The Shapeshifter prestige class (Oriental Adventures, p. 45-46, plus 3.5 update in Dragon 318) has a fairly high skill rank requirement - 10 ranks of Concentration - as well as +3 BAB and an Alternate Form as prerequisites.

What is the earliest possible entry level into the Shapeshifter prestige class?

I'm mostly looking for how early the skill rank requirement and BAB requirement can be obtained.

Best answer is the one that yields the lowest entry level and coolest method.

  • 2
    \$\begingroup\$ Pun-pun can enter at 2nd—we need some constraints or the question is trivial. No infinite loops is a good minimal one. \$\endgroup\$
    – KRyan
    May 14, 2019 at 19:19
  • 1
    \$\begingroup\$ Pun pun is actually illegal... but we're not here to argue that. I'm looking for answers that do not rely on questionable grammar or unusual interpretations. I'm happy to decline infinite or near infinite loops. \$\endgroup\$
    – nijineko
    May 14, 2019 at 23:09
  • \$\begingroup\$ Also, I don't think even pun pun can get 10 ranks of a skill at 2nd level? \$\endgroup\$
    – nijineko
    May 14, 2019 at 23:14

3 Answers 3


With the entry requirements of 10 skill ranks and a +3 base attack bonus, a character should typically enter the prestige class shapeshifter (Oriental Adventures 45–6) at level 8 (making the character a whatever 7/shapeshifter 1). As this fine answer explains, Pun-pun can enter way earlier, of course, and the feat Primary Contact (Cityscape 61–2) may reduce the level of entry by 1, and the bard's special ability inspire greatness under laboratory conditions may reduce the level of entry by a further 2.

To go one step further, the Web site Planewalker was granted special permission by Wizards of the Coast to update the Planescape setting to Third Edition. That makes material on the Planewalker site—nominally, anyway—official material, although my understanding is that such material is rarely considered official enough for use by actual PCs in actual campaigns. Nonetheless, ask the DM if the feat Prodigy is available. If it is, the feat Prodigy (Concentration) will see the character's maximum ranks in the the skill Concentration increase to his level +6, allowing easy, 1-step early entry into the prestige class shapeshifter as early as character level 5 (e.g. raccoon dog hengeyokai duskblade 4/shapeshifter 1), without the character needing to be favored in a guild and without the character needing to convince a high-level bard to play inspiring music while the character repeatedly falls into pits.

Finally, for comparison and for fun, I've provided the approach below that doesn't involve the 9th-level Sor/Wiz spell ice assassin [conj] (Frostburn 97–8), the supernatural ability energy charge (Monster Manual III 211), or similar shenanigans but that does require a DM willing to tolerate an extremely convoluted character background and make one ruling in the character's favor.

With an approved convoluted character background, a PC can join the campaign with his character having entered the prestige class shapeshifter at character level 2

Yawon is a level 1 sparrow hengeyokai (Oriental Adventures 10–11) totemist (Magic of Incarnum 29–32) who invests 4 skill points in the skill Concentration and who takes as her level 1 feat Flexible Mind (Dragon #326 80), picking the skills Concentration and Handle Monstrous Spider as the class skills that the feat makes always class skills. (While it's not important to this process, for more on the hilarious skill Handle Monstrous Spider, see here.)

Yawon is told that today is the big day and that she'd better shape the soulmeld blink shirt (MoI 60–1), so she does. (She's heard stories that those who didn't died!)

Yawon visits her village's benefactor, a natural weredire eel hengeyokai… who, as gently as he can, bites her. All it takes for a natural lycanthrope to spread lycanthropy is a hit from the natural lycanthrope's bite (see the supernatural ability curse of lycanthropy (Monster Manual 176)), so it appears the benefactor can bite nonlethally—i.e. suffering a −4 penalty on its attack roll with its bite—to spread its unusual form of lycanthropy without any Oopsy! Murder! Even if the benefactor's bite renders Yawon unconscious, the benefactor can spend a charge from his healing belt (Magic Item Compendium 110) (750 gp; 1 lb.) to, if necessary, restore her to consciousness. Anyway, Yawon fails the Fortitude saving throw against the benefactor's bite—or the second one or the third one—, and she gains immediately the lycanthrope template weredire eel… and, as a result, 6 Hit Dice and at least 12 skill points.

Because the skill Concentration is for Yawon always a class skill via the feat Flexible Mind, she spends 6 of those 12 skill points to increase her ranks in the Concentration skill from 4 to 10. (The maximum number of skill ranks Yawon can have in a class skill is 10 because of her 1 totemist class level + 6 die eel animal Hit Dice +3.) (It doesn't matter how she spends the other skill points.)

Yawon now is ECL 9 (1 (totemist) +6 (dire eel hit dice) +2 (afflicted lycanthrope LA—see MM 178)). She has 0 XP and 1 hour to earn 45,000 XP. Fortunately, the benefactor has laid 12 CR 10 traps, each within 2 min. of his hut and each other. Yawon dashes to the first one. Not having been told what to expect, she finds… another hut. (Dum-dum-DUM!) She enters it, its door shuts and locks, and its walls start closing in! She has but 2 rounds to escape or else she'll be pulverized by the CR 10 crushing room trap (Dungeon Master's Guide 74). O, noes!

Yawon moves to the edge of hut and, using the blink shirt soulmeld, takes a standard action to teleport as far as 20 ft. as if with the 4th-level Sor/Wiz spell dimension door [conj] (Player's Handbook 221) to outside the hut and safety. (The dimension door spell allows a creature to teleport blindly to a designated spot within range therefore so does the blink shirt soulmeld.) Yawon survives the trap and earns 4,050 XP. (Don't blame me! This is what a level 9 character receives for encountering a CR 10 trap (Dungeon Master's Guide 38).) She survives 11 more similar traps over the next 30 min. or so, earning a total of 48,600 XP.

After surviving that twelfth trap, Yawon has earned XP sufficient to gain a level, and she meets the requirements of the prestige class shapeshifter. That is, the requirement of base attack bonus +3 is met from the base attack bonus of her 6 dire eel Hit Dice, the requirement of 10 ranks in the skill Concentration is met due to the feat Flexible Mind (Concentration and Handle Monstrous Spider) and the skill points from the 6 dire eel Hit Dice, and the special requirement of an alternate form is met by her hengeyokai race. Yawon advances a level to become an afflicted weredire eel sparrow hengeyokai totemist 1/shapeshifter 1.

Yawon returns to the benefactor. The benefactor administers to Yawon belladonna so that she can use the benefactor's Heal check result instead of risking rolling a 1 on the saving throw against being cured of lycanthropy by the belladonna. (O, heavens, no, Yawon doesn't want to keep the template weredire eel! Yuck! No offense, Mr. Benefactor.) Yawon succeeds on the saving throw and is cured of her lycanthropy. (See Curing Lycanthropy (MM 178).)

Until this point, so far as I can tell, a patient and thorough player could've had his high-level PC manipulate the campaign so as to create this sort of town: it takes only gathering the benefactor—maybe with the 8th-level Sor/Wiz spell sympathy [ench] (PH 292)—, convincing the benefactor that this chain of events is cool—maybe with the 9th-level Sor/Wiz spell programmed amnesia [ench] (Spell Compendium 162–3), building the traps—maybe with the 5th-level Sor/Wiz spell fabricate [trans] (PH 229) that, by the way, all automatically reset—, and cultivating the belladonna—maybe with the 3rd-level druid spell plant growth [trans] (PH 262), although that's probably overkill. That is, until this point, it's just role-playing and rules.

However, after Yawon loses the template afflicted weredire eel, the DM must intervene. She's now a sparrow hengeyokai totemist 1/shapeshifter 1 who lost everything gained from the weredire eel template—including base attack bonus and skill points—, yet she's already taken the first step on the path of the prestige class shapeshifter. The DM may—like the FAQ does—rule that Yawon loses all the benefits of that level of shapeshifter and can't advance further in that class, or the DM may—like the Dungeon Master's Guide does—rule that Yawon keeps the benefits of that level of shapeshifter and can still advance in that class. As this exercise collapses if the DM rules for the former, this writer assumes the DM rules for the latter. (For more on the controversy surrounding prestige class requirements, see here; for more on the controversy surrounding the FAQ, see here.)

No matter how the DM rules, though, Yawon will still be a level 2 character with 48,600 XP. The Player's Handbook on Experience and Levels says that due to a lone adventure a creature "can advance only one level at a time" (58). With that in mind, the DM may rule that upon losing the weredire eel template, Yawon's XP total immediately drops to 2,999 because

If, for some extraordinary reason, a character’s XP reward from a single adventure would be enough to advance two or more levels at once,… she instead advances one level and gains just enough XP to be 1 XP short of the next level. (ibid.)

(To be clear, a level 2 character becomes level 3 with 3,000 XP.) Alternatively, the DM may—perhaps too generously (as if the DM hasn't been overgenerous already!)—give Yawon the rest of the session (or some other reasonable amount of time—perhaps until she next gains XP) to find something to do with that leftover XP before it'll be forfeit. (Maybe the benefactor has a talisman of transference (Player's Handbook II Web enhancement "Magic Items: Transferring XP Costs") (200 gp; 0.5 lbs.) and could use some help paying for a really XP-intensive magic item?)

Either way, Yawon is a level 2 character who is a sparrow hengeyokai totemist 1/shapeshifter 1 and who can, if the DM sides with the Dungeon Master's Guide, continue advancing in the prestige class shapeshifter.

Issues & Concerns

  • Any natural lycanthrope will do if it possesses a size category from Small to Large and if it has an animal form that possesses at least 6 Hit Dice. The writer picked dire eel (Stormwrack 148), but another DM may be more comfortable with the traditional brown bear (Monster Manual 269) or tiger (281–2). As the character won't be keeping the lycanthropy, it only matters for the background.
  • No DM will let you do this. I mean, okay, a DM might, but you'll probably be friends with that DM and collaborating with him on his setting in an effort to make this chain of events possible so that, after a few sessions, the two of you can write fan-fiction about Yawon's adventures. (Nothing wrong with that, by the way!) What I mean is that it's highly unlikely that a typical DM who's running a typical campaign will allow this, and attempts at get it approved for the typical campaign will probably be met with curt negatives unless alcohol is involved.

Note: It seems to this reader that early entry into the prestige class shapeshifter shouldn't be that big of a deal in most campaigns. For instance, just taking 11 levels of regular ol' druid gets the character most of the same benefits as early entry into the prestige class shapeshifter plus it gets the character 11 levels of druid spellcasting!

  • 3
    \$\begingroup\$ My god, that’s some impressive cheese. \$\endgroup\$
    – KRyan
    May 16, 2019 at 16:17
  • \$\begingroup\$ @KRyan oh? Which god out of curiosity? \$\endgroup\$
    – nijineko
    May 16, 2019 at 23:35
  • \$\begingroup\$ @HeyICanChan The character in question is a sparrow Hengeyokai, as it happens. Psionic, though. And yes, Planewalker is official material, both in general, and in the groups I play in. \$\endgroup\$
    – nijineko
    May 16, 2019 at 23:40
  • 1
    \$\begingroup\$ And this, boys and girls, is why I love 3rd edition! \$\endgroup\$
    – nijineko
    May 16, 2019 at 23:47
  • \$\begingroup\$ @HeyICanChan What's the page reference from the DMG about retaining prestige abilities? \$\endgroup\$
    – nijineko
    May 17, 2019 at 0:42

Pun-Pun is the usual trivial answer, thanks to his arbitrarily-high numbers in just about every statistic in the game—BAB and skill ranks absolutely included. There are a number of ways to accomplish it, but the most trivial are achieved by

  1. Pun-Pun gets alter reality by gaining a divine rank, which can be accomplished by abusing ice assassin to create a friendly god to make Pun-Pun a proxy.

  2. Arbitrarily-many HD/arbitrarily-high “effective level” via Pun-Pun granting himself1 energy charge as defined in Monster Manual III. The fact that no creature in the game actually has this ability is, per manipulate form, irrelevant. Alter reality makes the benefit permanent, though it doesn’t actually have to be.

    1. Manipulate form cannot be used on a sarrukh, so “grant himself X” here really means “grant his familiar X, and then turns into something other than a sarrukh while his familiar becomes a sarrukh, so his sarrukh can grant himself X.” This is the standard Pun-Pun trick.
  3. Cast divine power. Your BAB is now equal to “character level,” which is as high as you bothered to pump it with energy charge (ignoring the possible discrepancy between “effective level”—which is undefined—and “character level.” This is probably fine because energy charge also refers to HD, which is part of the definition of “character level”). Alter reality can again make this permanent. You now trivially meet the BAB +3 requirement.

  4. Manifest psychic reformation. Thanks to your arbitrarily-high character level/arbitrarily-many HD, your skill rank limit is whatever you want it to be. Re-assign skill points to meet the requirements for shapeshifter. Feel free to grant yourself as many copies of the Open Mind feat as you like to accomplish this.

There are other approaches, that don’t involve ice assassin, energy charge, or ignoring the possible discrepancy between “effective level” and “character level,” for examples. These are just the simplest ones to describe. Pun-Pun is also quite capable of shedding these extra HD after the fact, if he likes (to avoid higher XP requirements to level up again, perhaps), while retaining the BAB and skill ranks. Of course, at that point, it’s entirely irrelevant. Pun-Pun can cut out the middleman and just give himself all of the features of the shapeshifter prestige class without having to actually take levels in it.

Barring that nonsense, the skill ranks are the hard part. It is unlikely to need to worry about BAB +3 by the time you manage the 10 ranks in Concentration, though if you do Inspire Greatness and divine power will get you from +1 to +3. And alternate form is not a huge problem, since lots of things are based on it and many are available quite early (sadly, Eberron Campaign Setting’s changeling race does not qualify for it, since its minor change shape is not based on alternate form but instead on disguise self).

As for the skills, psychic reformation while under the effects of Inspire Greatness is the least unlikely approach, but that only saves you two levels (qualifying by 5th instead of the usual 7th). You can shave another level off using Cityscape’s Primary Contact feat. So that is 4th level, which is fine for any class that has BAB better than poor, but if you happen to have poor BAB (or being multiclassed while using non-sanefractional BAB), divine power under Inspire Greatness can solve that for you (but note it means you have to level up during the brief time divine power remains in effect, which is more dubious).

  • \$\begingroup\$ I don't see Inspire Greatness working because of the statement that "The bonus Hit Dice count as regular Hit Dice for determining the effect of spells such as sleep." Thus establishing that bonus hit dice are not the same as regular hit dice, which regular hit dice presumably increase the max skill rank cap? \$\endgroup\$
    – nijineko
    May 16, 2019 at 0:33
  • 1
    \$\begingroup\$ @nijineko You are fundamentally asking for something the game absolutely does not want you to do: skill ranks are meant to be represent a “hard” requirement in prerequisites. Primary Contact is literally the only effect in the entire game that explicitly expands on that cap; everything else is necessarily going to be abusing some ill-defined corner-case. In this case, it says that you “gain 2 bonus Hit Dice,” which (so the argument goes) means you have more HD, which means you have a higher skill rank maximum. Otherwise we get into even more specious stuff like energy charge or barghest. \$\endgroup\$
    – KRyan
    May 16, 2019 at 0:59
  • 1
    \$\begingroup\$ In other words, there’s a reason I call it “the least unlikely approach,” rather than a hard-and-fast “this is totally a legit thing you can do.” Were I DM, I would say that it doesn’t work—not because of any wording issue, but because I think it’s a problematic rules abuse that doesn’t make for a healthy precedent in my game. On the other hand, I very likely could be convinced to ease the shapeshifter’s prerequisites for your character, depending on what you were doing with it. \$\endgroup\$
    – KRyan
    May 16, 2019 at 1:03
  • \$\begingroup\$ @nijineko On inspire greatness: The thing about it is that to realize this benefit the creature must be affected by inspire greatness when the creature gains XP sufficient to advance a level. It's not as though, for example, the creature gets skill points that can be spent along with the inspire greatness's extra Hit Dice (and that's another way such HD aren't like regular HD). However, I suggest posing a new question if you feel this is contentious: Seriously, this has been a suggested method of increasing skill ranks on this site since at least 2015; arguing it here seems arbitrary. \$\endgroup\$ May 17, 2019 at 9:31
  • \$\begingroup\$ @HeyICanChan Actually, thanks to psychic reformation, that isn’t a problem for skill points. It is for BAB though. \$\endgroup\$
    – KRyan
    May 17, 2019 at 12:20

To get 10 skill ranks in any skill, the character must be at least 7th level, so you can take your first level in the prestige class when reaching 8th character level.

At 7th level, almost all characters will have a BAB+3, unless you combined multiple classes with a low BAB.


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