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Larva of the Outer Gods

This creature is a terrifying amalgamation of chitinous scales, bloated flesh, unblinking eyes, and writhing tentacles.

Larva of the Outer Gods CR 15

Source Pathfinder #114: Black Stars Beckon pg. 88
XP 51,200
CN Large aberration
Init +12; Senses darkvision 60 ft., see in darkness; Perception +17


AC 32, touch 17, flat-footed 24 (+8 Dex, +15 natural, –1 size)
hp 207 (18d8+126); regeneration 10 (lawful spells and effects)
Fort +14, Ref +14, Will +18
Defensive Abilities amorphous; DR 10/lawful; Immune cold, fire, sonic; Resist acid 10, electricity 10; SR 26


Speed 20 ft., fly 60 ft. (perfect)
Melee 8 tentacles +19 (1d6+2 plus poison)
Space 10 ft., Reach 15 ft.
Special Attacks liberated flesh, maddening song, poison
Spell-Like Abilities (CL 15th; concentration +21)
At will—dimensional anchor, summon instrument, teleport (self only)
5/day—chaos hammer (DC 20), dispel magic, magic circle against law
3/day—control summoned monster (DC 20), deafening song bolt, song of discord (DC 21)
1/day—summon monster VIII, word of chaos (DC 23)


Str 20, Dex 26, Con 23, Int 11, Wis 20, Cha 23
Base Atk +13; CMB +19; CMD 37 (49 vs. trip)
Feats Combat Reflexes, Great Fortitude, Improved Initiative, Iron Will, Multiattack, Skill Focus (Perform [wind]), Toughness, Weapon Finesse, Weapon Focus (tentacle)
Skills Fly +26, Knowledge (planes) +18, Perception +17, Perform (wind instruments) +33, Spellcraft +21
Languages Aklo; telepathy 100 ft.
SQ no breath, starflight, void singer


Environment any
Organization solitary, pair, or choir (4–6)
Treasure none

Special Abilities

Liberated Flesh (Su) A larva of the Outer Gods can use its song to free creatures from their static forms. As a standard action that does not interrupt its performance, a larva can attempt to liberate the flesh of each creature currently affected by its maddening song. Each target must succeed at a DC 25 Fortitude saving throw or be transformed into a chaos beast (Pathfinder RPG Bestiary 2 54) under the larva’s control. A break enchantment, limited wish, miracle, or wish spell can return the creature to its original form, though the chaos beast does not willingly submit to such efforts. This is a sonic polymorph effect. The save DC is Charisma-based.

Maddening Song (Su) A larva of the Outer Gods can play a song on its pipes that inspires madness in those who hear it. Each creature within 30 feet of the larva is compelled to dance, as per irresistible dance, for as long as the larva continues to play. A creature can attempt a DC 25 Will saving throw to resist the effect, becoming immune to the larva’s song for 24 hours. Creatures that fail their saving throws can act normally if removed from the maddening song’s area of effect, but they must attempt a new saving throw upon re-entering the song’s radius. Beginning a maddening song is a standard action, but a larva can continue the performance on subsequent rounds as a free action. This is a mind-affecting sonic effect. The save DC is Charisma-based.

Poison (Ex) Tentacles—injury; save Fort DC 25; frequency 1/round for 6 rounds; effect 1d4 Dex drain and 1d4 Wis drain; cure 2 consecutive saves. The save DC is Constitution-based.

Starflight (Su) A larva of the Outer Gods can survive in the void of outer space. It flies through space at an incredible speed. Although exact travel times vary, a trip within a single solar system should take 3d20 hours, while a trip beyond should take 3d20 days (or more, at the GM’s discretion)—provided the larva knows the way to its destination.

Void Singer (Su) The songs of a larva of the Outer Gods travel through the fabric of reality itself. Sonic spells and effects produced by the larva, including its maddening song and liberated flesh abilities, function even in the void of space, in areas of magical silence, and against deaf creatures.

At the heart of the Dark Tapestry lies Azathoth, a shapeless entity the size of a star, imbued with immense chaotic and destructive power. The members of Azathoth’s court orbit it like planets, exalting in the babbling nonsense the blind idiot god issues into the void and singing songs of exquisite madness to their lord. The least of this celestial choir are the larvae of the Outer Gods, shed from Azathoth as a body sheds skin cells. They conjure instruments from the ether, such as pipes and flutes, with which to serenade their progenitor as they mature into gods of the void.

Larvae of the Outer Gods are constantly shifting in form, but average 10 feet in diameter and weigh 1,600 pounds.


Larvae of the Outer Gods are born as minuscule specks of matter sloughed off by the ever-changing bulk of Azathoth. These motes of flesh drift through space, caught in the gravitational gyrations of the idiot god, soaking up cosmic radiation and the songs of their kin. Eventually, the motes grow and coalesce into beings of chaos: larvae of the Outer Gods. Once they are large enough to move of their own volition, the larvae begin to whirl and dance in their orbits around the Primal Chaos, compelled by incomprehensible forces to join the cosmic song and dance.

It is not known where the larvae of the Outer Gods create or steal their instruments. Though strange in appearance, these pipes and flutes are utterly mundane in both function and composition. However, in the hands of the larvae, they become terrible tools of chaos.

When a larva plays an instrument, it does not merely create sounds. Instead, it warps the fabric of space, creating waves in reality. This allows the larvae to serenade their god even in the midst of an absolute vacuum. This dominion over space enables the larvae to conjure creatures from the planes, block dimensional travel, and transport themselves unfathomable distances in an instant.

Though some do eat, most larvae of the Outer Gods subsist on cosmic radiation, allowing them to travel for weeks or months across interstellar voids without dying of hunger or thirst. Over time, exposure to the cosmic winds causes them to swell and mutate, growing even more powerful. The oldest of these larvae eventually mature into colossal beings as powerful as demigods. These beings return to orbit Azathoth and refine their songs. Rumor has it that some eventually reach the next stage of their life cycle, absorbing countless other larvae to become planet-sized gods unto themselves.

Habitat and Society

Once a larva of the Outer Gods has reached maturity, it is not compelled to stay in the court of Azathoth. Indeed, all have the ability and many have the inclination to explore the Dark Tapestry and the worlds beyond. Larvae of the Outer Gods drift among the stars on unseen currents, or fly through space following songs only they can hear. This often brings them into contact—and conflict—with mortal beings.

Larvae of the Outer Gods bear no ill will toward such creatures, but their presence is often ruinous to mortal forms. Larvae do not understand the concept of mortality, nor can they imagine that a being would not want to be freed from the confinement of a static, unchanging body. Worlds visited by larvae of the Outer Gods thus come to see them as monsters—horrifying emissaries of destruction that spread chaos and fear wherever they roam.

Larvae of the Outer Gods are particularly fascinated by any talented mortal bards and musicians that they encounter, particularly those who are touched by chaos or the Dark Tapestry. They pursue such players across time and space, much to the musicians’ chagrin. These infatuations almost always end with either the larva’s destruction, or with the musician succumbing to the larva’s song. Some believe that larvae can even transform mortal musicians into fellow larvae of the Outer Gods, and that larvae scour distant worlds seeking to recruit new voices for Azathoth’s court.

Foolish mortals sometimes call upon the larvae of the Outer Gods for aid, summoning them to the realms of men in order to strike down some mortal enemy or share the forbidden secrets of Azathoth. While larvae are not opposed to serving such mortals, they also care little for what effect their songs have on mortal flesh. Those who conjure a larva of the Outer Gods are just as likely to fall victim to its maddening song as those they hoped to smite, and those who seek the secrets of the cosmos often learn them at the cost of their corporeal forms. Even when summoners take steps to protect themselves from unwelcome transformations, they find that the larvae of the Outer Gods approach tasks with an unfocused dreaminess that makes them terrible servants.