b'Lord of Rust \xe2\x80\x93 Phase 1 (Skirmish Mode) \n'b'  Large   construct  (robot, aggregate),  chaotic evil  \n'b'  Armor Class  21 (skymetal chassis)  Hit Points  90 (12d10)  Speed  20 ft., fly 60 ft. (hover)\n'b' STATS STR: 10 (+0) DEX:  22 (+6)  CON:  10 (+0)  INT:  14 (+2)  WIS:  17 (+3)  CHA:  19 (+4)  \n'b'\n'b'\n'b'\n'b'\n'b'\n'b'\n'b'  Saving Throws   Dex  +9,  Wis  +6,  Int  +5  Skills   Arcana  +5,  Acrobatics  +9,  Insight  +6, Intimidate +7,  Perception  +9,  Persuasion  +7,  Religion  +5  Damage Resistances  bludgeoning, piercing, and slashing from nonmagical weapons that aren\xe2\x80\x99t skymetal (adamantine).  Damage Immunities  necrotic, poison, psychic  Condition Immunities   charmed ,  exhaustion ,  frightened ,  paralyzed ,  petrified ,  poisoned   Senses  darkvision 60 ft., passive  Perception  19  Languages  Common,  Orc   Challenge  8 (3,900 XP) \n'b' SPECIAL TRAITS \n'b'\n'b'  Adaptive Knowledge . Each time the Lord of Rust completes a short rest, it can select a feat or proficiency. It can use this until the next time it completes a short rest, at which time it can retain the prior feat or proficiency or replace it with a new one. \n'b'  Amazing Initiative . The Lord of Rush has advantage on  initiative  rolls and due to his dual nature (multi-processing power) also has two  initiative  counts and may act on both. He usually uses one  initiative  count to  attack  and another to  cast a spell  depending on the stage. \n'b'  Epic Power (1/day) . The Lord of Rust can draw upon a wellspring of power to accomplish amazing deeds and cheat fate. He can use this trait at any time during the battle to take an extra turn during a combat round. In addition, during the bonus turn he may add or subtract 1d6 to any d20 roll made changing the outcome of the roll. He may do this before or after the result is known. \n'b'  Exceptional Senses . The Lord of Rust has advantage on  Wisdom  ( Perception ) checks that rely on sight or sound and has double proficiency bonus in the  Perception  skill as it constantly scans its surroundings for danger. \n'b'  Innate Spellcasting . The Lord of Rust\xe2\x80\x99s innate spellcasting ability is  Charisma  (spell save DC 15, +7 spell  attack ). He can innately cast the following spells once per day, requiring no material components. He may also ignore the concentration tag of these spells:\n'b'\n'b'\n'b'  bane ,  blindness/deafness ,  command ,  dispel magic ,  false life , poison spray (5th level), protection from good,  ray of enfeeblement  \n'b'\n'b'  Reconfigure (Recharges after a Short or Long Rest) . If The Lord of Rust is reduced to  0 hit points , he doesn\xe2\x80\x99t die or fall  unconscious . Instead, he reconfigures his body to become a tank with extra plates emerging to protect his shell. He transitions to phase 2 ending all ongoing effects and moves up to his speed without provoking opportunity attacks. \n'b'  Sensitive Electronics . In skirmish mode, the Lord of Rust has disadvantage on saving throws against attacks that do lightning damage and on a natural 1 are  stunned  until the end of its next turn. \n'b'\n'b' ACTIONS \n'b'\n'b'  M42 Multi-Laser .  Ranged Weapon Attack : +9 to hit, range 50 ft.; up to half the number of creatures attacking him.  Hit : 11 (1d10 + 6) radiant damage. \n'b'  Psychometabolic Disruption .  Melee Spell Attack : +9 to hit, reach 10 ft., one target.  Hit : 13 (2d8 + 4) necrotic or psychic damage. If the target takes necrotic damage, it must succeed on a DC 15  Constitution  saving throw or gain 1 level of  exhaustion  for 1 minute. If it takes psychic damage, it instead must succeed on a DC 15  Wisdom  saving throw or be affected as  feeblemind  for 1 minute. A creature that succeeds on either saving throw has advantage on saving throws against Psychometabolic Disruption for 1 minute. \n'b'  Plasma Barrage (Recharges 5-6) . The Lord of Rust spews deadly plasma into a 15-foot cube centred at a spot he can see within line of sight. Each creature in the cube must make a DC 17  Dexterity  saving throw or take 21 (6d6) fire damage and 21 (6d6) lightning damage, or half as much damage on a successful one. \n'b'  Mindrender (Recharges 5-6) . The Lord of Rust targets one creature within 60 feet with a barrage of strobing lights that drive it to madness. The target must succeed on a DC 15  Wisdom  saving throw or be confused (as the spell) for 1 minute. While confused, the target is also driven into a wild rage, with advantage on  Strength  checks and saving throws and gaining a +2 bonus on damage with  melee attacks . In this rage, the target casts aside shields or manufactured weapons. Its teeth and nails elongate and sharpen and it can make 2 claw attacks (dealing 1d6 slashing damage) and 1 bite  attack  (dealing 1d4 piercing damage) as part of an  attack  action. It gains proficiency with these weapons; if the target\xe2\x80\x99s bite or claws already deal more damage than this, it retains its normal damage dice but deals 1 additional point of damage. The target can attempt a new  Wisdom  saving throw each round at the end of its turn. If it succeeds on the save, it is  incapacitated  for 1 round, after which it returns to normal at the end of its next turn. \n'b'\n'b' REACTIONS \n'b'\n'b'  Hellish Rebuke . When The Lord of Rust is hit in melee, he may deal 10 (2d10) fire damage to the attacker as a  reaction . \n'b'\n'b' ABOUT \n'b' In ages past, a true divinity of mechanical races downloaded some of their code into an empty processor, mounted it into an arachnid robot, and tested this \xe2\x80\x9cson\xe2\x80\x9d by sending him out into the world. Once it encountered other creatures, however, it gained sentience and fled from its maker, setting up a hidden lair surrounded by ordinary humanoids and began plotting for self preservation as its awareness grew. In the years since, the new artificial intelligence developed an unstable, irrational persona and drew worshipers seeking his power. \n'b'  Aggregate . The Lord of Rust is an AI (a machine spirit) inhabiting a robot body. It is possible, even likely if precautions have not been taken, that even if his body is destroyed, he can still escape so long as he has access to a terminal or the infosphere. If this happens, he may return in a new body sometime in the future. \n'b'  Boss Mode . The Lord of Rust has maximum  hit points  for his HD and has two phases. The second phase triggers when phase 1 is reduced to  0 hit points . \n'b'  Tactics . While in skirmish mode, The Lord of Rust will use his fly speed to harass the characters from range. For a plasma blast hit he likes to taunt: \xe2\x80\x9cI am 53% certain this isn\xe2\x80\x99t going to hurt.\xe2\x80\x9d The Lord of Rust becomes infuriated if forced to transform into tank mode and begins to melee. He loses a lot of mobility in this form but gains a lot of toughness as well. He leaps from the wall and lands dead center of the characters executing a shredder attack. Heavy plating emerges from hidden crevices interlocking over his chassis increasing his durability and a shimmering shield appears. His plasma attack becomes a stinging attack. He will use his melee attacks to crush his enemies. \n'b' When reduced to  0 hit points  he collapses in a heap and makes one last projection and tells the party \xe2\x80\x9cMy death only hastens your demise.\xe2\x80\x9d If he has a way of escape (for example via downloading to a different robot and fleeing) and so is not destroyed, he will say \xe2\x80\x9cWe will meet again meat puppets.\xe2\x80\x9d'