The main reason for me to convert the Tulani to Pathfinder was to make this. Then I made two versions of her, since I was not satisfied. I will post them both here- choose the one you like most.
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Empyreal Lord, Fairy Queen
This regal elflike woman, clad in a rich dress with a scepter in one hand and a jeweled sword in the other, shows large, delicate gossamer wings on her back.
The Fairy Queen CR 30
XP 9,830,400
CG Medium outsider (azata, chaotic, extraplanar, good, shapechanger)
Init +11; Senses blindsense 60 ft., darkvision 60 ft., detect evil, detect magic, low-light vision, true seeing; Perception +48
Aura holy aura, primal (30 ft.), purity
Defense
AC 48, touch 22, flat-footed 40 (+4 deflection, +7 Dex, +1 dodge, +2 luck, +24 natural)
hp 721 (39d10+507); regeneration 10 (deific or mythic)
Fort 34, Ref 26, Will 37
Defensive Abilities freedom of movement, mind blank; DR 20/epic and evil; Immune ability damage, ability drain, charm effects, compulsion effects, death effects, electricity, energy drain, petrification; Resist cold 30, fire 30; SR 41
Offense
Speed 40 ft., fly 90 ft. (perfect)
Melee +4 brilliant energy holy rapier +50/+45/+40/+35 (1d6+16, +2d6 vs. evil, 18-20) or staff of power +46/+46/+41/+36/+31 (1d6+14)
Ranged rainbow ray +39 ranged touch (300 ft.)
Special Attacks gaze, hexes (ameliorating, aura of purity, charm, disguise, healing, life giver, major ameliorating, major healing, protective luck, speak in dreams, witch’s charge; DC 35), grand hex, major hex, staff of power
Spell-Like Abilities (CL 20th; concentration +32)
Constant- detect evil, detect magic, freedom of movement, holy aura, mind blank, true seeing
At will- greater invisibility, greater teleport, veil
3/day- dream council (DC 29), holy word* (DC 29), telekinesis*, word of recall
1/day- heroes’ feast, overwhelming beauty (DC 31), wish* (DC 31)
Witch Spells Prepared (CL 20th; concentration +35)
9th Level- ascension, dominate monster (DC 35), fey form IV, foresight, rival’s weald (DC 34), threefold form
8th Level- demand (DC 34), frightful aspect, irresistible dance (DC 34), mass charm monster (DC 34), maze, prismatic wallP (DC 33)
7th Level- fairy ring retreat, control weather, greater arcane sight, greater bestow curse (DC 32), heal, mass demanding message (DC 33), prismatic sprayP (DC 32)
6th Level- cloak of dreams (DC 32), greater dispel magic, geas/quest, greater heroism, legend lore, mage’s decree, programmed imageP (DC 31)
5th Level- apathy (DC 31), baleful polymorph (DC 30), blazing rainbowP, break enchantment, cure critical wounds, imbue hex, mass charm person (DC 31)
4th Level- cape of wasps (butterflies), charm monster (DC 30), confusion (DC 30), cure serious wounds, rainbow patternP (DC 29), threefold aspect, wandering star motes (DC 29)
3rd Level- conjure carriage, deep slumber (DC 29), detect desires (DC 28), golden guise, motes of dusk and dawn, share senses, silver darts (DC 28), spirit bonds
2nd Level- apport object, cure moderate wounds, enthrall (DC 28), euphoric cloud (DC 27), hold person (DC 27), hypnotic patternP, illusory maze (DC 26), silk to steel
1st Level- alluring light (DC 27), beguiling gift (DC 27), cause fear (DC 26), command (DC 27), cure light wounds, detect charm, lock gaze (DC 27), sleep (DC 27)
0-Level- dancing lights, daze (DC 26), guidance, message
Patron Aurora
Statistics
Str 18, Dex 24, Con 22, Int 40, Wis 28, Cha 35
Base Atk +39, CMB +43, CMD 60
Feats Alertness*, Arcane Strike, Combat Expertise, Craft Magic Arms and Armor, Craft Wondrous Item, Dazing Spell, Dispelling Critical, Dodge, Double Weapon Finesse, Empower Spell, Improved Familiar, Improved Initiative, Lightning Reflexes, Mobility, Power Attack, Selective Spell, Spell Focus (enchantment), Spring Attack, Toughness, Two-Weapon Fighting, Weapon Finesse
Skills Bluff +54, Craft (jewelry, weapons) +57, Diplomacy +54, Fly +57, Handle Animal +51, Heal +48, Intimidate +51, Knowledge (arcane, planes) +57, Knowledge (history, nature, religion) +54, Perception +55, Perform (oratory, sing) +51, Ride +46, Sense Motive +55, Spellcraft +57, Stealth +49, Use Magic Device +54
Languages Celestial, Draconic, Elven, Gnome, Infernal, Sylvan; truespeech
SQ empyreal lord traits, familiar, gift of magic, light form, seed of life
Environment Azata court (Elysium)
Organization unique
Treasure crown of electric radiance, gem of brilliance, staff of power, other treasure
Special Abilities
Gaze (Su) In humanoid form, the Fairy Queen’s gaze attack slays evil creatures of 10 HD or less (range 60 feet, Will DC 41 negates, blinded for 2d10 rounds on a successful save). Non-evil creatures and evil creatures with more than 5 HD must succeed on a DC 41 Will save or be blinded and frightened for 2d10 rounds. A creature that saves against the Fairy Queen’s gaze is immune to it for 24 hours. The save DCs are Charisma-based.
Gift of Magic (Su) The Fairy Queen can create any magic item she wants (except artifacts) by concentrating for 1 minute. She cannot use these items herself, but rather lends or donates them to worthy heroes that earned her favor.
Grace of Beauty (Ex) The Fairy Queen adds her Charisma modifier instead of her Strength modifier to her damage rolls with all melee and ranged weapons. She gains bonus hit points based on her Charisma rather than her Constitution. She ignores any effect that would reduce her movement speed or prevent her from taking a 5-foot step.
Light Form (Su) The Fairy Queen can shift between its solid body and a scintillating sphere of rainbow-hued light as a standard action. In solid form, she cannot use her rainbow ray. In light form, she gains the incorporeal quality—she can make rainbow ray attacks and use spell-like abilities, but can’t make physical attacks, use her gaze attack, hexes, or cast spells. When the Fairy Queen shifts to her light form or solid form, she is cured of 6d10 points of damage. This ability otherwise functions similarly to a bralani’s wind form ability.
Primal Aura (Su) The Fairy Queen projects an aura of unearthly beauty and love. Creatures within the aura must succeed at a Will saving throw (DC 41) to be able to attack her (as if she was protected by sanctuary) or even to speak profanities or be disrespectful in her presence.
Rainbow Ray (Su) In light form, the Fairy Queen can project a ray of light with a range of 300 feet (caster level 20th). She must choose the color of the ray before making each attack roll. During rounds when she makes multiple attacks, the Fairy Queen can change the color of the ray after every attack. A creature struck by a ray must make an appropriate saving throw (DC 41) and suffers the effects listed below (the save DC is Charisma-based).
Red: 20d6 points of fire damage (Reflex half )
Orange: ray of enfeeblement (no save)
Yellow: flesh to stone (Fortitude negates)
Green: disintegrate (Fortitude partial)
Blue: 20d6 points of cold damage (Reflex half)
Indigo: insanity (Will negates)
Violet: Sent to another plane of the Fairy Queen’s choosing (Will negates)
Sword of Light (Su) The Fairy Queen can create a +4 brilliant energy holy rapier at will as a free action. If the Fairy Queen is reduced to 0 hit points or loses physical contact with the sword, the sword disappears immediately.
Witchcraft The Fairy Queen casts spells and possesses class features as a 20th-level witch. She has access to all the spells on the witch’s list. The Fairy Queen can dismiss a familiar and appoint a new one at will as a full-round action.
Mythic: In her own extraplanar realm, the Fairy Queen gains the following mythic abilities in addition to those common to all empyreal lords: arcane surge, component freedom, coupled arcana, crafting mastery, enduring armor, mythic spellcasting, perfect preparation, sanctum, sensory link, tangible illusion, transformative familiar. Her mythic feats are Dodge, Improved Familiar, Power Attack, Spell Focus, and Toughness.
The Fairy Queen takes many different aspects and is known to mortals by various names: Titania, Gloriana, Viviane, and others. She is Cernunnos’ consort, though they aren’t always together. While he wanders far and wide in his pursuit of good across the planes, she keeps to her court in Elysium, where the noblest and more powerful azata surround her, ready to her orders. The two of them have argued and parted ways many times through the ages, but they always end together again.
Other azata lords see the Fairy Queen as an equal and pay her their respect, though she claims to be the only true sovereign of her race. There can be some bickering if someone insinuates that it could not be so.
Rather than take actively action against evil beings, the Fairy Queen prefers to foster the efforts of great mortal heroes, guiding them through trials and enigmas to reach a greater maturity and self-understanding. She also gifts with magical abilities and powerful items those whom she is fondest of, or sends them her familiars as advisors and counselors.
The Fairy Queen most often appears as a noble winged woman with elvish features and rich robes, though no one knows if this is her true form. Different accounts depict her with many different shapes and colors.
The Faerie Court in Elysium is the unofficial capital where azatas and good fey gather for revelry, telling boisterous tales of their deeds, and planning war campaigns against devils and demons. Innumerable fey animals, pixies and lyrakien fly all around the place; every one of them could be the familiar chosen by the Fairy Queen at the moment, and she loves to spy and talk to her subjects through them.
In combat, the Fairy Queen uses Magic and hexes against assailants. She resorts to physical fighting only in dire straits, but is more than capable to defend herself with her staff of power and sword of light.
Klinket, the Fairy Queen’s Familiar
Effective Witch Level 20
CG Tiny outsider (azata, chaotic, extraplanar, good)
Init +8; Senses darkvision 60 ft., detect evil, detect magic, low-light vision; Perception +45
Defense
AC 26, touch 16, flat-footed 22 (+4 Dex, +10 natural, +2 size)
hp 360
Fort +22, Ref +17, Will +24
Defensive Abilities improved evasion; DR 5/evil; Immune electricity, petrification; Resist cold 10, fire 10; SR 25
Offense
Speed 30 ft., fly 80 ft. (perfect)
Melee slam +38 (1d2–3)
Space 2-1/2 ft.; Reach 0 ft.
Special Attacks starlight blast
Spell-Like Abilities (CL 3rd; concentration +8)
Constant—detect evil, detect magic, freedom of movement
At will—dancing lights, daze (DC 15), summon instrument, ventriloquism (DC 16)
1/day—cure light wounds, lesser confusion (DC 16), silent image (DC 16)
1/week—commune (6 questions, CL 12th)
Statistics
Str 5, Dex 19, Con 12, Int 15, Wis 17, Cha 20
Base Atk +39; CMB +43; CMD 49
Feats Agile Maneuvers, Improved Initiative
Skills Acrobatics +10, Bluff +47, Diplomacy +44, Fly +54, Knowledge (arcana) +44, Perception +45, Perform (sing) +47, Spellcraft +44, Stealth +46
Languages Celestial, Draconic, Infernal; truespeech
SQ deliver touch spells, empathic link, scry on familiar, share spells, traveler’s friend
Special Abilities
Starlight Blast (Su) As a standard action once every 1d4 rounds, a lyrakien can tap into the divine power of Elysium, unleashing a blast of holy starlight in a 5-foot burst. All creatures in this area take 1d4 points of holy damage, plus 1 point for each step their alignment deviates from chaotic good. For example, a chaotic neutral or neutral good creature would take 1d4+1 points of damage, a neutral creature would take 1d4+2 points of damage, and a lawful evil creature would take 1d4+4 points of damage. A DC 12 Reflex save negates this damage. Chaotic good creatures are unaffected by this ability. The save DC is Constitution-based.
Traveler’s Friend (Su) The performances and company of a lyrakien ease the burden of travel. Once per day, a creature may spend a minute listening to a lyrakien’s performance— doing so removes the effects of exhaustion and fatigue from the listener.
The Fairy Queen’s Faith
Good fey and mortal arcane spellcasters worship the Fairy Queen. Elves, especially those who rely on both magic and sword, ask her protection to survive in the forests, but most of all to keep at bay evil magic, stay faithful to their true loves and defeat temptations. Her sacred places are secluded groves, water courses, flowery fields, and deep forests.
The Fairy Queen’s holy symbol is a butterfly with multicolored petals as wings. Her favored weapons are the quarterstaff and rapier. She grants access to the Charm, Chaos, Good, and Magic domains, and access to the Arcane, Azata, Captivation*, Love, and Revelry subdomains.
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