The following updates the flayed man from a 3.0 sourcebook on necromancy to 3.5. The following text is Open Game Content:
This creature has the shape and gait of a man, but its horrible face is nothing but exposed flesh and muscle, as if all its skin had been flayed away.
Often NE Medium undead
Init +1; Senses darkvision 60 ft.; Listen +1, Spot +7
Languages Common
AC 19, touch 11, flat-footed 19
(+1 Dex, +8 natural)
hp 65 (10 HD)
Immune undead traits
Fort +3, Ref +6, Will +10
Spd 40 ft. (8 squares)
Melee slam +10 (1d6+7)
Space 5 ft; Reach 5 ft
Base Atk +5; Grp +10
Atk Options grisly face (DC 19)
Special Actions negative ray 4/day (+6 ranged touch, 5d6), rebuke undead 6/day (+6, 2d6+14 HD)
Typical Spells Prepared (CL 10th)
5th—cone of cold (DC 17), slay living (+10 melee touch, DC 18), waves of fatigue
4th—enervation (+6 ranged touch), maximized ray of enfeeblement (+6 ranged touch), solid fog, stoneskin
3rd—animate dead, dispel magic, ray of exhaustion (+6 ranged touch, DC 16), vampiric touch (+10 melee touch)
2nd—death knell (DC 15), fox's cunning, ghoul touch (+10 melee touch, DC 15), protection from arrows, scare (DC 15), web (DC 14)
1st—cause fear (DC 14), chill touch (+10 melee touch, DC 14), magic missile (2), ray of enfeeblement (+6 ranged touch), shield
0—dancing lights, detect magic, open/close, ray of frost (+6 ranged touch), touch of fatigue (+10 melee touch, DC 13)
Abilities Str 20, Dex 12, Con –, Int 15, Wis 12, Cha 19
SQ dying energies (1d8+10), perfect automatic still spell
Feats Eschew Materials B, Iron Will, Lightning Reflexes, Maximize Spell, Spell Focus (necromancy)
Skills Bluff +10, Concentration +17, Craft (Alchemy) +8, Hide +7, Intimidate +15, Knowledge (religion) +15, Sense Motive +7, Spellcraft +15, Spot +7
Environment any
Organization solitary
Treasure standard
Advancement 11–20 HD (Medium)
Dying Energies (Su) When a flayed man is reduced to 0 hit points or less it releases a burst of negative energy in all directions with itself as the center point. The circular effect has a 20 ft. radius and inflicts 1d8+10 damage; DC 19 Will save for half. The save DC is Charisma-based. Since undead are powered by negative energy, this effect heals any undead within the area of effect of as much damage as it would deal.
Grisly Face (Su) A flayed man's horrific appearance and seemingly normal voice and demeanor are extremely unnerving. Creatures viewing a flayed man are affected as if by a fear spell from a 10th-level caster (Will DC 19 partial). Creatures that successfully save cannot be affected again by the same flayed man's grisly face ability for 24 hours. This is a mind-affecting, fear effect. The save DC is Charisma-based.
Negative Ray (Su) A flayed man can fire this ray 4 times per day as a ranged touch attack with a range of 50 ft. A successful hit does 5d6 points of negative energy damage. Since undead are powered by negative energy, this effect heals any undead struck of as much damage as it would deal.
Perfect Automatic Still Spell (Ex) A flayed man can cast all the spells it knows without gestures.
Rebuke Undead (Su) A flayed man rebukes undead as a cleric of level equal to its HD.
Spells A flayed man casts spells as a 10th-level wizard. A flayed man is considered a specialist in the school of necromancy and cannot cast spells from the schools of illusion or enchantment. A flayed man may also cast divine spells from the Death domain as arcane spells.
Undead Traits Immune to all mind-affecting effects, poison, sleep effects, paralysis, stunning, disease, death effects, and any effect that requires a Fortitude save unless it also works on objects or is harmless. Not subject to critical hits, nonlethal damage, ability damage to physical ability scores, ability drain, fatigue, exhaustion, or death from massive damage. Cannot be raised, and resurrection works only if willing.
Flayed men are among the rarest of undead creatures, created from the body of a dead spellcaster who in life was devoted to death and necromancy. A flayed man retains much of its former intelligence but is controlled by forces of darkness and seeks to destroy all living things. A flayed man is an even more powerful conduit for energies from the Negative Energy Plane as an undead creature than it was as a living spellcaster; it suffers none of the limitations of the flesh.
The process for creating a flayed man requires that the body first be skinned, revealing the musculature underneath, and then treated to prevent quick decay. As a consequence of this process, the flayed man's touch and footprints are not bloody; a flayed man does not bleed. The bones and muscles of a flayed man are all visible; every twitch and smile is grisly to watch. It can still speak in its former voice, gesture as fluidly as a living creature, and of course cast spells. A flayed man can speak all languages known in life.
A flayed man uses its link to the Negative Energy Plan both intelligently and ruthlessly to destroy the living, especially other spellcasters. It initially fights from the rear with spells behind a wall of lesser undead, then engages in hand-to-hand combat with whatever weapon is at hand when its spells run out.