This mass of fused corpses resembles a butterfly with wings of skin, limbs of bone, and a head formed of several different skulls. The dark magic that formed this abomination swirls around it hungrily.

Bound by Necromancy. Flutterflesh result from a terrible necromantic ritual. Cultists gather in the name of a dark god, powerful lich, or crazed madman, and forever bind themselves body and soul into a single evil being. Flutterflesh take recently severed limbs and fuse these new pieces to themselves in accordance with some unknowable aesthetic.

Dilemma of Flesh. The most horrifying thing about a flutterflesh, however, is its devious nature. A flutterflesh offers its prey the choice to either die or lose a limb. One can always tell where a flutterflesh resides because so many of the locals are missing appendages.

Undead Nature. A flutterflesh doesn’t require air, food, drink, or sleep.

Flutterflesh

Large undead, chaotic evil
Armor Class 16 (natural armor)
Hit Points 187 (22d10 + 66)
Speed 10 ft., Fly 60 ft.

STR	DEX	CON	INT	WIS	CHA
11 (+0)	18 (+4)	17 (+3)	12 (+1)	13 (+1)	10 (+0)

Saving Throws Str +4, Dex +8
Skills Deception +4, Perception +5, Stealth +8
Damage Vulnerabilities radiant
Damage Resistances cold, lightning; bludgeoning, piercing, and slashing from nonmagical weapons
Damage Immunities necrotic, poison
Condition Immunities charmed, paralyzed, exhaustion, poisoned, stunned, unconscious
Senses darkvision 240 ft., passive Perception 15
Languages Common, Darakhul
Challenge 12 (8,400 XP)

Magic Weapons. The flutterflesh’s attacks are magical.

Turn Resistance. The flutterflesh has advantage on saving throws against any effect that turns undead.

Creeping Death. A creature that starts its turn within 30 feet of the flutterflesh must make a successful DC 15 Constitution saving throw or take 14 (4d6) necrotic damage.

Regeneration. The flutterflesh regains 10 hit points at the start of its turn. If the flutterflesh takes radiant or fire damage, this trait doesn’t function at the start of its next turn. The flutterflesh dies only if it starts its turn with 0 hit points and doesn’t regenerate.

Actions

Multiattack. The flutterflesh makes two bone spur attacks or two tormenting gaze attacks.

Bone Spur. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 17 (2d12 + 4) slashing damage plus 11 (2d10) necrotic damage. If both attacks hit a single creature in the same turn, it is grappled (escape DC 10). As a bonus action, the flutterflesh can choose whether this attack does bludgeoning, piercing, or slashing damage.

Tormenting Gaze. A target creature within 120 feet and able to see the flutterflesh takes 18 (4d8) psychic damage and is paralyzed for 1d4 rounds, or takes half damage and isn’t paralyzed with a successful DC 15 Wisdom saving throw. Tormenting gaze can’t be used against the same target twice in a single turn.

Slash. Melee Weapon Attack: +8 to hit, reach 5 ft., one target. Hit: 11 (2d6 + 4) slashing damage. On a critical hit, the target takes an additional 27 (5d10) slashing damage and must make a DC 12 Constitution saving throw. On a failure, the flutterflesh lops off and absorbs one of the target’s limbs (chosen randomly) and heals hit points equal to the additional slashing damage it inflicted.