Alioth is the newest, and least powerful, of Alabaster’s one hundred vampiric thralls (for more information on Alabaster, see The Immortal's Handbook Epic Bestiary volume one [1]). He bitterly despises his master, yet at the same time is intensely jealous of the power he wields. As Alabaster pays little attention to his thralls, Alioth spends almost all of his time away from the Graveyard of Swords, Alabaster’s personal demiplane, hunting for magical swords of greater power, hoping that they’ll give him an edge in one day supplanting his master.

Alioth tends to create spawn and send them to look for swords in his stead. He has little trouble remaining hidden due to his amulet of proof against detection and location. Likewise, his ring of sustenance relieves him of his need to drink blood or drain life energy, and makes it so he must only rest in his coffin for two hours out of every twenty-four. When his minions find a magic sword to his liking, however, he tends to go collect it personally, enjoying slaughtering anyone who stands in his way.

Stat BlockEdit

Alioth the Footsoldier CR 41
Male human paragon vampire lord Fighter 21
CE Medium Undead (Augmented Humanoid)
Init +16 (+12 Dex, +4 Improved Initiative); Senses darkvision 60 ft.; Listen +37, Spot +37; Aura faint conjuration (ring of sustenance), moderate abjuration (amulet of proof against detection and location), overwhelming chaos, overwhelming evil, strong conjuration and strong evocation [evil] (2 +4 profane unholy adamantine orichalcum longswords)
Languages Abyssal, Celestial, Common, Draconic, Giant, Gnoll, Goblin, Infernal, Sylvan, Undercommon

AC 63 (+12 Dex, +17 natural, +12 insight, +12 luck), touch 46, flat-footed 51
hp 525 (21 HD); fast healing 20; DR 15/silver and magic; 10/epic
Resist cold 10, electricity 10, fire 10; SR 66
Fort +36, Ref +42, Will +41
Weaknesses vampire lord weaknesses

Speed 90 ft., fly 150 ft. (perfect)
Melee +4 profane unholy adamantine orichalcum longsword +68/+63/+58/+53 (2d8+48 plus 2d6 if good plus 1d6 if living/17-20) and +4 profane unholy adamantine orichalcum longsword +68/+63/+58/+53 (2d8+38 plus 2d6 if good plus 1d6 if living/17-20) or slam +66 (2d6+40 plus energy drain)
Ranged +58/+53/+48/+43
Space 5 ft.; Reach 5 ft.
Base Attack +21; Grapple +66
Attack Options Combat Expertise, Improved Sunder, Power Attack, Spring Attack
Special Attacks blood drain (1d4+15 Con drain), children of the night, domination (DC 45), energy drain (DC 45)
Spell-Like Abilities At will – control weather (CL 27th); 3/day – greater dispel magic (CL 15th), haste (CL 15th), see invisibility (CL 15th)

Abilities Str 50, Dex 35, Con --, Int 29, Wis 33, Cha 35
Special Qualities alternate form, create spawn, gaseous form, spider climb, telekinesis (CL 27th, DC 32), telepathy, turn resistance +25
Feats Alertness (B), Cleave, Combat Expertise, Combat Reflexes (B), Dodge (B), Great Fortitude, Greater Two-Weapon Fighting, Greater Weapon Focus (longsword), Greater Weapon Specialization (longsword), Improved Critical (longsword), Improved Initiative (B), Improved Sunder, Improved Turn Resistance, Improved Two-Weapon Fighting, Iron Will (B), Leadership (B), Lightning Reflexes (B), Mobility, Power Attack, Quick Draw, Spring Attack, Two-Weapon Defense, Two-Weapon Fighting, Weapon Focus (longsword), Weapon Specialization (longsword)
Epic Feats Penetrate Damage Reduction (silver) (B), Perfect Two-Weapon Fighting
Skills Intimidate +54, Listen +37, Spot +37, Tumble +34
Possessions 2 +4 profane unholy adamantine orichalcum longswords, ring of sustenance, amulet of proof against detection and location

Alternate Form (Su): Alioth can assume the form of any animal. He can use this power at will as a move action. He can change from one animal shape to another without having to revert to his humanoid form.

Blood Drain (Ex): Alioth can suck blood from a living victim with his fangs by making a successful grapple check. If he pins his foe, he drains blood, dealing 1d4+15 points of Constitution drain each round the pin is maintained. On each such successful attack, Alioth gains 5 temporary hit points.

Children of the Night (Su): Alioth commands the lesser creatures of the world and once per day can call forth 1d6+1 rat swarms, 1d4+1 bat swarms, or a pack of 3d6 wolves as a standard action. These creatures arrive in 2d6 rounds and serve Alioth until released. Further, he can sense through the senses of any such commanded creatures, and communicate empathically with them, to a range of 10 miles.

Create Spawn (Su): A humanoid or monstrous humanoid slain by Alioth’s energy drain rises as a vampire slave 1d4 days after burial. If Alioth instead drains the victim’s Constitution to 0 or lower, the victim may be any living creature with an Intelligence score of 3 or higher, and the victim returns as a dread vampire (from the Advanced Bestiary [2], by Green Ronin). In either case, the new vampire or dread vampire is under the command of Alioth and remains enslaved until his destruction. At any given time Alioth may have enslaved spawn totaling no more than twice his own Hit Dice; any spawn he creates that would exceed this limit are created as free-willed vampires or dread vampires. A vampire that is enslaved may create and enslave spawn of its own, so Alioth can control a number of lesser vampires in this fashion. Alioth may voluntarily free an enslaved spawn in order to enslave a new spawn, but once freed, a vampire or dread vampire cannot be enslaved again.

Dominate (Su): Alioth can crush an opponent’s will just by looking onto his or her eyes. This is similar to a gaze attack, except that Alioth must use a standard action, and those merely looking at him are not affected. Alioth may also dominate with his voice. He does not require line of sight to the target, but the target must be able to hear his voice when he speaks at a normal volume level. Anyone he targets must succeed on a Will save (DC 45) or fall instantly under his influence as though by a dominate person spell (caster level 27th). The ability has a range of 30 feet.

Energy Drain (Su): Living creatures hit by Alioth’s slam attack gain three negative levels. For each negative level bestowed, Alioth gains 5 temporary hit points. Alioth can use his energy drain ability once per round. Negative levels remain until 24 hours have passed or until they are removed with a spell, such as restoration. If a negative level is not removed before 24 hours have passed, the victim must attempt a Fortitude save (DC 45). On a success, the negative level goes away with no harm to the victim. On a failure, the negative level goes away, but the victim’s level is also reduced by one. A separate saving throw is required for each negative level.

Fast Healing (Ex): Alioth heals 20 points of damage each round so long as he has at least 1 hit point. If reduced to 0 hit points in combat, he automatically assumes gaseous form and attempts to escape. He must reach his coffin within 24 hours or be utterly destroyed. (He can travel up to three hundred twenty-four miles in 24 hours.) Any additional damage dealt to him while in gaseous form has no effect. Once at rest in his coffin, Alioth is helpless. He regains 1 hit point after 1 hour, then is no longer helpless and resumes healing at the rate of 20 hit points per round.

Gaseous Form (Su): As a standard action, Alioth can assume gaseous form at will as the spell (caster level 20th), but he can remain gaseous indefinitely and has a fly speed of 60 feet with perfect maneuverability.

Resistances (Ex): Alioth has resistance to cold 10 and electricity 10 and fire 10.

Spell-Like Abilities (Sp): At will – control weather (caster level 27th); 3/day – greater dispel magic, haste, see invisibility (caster level 15th).

Spider Climb (Ex): Alioth can climb sheer surfaces as though with a spider climb spell.

Telekinesis (Su): Alioth can use telekinesis (caster level 27th) at will (DC 32).

Telepathy (Su): Alioth can communicate telepathically with any living creature within 100 feet that has a language, and with any vampire under his direct control to a range of 1 mile.

Turn Resistance (Ex): Alioth has +25 turn resistance.

Vampire Lord Weaknesses: As a vampire lord, Alioth has far fewer weaknesses than normal vampires.

Alioth cannot be repelled by garlic or holy symbols, though he can be turned. Mere presentation of a holy symbol has no effect. He has no fear of mirrors, and casts a reflection as living beings do. He may enter a home or other dwelling freely, without needing an invitation.

Alioth can cross over or through running water with no impediments. He is not harmed in any way by immersion in running water.

Alioth is not as vulnerable to sunlight as a normal vampire, and can go about in broad daylight if he desires. Under sunlight, he takes a -4 penalty to all ability scores and on all attacks, saves, and skill checks. Also, while in sunlight he cannot use any of his supernatural powers. Victims of his domination power are not freed of his control during daylight hours; Alioth can verbally command any creature in his thrall even in direct sunlight. Spells that produce sunlight effects cannot harm Alioth; only direct light from the sun can weaken him. If Alioth is destroyed while exposed to direct sunlight, he seems to die, but unless his body is disposed of as described below, he assumes gaseous form as soon as the sun sets and attempts to return to his coffin.

Alioth is not killed outright by a wooden stake driven through his heart, though the stake does cause normal damage if it can bypass his damage reduction.

The only way to make sure that Alioth does not return is to cut his head from his body, burn the body and the head separately, scatter the ashes from the body over running water, immerse the ashes from the head in holy water, and bury the immersed ashes in consecrated ground. However, if the head ashes are ever unearthed and somehow separated from the holy water, dried thoroughly, and then subjected to an unhallow spell, Alioth can regenerate in a week if the ashes are placed inside one of his places of rest.


Alioth’s natural weapons and any melee weapons wielded are treated as being epic and silver for purposes of overcoming damage reduction. He always designates the most dangerous melee combatant as the focus of his Dodge feat. Alioth prefers to fight with both of his swords at once, gaining a +1 shield bonus due to his Two-Weapon Defense feat. Alioth's swords are 0.003% orichalcum (a new material from the Epic Bestiary) and weigh 256 pounds each, giving them a base damage of 2d8. They can only be wielded by a character with a Strength score of at least 40.

As a vampire lord, Alioth receives a +8 racial bonus on Bluff, Diplomacy, Hide, Intimidate, Listen, Move Silently, Search, and Spot checks, and a +12 racial bonus on Sense Motive checks. Further, as a paragon, Alioth receives a +10 competence bonus on all skill checks. The competence bonus has already been factored into the above skill listings, as have the racial bonuses for Intimidate, Listen, and Spot checks.

Design NotesEdit

The Vampire Lord template is from the Wizards of the Coast website [3]. The prerequisites for a vampire gaining this template are ignored, as they do not fit the character background. Note that, since the template is not 3.5, the damage reduction of the original template (DR 10/+3) has been translated to DR 15/silver and magic. Alioth's create spawn power has been modified so that, if he creates a spawn via his blood drain ability, he creates a dread vampire (from Green Ronin's Advanced Bestiary); this is thematic - a vampire as powerful as Alioth should create stronger than normal spawn. While the Vampire Lord template does not grant the ability to enter homes or other dwellings uninvited, that power was added because the Dread Vampire template grants it; since Alioth can create dread vampires with his create spawn ability, it seemed appropriate for him to have a power he can grant in others.

The Improved Turn Resistance feat and the profane weapon special ability are from Libris Mortis. The former adds +4 to a character's turn resistance. The latter is activated on command, sheathing the weapon in negative energy, which does 1d6 points of extra damage per hit to living creatures, or 2d6 points of damage to good Outsiders (living creatures that hold a profane weapon while it is energized take 1 point of Constitution damage per round).

Alioth was built using the "powerful array". His base ability scores were Str 18, Dex 16, Con 8, Int 10, Wis 14, Cha 12. All 5 of his ability points that he gained from leveling up were added to Strength. His skill points were calculated based on his original Intelligence score.

Alioth's stats have been modified slightly so as to create a more viable character. The Paragon template adds a +13 insight bonus to special attacks; this has been added to Alioth's turn resistance so that he won't be unduly vulnerable to turning. The +15 caster levels that the Paragon template adds to spell-like abilities and psionics has been added to his dominate, gaseous form, and telekinesis powers, since they're supernatural abilities that mimic spell-like abilities. Also, the tripled speed that the Paragon template grants to all of the base creature's movement types has also been factored into Alioth's speed in gaseous form.

Alioth's Alternate Form power has been modified to conform to the latest errata [4].

Due to his high Strength score, Alioth has two virtual size categories (virtual size categories are detailed in the Epic Bestiary). These give him a -4 penalty to Dexterity, a +5 increase to his natural armor bonus, and increase the base damage of his slam attack to 2d6. These changes are already taken into account in the above statistics.


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