Gargantuan Monstrosity, Chaotic Neutral
Armor Class 24 (Natural armor)
Hit Points 350 (20d20 + 150)
Speed 30 ft., Climb 40 ft., Burrow 50 ft.
STR
24 (+7)
DEX
18 (+4)
CON
26 (+8)
INT
16 (+3)
WIS
18 (+4)
CHA
22 (+6)
Saving Throws CON +15, INT +10, WIS +11, CHA +13
Skills Arcana +6, Athletics +14, Intimidation +7, Religion +12, Survival +14
Damage Vulnerabilities Cold
Damage Resistances Poison
Damage Immunities Bludgeoning, Piercing, and Slashing from Nonmagical Attacks
Senses Blindsight 30 ft, Darkvision 120 ft, Truesight 120 ft, Passive Perception 18
Languages Common, Deep Speech, Telepathy 300 ft, Undercommon
Challenge 23 (50,000 XP)
Proficiency Bonus +7
Traits

Arachnid Ancestry. The Arachne has advantage on saving throws against being Charmed, and magic can't put the Arachne to sleep.

Spider Climb. The Arachne can climb difficult surfaces, including upside down on ceilings, without needing to make an ability check.

Web Walker. The Arachne ignores movement restrictions caused by webbing.

Web Sense. While in contact with a web, the spider knows the exact location of any other creature in contact with the same web.

Legendary Resistance (3/Day). If the Matriarch fails a saving throw, she can choose to succeed instead.

 Magic Resistance. the Matriarch has advantage on saving throws against spells and other magical effects.

Spellcasting. The Matriarch is a 20th-level spellcaster. Her spellcasting ability is Charisma (spell save DC 20, +11 to hit with spell attacks). the Matriarch knows the following sorcerer spells: 

Cantrips (at will): Guidance, mending Infestation, sacred flame, Thaumaturgy

1st level (4 slots): bane, command, shield, absorb elements

2nd level (3 slots): hold person, silence, web

3rd level (3 slots): bestow curse, dispel magic, counterspell, fear

4th level (3 slots): Banishment, Charm monster, polymorph, Conjure woodland beings

5th level (3 slots): contagion, cloudkill, conjure elemental, dense macabre

6th level (2 slots): Blade barrier, harm

7th level (2 slots): Divine word, draconic transformation (range of touch) 

8th level (1 slot): feeblemind

9th level (1 slot): true Polymorph, Imprisonment

Innate Spellcasting. The Matriarch's innate spellcasting ability is Charisma (spell save DC 20). She can innately cast the following spells, requiring no material components:

At will: dancing lights, detect magic, locate creature

3/day each: Polymorph, conjure animals, reincarnate

1/day each: prismatic spray, Teleport.

 

 

 

 

Actions

Multiattack. the Matriarch can make four attacks with its Cocooning limbs. and two attacks with its claws 

Cocooning Limbs. Melee weapon attack +11 to hit. reach 10 ft. one target. hit: 30 (6d10) bludgeoning damage. and the target is grappled (Escape DC 18). while Grappled in this way the target is also restrained. the Matriarch has Eight Legs. each of which can Grapple one Target.

Claws. Melee weapon attack +11 to hit, reach 10 ft. one target. hit: 30 (3d10+15) Slashing damage. 

Bite. Melee Weapon Attack: +11 to hit, reach 10 ft., one creature. Hit: 40 (4d20) piercing damage plus 20 (2d10+10) poison damage.

Swallow. The Matriarch makes one bite attack against two large or smaller targets it is grappling. If the attack hits, the target is swallowed, and the grapple ends. The swallowed target is Blinded and Restrained, it has total cover against attacks and other effects outside the toad, and it takes 35 (4d10+15) acid damage at the start of each of the Matriarch's turns.  If the Matriarch dies, a swallowed creature is no longer restrained by it and can escape from the corpse using 5 feet of movement, exiting prone.

As an action a creature can try and force the Matriarch to regurgitate. the Matriarch must make a DC 20 constitution saving throw or regurgitate all swallowed creatures. 

If a creature is reduced to 0 hit points by the acid Damage, it dies instantly and the Matriarch lays an Egg made from the creatures digested remains 1d4 hours later. after the egg Hatches 1d6 hours after its laid, a new Arachne is born from it. the Born Arachne is the same race as the digested creature and has the same memories, skills and abilities as that creature. the Arachne will see the Matriarch as a mother figure. 

Enslave. The Matriarch targets one creature it can see within 30 feet of it. The target must succeed on a DC 15 Wisdom saving throw or be magically charmed by the Matriarch until the Matriarch dies or until it is on a different plane of existence from the target. The Charmed target is under the Matriarch's control and the Matriarch and the target can communicate telepathically with each other over any distance.

if a Dispel magic spell is cast on the target at 8th level, the charm also ends. 

Bonus Actions

Dexterous legs: The Arachne can take the Dash and disengage actions as a bonus action.

 

Legendary Actions

The Matriarch can take 3 legendary actions, choosing from the options below. Only one legendary action option can be used at a time and only at the end of another creature’s turn. The Matriarch regains spent legendary actions at the start of her turn.

Cast a Spell (Costs 1–3 Actions). The Matriarch expends a spell slot to cast a 1st-, 2nd-, or 3rd-level spell that she has prepared. Doing so costs 1 legendary action per level of the spell. 

Enslave. The matriarch uses the Enslave action

 

Description

Arachne are a race of creatures with a humanoid upper body but the body of a spider from the waist down. they often dwell in clans often being underground or even in the underdark if need be. 

A Cursed Venom. When an Arachne curses someone (See potential ways of being cursed above) the Curse victim will start feeling different and changing. they may no longer struggle when climbing through webbing. they may have an odd liking for weaving or maybe they often hiss at anyone or anything hostile. later symptoms could be an odd love for the dark. growing or shrinking in size. gaining a fanged maw. after a full sleep with this curse the victim will wake up to their body changed into an Arachne form, or in the worse of cases they wake up during the transformation.

All Hail the Matriarch. Arachne serve under a Matriarch system. the strongest one of each clan is known as the Matriarch. these are the leaders of each clan and those under them will obey without Question. if one such Arachne is Brave and strong enough they may Challenge the Matriarch for the throne. 

 the Matriarch. the leader of clans and crusher of all intruders. facing these things is more then simply a death wish. 

Lair and Lair Actions

Lair Actions

When fighting inside its lair, an Matriarch can invoke the ambient magic to take lair actions. On initiative count 20 (losing initiative ties), the Matriarch takes a lair action to cause one of the following effects:

  • Pools of water that the Matriarch can see within 120 feet of it surge outward in a grasping tide. Any creature on the ground within 20 feet of such a pool must succeed on a DC 15 Strength saving throw or be pulled up to 20 feet into the water and knocked prone. 
  • A cloud of swarming insects fills a 20-foot-radius sphere centered on a point the Matriarch chooses within 120 feet of it. The cloud spreads around corners and remains until the dragon dismisses it as an action, uses this lair action again, or dies. The cloud is lightly obscured. Any creature in the cloud when it appears must make on a DC 15 Constitution saving throw, taking 10 (3d6) piercing damage on a failed save, or half as much damage on a successful one. A creature that ends its turn in the cloud takes 10 (3d6) piercing damage.
  • Magical darkness spreads from a point the Matriarch chooses within 60 feet of it, filling a 15-foot-radius sphere until the dragon dismisses it as an action, uses this lair action again, or dies. The darkness spreads around corners. A creature with darkvison can’t see through this darkness, and nonmagical light can’t illuminate it. If any of the effect’s area overlaps with an area of light created by a spell of 7th level or lower, the spell that created the light is dispelled.
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