The Primordial Chaos Queen

This native of the plane of raw chaos rules a steaming swamp there. Below the waist she is a mass of ten slime-glossed mauve tentacles like a giant squid's, laced with visible red and purple veins. Above, she is a hugely obese humanoid woman with bluish skin, paler on her swollen belly and darker across her back, green eyes and drooping curls of green hair. Rearing up she stands about 25 feet tall, and measured from her head to her farthest tentacle tip she spans more than 90 feet. Her crown is woven of bones and studded with black pearls around a sahuagin skull, and a coil of spider-fiend silk ties a huge trident to her wrist.

She has a frost giant's strength. Her trident +5 deals 2d6+2 (2d6+16 counting all bonuses) in melee or thrown, and she reels it straight back by its line. The rope is AC -5, takes 50 points to cut and resists magical fire 75% of the time.

Two tentacles reach foes 60 feet away and rake with horny ridges for 2d6 slashing damage. Instead, she can try to seize a creature of Large size or smaller at -4 to hit, the target counting as AC 10 adjusted only for magic and Dexterity. A seized victim is hoisted off his feet and next round shoved beneath her bulk, freeing that tentacle. Under her, a separate tentacle wraps each captive and squeezes for 3d6 a round, and a razor beak hidden among them can bite one trapped creature each round for 7d4. Anyone held or pinned takes -3 to attack and initiative.

No feat of Strength breaks her grip; a tentacle must be cut through with a +3 or better slashing weapon or a narrowly aimed spell such as magic missile. Each is AC -7, needs 30 points to sever and shaves 5 points off every physical blow. Damage to tentacles never harms her. A severed tentacle lets its captive wriggle out from under her, but it keeps squeezing for 2d6 a round until pried off with an open doors roll.

She uses her powers as a 20th-level caster. Her at-will powers are ventriloquism, telekinesis, tongues, chaos, slow, magic missile, clairvoyance, mirror image, and shape change into a human or merman. Six times daily she may use taunt, eyebite, death fog, polymorph other, shocking grasp, and a suggestion that can last as long as a month. Thrice daily she has polymorph any object, mass charm, domination, and chain lightning. Once each per day she can inscribe a symbol of pain, of fear, of discord, or of hopelessness. Telepathically she can converse with any chaotic being of semi-intelligence or better.

Once an hour she can belch foul smoke, or ink underwater, with the effect of her choice of solid fog, stinking cloud, or darkness 15' radius at 20th level. These clouds count as breath weapons, so magic resistance does not apply. Up to three times each hour she can open a chaos gate. Acid, electricity and poison cannot harm her, she regenerates 1 hit point per turn, and lost tentacles grow back in 4d12 hours.

Her rambling palace sits on a marshy island in the steaming fen, crammed with plunder from every prime world her agents reach; some pieces may date back to the first war against Law. Every spider-fiend owes her allegiance, however grudging. She rules by fear, by favors granted and abruptly taken back, and by hard bargaining.

Her obsession is freeing Skarrow the Wolf-Spider, her consort and most brilliant general, from his prison. She sets rivals against each other and buys off enemies with slaves and riches. Always she watches the Prime Material Plane for the Sevenfold Rod, which she rightly believes can heal Skarrow's crippling wound. Whenever mortals find it and start assembling it, her servants, her spies and an uncanny sixth sense for the Rod alert her.