The beast that thou sawest was, and is not; and shall ascend out of the bottomless pit, and go into perdition: and they that dwell on the earth shall wonder, whose names were not written in the book of life from the foundation of the world, when they behold the beast that was, and is not, and yet is
Quote Originally Posted by Waratah-Blossom
Code:
Waratah-Blossom

Seven are the veils of the dancing-girl in the harem of IT.
Seven are the names, and seven are the lamps beside Her bed.
Seven eunuchs guard Her with drawn swords; No man may come 
  nigh unto Her.
In Her wine-cup are seven streams of the blood of the Seven 
  Spirits of God.
Seven are the heads of THE BEAST whereon She rideth.
The head of an Angel: the head of a Saint: the head of a Poet: 
  the head of an Adulterous Woman: the head of a Man of Valour: 
  the head of a Satyr: and the head of a Lion-Serpent.

Seven letters hath Her holiest name; and it is BABALON.
This is the Seal upon the Ring that is on the Forefinger of IT: 
  and it is the Seal upon the Tombs of them whom She hath slain.

  -The Book of Lies, To Mega Therion
BABALON, QUEEN OF BONES
Human, Hexblade 4/Thrall of Orcus 10/Horned Harbinger 6

BABALON, QUEEN OF BONES
{table=head]Level|Class|Base Attack Bonus|Fort Save|Ref Save|Will Save|Skills|Feats|Class Features

1st|Hexblade 1|
+1
|
+0
|
+0
|
+2
|Knowledge (arcana) 4 ranks, knowledge (the planes) 2 ranks, knowledge (religion) 2 ranks|Evil Brand, Lichloved|Hexblade's curse 1/day

2nd|Hexblade 2|
+2
|
+0
|
+0
|
+3
|Knowledge (arcana) 5 ranks, knowledge (religion) 2.5 ranks, knowledge (the planes) 2.5 ranks||Arcane resistance

3rd|Hexblade 3|
+3
|
+1
|
+1
|
+3
|Knowledge (arcana) 6 ranks, knowledge (religion) 3 ranks, knowledge (the planes) 3 ranks|Thrall to Demon|Mettle

4th|Hexblade 4|
+4
|
+1
|
+1
|
+4
|Collector of Stories skill trick, knowledge (the planes) 3.5 ranks||Dark companion

5th|Thrall of Orcus 1|
+5
|
+3
|
+1
|
+6
|Knowledge (the planes) 6.5 ranks|Power Attack|Carrion stench

6th|Thrall of Orcus 2|
+6/+1
|
+4
|
+1
|
+7
|Knowledge (religion) 4 ranks, knowledge (the planes) 8.5 ranks|Martial Study (Leading the Attack)|Touch of fear

7th|Horned Harbinger 1|
+6/+1
|
+6
|
+1
|
+9
|Knowledge (religion) 6 ranks, knowledge (the planes) 9 ranks|Death Devotion|Bone horns, rebuke undead, Death domain

8th|Horned Harbinger 2|
+7/+2
|
+7
|
+1
|
+10
|Knowledge (religion) 8 ranks, knowledge (the planes) 9.5 ranks||Deathwatch, animate dead

9th|Horned Harbinger 3|
+8/+3
|
+7
|
+2
|
+10
|Knowledge (religion) 10 ranks, knowledge (the planes) 10 ranks|Extra Turning, Divine Might|Bonus feat

10th|Horned Harbinger 4|
+9/+4
|
+8
|
+2
|
+11
|Knowledge (religion) 12 ranks, knowledge (the planes) 10.5 ranks|Extra Turning|Bonus feat

11th|Horned Harbinger 5|
+9/+4
|
+8
|
+2
|
+11
|Knowledge (religion) 14 ranks, knowledge (the planes) 11 ranks||Captain of undeath

12th|Thrall of Orcus 3|
+10/+5
|
+8
|
+3
|
+11
|Knowledge (religion) 15 ranks, knowledge (the planes) 13 ranks|Martial Stance (Leading the Charge)|Demon wings

13th|Thrall of Orcus 4|
+11/+6/+1
|
+9
|
+3
|
+12
|Knowledge (religion) 16 ranks, knowledge (the planes) 15 ranks|Willing Deformity, Deformity (Obese)|Massive girth

14th|Thrall of Orcus 5|
+12/+7/+2
|
+9
|
+3
|
+12
|Knowledge (religion) 17 ranks, knowledge (the planes) 17 ranks||Summon minor undead

15th|Thrall of Orcus 6|
+13/+8/+3
|
+10
|
+4
|
+13
|Knowledge (arcana) 7 ranks, knowledge (religion) 18 ranks, knowledge (the planes) 18 ranks|Martial Study (White Raven Tactics)|Pallor of death

16th|Thrall of Orcus 7|
+14/+9/+4
|
+10
|
+4
|
+13
|Knowledge (arcana) 8 ranks, knowledge (religion) 19 ranks, knowledge (the planes) 19 ranks|Ability Focus (Carrion Stench)|Demon wing (at will)

17th|Thrall of Orcus 8|
+15/+10/+5
|
+11
|
+4
|
+14
|Knowledge (arcana) 9 ranks, knowledge (religion) 20 ranks, knowledge (the planes) 20 ranks||Death touch

18th|Thrall of Orcus 9|
+16/+11/+6/+1
|
+11
|
+5
|
+14
|Knowledge (arcana) 10 ranks, knowledge (religion) 21 ranks, knowledge (the planes) 21 ranks|Improved Flight|Summon major undead

19th|Thrall of Orcus 10|
+17/+12/+7/+2
|
+12
|
+5
|
+15
|Knowledge (arcana) 11 ranks, knowledge (religion) 22 ranks, knowledge (the planes) 22 ranks|Deformity (Madness)|Summon nightwing

20th|Horned Harbinger 6|
+18/+13/+8/+3
|
+13
|
+6
|
+16
|Knowledge (arcana) 13 ranks, knowledge (religion) 23 ranks||Create undead[/table]

Additional Character Details
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Swinging belly and pendulous bosom, the Queen of Bones plucked a squirming mouse from the cage before her and popped it into her mouth. Crunching it between her teeth, loud squeaks escaped her thick red lips. The Queen of Bones was always hungry. Her thick carrion-stench radiated from her in waves, nauseating, powerful, and her long and darting tongue flickered out to catch crumbs of mouse-brain captured in her jowls. She stood up, then, quick for her bulk, her crown of bones rattling, a pink blossom placed obscenely in her hair. Her prisoner retched at the full, foul sight of her. She smiled, rotted teeth peeking out from blackened gums, and plunged her long double-bladed spear into his heart. All around her, the dead stirred, crying hoarsely, cheering for their bilious queen.

She was Babalon, the Queen of Bones, and the dead loved her.

Hexblade Spells
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Spells per day/Spells Known
{table=head]Level|1st|2nd|3rd|4th

1st|-|-|-|-

2nd|-|-|-|-

3rd|-|-|-|-

4th|0 / 2|-|-|-
[/table]

Spells Known:
1- Reaving Aura, Karmic Aura


Stats
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STARTING: Str 16/Dex 10/Con 14/Int 10/Wis 10/Cha 16
Boost Charisma at each level.


Suggested Items
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Babalon likes to fight with a reach weapon such as a spear or duom (Dragon Compendium), using her horns of bone to strike adjacent enemies.

Items to boost Babalon's Strength, Charisma and Constitution are ideal, as they are the three most important stats to her.

Wands of hexblade spells can open up several options, both defensive and offensive.

She is primarily a melee character, so make sure she has a good set of armor that still lets her fly and keep her weapon up to date. Beyond that, make sure to hit up Ernir's list of necessary magic items, and she should be good to go.



Throwing the Bones - Playing Babalon
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Code:
FROM THE DIARY OF ALGENSON, MAD POET:

Her teeth were a loud cage and before her, the heads of saints adorned her bed. 
Seven powerful saints, and seven are woman, the seal upon them.

This bloated angel of bile, this demonic queen, She hath slain and tortured:
Seven letters of bones made prisoner of him, wretched, bones popping, and she 
  plucked at the blood-full bosom, the Queen captured in her jowls.

A man of valour no more, the head radiated from of the adulterous form of Her
  in waves, the veils of beast whereon blackened gums and nauseating, 
  swinging belly made eunuchs of the guards.

Her tongue flickered out, her words formed seven streams, 
  each stream spelling out a letter:
  BABALON.

This poet: unto her he brought his head, the tombs of his lips.
The Queen's carrion-stench enveloping him, the lamps shining beside the 
  bones of a God.

Seven are always hungry.

In the harem she rideth a lion-serpent.  The seven names stood up, then.
  The poet opened his mouth, but only squeaks escaped at the sound of Her 
  pendulous name; and from this poet a mouse was made.

She was Babalon, Queen of Bones, and the dead loved Her.
Level by Level
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LEVEL 5: Hexblade 4/Thrall of Orcus 1. The Queen of Bones combines melee and debuffing. Full BAB and Power Attack assist her damage-wise, while her hexblade's curse and her Dark Companion combine with her carrion stench to debuff her enemies. Defensively, mettle and arcane resistance combine with excellent saves to keep her going all day long.

LEVEL 10: Hexblade 4/Thrall of Orcus 2/Horned Harbinger 4. Between levels five and ten, she continues to improve her offense and debuffing, but also begins turning into a powerful leader, a queen so beloved by the dead that they rise to defend her.

The early entry into Thrall of Orcus means that Babalon picks up touch of fear at a level when it is still viable, and it combines well with her Dark Companion and her carrion stench for debuffing enemies. Better yet, she gains the Death domain from Horned Harbinger, which is promptly traded out for Death Devotion. Now she is stacking on negative levels with every thrust of her spear, on top of the debuffing from fear, stench and Dark Companion.

As she seeks out the bones of Myrkul, the dead god whose mastery of undeath raised Orcus the Demon-Prince, she grows a crown of bone. This serves as a natural weapon to strike adjacent enemies, and also does well on a charge. She has also added the Death domain and picked up rebuking, which powers Divine Might. Using her Horned Harbinger bonus feats for Extra Turning, she should be able to use Divine Might every round of combat. She also gains deathwatch at will, see all enemies before her.

Perhaps most importantly, however, Babalon picks up animate dead as a spell-like ability twice per day. As an SLA, this is usable as a standard action with no expensive components, meaning that Babalon can cause the dead to rise in the middle of combat. Best of all, the adds her Charisma bonus to her Horned Harbinger level when determining the caster level of the ability. With her Charisma focus, that means she can control up to 36 HD of undead, with up to 18 HD of undead being created with a single use of the SLA.

To further boost her army of the dead, the Queen of Bones has taken Leading the Attack via Martial Study.

LEVEL 15: Hexblade 4/Thrall of Orcus 6/Horned Harbinger 5. Babalon's undead mastery improves dramatically.

First off, she gains the Captain of Undeath feature from Horned Harbinger. Now she can control five times her CL in undead, meaning she is looking at 60 HD of undead under her control. Second, in addition to creating undead permanently, the Queen of Bones is also summoning undead. Of particular value is the ability to summon incorporeal undead - shadows and wraiths - as those are things she cannot create with her SLAs.

She also is better at aiding her allies. Picking up the Leading the Charge stance, she adds half her character level in damage on every charge attack for her or her allies. This is a fantastic way to open up combat, especially when multiplied across her army of undead. It also combines nicely with her crown of bones, which deals double damage on a charge. In addition, she picks up the incomparable White Raven Tactics, allowing her to give her more powerful undead additional chances to take out her foes.

For all that she is a general of the dead, the Queen of Bones is still a ferocious character in her own rights. Nearly full BAB, Power Attack and Divine Might give her excellent damage. Massive girth not only increases her survivability, but also boosts her carrion stench. She can fly without items thanks to her demon wings, and still manages to debuff enemies with stench, Dark Companion and negative levels, and her pallor of death gives her a powerful fear ability on top of that. Best of all, the four debuffs all make each other stronger - each lowers her enemy's saves, making the next more likely to take effect.

LEVEL 20: Hexblade 4/Thrall of Orcus 10/Horned Harbinger 6. The crowning achievement of the Queen of Bones. The last four levels of Thrall of Orcus give several powerful abilities.

First, demon wings is now at will, and Babalon has picked up Improved Flight to give her good maneuverability. This means she can do things like hover and attack enemies from above with her reach weapons, and no longer needs to maintain forward momentum to fly.

Second, she gains a death touch at will. With a typical DC of 31, and the fact that she is handing out penalties to saves of -6 or more, this is a particularly potent ability. She also improves the save DC of her carrion stench, thanks to Ability Focus. As it is a passive ability that is always on, keeping its DC at 22+Con will go a long way toward softening up her foes.

Third, her undead summoning has vastly improved. Now she can summon spectres, mohrgs, vampires and ghosts on top of the many undead she has created. Even better, her capstone ability allows her to summon a nightwing. Not only is this a powerful undead creature in its own rights, it also exudes a powerful desecrating aura that literally doubles her animate dead abilities and provides a significant combat boost to her army of dead. She also picks up create undead as a spell-like ability, allowing her to create powerful creatures such as mummies.

Finally, the madness of the grave has infected Babalon's mind, and this madness gives her immunity to all mind-affecting spells and abilities.


Thrall of Orcus
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  • Entry requirements: Though they are primarily fluff-based feats, it is worth noting that Lichloved and Evil Brand fit the fluff of Babalon, Queen of Bones perfectly. She is the Queen of the Dead, for whom the dead love so much that they rise to defend her. She is branded with the seals of her masters, Orcus the demon-prince and Myrkul, the dead god whose necromantic strength raised him.
  • Bonus feats/casting: Thrall of Orcus offers four bonus feats throughout its levels, which are key in allowing Babalon, Queen of Bones to pick up her myriad abilities.
  • Carrion stench: Babalon dedicates much to her carrion stench, as it is a passive ability that she keeps on at all times. The undead she surrounds herself with are immune to it, and with Ability Focus and massive girth to boost its DC, and Dark Companion to debuff enemy saves, most foes should fall victim to it. This is especially so because it does not have the clause that other similar abilities have, where a successful save renders immunity to the effect. This combines well with Babalon's many other debuffs.
  • Touch of fear: By entering Thrall of Orcus early via hexblade, the Queen of Bones picks this ability up when she still is facing foes of 5 HD or less. This gives her an additional debuff to use alongside Dark Companion, Death Devotion and carrion stench, and instills the shaken status even on a successful save.
  • Demon wings: As a melee character with several short range auras, it is important that the Queen of Bones can close with all enemies. Demon wings allow her to do so, and Improved Flight gives her the maneuverability to hover near foes as she stabs, sickens, frightens and energy drains them.
  • Massive girth: In addition to increasing her hit points and Fortitude (essential for a melee character), massive girth also boosts her carrion stench ability. As she is already picking up Willing Deformity for Deformity (Madness), this is essentially a free Constitution boost.
  • Summon minor undead: While the Queen of Bones has a sizable undead army under her control thanks to animate dead, create undead and Captain of Undeath, she does not have the ability to create incorporeal undead. This allows her to summon them. In addition, all of her undead benefit from her White Raven maneuvers, in particular her Leading the Charge stance, and from the powerful aura of the nightwing.
  • Pallor of death: The Queen of Bones loves stacking on auras to keep her opponents suffering. Now she adds a powerful fear aura on top of carrion stench, Dark Companion and energy drain from Death Devotion.
  • Death touch: All of her debuffing pays of nicely when she picks up death touch. Now a simple touch, combined with a heavy Charisma focus and several abilities that hurt enemy saves, will kill the foes of the Queen of Bones.
  • Summon major undead: What's better than summoning shadows and wraiths to plague your enemies? How about summoning vampires for energy drain and dominating gaze? Or ghosts, who have a whole host of debuffing attacks such as their baleful moan, draining touch and corrupting gaze? Rather than merely focusing on summoning bruisers, which her animate dead ability should supply in droves, she focuses on summoning undead with more debuffing auras and abilities to further hamper her enemies. This becomes even more powerful if allowed to select what kind of ghost and vampire is summoned, as she can do things like summon paladins of tyranny or blackguards or binders to stack on even more auras, or bards with Requiem or warblades or crusaders with White Raven focuses to further boost her army.
  • Summon nightwing: A nightwing is an extraordinarily powerful creature, almost certainly under-CR'd, so almost any build will enjoy the ability to summon one, even if it is only once a week. However, it is especially potent for the Queen of Bones thanks to its desecrating aura. This doubles the HD of undead she can create with her animate dead ability, and provides a handy boost to all the undead she controls. Babalon prefers to save this ability for when she comes across particularly powerful foes with high HD, such as dragons. This way, not only does it aid her in fighting them off, it also allows her to raise the creature as her thrall after it falls.



Roles and Abilities
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MELEE FIGHTER: +18 BAB, with decent Strength, Power Attack and Divine Might (alongside a huge Charisma and 11+Cha turn attempts before damage) means Babalon is consistently putting out excellent damage. She also is boosted by Leading the Charge (+10 damage on charge attempts, doubled thanks to her bone horns). Still more, she can fly with good maneuverability, allowing her to take the fight to her opponents.

DEBUFFER: The Queen of Bones has many ways to weaken and debilitate foes: Dark Companion, carrion stench (DC 22+Con before items), pallor of death (fear aura that frightens foes who fail their save or shakens those who succeed), negative levels on melee attacks via Death Devotion, and summoned creatures that drain ability scores or levels.

LEADER: With animate dead twice per day and create undead once per day, an effective caster level of 17 after Charisma-boosting items are taken into account, and Captain of Undeath allowing her to control 85 hit die of undead, the Queen of Bones should regularly be leading a veritable army of undead. She can further boost this by summoning a nightwing for its desecrating aura or by commanding low HD undead outside of her control. Furthermore, she can summon even more undead, and then boost them all with White Raven maneuvers and stances, including the incredible White Raven Tactics.

UTILITY/SUPPORT: Deathwatch at will, undead rebuking, an army of undead under her control, and the ability to alter self via her pallor of death ability means that despite her low skills, Babalon can provide a surprising amount of out of combat utility. She also has access to the hexblade spell list via spell trigger items, and can charm or dominate foes by summoning vampires and similar creatures.

DEFENSE: With Constitution as a tertiary stat and massive girth boosting it, plus the fact that most enemies are taking huge penalties to their attacks from her many debuffs, Babalon is more than a little sturdy. She also has excellent saves, which are boosted into the stratosphere thanks to Arcane Resistance and a Charisma focus, and Mettle.


Controlled Undead Breakdown
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Babalon, Queen of Bones, is capable of leading a tremendous army of the dead. In addition to the creatures she summons, she has two free animate dead SLAs per day, and one free create undead (which can instead be converted into animate dead). She adds her Charisma bonus to her caster level for this, and she also has the class feature Captain of Undeath, which allows her to control even more undead.

All in all, her numbers break down as follows:

  • Charisma 32 (16 base +5 levels +5 tome +6 cloak)
  • CL 17 (6 levels in Horned Harbinger +11 Cha)
  • Total HD of undead controlled: 85 (5xCL per Captain of Undeath)
  • Most undead created with a single use of animate dead, without a nightwing: 34 HD (2xCL)
  • Most undead created with a single use of animate dead in the presence of a nightwing: 68 HD (4xCL)



Sources
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  • Book of Vile Darkness
  • Faiths and Pantheons
  • Complete Arcane
  • Complete Champion
  • Complete Warrior
  • Tome of Battle
  • Races of the Wild
  • Elder Evils


Code:
"Glory unto the Scarlet Woman, BABALON, the Mother of Abomination, that rideth 
upon the Beast, for She hath spilt their blood in every corner of the earth, 
and lo!"

"With the breath of Her kisses hath she fermented it, and it hath become 
the wine of the Sabbath; and in the Holy Assembly hath She poured it out for 
Her worshippers; and they have become drunken thereon, so that face to face 
they beheld my Father. Thus are they made worthy to partake of the mystery 
of this holy vessel, for the blood is the life."

"Beautiful art thou O BABALON, and desirable, for thou hast given Thyself 
to everything that liveth, and thy weakness hath subdued their strength. 
For in that union Thou didst understand. Therefore art Thou called 
Understanding, O BABALON, Queen of Bones, Lady of the Night."

"O my God, though I am dead, in one last rapture let me attain to 
the union of the one with the many. For She is Love, and Her Love is one, 
and She has divided the one love into infinite loves, and each love is one, 
and equal with the One, and therefore is She passed from the Assembly and 
the Law and the enlightenment into the anarchy of solitude and darkness. For 
ever thus must She veil the brilliance of Herself."

  -Third Invocation in the Ritual of Babalon
   (altered from the Vision and the Voice)