Aranea

Originating from the Mystara setting back in the 1e module X1: Isle of Dread and X2: Castle Amber, the Aranea are a race of intelligent, magically adept spiders, easily recognizable due to the fact they have small, human-like arms where a "normal" giant spider would have its pedipalps, the characteristic "bulge" on their thorax that houses their brain, and their surprisingly human-like eyes.

They are also shapeshifters of the "therianthrope" type, having a singular humanoid form (usually human, elf, half-elf, dwarf, lupin, rakasta or shazak in Mystara) that they develop shortly after birth and the ability to shift into a "demi-spider" form that adds random-for-each-individual spider traits, always including at least one pair of eyes, venomous fangs, and the ability to project webbing from their hands, to their humanoid form.

All aranea are magically talented, to the point that, in 2e, it was noted that every aranea should have the spellcasting abilities of a 3rd level wizard, whilst 3e gave them inherent sorcerer spells. Needless to say, wizard and sorcerer have been their traditional favored classes throughout the game's various editions. Mystaran aranea secretly rule the Magiocracy of Herath, living quiet lives in the forests that they prefer to call home.

Despite what you'd think, aranea tend towards neutrality rather than evil; they can be kind of arrogant and creepy, but they generally don't want to hurt anyone. Their reproduction is also weird; despite their spider origins, they are very loving individuals and form intense, long-lasting relationships. They also give birth to live young, which is kind of creepy when you remember that their fluff states they don't develop their humanoid form until a few weeks after being born.

They have appeared in X1: Isle of Dread, X2: Castle Amber, AC9 Creature Catalogue, the Mystara Monstrous Compendium Appendix, the Monstrous Compendium Annual Three, the Red Steel campaign setting, the Monster Manual (3e and 3.5 "revised" version), Savage Species, Dragon Magazine #351, and Pathfinder Bestiary 2.

2e Stats

The first playable depiction of the Aranea was in 2e's Red Steel campaign setting book, where they shared the "new races" entry with their fellow beastmen the Lupins, the Rakasta and the Tortles.

Ability Score Minimums/Maximums: Minimum of 8 Dexterity, Minimum of 12 Intelligence, Maximum of 16 Constitution, all others are standard 3/18 value.

Ability Score Modifiers: -2 Strength, -2 Constitution, +2 Dexterity, +2 Intelligence

Racial Class & Level Limits: Fighter 6, Wizard Unlimited, Cleric 9, Druid 12, Thief 12, Psionicist 10

Racial Thieving Skill Adjustments: +10% to Move Silently and Read Languages, +5% to Hide in Shadows and Climb Walls

Base Armor Class: 7 in spider form, 10 in humanoid/demi-spider forms

Spider's Ambush: Aranea have the option to ambush victims by assuming spider form and waiting in a high, concealed spot, such as amongst the branches of a tree, before dropping down on a silken tether behind the victim. When attacking in such a fashion, the victim suffers a -1 penalty to their surprise roll.

Spider's Bite: When in spider or demi-spider form, an aranea can deliver a deadly toxin with their fangs, inflicting 1d4 damage per round for 1d4 rounds upon successfully biting a victim who then fails their save vs. poison. Aranea venom quickly becomes harmless when exposed to air, so they can only deliver this venom with their own fangs. An aranea produces enough venom to deliver three toxic bites per day.

Spider's Silk: In spider or demi-spider forms, an aranea can spin up to 10 feet of webbing per level each day. In their arachnid forms, aranea can climb webbing with movement value 12, although this grants them no protection against a Web spell. Webbing can be used to entangle a foe with a weapon attack; this webbing has only 2 hit points and can be broken with a successful Open Doors roll.

Shapechanging: Aranea treat both their humanoid and their spider forms as "true forms", so neither true seeing nor dispel magic will force them to change shape from either of these forms. In demi-spider form, a dispel magic will force an aranea to randomly assume either humanoid or spider form. It takes one round to progress one stage along the spider-demispider-humanoid axis, so it takes two rounds to go completely from one "true form" to the other. If forced to shapechange from humanoid to spider whilst wearing armor, an aranea takes (10 - armor's AC) damage and the armor is ruined in the process. Aranea have the same partial immunity to polymorph spells as any other shapechanger, and are likewise vulnerable to shapechanger's bane weapons. An aranea in its humanoid form has all of the racial traits of that form - for example, an aranea that transforms into a lupin would gain the lupin's enhanced sense of smell.

Infravision 60 feet

Evil Reputation: An aranea whose race is revealed will suffer from the "common knowledge" of its ancestral "legacy of evil". This cultural demonization inflicts a +10 penalty to reaction rolls from anyone who is familiar with the stories and legends of the ancient aranea.

3.5 Stats

The 3rd edition version of the Aranea appeared for the first time in Savage Species, but received an updated PC writeup in Dragon #351. Ironically, they were probably worse than their 2e versions, given the scourge of level adjustment.

Ability Score Modifiers: +4 Dexterity, +4 Constitution, +4 Intelligence, +2 Wisdom, +4 Charisma

Racial Type: Magical Beast (Shapechanger)

Size: Medium

Hit Dice: 3 Monstrous HD

Movement: 50 feet, Climb 25 feet

Special Attack: Poisonous Bite; inflicts d6 damage and injects a venom that requires a Constitution-based Fortitude save against DC 13. Inflicts d6 initial Strength damage and 2d6 secondary Strength damage.

Special Attack: Web; When in spider or hybrid form, an aranea may throw a web as a ranged attack. This is treated as making a thrown net attack, except that it has a maximum range of 50 feet, a range increment of 10 feet, and is effective against targets of Large size or smaller. A creature hit by the web is entangled and cannot move unless they succeed at either a DC 13 Escape Artist check or a DC 17 Strength check. Aranea webbing has 6 hit points, 0 hardness, and takes double damage from fire. An aranea only produces enough webbing to make six Web Attacks each day.

Special Attack: Spells; An aranea has the spell-casting ability of a 3rd level sorcerer. They traditionally prefer illusions and enchantments, but avoid fire spells.

Supernatural Ability: Change Shape; An aranea's natural form is of a Medium-sized monstrous spider, but it may assume two other forms. The first is of a Small or Medium Humanoid creature; this form is unique to the aranea, as with a lycanthrope. In this form, it cannot use its poisonous bite or web attacks, and its movement values change to that of the humanoid. The second form is a "demi-spider"; although it can pass as a Medium Humanoid at first glance, a DC 18 Spot check will reveal subtle spidery flaws in the aranea's form, such as fangs or extra eyes. In hybrid form, it can use weapons and armor like a humanoid, but still use its poisonous bite and web attacks. An aranea cannot be forced into its true form by any Dispel Magic type effect, but a True Seeing will show the aranea for its true form when shapeshifted.

Darkvision 60 feet, Lowlight Vision

Racial Skill Bonuses: +2 to Spot, +2 to Listen, +2 to Jump, +8 to Climb, can always Take 10 on Climb checks.

Level Adjustment: +4