Upheaval

Faceless Stalker

CR 4, CE Medium Aberration (shapechanger)

Senses: Perception 2, Darkvision 60

Speed: 30 ft.  Skills: Deception 14, Sleight of Hand 8, Stealth 11

Languages: Aquan, Common, tongues

Ability Scores: Str 18 (+6), Dex 17 (+5), Con 18 (+6), Int 13 (+7), Wis 15 (+8), Cha 16 (+9)

INIT: +7  CP: +3  HP: 42 (5d8+20)  SA: 7  DC: 17

AC: 17  Touch: 13  Flat-footed: 14 [+3 Dodge, +4 Natural]

SR: --  Vulnerable: --  Resistant: Bludgeoning 5  Bypass: --

Immunity: --  Effect Immunity: --

QUALITIES

Combat Reflexes (ex) - The Faceless Stalker gets a number of reactions equal to its dexterity bonus.

Compression (ex) - The creature can move through an area as small as one-quarter its space without squeezing or one-eighth its space when squeezing.

Faceless (ex) - This creature has no face. It has advantage on any effect meant to target the senses.

Constant Spell-Like Abilities (Sp) - The following spells are always active: Tongues

ACTIONS
Attacks

Change Shape (su) - A faceless stalker can assume the form of a medium humanoid in a process that takes ten, uninterrupted minutes. It can stay in this form indefinitely or change back as a bonus action.

Alter Self (sp) - This creature can cast Polymoprh as per the level 2 version of the spell.

DESCRIPTION

Environment: any swamps or underground

Organization: None

Treasure: standard (masterwork longsword, other treasure)

This hairless, leathery biped has a face dominated by grotesque and unsettling whorls and slits instead of actual features.

Ugothols (as faceless stalkers call themselves) are one of the many tools created and then discarded by the aboleths in their long war against the surface dwellers. Scorned by their former masters when the scheme for which they were designed unraveled, the faceless stalkers fled into swamps, marshes, or any other dark, wet places they could find-the closest they could come to the aquatic cities they once considered home. Originally designed to serve as spies that could walk uncontested among the air-breathing races, faceless stalkers adopt new forms by reshaping their skin and contorting their rubbery bodies. This painful process takes approximately 10 uninterrupted minutes-an ugothol typically seeks a private place to do it, avoiding even others of its own kind. The sensation of returning to its true form is quite exhilarating and results in a momentary burst of euphoria. Faceless stalkers cannot digest solid food even when in the form of a creature with a mouth. Instead, they subsist on liquids, including blood. In their natural forms, they have three hollow tongues which they use to penetrate and lap blood from their victims. Since they have no particular skill at grappling foes, most ugothols wait until a victim is helpless or asleep before attempting to drink its blood-although the best is when a victim is helpless but conscious during the process, so that the faceless stalker can play with its food by having grisly and cruel conversations with it.