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Star Spawn, ‘Star Spawn of Cthulhu’

Star Spawn

The Star Spawn of Cthulhu is a nightmarish abomination born from the cosmic horrors of the Lovecraftian mythos. Resembling an otherworldly fusion of cephalopod and humanoid, this eldritch monstrosity exudes an aura of dread and insanity. Its body is a chaotic amalgamation of tentacles, scales, and fleshy appendages, crowned by a grotesque head adorned with multiple eyes that gleam with malevolent intelligence. Its very presence distorts reality, causing the environment to warp and twist in unsettling ways.

The Star Spawn of Cthulhu embodies the maddening influence of the ancient cosmic entity it serves. As a herald of incomprehensible chaos, it possesses unfathomable powers beyond the scope of human understanding. Its psychic presence alone can induce terror and insanity, driving mortals to the brink of madness. Its otherworldly abilities include the manipulation of time and space, the summoning of extradimensional terrors, and the power to rend the fabric of reality itself.

Feared by cultists and scholars alike, encountering a Star Spawn of Cthulhu is a harrowing experience that defies reason and challenges the limits of sanity. It serves as a chilling reminder of the cosmic insignificance of humanity in the face of ancient and unknowable forces.

Star Spawn of Cthulhu

Huge aberration, chaotic evil

Armor Class 18 (natural armor) Hit Points 216 (16d12 + 112) Speed 40 ft., swim 40 ft.

22 (+6)14 (+2)24 (+7)18 (+4)18 (+4)18 (+4)

Saving Throws Wis +8, Cha +8 Skills Arcana +8, Perception +8 Damage Resistances bludgeoning, piercing, and slashing from nonmagical attacks Condition Immunities frightened, stunned

Senses darkvision 120 ft., passive Perception 18 Languages understands Deep Speech but can’t speak

Challenge 18 (20,000 XP)

Innate Spellcasting. The Star Spawn of Cthulhu’s innate spellcasting ability is Charisma (spell save DC 16). It can innately cast the following spells, requiring no material components:

At will: detect thoughts 3/day each: dominate person, plane shift

Madness Aura. Any creature within 60 feet of the Star Spawn of Cthulhu that can hear its telepathic whispers must succeed on a DC 16 Wisdom saving throw or be driven temporarily insane. The insane creature can’t take reactions, and it rolls a d10 at the start of each of its turns to determine its behavior that turn.

On a 1 to 4, the creature does nothing. On a 5 or 6, the creature takes no action or bonus action and uses all its movement to move in a randomly determined direction. On a 7 or 8, the creature makes a melee attack against a randomly determined creature, or it does nothing if no creature is within reach. On a 9 or 10, the creature can act and move normally. This effect lasts for 1 minute and is permanent on the creature’s psyche.

Multiattack. The Star Spawn of Cthulhu can use its Frightful Presence. It then makes four attacks: one with its bite, one with its tail, and two with its tentacles.

Bite. Melee Weapon Attack: +10 to hit, reach 10 ft., one target. Hit: 22 (3d8 + 9) piercing damage.

Tail. Melee Weapon Attack: +10 to hit, reach 10 ft., one target. Hit: 18 (2d8 + 9) bludgeoning damage. If the target is a creature, it must succeed on a DC 18 Strength saving throw or be knocked prone.

Tentacle. Melee Weapon Attack: +10 to hit, reach 15 ft., one target. Hit: 16 (2d6 + 9) bludgeoning damage. If the target is a creature, it must succeed on a DC 18 Wisdom saving throw or be frightened until the end of the Star Spawn of Cthulhu’s next turn.

Frightful Presence. Each creature of the Star Spawn of Cthulhu’s choice that is within 120 feet of it and aware of it must succeed on a DC 16 Wisdom saving throw or become frightened for 1 minute. A creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

Actions Constrict. The Star Spawn of Cthulhu makes a tentacle attack against a Large or smaller target it is grappling. If the attack hits, the target is grappled (escape DC 18) and the target takes 16 (2d6 + 9) bludgeoning damage plus 18 (4d8) necrotic damage. Until this grapple ends, the target is restrained, and the Star Spawn of Cthulhu can’t use the same tentacle on another target.

Lair Actions On initiative count 20 (losing initiative ties), the Star Spawn of Cthulhu can take a lair action to cause one of the following magical effects; the Star Spawn of Cthulhu can’t use the same effect two rounds in a row:

  1. Tentacle Eruption. The ground trembles as a circle of tentacles burst forth in a 20-foot radius centered on a point the Star Spawn of Cthulhu can see within 120 feet. Each creature in that area must succeed on a DC 18 Dexterity saving throw or take 21 (6d6) bludgeoning damage and be knocked prone.
  2. Alien Resonance. Disturbing echoes fill the air within a 60-foot radius centered on a point the Star Spawn of Cthulhu can see within 120 feet. Each creature within that area must succeed on a DC 16 Wisdom saving throw or be stunned until the end of its next turn.
  3. Maddening Whispers. The Star Spawn of Cthulhu sends out telepathic whispers in a 40-foot cone. Each creature in that area must succeed on a DC 16 Wisdom saving throw or become frightened for 1 minute. An affected creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.
Star Spawn of Cthulhu
An artist’s visual representation of the Elder God
Cthulu. Date 30 July 2006 Author BenduKiwi

A mountainous form lumbers to life, a hideous creature only accidentally humanoid in shape, its hateful face a writhing mass of tentacles.

[This content was created by Paizo Publishing LLC for the Pathfinder rules but is not from the Pathfinder RPG product line.]
Source: Pathfinder

Of all the strange and malefic denizens of the Dark Tapestry, few match the terror caused by this titanic race. Hailing from a mad star whose light cannot be seen by conventional telescopes, the smallest of these behemoths stand nearly 30 feet in height. Humanoid in shape, their immense bodies have rubbery flesh that seems almost to wriggle and seethe like a half-solidified ooze.

Tremendous draconic wings, murderous taloned hands, and a tentacled visage that evokes the alien gaze of an octopus complete the being’s monstrous shape. This malevolent race has a name, yet it is no name known to the sane. Among mortal scholars, they are known merely by the name of their eldest source – they are the star-spawn of Cthulhu.

Star Spawn of Cthulhu CR 20
XP 307,200  

CE Huge aberration

Init +5; Senses Blindsight 30 ft., Darkvision 60 ft.; Perception +37 Aura frightful presence (150 ft., DC 29)
AC 36, touch 9, flat-footed 35 (+1 Dexterity, +27 natural, -2 size)   hp 362 (25d8+250); regeneration 15 (fire)

Fort +18, Ref +9, Will +25

Defensive Abilities immortality, overwhelming mind; Immune cold, disease, poison; SR 31
Speed 40 ft., Fly 60 ft. (average), Swim 40 ft.  

Melee 2 claws +32 (2d6+16/19-20), 6 tentacles +27 (1d8+8/19-20 plus grab)

Space 15 ft.; Reach 30 ft.

Special Attacks constrict (1d8+8), overwhelming mind

Spell-Like Abilities (CL 20th; Concentration +27)
Constant –mind blank
At will -dream, insanity (DC 24), nightmare (DC 22), sending
3/day-demand (DC 25)
1/day – gate
Strength 42, Dexterity 13, Constitution 30, Intelligence 23, Wisdom 29, Charisma 24  

Base Atk +18; CMB +36 (+40 grapple); CMD 47

Feats Awesome Blow, Critical Focus, Greater Vital Strike, Improved Bull Rush, Improved Critical (claws), Improved Critical (tentacles), Improved Initiative, Improved  Iron Will, Improved Vital Strike, Iron Will, Power Attack, Staggering Critical, Vital Strike Skills Fly +25, Intimidate +35, Knowledge (arcana) +34, Knowledge (geography) +31, Knowledge (planes) +31, Perception +37, Sense Motive +34, Spellcraft +34, Swim +52, Use Magic Device +32

Languages Aklo, telepathy 300 ft. SQ limited starflight, no breath
Immortality (Ex)   A star-spawn of Cthulhu does not age, nor does it need to feed or breathe. Only violence can bring about the death of one of these creatures.

Overwhelming Mind (Ex) A star-spawn of Cthulhu’s mind is overwhelming in its power and alien structure. The first time a creature other than an outsider (excluding native outsiders) or aberration makes mental contact with a star-spawn of Cthulhu, it  must make a DC 29 Will save to avoid being stunned for 1d4 rounds. On a successful save, the creature is merely staggered for 1 round.

This effect can occur whether the star-spawn of Cthulhu initiates mental  contact (such as via a dream, nightmare, sending, or demand spell-like ability, or merely by telepathic communication) or another creature attempts to do so (as if via detect thoughts or dominate monster). Once a creature is exposed to a specific star spawn of Cthulhu’s overwhelming mind, it is immune to this effect from all star-spawn of Cthulhu for 24 hours. This is a mind affecting effect. The save DC is Charisma based.

Limited Starflight (Ex) A spawn of Cthulhu can survive in the void of outer space, and it wings allow it to use its Fly speed in outer space despite the lack of air. Unlike creatures with full starflight (like the shantak), a spawn of Cthulhu’s ability to Fly in outer space does not allow it to reach unusual speeds. When it wishes to Fly to another world, the creature relies entirely upon its immortality and otherworldly patience to complete the journey. When speed is required, it instead uses its gate ability to make the journey quickly.

No Breath (Ex) A spawn of Cthulhu does not breathe, and is immune to effects that require breathing (such as inhaled poison). This ability does not grant immunity to cloud or gas attacks that do not require breathing.
Environment any   Organization solitary, pair, or cult (3-6) Treasure standard


The Star Spawn of Cthulhu have a strange, mutable anatomy—their form is not fixed. They can absorb parts of their bodies or enlarge others as they will—a trait they often use with their claws or tentacles to dramatically extend their reach in combat beyond that which might normally be available to a creature of their shape and size. Despite this mutable shape, though, the star-spawn generally do not deviate far from the form of an octopusheaded, winged humanoid, likely due to the powerful links their otherworldly minds have to their overlord and master who lies dead but dreaming in the lost city of R’lyeh.

Habitat & Society

Although they typically appear as immense humanoid creatures with rubbery hides and octopoid heads, the starspawn of Cthulhu are not any more aquatic in nature than they are terrestrial—that they are often found associated with a planets oceans lies more in the simple fact that oceans often cover the majority of a planet’s surface.

The creatures themselves, being equally at home on land, at sea, or in the depths of space, make no real distinction between such regions, choosing them as the sites of their cities and temples for purposes only they can know. Servants of the alien gods of the Dark Tapestry, they work upon the worlds they invade to wipe them clean of indigenous life in preparation for the eventual expansion of the Dark Tapestry to replace all that exists with its strange realities.

The Star Spawn of Cthulhu have little regard for indigenous life, yet they cannot proceed with their plans for a world while such life exists. Just as a man might move into a house he thinks to be abandoned, only to discover colonies of ants dwelling within the building’s walls, the star-spawn work to eradicate indigenous infestations. Their methods seldom vary from world to world – those whose intellects they can influence via dreams and nightmares are besieged as they sleep, seeding the growth of destructive cults and societies that toil to do much of the spawn’s work for them, preparing the world and bringing it to the brink of destruction.

When such worlds are poised to tear themselves apart from within through unrest, civil war, excessive pollution, genocide, or worse, the spawn mobilize their cults to end all things. The only reward such cults receive for their (sometimes unwitting) aid is the dubious honor of being among the final few to be eradicated, for the star-spawn have no interest in and feel no responsibility toward their pawns.

That these plans for eradication often span the length of centuries or even millennia should not be mistaken for sloth or lassitude the spawn are inhumanly patient,  and the preparation of the universe’s worlds must follow an unknowable schedule, for only when the exact cosmic convergences are set and the stars are right can they make their final moves to end all things. This does grant some worlds with the capacity to discover the spawns’ influence opportunity to delay or even defeat their world’s star-spawned doom, but such tales of triumph are unfortunately rare in the face of the Dark Tapestry’s relentless tides.

Great Cthulhu

While the Star Spawn themselves hail from a distant world deep in the Dark Tapestry and can be found on countless other realms as gods and monsters, their lord Cthulhu dwells upon a distant planet. Yet while Cthulhu lies imprisoned in the corpsecity of R’lyeh deep under a great ocean, his dreams resonate still in the minds of his spawn, and from there touch upon the dreams of many slumbering poets and philosophers on countless worlds.

Cthulhu himself is likely as powerful compared to his spawn as the spawn themselves are to the bulk of humanity, and thus statistics for this creature are relatively meaningless. Suffice it to say, if Cthulhu were to rise from his slumber, he could travel to any world upon which his spawn dwell, and as such, the world is far from safe should the stars ever come right for his awakening.

Section 15: Copyright Notice – Pathfinder Adventure Path #46: Wake of the Watcher

Pathfinder Adventure Path #46: Wake of the Watcher. © 2011, Paizo Publishing, LLC; Author: Greg A. Vaughan.

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