The Allip loses all other racial bonuses, and gains the following Undead traits, plus the Incorporeal subtype.
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* No Constitution score.
* Darkvision out to 60 feet.
* Immunity to all mind-affecting effects (charms, compulsions, phantasms, patterns, and morale effects).
* Immunity to poison, sleep effects, paralysis, stunning, disease, and death effects.
* Not subject to critical hits, nonlethal damage, ability drain, or energy drain. Immune to damage to its physical ability scores (Strength, Dexterity, and Constitution), as well as to fatigue and exhaustion effects.
* Heals naturaly.
* Immunity to any effect that requires a Fortitude save (unless the effect also works on objects or is harmless).
* Uses its Charisma modifier for Concentration checks.
* Not at risk of death from massive damage, but when reduced to 0 hit points or less, it is immediately destroyed.
* Not affected by raise dead and reincarnate spells or abilities. Resurrection and true resurrection can affect undead creatures. These spells turn undead creatures back into the living creatures they were before becoming undead.
* Undead do not breathe, eat, or sleep.
As an incorporeal being, it has neither a Str score. It uses its Dex mod for melee attacks, and can get custom magic incorporeal gear by paying a 10% extra on the price. Consider it to have all the normal slots of an humanoid.
It is a medium sized undead with a flight speed of 30 feet, but only up to 5 feet above any surface. It cannot speak intelligibly.
In addition, it gains a deflection bonus to AC equal to its Cha mod. All its future HDs become d12s.
Over the Brink: An allip is the spectral remains of someone driven to suicide by a madness that afflicted it in life, which causes it takes some time to realize it is a spirit now, and will let itself be limited by several material hindrances.
At 1st HD the Allip can be harmed by all forms of attacks and can attack others as if it was corporeal. it can interact with unattended corporeal objects for one round three times per day and cannot fly higher than 5 feet off the ground, plus an additional 5 feet per 2 HD. It cannot completely hide within objects and interacts with water as if it had a swim speed equal to its fly speed. It cannot chose not to be heard by Listen checks though she receives a +5 circumstance bonus on move silently checks.
At 5th HD the Allip loses the ability to interact with corporal objects but can now fly and interact with water as per the incorporeal subtype and receive a +10 circumstance bonus on move silently checks.
Nonmagical attacks made by corporeal creatures at the Allip and melee attacks made by the Allip against corporeal targets are now ineffective.
Magical weapons and spells used by corporeal creatures against the Allip have a 10% chance miss chance, increasing by 10% at 6th, 7th, 8th and 9th HD (maximum of 50% miss chance, except for positive energy, negative energy, force effects such as magic missile, or attacks made with ghost touch weapons, as usual)
Magical weapons used by the Allip against corporeal targets have the same miss chance if they aren't ghost touch weapons.
At 10th HD, the Allip is fully affected by the incorporeal subtype as normal.
Madness: Anyone targeting an allip with a thought detection, mind control, or telepathic ability makes direct contact with its tortured mind and takes 1d4 points of Wisdom damage.
Such is the insanity of the Allip that even its simple touch can drive others mad as well. As a melee touch attack, the Allip can inflict 1d4 Wisdom drain on any creature it touches. This can be used with Aoos, charge and perform iteratives, but not two-weapon fighting. On each such successful attack, the Allip regains 5 hit points. If it was already at max, it instead gains up to 5 temporary hit points. Those Hit Points don't stack.
At 4 HD, and every 4 HD thereafter, the Wisdom drain inflicted by both effects increases one die size, and the amount healed/temporary HP gained increases by 5.
At 10 HD, even creatures normally immune to Wisdom drain still suffer from the Allip's Madness ability, but at a reduced effect. The Wisdom drain from either use of the Madness ability is halved for such creatures.
Babble: An allip constantly mutters and whines to itself. At 2nd level, this creates a hypnotic effect. All sane creatures within 60 feet of the allip at end of each of its turns must succeed on a DC 10+1/2 HD+Cha mod Will save or be affected as though by a Hypnotism spell for 2d4 rounds. This is a sonic mind-affecting compulsion effect, and the Allip adds its own HD to the total HD of creatures that can be affected at each time. The Allip can supress or resume this ability at will as a swift action.
Creatures that successfully save cannot be affected by the same allip’s babble for 24 hours. If the Allip has 10 HD or more, this can affect even creatures normally immune to it, but they gain a +5 bonus on their saves.
Infecting Madness: Even if you try to keep away from a tortured soul, it will find a way inside your head. At 2nd level, the Allip can sense anyone targeting another creature with a thought detection, mind control, or telepathic ability whitin 60 feet of itself, in which case it can inflict Wisdom damage on the prober as if they had tried to contact the Allip's own mind as per the Madness ability as an Immediate action.
Ability Score Increase: At 2nd level and 3rd level the Allip gains +1 to Cha, for a total of +2 Cha at 3rd level.
Until the Moment You Die: An Allip craves only revenge and unrelentingly pursues those who tormented it in life. When they cannot be found, it's easy for the Allip to throw the guilt of its own demise to anyone in front of it.
At 3rd level as a swift action the Allip may “mark” any target whitin view, fuelling all its hate and frustation into it. The Allip never takes attacks of oportunity for moving closer to that target, and whenever he is dealt Wisdom drain by the Allip, it must suceed on a Will save with DC 10+1/2 HD+Cha mod or double the amount drained. The Allip also heals double HP every time it drains Wisdom from its marked target, and gain up to twice the amount of normal temporary HP if already at max. The target also always provokes attacks of oportunity for trying to 5-feet step away from the Allip or defensive casting/manifesting/similar while threatened by the Allip.
The Allip can “mark” a number of creatures at a time up to its Cha mod, and has no duration limit. If it tries to mark more, the oldest one fades away.
Black Spite: At 3rd level the Allip gains Turn Resistance equal to 2+1/2 HD.