The finale of my Pathfinder 2e conversion of Descent to the Depths of the Earth, this is the “brute” incarnation of Lolth found in the Fane of Lolth. The PCs managed to banish her back to the abyss, save the lives of thousands of commoners from their realm, and cause untold chaos throughout Erielhei-Cinlu. This version is a combination of the original “spider form” from AD&D and the 4e version. This is the PWoL version.
LOLTH, SPIDER QUEEN (BRUTE MANIFESTATION)
CE Huge Fiend Creature 22
A mountainous widow-spider with a drow matron’s face and hair of writhing silk, this is Lolth’s brute incarnation—called forth when she wishes to personally annihilate those who defy her.
Perception +16; darkvision, blindsense (vibration) 60 ft.
Languages Abyssal, Elven, Undercommon, telepathy 300 ft.
Skills Acrobatics +13, Arcana +18, Athletics +20, Deception +17, Intimidation +19, Stealth +15, Religion +14
Str +10 Dex +6 Con +9 Int +7 Wis +6 Cha +8
SPEED 50 ft.; climb 50 ft. (spider climb); teleport 60 ft.
DEFENSES
AC 27
HP 600; Bloodied 300
Saving Throws Lolth only fails a saving throw on a natural 1 and never critically fails.
Immunities poison
Weaknesses cold iron 20, good 15
Resistances physical 10 (except cold iron); acid 20
Spider Tyrant Aura (aura, 30 ft.) Enemies in the aura; take –2 to Will saves or –4 if suffering persistent poison or are off-guard to Lolth
Crushing Bulk Lolth deals +20 damage on all melee Strikes vs Large or smaller creatures.
Attack of Opportunity [◇, ⟳]
OFFENSE
MELEE Bite [◆] +18 (reach 10 ft., poison); Damage 42 (4d10+20) piercing plus 18 (4d8) poison; Critical Effect Target is enfeebled 2 until end of Lolth’s next turn.
MELEE Impaling Legs [◆] +18 (reach 15 ft., poison); Damage 38 (4d8+20) piercing plus 9 (2d8) poison; Effect Target is restrained (Escape DC 18).
RANGED Burning Webs [◆] +16 (range 60 ft., acid); Damage 26 (4d6+12) acid and the target is immobilized (Escape DC 18). First Failed Save 30 persistent acid damage. Frequency once per round.
Insidious Venom [◆] (emotion, charm, poison); Requirements Target is taking persistent poison. Will DC 27:
- Critical FailureTarget uses its Reaction to make a melee Strike against a creature Lolth chooses.
- FailureTarget is stupefied 2 for 1 round.
- SuccessNo effect.
Webburst [◆◆] (acid, evocation); Area 30-ft emanation; Reflex DC 27:
- Failure28 (8d6) acid damage, immobilized, and entangled
- Critical FailureAs above plus 30 persistent acid
- SuccessHalf damage
Spider Queen’s Grasp [reaction]; Trigger A creature enters a square within 15 ft. of Lolth. Effect Lolth makes an Impaling Legs Strike. On hit, target also takes 20 persistent poison.
Divine Discorporation [◇, ⟳] Trigger Lolth is reduced to 0 Hit Points. Effect Lolth dissolves into webs and shadow, returning to the Demonweb Pits. She leaves no body.
INNATE DIVINE SPELLS
DC 27; attack +10
At Will
- comprehend languages(self; understand all languages); confusion (Will; target acts randomly each round); darkness (15-ft radius sphere of supernatural darkness); dispel magic (counteract a spell; counteract check +10); web (Reflex; immobilizing webs)
Twice per Day
- phase door(creates invisible personal doorway); read magic (read magical writing, scrolls, and runes); shapechange (self only; assume creature forms)
Once per Day
- gate(66% success chance; summons demon): 01–45: Babau (Type I), 46–80: Hezrou (Type II), 81–00: Glabrezu (Type III)
- summon spiders(roll to determine type): 01–20: 9–16 Hunting Spiders (Large), 21–50: 7–12 Giant Tarantulas (Huge), 51–90: 2–8 Giant Black Widows, 91–00: 1–4 Phase Spiders
- teleport without error(perfect, safe teleport); tongues (self; understand and speak all languages); true seeing (self; see invisibility, illusions, transmutations)
Maze (1/day) (Will DC 18; banish target to extradimensional labyrinth); Escape: Each round, the target spends a full round seeking an exit then attempts DC 27 Perception. On success, it returns to its original location. Target cannot be affected by anything while mazed.If Lolth discorporates, target escapes automatically.
LEGENDARY ACTIONS
(One per round at the end of another creatures turn; cannot repeat the same action two rounds in a row.)
Venomwave. Creatures taking persistent poison take 20 additional poison and must attempt Fort DC 27 or become slowed 1.
Shadow Step. Lolth teleports up to 50 ft. into dim or darkness and can take an action of her choice.
Web Reposition. Lolth Strides 20 ft. without triggering reactions and can take an action of her choice.
SWARMLING REBIRTH (1/day) [⟳] When reduced from above 300 HP to 0 HP, Lolth collapses into a mass of spiders for 3 rounds. During this time she is immune to all damage and untargetable. After 3 rounds, she reforms with 150 HP.
LAIR ACTIONS — Fane of Lolth (Erelhei-Cinlu)
At initiative 20 (losing ties) Lolth uses one:
Sacrificial Blessing. A priestess offers blood. Lolth gains one until next turn:
- +2 to attack rolls
- +15 poison damage
- fast healing 20
Spider Swarm Eruption. Two widow swarms burst forth near PCs. They act immediately after Lolth and disperse at end of round.
Animated Web-Pillars. Reflex DC 18:
- Failure:Pulled 10 ft. and restrained
- Success:Pulled 5 ft.
Drow Devotion Chorus. Will DC 18: Failure: frightened 2; Success: frightened 1
(+1 if three or more priestesses remain)
Venomous Miasma Vent. Area 30-ft burst; Fort DC 18; Failure: 14 (4d6) poison + 2 persistent poison; Critical Failure: plus sickened 2
Silken Gravity Well. Athletics or Fort DC 18; Failure: Pulled adjacent; Critical Failure: Pulled adjacent and prone
LOLTH COMBAT QUIPS (4–6 words each)
When she wants to mock them:
- “Struggle, little insects. Amuse me.”
- “Your fear… intoxicating.”
- “Kneel. Or break.”
- “Mortals never learn.”
When she wants to assert dominance:
- “I decide who dies first.”
- “Your gods abandoned you.”
- “Pitiful. Even for surface-scum.”
- “Your courage is wasted here.”
When she wants to taunt through xenophobia:
- “Dirt-born rabble. Unworthy prey.”
- “I smell surface filth.”
- “No light-dwellers leave this place.”
- “Your blood is beneath my webs.”
When she wants to gloat during a kill or crit:
- “Yes… scream for me.”
- “Another offering.”
- “I will savor your ruin.”
- “Die knowing you pleased me.”
When she is slightly hurt (mock surprise):
- “You touched a goddess?”
- “Bold… and stupid.”
- “Pain? You presume too much.”
- “That was your best?”
When a PC resists or saves:
- “Defiance? Quaint.”
- “Your will… already breaking.”
- “Squirm harder.”
- “You only delay worship.”
When she becomes bloodied (still contemptuous):
- “A scratch. Nothing more.”
- “Bleed with purpose, mortals.”
- “You will regret that insolence.”
When using a spell like confusion, dominate, or poison:
- “Dance for me.”
- “Obey. It is natural.”
- “Poison reveals truth.”
- “Your mind belongs to me.”
