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Qlippoth, Behimiron

This monstrous fiend resembles a titan beetle with a sagging, elephantine hide stretched over its spiny carapace.

Behimiron CR 13

Source Bestiary 6 pg. 224
XP 25,600
CE Huge outsider (chaotic, evil, extraplanar, qlippoth)
Init +9; Senses darkvision 60 ft.; Perception +23


AC 28, touch 13, flat-footed 23 (+5 Dex, +15 natural, –2 size)
hp 189 (14d10+112)
Fort +17, Ref +11, Will +15
Defensive Abilities spines; DR 10/lawful; Immune cold, mind-affecting effects, negative energy, poison; Resist acid 10, electricity 10, fire 10; SR 24


Speed 30 ft.
Melee bite +23 (4d6+11), slam +23 (2d8+16), 4 antennae +18 touch (rot)
Space 15 ft., Reach 15 ft. (20 ft. with slam)
Special Attacks create spawn, horrific appearance (DC 20), rot
Spell-Like Abilities (CL 13th; concentration +16)
At will—ray of exhaustion (DC 16)
3/day—enervation, hold monster (DC 18)
1/day—power word stun


Str 32, Dex 21, Con 26, Int 7, Wis 22, Cha 17
Base Atk +14; CMB +27; CMD 42 (can’t be tripped)
Feats Blind-Fight, Combat Casting, Combat Reflexes, Improved Initiative, Lightning Reflexes, Power Attack, Vital Strike
Skills Climb +28, Knowledge (planes) +15, Perception +23, Stealth +14
Languages Abyssal; telepathy 100 ft.


Environment any (Abyss)
Organization solitary, pair, or cluster (3–6)
Treasure incidental

Special Abilities

Create Spawn (Ex) Once per day, a behimiron can plunge its trunk into a Small or larger corpse to swiftly consume the body’s entrails, muscles, and skeleton, then shed its trunk in the hollowed-out body. This takes only 1 round, during which time the behimiron can activate its horrific appearance as a free action (creatures take a –4 penalty on saves against this activation of this ability). After this, the behimiron loses its slam attack for 1 hour, at which point the behimiron is affected by heal (CL 13th) and grows a new trunk. During the course of this hour, the corpse swells and bloats, then rises as a fully grown, freewilled behimiron. A corpse savaged in this way can be restored to life only via wish, miracle, or true resurrection.

Horrific Appearance (Su) Creatures that succumb to a behimiron’s horrific appearance become nauseated for 1d4 rounds as they imagine the hideous sensation of the monster’s trunk digging through their flesh.

Powerful Slam (Ex) The behimiron’s trunk can make a slam attack with a reach of 20 feet. Attacks from this trunk always apply 1-1/2 times the qlippoth’s Strength modifier to damage.

Rot (Su) A behimiron’s antennae are secondary natural touch attacks. A creature touched by an antenna must succeed at a DC 25 Fortitude save or portions of its flesh rot away. This deals 1 point of Strength damage and 1 point of Constitution damage. The save DC is Constitution-based.

Spines (Ex) When a creature makes a non-reach melee attack against a behimiron, it must attempt a DC 22 Reflex save. A creature that fails this save takes 1d8 points of piercing damage as the qlippoth’s spines reflexively stab at the attacker. The save DC is Dexterity-based.


Behimirons are unholy creatures born from the corruption of death itself. In a profane parody of natural birth, they slay living beings in order to use the corpses as incubators for their insectoid spawn. As with all qlippoth, behimirons are concerned more with the demons infesting the Abyss than with mortal life, and prefer butchering demons to serve as hosts for their spawn.

A behimiron’s body measures 15 feet across, or 20 feet with trunk and antennae, and it weighs over 6 tons.

Creatures in "Qlippoth" Category



Source Bestiary 2 pg. 218
Before the Abyss was taught how to process and transform larvae into demons—indeed, before larvae even existed or the idea of mortal life had been conceived—it was rife with foul life. These creatures exist still, yet in drastically reduced numbers and often only in the deepest pits of the plane. Known as the qlippoth (the singular and plural are identical), these fiends may well be the oldest form of life in the Great Beyond—certainly, they were already in existence before the proteans discovered them. Some believe that the qlippoth come from an unknowable realm on what might be described as the “outside shell” of the Outer Sphere, but if the qlippoth are to be taken as indicative of what order of existence rules in such a realm, it is a good thing indeed that this outer realm is so impossibly distant.

The qlippoth do not possess in their forms anything approximating the human shape except by cosmic fluke or sinister mockery. In their twitching, squirming visages, the mad might make comparisons to life’s most primeval shapes—spiders and cephalopods, insects and worms, and even baser forms of life. What this might imply about these lower forms of life has disturbed philosophers for ages, and is not a train of thought that many enjoy lingering upon.

Since the rise of mortal sin, the rule of the Abyss has passed from the qlippoth to the much more fecund demons. When the Abyss first “learned” how to transform mortal souls into demons, the resulting explosion of demonic life culminated in a violent and destructive war with the then-rulers of the Abyss—the qlippoth. For unguessed millennia this war raged across the countless layers of the Abyss. The qlippoth had the advantage of knowing their ancient realm and, as a general rule, were individually more powerful than most demons, but the demons had numbers on their side. And as the demons continued to win battle after battle, new powers among their kind rose—balors, balor lords, nascent demon lords, and eventually demon lords themselves. Over time, the qlippoth were hunted nearly to extinction on the upper layers of the Abyss, and were forced to retreat deep into that realm’s darkest and most remote realms, to places even the demons feared to tread.

Here, the qlippoth have festered and lurked for ages. None can say how many qlippoth survived that ancient war, for none can know how deep the Abyss goes. The qlippoth dwell in these darkest pits, periodically emerging to do battle against their hated demonic foes, yet their wrath is not limited to the demonic host. The qlippoth know that daemons played a role in “teaching” the Abyss how to birth demonic life, and their war with the denizens of Abaddon is one fueled more by a driving need to punish than any need for survival. Yet as the eons have worn on, the qlippoth have come to realize that the true enemy is not a fiendish race—it is mortal life itself. For as long as mortal life continues to sin and die, the Abyss can continue to birth demons into its pits and rifts. The destruction of sin, by changing the way mortals live, would halt demonic growth, yet the qlippoth have no concept of how this goal might be achieved—to the qlippoth, only the murder of all mortality can suffice.

As a result, all qlippoth possess within their minds a burning hatred of mortal life, particularly humanoids, whom they know to be the primary seeds of sin. When a qlippoth is conjured to the Material Plane, it seeks any way to escape control in order to maul and destroy humans—they have a particular hatred of children and pregnant women, and if given a choice between harming someone already dying or close to death and someone with a full life ahead of them, they always choose to attack the latter, save for the rare case where the death of an elder or a dying loved one might result in a chain reaction of death among the young.

When called via spells like planar ally that require opposed Charisma checks or similar mechanics in order for the conjuring spellcaster to secure the outsider’s aid, evil humanoids take a —6 penalty when interacting with qlippoth due to the sin in their souls. The promise of a task that would afford the qlippoth the opportunity to kill many humanoids, or a sacrifice of a pregnant woman or a child, can sometimes offset this penalty. When a qlippoth shakes off the shackles of a conjuration, it attempts to remain on the Material Plane as long as possible, and during that time tries to murder as many mortals as it can, doing its part to deprive the Abyss of possible future sinful souls to build demons from.

Qlippoth Lords

That the qlippoth have among their kind paragons akin to demon lords is indisputable, yet these powers rarely, if ever, emerge from the deepest realms of the Abyss to interact with the rest of the multiverse. They are only rarely worshiped on the Material Plane, but such cults, where they exist, are singularly destructive and ruinous.

Yet the power granted by mortal worship can have a curious effect on a qlippoth—it can, in a way, infect it with the sins of its worshipers. Qlippoth who become so infected are either murdered by their kin or forced to flee to the upper realms of the Abyss, where they complete their transformation and, instead of remaining qlippoth lords, become demon lords. One can know the nature of a demon lord that began life as a qlippoth most easily by its shape—those demon lords, such as ichthyic Dagon or foul and festering Jubilex, bear little or no sign of a humanoid frame.