drastic, and requires one minute's work, under the same constraints as the previous two uses of this ability. Additionally, this makes a creature quite sickly, giving it a -3 penalty on Fort saves as long as this modification remains. A creature can only be modified to breathe one additional substance at a time. Only a creature with flesh can be modified this way.

Fourthly, the fleshcrafter can move their vital organs to a strange location in their body (such as up in their shoulders), making critical hits against them more difficult to score. This requires the same time as a use of Malleable Visage, and gives the fleshcrafter medium fortification (50% chance to ignore a critical hit or sneak attack). However, this gives them a rather disturbing aesthetic and form of movement, giving them a -4 penalty on Charisma-based skills (except Intimidate) when using them against creatures that can see them. If the fleshcrafter has no flesh for some reason, this ability has no effect.

Lastly, the fleshcrafter can attempt to mend injuries. This requires a Heal check, which sets the amount of hit points that this ability can restore. Alternatively, the fleshcrafter can attempt to remove ability damage points equal to one-tenth of this amount (rounding down). A creature's body can only be treated this way so often, however - a fleshcrafter cannot attempt to heal any creature in this manner more times per day than one-half of their class level (rounding up). This has the same time requirement and conditions as the first two uses of this ability. This can heal any creature with flesh, whether it's alive, undead, or something else (thus, it could work on a zombie or a flesh golem, but not on a skeleton or iron golem).

 : A 3rd level fleshcrafter has learned to modify bone in addition to flesh, and can now transform itself and others into even more strange forms. This is similar to the Fleshcraft ability, but now imitates polymorph self or polymorph other, as appropriate. It still requires the same conditions as Fleshcraft's first use. Additionally, before a certain form taken with this use of the Bonecraft ability, the fleshcrafter must make an appropriate Knowledge check (as if identifying it). If they pass, they can make use of this form this time, but must check again if they wish to use it again. Only passing this check by 10 or more allows any given form to be used without another check being required. Furthermore, the fleshcrafter cannot maintain more forms than their character level - additional forms above this number cannot be 'learned'. If the fleshcrafter wants, they can 'forget' a form to make space for a new one if they would 'learn' it. If the creature to be transformed lacks either flesh or bones, this ability has no effect.

Secondly, the fleshcrafter can cause a subject's bones to sprout out of their body, injuring them dramatically and painfully. This requires the same time and conditions as the first use of the Fleshcraft ability, and a creature that is both touched successfully and fails its Fort save dies immediately. If the creature to be affected lacks either flesh or bones, this ability has no effect.

Thirdly, the fleshcrafter can cause spines to protrude from a creature's body, giving them a claw attack, dealing damage appropriate to the creature's size. However, this is quite painful, and deals 1 point of Constitution damage. The fleshcrafter cannot give a creature more claw attacks this way than one-half of their class level (rounding down). If the creature lacks bones, this ability has no effect.

Lastly, any ability granted by the fleshcrafter's Fleshcraft ability can now affect creatures made of bone (thus, they could use Fleshcraft to heal a skeleton or a bone golem).

A fleshcrafter can use this ability a number of times per day equal to their class level. They can choose whatever version they wish, but the total number of uses is limited as above.

Choose a spell list other than the fleshcrafter's. That spell list's maximum spell level cannot be lower than the maximum spell level of any of the fleshcrafter's previous caster classes. For all purposes, the transmutation spells on that spell's list are considered to be on the list for all of their previous caster classes.

Example: A wizard/fleshcrafter could choose the cleric list, and would count all transmutation spells on the cleric list as if they were on the wizard list for all purposes (so they could use scrolls of those spells, learn them when they gain levels, etc). However, they could not choose the assassin spell list in the same way, as the assassin has a maximum spell level of 4th, while the wizard has a maximum spell level of 9th.

 : From 4th level, fleshcrafters become masters of the legendary zulo form, described in The Prison of Flesh as 'the ultimate enlightenment'. While each form is unique to each fleshcrafter, they are all ultimately horrible to behold and terrifyingly powerful. As a standard action, the fleshcrafter can use an ability similar to form of doom, including its limitations. However, the frightful presence ability it grants affects all creatures with a CR lower than the fleshcrafter's level, the DR granted is 10/- instead, and the natural armour modification it provides stacks with any natural armour bonus provided by the fleshcrafter's Fleshcraft ability (but nothing else). Additionally, while in this form, the fleshcrafter becomes unable to speak (which prohibits them from using spells with verbal components), but can instead use Fleshcraft and Bonecraft as a standard action, but cannot mimic polymorph self as per Bonecraft while in this form. Additionally, the zulo form overrides any spells or spell-like abilities that would alter the fleshcrafter's form - previous ones, as well as any that would affect them during the zulo form are suppressed for its duration.

Fleshcrafters can maintain the zulo form as long as they wish, and can spend a standard action to change back into their normal form.

 : A 5th level fleshcrafter can collapse their body entirely into some bodily fluid (usually blood, but can be bile, vomit, or anything similar) as a standard action. This causes them to transform into a black pudding in a manner similar to polymorph self, except that their speed becomes 400ft, and they gain the ability to reform themselves as a standard action. While in this form, the fleshcrafter cannot use any spell or spell-like ability (although supernatural abilities still work), and cannot change their form (except by reforming themselves with this ability). If this form is split, each part must be within 5ft of another part for the fleshcrafter to successfully reform. This ability can be used at-will.

 : Upon reaching 5th level, a fleshcrafter sees fit to compile their work and research into a new edition of The Prison of Flesh, or perhaps decides to update an older one. This requires a month of time, working at least 8 hours a day on experiments and writing. Doing so ties the fleshcrafter's soul to the power of the volume. As long as one copy of this volume exists somewhere, the fleshcrafter cannot be permanently killed, and can always be brought back by a raise dead, even if it would not normally be possible (there's no body, they were killed by a death effect, etc), and they do not lose a level or any Constitution if they are brought back.

Additionally, their research has been fruitful, and they can learn any one spell, up to one level lower than the maximum level they can cast. If they are a spontaneous caster, they can add the spell to their list of spells known. If they are a prepared caster, they now know the spell and can prepare it. The spell must come from the cleric, druid or sorcerer/wizard list. If it appears on more than one list, use whichever level you prefer to determine whether or not you can learn it.

Ex-Fleshcrafters
A fleshcrafter that becomes good still retains their class abilities, but cannot advance further in the class. However, despite this retention, any fleshcrafter that becomes good is usually too horrified to use their abilities anymore. They can regain the ability to advance in this class if they atone.