ILLUMIANS

The illumians are a race created by sorcery. Through painstaking ritual, they have developed a mystical connection to the magic runes that make up their alphabet. Glowing sigils surround them, granting the power of an eldritch language made flesh. Illumians are contemplative humanoids, driven and ambitious, taught from an early age to master every field of study.

Personality: Illumians tend to be somewhat cautious, choosing to study a situation and develop a plan before acting. They're also proud of their heritage as illumians, extolling the virtues of illumians in general and their cabal in particular for anyone who'll listen.

Physical Description: Illumians look like the humans who first learned the Ritual of Words Made Flesh - paleskinned and somewhat taller than average. More than half of all illumians are bald, while the rest have blond or red hair. Facial hair is almost unheard of. Of course, their most significant features are the luminous sigils that float above their heads, endlessly circling. These sigils are described in detail below.

Illumians - even poor ones - favor the most expensive dress they can afford, with fine embroidery, long robes and capes, and multiple layers. Their bulky dress makes illumians look bigger and more muscular than they actually are. Illumians have a great distaste for dirt and take pains to keep their clothes clean, even in a wilderness or dungeon setting. Elaborate facial makeup is also common among illumians, particularly older ones who have already mated for their cabal. While some humans wear makeup to make themselves appear more attractive, illumians wear it for the opposite reason: to keep others at a distance. The more garish and outlandish an individual's makeup, the more likely it is that she wishes to be left alone.

Relations: Illumians regard humans as a brother race, but remain somewhat distant - after all, the illumians left pure humanity behind when they undertook the Ritual of the Word Made Flesh. Elves are admired for their long life spans, love of learning, and facility with magic, while dwarves are regarded as consummate craftsfolk but with little else to offer. Illumians confronted with gnomes and halflings sometimes let a bit of paternalism seep through their efforts to be polite, subconsciously treating the small folk like children. Whenever they can, illumians seek common ground with species that demonstrate a love of learning, such as dragons and outsiders. Conversely, illumians have regarded the githyanki as implacable enemies ever since the githyanki discovered and sacked the illumians' High Library on the Astral Plane. Except for those of the Gravewhisper cabals, illumians abhor undead.

Alignment: The cabals that form the backbone of illumian society maintain codes of honor they expect members to follow, so illumians have a tendency toward lawful alignments. Gibber cabals (described below) seek power in the disorder of invented words, and so have more chaotic tendencies.

Illumian Lands: Illumians usually form a small community far away from civilization, where they are free to make their plans without outside interference. Some cabals (or clusters of allied cabals) occupy buildings or neighborhoods in major human cities, where eventually their appearance ceases to arouse particular curiosity. Many cabals have access to a magic portal that whisks illumians to the Shadow City of Elirhondas, a teeming metropolis in which illumians make up the overwhelming majority of the population.

Religion: Illumian clerics mainly worship Tarmuid, the First Speaker, who invented the Ritual of the Word Made Flesh and uttered the words that created the illumians centuries ago. Since then, a few other illumians - mostly those who participated in the very first Ritual of the Word Made Flesh - have ascended to godhood by making a final utterance (described below). Tarmuid and these illumian deities are described in The Illumian Pantheon.

Language: Illumians speak the language that Tarmuid discovered (or invented, according to some cabals), the magical language that powered the ritual that created the first illumians. Even infants can speak Illumian - slowly and poorly - within a few days of birth. Non-illumians don't have an instinctive grasp of the language and find it very hard to learn. Because they aren't magically infused with the language the way illumians are, other speakers of Illumian receive no power from the hundreds of sigils that form the language's alphabet.

Names: Illumian personal names are almost always two or three syllables long, chosen from syllables that have a positive connotation. Illumians also take the name of their cabal as their own. Because the cabals help define an illumian's place in the world, illumians give their cabal name first, followed by their personal name. When speaking in Common, illumians usually translate their cabal name but leave their personal name in Illumian because it most likely doesn't have an exact match in Common.

Male Names: Abthek, Byerek, Duensel, Ghautar, Hautra, Iarmid, Kaulesh, Kyrish, Ooleg, Shelkau, Vyurek, Yeylea.

Female Names: Andrin, Chalaum, Eallie, Fraona, Nuele, Prekish, Querik, Rhealoo, Sreiska, Woothal, Xiroth, Zhaolei.

Cabal Names: Blackpennant, Bloodwing, Driftcloud, Duskwatcher, Frostpeak, Rustdreamer, Stormwind.

Adventurers: Illumians travel to learn more about the surrounding world on behalf of their cabals, occasionally undertaking dangerous missions on behalf of their cabal leaders. A few illumians have been cast out of their cabals, but it's far more likely that an adventuring illumian left voluntarily, hoping to gain enough knowledge and power to attract other illumians and thereby found a new cabal. Illumians spend a number of their adolescent or young adult years wandering the world, dreaming of being the master at the center of a powerful illumian cabal.

ILLUMIAN RACIAL TRAITS

• Humanoid (human): Illumians are humanoid creatures with the human subtype.

• Medium: As Medium creatures, illumians have no special bonuses or penalties due to their size.

• Illumian base land speed is 30 feet.

• Luminous Sigils (Su): The sigils that orbit an illumian's head glow softly, providing illumination equal to that of a candle. Illumians can make their sigils disappear by concentrating for a moment (a standard action), but they don't receive the sigils' benefits and can't use any special abilities granted by illumian words (see below) while they're doused. Restoring the sigils to visibility is a free action.

  Luminous sigils (including power sigils; see below) are insubstantial and disappear into any matter they touch. An illumian's sigils remain present and in effect even when the illumian takes another form, unless she would lose her supernatural abilities as a result of the form change. An illumian wizard who casts a polymorph spell on herself retains her sigils, but an illumian who becomes a zombie loses them.

• Glyphic Resonance (Ex): Illumians are the physical embodiment of a magical language, so they interact strangely with symbol-based spells. This group includes all spells whose names contain the word glyph, rune, sigil, or symbol (such spells in the Player's Handbook include explosive runes, glyph of warding, greater glyph of warding, sepia snake sigil, and the various symbol spells). When an illumian encounters such magic, one of two things happens: Either the illumian's resonance overpowers the spell, or the foreign magic corrupts the mystical language that defines the illumian. Illumians have a -4 racial penalty on saving throws against these effects if their level is less than the caster level of the spell. If an illumian's level equals or exceeds the spell's caster level, she is immune to the effect.

• Power Sigils (Su): In addition to the array of dimly glowing luminous sigils that orbits her head, a 1st-level illumian has a single brightly glowing power sigil that grants her certain bonuses (see below). A power sigil can be discerned from other sigils surrounding an illumian with a DC 10 Spot check, and identified with a DC 15 Knowledge (arcana) check.

  On attaining 2nd level in any class, an illumian gains a second different power sigil, and the bonus granted by each power sigil increases to +2. Depending on the combination of power sigils she chooses, an illumian gains one or more extra special abilities (see Illumian Words, below). The benefit of each power sigil is given below, along with the Common translation of each sigil's Illumian name.

  • Aesh ("vigor"): +1 bonus on Strength checks and Strength-based skill checks.

  • Hoon ("life"): +1 bonus on Wisdom checks, Constitution checks, and Wisdom- or Constitution-based skill checks.

  • Krau ("magic"): +1 bonus to caster level for all spells and spell-like abilities (up to a maximum value equal to the illumian's character level).

  • Naen ("mind"): +1 bonus on Intelligence checks and Intelligence-based skill checks.

  • Uur ("grace"): +1 bonus on Dexterity checks and Dexterity- based skill checks.

  • Vaul ("soul"): +1 bonus on Charisma checks and Charisma- based skill checks.

• Illumian Words (Su): Each combination of two power sigils' names makes an Illumian word of great power, and thus grants extra abilities to a character who possesses those two power sigils. The benefit of each word of power is described below.

  • Aeshkrau: The illumian can use her Strength score to determine the bonus spells she gains for a high ability score, instead of the normal ability score used by her class to determine this feature. If she has more than one spellcasting class, she may use her Strength score in place of any or all of the ability scores used by those classes for this purpose.

  • Aeshoon: Twice per day, the illumian can spend a turn or rebuke attempt as a swift action to gain a bonus on weapon damage rolls equal to her Wisdom bonus. This effect lasts until the beginning of her next turn, and it applies only to weapons with which she has selected the Weapon Focus feat.

  • Aeshuur: When the illumian deals damage to a target with a sneak attack or a critical hit, she gains a +2 dodge bonus to her AC against that target until the beginning of her next turn.

  • Hoonkrau: The illumian can spend a turn undead attempt as a swift action to add 1d8 points to the damage healed by any cure spell she casts before the end of her next turn, or a rebuke undead attempt as a swift action to add 1d8 points to the damage dealt by any inflict spell she casts before the end of her next turn. The illumian may use this ability twice per day.

  • Hoonvaul: Twice per day, the illumian can expend a spell slot (but not a slot holding a prepared spell) as a swift action to gain a bonus equal to the spell's level on turning checks, turning damage rolls, and on attack and damage rolls when making a smite attack. This effect lasts until the beginning of the illumian's next turn.

  • Naenaesh: During the time when the illumian prepares spells, she can choose to leave up to two spell slots unfilled to gain the ability to cast any other prepared spell (or spells) of the same level as if it had been prepared with the Still Spell feat. This effect lasts until the next time the illumian prepares spells. She cannot fill the vacant spell slot (or slots) until the next time she prepares spells.

  • Naenhoon: Twice per day, the illumian can spend one or more turn or rebuke undead attempts as a swift action to add a metamagic effect to a spell she is casting, with no effect on the spell's casting time or effective level. She must have the metamagic feat whose effect she wants to apply. The illumian must expend a number of turn or rebuke undead attempts equal to the normal level adjustment of the metamagic feat (for example, it costs two turn or rebuke attempts to apply an Empower Spell effect). If she chooses to apply the Heighten Spell effect, it costs her one turn attempt per level that she heightens the spell, up to a maximum of 9th level.

  • Naenkrau: During the time when the illumian prepares spells, she can choose to leave up to two spell slots unfilled to add +1 to the save DCs of all her other spells of that level (including spells from different classes). If she leaves two spell slots unfilled, they must be at different spell levels. This effect lasts until the next time the illumian prepares spells. She cannot fill the vacant spell slot (or slots) until the next time she prepares spells.

  • Uurhoon: Twice per day, the illumian can expend a spell slot (but not a slot holding a prepared spell) as a swift action to gain an insight bonus equal to her Wisdom bonus on Reflex saves and her Dexterity bonus on caster level checks to overcome spell resistance. This effect lasts for 1 minute per level of the spell slot expended.

  • Uurkrau: The illumian can use her Dexterity score to determine the bonus spells she gains for a high ability score, instead of the normal ability score used by her class to determine this feature. If she has more than one spellcasting class, she may use her Dexterity score in place of any or all of the ability scores used by her classes for this purpose.

  • Uurnaen: During the time when the illumian prepares spells, she can choose to leave a 1st-level or 2nd-level spell slot unfilled to add an insight bonus equal to the spell slot's level on attack rolls when making an unarmed strike or a sneak attack. This effect lasts until the next time the illumian prepares spells. She cannot fill the vacant spell slot until the next time she prepares spells.

  • Vaulaesh: Twice per day, the illumian can expend a spell slot (but not a slot holding a prepared spell) as a swift action to gain an insight bonus equal to the spell's level to AC and on weapon damage rolls. This effect lasts until the beginning of the illumian's next turn, and the damage bonus applies only to weapons with which she has selected the Weapon Focus feat.

  • Vaulkrau: Twice per day, the illumian can expend a spell slot (but not a slot holding a prepared spell) as an immediate action to gain an insight bonus equal to the spell's level on the next saving throw she makes before the start of her next turn.

  • Vaulnaen: Twice per day, the illumian can use a spell slot (but not a slot holding a prepared spell) to spontaneously cast any of her prepared spells of the same spell level. For example, a 3rd-level bard/1st-level wizard who had prepared burning hands as a wizard spell could use one of her 1st-level bard spell slots to cast burning hands. The spell is cast using the caster level at which it is prepared (the bard/wizard in the above example would cast burning hands as a 1st-level caster).

  • Vauluur: The illumian may expend a spell slot (but not a prepared spell) as a swift action to add 1d6 per spell level to her unarmed strike damage rolls and her sneak attack damage rolls. This effect lasts until the beginning of her next turn, and she may use it twice per day.

• Final Utterance (Ex): When an illumian dies, her body releases the stored Illumian language within it. For 1 round per Hit Die of the illumian, anyone within earshot hears ululating Illumian syllables - usually gibberish, but occasionally a prophetic phrase or a final curse on the illumian's enemies. The illumian's body need not remain intact for the final utterance to occur. Even if an illumian succumbs to a disintegrate spell, her disembodied voice still utters strange gibberish for several rounds.

• +2 racial bonus on saves against spells with the shadow descriptor: The illumians' magical heritage is tied to the Plane of Shadow.

• Superior Literacy: Illumians are always literate, regardless of their character class. Speak Language is always a class skill for illumians, regardless of class.

• Automatic Languages: Common and Illumian. Bonus Languages: Any except for secret languages (such as Druidic). Illumians love languages and travel far and wide to learn new languages from other races.

• Favored Class: Any. When determining whether a multiclass illumian takes an experience point penalty, her highest-level class does not count. Illumians hold versatility in high esteem, and most members of the race are multiclass characters. Furthermore, illumian paladins and monks can leave those classes and return to them without penalty.

AASIMARS

Graceful, regal, and noble, aasimars are the distant descendants of a coupling between a human and a good-aligned outsider. While nowhere near as powerful as their celestial forebears, aasimars still retain a touch of the divine in their blood and wear it with pride. Devoted champions of good, aasimars spend their days fighting evil in whatever form it takes. In a world of violence, injustice, and evil, aasimars are on the front lines, lending their abilities where needed. Some try to stave off evil by teaching and leading by example in the fight against ignorance, prejudice, and greed. Others present an aloof and lofty demeanor, an intimidating aura that, while noble, keeps people from trying to get too close. Among good people, aasimars are held in high opinion as a standard by which all should live, while those of an evil nature view aasimars as self-righteous and dangerously moralistic.

Personality: Aasimars practically radiate good will and a positive attitude. Most aasimars are kind, pleasant, and approachable. However, some project a crusading zeal and sense of purpose that can be daunting and unapproachable - hearkening to the vengeful, judgmental aspect of their celestial ancestor. Few aasimars crave the limelight, and they shun positions of authority, except in instances where they can lead by example.

Physical Description: From a distance, aasimars appear as standard humans. Up close, their celestial bloodline shines through in their tall stature and attractive features. Some bear a minor physical trait that highlights their celestial nature, such as silver or golden hair, metallic eyes, or a rich, melodic voice. Humanoids find aasimars aesthetically pleasing and watch them with admiration.

Relations: Aasimars maintain excellent relations with beings of good alignment. They are found primarily among humans, but they also associate with elves, dwarves, and good-aligned humanoids. They are extremely stern and disapproving toward evil beings of all kind and do not willingly deal with orcs, goblins, and other races noted for their evil alignment. Aasimars are extremely suspicious of half-orcs, but they can overlook blood or upbringing if an individual proves that he leads a life of good and honor. Aasimars treat one another with respect and friendship, seeing other aasimars as cousins united in the cause of good. However, if they encounter an aasimar who has fallen to evil, they become frightful to behold in their anger and righteous indignation.

Alignment: Blood infused with the power of the celestial realms virtually guarantees that aasimars are good in alignment, although individuals vary wildly in their interpretation and may favor lawful or chaotic behavior. In extremely rare instances, an aasimar turns from good, becoming neutral or even evil. Fallen aasimars live as hunted beings, reviled by their own kind for betraying the blood the flows in their veins.

Aasimar Lands: Aasimars are relatively few in number and do not hold any lands of their own. Most are loners, wandering from place to place and providing aid and good deeds when needed. Others integrate themselves more thoroughly into human society, although their predilection for action and good deeds means that they rarely take up a sedentary vocation.

Religion: The indisputable fact of their celestial ancestry leads aasimars to become deeply devoted beings who feel a personal connection with a particular deity. Even those who do not become paladins (their favored class) are profoundly religious and forthright in their faith. While they are not prone to proselytizing, by words and action aasimars show the power and righteousness of their deity to those who have not yet seen the light and truth that they experience themselves.

Language: Aasimars speak Common and have an intuitive understanding of Celestial from birth. Aasimars learn a variety of languages to assist them as they wander the world in their quest for good.

Names: Aasimars are given names appropriate for the area and society in which they were raised. The majority, raised by human parents, bear human names. Some adopt a more celestial-sounding name on reaching adulthood to demonstrate their devotion to their deity and to the cause of good.

Male Names: Exelar, Henzio, Mortibal, Overmar, Sentalial, Vitarri.

Female Names: Alleraia, Eretri, Irethia, Marethial, Savial, Terim.

Adventurers: Aasimars readily take to the adventuring lifestyle. Many become paladins, acting as righteous tools of their deity. Clerics are nearly as common, followed by fighters. Lawful aasimars find a monk's discipline very appealing. Blessed with a naturally high Charisma, some aasimars become sorcerers and bards. Aasimars dislike the pragmatic deceitfulness of rogues, and barbarian aasimars are almost unheard of.

AASIMAR RACIAL TRAITS

• +2 Wisdom, +2 Charisma: Aasimars inherit a measure of the insight and presence of their celestial forebears.

• Outsider (native): Aasimars are outsiders who are native to the Material Plane. Unlike true outsiders, native outsiders need to eat and sleep.

• Medium: As Medium creatures, aasimars have no special bonuses or penalties due to size.

• Aasimar base land speed is 30 feet.

• Darkvision: Aasimars can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and aasimars can function just fine with no light at all.

• Daylight (Sp): An aasimar can use daylight once per day as a 1st-level caster or a caster of her class level, whichever is higher.

• Resistance to acid 5, cold 5, and electricity 5: Aasimars gain a slight resistance to acid, cold, and electricity from their celestial blood.

• +2 racial bonus on Listen and Spot checks: Aasimars have keen senses.

• Automatic Languages: Common and Celestial. Bonus Languages: Draconic, Dwarven, Elven, Gnome, Halfling, and Sylvan. Aasimars enjoy learning languages that enable them to communicate with good creatures.

• Favored Class: Paladin. The paladin class levels of an aasimar who becomes an ex-paladin class do not count when determining whether she takes an experience point penalty for multiclassing.

• Level adjustment +1.

DOPPELGANGERS

Scholars have debated for centuries about the origin of the doppelgangers. Shadowy, mysterious, and enigmatic, these shapeshifters learned long ago how to integrate themselves into human society. For this reason, learned men and women believe that doppelgangers were once human. How doppelgangers gained their unique abilities is unknown, even to themselves.

Doppelgangers do not have a society of their own. They fill any desire for companionship and social interaction through their association with other races. Although doppelgangers act independently, following their own motivations and goals, rumors persist of a "secret cabal" of elder doppelgangers who desire nothing less than control of the world. Little evidence corroborates these rumors, which may have been perpetuated by the doppelgangers themselves to lend even more mystery to their race's reputation.

Personality: Discerning a doppelganger's true personality is akin to grasping quicksilver, although certain traits seem to be common among members of the race. In their natural form, doppelgangers are cold, mysterious, and aloof, and almost never give any indication what they are actually feeling or thinking. Doppelgangers are natural liars, and even allies wonder at the validity of a doppelganger's acknowledgment of an emotional state.

While in disguise, doppelgangers behave according to the personality of the mimicked humanoid. Because they can only imitate a creature's physical form, not emotional or psychological qualities, doppelgangers watch their quarry from afar for as long as possible, getting every idiosyncrasy, nuance, and personality trait down pat before assuming the creature's form.

Doppelgangers feel the same basic desires as members of any other race, but more than anything, they wish to simply "belong" to a group, even if for just a short while. Doppelgangers use their abilities as a test of their own cunning and superiority, and they believe that they succeed only when they remain completely unnoticed by the race they are trying to mimic. Clinically curious, doppelgangers seek to understand a race by becoming part of that race for a while, before moving on to infiltrate another, more challenging group.

Physical Description: In their natural form, doppelgangers are gaunt, gray-skinned, genderless humanoids with long, gangly limbs, standing around 5-1/2 feet tall and weighing about 150 pounds. Doppelganger bodies are slender and frail-looking, although this appearance belies their hardy constitution and natural agility. Their heads are large in proportion to the rest of their bodies, and their faces are featureless except for two large, octopoidlike eyes.

Doppelgangers are rarely seen in their true form, and spend most of their time mimicking other humanoids. A doppelganger can only duplicate the appearance of a humanoid and does not gain any special abilities of a mimicked race, such as an elf's low-light vision. Its ability to duplicate another form is remarkable, and it can copy a humanoid form to the minutest detail. Doppelgangers have an incredible memory when it comes to retaining forms, and a doppelganger can remember any shape it has mimicked, even if it was years in the past.

Relations: Either despite or because of their shapeshifting nature, doppelgangers do not have strong relations with other races. They view all humanoid races with the same level of neutrality, heavily influenced by contempt. Doppelgangers consider themselves superior to other humanoid races, although they rarely espouse this viewpoint while dealing with the races in question. They see humanoids as mere pawns to be deceived and used in whatever manner seems necessary at the time. On the other hand, most doppelgangers do not have any preconceived notions about a race - they all have their positive and negative qualities, and none are any better or worse in comparison (except for doppelgangers themselves, of course).

In turn, other races are extremely suspicious of a creature that can assume their own forms and blend in with impunity. In some places, doppelgangers have thoroughly infiltrated positions of authority, using their newfound power in whatever way they see fit. When a doppelganger is discovered, pogroms and witch-hunts inevitably follow, as the panicked populace accuses anyone and everyone of being a shapeshifter.

Alignment: Because they live according to the borrowed morals and ethics of other races, doppelgangers are usually neutral in alignment, with no strong opinions on the properties of good, evil, law, or chaos. Doppelgangers regularly "portray" creatures of different alignments, although their psyches are amazingly toughened to resist any permanent shift from acting in such a manner. They retain their own objectivity regardless of the intensity of emotions that they exhibit on the surface. On occasion, doppelgangers stray from the racial norm of neutrality - and their inclination toward duplicity and deceit means that most of these individuals fall to evil.

Doppelganger Lands: Doppelgangers have no lands that they openly declare as their own. However, they consider all the lands of the other races free for the taking. Doppelgangers with a longing for power simply overthrow an authority figure and assume his or her place instead of trying to garner power from the ground up.

Religion: Doppelgangers lack religious conviction. They understand why a race would worship a higher being, although they do not feel much desire to propitiate a deity. For this reason, doppelganger clerics are exceedingly rare, despite the fact that doppelgangers occasionally masquerade as members of the clergy for one church or another. Of all the deities, Boccob, the Uncaring God of Magic, is most likely to hold a doppelganger's attention, if only because of his neutral attitude.

Language: Doppelgangers have no language of their own and communicate among themselves by means of their detect thoughts ability. Doppelgangers learn a multitude of languages to lend credence to their disguises. Their mastery of shapechanging carries over to speech, and they can imitate particular accents with ease.

Names: To a doppelganger, a name is just another "prop" to be used in its disguise. A doppelganger uses hundreds of names throughout its lifetime, although none of those names can truly be said to "belong" to that individual. Still, each doppelganger does have a single, unique name, which is almost never used. Doppelganger names are derived from an ancient human language that died millennia ago, giving further weight to the theory that they descended from human origins. Since doppelgangers lack distinct gender, there are no male or female variations in naming.

Doppelganger Names: Ansilikus, Melanuxor, Sanjakilar, Tepilmurae, Verenkilar, Xestilophon.

Adventurers: Naturally stealthy and deceptive, doppelganger adventurers favor the rogue class. Doppelganger bards number a close second. Those who spend a great deal of time mimicking warriors become fighters or rangers. As mentioned above, doppelganger clerics are notoriously rare, and druids even more so, mainly because doppelgangers are so focused on social intricacies that they barely think about the natural world. Doppelganger paladins are one in a million, and are viewed with considerable suspicion by the rest of their race.

DOPPELGANGER RACIAL TRAITS

• +2 Strength, +2 Dexterity, +2 Constitution, +2 Intelligence, +4 Wisdom, +2 Charisma: Doppelgangers have improved their minds and bodies through centuries of mimicking humanoid forms.

• Monstrous Humanoid (Shapechanger): Doppelgangers are monstrous humanoids with the shapechanger subtype. They retain this type and subtype regardless of any humanoid form they may assume.

• Medium: As Medium creatures, doppelgangers have no special bonuses or penalties due to size.

• Doppelganger base land speed is 30 feet.

• Darkvision: Doppelgangers can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and doppelgangers can function just fine with no light at all.

• Racial Hit Dice: A doppelganger begins with four levels of monstrous humanoid, which provide 4d8 Hit Dice, a base attack bonus of +4, and base saving throw bonuses of Fort +1, Ref +4, and Will +4.

• Racial Skills: A doppelganger's monstrous humanoid levels give it skill points equal to 7 × (2 + Int modifier). Its class skills are Bluff (Cha), Diplomacy (Cha), Disguise (Cha), Intimidate (Cha), Listen (Wis), Sense Motive (Wis), and Spot (Wis).

• Racial Feats: A doppelganger's monstrous humanoid levels give it two feats.

• +4 natural armor bonus: Doppelganger skin is resilient and tough.

• +4 racial bonus on Bluff and Disguise checks: Doppelgangers have a talent for deception. When using its change shape ability, a doppelganger gets an additional +10 circumstance bonus on Disguise checks. If it can read an opponent's mind, it gets a further +4 circumstance bonus on Bluff and Disguise checks.

• Detect Thoughts (Su): A doppelganger uses detect thoughts as the spell (caster level 18th; Will DC 13 negates). It can suppress or resume this ability as a free action.

• Change Shape (Su): A doppelganger can assume the shape of any Small or Medium humanoid. In humanoid form, the doppelganger loses its natural attacks. A doppelganger can remain in its humanoid form until it chooses to assume a new one. A change in form cannot be dispelled, but a doppelganger reverts to its natural form when killed. A true seeing spell or ability reveals its natural form.

• Immunities: A doppelganger is immune to sleep and charm effects.

• Automatic Language: Common. Bonus Languages: Auran, Dwarven, Elven, Gnome, Halfling, Giant, and Terran.

• Favored Class: Rogue. A multiclass doppelganger's rogue class does not count when determining whether it takes an experience point penalty for multiclassing.

• Level adjustment: +4.

HALF-OGRES

The same wild frontiers that produce half-orcs from unions between tribes of human and orc barbarians also produce half-ogres. Ogres and humans fight in times of war and trade in times of peace. In peaceful times, ogres value humans' intelligence and adaptability, while humans value ogres' strength and toughness. Half-ogres inherit a blend of the physical characteristics of their parents. They may be found in either parent's community (where their status varies according to local sentiment).

Personality: Half-ogres are generally low in intelligence but quick to anger. Where a half-orc understands alternatives to action, half-ogres do not. Successful half-ogres are those with enough self-control to live in a civilized land. Half-ogres love simple pleasures such as feasting, drinking, boasting, wrestling, drumming, and wild dancing. While some claim to be able to sing, few other races would agree. A half-ogre is likely to assume that refined enjoyments such as poetry, courtly dancing, and philosophy are just tools for making fun of him.

Physical Description: Half-ogres are taller than humans or half-orcs, but not as tall as ogres. Adults are typically closer to the height and weight of an ogre than of a human. Their skin color ranges from dull yellow to dull brown. Their thick hides sport patches of dark, warty bumps, and their heads are topped by a mop of dark hair.

Relations: Because they are the offspring of giants, half-ogres have a rough time getting along with dwarves and gnomes. Of course, ogres are rarely on good terms with elves, humans, or halflings either. On the other hand, they understand the prejudice that half-orcs experience and relate well to them. A half-ogre seeks a way to gain acceptance from those who hate or fear his ogre cousins. Most exploit their innate toughness so that others have no choice but to accept them, whether out of admiration or fear. A few demonstrate piety and good-heartedness as publicly as they can (whether or not such displays are genuine).

Alignment: Half-ogres inherit a tendency toward chaos from their ogre parents, but, like their human parents, they favor neither good nor evil. Half-ogres raised among ogres and willing to live out their lives with them, however, tend toward evil.

Half-Ogre Lands: Half-ogres have no lands of their own, living among ogres or humans depending on their circumstances and the tolerance of the locals.

Religion: Like ogres, evil half-ogres worship Vaprak the Destroyer. The rapacious Vaprak is a chaotic evil deity of combat, destruction, aggression, frenzy, and greed. His domains include Chaos, Destruction, Evil, and War, and his favored weapon is the greatclub. Half-ogre barbarians and fighters revere him as a war god even if they are not evil themselves. Erythnul also numbers ogres and half-ogres among his followers. Worshipers of Vaprak or Erythnul who are tired of explaining themselves, or who don't want to give other races yet another reason to distrust them, simply don't make their religion public knowledge. Half-ogres who want to solidify their connection to their human heritage follow human deities, and they may be outspoken in their shows of piety.

Language: Giant, which has no alphabet of its own, uses Dwarven script on the rare occasions when an ogre needs to write something.

Names: A half-ogre typically chooses a name that helps him make a specific impression. If he wants to fit in among humans, he chooses a human name. If he wants to intimidate others, he chooses a guttural ogre name. A half-ogre raised entirely by humans has a human given name, but he might choose another name once he is away from his hometown. Some half-ogres, of course, are not quite bright enough to choose a name this carefully. Ogre names are similar enough to orc names that players may choose from the orc lists when making their characters.

Adventurers: Half-ogres living among humans are drawn almost invariably toward violent careers in which they can put their strength to good use. Frequently shunned from polite company, half-ogres find acceptance and friendship among adventurers, many of whom are fellow wanderers and outsiders.

HALF-OGRE RACIAL TRAITS

• +6 Strength, -2 Dexterity, +2 Constitution, -2 Intelligence, -2 Charisma: Half-ogres are big, brawny creatures without a great deal of intelligence or couth.

• Giant: Half-ogres are creatures with the giant type.

• Large: As Large creatures, half-ogres take a -1 penalty to Armor Class and a -1 penalty on all attack rolls. They also have a reach of 10 feet.

• Half-ogre base land speed is 30 feet.

• Darkvision: Half-ogres can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and half-ogres can function just fine with no light at all.

• Natural Armor: Half-ogres have +4 natural armor due to their tough, thick skin.

• Automatic Languages: Giant and Common. Bonus Languages: Draconic, Gnoll, Goblin, Orc, and Abyssal. Smart half-ogres (who are rare) learn the languages of their allies or rivals.

• Favored Class: Barbarian. A multiclass half-ogre's barbarian class does not count when determining whether he takes an experience point penalty for multiclassing.

• Level adjustment +2.

MONGRELFOLK

Those people who have heard of mongrelfolk know them as brutish, ugly creatures who bear the worst features of all their parent races. And that is exactly how the mongrelfolk like it.

In actuality, mongrelfolk can pass for members of their parent races - any of them. In fact, when someone meets a mongrelfolk, he always assumes the new acquaintance is a member of one of the other major humanoid races - just not his own. Dwarves see mongrelfolk as unusually tall and broad-shouldered elves, while elves might consider them to be surprisingly tall and slender dwarves. Orcs view them as oddly short and ugly humans, while humans might see them as tall and strangely comely orcs. To each race, a mongrelfolk looks like a member of another race, because they have features common to several species. Mongrelfolk use this inability to pin down their ancestry to their advantage. After all, it is difficult to describe the culprit of a crime if a witness cannot even identify her race with certainty.

Those few mongrelfolk who are born with clearly nonhuman features serve as a distraction from the rest of the race. They grow up knowing that they will be spat upon by the other races, but secretly honored by their own kin. These visibly misshapen mongrelfolk make sure that people in the area know who they are and where they are, thus reinforcing the stereotype about their race in general. In such a situation, ordinary-appearing mongrelfolk are often able to move about more freely, because no one associates the slightly tall dwarf or slightly stocky elf with the hideously deformed creature hiding in the woods nearby.

Personality: Mongrelfolk grow up knowing that they do not belong to one particular race, but are kin to all of them. They are perhaps the most open-minded of the humanoid races in terms of dealing with each other - mongrelfolk see nothing wrong with having orc friends, any more than they have problems allying with dwarves or elves or gnomes. They treat every race as equals and as distant cousins and hope to be treated the same way in return. To facilitate this goal, mongrelfolk learn how to imitate the other races. They practice archery and woodcraft to be more like elves, stonework to be more like dwarves, and cooking to be more similar to halflings. The race's real talents lie in the area of stealth. Mongrelfolk are naturally sneaky, expert at vanishing into a crowd. They hone these skills, working to become quieter and quicker and less obtrusive, and their familiarity with different races makes this task even easier.

Physical Description: Mongrelfolk range in height from a little under 5 feet to almost 6 feet tall, and they weigh between 125 and 230 pounds. Their skin ranges from pale to dark, perhaps with gray or pink undertones, and their hair ranges from fine to coarse and black to white-blond. They usually have large green or brown eyes, which can be dark or pale or (as is often the case) indeterminate enough to look dark in shadow but pale in bright light. Their ears are slightly upswept and come to mild points at the upper tips, and they usually have heavy brows and jaws. Mongrelfolk favor simple, functional clothing and rarely wear jewelry.

Relations: Mongrelfolk get along extremely well with the other humanoid races, for two reasons. First, the mongrelfolk themselves appreciate each race's unique traits and culture, and they enjoy meeting and mingling with people. Second, other races never realize mongrelfolk are among them, taking each mongrelfolk instead for a member of another race. This allows the mongrelfolk to move freely through the world, avoiding any racial bias and giving none in return. Mongrelfolk are perhaps closer to half-elves than to any other race, because half-elves can also be mistaken for a member of one of their two parent races. Mongrelfolk feel a degree of pity toward half-orcs and half-ogres, who are clearly not human and are persecuted for their differences.

Alignment: Mongrelfolk tend toward neutrality and chaos. They live their lives by their own standards, preferring to follow instinct rather than rules. Mongrelfolk lean more toward good than evil, simply because they know that helping others earns them more respect from the world at large. But some decide that since no other race fully accepts them, they should not care what happens to anyone else, and they focus entirely upon their own welfare and prosperity, even to the point of harming others to achieve their goals.

Mongrelfolk Lands: Mongrelfolk do not claim their own lands, and deliberately so. Their race focuses on blending in with other races, and so they carefully establish small communities within a variety of lands, preferably in large villages or cities where their presence will not be noticed. Mongrelfolk establish their largest populations in human cities because humanity contains a great variance of appearance. Human cities also generally support a racially mixed population, giving the mongrelfolk even more cover. Those mongrelfolk who are visibly nonhuman can usually be found within a day's ride of such places, and they live within caves and swamps close enough to a major road that travelers can see and hear of them.

Religion: Mongrelfolk worship their own god, Meriadar. The deity appears as a humanoid with an elf's ears, a dwarf's nose, a human's chin, an orc's jaw, and a gnome's eyes. His height, weight, build, and coloring shift from second to second, making it impossible to pin down his true features. Meriadar encourages his people to use their ability to blend in among the other races, and to remember that they represent the ultimate result of a mixed society. His priests teach mongrelfolk the ways of each parent race, help establish and maintain their hidden communities, and see to the welfare of the misshapen mongrelfolk set out as distractions from the rest. Meriadar expects open-mindedness and compassion from his worshipers, and an attempt to meet and befriend members of every parent race.

Language: Mongrelfolk speak Common. Many also speak Elven, Dwarven, Gnome, Halfling, Orc, or several of the above. Mongrelfolk have their own pidgin language, known appropriately enough as Mongrel, but they only use this when other races are watching.

Names: Mongrelfolk pick their names from those used by other races, and they take care to use names that sound close to those of several different races. They adopt different last names or clan names depending on what race they encounter. A mongrelfolk's clan name is used as a middle name, staying constant no matter what disguise the individual uses. Mongrelfolk clan names are one syllable in length, and can easily sound like the first portion of a last name, allowing a mongrelfolk to utter his clan name and then the fictitious one after it, and thereby identify himself to any mongrelfolk nearby.

Male Names: Andion, Austen, Caden, Elzedar, Haraze, Jerain, Michel, Randal, Tahriol, Winden.

Female Names: Betra, Candace, Deliah, Esthel, Gerta, Jenemia, Lissende, Marte, Safire, Vendela.

Clan Names: Bar, Cam, Del, Fir, Gav, Lim, Mon, Nek, Pul, Ras.

Adventurers: Mongrelfolk love meeting people and seeing new places. They particularly enjoy visiting places where no one knows them, and where they can start fresh without having to worry about anyone determining their real ancestry. Mongrelfolk also like spending time with their parent races, studying each culture and trying to fit into it or least learn how to prosper within it. Ultimately, mongrelfolk prefer traveling to settling down. They roam from place to place, plying a craft such as tinkering or carpentry that earns them respect and coin wherever they go and also provides them a good cover for their excursions. Mongrelfolk have a natural gift for stealth and thieving; though not all become rogues, they keep an eye open for any wealth that might be had, both for themselves and for their families back home.

MONGRELFOLK RACIAL TRAITS

• +4 Constitution, -2 Intelligence, -4 Charisma: Mongrelfolk are hardy, but they lack proper education and others find their appearance repulsive or at least vaguely unsettling.

• Humanoid (human): Mongrelfolk are humanoid creatures with the human subtype.

• Medium: As Medium creatures, mongrelfolk have no special bonuses or penalties due to size.

• Mongrelfolk base land speed is 30 feet.

• Low-Light Vision: Mongrelfolk can see twice as far as a human in starlight, moonlight, and similar conditions of poor illumination. They retain the ability to distinguish color and detail under these conditions.

• Emulate Race (Ex): Because of their radically mixed heritage, mongrelfolk can use magic items that only function for a user of a certain race. This ability works like the emulate race function of the Use Magic Device skill. A mongrelfolk can automatically emulate any humanoid race, with no need for a skill check. Mongrelfolk who have the Use Magic Device skill have a +4 racial bonus on attempts to emulate nonhumanoid races using that skill.

• Sound Imitation (Ex): A mongrelfolk can mimic any voice or sound she has heard. Listeners must succeed on a DC 16 Will save to detect the ruse.

• Immunity to sleep spells and similar magical effects.

• Diffuse Blood: Mongrelfolk gain a +2 racial bonus on saving throws against any spell that targets a particular race or ignores a particular race, provided the selected race is part of their general ancestry (human, halfling, dwarf, elf, gnome, goblin, or orc).

• +1 racial bonus on saving throws against enchantment spells or effects and illusion spells or effects.

• +1 racial bonus on saving throws against poison.

• +1 racial bonus on Appraise, Climb, Jump, Listen, Move Silently, Search, and Spot checks.

• +4 racial bonus on Hide and Sleight of Hand checks.

• Automatic Language: Common. Bonus Languages: Any.

• Favored Class: Rogue. A multiclass mongrelfolk's rogue class does not count when determining whether she takes an experience point penalty for multiclassing.

• Level adjustment +0.

SEA KIN

Humans have always held an affinity for the sea. Long ago, it is said, some returned to its watery embrace and live beneath the waves to this day. Others believe the sea kin came into being through the intermingling of seallike fey or magical hybridization, since they display traits found in mammals that live in watery environments. Sea kin live in shoals and coral reefs adjacent to the shore, although rumors persist of colonies that have taken to the open sea. Sea kin towns are wondrous to behold, existing in harmony with the rise and ebb of the tide as it flows through their homes. As might be expected, sea kin have a deep, almost mystical understanding of the ocean, and they do whatever they can to protect it from harm.

Personality: Sea kin are relatively shy beings who prefer their own kind. However, they live close to (or within) human, elf, and other societies and have learned to integrate themselves as much as they can. Some act as mediators between humans and various aquatic species.

The social shyness of the race is countered by its intense curiosity. New people and experiences intrigue sea kin. Quiet and observant, sea kin prefer to watch events from afar before coming closer to investigate. The same applies to their relationships with others, and it may take considerable time for another being to gain the trust of a sea kin. On the whole, sea kin are positive and upbeat, and they live life with gusto. They are relatively unsophisticated and often confused by the social complexities of the landbound races. Sea kin delight in natural beauty but are also drawn to the creations of other races, particularly treasuring items that are both practical and aesthetically appealing. For this reason, sea kin are not interested in the acquisition of gold or riches for the sake of wealth, but they yearn to possess items that they find beautiful.

Physical Description: To a casual observer, a sea kin looks like a regular human. On closer examination, however, the differences between the races become more apparent. The skin of sea kin is slightly shiny and slippery; it exudes a protective layer of oil that keeps them warm as well as helping them move through water. The hands and feet of sea kin are longer than those of a human and have tough webbing between their fingers and toes. Sea kin eyes are pitch black and have a secondary transparent eyelid that allows them to see unhindered underwater. Their hair is either pitch black or a metallic hue - shining silver, glimmering gold, or tawny copper. The most disturbing aspect of sea kin is their mouths, which can open wider than a human's and are filled with small, needle-sharp fangs suited for tearing apart food rather than chewing it.

Sea kin wear clothing made from natural elements, particularly seaweed, although they love clothes made by humans and other land-dwelling races. Because they spend a large amount of time on land, sea kin carry weapons and equipment similar to that used by land-dwelling humanoids.

Relations: Sea kin get along with most aquatic races, and they maintain alliances with merfolk and locathah communities. They distrust tritons, who view other races with a slight xenophobic attitude anyway. Sahuagin prey on lone sea kin who stray too far from the safety of their shoals, and as a result the two races have been bitter enemies for as long as either race can remember.

Sea kin enjoy the company of humans; some communities of mixed sea kin and humans have lived in harmony for generations. However, in greedy, suspicious, or just plain evil human societies, sea kin are viewed as competitors for resources and as impediments to waterborne travel. Sea kin prefer leaving for safer waters when conflict seems likely, but the most tenacious of them might stay to fight what they consider to be intolerance or unrestrained cruelty.

Sea kin surround themselves with creatures of the sea such as packs of seals, sea lions, walruses, and similar creatures, just as humans do with canines and other domesticated animals that are kept as pets and companions rather than livestock. As might be expected, sea kin take a dim view of humans who hunt these creatures, although they can be made to understand the necessity of slaying the animals if no other food is available.

Alignment: Sea kin are shy but friendly, and they wish to get along with their neighbors. They tend toward neutral good, with a strong sense of community and willingness to help others. They see their few laws as a way to help bring order to the tumultuous ocean. Sea kin who live among humans adopt a more lawful attitude, while those who live along the untamed shore are much more chaotic and free-spirited.

Sea Kin Lands: Sea kin build impressive communities among rocky crags and cliffs. Their dwellings are designed to be partially underwater at high tide, allowing the waves to lap across the floor. In some areas, coastal humans and sea kin have built fully integrated communities friendly to both species. Because of the relative scarcity of prime locations in which to construct their coral homes, sea kin sometimes inhabit the same territories as aquatic races. In the case of merfolk and sea elves, this incursion rarely causes problems, although squabbles can occur when food runs low.

Religion: Sea kin venerate nature, especially as it relates to the ocean. Those who worship a particular deity are drawn to Obad-Hai, although sea kin have been known to worship any of the same deities as the local humans. Those who feel closer to the sea worship Eadro, a sea deity also venerated by locathah and merfolk, or Deep Sashelas, an elf undersea god of knowledge and beauty.

Language: Sea kin speak Common, heavily peppered with Elven phrases (spoken with a sea elf dialect) and the occasional word of Aquan. Because sea kin spend so much time in the water, they write primarily on durable surfaces such as shell or stone with a florid, liquid script that is very pleasing to the eye. Sea kin tales are filled with evocative allegories that relate to their ocean home, and their stories tend to be long epics with cyclical themes. Sea kin who are more isolated become fluent in Aquan, the language of aquatic creatures.

Names: Sea kin have strict guidelines about how names are granted to newborns. A male child must take the name of his great-great-grandfather, while a female must follow the same tradition on the maternal side. New names are imports, added when sea folk encounter an individual who greatly impresses them and who has aided the sea kin in some grand fashion. For this reason, linguists note more than a few elf and halfling names among sea kin communities. Orc, dwarf, and gnome names are almost entirely absent, indicating that either sea kin hold these beings in poor regard or they simply haven't had enough contact with those races to warrant the inclusion of names from their languages.

Male Names: Darrius, Eemel, Marriton, Oskil, Phen, Rokar.

Female Names: Ammera, Evaa, Lilellia, Sorras, Talisera, Veras.

Adventurers: Sea kin generally prefer to stick close to the safety of their coral homes, occasionally trading with nearby land-dwelling people. That said, sea kin also have a strong sense of curiosity, and some individuals become adventurers out of sheer inquisitiveness. Other sea kin turn to adventuring after a particularly violent encounter with a dangerous race, becoming obsessed with hunting down those enemies. Because of their understanding of the natural ebb and flow of the sea and the seasons, sea kin are drawn to the path of the druid, and many display an affinity for nature magic, particularly that associated with water, wind, and sea. Sea kin warriors are tough, persistent fighters who have few qualms about tackling their enemies head on.

SEA KIN RACIAL TRAITS

• Humanoid (human): Sea kin are humanoid creatures with the human subtype.

• Medium: As Medium creatures, sea kin have no bonuses or penalties due to size.

• Sea kin base land speed is 30 feet. Their base swim speed is 30 feet.

• Low-Light Vision: Sea kin can see twice as far as a human in starlight, moonlight, and similar conditions of poor illumination. They retain the ability to distinguish color and detail under these conditions.

• 4 extra skill points at 1st level and 1 extra skill point at each additional level: Sea kin (like their human ancestors) are versatile and capable. (The 4 skill points at 1st level are added on as a bonus, not multiplied in.)

• +2 racial bonus on Escape Artist checks: Sea kin naturally secrete a slippery oil to facilitate swimming. This secretion also makes it easy for them to slip out of restraints.

• Hold Breath (Ex): A sea kin can hold his breath for a number of rounds equal to 8 × his Constitution score before he risks drowning.

• Weapon Familiarity: Sea kin treat tridents and nets as simple weapons.

• Water Dependency: A sea kin must immerse his entire body in water at least once a week or suffer ill effects. After a week has passed, a sea kin must make a Constitution check every day thereafter (DC 10 + 1 per additional day) or take 1 point of Constitution damage. Once a sea kin immerses his body in water, he immediately regains 1d4 points of Constitution per hour that he remains in water.

• Automatic Language: Common. Bonus Languages: Aquan, Elven, and Sahuagin.

• Favored Class: Druid. A multiclass sea kin's druid class does not count when determining whether he takes an experience point penalty for multiclassing.

SHARAKIM

Humans assume that all orcs are the same - ugly, brutish, violent, and determined to kill anyone who stands in their path. These suppositions rarely prove false. But even orcs display variation within the species, and one group in particular stands apart from all others.

The sharakim (the name means "the tainted" or "those with taint" in an old human dialect) were once human. At least, their forebears were. Legends claim that, long ago, all humans resided in the village of Desh. They lived peacefully until a hunter named Sharak killed a sacred stag, and all those who ate of the stag's flesh became ill. Many died, but others were transformed, twisted into hideous caricatures of humanity by the evil they had committed. The humans who escaped the curse scattered, leaving Desh to be lost forever. Those creatures who had once been human gathered together and fled as well, making their own way in the world but forever after hated by humans because they stood as a reminder of that sin. These became the sharakim.

Sharakim live in small villages and towns. They are comfortable in hills and mountains, especially places that feature long shadows and high cliffs on every side. They are eager for outside contact, and thus settle close to other races. They make frequent forays to nearby towns and encourage their neighbors to visit them, whereupon they take the part of lavish hosts. Sharakim spend their waking hours fighting the impression people assume based on their appearance; only in the privacy of their own homes do they relax and gather their thoughts.

Personality: Sharakim learn from early childhood that they were created from sin, and that others believe their existence is a curse upon the world. This knowledge makes them sullen when they are alone, and eager to please when they are with other races. Humans compare them to puppies, which hate to be alone and accept any treatment because it means attention. Sharakim despise other orcs, seeing them as examples of what they could have become, and they make every effort to distinguish themselves from those monsters. They bathe frequently and are fastidious about their clothing and manners. They learn to speak Common and strive to pronounce the words without an accent, which is difficult because of their tusks. Sharakim villages are models of tidiness and order, each house carefully placed in relation to its neighbors, and each one kept spotlessly clean. Sharakim strive to better themselves individually, constantly improving their knowledge and skills to make themselves worthy of social interaction.

Physical Description: Sharakim stand between 5 feet and 6 feet tall and weigh 140 to 275 pounds. Their skin ranges from light gray to coal black; their hair is thick but not coarse, and such a deep black it seems almost blue, though some sharakim sport silver or white streaks. They usually have either jet-black or slate-gray eyes, and more rarely eyes of dark blue or dark green. Small, curved horns protrude from both temples, and their lower canines are sharp tusks that jut up past their upper lips. Sharakim noses are usually short and snubbed, with wide nostrils.

Sharakim dress as well as their circumstances allow, to distinguish themselves from orcs. They prefer finely made shirts and pants, with soft leather boots and gloves. Many wear hats with broad brims, pulled low to cover their horns, while others prefer cloaks with deep hoods. Sharakim keep their thick fingernails trimmed, and their tusks and horns polished. They decorate their horns and tusks, carving them like ivory, capping them with precious metals, or even imbedding gems in them. Their hair is braided or pulled back and held by a fine metal clip. Sharakim hate to expose their feet and hands, because both are oversized and feature thick, talonlike nails.

Relations: Sharakim go out of their way to ingratiate themselves with other races. They greet anyone they meet openly and cheerfully, often in the stranger's native language. Gnomes have the easiest time adjusting to sharakim, being able to look past their appearance and admire their drive and education, and the two races often live near one another, visiting to trade information and goods. Halflings admire the determination of sharakim but still feel uncomfortable around them, and become shy in their presence. Elves and dwarves do not trust the sharakim, proclaiming that an orc in fancy clothes is still an orc. They cannot deny the race's intelligence and refinement, but they still suspect a sinister motive behind the civilized behavior. Humans find themselves torn in their reactions - the sharakim look like orcs, but they act completely human. Human merchants happily do business with sharakim, but priests suspect darker intentions behind their eagerness, and fighters prefer not to trust them as comrades in battle.

Alignment: Sharakim love rules, because they like to show that they can understand and obey such strictures. They strive to be generous and helpful, making lawful good their most common alignment. Some sharakim lean toward neutrality, and a few are actively chaotic, preferring an individual approach to a mandated path.

Sharakim Lands: Sharakim live in villages nestled among high hills or low mountains. They prefer the protection of cliffs around them, but they also like to be close to other races, so their homes are usually no more than a few days' travel from a human or gnome village. Sharakim do not like open water, preferring to avoid settlements located next to rivers or lakes. Sharakim can be found in large human cities, where they delight in the number of people present and in the chance to mingle with everyone openly. They purchase homes and redecorate them, creating elaborate carvings on door frames and columns and hanging intricate tapestries on the walls. Sharakim are known as excellent hosts no matter where they live, because their homes are always luxurious and well maintained, and because they go out of their way to make guests comfortable.

Religion: The sharakim have no deity of their own. They abhor Gruumsh, the god of the orcs, and most do not feel themselves worthy to pray to any human god. Those who dare approach a human deity pray to Heironeous, asking him to look past their twisted exteriors and see the honor and lawfulness within.

Language: All sharakim speak Common, and most speak at least one other language, usually Dwarven, Elven, or Gnome. Though a few sharakim learn Orc - the better to understand their enemies - they will not speak Orc under any circumstances, and nothing written in that language is allowed in their homes. Sharakim love to read. They collect books in a variety of languages, and many who live in cities become booksellers.

Names: Sharakim prefer to take either human names or names that fit with the society around them. They love long names, since short names seem brutish - sharakim never use an abbreviation of anyone's name, and they insist that friends and business partners use their full names as well. A sharakim's last name is his clan name, and his given name is of human derivation. A sharakim is named at birth, but when he reaches adulthood his elders select a new name for him, one that fits his personality and talents. Sharakim keep their birth name as a middle name. Sometimes a sharakim adds a third name once he is older and settled in a particular business; then his adult name becomes his first middle name, and the birth name remains as a second middle name.

Male Names: Alastair, Benjamin, Carrington, Daniel, Malcolm, Nathaniel, Reginald, Winchester.

Female Names: Aurora, Bedelia, Christina, Clarissa, Elizabeth, Margaret, Winnifred.

Clan Names: Andromar, Barechian, Helefern, Lochlaman, Malendik, Norferat, Sarekar.

Adventurers: Every sharakim feels he has to prove his worth, both to himself and to others. He strives to show that he is as smart, as noble, as honorable, and as skilled as any human or dwarf or elf, because he believes this effort will win their respect. Most sharakim, upon reaching adulthood, leave their villages to go adventuring. This allows them to encounter strangers, make new friends, and hone their skills. Earning riches is less important than winning renown, and a sharakim who is immortalized in song is the pride of his clan.

SHARAKIM RACIAL TRAITS

• +2 Strength, -2 Dexterity, +2 Intelligence, -2 Charisma: Sharakim are naturally strong but their size makes them clumsy. Their monstrous appearance works against them in social settings, but their culture forces them to be well educated.

• Humanoid (human): Sharakim are humanoid creatures with the human subtype.

• Medium: As Medium creatures, sharakim have no special bonuses or penalties due to size.

• Sharakim base land speed is 30 feet.

• Darkvision: Sharakim can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and sharakim can function just fine with no light at all.

• +1 natural armor bonus: Sharakim skin is tough and difficult to pierce.

• Shadow Affinity (Ex): Sharakim are born to darkness, and despite their claims they operate best in night and shadow. In areas of darkness or shadowy illumination, a sharakim gains a +2 racial bonus on Hide, Move Silently, Search, and Spot checks.

• Light Sensitivity (Ex): Sharakim take a -1 penalty to attack rolls in bright sunlight or within the radius of a daylight spell.

• +1 racial bonus on attack rolls against orcs (including half-orcs): Sharakim despise orcs, and learn special combat techniques that enable them to fight them more effectively.

• Automatic Language: Common. Bonus Languages: Dwarven, Elven, Gnome, and Orc.

• Favored Class: Wizard. A multiclass sharakim's wizard class does not count when determining whether he takes an experience point penalty for multiclassing.

• Level adjustment +1.

SKULKS

Once members of an underprivileged caste of an ancient empire, the humans who would become skulks withdrew from the world through a magical ceremony that solidified their "untouchable" status. The ritual granted them natural camouflage, allowing skulks to blend in perfectly with their surroundings. Skulks gather in small bands within or near human communities. When night falls, they engage in raids that result in bloodshed as the skulks' innate hatred for humans manifests itself in murderous rage. They use ambush, deception, and superior numbers to overwhelm their victims.

Personality: Skulks are angry, violent creatures who harbor jealous hatred for all beings more fortunate than them (which includes just about everyone). They have a powerful self-preservation instinct, often mistaken for cowardice, that keeps them to the shadows. They have little regard even for their own people, and skulk mothers have been known to abandon their own young if it meant protecting their own skin.

Physical Description: Skulks stand between 5 feet and 6 feet tall and weigh 120 to 180 pounds. They are completely hairless and wear little or no clothing. It is difficult to determine, at first glance, whether a skulk is male or female. Their skin is usually dull gray, but an individual can change its color on a whim, from a subdued brown to a lurid red or yellow. Skulks are capable of assuming any "natural" human flesh tone to better blend in. They have pupilless blue eyes, regardless of their skin coloration.

Relations: Skulks typically hate all humanoid races, but display particular viciousness toward their human forebears. Even those skulks who aren't evil don't usually trust other races, remaining on the outskirts of civilization rather than trying to integrate themselves.

Alignment: Naturally violent and cruel, skulks tend toward chaos and evil, though a few manage to avoid these tendencies. Good skulks are outcasts even among their own people, and lawful skulks are extraordinarily rare (but can become leaders among their race).

Skulk Lands: Skulks have no lands of their own, instead living near or within human towns and cities. They are parasitic in nature, living off what they can scrounge or steal. Particularly bold skulks even live among humans for short periods of time, using disguise and subterfuge to survive.

Religion: Skulks typically worship deities devoted to evil, deception, treachery, and murder. Nerull and Vecna find numerous worshipers among the skulks. Nonevil skulks venerate deities such as Boccob or Olidammara. Their most revered deity is the god Syrul, a neutral evil god of lies, deceit, treachery, and false promises. Her domains are Evil, Knowledge, and Trickery, and her favored weapon is the dagger.

Language: Skulks speak a bastardized version of Common, rife with words and concepts from long-dead human cultures. They can understand speakers of Common, and vice versa.

Names: Skulk names are typically simple, one- or two-syllable monikers. They avoid harsh, sibilant sounds (such as f, s, or x), the better to signal their allies quietly. Skulks do not recognize any ties to family or clan, and thus rarely use anything more than a single name.

Male Names: Hadan, Krem, Lar, Lorrid, Mullev.

Female Names: Adal, Ev, Ilen, Olleg, Udge.

Adventurers: Skulks who are brave enough to leave their people are rare, but can prove effective adventurers. Skulk adventurers, however, are outcasts from their coterie, forced into a life of danger by necessity rather than choice. In any case, skulk adventurers are most often rogues, fighters, or barbarians. Skulk bards who overcome the race's naturally insensitive personality can become exceptional spies.

SKULK RACIAL TRAITS

• +4 Dexterity, -2 Wisdom, -4 Charisma: Skulks are agile and graceful, but have weak wills and subdued personalities.

• Humanoid (human): Skulks are humanoid creatures with the human subtype.

• Medium: As Medium creatures, skulks have no special bonuses or penalties due to size.

• Skulk base land speed is 30 feet.

• Racial Hit Dice: A skulk begins with two levels of humanoid, which provide 2d8 Hit Dice, a base attack bonus of +1, and base saving throw bonuses of Fort +0, Ref +3, and Will +0.

• Racial Skills: A skulk's humanoid levels give it skill points equal to 5 × (2 + Int modifier). Its class skills are Hide (Dex) and Move Silently (Dex).

• Racial Feats: A skulk's humanoid levels give it one feat.

• +8 racial bonus on Move Silently checks and a +15 racial bonus on Hide checks: Skulks excel at keeping to the shadows. These bonuses apply only when a skulk is wearing light armor or no armor.

• Innate Nondetection (Su): Skulks are difficult to detect by divination spells such as clairaudience/clairvoyance, locate creature, detect spells, and items such as a crystal ball. If a divination is attempted upon a skulk, the caster of the divination must succeed on a DC 20 caster level check.

• Peerless Camouflage (Ex): Skulks can move at full speed (and can even run) while hiding, taking no penalties on Hide checks due to movement.

• Trackless Path (Ex): The DC of any Survival check to follow the trail of a skulk is increased by 10.

• Automatic Language: Common. Bonus Languages: Dwarven, Elven, Gnome, Goblin, Halfling, and Orc.

• Favored Class: Rogue. A multiclass skulk's rogue class does not count when determining whether he takes an experience point penalty for multiclassing.

• Level adjustment +1.

TIEFLINGS

A tiefling is the descendant of a union between an infernal creature and a human. Shunned and maligned by the world at large, tieflings maintain a low profile and make their livings as spies, thieves, assassins, or smugglers. Few find the "legitimate" world very appealing, and instead they blossom in the seedier side of society.

Tieflings are diametrically opposed to aasimars, and the two have found themselves innately at odds for untold generations. Some tieflings serve as mere soldiers for the dark powers, while others devise their own selfish goals, seeing cooperation with infernal beings for mutual benefit.

Personality: Tieflings have a well-deserved reputation for being conniving, sneaky, and underhanded. They are universally self-serving and only look out for number one. Some take their evil nature to an extreme and become champions of woe, despair, and violence. Most tieflings, however, prefer to skulk behind the scenes, using deceit and surprise as their primary weapons. In rare instances, a tiefling fights her natural impulses toward evil and strives to do good (or at least not to cause harm). These repentant beings face persecution and mistrust from others of their kind.

Physical Description: Tieflings appear human at a glance, although they all possess at least one unnatural feature that reveals their infernal heritage. At the least, tieflings have a disturbing demeanor or carry a whiff of brimstone about them, but most also possess small horns, red eyes, or needle-sharp teeth. In extreme cases, a tiefling may have a barbed tail or cloven feet. No two tieflings have the same appearance.

Relations: Tieflings are universally reviled by members of almost every other race, good or evil. Most are persecuted and cast out from society when their true nature is revealed. In such a case, the outcast takes to the wild, dons a disguise, or, more commonly, works herself into a position of power and authority so that she can make her own rules. Tieflings find easier acceptance among evil races such as orcs, goblins, and gnolls, but only if they prove their own strength and power. As a result of this relentless rejection, tieflings view other races as nothing more than chattel or pawns in their convoluted schemes.

Alignment: Due to their infernal blood, almost all tieflings are evil. Whether rapacious and chaotic, self-serving and subtle, or adhering to a twisted and rigid sense of honor and lawfulness, few tieflings escape the taint in their blood that bids them toward evil.

Tiefling Lands: Like other planetouched creatures, tieflings are too few in number to claim their own lands. However, they can be found almost anywhere, particularly in evil and lawless lands where their lack of scruples is an asset. Tieflings typically crave power, preferring to pull strings from the shadows rather than rise to overt positions of authority.

Religion: Most tieflings are too consumed by their own agenda to pay attention to religion. Those who choose to worship are devoutly dedicated to dark and infernal powers such as Hextor, Nerull, and Wee Jas.

Language: Like aasimars, tieflings are largely raised among humans and speak Common as their primary language. The Infernal tongue comes naturally to them; some parents of tieflings have been horrified when their child's first words sounded as if they had emerged from the Abyss. Tieflings learn several different languages during their wandering travels.

Names: Most tieflings have human names, although one may acquire an infernal-sounding name, especially if raised by parents who accepted the taint of their offspring. Some tieflings take on multiple names and switch aliases numerous times during their lives to help them from being hunted down.

Male Names: Gooruth, Kharkuk, Mexil, Takkak, Veximitron, Zarek.

Female Names: Cherrakia, Keberii, Seshra, Shalim, Nessis, Ventera.

Adventurers: Subtle and devious, tieflings are natural rogues, striking from the shadows and manipulating the weak minded. Tieflings devoted to a dark deity become clerics. Martial tieflings become fighters or rangers, choosing humans and other good races as their favored enemies. Their naturally poor Charisma hinders most tieflings in learning the bardic arts, though a few are attracted to the idea of entertaining and thereby manipulating others.

TIEFLING RACIAL TRAITS

• +2 Dexterity, +2 Intelligence, -2 Charisma: Tieflings' infernal heritage grants them quickness and cleverness, but others find their sinister aura unsettling.

• Outsider (native): Tieflings are outsiders who are native to the Material Plane. Unlike true outsiders, native outsiders need to eat and sleep.

• Medium: As Medium creatures, tieflings have no special bonuses or penalties due to size.

• Tiefling base land speed is 30 feet.

• Darkvision: Tieflings can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and tieflings can function just fine with no light at all.

• +2 racial bonus on Bluff and Hide checks: Tieflings are deceptive and stealthy.

• Darkness (Sp): A tiefling can use darkness once per day as a 1st-level caster or a caster of her class level, whichever is higher.

• Automatic Languages: Common and Infernal. Bonus Languages: Draconic, Dwarven, Elven, Gnome, Goblin, Halfling, and Orc.

• Favored Class: Rogue. A multiclass tiefling's rogue class does not count when determining whether she takes an experience point penalty for multiclassing.

• Level adjustment +1.

UNDERFOLK

The underfolk are descendants of bands of humans who chose - or were forced - to live in the caves and twisting passageways of the underground world. Over generations, these humans adapted to this strange world, filled with natural wonders and dangerous creatures. Some underfolk societies have not ventured to the surface in generations, and others have forgotten their true origins altogether. However, those who live close to the caves that give entry to the underground realms make occasional forays to the surface and even engage in limited trade with surfacedwelling humans.

Underfolk are a simple, clannish people dedicated to their homes and the safety of their race. Because of the multitude of evil and predatory races and creatures in the caves and tunnels they call home, underfolk have become quick, stealthy, and survival-oriented. Although rather primitive and rustic when it comes to technology, underfolk make up for this lack with a superior knowledge of how to survive beneath ground, although even they avoid the deepest depths of the subterranean realms.

Personality: Underfolk are insular and focused on their tribe's well-being. They can be mildly xenophobic and suspicious of strangers, although they become deeply loyal to those who are true to their word and prove their worth. While not as bound to their grudges as dwarves are, underfolk nevertheless take oaths very seriously and immediately sever ties with any being who lies or otherwise deceives them.

Underfolk maintain a deep spiritual connection with their home and have come to understand the subtle rhythms of its seasons. They delight in the natural beauty of underground caves, warrens, and grottos, and do their best to keep them from harm. Underfolk have a rich oral tradition and fill their speech with allegories, oaths, and hyperbolic statements. Unlike those of dwarves, who share a similar custom, underfolk stories are poetic and rather dreamlike in quality. Singing is a favorite pastime among underfolk, and every individual knows a litany of tunes.

Physical Description: Underfolk are both short and slight, with builds similar to elves. They typically stand between 5 and 5-1/2 feet tall, weighing 100 to 150 pounds. Their eyes and ears are proportionally larger than those of humans, having evolved to enable underfolk to see in pitch blackness and make out the quietest sounds. Underfolk have thick body hair to keep them warm in the chill of their tunnels, and they wear their typically black or silvery-white tresses long.

Underfolk depend for survival on their ability to blend into the surrounding terrain. Their skin has evolved special pigmentation that can mimic the various rocky hues found in the underground, allowing them to seemingly disappear into a nearby wall.

Relations: Underfolk prefer to keep to themselves, although of necessity tribes try to build goodwill with friendlier races that live nearby. Underfolk who live close to the surface have contact with humans, halflings, and the occasional elf society, and serve as guides for those who want to plumb the depths of the underground realms. However, they are shy and suspicious when dealing with surface-dwellers. Underfolk are decidedly neutral when dealing with dwarves, because this stout race views underfolk as primitive and barbaric. Those dwarves who overlook this prejudice find a kind people who simply want to be left alone. In turn, underfolk occasionally provide aid to dwarves when needed, especially when their mutual assistance is needed to fight against their common foes - drow, orcs, and the like. Underfolk are the target of drow, svirfneblin, and kuo-toa aggression, and they do their best to avoid contact with these races. However, as hunter-gatherers, underfolk commonly have to enter their enemies' territory to find enough food to survive. Also, due to their relative closeness to the surface, underfolk come into hostile contact with orcs, who have need of the same caves that the underfolk inhabit.

Alignment: Concerned primarily with their own survival and the well-being of the tribe, underfolk remain neutral, with a slight tendency toward good or lawfulness. Chaotic underfolk are not common, but are typically relegated to the outskirts of society rather than driven out entirely, since the tribe's welfare depends on every individual's efforts. On occasion, underfolk tribes that live in close contact with drow or deep gnomes have fallen to evil, after centuries of warfare, depression, and cynicism have worn down their sense of justice and hope.

Underfolk Lands: Underfolk live in the "shallowest" regions of the underground, within a mile or so of the surface. Tribes live in the same territory as orcs, goblins, drow, and other subterranean dwellers, but do their best to remain unnoticed. Most underfolk tribes number between fifty and one hundred individuals, although larger tribes exist, including at least a few "cities" of nearly a thousand people. Underfolk tribes with a militaristic bent make forays into orc and goblin warrens, in an effort to drive those creatures out of areas they want to claim for themselves.

Religion: Underfolk are deeply spiritual and connected closely with the natural world. Some tribes brought the memories of the "surface gods" with them, especially Obad-Hai. Tribes in close contact with dwarves or gnomes show a healthy respect for Moradin or Garl Glittergold.

Language: Underfolk live close enough to the surface that they still speak a heavily accented version of Common, with each tribe infusing its speech with phrases from Dwarven, Gnome, or other languages from nearby races. Underfolk learn to speak these languages as well, and they find Undercommon especially useful. Few underfolk bother to learn how to read, and those who do use Dwarven script rather than Common.

Names: Underfolk names were originally human, but have evolved over generations of isolation from humans and the influx of words from subterranean races. The few linguists who have studied the simple and guttural underfolk names see connections with surface cultures that died out long ago.

Male Names: Baroo, Gungir, Hoornoo, Mettar, Narar, Turungo.

Female Names: Ahmpa, Bethera, Halla, Noola, Tooloo, Vema.

Adventurers: Hardy, self-reliant, and fierce in battle, underfolk commonly become barbarians or rangers. Because of their tie to the natural world, underfolk spellcasters are druids or clerics, although wizards and sorcerers exist among tribes in close contact with gnomes. Their rich oral history and love of song make bards a common sight among the underfolk, acting as liaisons and diplomats between far-flung tribes. Rogues are uncommon, but they excel in the darkness, slinking among the stones with quiet grace. Paladin and monk underfolk are exceedingly rare.

UNDERFOLK RACIAL TRAITS

• Humanoid (human): Underfolk are humanoid creatures with the human subtype.

• Medium: As Medium creatures, underfolk have no special bonuses or penalties due to size.

• Underfolk base land speed is 30 feet.

• Darkvision: Underfolk can see in the dark out to 60 feet. Darkvision is black and white only, but it is otherwise like normal sight, and underfolk can function just fine with no light at all.

• 4 extra skill points at 1st level and 1 extra skill point at each additional level, since underfolk (like their human ancestors) are versatile and capable. (The 4 skill points at 1st level are added on as a bonus, not multiplied in.)

• +2 racial bonus on Listen checks: Living as underground hunters for generations has given underfolk keen hearing.

• Weapon Familiarity: Underfolk treat light and heavy picks as simple weapons rather than martial weapons.

• Camouflage (Ex): Underfolk can change their skin coloration at will to mimic the surrounding terrain, giving them a +4 racial bonus on Hide checks. In rocky terrain, this bonus increases to +10. This ability works even if an underfolk is viewed with darkvision, although true seeing negates the bonus.

• Light Sensitivity (Ex): Underfolk are dazzled in bright sunlight or within the radius of a daylight spell.

• Automatic Language: Common. Bonus Languages: Drow, Dwarven, Gnome, Goblin, and Orc. Underfolk mingle with subterranean races and learn their languages to facilitate interaction.

• Favored Class: Any. When determining whether a multiclass underfolk takes an experience point penalty, his highest-level class does not count.