Proasmae, the Flesh Elementals
These are inspired by a sequence from Iron Council, beginning with this passage on page 502:
Cutter saw unridden horses corralled and chanted over and giving out equine screams. One by one they shuddered and let out dying wet noises and unfolded from inside: out of their shuddering carcasses came leaping creatures of their sinew and muscle and their organs all reconfigured into bloody skinless predators: proasmae, the flesh elementals.
| Flesh Elemental, Small | Flesh Elemental, Medium | Flesh Elemental, Large |
| Small Elemental(Extraplanar) | Medium Elemental(Extraplanar) | Large Elemental(Extraplanar) |
Hit Dice: | 2d8 (9 hp) | 4d8+4 (22 hp) | 8d8+24 (60 hp) |
Initiative: | +1 | +1 | +1 |
Speed: | 30 ft. | 30 ft. | 40 ft. |
Armor Class: | 16 (+1 size, +1 Dex, +4 natural), touch 12, flat 15 | 19 (+1 Dex, +8 natural), touch 11, flat 18 | 20 (–1 size,+1 Dex, +10 natural), touch 10, flat 19 |
Base Atk/Grapple: | +1/+0 | +3/+8 | +6/+17 |
Attack: | Gouge +5 melee (1d6+4) | Gouge +8 melee (1d8+7) | Gouge +12 melee (2d8+7) |
Full Attack: | Gouge +5 melee (1d6+4) | Gouge +8 melee (1d8+7) | 2 Gouges +12 melee (2d8+7) |
Space/Reach: | 5 ft./5 ft. | 5 ft./5 ft. | 10 ft./10 ft. |
Special Attacks: | Flesh mastery, push | Flesh mastery, push | Flesh mastery, push |
Special Qualities: | Darkvision 60 ft., flesh glide, elemental traits | Darkvision 60 ft., flesh glide, elemental traits | Damage reduction 5/–, flesh glide, darkvision 60 ft., elemental traits |
Saves: | Fort +3, Ref +1, Will +0 | Fort +6, Ref +2, Will +1 | Fort +9, Ref +3, Will +2 |
Abilities: | Str 15, Dex 12, Con 11, Int 4, Wis 11, Cha 11 | Str 19, Dex 12, Con 15, Int 4, Wis 11, Cha 11 | Str 23, Dex 12, Con 17, Int 6, Wis 11, Cha 11 |
Skills: | Listen +3, Spot +2 | Listen +4, Spot +3 | Listen +6, Spot +5 |
Feats: | Power Attack | Cleave, Power Attack | Cleave, Great Cleave, Power Attack |
Environment: | Elemental Plane of Flesh | Elemental Plane of Flesh | Elemental Plane of Flesh |
Organization: | Solitary | Solitary | Solitary |
Challenge Rating: | 1 | 3 | 6 |
Treasure: | None | None | None |
Alignment: | Usually neutral | Usually neutral | Usually neutral |
Advancement: | 3 HD (Small) | 5–7 HD (Medium) | 9–15 HD (Large) |
|
|
|
|
| Flesh Elemental, Huge | Flesh Elemental, Greater | Flesh Elemental, Elder |
| Huge Elemental(Extraplanar) | Huge Elemental(Extraplanar) | Gargantuan Elemental (Extraplanar) |
Hit Dice: | 16d8+64 (136 hp) | 21d8+84 (178 hp) | 24d8+96 (204 hp) |
Initiative: | +1 | +1 | +1 |
Speed: | 40 ft. | 50 ft. | 60 ft. |
Armor Class: | 20 (–2 size, +1 Dex, +11 natural), touch 9, flat 19 | 22 (–2 size, +1 Dex, +13 natural), touch 9, flat 21 | 22 (–4 size, +1 Dex, +15 natural), touch 9, flat 21 |
Base Atk/Grapple: | +12/+29 | +15/+33 | +18/+37 |
Attack: | Gouge +18 melee (2d10+8) | Gouge +22 melee (2d10+9) | Gouge +26 melee (2d10+10/19–20) |
Full Attack: | 2 Gouges +18 melee (2d10+8) | 2 Gouges +22 melee (2d10+9) 2 | 3 Gouges +26 melee (2d10+10/19–20) |
Space/Reach: | 15 ft./15 ft. | 15 ft./15 ft. | 20 ft./20 ft. |
Special Attacks: | Flesh mastery, push | Flesh mastery, push | Flesh mastery, push |
Special Qualities: | Flesh glide, darkvision 60 ft., elemental traits | Damage reduction 5/–, flesh glide, darkvision 60 ft., elemental traits | Damage reduction 10/–, flesh glide, darkvision 60 ft., elemental traits |
Saves: | Fort +14, Ref +6, Will +7 | Fort +16, Ref +8, Will +9 | Fort +18, Ref +9, Will +10 |
Abilities: | Str 27, Dex 12, Con 19, Int 6, Wis 11, Cha 11 | Str 29, Dex 12, Con 19, Int 8, Wis 11, Cha 11 | Str 31, Dex 12, Con 19, Int 10, Wis 11, Cha 11 |
Skills: | Listen +10, Spot +9 | Listen +14, Spot +14 | Listen +29, Spot +29 |
Feats: | Awesome Blow, Cleave, Great Cleave, Improved Bull Rush, Iron Will, Power Attack | Alertness, Awesome Blow, Cleave, Great Cleave, Improved Bull Rush, Improved Sunder, Iron Will, Power Attack | Alertness, Awesome Blow, Cleave, Great Cleave, Improved Bull Rush, Improved Critical Gouge), Improved Sunder, Iron Will, Power Attack |
Environment: | Elemental Plane of Flesh | Elemental Plane of Flesh | Elemental Plane of Flesh |
Organization: | Solitary | Solitary | Solitary |
Challenge Rating: | 9 | 11 | 13 |
Treasure: | None | None | None |
Alignment: | Usually neutral | Usually neutral | Usually neutral |
Advancement: | 17–20 HD (Huge) | 22–23 HD (Gargantuan) | 25–48 HD Colossal) |
When summoned to the Material Plane, a Flesh Elemental consists of whatever types of flesh, blood, corpses, or living creatures it was conjured from. This invariably kills the creature the elemental is summoned into; horses or other large domesticated animals are typical.
Also called proasmae, these elementals are skinless creatures that must constantly corrupt and inhabit new flesh to renew themselves. A flesh elemental left alone in a sealed chamber without access to living creatures shrivels and decays, losing 1 Constitution point each day until it withers away entirely.
The Elemental Plane of Flesh that is the home of the Proasmae is distant and poorly understood. Unlike most elemental planes, it is not accessible by countless doorways for a planar traveler seeking it. Planar savants believe that it may be directly reachable only through summonings; visitors to the plane are unlikely to survive in any case. Others claim that it is not an elemental plane at all but only a layer of the Abyss, though the alignment of the flesh elementals speaks against this.
Flesh Elementals do not speak any known language; their minds are entirely alien.
Combat
Flesh elementals move with blinding speed from one body to another, even if the life forms they inhabit or jump through are small. Their progress across a battlefield is typically a relentless, bloody swath. They can travel though bodies as easily as humans walk through air.
Flesh Mastery Ex): A Flesh Elemental gains a +1 bonus on attack and damage rolls if its foe is made of living or dead flesh of any kind, including corporeal undead. The elemental takes a –4 penalty on attack and damage rolls against constructs, animated objects, elementals, plants, and incorporeal undead. (These modifiers are not included in the statistics block.)
Push Ex): A Flesh Elemental can start a bull rush maneuver without provoking an attack of opportunity. The combat modifiers given in Flesh Mastery, above, also apply to the elemental’s opposed Strength checks.
Flesh Glide Su): A Flesh Elemental can glide through living bodies as easily as a fish through water. Its hideous flesh-shaping leaves behind holes, missing organs, and, invariably, deformed or limbless creatures; the missing flesh accretes to the body of the elemental. This flesh glide covers a linear area equal to its standard movement (it cannot double-move or run while flesh gliding), with a width equal to its space.
A Flesh Elemental can glide through creatures up two Size category smaller than itself; creatures three Size categories smaller may be brushed by a pseudopod and partially affected, but they gain a +4 circumstance bonus to the required save. Creatures four or more Size categories smaller are unaffected.
All creatures in this area must make a successful Reflex save [DC 11, 13, 16, 18, 20, 22, or 24]; those who succeed are unharmed but moved out of the flesh glide area, those who fail suffer 1d6, 2d6, 4d6, 8d6, 10d6, or 12d6 piercing melee damage from the flesh-scrambling attack, depending on the elemental’s size. The Flesh Elemental gains a number of hit points equal to the number of dice rolled for this attack thus, an elder flesh elemental which catches 7 creatures in a flesh glide gains 7 times 16 or 102 hit points if the creatures all fail their saving throw).
A flesh to stone spell cast on an area containing a gliding Flesh Elemental stops the glide and flings the elemental back 30 feet. This stuns the creature for 1 round unless it succeeds on a DC 15 Fortitude save.
Flesh Elemental Sizes
| Elemental | Height | Weight |
| Small | 3 ft. | 40 lb. |
| Medium | 7 ft. | 375 lb. |
| Large | 14 ft. | 3,000 lb. |
| Huge | 30 ft. | 24,000 lb. |
| Greater | 35 ft. | 27,000 lb. |
| Elder | 40 ft. | 30,000 lb. |

Comments
Jaws