Shadow Mask

Donning black leather masks fashioned to the tastes and style of its owner, yet easy enough to hide in the event that the watch comes to call, shadow masks are most active after nightfall.

As the shadow masks learn more of the dark secrets taught them by their masters, startling changes have begun to take place amongst the gang’s ranks. It is whispered that some of the most elite of the shadow masks have gained the ability to vanish in a crowd. It is said that others have manifested the ability to shroud their true visage in shadows and literally wear a mask of shadows when they are about their larcenous business.

Shadow masks are typically drawn from the ranks of mercenary fighters, rogues, and corrupt bards.

Role: Shadow masks are the thugs in the dark doing everything from intimidating witnesses or shop owners to committing murders or pulling off major heists. They are not hired assassins in the main, as that falls within the purview of the Red Blades, but they are not above doing a bit of “wet work” when it lies within their interests. The Black Brotherhood, the hidden leaders of the Shadow Masks, seek power and influence and to gain it they must gather information and resources. The role of the shadow mask is to gain that information and those resources to allow the Black Brotherhood to achieve their dark goals.

Alignment: Shadow masks by their very nature work outside the law, and while their agenda may not always be specifically evil, it is never truly for the good. They have the greatest tendency towards chaotic neutral or neutral evil.

Hit Die: d8


To qualify for the shadow mask prestige class, a character must fulfill the following criteria.

  • Alignment: Any non-lawful and non-good (typically neutral evil)
  • Base Attack Bonus: +4.
  • Skills: Bluff 5 ranks, Disguise 5 ranks, Intimidate 5 ranks.
  • Feats: Martial Weapon Proficiency.
  • Special: Evasion class feature.
  • Special: Must have been contacted and indoctrinated by a gang.

Class Skills

The Shadow Mask’s class skills (and the key ability for each skill) are Acrobatics (Dex), Bluff (Cha), Climb (Str), Craft (Int), Disable Device (Int), Diplomacy (Cha), Disguise (Cha), Escape Artist (Dex), Intimidate (Cha), Knowledge (local), Linguistics (Int), Perception (Wis), Profession (Wis), Sense Motive (Wis), Sleight of Hand (Dex), Stealth (Dex), Swim (Str), Use Magic Device (Cha)

Skill Ranks at each level: 4 + Int modifier.

Table: Shadow Mask
Level Base Attack Bonus Fort Save Ref Save Will Save Special
1 +1 +0 +1 +0 Sneak attack +1d6, street lore
2 +2 +1 +1 +1 Uncanny dodge, bonus feat
3 +3 +1 +2 +1 Face in the crowd 1/day
4 +4 +1 +2 +1 Mask of shadows 1/day, sneak attack +2d6
5 +5 +2 +3 +2 Bonus feat
6 +6 +2 +3 +2 Face in the crowd 2/day
7 +7 +2 +4 +2 Sneak attack +3d6, mask of shadows 2/day
8 +8 +3 +4 +3 Bonus feat
9 +9 +3 +5 +3 Face in the crowd 3/day
10 +10 +3 +5 +3 Sneak attack +4d6, mask of shadows 3/day

Class Features

All of the following are class features of the shadow mask prestige class.

Weapon and Armor Proficiency

Shadow Masks gain no weapon or armor proficiencies from the prestige class. They must already be proficient with a martial weapon in order to be considered for admittance into the gang. Shadow masks are proficient only with light armor and use no shields larger than a buckler.

Sneak Attack

This is exactly like the rogue ability of the same name.

The extra damage dealt increases by +1d6 every three levels after the first (1st, 4th, 7th, and 10th). If a shadow mask gets a sneak attack bonus from another source, the bonuses on damage stack.

Street Lore

This ability is similar to bardic knowledge in that it allows the shadow mask to pick up rumors and insider information pertaining to urban environments and underworld figures. When posed with a question pertaining to mobsters, criminals, or the history and location of urban environments, the shadow mask may add their level to any Knowledge or Diplomacy (gather information) check.

Special: Shadow masks who also have levels of bard may also add their bardic knowledge bonus to this roll.

Uncanny Dodge (Ex)

Starting at 2nd level, a shadow mask can react to danger before his senses would normally allow him to do so. He cannot be caught flat-footed, nor does he lose his Dex bonus to AC if the attacker is invisible. He still loses his Dex bonus to AC if immobilized. A shadow mask with this ability can still lose his Dex bonus to AC if an opponent successfully uses the feint action against him.

If a character gains Uncanny Dodge from a second class, the character automatically gains Improved Uncanny Dodge.

Face in the Crowd (Su)

Due to their knowledge of urban environments and societies, Shadow Masks gain the ability to elude pursuit even in broad daylight by blending in with large groups and becoming lost in the crowd. This special ability does not require the use of a Bluff check in order to create a diversion. By making a successful DC 15 Stealth check, a shadow mask may quickly blend in with a groups of twenty or more (such as a tavern or crowded market), allowing the shadow mask to make a hasty escape. This ability may only be used when the shadow mask wears light or no armor. Beginning at 3rd level, this ability may be used once per day, twice per day at 6th, and 3 times per day at 9th level.

Mask of Shadows (Su)

The shadow mask gains the ability to transform their face into a featureless mask of shadow. This unnerving ability serves to terrify their foes and conceal their identity from witnesses. In order to strike fear into their foes (as the mummy despair special ability), the shadow mask must make a successful Intimidate check while wearing the Mask of Shadows. If the shadow mask succeeds, their opponent is paralyzed with fright for 1d4 rounds, and may take no actions other than to defend themselves*. Beginning at 4th level, this ability may be used once per day, twice per day at 7th level, and three times per day at 10th level. This ability may only be used when the shadow mask is wearing light or no armor.

*Editor's Note: A paralyzed creature is not normally able to defend itself so the despair ability described here functions differently than the mummy ability of the same name.

Bonus Feats

Due to their combative nature and the intensity of the training offered them, shadow masks may choose bonus feats at 2nd, 5th, and 8th levels.

Bonus Feats may be selected from the following list: Alertness, Blind-Fight, Improved Unarmed Strike, Iron Will, Leadership, Persuasive, Skill Focus (Diplomacy, Intimidation, Perception, or Sense Motive), or Weapon Focus. The shadow mask must have the normal prerequisites to choose these feats.