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Qlippoth, Vexenion

This blood-red tumorous mass has a shifting cluster of waving tentacles sprouting from its amorphous form, its body pulsating with a horrid vitality.

Vexenion CR 6

Source Pathfinder #134: It Came from Hollow Mountain pg. 86
XP 2,400
CE Large outsider (chaotic, qlippoth, evil, extraplanar)
Init +8; Senses darkvision 60 ft., see invisibility; Perception +12


AC 19, touch 13, flat-footed 15 (+4 Dex, +6 natural, –1 size)
hp 76 (8d10+32)
Fort +10, Ref +6, Will +9
Defensive Abilities all-around vision, amorphous; DR 5/cold iron or lawful; Immune acid, cold, mind-affecting effects, poison; Resist electricity 10, fire 10; SR 17


Speed 30 ft., climb 30 ft.
Melee 4 tentacles +11 (1d6+3 plus grab)
Space 10 ft., Reach 10 ft.
Special Attacks absorption (2d6 acid damage, AC 13, 7 hp), horrific appearance (DC 17)
Spell-Like Abilities (CL 6th; concentration +9)
Constant—see invisibility
3/day—acid arrow
1/day—slow (DC 16)


Str 16, Dex 18, Con 19, Int 11, Wis 12, Cha 17
Base Atk +8; CMB +12 (+16 grapple); CMD 26 (can't be tripped)
Feats Improved Initiative, Iron Will, Vital Strike, Weapon Focus (tentacles)
Skills Acrobatics +15, Climb +22, Perception +12, Sleight of Hand +15, Stealth +11, Survival +12
Languages Abyssal (cannot speak); telepathy 100 ft.
SQ compression, stony form, tentacular versatility


Environment any (Abyss)
Organization solitary, pair, or hunger (3-6)
Treasure standard

Special Abilities

Absorption (Su) Though a vexenion has no orifice with which to swallow, it can directly absorb a pinned target as a swift action. In most ways, this ability is identical to swallow whole, except no hole is left in the qlippoth’s body after a creature cuts its way out. A vexenion can absorb no more than one Large or smaller creature at a time and cannot absorb creatures larger than itself. If a creature dies while absorbed by the vexenion, the qlippoth immediately expels the corpse, along with its possessions, and is healed of 3d6 points of damage.

Compression (Ex) A vexenion can move through an area as small as one-quarter its space without squeezing or one-eighth its space when squeezing. However, if it has absorbed a creature, its movement is restricted by the size of the absorbed creature.

Horrific Appearance (Su) A creature that succumbs to a vexenion’s horrific appearance becomes sickened for 2d4 rounds. This is a mind-affecting gaze attack.

Stony Form (Su) By concentrating for 1 minute, a vexenion can withdraw its tentacles and eyes and form a stony shell around its body. In this form, it gains a +6 enhancement bonus to its natural armor and gains damage reduction 10/bludgeoning, but it cannot move or take physical actions. It can emerge from this form as a full-round action, but doing so leaves it staggered for 1 round.

Tentacular Versatility (Ex) A vexenion’s tentacles are treated as primary attacks. As a swift action at the start of its turn, a vexenion can devote one or more of its four tentacles to movement or defense, reducing the number of tentacle attacks it can make in that round by the same amount. Each tentacle devoted to movement increases the vexenion’s base speed and climb speed by 5 feet. Each tentacle devoted to defense grants the vexenion a +1 dodge bonus to its AC for 1 round.


The Abyssal realm of Sekatar-Seraktis is a byword for chaos, contested by 13 different potential rulers split between bickering <%MONSTESR%Balor">balor lords, vavakias, and vrolikais, yet all leave the portion of the plane claimed by the qlippoth lord Yamasoth alone. The Kingdom of New Flesh is populated by the unholy experiments of the qlippoth lord, ravenous monstrosities who feed upon one another and any other beings so foolish or unlucky as to wind up in this accursed place. Some of the most fecund of these experiments are called vexenions, and they have proliferated across the Abyss. These abominations have the appearance of enormous bloated, pulsating tumors, mouthless, armed with muscular tentacles sprouting from their glistening form and gifted with bulging eyes capable of protruding from their bodies and just as quickly disappearing into their shuddering wet flesh.

A vexenion feeds on flesh by physically absorbing creatures into its own amorphous form through its membranous skin. The ingested creature is slowly dissolved by the qlippoth’s acid. Once the flesh is consumed, the victim’s bones and other indigestible parts are expelled, and the vexenion moves on to its next meal, forever hunting, forever hungry.

Vexenions often serve as shock troops in qlippoth armies, sent in the vanguard of attacks to break the formations of an advancing force, grappling and absorbing enemy soldiers in their path. While it is believed that Yamasoth employs these sickening things to gather material for its own endless experiments, the qlippoth lord seems to care little where the vexenions travel. For this reason, the creatures proliferate like a plague across the Abyss. Perhaps this is Yamasoth’s ultimate intent.

Vexenions are at home in nearly any environment where they can find flesh on which to feast, though they often lair in places where they might easily ambush prey: demonic crossroads, ruins, and blasted forests where they can use the high limbs and trunks of dead trees to ambulate above their unknowing prey. In fact, this is the qlippoth’s preferred method of stalking potential meals: suspended above, employing their impressive climbing skills to move from tree to tree. Caverns of stalactites or the pillars of ruined demon cities can serve the same purpose for them.

Despite their hideous, almost ooze-like appearance, vexenions are intelligent creatures. They lack the apparatus for speech but delight in telepathically sharing their hungers and the flavors of their food with others around them, impassively inquiring about their victim’s favored flavors and meals. The vexenion’s unsettling habit of sharing the flavors of a creature it feeds upon with that creature as it digests them is perhaps the qlippoth’s most sadistic trait.

Temples of Yamasoth and other places where his otherworldly and malign presence has infected the world, such as the deeper levels of Hollow Mountain, are no stranger to the predations of the vexenion. Dungeon complexes are well loved by these qlippoth, and despite their prodigious size, their malleable bodies allow them to slither and squirt and force themselves through narrow confines—provided their bodies are not currently engorged upon a still-solid and still-struggling meal.


Vexenions reproduce asexually. When one has consumed sufficient quantities of flesh, it finds a hiding place and goes into a kind of senseless larval state, its eyes and tentacles retreating into itself. The exterior flesh of the thing quickly hardens into a stony shell; in this form, they are difficult to discern from surrounding rocks. After 24 hours, two fully grown vexenion burst forth from the shell, each of which retains the memories of the original. While gestating in this shell, the vexenion stews in a rancid-smelling slurry of amniotic fluid that has strange effects on potions, elixirs, and similar magic items if used as an additional component when creating the magical liquid (merely mixing the fluid with an already created potion or elixir ruins the magic drink). A character can harvest a gestating vexenion’s fluids with a successful DC 21 Survival check, after which the fluid must be refined in an alchemical lab over the course of 8 hours with a successful DC 20 Craft (alchemy) check. A single vexenion can supply a single dose of fluid in this manner. Used as an additional resource during potion or elixir creation, the fluid has a 50% chance of causing the resulting potion or elixir to function at a caster level 2 higher than normal, and a 50% chance of instead causing the potion or elixir to function normally but to nauseate the drinker for 1 round after it is imbibed. A single dose of vexenion catalyst, as the prepared fluid is known, is worth 1,000 gp.

Vexenions are often confused with nyogoths, in whose company they are sometimes found. However, vexenions are more intelligent and better able to set up ambushes and traps for unsuspecting prey. Fortunately for nyogoths, they are among the only creatures in the Great Beyond that vexenions find unpalatable.

Creatures in "Qlippoth" Category



Source Bestiary 2 pg. 218
Before the Abyss was taught how to process and transform larvae into demons—indeed, before larvae even existed or the idea of mortal life had been conceived—it was rife with foul life. These creatures exist still, yet in drastically reduced numbers and often only in the deepest pits of the plane. Known as the qlippoth (the singular and plural are identical), these fiends may well be the oldest form of life in the Great Beyond—certainly, they were already in existence before the proteans discovered them. Some believe that the qlippoth come from an unknowable realm on what might be described as the “outside shell” of the Outer Sphere, but if the qlippoth are to be taken as indicative of what order of existence rules in such a realm, it is a good thing indeed that this outer realm is so impossibly distant.

The qlippoth do not possess in their forms anything approximating the human shape except by cosmic fluke or sinister mockery. In their twitching, squirming visages, the mad might make comparisons to life’s most primeval shapes—spiders and cephalopods, insects and worms, and even baser forms of life. What this might imply about these lower forms of life has disturbed philosophers for ages, and is not a train of thought that many enjoy lingering upon.

Since the rise of mortal sin, the rule of the Abyss has passed from the qlippoth to the much more fecund demons. When the Abyss first “learned” how to transform mortal souls into demons, the resulting explosion of demonic life culminated in a violent and destructive war with the then-rulers of the Abyss—the qlippoth. For unguessed millennia this war raged across the countless layers of the Abyss. The qlippoth had the advantage of knowing their ancient realm and, as a general rule, were individually more powerful than most demons, but the demons had numbers on their side. And as the demons continued to win battle after battle, new powers among their kind rose—balors, balor lords, nascent demon lords, and eventually demon lords themselves. Over time, the qlippoth were hunted nearly to extinction on the upper layers of the Abyss, and were forced to retreat deep into that realm’s darkest and most remote realms, to places even the demons feared to tread.

Here, the qlippoth have festered and lurked for ages. None can say how many qlippoth survived that ancient war, for none can know how deep the Abyss goes. The qlippoth dwell in these darkest pits, periodically emerging to do battle against their hated demonic foes, yet their wrath is not limited to the demonic host. The qlippoth know that daemons played a role in “teaching” the Abyss how to birth demonic life, and their war with the denizens of Abaddon is one fueled more by a driving need to punish than any need for survival. Yet as the eons have worn on, the qlippoth have come to realize that the true enemy is not a fiendish race—it is mortal life itself. For as long as mortal life continues to sin and die, the Abyss can continue to birth demons into its pits and rifts. The destruction of sin, by changing the way mortals live, would halt demonic growth, yet the qlippoth have no concept of how this goal might be achieved—to the qlippoth, only the murder of all mortality can suffice.

As a result, all qlippoth possess within their minds a burning hatred of mortal life, particularly humanoids, whom they know to be the primary seeds of sin. When a qlippoth is conjured to the Material Plane, it seeks any way to escape control in order to maul and destroy humans—they have a particular hatred of children and pregnant women, and if given a choice between harming someone already dying or close to death and someone with a full life ahead of them, they always choose to attack the latter, save for the rare case where the death of an elder or a dying loved one might result in a chain reaction of death among the young.

When called via spells like planar ally that require opposed Charisma checks or similar mechanics in order for the conjuring spellcaster to secure the outsider’s aid, evil humanoids take a —6 penalty when interacting with qlippoth due to the sin in their souls. The promise of a task that would afford the qlippoth the opportunity to kill many humanoids, or a sacrifice of a pregnant woman or a child, can sometimes offset this penalty. When a qlippoth shakes off the shackles of a conjuration, it attempts to remain on the Material Plane as long as possible, and during that time tries to murder as many mortals as it can, doing its part to deprive the Abyss of possible future sinful souls to build demons from.

Qlippoth Lords

That the qlippoth have among their kind paragons akin to demon lords is indisputable, yet these powers rarely, if ever, emerge from the deepest realms of the Abyss to interact with the rest of the multiverse. They are only rarely worshiped on the Material Plane, but such cults, where they exist, are singularly destructive and ruinous.

Yet the power granted by mortal worship can have a curious effect on a qlippoth—it can, in a way, infect it with the sins of its worshipers. Qlippoth who become so infected are either murdered by their kin or forced to flee to the upper realms of the Abyss, where they complete their transformation and, instead of remaining qlippoth lords, become demon lords. One can know the nature of a demon lord that began life as a qlippoth most easily by its shape—those demon lords, such as ichthyic Dagon or foul and festering Jubilex, bear little or no sign of a humanoid frame.