Shape Shifter
The Shape Shifter is a new base class that focuses on shape shifting.  This versatile class makes an excellent warrior, scout or spy.  
Hit Dice: 1d4+4

Skill Groups
   A shape shifter studies the habits, environments and physiology of numerous creatures, in order to better understand and emulate them.  Shape shifters are as likely to be found roaming a desolate dessert to study a rare inhabitant, as they would be frequenting a large library in order to study the latest treatise on an ancient beast.
Shape shifters gains access to the Academia and Perception skill groups.

   A shape shifter’s quest for knowledge on their intended forms can take them into unusual areas and situations.  She typically maintains numerous ranks in Survival and she gains access to one additional skill group of her choice.
   Skill Points at 1st Level: (6 + Intelligence modifier) x 4
   Skill Points at Each Additional Level: 6 + Intelligence modifier

Feats
   A shape shifter’s studies often lead to rare areas of knowledge; she gains excellent access to Lore feats.  Shape shifters often spend more time in their animal forms than the natural forms; she becomes quite adept at using the natural attacks of her various assumed forms, granting her good access to Monster feats.  In addition a shape shifter can treat monstrous feats as general feats.

Level	Base Attack Bonus	Base Defense Bonus	Saves	Special	Known Forms	Lore	Monster	Other
1st	+1	+1	+1	Shape Shift (your size, your size -1, animal), wild empathy	1	2	1	-
2nd	+2	+2	+2		2	2	1	-
3rd	+3	+3	+3	Minor Change Shape	3	3	2	-
4th	+4	+4	+4	Body Control (disease)	3	3	2	-
5th	+5	+5	+5	Shape Shift (your size -2, standard action)	4	4	3	1
6th	+6/+1	+5	+6		4	4	3	1
7th	+7/+2	+6	+7	A Thousand Faces	5	5	4	2
8th	+8/+3	+7	+8	Body Control (poison)	5	5	4	2
9th	+9/+4	+8	+9	Shape Shift (your size +1)	6	6	5	3
10th	+10/+5	+9	+10	Shapechanger	6	6	5	3
11th	+11/+6/+1	+10	+11	Shape Shift (your size -3, move action)	7	7	6	4
12th	+12/+7/+2	+10	+12	Body Control (blindness & deafness)	7	7	6	4
13th	+13/+8/+3	+11	+13	Master of A Thousand Faces	8	8	7	5
14th	+14/+9/+4	+12	+14		8	8	7	5
15th	+15/+10/+5	+13	+15	Shape Shift (your size +2)	9	9	8	6
16th	+16/+11/+6/+1	+14	+16	Body Control (daze & stun & paralysis)	9	9	8	6
17th	+17/+12/+7/+2	+15	+17	Shape Shift (swift action)	10	10	9	7
18th	+18/+13/+8/+3	+16	+18		10	10	9	7
19th	+19/+14/+9/+4	+16	+19	Shape Shift (your size -4)	11	10	9	7
20th	+20/+15/+10/+5	+17	+20	Malleable Forms	12	10	9	7

Class Features
The shape shifter’s class abilities focus on her ability to control the shape and functions of her body.

   Weapon and Armor Proficiency: Shape shifters spend the majority of their time studying the natural weapons and defenses of various creatures.  However, out of necessity, they still manage to become familiar with a couple of simple weapons.  The chosen weapons are usually easy to improvise as they are sometimes left behind.  The shape shifter can choose to gain proficiency with any two simple weapons.  Shape shifters are not proficient with any type of armor or shields.

   Shape Shift (Su): At 1st level, a shape shifter gains the ability to turn herself into a single animal with Hit Dice equal to or less than her shape shifter levels. She is also limited to creatures of her size category or one size category smaller. Her options for forms include all creatures with the animal type. Changing form (to animal or back) is a full round action which doesn’t provoke an attack of opportunity.  The form chosen must be that of an animal the shape shifter is familiar with. The shape shifter can use this ability at will and there is no limit to the duration of each change.

   The shape shifter's range of known animal forms expands as she gains levels in this class. The table above indicates how many animal forms the shape shifter is able to master as she gains experience.  The Shape Shifter can change directly from one animal form to another without resuming her natural form first.  The shape shifter can select an animal 2 size categories smaller than her own at 5th level, an animal one size category larger at 9th level, an animal 3 size categories smaller at 11th level, an animal 2 size categories larger at 15th level and an animal 4 size categories smaller at 19th level.  At 5th, 9th, 11th, 15th and 19th level the shape shifter can discard any one form she currently knows in exchange for another that she figures will be more useful to her in the future.

   Initially changing form requires intense effort, however with practice the shape shifter is able to change form with increased ease.  At 5th level the shape shifter can shape shift as a standard action, at 11th level as a move action and at 17th level as a swift action.

   The shape shifter is effectively camouflaged as a creature of her new form, and gains a +10 bonus on Disguise checks while using this ability.

   This ability does not affect the shape shifter’s possessions, including clothing and armor.  For this reason many shape shifter’s wear custom designed clothing and armor that can be removed extremely quickly.

   While using Shape Shift the shape shifter gains the new form’s movement modes, racial skill bonuses, racial bonus feats, extraordinary special attacks, extraordinary special qualities (including those derived from the creature’s subtypes such as aquatic etc), natural armor and natural attacks.  She also gains the ability to communicate normally with other animals of the same general grouping as her new form.  

   A shape shifter loses her ability to speak while in animal form because she is limited to the sounds that a normal, untrained animal can make.  She also loses any extraordinary abilities not derived from class levels.

   The shape shifter retains her type (and subtype), traits, class levels, saves, base attack bonus, base defense bonus, hit points, skill groups, skill ranks, feats and extraordinary special abilities derived from class levels. She also retains her own ability scores unless the shape shift includes a size increase or decrease.

Table: Shape Shifter Changes to Statistics by Size Increase						Table: Shape Shifter Changes to Statistics by Size Decrease
Old Size*	New Size	Str	Dex	AC/Attack		Old Size*	New Size	Str	Dex	AC/Attack
Fine	Diminutive	Same	–2	–4		Colossal	Gargantuan	-8	Same	+4
Diminutive	Tiny	+2	–2	–2		Gargantuan	Huge	-8	Same	+2
Tiny	Small	+4	–2	–1		Huge	Large	-8	+2	+1
Small	Medium	+4	–2	–1		Large	Medium	-8	+2	+1
Medium	Large	+8	–2	–1		Medium	Small	-4	+2	+1
Large	Huge	+8	–2	–1		Small	Tiny	-4	+2	+1
Huge	Gargantuan	+8	Same	–2		Tiny	Diminutive	-2	+2	+2
Gargantuan	Colossal	+8	Same	–4		Diminutive	Fine	Same	+2	+4< /td>
*Repeat the adjustment if the character moves up more than one size.						*Repeat the adjustment if the character moves down more than one size.

Minor Change Shape (Su): At 3rd level a shape shifter in her natural form gains the supernatural ability to alter her appearance. This ability affects her body but not her possessions. This ability is not an illusory effect, but a minor physical alteration of the shape shifter's facial features, skin color and texture, and size. She can become 1 foot shorter or taller, thin, fat, or in between. She cannot change her body type. Otherwise, the extent of the apparent change is up to her. The shape shifter could add or obscure a minor feature or look like an entirely different person.

   The shape shifter can use this ability at will, and the alteration lasts until she changes shape again. A shape shifter reverts to her natural form when killed. A true seeing spell reveals her natural form. When using this ability to create a disguise, a shape shifter receives a +10 circumstance bonus on Disguise checks. Using this ability is a full round action.  At 5th level the shape shifter can use this ability (and its improved versions) as a standard action, at 11th level as a move action and at 17th level as a swift action.

   Body Control: By 4th level the shape shifter begins to gain control over all her body’s functions. At 4th level the shape shifter controls her body’s immune system and becomes immune to all diseases.  At 8th level she gains immunity to all poisons.  At 12th level she becomes immune to any effect that would cause blindness or deafness.  And at 16th level the shape shifter is immune to daze, stun and paralysis.

   A Thousand Faces (Su): At 7th level, a shape shifter’s minor change shape ability improves. Now while in her normal form a shape shifter can assume the form of a creature of the same type as your normal form. The new form must be within one size category of your normal size.

   The shape shifter retains her ability scores, class and level, hit points, alignment, base attack bonus, base defense bonus and base save bonuses. She retains all supernatural and spell-like special attacks and qualities of her normal form, except for those requiring a body part that the new form does not have (such as a mouth for a breath weapon or eyes for a gaze attack).

   The shape shifter keeps all extraordinary special attacks and qualities derived from class levels, but she loses any from her normal form that are not derived from class levels.

   If the new form is capable of speech, the shape shifter can communicate normally. She retains any spellcasting ability she had in her original form, but the new form must be able to speak intelligibly (that is, speak a language) to use verbal components and must have limbs capable of fine manipulation to use somatic or material components.

   The shape shifter acquires the physical qualities of the new form while retaining her own mind. Physical qualities include natural size, mundane movement capabilities (such as burrowing, climbing, walking, swimming, and flight with wings, to a maximum speed of 120 feet for flying or 60 feet for nonflying movement), natural armor bonus, natural weapons (such as claws, bite, and so on), racial skill bonuses, racial bonus feats, and any gross physical qualities (presence or absence of wings, number of extremities, gills, and so forth).

   The shape shifter does not gain any extraordinary special attacks or special qualities not noted above under physical qualities, such as darkvision, low-light vision, blindsense, blindsight, fast healing, regeneration, scent, and so forth.

   The shape shifter does not gain any supernatural special attacks, special qualities, or spell-like abilities of the new form. Her creature type and subtype (if any) remain the same regardless of her new form. She cannot take the form of any creature with a template, even if that template doesn’t change the creature type or subtype.

   The shape shifter can freely designate the new form’s minor physical qualities (such as hair color, hair texture, and skin color). The new form’s significant physical qualities (such as height, weight, and gender) are also under the shape shifter’s control, but they must fall within the norms for the new form’s kind. The shape shifter is effectively disguised as an average member of the new form’s race. When using this ability to create a disguise, the shape shifter gets a +10 bonus on her Disguise check.

   This ability still does not affect the shape shifter’s possessions.

   Shapechanger: At 10th level a shape gains the shapechanger sub-type.  She receives a +4 bonus to save vs. any undesirable transmutation effect.  At 20th level the shape shifter is immune to any transmutation effect she does not desire.

   Master of A Thousand Faces (Su): At 13th level the shape shifter’s ability to manipulate her own for improves again.  She now gains any extraordinary special attacks or special qualities (including those derived from subtypes such as aquatic, cold, fire etc.) of any form she assumes using her thousand faces ability, such as darkvision, low-light vision, blindsense, blindsight, fast healing, regeneration, scent, and so forth. This ability still does not affect the shape shifter’s possessions.

   Malleable Forms (Ex): At 20th level the shape shifter becomes able to combine aspects and abilities from multiple forms.  To use this ability the shape shifter selects any form she can assume with her thousand faces ability or shape shift ability (including her own form), as the base form.  She then selects a number of features from any of her known forms to add to her base form.  When adding features the shape shifter can select from amongst her forms’ movement modes, special attacks, special qualities and racial feats and skills.

   Using this ability places enormous strain on the shape shifter’s physiology, therefore she is limited to a number of additions less than or equal to her constitution modifier (minimum of 1).  This ability can be used at will.

Improved Shape Shift [Lore]
You can use your shape shifting abilities in enhanced ways.
   Base Mastery: 1
   Benefit: You can select an additional animal to add to your list of forms known.  You must qualify for the chosen form as normal.
   Special: Note that the benefits for expanded mastery levels 3, 5, 7, and 9 are all identical, they are listed as separate mastery abilities because you can’t take the same ability more than once.
   Design Note: Expanded mastery levels 2, 4, 6, 8 and 10 may not be appropriate for an Iron Heroes campaign.  However they should be fine if the shape shifter is imported into a D&D campaign.

   Expanded Mastery: 2. You can select a single creature of the Monstrous Humanoid type to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 3. You can select an additional animal to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 4. You can select a single creature of the Vermin type to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 5. You can select an additional animal to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 6. You can select a single creature of the Giant type to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 7. You can select an additional animal to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 8. You can select a single creature of the Magical Beast type to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 9. You can select an additional animal to add to your list of forms known.  You must qualify for the chosen form as normal.

   Expanded Mastery: 10. You can select a single creature of the Dragon type to add to your list of forms known.  You must qualify for the chosen form as normal.