Requirements

Alignment: Any nongood

Skills: Escape Artist 5 ranks, Knowledge (nature) 8 ranks

Feats: Fast Wild Shape

Special: Must possess the ability to change form, such as from alternate form ability, the shapechanger subtype, or a wild shape ability

Summary

Ravings from fevered explorers describe an unstoppable horror, a swarming mass that creeps under doors and through window frames to drain the life from its hapless prey. Such stories are usually dismissed, but they do contain a kernel of truth. The master of flies is an intelligent swarm that can form a massive being at need, or a single creature that can dissolve into a cloud of vermin.

A master of flies may be a creature having an affinity withvermin, such as a drider or an aranea. Sometimes she is a being who has an innate ability to summon creatures, such as a vampire. The master of flies is a favorite prestige class of demons, who revel in the horrific. Sometimes even a druid may follow this path.

Becoming a master of flies usually appeals to a depraved personality intent on horror and destruction. Such beings shun all contact with others except to insinuate themselves into a group of potential prey.

Role: Spell DPS

Characteristics: Swarmshaping masters with influence over and abilities tied to vermin

Source: Savage Species

Game Rule Information

The Master of Flies has the following game statistics.

Abilities: WIsdom for your survival skills, Dexterity for staying hidden.

Alignment: Any Nongood

Hit Die: d8

Starting Gold: N/A

Class Skills

The Master of Flies's class skills are Balance (Dex), Climb (Str), Control Shape (Wis), Disguise (Cha), Escape Artist (Dex), Handle Animal (Cha), Hide (Dex), Jump (Str), Knowledge (nature) (Int), Listen (Wis), Move Silently (Dex), Search (Int), Spot (Wis), Swim (Str), and Wilderness Lore (Wis).

Skill Points at 1st Level: (6 + Int modifier) × 4

Skill Points at Each Additional Level: 6 + Int modifier

Class Features

All of the following are class features of the Master of Flies.

Weapon and Armor Proficiency: A Master of Flies is proficient with whatever they were already proficient with prior to taking levels in this class.

Summon SwarmSp: A master of flies can use summon swarm as a sorcerer of her character level. She can use this ability once per day per level she has attained in this prestige class. The creatures summoned must be vermin; roll 1d20 on the following table.

SwarmshapingSu: Beginning at 2nd level, a master of flies can take the form of a swarm of vicious little vermin and return to her own form. This effect is similar to that of a summon swarm spell, except that the swarm is of the same size category as the caster (and it has the same face statistic as the caster). The master of flies can choose the type of vermin from the table above. In swarm shape, she can move at a speed of 15 feet, or up to 45 feet if the swarm flies (poor maneuverability).

The swarm has the same number of hit points as the original creature and can be damaged by fire and area-effect spells and abilities. If the swarm is dispersed (by gust of wind, for example), the master of flies must return to her own shape. To do so, the dispersed creatures must first coalesce (at the swarm's speed); the master of flies must take a standard action on the following round to transform.

A master of flies can use this ability once per day at 2nd level and more times per day at 3rd, 4th, 6th, 7th, and 9th level, as shown on Table 7—3: The Master of Flies.

At 5th level, a master of flies is able to take the shape of a swarm identical to that produced by an insect plague spell, except that the swarm can be no more than one size larger than the master of flies (you can choose the face if more than one is available). This swarm can move at half the master of flies' normal speed and can fly at the same speed (clumsy maneuverability).

At 8th level, a master of flies is able to take the shape of a swarm identical to that produced by a creeping doom spell, except that the swarm can be no more than two size categories larger than the master of flies (you can choose the face statistic if more than one is possible). This mass of vermin can only move at 10 feet per round and cannot fly.

In all other respects, the swarm shape ability is identical to the druid's wild shape ability.

Pied PiperSu: At 3rd level, a master of flies is able to influence vermin to a limited extent. She can use this ability once per day per level in this prestige class to charm a number of Hit Dice of vermin equal to or less than her character level, starting with the lowest Hit Dice vermin within range and moving up in Hit Dice until the limit is reached. The range of this effect is 10 feet times the master of flies' level. The vermin are allowed Will saves against this effect (DC 14 + Cha modifier), and any that make their save cannot be affected again by the pied piper ability of that master of flies for one day.

Charmed vermin move toward the master of flies at their land speed, taking the most direct path available. If the path leads into a dangerous area, the creatures get another saving throw. Charmed vermin can take no actions other than to defend themselves. If the master of flies moves, the charmed vermin follow. This effect lasts for as long as the master of flies concentrates. Once concentration is broken, those vermin cannot be affected again by the pied piper ability of that master of flies for one day.

Insect PlagueSp: Beginning at 5th level, a master of flies can use the spell-like ability Insect Plague as a sorcerer of her class level. She can use this ability once per day per level in this prestige class.

FlyblownSu: At 7th level, a master of flies can shift to a swarm shape and back as a free action.

Creeping DoomSp: Beginning at 8th level, a master of flies can use the spell-like ability Creeping Doom as a sorcerer of her class level. She can use this ability once per day per level in this prestige class.

Awaken VerminSp: At 9th level, a master of flies gains the ability to awaken humanlike sentience in a vermin. She can use this ability once per week. This ability is identical to the 5th-level druid spell Awaken, except that only vermin can be affected and there is no XP cost.

Swarm LeapSu: At 10th level, a master of flies becomes completely attuned to the throb and hum of vermin swarms, gaining the supernatural ability to instantaneously transport herself over great distances through that medium. Once per day as a standard action, she can enter any swarm of mundane vermin whose size equals or exceeds her own and travel to another such swarm in a single round, regardless of distance. The master of flies merely designates a distance and direction ("a swarm 50 miles south of here"), and the swarm leap ability transports her to a destination swarm as close as possible to the desired location. She can attempt to name a specific swarm ("a beehive in an apiary just outside the city of Greyhawk"), but if no such target exists, the ability fails and the master of flies is ejected from the entry swarm. Both the entry swarm and the destination swarm must be alive, but they can be either naturally occurring or summoned. A master of flies in swarm shape cannot use herself as the entry point, but she could enter through an insect plague she created in a previous round. She could even use another master of flies in swarm shape as the entry or destination swarm. When exiting a swarm, the master of flies must choose an adjacent 5-foot-by-5-foot space in which to appear (or a correspondingly larger space if it is larger than Medium-size).

Except as noted here, this ability functions like the 6th-level druid spell Transport Via Plants.

Table 1-1: Master of Flies Progression

Level	Base Attack Bonus	Fort Save	Ref Save	Will Save	Special
1st	+0	+0	+0	+2	Summon swarm
2nd	+1	+0	+0	+3	Swarm shape 1/day
3rd	+2	+1	+1	+3	Swarm shape 2/day, pied piper
4th	+3	+1	+1	+4	Swarm shape 3/day
5th	+3	+1	+1	+4	Swarm shape (plague), insect plague
6th	+4	+2	+2	+5	Swarm shape 4/day
7th	+5	+2	+2	+5	Swarm shape 5/day, flyblown
8th	+6	+2	+2	+6	Swarm shape (doom), creeping doom
9th	+6	+3	+3	+6	Swarm shape 6/day, awaken vermin
10th	+7	+4	+3	+7	Swarm leap