Pale Night (3.5e Monster)

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Author: TinkxLaryn (talk)
Date Created: March 10, 2021
Status: InProgress
Editing: Clarity edits only please
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Information About The Pale Night[edit]

Alternative Names and Titles: Mother of Demons, Matron of Androlynne, The Veiled One, Mother of Chaos, Qlippoth Lord

Symbol: A billowing white sheet draped over a starry field.

Portfolio: Chaos, Corruption, Evil, and Knowledge

Domains Granted: Chaos, Corrupt, Evil, Knowledge

Favoured Weapon: Net

Pale Night's Statistics Block[edit]

Pale Night, The Veiled One
Size/Type: Medium Outsider (Chaotic, Evil, Extraplanar, Obyrith)
Hit Dice: 26d10+286 (429 fast healing 20 hp)
Initiative: +18
Speed: fly 80ft (perfect)
Armor Class: 39, touch 35, flat-footed 24 (+14 Dexterity, +1 dodge, +10 deflection, +4 armor)
Base Attack/Grapple: +36/{{{grapple}}}
Attack: Incorporeal Touch
Full Attack:
Space/Reach: 5ft/5ft
Special Attacks:
Special Qualities:
Saves: Fort +19, Ref +29, Will +24
Abilities: Str -, Dex 38, Con 32, Int 25, Wis 28, Cha 31
Skills: Bluff +39, Diplomacy +35, Fly +47, Intimidate +35, Knowledge (arcana, history, nobility) +29, Knowledge (planes, religion) +32, Perform (sing) +32, Perception +38, Sense Motive +38, Spellcraft +29, Stealth +39, Use Magic Device +32
Environment: The Abyss
Organization: Solitary or clutch (Pale Night plus any number creatures the GM deems suitable)
Challenge Rating: 23
Treasure: , plus any treasure the GM deems acceptable
Alignment: Always chaotic evil
Advancement: -
Level Adjustment: -

A strange shimmering in the air announces the arrival of a shape, little more than a billowing white diaphanous sheet. Closer inspection reveals a lithe and seductive form beneath the sheet, a voluptuous feminine figure indistinct and hazy. Now and then the edges of the sheet rise a little too highly on the netherwind, yet never rise high enough to reveal the details that writhe beyond.

Pale Night is a creature that seemingly breaks the rules—something between a demon and a qlippoth (Obyrith), seemingly comfortable with both creatures in both worlds. As such, she represents the flow of information and bodies between discreet categories and into disturbing ambiguity. This ambiguity extends to her appearance. Creatures see her as the silhouette of an attractive female member of their own species, if their species has female members and a generally fertile and comely specimen of their species if they do not. Her true appearance is an abominable mystery—simply revealing it to the world is a difficult task for Pale Night, and those who survive the mental onslaught have literally no memory of what they saw.

Pale Night’s touch shatters minds and warps self-image—those who succumb to it find their exterior forms reflect their innermost fears and desires, becoming strange and terrible mutants. She “collects” creatures that interest her, be it for their rarity, bravery or physical markers, by transforming them into literal images of themselves. Her favorite tactic is to ride inside the body of a powerful demon or qlippoth, then abandon their form for one of her strongest foes after having had time to gauge their prowess.

Being intermediate between demons and qlippoths means that Pale Night is often feared by both. Despite her qlippothic origins, she is allies with both Lamashtu and Baphomet, ensuring that only the most suicidal Abyssal powers oppose her directly. The nature of her relationship to Lamashtu is obscure—the Mother of Monsters appears to respect Pale Night as a colleague, but the two maintain their distance most of the time. Pale Night is ancient even by the standards of qlippoth, and there are those that whisper that she was the entity that encouraged daemons to introduce sinning souls to the Abyss and create the first demons. As such, the most militant of qlippoth lords, such as Chavazvug and Yamasoth, would gladly see her destroyed.

Pale Night’s demesne is a tower of bone in the middle of Baphomet’s maze—its ever-shifting location and the protection of the King of Beasts is obstacle enough to keep all but the most dedicated enemies or petitioners from her door. Indeed, Baphomet's maze avoids a particular stretch of existence around Pale Night's castle, and he has never openly attempted to influence matters within her realm. Pale Night's cult is all but unheard of in mortal realms. Most of her devotees are lone figures seeking her blessings to uncover unspeakable secrets, or the creators of various hybrid abominations. Motherless tieflings, those pathetic and horrible planetouched born of qlippothic influence, make up the majority of her followers.

Pale Night is also the matron of Androlynne, where she still torments the ancient offspring of the eladrin host that tried to cleanse the Abyss of the obyrith presence after their defeat on the Fields of Pesh.

Much has been written about this mysterious demon lord. The Mors Mysterium Nominum claims she is the mother of several tanar'ri lords, including Graz'zt, Lupercio, and Vucarik of Chains. The Black Scrolls of Ahm claim she is the mother of nothing less than the tanar'ri race. Iggwilv's Demonomicon, on the other hand, portrays her not as a mother of demons but as a mother of several notorious and monstrous Material Plane races such as the harpy and the lamia. What seems certain is that Pale Night is viewed as a mother figure by not only her cultists but also by many of the denizens of the Abyss itself.

Pale Night's reaction to visitors in her realm depends upon her mood at the time of their visit. Sometimes, she merely sends them on their way. Others she embraces and adds to her haunted gallery of stolen lives.

On the Material Plane, Pale Night's cult is virtually unknown. Cultists that do exist are few in number, usually consisting of only three or four spellcasters who seek ways of introducing horrific new races of demonic terror on the world by impregnating female creatures of all kinds with raw Abyssal chaos. The issue of these births is always a half-fiend, and often one with unique and distinctive abilities beyond the norm for their kind.

Clerics of Pale Night have access to the domains of Chaos, Corruption, Evil, and Knowledge. Her symbol is a billowing white sheet draped over a starry field.


Graz'zt is a fearsome opponent, stealing the souls of foes with his blade. But few ever get him to that point, for they are too enthralled by his supernatural looks to put up any resistance. He enjoys nothing more than toying with the emotions of others, preying on the fear, lust, and envy he finds so embedded into the psyche of living beings.

Graz'zt may sprout wings as he pleases and is considered to be using them in his combat statistics, although he typically refrains from doing so if possible due to the limited aesthetic of such a change.

Alter Reality (Sp): Graz'zt has the ability to advance his portfolio. This is considered identical to the wish spell, but may only be used to produce effects appropriate to Graz'zt's portfolio or goals. Graz'zt may only use this ability once per minute.

Godlike: Although Graz'zt is not a true deity, he has many of the powers of such. He can grant spells to clerics, and gives access to the Chaos, Corrupt, Evil, Magic and Shadow domains. His favoured weapon is the dagger and his portfolio is sex, shadows, secrets and charm.

Additionally, Graz'zt is immune to any attack that changes his form, mind-affecting effects, ability damage, ability drain and energy drain, unless such an effect comes from a creature that has a caster level or character level (or CR, for monsters) over 20.

Lastly, Graz'zt can burn off some of his essence to stop magic dead in its tracks. As a free action that can be used outside of his turn, Graz'zt can lose [10%] hit points to counter any spell, supernatural ability or spell-like ability in Medium range, as if by greater dispel magic (although it can counter supernatural and spell-like abilities as if they were spells). This ignores temporary hit points, and can be used any number of times. For any ability with an ongoing or permanent duration, this merely suppresses it for 6 rounds.

Lord of the Abyss (Su): Graz'zt is an ancient evil, and one of the greatest of his kind. As a result, he receives a +8 enhancement bonus to attack rolls and damage rolls, a +8 resistance bonus to all saves and a +6 deflection bonus to AC. Graz'zt also has maximum hit points per hit die.

Additionally, the Abyss itself protects Graz'zt from any attempt to scry on him. Anyone that uses a divination effect on Graz'zt or the area within 1 mile of him must make a DC X Will save or become dazed for 1 round, and ending the effect automatically. Additionally, if the save is failed and Graz'zt wishes it, he can use an immediate action to transport himself over to the location of the user of the divination effect, even if it is on a different plane.

Lastly, Graz'zt's very presence is a blight on the surrounding area. He radiates a desecrate spell effect to a radius of twenty miles, and the innermost mile of this is subject to an unhallow effect instead, both at caster level 24th.

Perfect Tanar'ri (Ex): Graz'zt is a perfect member of his species. This gives him immunity to fire and poison, resistance to acid 20, cold 20 and electricity 20 and telepathy out to 1000ft. Additionally, his aura of primal emotion is so powerful that it affects creatures in Long range, and is of any of the three given types. Graz'zt can alter his aura of primal emotion at will as a swift action to project a different kind of emotion of his choice. The save DC for his aura is 37.

Prince of Darkness (Su): Graz'zt is the master of darkness and shadows. Any darkness effect he creates also hinders movement as a solid fog spell for any non-demons within it. In addition, he may fire bolts of Abyssal darkness as an attack action out to Long range, each dealing 24d6 points of vile damage to a single target on a successful ranged touch attack. Half of this damage is also added to any successful melee attack that he makes with his sword, Love's Pain.

Ravage Form (Sp): As a full-round action, Graz'zt may bestow his ravage on a creature eligible to gain a level. That creature gains its first level in the ravaged by Graz'zt racial paragon class. If Graz'zt attempts to ravage an unwilling creature, it receives a DC X Will save to resist (Cha-based).

If Graz'zt wishes, he can attempt to share the senses of a creature that has at least one level in ravaged by Graz'zt. This works identically to a scrying spell, except it must be centred on the creature in question. The creature doesn't get any say in the matter. Graz'zt may use this ability at will. This has a caster level of 24th.

Additionally, if any creature with at least one level in ravaged by Graz'zt attempts to affect Graz'zt or the area within 20 miles of him with any ability, Graz'zt may choose to use dominate monster on that creature as a free action that he can use even outside of her turn. The creature receives a DC X save as normal. This has a caster level of 24th, and the DC is Charisma-based.

Graz'zt can also create retrievers. The process is identical to applying his normal ravage, but is subject to the usual restrictions of becoming a retriever.

Sensual Seduction (Ex): Graz'zt’s love-venom spreads to all who look upon him, infecting them with its euphoric sensations and filling their heads with erotic, shameful, and irrepressible fantasies. Any creature that looks upon Graz'zt must make a Will save (DC 37) or immediately drop all of their worn or carried possessions, becoming stunned for 1 round as they can do nothing but gawk at his awesomeness. Even when this effect wears off, the victim of this effect is permanently charmed by Graz'zt, an infatuation that can never be cured except by a wish spell.

In addition, Graz'zt can take an immediate action to make the love-venom strengthen in potency with an infusion of his power, causing a charmed foe of CR 20 or under to make another save (at the same DC) be permanently dominated. This save DC is Charisma-based, and anyone who succeeds against either one of them is immune to all of the effects of this ability for 1 hour.

Shadowmaster (Ex): Graz'zt is permanently cloaked in a veil of shadows, a memento of his numerous encounters with Pale Night as well as his own power over the darkness. His normal corporeal form incurs a 20% miss chance against any and all effects that require an attack roll, and cannot be negated by any means by any creature with a Challenge Rating of 20 or less.

As a swift action useable at will, Graz'zt may turn into a ghost-like form very reminiscent of Pale Night, gaining total immunity to any non-force effect (even ghost touch weapons) until the beginning of his next turn, at which point he returns to normal. In this form, however, he loses his melee attacks, bolts of darkness, spell-like abilities, and the ability to bestow his ravage.

Spell-Like Abilities: At-will – bestow curse (can be used as a swift action), black tentacles (can be used as a swift action), blasphemy, blindness/deafness (can be used as a swift action), charm monster, cloak of chaos, deeper darkness (can be used as a swift action), desecrate, dominate monster, dream, eclipse, Elush's elemental extraction, Elush's epiphyseal erosion, Elush's explosive exsanguination, Elush's eye-blasting explosion (can be used as a swift action), Erzebet's skull bomb (can be used as a swift action), fear, greater dispel magic (can be used as a free action 3/round), greater shadow conjuration, greater shadow evocation, greater teleport, Ishara's enticing directive (affects up to one creature per caster level, can be used as a swift action), mass hold monster, mass suggestion, mirage arcana (can be used as a swift action), power word blind, prismatic spray, rainbow pattern (can be used as a swift action), rapture of rupture, screen, shatter (can be used as a swift action), spell turning, suggestion (can be used as a swift action), symbol of fear, symbol of insanity, symbol of persuasion, true darkness (can be used as a swift action), turn to the Abyss (can be used as a swift action), word of chaos, undetectable alignment, unhallow; 1/day - apocalypse from the sky, demise unseen, gate, mage's disjunction, phantasmagorical image, shades. Caster level 24th. Save DCs are Charisma-based (37 by default).

Graz'zt's Equipment[edit]

Love’s Pain

This artifact sword has been used by angels to smite countless beings of evil throughout the eons, trapping their essence within the blade as a receptacle of purification. With each fiend slain, however, further malice and ambition seeped into the blade, until the weapon itself had been consumed by evil intentions and began to corrupt the pure beings who wielded it. So strong was the desire of the fiends to continue existing in some fashion that the blade resisted all attempts to destroy it, and so the powers that be decided that it would remain sealed in the Heavenly Registry.

In the midst of his epic romp with the angel that would come to be the demoness Malcanthet, Grazz’t discovered the location of the sword. Ages later, with the aid of Iggwilv, he stole the blade from its resting place, and his touch infected it with his infamous love-venom. The combination of the two forces created a physical manifestation of some of the venom’s more nasty properties in the form of a dark ichor that coats the blade.

Love’s Pain is typically a dagger carried on Grazz’t’s belt, but as a free action he may transform it into its true combat-ready state, in which it is considered a +6 greatsword. On a successful attack, the opponent struck is infected by the ichor on the blade, causing them to take 12d6 points of unholy damage. Each round thereafter, the bonus damage is halved until it reaches zero. Another successful attack refreshes this effect.

As a full-round action, the sword’s wielder can command the blade to dissipate into an amorphous mess of black tentacles, spreading to all enemies within Close range. All targets affected must make a Reflex save or be entrapped by the grasping tentacles, taking damage from the blade’s ichor effect (see above) and becoming entangled for the duration. Each target is entitled to another saving throw using the same DC each round. Using the sword in this fashion prevents it from being used as a normal weapon but in no other way inhibits the wielder’s actions after the initial activation.

Graz'zt's Worshippers[edit]

The cult of Graz’zt exists to propogate the things that he holds most dear: hedonism, carnal pleasures, and all the associated spicy drama. His so-called “pleasure temples” are often fronts for brothels and even more nefarious drug and sex trade operations; in addition to the obvious monetary gains, lulling mortals into a drug-addled state makes them more susceptible to the temptations of the soul.

Against Malcanthet’s wishes, Graz’zt has stolen and maintained control over a large number of succubi, whom he keeps as his own personal toys. Completely under his submission, they are obedient to the death and absolutely convinced that he is a deity, as are any other victims of his insidious love-venom.

Back to Main Page3.5e HomebrewSourcebooksLiber Demonica
Back to Main Page3.5e HomebrewMonsters

AlignmentAlways chaotic evil +
AuthorTinkxLaryn +
Challenge Rating23 +
EnvironmentThe Abyss +
Identifier3.5e Monster +
Level Adjustment- +
RatingUnrated +
SizeMedium +
SubtypeChaotic +, Evil +, Extraplanar + and Obyrith +
TitlePale Night +
TypeOutsider +