Aranea
I caught a glimpse of movement. Praying for my eyes to adjust to the darkness, I could barely see them; giant, horrifying spiders slowly descending from their webs, seemingly hovering in mid-air, and gesturing with their front appendages -- disgustingly elongated arms with muli-knuckled hands. Although I had never seen one, I took these creatures for Aranea -- rare and rumored spiderlike beings storied to carry ill-mannered children off to their evil forest kingdom."
"I didn't have the opportunity to look closer or attempt to speak to the creatures as the surrounding jungle suddenly came alive with indistinct, sinister shadows and the sounds of slinking things. Despite the activity, I could sense nothing other than Hatoi, the spider things, and myself. Even now, I don't know if something was actually there, or if those images and noises were mere figments meant to drive us to some deadlier trap."
-- The Journal of Larissa Vanderboren
A reclusive people, it's difficult to distinguish them from other humanoid races as they rarely take on their natural form in the presence of others.
Shifty Arachnids
Aranea are intelligent, forest-dwelling arachnoids that are skilled in magic use. They have two true forms – that of a humanoid and that of a large, intelligent spider – and can shapeshift into a hybrid form that combines the two.
In humanoid form, an aranea resembles one other creature, from as small as a goblin to as large as a gnoll. Human, elf, and half-elf forms are common. In their natural spider form, an aranea resembles a large spider, hut has an oddly-shaped lump on its back that houses its brain. Beneath its impressive mandibles, sprouting from the front of its body, are two small limbs, each about two feet long. Each of the small limbs has four fingers plus a single thumb (the fingers are many-jointed and the thumb has an extra joint). The hybrid form is humanoid with arachnid elements: fangs, two spinnerets (in the palm of each hand), and four eyes (the second pair often in the temples). Each finger and thumb typically has an extra joint as well. No two aranea have exactly the same hybrid form.
Peaceful Infiltrators
Aranea society is matriarchal, usually ruled by the queen who gives birth to the community. They would occasionally go into other communities disguised as healers or barbarians to trade or -- when the situation warranted doing so -- take a new mate to prevent inbreeding.
Araneas take great pains to conceal their dual nature, partly because of the unjust animosity felt toward them by other races. From birth, they are taught that they have two distinct identities. Individuals are forced to keep these two identities separate, never to reveal the secret to other races. Those who do are considered traitors; they are dealt with harshly and quickly by other araneas.
Due to old legends of their purported evil, araneas are almost universally despised as a sort of "bogeyman". A revealed aranea will most likely be hunted down by everyone in the area – especially other araneas. The pose of a "tame" aranea who has "converted to the cause of good" may be possible, but it would still be hunted by other araneas.
Aranea Names
Due to their dual-nature, aranea tend to take on the naming traditions of nearby settlements or one suitable to their humanoid form.
Aranea Traits
Your aranea character has developed traits common among your race
Ability Score Increase. Your Charisma score increases by 2.
Age. Aranea reach maturity around the age of 20 and can live for roughly 200 years.
Alignment. Usually neutral. Aranea tend to focus on protecting themselves and those they care about.
Size. The aranea's spider form has a similar amount of mass to an average human, but their legs make them appear much larger. Your humanoid form has a size appropriate to its race. Your spider form size is Medium.
Speed. Your base walking speed is 30 feet. Your climbing speed is 30 feet.
Darkvision. You possess superior vision in dark and dim light. You can see in dim light within 60 feet of you as if it were bright light, and in darkness as if it were dim light. You can't discern color in darkness, only shades of gray.
Aranea Training. Gain Proficiency in one of the following; Arcana, Deception, or Stealth.
Shapeshifter. As an action, you can shift between one of three forms; your spider form, your humanoid form, or a hybrid form.
For your humanoid form, you may choose a small or medium sized humanoid race. Your humanoid form is unique in appearance to you and cannot be changed except through means other than your natural shapeshifting. Your stats and abilities remain the same regardless of your form, but specific aranea traits are inaccessible while in your human form. You have no climb speed in this form, but have advantage on Athletic checks to climb.
Your hybrid form is similar to your humanoid form; but it has fangs, two more sets of eyes, and spinnerets on either hand. You can use all of your aranea traits in this form. An observer can make a DC15 Perception check to spot your aranea features.
An aranea remains in one form until it chooses to assume a new one. A change in form cannot be dispelled, nor does an aranea revert to its spider form when killed. A true seeing spell, however, reveals its true nature if it is in humanoid or hybrid form.
Your equipment does not transform with you.
Spider Walk In your spider and hybrid forms, you can move up walls and across ceilings at will. You cannot climb slippery surfaces. Webs do not impose movement restrictions against you. You cannot use this trait in Heavy armor.
Languages. You can read, write, and speak Common and the language of your humanoid form. If your humanoid form doesn't have a language associated with it, take a language of your choice.
Subraces. There are two variants of aranea, cave aranea and forest aranea. Choose of these subtypes.
Cave Aranea
Cave Aranea are much more aggresive than their forest cousins. They dwell in the underdark, where it is not uncommon for them to work with the drow and other worshippers of Lolth or Selvetarm.
Ability Score Increase. You Dexterity score increases by 1.
Superior Darkvision. Your Darkvision has a radius of 120 feet.
Sunlight Sensitivity. You have disadvantage on attack rolls and on Wisdom (Perception) checks that rely on sight when you, the target of your attack, or whatever you are trying to perceive is in direct sunlight.
Venomous Bite In your spider and hybrid forms you can make an unarmed attack with your fangs. On a hit, deal 1d4 + your Strength modifier Piercing damage and the target makes a Constitution save (DC equals 8 + Proficiency bonus + Your Charisma modifier). On a failed save, the target takes 1d6 Poison damage. Poison damage can only be used with your bite attack once per round.
Starting at 3rd level, you can spend a minute to extract a vial's worth of poison from yourself. As an action, you can apply this poison to a weapon or up to 3 pieces of ammunition. On a successful attack with said weapon, the target must make a Constitution save against your Venomous Bite DC. On a failure, they take an additional 1d6 Poison damage. When applied to a weapon, the poison lasts for 1 minute before drying. A vial of your poison loses all potency after 24 hours. The damage increases to 2d6 at 6th level, 3d6 at 11th level, and 4d6 at 16th level.
After extracting your venom, you can't extract or apply it to your venemous bite again until completing a short or long rest.
Forest Aranea
The more peaceful of the two, forest aranea keep reclusive villages in the canopies of old forests. They trade their homemade silks and foraged goods with nearby settlements.
Ability Score Increase. Your Intelligence score increases by 1.
Web. Starting at level 3, while in your spider or hybrid form, you can cast the spell Web once. Additionally, it is not a concentration spell for you when cast this way and the webs remain until they are destroyed, removed, or naturally degrade. You regain the ability to use this trait after completing a short or long rest. Charisma is your spell casting ability for this spell. The number of uses increases to 2 at 9th level and 3 at 15th level.
Weaver. Gain proficiency in Weaver's Tools. Additionally, you can expend a use of your Web trait to create 50 feet of spider silk rope or 200 feet of spider silk thread. 20 feet of thread can be used to craft 1 square foot of fabric worth 1 Gold.