Pale Night, the Mother of Demons (CR 21)

Medium Outsider (Chaotic, Evil, Extraplanar, Obyrith, and Incorporeal)
Alignment: Chaotic evil
Initiative: 18(+14 Dex, +4 Improved Initiative); Senses: darkvision 60 ft., true seeing, and Spot +36
Languages: Abyssal, Common; telepathy 100 ft.

AC: 36 (+14 Dex, + 12 deflection), touch 36, flat-footed 22
Hit Dice: 24d8+264 (372 hp); DR: DR 20/cold iron and lawful
Fort +25, Ref +28, Will +23
Speed: Fly 80 ft. (perfect)
Space: 5 ft./5 ft.
Base Attack +24; Grapple -
Attack: Melee: incorporeal touch +38
Damage: incorporeal touch 2d6 Cha drain
Special Attacks: embrace, truth beyond the veil
Attack Options: Combat Expertise, Spring Attack, Whirlwind Attack
Abilities: Str -, Dex 38, Con 32, Int 25, Wis 28, Cha 35
Special Abilities: Spell-Like Abilities (CL 20th): At will - astral projection, confusion (DC 26), desecrate, detect good, detect law, greater dispel magic, greater teleport, magic jar (DC 27), telekinesis (DC 27), unhallow, unholy blight (DC 26)
3/day - quickened confusion (DC 26), insanity (DC 29), symbol of insanity (DC 29)
1/day - imprisonment (DC 30)
Special Qualities: incorporeal, obyrith traits, fast healing 10; Immunities: mind-affecting spells and abilities, poison; Resist: acid 10, cold 10, electricity 10, fire 10; SR 32
Feats: Combat Expertise, Combat Reflexes, Dark Speech, Dodge, Improved Initiative, Mobility, Spring Attack, Quicken Spell-Like Ability (confusion), Whirlwind Attack,
Skills: Bluff+39, Concentration +38, Diplomacy +47, Hide +41, Intimidate +41, Knowledge (arcana) +34, Knowledge (nobility and royalty) +34, Knowledge (the planes) +34, Perform +39 (song) +39, Search +34, Sense Motive +36, Spellcraft +36, Spot +36, and Use Magic Device +39
Advancement: -
Climate/Terrain: The Abyss (600th layer)
Organization:
Treasure/Possessions:

Source: Fiendish Codex I

A strange shimmering in the air announces the arrival of a shape, little more than a billowing white diaphanous sheet. Closer inspection reveals a lithe and seductive form beneath the sheet, a voluptuous feminine figure indistinct and hazy. Now and then the edges of the sheet rise a little too highly on the netherwind, yet never rise high enough to reveal the details that writhe beyond.

Mysterious and enigmatic, Pale Night claims to be the mother of many demon lords—certainly she is one of the oldest of their ilk.

Charisma Drain (Su): Pale Night causes 2d6 points of Charisma drain each time she hits with her incorporeal touch attack. On each such successful attack, she gains 5 temporary hit points.

Embrace (Su): As a standard action up to three times a day, Pale Night can try to embrace a Large or smaller creature by wrapping a portion of her shroud around the creature's body. She must succeed on a melee touch attack to hit, at which point the target must attempt a DC 34 Fortitude save. Success indicates the victim is stunned for 1 round. Failure indicates the victim is placed in stasis, as the spell temporal stasis. As long as this effect persists, the victim's form appears faint and insubstantial, with details obscured by a gently billowing diaphanous shroud. Creatures and objects can pass through the victim as if he weren't there. This condition cannot be dispelled, but freedom, miracle, and wish can restore the victim to life. The save DC is Charisma-based.

Truth Beyond the Veil (Su): Pale Night's true form is disguised by her shroud, which gives her a soft, feminine shape. As a result, she does not possess a typical obyrith form of madness. Pale Night's true form is one of such unimaginable horror that reality itself refuses to accept it. Anyone who attempts to part the shroud to get a better look at the Mother of Demons must attempt a DC 34 Fortitude save. Success indicates that the creature's mind simply fails to process what it sees before a new shroud automatically wraps around her incorporeal body. Failure indicates that for a brief moment, the character views the truth, and is immediately slain. Once per day, Pale Night can suppress her shroud as a full-round action. This forces every creature within 30 feet to succeed on a DC 34 Fortitude save to avoid death. Those who are restored to life retain no memories of what it was they saw beyond the veil. This is a fear and death effect that does not affect chaotic evil outsiders. The Save DC is Charisma-based.

Strategy and Tactics

Pale Night prefers to summon demons to fight her fights, but if pressed, she trusts to her incorporeality and swoops in to attack. Her first action in any combat is to reveal the truth beyond the veil, followed by her touch attacks. Her speed coupled with her Mobility and Spring Attack feats allow her to move in and out of melee quickly. If surrounded, she uses Whirlwind Attack to swipe at all adjacent foes at once.

If she has time to prepare for combat, she finds a demon (or any other nearby host, even one she summons) and uses magic jar to possess it. Pale Night's shroud acts as the gem required to store her soul - any creature that Pale Night possesses becomes wrapped in an invisible shawl that can be observed by creatures using see invisibility or true seeing. Once she has secured a host, Pale Night uses the body to ruin before abandoning it for another.

Servants, Enemies, and Goals

Pale Night is an enigma. An obyrith who was ancient even during that race's reign on the Abyss, Pale Night dwells in a bone castle located on the 600th layer of the Abyss since long before Baphomet claimed that layer as his own. Indeed, Baphomet's maze avoids a particular stretch of existence around Pale Night's castle, and he has never openly attempted to influence matters within her realm. Pale Night is also the matron of Androlynne, where she still torments the ancient offspring of the eladrin host that tried to cleanse the Abyss of the obyrith presence after their defeat on the Fields of Pesh.

Much has been written about this mysterious demon lord. The Mors Mysterium Nominum claims she is the mother of several tanar'ri lords, including Graz'zt, Lupercio, and Vucarik of Chains. The Black Scrolls of Ahm claim she is the mother of nothing less than the tanar'ri race. Iggwilv's Demonomicon, on the other hand, portrays her not as a mother of demons but as a mother of several notorious and monstrous Material Plane races such as the harpy and the lamia. What seems certain is that Pale Night is viewed as a mother figure by not only her cultists but also by many of the denizens of the Abyss itself.

Pale Night's reaction to visitors in her realm depends upon her mood at the time of their visit. Sometimes, she merely sends them on their way. Others she embraces and adds to her haunted gallery of stolen lives.

On the Material Plane, Pale Night's cult is virtually unknown. Cultists that do exist are few in number, usually consisting of only three or four spellcasters who seek ways of introducing horrific new races of demonic terror on the world by impregnating female creatures of all kinds with raw Abyssal chaos. The issue of these births is always a half-fiend, and often one with unique and distinctive abilities beyond the norm for their kind.

Clerics of Pale Night have access to the domains of Chaos, Corruption, Evil, and Knowledge. Her symbol is a billowing white sheet draped over a starry field.

Pale Night Lore

Characters with ranks in Knowledge (religion) or Knowledge (the planes) can learn more about Pale Night. When a character makes a successful skill check, the following lore is revealed, including the information from lower DCs.