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Henshin are not your typical adventurers. They often have a convoluted or even mundane background. They did not choose the power that they wield, but by some fate, fluke, or outright mistake, they have it now. Given a Recaster, the source of their new strength, they have become something more than their boring lives could or would ever have allowed. Now they roam the land, constantly in search for the next exciting challenge or thrill. Accounts of battles between henshin are woven into children’s games but their rarity makes such epic fights feel more myth than truth.

Many pilot great constructs called Xords, trampling foes under their might. Some rely more on their own skills, fusing the powers of the world into devastating attacks. A few even choose to dive into the arcane, becoming dazzling starburst of magic energy. Through they may seem like rogue agents, all henshin are beholden to some force. Sometimes a great mentor has trained them to take up this honor. Sometimes an entity of mystery calls upon them for unknown reasons. Other times the spirit of the previous henshin gives them guidance. When not fighting for their cause, they often consult this being for advice. Not all of these powerful beings want what is best for their pupil, driving a few henshin to rebel against their guide. If the henshin’s will is strong enough, they can retain the power of their Recaster and break free of the negative influence.

Bequeathed Greatness

The Recaster, a small item whose shape and design are different depending on who it came from, is the source of a henshin’s abilities. Without it they would be a lowly shop keep, bar hand, or farmer. Because they have not worked for their skill, they can often seem overly confident. In battle they are constantly berating their foes, snapping one-liners and mercilessly taunting them. This attitude sometimes extends to their teammates as well, as henshin often cannot accept their own shortcomings and blame their team for failures. Teams of henshin usually disband quickly because of this attitude. However, with the proper mentors and a desire to learn from their mistakes, henshin can sometimes become amazing teammates, full of encouragement and enthusiasm.

Most have given up the life they once had; dedicating themselves to using their powers to change the world, for better or for worse. Some others have trouble leaving their loved ones and instead of roaming, choose to stay and become protectors of their home. Either way, their very presence seems to attract undesirable attention. Their lives are often fraught with struggle and their amazing powers are matched with amazing loss.

Creating a Henshin

Not all henshin are good, not all are meant to be chosen, and not all enjoy the life they have. Consider your mundane origin. Were you a student, struggling to get through each day? Did you toil away at your profession, restless in mind and spirit? Did you crave adventure, but your body refused to co-operate? How old were you when the powers came to you? Do you have your whole life ahead of you and this new responsibility is getting in the way of your plans? Or do you resent not getting it sooner?

How does your alignment affect your new identity? Have you chosen to become a hero for truth and justice? Do you seek to use your powers in bloody conquest? Do you revel in life threatening adventures and seek out mayhem for the sake of mayhem? Are you using your abilities for personal growth, or for personal gain? How does your alignment differ from your mentor’s and how does that affect your relationship with them?

If you chose a Xord or Astral Animal, why did you choose that one? Do they have special significance to you? Do you just think they are cool? Do you use them to strike fear into your foes or to calm frightened onlookers? Do you prefer them to join you in glorious battle, to act as a spy, or to be a liaison between you and the world?

Triple Threat

The henshin is a formidable opponent on their own. When their powerful abilities are fully realized and used in combination with their team, they become the stuff of legends. Users wanting to play a bombastic and unique class are encouraged to choose this one. While not required for play, it is strongly recommended that you spend time to think about witty one-liners to deliver to your foes, just before their defeat.

Pre-gen Character

You can make a henshin quickly by following these suggestions. First, Dexterity should be your highest ability score, followed by Charisma. Second, choose the Rebel background.

Henshin Level Proficiency Bonus Features
1 2 Mask Type, Recaster and Forms, Henshin Armor, Network Weapon
2 2 Network Boost
3 2 Mask Type Feature
4 2 Explosive Finish, Power Up
5 3 Extra Attack
6 3 Weak Spot
7 3 Mask Type Feature
8 3 Power Up
9 4 Sensei’s Lessons, Network Weapon Improvement
10 4 Explosive Finish Improvement
11 4 Mask Type Feature
12 4 Power Up
13 5 Network Boost Improvement
14 5 Overdrive
15 5 Mask Type Feature
16 5 Sensei’s Lessons Improvement
17 6 Weak Spot Improvement
18 6 Networks Weapon Improvement, Timeless Legend
19 6 Power Up
20 6 Mask Type Feature

Class Features

As a henshin, you gain the following class features.

Hit Points

  • Hit Dice: 1d8 per Henshin level
  • Hit Points at 1st Level: 8 + your Constitution modifier
  • Hit Points at Higher Levels: 1d8 (or 5) + your Constitution modifier per Henshin level after 1st.



You start with the following equipment, in addition to the equipment granted by your background:

  • a Recaster
  • a Shield
  • (a) any two simple melee weapons, or (b) any martial melee weapon
  • (a) a Longbow, or (b) a Longsword
  • One set of Artisan’s Tools
  • (a) a dungeoneer’s pack, or (b) an explorer’s pack

Mask Types

Henshin are broken into three categories, based on the types of strengths their Henshin Network connection bolsters. Choose either Power, Magic, or Speed, all three are detailed at the end of the class description. Your choice grants you features when you choose it at 1st level and again at 3rd, 7th, 11th, 15th, and 20th. The type of Henshin you are is less dependent on your influence and more dependent on the what the force that granted you this power thought was needed. Not all henshin become the type they want to be. If this happens to you, consider how it affects your character’s desires and relationship with their mentor.

Recaster & Forms

The source of your power is a small device called the Recaster. This device gains its power from the Henshin Network, a collection of knowledge, powers, will, and strange magics from every henshin that has existed and many that have yet to be. It gives you abilities beyond your own, provides you with protection, gifts you with combat prowess, and links you to your Xord or Astral Animal. Without it, you are as average as any other person. While playing this class, you have two distinct forms, your Nobody form and your Henshin form. Nobody: You are sub-par in almost every regard. Your stats do not change but you have an AC of 10 and cannot add your proficiency bonus to any attack or saving throw roll. Additionally, any damage you do to an enemy is reduced by -2. If the damage of an attack reduced to 0, the attack is completely ineffective. You also do not have access to any of the special attacks and magic of this class, unless otherwise stated, though your Xord and Astral Animal will still obey your commands.

Henshin: You are an amazing warrior, excelling at nearly everything you do with little effort. You transform into your Henshin Armor and use all the abilities associated with this class. Transforming from the Nobody form into this form, or vice versa, takes a bonus action. You may stay in this form as long as you like but cannot rest or sleep in this form. If you are separated from your Recaster by 30 feet, for more than 10 minutes, you revert to your Nobody form. Some henshin abilities require your target to make a saving throw to resist the feature’s effects. The saving throw DC is as follows.

Henshin Ability save DC = 8 + your proficiency bonus + your Charisma modifier

Network Weapon

Starting at 1st level, you gain a simple or martial weapon crafted from the Network itself. Your Recaster becomes a part of the weapon, creating or dismissing it as a bonus action or as part of your bonus action when you transform into your henshin form. You are considered proficient with the weapon, and it is non-magical. The weapon creates ammunition or energy as you use it. If the weapon leaves your hand, it retains its shape for 10 minutes, after which time it reverts to your Recaster and you revert to your Nobody form. You can change the weapon type whenever you gain a level in this class.

When you reach 9th level in this class, your Network weapon becomes a +1 version of itself and is considered magical for the purposes of overcoming resistances. At 18th level it becomes a +2 version of itself and you can scan the Network for a new weapon, shifting it during a long rest.

Henshin Armor

The Recaster, when used to turn into your henshin form, replaces your clothing with a tight uniform and a helmet or mask. The armor’s design is up to you, but it should be a uniform that uniquely represents you. This suit may appear thin but is resistant to attacks, arcing and sparking against blows that would normally tear through such fabric. It also regulates your temperature the same way normal clothing would.

While wearing your Henshin Armor your AC equals 10 + your Dexterity modifier + your Charisma modifier. Your unarmed strikes also deal 1d4 bludgeoning damage.

Network Boost

At 2nd level, you’re able to tap into the Henshin Network to alter your powers or even gain new ones. You may not choose one of these abilities more than once, unless the ability explicitly states that you can. You can choose an additional ability at 13th level.

Head’s Up Display

The visor in your helmet provides you with real time combat data, alerting you to less obvious dangers. You gain advantage on saving throws against illusions and creatures attempting to surprise you have disadvantage on the Stealth rolls.

Star Spectrum Power

You gain a cantrip of your choosing from the Wizard spell list. The cantrip’s attack bonus equals your Charisma modifier plus your proficiency bonus, while the cantrip’s saving throw is equal to 8 + your Charisma modifier + your proficiency bonus.

Team Up

When an allied henshin is fighting within 30 feet, you can use your reaction to link your energy together. You both gain +1 to a saving throw or damage roll of your choice until start of your next turn. If other henshin do this in succession, the bonus can increase to a max of +5 for all henshin involved. You can use this feature a number of times equal to your Charisma modifier (minimum of once) before finishing a long rest..

Companion Protection (Requires Xord, Astral Animal, or Network Cycle)

If your Xord, Network Cycle, or Astral Animal is within 15 feet of you, you have advantage on saving throws against fear and charm effects.

Armor Upgrade

You gain +1 to your AC while wearing your Henshin Armor. If you take this feature twice, your AC increases by +2 while wearing Henshin Armor and it is considered magical for the purposes of combat. Each time you take this feature, your Henshin Armor’s appearance changes to reflect the enhanced form.

Mentor’s Special Technique

You gain +1 to your damage rolls while wearing your Henshin Armor. If you take this feature twice, your damage rolls increase by +2 while wearing Henshin Armor and are considered magical for the purposes of overcoming resistances.

Sweet Flips

Your jumping ability is permanently changed. You can jump up to 15 feet in any direction, including up. Additionally, you can use your reaction to reduce the falling damage you take to 0 for falls of 30 feet or less.

Roll With It

Whenever a creature within 5 feet of you, that you can see, makes an attack roll against you, you can use your reaction to intercept the blow, rolling along with it and reducing the damage taken by half.

Alternatively, if the creature is of large size or smaller, you can take the full damage amount and instead use your reaction to attempt a grapple attack on the attacking creature.

Elemental Smash

Choose one of the following elemental damage types; acid, cold, fire, lightning, poison, or thunder. Your unarmed strikes can now deal this damage type. You can change from bludgeoning to the new damage type during a short rest. If you take this ability twice, you can choose two types of damage, then swap between all three as a reaction.

Power Up

When you reach 4th level, and again at 8th, 12th, and 19th, you can increase one ability score of your choice by 2, or you can increase two ability scores of your choice by 1. Alternatively, you can gain one feat. You cannot increase an ability score above 20 using this feature.

Explosive Finish

When you reach 4th level in this class, you’ve mastered the power of a crushing finishing attack. The type of damage this finishing move creates can be either fire, lightning, or thunder. Once you choose the type, it cannot be changed. When you take the attack option, you can choose to set yourself up for this move as part of one of your attacks this turn. Make an attack roll with disadvantage, on a hit, the attack deals its normal damage plus 2x your proficiency bonus of the damage type you have chosen. If this attack is a critical hit, it deals 4x your proficiency bonus damage. You can use this feature a number of times equal to your Charisma modifier (minimum of once) before finishing a long rest but only once per turn.

When you reach 10th level in this class, you no longer make the attack roll with disadvantage.

Extra Attack

Starting at 5th level, you can attack twice, instead of once, whenever you take the attack option on your turn.

Weak Spot

By 6th level you have learned to read the battle data streaming into your mask so well that you can more easily guess where a foe may be weakest in their defense. Using a bonus action, you gain advantage on your next melee attack until the start of your next turn. Once you use this feature, you must finish a long rest before you can use it again.

At 17th level you can give advantage to an ally within 15 feet of you, so long as they can hear you call out the weak area. You regain the use of this feature after finishing a short or long rest.

Elder’s Lessons

At 9th level you have honed some of the traits your mentor sought to teach you. Choose two more skills and/or tools from the henshin proficiency list, and/or two languages to become proficient in.

At 16th level you have learned enough from your adventures to have taught yourself. Choose any one skill, tool, or language to become proficient in.

Additionally, at 9th level you can look inside yourself and call upon the lessons taught to you by your mentor to gain advantage on one ability check you are proficient with. You must finish a short or long rest before you may use this ability again.


By 14th level, your fighting ability has become legendary. When you make attack rolls, they are considered critical hits on a 19 or 20. In addition, if you land a critical hit, you can use your reaction to make an additional attack against the same target. If you choose to do so, all attack rolls made against you have advantage until the start of your next turn. You can use this feature a number of times equal to your proficiency bonus before finishing a long rest.

Timeless Legend

By 18th level, you have become one with the powers of your mask. You cannot be aged by magical means and must only eat once a week. You also gain +2 to Death Saving Tthrows, advantage on Corruption saving throws, and +1 on saving throws and ability checks you are proficient with. Additionally, you can transform into your henshin form for 1 hour, even without your Recaster. You must finish a long rest before you can use this ability again.

~~~ Power Mask

The power mask henshin type links you to a robotic animal companion that can transform into a large pilotable robot. This, mixed with their natural combat aptitude, makes them difficult opponents on the battlefield. Their uniforms usually aesthetically match their robotic counterparts, as does their attitude. These Henshin sometimes form teams to which they are fiercely loyal.

Weapon Upgrade

When you choose this mask type at 1st level, you receive an additional form for your Network Weapon. Using your bonus action, you can shift the weapon between a melee weapon and a ranged weapon of your choosing. You cannot have 2 melee forms or 2 ranged forms.


When you choose this mask type, you gain a Xord companion. It is a robotic ally that follows alongside you on your journey and is programmed to aid you in whatever way it can. Choose any aberration, beast, dragon, fiend, or elemental. The creature must be of medium size or smaller and have a challenge rating of 1/4 or lower and may not be a swarm. Add your proficiency bonus to the creature’s attack rolls, damage rolls, and to any saving throws and skills it is proficient in. Its hit point maximum is equal to the hit point number in its stat block plus 5 x your proficiency bonus. It is also changes from its original form to a construct and does not require food, air, or water.

A Xord has the same alignment as the base creature it was chosen from. Consider how this affects your relationship if the alignment differs from yours.

The Xord will obey your commands to the best of its ability. It takes its turn on your initiative, but it will not take an action, except to defend itself, unless you command it to do so. On your turn you can freely verbally command the beast where to move. You can use your action to verbally command it to take the Attack, Dash, Disengage, Dodge, Help, or Transform action. Both you and the Xord can attack freely on the same turn, requiring only your verbal commands for it to do so.

If you are incapacitated or absent, the Xord acts on its own, prioritizing your protection and safety. In this state it will gladly give up its own life if it believes that doing so would save you. It never requires your permission to use its reaction, such as when making an opportunity attack.

If the Xord is incapacitated, it gains no benefit of a long rest without your presence. You can replace your Xord by spending 8 hours channeling the power of your Recaster. The new Xord can be the same creature as before or a different one, but it will not share the same bond with you as your last Xord did. It is a fresh entity and will not be as in tune with you as your previous Xord. While doing this, you are not able to assume the henshin form and must stay a Nobody. If this process is interrupted for more than 10 minutes, you must begin again.

To obtain the ability to create a different type of Xord, you must spend 1 hour allowing the Recaster to scan a creature you wish to have a Xord template of. You must be within 10 feet of the creature and cannot take any other actions while scanning. Once the scan is complete, you have access to that creature’s template and can use them as a Xord. Though you may have as many templates as you wish, you can only have one active Xord at a time.


At 3rd level you have unlocked the power of your bond with your Xord. Using a bonus action, you can command it to transform into the powerful Exo-Xord and then climb inside. Your companion becomes a humanoid figure of large size. It is inert until you climb inside it. Only a power henshin can pilot an Exo-Xord and any others that try, take 2d10 piercing damage from the Exo-Xord’s automated internal defenses. If a rival power henshin tries to pilot your Exo-Xord they can do so but also take the 2d10 piercing damage at the start of their turns until ejecting voluntarily or being ejected after falling unconscious. Your Xord can remain in this state a number of rounds equal to half your henshin level + your proficiency bonus. After that you and it must finish a short or long rest before using this feature again. You may choose to end this feature early but may still only use it once between a short or long rest.

Your Exo-Xord wields an Ultra Weapon of your choice. The Ultra Weapon is created during the transformation process and only exists while the Xord is in this state. This weapon is unique to your Exo-Xord and should ascetically match your companion and can only be a weapon you are proficient with or a copy of your Network Weapon. You choose the type of Ultra Weapon when you choose your Xord, it cannot be changed unless you create a new Xord companion. An Ultra Weapon has the stats and shape of any simple or martial melee weapon, except the size and damage dice are both doubled, and the reach is increased by +5 feet. You cannot use magic or features from other classes while piloting your Exo-Xord. When you are piloting your Exo-Xord, your henshin body is considered to have full cover. The hit points of your Exo-Xord are equal to your hit points the moment you begin piloting + the Xord’s hit points the moment you begin piloting. Your Strength and Dexterity scores are swapped while piloting. All other stats and abilities are yours, including AC. If your Exo-Xord is reduced to zero hit points, while you are piloting, you are forcibly ejected 15 feet and must make a Dexterity saving throw (DC 10) or take 2d6 bludgeoning damage from impact. When this happens your Xord reverts to its normal form, is unconscious, and you take any excess damage from the attack that brought it down to 0 hit points.

Empowering Pose

At 3rd level, you can strike an encouraging pose that boosts allies around you. If you are in your Exo-Xord or within 5 feet of your Xord, use an action to strike a cool pose. Choose up to three allies within 30 feet of you, they each gain advantage on the next saving throw they make for 1 minute. You can use this feature a number of times equal to your Charisma modifier (minimum of once) before finishing a long rest. At 15th level, this can be used as a bonus action.

Xord Evolution

As you grow in strength, so does the power your Recaster grants you. and as you grow in bond with your Xord, the more powerful they can become. At 7th level in this class, the creature you choose for your Xord can have a challenge rating of 1/2. At 11th level in this class the challenge rating of the creature you choose for your Xord increases to 2. At 15th level in this class the challenge rating of the creature you choose for your Xord increases to 4. At 20th level in this class the challenge rating of the creature you choose for your Xord increases to 6. The size of the creature is still medium or smaller, and you still choose from non-swarm creatures with the aberration, beast, dragon, fiend, or elemental tag.

Xord Vision

At 7th level, as a bonus action, you can change the view in your visor to that of your Xord companion’s and back again. If your Xord is within 1 mile, you can see through its eyes. You are blind while doing this.


At 7th level you can choose to willingly and forcefully eject from your Exo-Xord as a bonus action. When you are ejected, willingly or not, you can make an attack roll against an enemy within 15 feet, dealing 2d6 bludgeoning damage in addition to the normal damage of your weapon. If you miss the attack, you must make a Dexterity saving throw (DC 10) or take 2d6 bludgeoning damage from impact. If you choose not to use this feature and are ejected against your will you must still make the Dexterity saving throw, DC 10, or take 2d6 bludgeoning damage from impact.

Exo-xord Extra Attack

At 11th level, while piloting your Exo-Xord, you can attack three time, instead of twice, when you take the attack option on your turn.


At 11th level you and your Exo-Xord have become synched together as one body. You can extend your knowledge of battlefield data into your Exo-Xord while piloting it. When making a melee attack, critical hits cause a small shower of magical sparks to ignite against your opponent, causing an additional 2d8 force damage. Additionally, your Ultra weapon becomes a +1 version of itself and is considered magical for the purposes of overcoming resistances.

At 20th level this feature improves to cause a brutal explosion centered on the target creature. If you score a critical hit, with your Ultra Weapon and while in your Exo-Xord, you cause an additional 6d8 force damage against the target. Additionally, your Ultra Weapon attacks score a critical hit on a roll of 18–20 and your weapon is a +2 version of itself.

Battle Rush

At 11th level you have become a hurricane on the battlefield. When you make an attack that reduces an enemy to 0 hit points you can immediately use a reaction to gain 15 feet of movement and make another attack roll against a creature.


At 15th level you have unlocked some more power within your Recaster, the ability to shield your Exo-Xord. While your Exo-Xord form, you have resistance to all non-magical damage. Additionally, as a reaction, you can bolster the defense against any oncoming magical attack, reducing the damage by half. You can resist magical damage a number of times equal to your Charisma modifier (minimum of once) before finishing a long rest.

Quick Recharge

When you reach 20th level with this mask type, you and your Xord’s energy recharges at an incredible rate. You can use the Exo-Xord feature after finishing a short or long rest. You automatically recover hit points equal to a number of Hit Dice rolls equal to your Charisma modifier (minimum of one) after finishing a short rest, without expending the dice. Additionally, you and your Xord can remove 1 level of exhaustion after finishing a short or long rest. This can only be used to remove up to 2 levels of exhaustion per day.

Section 15: Copyright Notice

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