The Abberant Flesh

The Abberant Flesh is believed to be a mortal incarnation of the Demon Lord Jubilex given
their similar characteristics. A creature that dwells deep within darkened caverns and
forgotten ruins with only one goal: to consume and destroy.
Little is known about the origins of the Abberant Flesh as it has no means of
communication, merely offering inhuman gurgles and groans. It's flesh is little more
than malleable, acidic, tar-like ooze that can shift and harden at will. Whether it ages is a
mystery, but over time they do grow to terrifying sizes. It is surmised that as they get
older, or consume more and more matter, this enlarges the Aberrant Flesh.
There comes a point where the Flesh becomes so large it earns itself another name, given
to it by the first person who was able to flee this monster and survive - The Flesh Horror.
When an Abberant Flesh turns into a Horror, this is also the time they multiply.
Understandably, these creatures do not reproduce as normal creatures would. They,
instead, undergo a form of mitosis where two Abberant Flesh now exisist at the price of
reduced power - until the two grow once more.
In these darkened and twisted corners of the world, some even revere and worship these
beings. Seeing them as idols of Jubilex and placate them by bringing them other creatures
and humanoids to consume. All in an effort to see them grow.

1
 Abberant Flesh
Large abberation, unaligned
Armor Class 16
Hit Points 211 (9d10 + 162)
Speed 15ft.
STR DEX CON INT WIS CHA
17 (+3) 8 (-1) 18 (+3) 5 (-3) 11 (0) 6 (-2)
Condition Immunities Grappled, Poisoned, Prone,
Restrained
Damage Resistances Bludgeoning, Slashing and Piercing
damage from non-magical weapons
Damage Immunities Acid, Poison, Psychic
Senses Darkvision 90ft, Passive Perception 10
Languages None
Challenge 7 (2,900 XP)
Ravenous Flesh. The Abberant Flesh takes up its entire
space. Other creatures can enter the space, or the
Flesh can enter their's, but the creature that does so is
subsumed by the Flesh.
Whenever the Flesh enters a creature's space, or vice
versa, the creature must make a DC 13 Dexterity or
Strength saving throw.
On a successful save, the creature can choose to be
pushed 5 feet back or to the side of the Flesh. A
creature that chooses not to be pushed suffers the
consequences of a failed saving throw.
On a failed save, the Flesh enters the creature's space,
or vice versa, and the creature takes 10 (3d6) acid
damage and is subsumed. The subsumed creature can't
breathe, is restrained, and takes 21 (6d6) acid damage
at the start of each of the Flesh's turns. When the cube
moves, the engulfed creature moves with it.
An engulfed creature can try to escape by taking an
action to make a DC 13 Strength check. On a success,
the creature escapes and enters a space of its choice
within 5 feet of the Flesh. Alternatively, a creature
within 5 feet of the Flesh can take an action to pull a
creature or object out of the Flesh. Doing so requires a
successful DC 13 Strength check, and the creature
making the attempt takes 10 (3d6) acid damage.
No one has ever seen an Abberant Flesh smaller
than 15ft tall and around 1 ton in weight, for
though it is amorphous in nature, it's oozing mass
can be incredibly dense at will.
Those who try to examine this creature often do
not survive trying to obtain even the smallest
sample, for even after death the creature's flesh is
incredibly acidic.
Just one of these creature's can pose a
significant threat to a party, and thankfully they are
not often found in groups. However, if more than
one is found together, flee. For this means a Flesh
Horror awaits you.
2
Adaptive Defense. If the Flesh is hit with a melee
weapon, the Flesh can shift it's own malleable
pseudopod and replicate the weapon. No matter the
weapon, the Strength modifier is used.
For example, if the Flesh was hit with a greataxe, it can
morph one of it's pseudopods into the shape of a
greataxe as a bonus action. When hit with this
pseudopod, it now does 1d12 slashing damage instead
of its Slam attack.
Abhorrent Appendages. The Abberant Flesh can have up
to two pseudopods and two tendrils on its body at
once. The tendrils can be attacked specifically (AC 8,
HP 15, same resistances and immunites).
Destroying a tendril deals no damage to the Flesh,
which can extrude a replacement tendril at the
beginning of it's next turn. A tendril can also be broken
if a creature takes an action and succeeds on a DC 15
Strength check against it.
Actions
Pseudopod Slam. Melee Weapon Attack: +5 to hit,
reach 10ft., one target. Hit: 5 (2d8 + 3) bludgeoning
damage, plus 2 (1d4) acid damage.)
Morphic Weapon. Melee Weapon Attack: +5 to hit,
reach 10ft., one target. Hit: Primary weapon damage is
variable according to Adaptive Defense, plus 2 (1d4)
acid damage
Tendril. Melee Weapon Attack: +5 to hit, reach 50 ft.,
one creature. Hit: The target is grappled (escape DC
13) and takes 2 (1d4) acid damage. Until the grapple
ends, the target is restrained and has disadvantage on
Strength checks and Strength saving throws, and the
Flesh can't use the same tendril on another target.
Once a target is grappled, the tendril automatically
retracts 20ft at the start of the Abberant Flesh's next
turn and every turn thereafter.
Multiattack. The Abberant Flesh can make 1d4 attacks
on its turn. The first two attacks will be either
Pseudopod Slam or Morphic Weapon. If you roll above
a 2, the remaining attack(s) will be with Tendril.
Pseudopod Shift. As a bonus action the Abberant Flesh
can morph one of it's pseudopods into the shape of a
melee weapon that it has been hit with.
Flesh Horror
Gargantuan abberation, unaligned
Armor Class 18 (Natural Armour)
Hit Points 434 (28d20 + 140))
Speed 10ft.
STR DEX CON INT WIS CHA
20 (+5) 5 (-3) 20 (+5) 7 (-2) 14 (+2) 10 (0)
Condition Immunities Frightened, Poisoned, Prone,
Grappled, Restrained, Stunned
Senses Darkvision 120ft., Passive Perception 12
Damage Immunities Bludgeoning, Slashing & Piercing
from non-magical weapons, Acid, Poison, Psychic
Languages None
Challenge 21 (33,00 XP)
Devouring Flesh. The Flesh Horror takes up its entire
space. Other creatures can enter the space, or the
Flesh can enter their's, but the creature that does so is
subsumed by the Horror.
Whenever the Horror enters a creature's space, or vice
versa, the creature must make a DC 15 Dexterity or
Strength saving throw.
On a successful save, the creature can choose to be
pushed 5 feet back or to the side of the Horror.
On a its turn. The first two attacks will be either Pseudopod
failed save, the Horror enters the creature's space, or
vice versa, and the creature takes 14 (4d6) acid
damage and is subsumed. The subsumed creature can't
breathe, is restrained, and takes 28 (8d6) acid damage
at the start of each of the Horror's turns. When the
cube moves, the engulfed creature moves with it.
An engulfed creature can try to escape by taking an
action to make a DC 15 Strength check. On a success,
the creature escapes and enters a space of its choice
within 5 feet of the Horror. Alternatively, a creature
within 5 feet of the Horror can take an action to pull a
creature or object out. Doing so requires a successful
DC 15 Strength check, and the creature making the
attempt takes 14 (4d6) acid damage.
Putrid Miasma. Any creature within 60ft. of the Flesh
must make a DC 16 Constitution Save or be
overwhelemed by the smell of acidic rot. On a
successful save, nothing happens. On a failed save, the
creature is poisoned for the next hour. The save can be
made again at the beginning of every turn. Once a
creature has saved against the Miasma, it cannot be
affected again for 24 hours.
Abhorrent Appendages. The Flesh Horror can have up to
three pseudopods and three tendrils on its body at
once. The tendrils can be attacked specifically (AC 10,
HP 20, same resistances and immunites).
Destroying a tendril deals no damage to the Horror,
which can extrude a replacement tendril at the
beginning of it's next turn. A tendril can also be broken
if a creature takes an action and succeeds on a DC 15
Strength check against it.
Adaptive Defense. If the Horror is hit with a melee
weapon, the Flesh can shift it's own malleable
pseudopod and replicate the weapon. However, due to
it's size, it doubles the damage done. No matter the
weapon, the Strength modifier is used.
For example, if the Horror was hit with a greataxe, it
can morph one of it's pseudopods into the shape of a
greataxe as a bonus action. When hit with this
pseudopod, it now does 2d12 slashing damage instead
of its Slam attack.
Legendary Resistance (3/Day). If the Flesh Horror fails a
saving throw, he can choose to succeed instead.
Actions
Pseudopod Slam. Melee Weapon Attack: +7 to hit,
reach 15ft., one target. Hit: 18 (3d8 + 5) bludgeoning
damage, plus 7 (2d6) acid damage.
Morphic Weapon. Melee Weapon Attack: +7 to hit,
reach 15ft., one target. Hit: Primary weapon damage is
variable according to Adaptive Defense + 5, plus 7
(2d6) acid damage
Tendril. Melee Weapon Attack: +7 to hit, reach 65 ft.,
one creature. Hit: The target is grappled (escape DC
15) and takes 7 (2d6) acid damage. Until the grapple
ends, the target is restrained and has disadvantage on
Strength and Dexterity Checks and Saving Throws, and
the Horror can't use the same tendril on another target.
Once a target is grappled, the tendril automatically
retracts 25ft at the start of the Horror's next turn and
every turn thereafter.
Multiattack. The Flesh Horror can make 1d6 attacks on
Slam or Morphic Weapon, and the third and fourth will
be with a Tendril. The DM can choose the fifth attack
and the sixth is a Flailing Crash.
Arcane Retaliation (Recharge 5-6). If an offensive spell is
cast at the Flesh Horror, it can use it's reaction to
absorb half the damage. The Horror then sacrifices
25HP to throw a ball of it's own flesh at a target within
50ft. that deals the same amount of damage it
absorbed.
Horrific Mitosis. As an action, the Flesh Horror can
separate itself into two Abberant Flesh who stand
within 25ft of each other. HP is divided evenly, but all
other stats are of the Abberant Flesh.
Legendary Actions
The Flesh Horror can take 3 legendary actions,
choosing from the options below. Only one legendary
action option can be used at a time and only at the end
of another creature’s turn. The Horror regains spent
legendary actions at the start of its turn.
Retaliating Strike (1 Action). The Horror can make one
Pseudopod Slam, Morphic Weapon, or Tendril attack.
Flailing Crash (2 Actions). The Horror whips all of it's
appendages at once in a radius around it. +7 to hit,
reach 15ft., AoE. Hit: 14 (2d8 + 5) and are knocked
back 15ft.
Abyssal Shriek (3 Actions). The Horror lets out a
terrifying shriek that affects anyone in a 60ft radius.
Everyone within this radius must make a DC 15
Wisdom Saving Throw or be frightened until the start
of the Horror's next turn.
3


As you make your way deeper into the long forgotten Henach ruins you find the ornate
hallway before you give way to a black tar-like substance that covers the walls, floor,
even the ceiling. Your footsteps changing from the hard slap of stone to squelching
from the ooze that doesn't seem to want to let you go.
As time goes on, you notice that the wet slurping sounds are not just coming from your
steps. Something before you is also making the sound, accompanied by an inhuman
groan and the sound of moist thuds like meat hitting a butcher's block. You are not
alone.

The Flesh Horror's Lair

The Flesh Horror dwells within the Lair Actions

darkest caverns and sunken ruins,
anywhere where the sunlight has not
touched in centuries. The inside of their
lairs are coated in a tar-like ooze and
accompanied by an overwhelming smell of
acidic decay. The air within is often humid
and thick enough to leave a sour taste in
the back of your throat.
The Flesh Horror can form 1d4 Oblex Spawn within 20ft.
Other abberations are drawn to the
Horror's lair, so it is not uncommon to
find Gibbering Mouthers, Otyughs, Grells
and Gazers within the outskirts of the
lair - along with more of the mundane
denizens who live within dark caves.
All natural flora has eitheir died or necrotised into black
There may be, on the very rare occasion,
even a cult that worships the Horror for
it's grotesque power. These kinds of lairs
will usually lack the other abberations, or
at least have them caged for meals to
offer to the Flesh Horror.
On Initiative Count 20 (losing initiative ties), the Flesh Horror
takes a Lair Action to cause one of the following effects:
A pseudopod rises from the floor nearest each creature
and attempts to grapple them (Escape DC 15).
The tar-like ooze that coats the lair thickens, causing all
surfaces to be difficult terrain. This does not effect the
Flesh Horror.
of any enemies. Once this lair action is used, it cannot be
used again until no more Oblex Spawn remain.
Regional Effects
All surfaces within one mile of the Flesh Horror's lair are
covered in the black putrid ooze.
husks of their former shape.
Anything or anyone who has died within the lair will burn
way leave nothing but acid-marked bones within 1d4
weeks, should the body not be removed. All items left
within the ooze will also burn away unless magical in
nature.

The Vestran Connection

The Abberant Flesh can be seen in some of the deeper levels of the Underdark upon the
mainland of Calon Tir. They dwell deep enough where even the Grey Dwarves and Deep
Gnomes only tell tales of these abominable creatures.

There was once a group of Abberant Flesh that were discovered under Meneldur while
they were expanding the Ancestor's Rest. It took an entire legion of Dread Heralds to
take the group down, and with heavy casualties. Why they were so close to the surface
is a mystery, but Clan Ogalthir watches vigilantly for any evidence of their return.

The highest concentration of Abberant Flesh dwells within the Grey Wastes, were
corruption and vile abberations are all too common. Deep within the Ruins of Eyraka
resides the Faceless Cult, who worship a Flesh Horror of incredible size.

The Faceless Cult worships Jubilex with their grotesque rites and rituals. Though
secretive and highly reclusive, you can tell a Faceless Cultist by their literal lack of
facial features. The Cult's initiation includes dipping your head in a vat of acid until
all features are melted and deformed.

For the Cult, deformity is a sign of piety and dedication to the Formless One. No
outsider knows the purpose of this cult, most do not even know that this cult exists.
However, the Cult has simple goals. To continue the work that the Sundering began:
The destruction of Calon Tir, and then of Vestra entirely. For the putrid radiance of
Jubilex to coat the world in his unholy ooze and let the world burn.

5
 A note on the Flesh Horror
I have always been a fan of 'epic' play, with giving my players insane and fantastical
situations which will truly make them feel like a David against Goliath. This is what the
Flesh Horror should be. One epic fight at later levels with a definite resolution.
I would recommend, if you were to use the Flesh Horror, name it and bake it into your
world lore. Make it unique and use it once for maximum effect. Sure, there may be others
in the world, but I imagine this thing cropping up any more than once would be grueling
for your players and quickly turn into a slog. But, you know your players better than I do,
so do what you want!

A Thank you!
I also want to give a big thank you to the wonderful W. Lane and u/Naoura who have
helped me with these disgusting creatures. Y'all are the best!

Art Credits:
- Cover:
https://www.deviantart.com/scottpurdy/art/Cthulhu-
Tales-ShubNiggurath-736706126
- Abberant Flesh:
https://forgottenrealms.fandom.com/wiki/Juiblex?
file=Juiblex+4e.jpg
- Flesh Horror:
https://www.cbr.com/dungeons-and-
dragons-most-dangerous-powerful-
demons-ranked/
- The Vestran Connection:
https://www.dualmonitorbackgrounds.com/fantasy/magicalwasteland.jpg.php