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Queen

Large Aberration (Zerg)
Hit Dice: 8d8+40 (80 hp)
Initiative: +11 (+7 Dex, Improved Initiative)
Speed: 10 ft., fly 150 ft. 
AC: 21 (+7 Dex, -1 size, 5 natural)
Attacks: None
Damage: None
Face/Reach: 5 ft. by 10 ft. / 5 ft.
Special Attacks: Parasite, spawn broodling, breath weapon 
Special Qualities: Fast healing 5, spell-like abilities, spell resistance 21, share resistance  
Saves: Fort +9, Ref +11, Will +22
Abilities: Str 8, Dex 24, Con 20, Int 23, Wis 18, Cha 25 
Skills: Spot +19, Listen +19, Hide +19, Intuit Direction +19, Sense Motive +19
Feats: Improved Initiative, Flyby 
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Climate/Terrain: Any land or underground
Organization: Pending
Challenge Rating: 12
Treasure: Nil
Alignment: Always lawful evil
Advancement: Pending 

The large, bloated zerg queen is one of the masterminds behind the zerg swarm.  Though her name is actually a misnomer, for she produces no larvae, she does serve an indispensable role in the swarm, directing and guarding the swarm as well as offering assistance to embattled zergs with her many, powerful abilities.  The queens serve as masters of the swarm, standing higher than any other zerg save the overlords.  Thankfully very few queens hatch in any swarm. 
    The queen moves incredibly swiftly through the air and is able to maneuver with excellent control.  When pressed she does not hesitate to use her expeditious retreat ability to flee from her opponents.
    A zerg queen is able to command any lesser zergs by thought and their is never any hesitance to obey her commands, even if it places the swarm in grave danger.  

Combat 

A zerg queen has no physical attacks though her special abilities make her a dangerous and deadly opponent.  Undoubtedly the most fearsome of these is her ability to infest others with zerg spores and use their own body to bring about not only their own death but also produce more zerg for the swarm.
    Spawn Broodling (Ex): One of the most fearsome attacks of the zerg queen is her ability to spawn broodlings from the bodies of her victims.  When launching such an attack the queen hurls tiny spore cluster at a victim which attempts to take root and mature within seconds inside the victim.  The queen must succeed at a ranged touch attack (+12) to strike a victim. Once an attack has been successful the victim will immediately be struck with a wave of nausea causing a -2 circumstance modifier to all rolls.  The round following the implant of the broodling the discomfort grows and the victim can actually feel something growing within his body.  The circumstance modifier raises to -4.  On the third round (up to 18 seconds after infestation) two tiny broodlings are being formed within the victim and he must succeed at a Fortitude save (DC 15) to avoid immediate death, the circumstance modifier raises to -6.  A successful save still inflicts 6d6 points of damage as the broodlings grow within their stomach.  On the fourth round following infestation another Fortitude save must be made to avoid death (DC 15) as a pair of broodlings burst forth from the victims stomach, even with a successful save the victim suffers an additional 6d6 points of damage. 
    Once hatched the broodlings continue to grow (fueled by the life-giving blood of the victim) and after a single round they reach maturity.  The newly hatched zerg join the swarm and obey the commands of their masters, often turning to devour anything that may have survived the infestation or his companions.  Broodlings have all the stats of a zergling though they appear physically different.
    A zerg queen produces up to 3 spore clusters each day that can be used in this fashion.  She never has more than 3 clusters in her body at any time.  Once a cluster is expelled it another will grow within her over a span of 8 hours.  Queens that have advanced to larger size categories produce an additional 3 spore clusters for each size category above large. 
    Breath Weapon (Ex): A zerg queen is able to exhale noxious gases from within her stomach.  This functions identical to a stinking cloud spell although it is not a magical attack and therefore can be used in magic dead areas and other areas that would normally inhibit magical usage.  She can use her breath weapon every 1d4 rounds.
    Parasite (Ex): A zerg queen serves as host to thousands of diminutive remora-like parasites that live within her body and she is able to pass these organisms to others by exhaling a cloud of tiny parasites, filling an area in a 15 foot radius.  To anyone unfamiliar with the zerg queen it will appear as if they are surrounded by a fine green mist, though it causes no damage.  Any creature in that area risks becoming infected (Fort DC 25 resist), those who fail the save will be infested by the diminutive organisms that are actually part of the zerg swarm.  Any zerg queen, and all of the zerg swarm through their connection to their queens, are able to see through the eyes of a creature infected with a parasite.  Additionally, they are able to make use of the queens ability to see invisible creatures while looking through the eyes of the parasite victim (though the victim himself cannot see the same invisible creatures).  The victims will not be harmed by the parasite and in many instances will be wholly unaware of the infestation.  The parasites are incredibly resilient and multiply quickly.  A victim can be cured only through the use of a heal spell or more powerful healing magic cast specifically to destroy the parasites. 
    Fast Healing (Ex): A queen heals damage extremely fast, recovering 5 hit points each round.
    Spell-like Abilities (Ex): A zerg queen has the following spell-like abilities (as a 9th level sorcerer): see invisible (always active), web (at will), grease (at will), expeditious retreat (at will - affects queens flying speed as well as land speed).  These abilities, though they mimic spells, are not magical in nature and can be used even in areas where magic would be prohibited.
    Share Resistance (Su): A queen is able to share her spell resistance with any other zerg within 50 feet of her. This happens automatically anytime she is near any zerg of her swarm. Should she choose to she can also extend this protection to include those infected with a parasite of her swarm. 

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