Beholders

[bhu]

Eye of Flame
                      Large Aberration
Hit Dice:             8d8+16 (52 hp)
Initiative:           +6
Speed:                5 ft. (1 square), Fly 30 ft. (Average)
Armor Class:          21 (-1 Size, +2 Dex, +10 Natural), touch 11, flat-footed 19
Base Attack/Grapple:  +6/+10
Attack:               Eye Rays +7 Ranged Touch and Bite +0 melee (1d8)
Full Attack:          Eye Rays +7 Ranged Touch and Bite +0 melee (1d8)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Explosion
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft.
Saves:                Fort +4, Ref +4, Will +9
Abilities:            Str 10, Dex 14, Con 14, Int 13, Wis 13, Cha 15
Skills:               Hide +3, Knowledge (Arcana) +7, Listen +7, Search +10, Spot +10, Survival +7
Feats:                Flyby Attack, Improved Initiative, Iron Will
Environment:          Cold Hills
Organization:         Solitary, Pair or Cluster (3-6)
Challenge Rating:     9
Treasure:             Standard
Alignment:            Usually Lawful Evil
Advancement:          9-16 HD (Large), 17-24 HD (Huge)
Level Adjustment:     ---

Eyes of Flame are Beholder-kin engineered to be living artillery, and are unusually cooperative.  Unlike most Beholders they can work in groups, and aren't egotistical enough to bristle at being given commands by superiors.  Besides their eye rays they can be told apart from other Beholders by their dark red-brown chitinous armor and slit pupil.

Eye Rays (Su): Each of an Eye of Flames Eye Rays resembles a spell cast by a 10th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 16. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Fear: The target of this ray must make a Willpower Save or be affected as if by a Fear spell.

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful Willpower Save.

Fire: The target of this ray must make a Willpower Save or be affected as if by a Blast of Flame spell (see Sell Compendium).  8 of the Eye of Flames eye rays are Fire rays.

Central Eye (Su): The Eye of Flames central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable (i.e. takes double damage)to fire based attacks if they fail a DC 16 Willpower Save (Save DC is Charisma based).  Opponents who fail their Saving Throw take double damage from Fire attacks, and automatically catches fire if exposed to flame (see DMG).

Explosion (Su): When killed the Eye of Flame explodes in a fiery inferno doing 10d6 Fire damage in a 15 ft. area (potential victims can make a DC 16 Reflex Save for half damage, Save DC is Charisma based).

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Combat: Eyes of Flame usually close in so opponents will be within the area of effect with their central eye before blasting away with their fire rays.  Fear and Telekinesis are used to distract opponents if there are multiple foes.



Eye of Flame
"Good evening, and welcome to Mutual of Gnomeahaw's Wild Kingdom! I'm your host Harlan Jergens, and this is my assistant Jim!  Today on Wild Kingdom we're still talking to General Zod of the Beholder Kingdoms."

Unusually Cooperative
"So the Eyes of Flame are considered Beholderkin?  But they look just like you."

"Jim..."

"That is insultingly racist.  Clearly he is of a different size and color."

Bred for War
"So most of their eyes are flame rays?  Doesn't that reduce their utility?"

"They have but one purpose.  They do not need utility."

"How do they feel about this?"

"Private Warshowski, how do you feel?"

"FIRE IS THE ANSWER TO ALL OF LIFE'S PROBLEMS SIR!"

[bhu]

Eye of Frost
                      Large Aberration
Hit Dice:             8d8+24 (60 hp)
Initiative:           +7
Speed:                5 ft. (1 square), Fly 20 ft. (Average)
Armor Class:          22 (-1 Size, +3 Dex, +10 Natural), touch 12, flat-footed 19
Base Attack/Grapple:  +6/+11
Attack:               Eye Rays +8 Ranged Touch and Bite +1 melee (1d8)
Full Attack:          Eye Rays +8 Ranged Touch and Bite +1 melee (1d8)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., Ice Armor
Saves:                Fort +5, Ref +5, Will +9
Abilities:            Str 12, Dex 16, Con 16, Int 11, Wis 12, Cha 15
Skills:               Hide +2, Knowledge (Arcana) +4, Listen +4, Search +7, Spot +7, Survival +8
Feats:                Flyby Attack, Improved Initiative, Iron Will
Environment:          Cold Hills and Mountains
Organization:         Solitary, Pair or Cluster (3-6)
Challenge Rating:    9
Treasure:             Standard
Alignment:            Usually Lawful Evil
Advancement:          9-16 HD (Large), 17-24 HD (Huge)
Level Adjustment:     ---

The Eyes of Frost are pale white Beholderkin known for their solitary natures and extreme cruelty.  They will work as mercenaries, but only for employers that let them indulge their sadistic urges. 

Eye Rays (Su): Each of an Eye of Frosts Eye Rays resembles a spell cast by a 10th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 16. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Frost: The target of this ray must make a Willpower Save or be affected as if by an Ice Blast spell (see Complete Arcane).  5 of the Eye of Frosts eye rays are Frost rays.

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful Willpower Save.

Ice: The target of this ray must make a Willpower Save or be affected as if by a Freeze spell (see Spell Compendium).  4 of the Eye of Frosts eye rays are Ice rays.

Central Eye (Su): The Eye of Frosts central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a DC 16 Willpower Save (Save DC is Charisma based).  Opponents who fail their Saving Throw take 1 point of temporary Str damage per round so long as they stay within this area and continue to fail a Save each round.  If an opponent who has taken Str damage from this effect also takes cold damage they are Paralyzed for 1 round.

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Ice Armor (Su): When it drops to 30 hit points or less,  the Eye of Frost gains a +2 Bonus to Armor Class and Fortitude Saves for the rest of the encounter.

Combat: The Eye of Frost uses it's Ice ray to immobilize melee opponents, and Telekinesis to reel opponents into the area of effect  of it's central eye.



Eye of Frost
"Next up are the Eyes of Frost, bred for our enemies who are vulnerable to cold.  I suppose you think they look like me too?"

Renowned Sadists
"Superficially, yes. I meant no offense earlier."

"Jim..."

"Well, you are a Ranger.  Your type is known for their vicious supremism.."

Also Bred for War
"So most of their eyes are ice rays  I'm betting?"

"How do you know our state secrets?"

"When you're predictable enough, there are no secrets."

"Are you implying something?"

"WILL YOU LOT PIPE DOWN?  WE'RE TRYING TO TORTURE FLIES OVER HERE!"

"Why no sir, I'm not implying a thing."

[bhu]

Eye of Chaos
                      Large Aberration
Hit Dice:             10d8+60 (105 hp)
Initiative:           +8
Speed:                5 ft. (1 square), Fly 40 ft. (Average)
Armor Class:          33 (-1 Size, +4 Dex, +20 Natural), touch 13, flat-footed 29
Base Attack/Grapple:  +7/+12
Attack:               Eye Rays +10 Ranged Touch and Bite +2 melee (1d8)
Full Attack:          Eye Rays +10 Ranged Touch and Bite +2 melee (1d8)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Ripple of Chaos
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft.
Saves:                Fort +11, Ref +7, Will +11
Abilities:            Str 13, Dex 18, Con 22, Int 17, Wis 15, Cha 15
Skills:               Hide +10, Intimidate +8, Knowledge (Arcana) +12, Listen +12, Search +17, Spot +17, Survival +12
Feats:                Flyby Attack, Great Fortitude, Improved Initiative, Iron Will
Environment:          Cold Hills
Organization:         Solitary
Challenge Rating:     13
Treasure:             Standard
Alignment:            Usually Chaotic Evil
Advancement:          11-20 HD (Large), 21-30 HD (Huge)
Level Adjustment:     ---

Eyes of Chaos are mutated Beholders warped by the power of the Abyss.  they are living engines of destruction, crushing everything in their path.

Eye Rays (Su): Each of an Eye of Chaos' Eye Rays resembles a spell cast by a 12th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 17. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful Willpower Save.

Blinding: The target of this ray must make a Willpower Save or be affected as if by a Wrack spell (see Spell Compendium).  2 of the Eye of Chaos' eye rays are Blinding rays.

Confounding: The target of this ray must make a Willpower Save or be affected as if by a Blast of Force spell (see Lords of Madness).  In addition the victim is knocked back 10 ft and Dazed for 1 round.  3 of the Eye of Chaos' eye rays are Confounding rays.

Maddening: The target of this ray must make a Willpower Save or be affected as if by a Dominate spell.
 
Fear: The target of this ray must make a Willpower Save or be affected as if by a Fear spell.  2 of the Eye of Chaos' eye rays are Fear rays.

Teleporting: The target of this ray must make a Willpower Save or be affected as if by a Trobriand's Baleful Teleport spell (max range is 150 ft, see City of Splendors: Waterdeep).

Central Eye (Su):  The Eye of Chaos' central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a DC 17 Willpower Save (Save DC is Charisma based).  Opponents who fail the Save lose their Class Abilities that have limited daily uses for 1 round (a new save must be made each round the victim remains within the area of effect).  The Eye of Chaos cannot use it's eye rays in this  area.

Ripple of Chaos (Su): The Eye of Chaos can use this Ability once per day, blindly peppering the area with eye rays before disappearing.  All opponents within 25 ft. of the Eye of Chaos are struck by a random eye ray, and the Eye itself may teleport up to 30 ft. as per the Dimension Door spell.  This is a Full Round Action.

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Combat: Eyes of Chaos spray and pray with their rays, blasting opponents with their Ripple of Chaos power if injured.




Eye of Chaos
"These are former Beholders who ventured into the Abyss.  They have come back as much Fiend as Beholder.  We call them the Eyes of Chaos."

Crazed Engines of Destruction
"I can't help nut notice they're in force cubes."

"I take it they are troublesome?"

"If by 'troublesome' you mean mouth-frothingly insane, then yes."

They Never Stop Screaming
"So they're too dangerous to let free?"

"All Beholders are dangerous, these also lack self control."

"Of what use are they to your army then?"

"We send them in first when we can't determine how safe an area is."

"I AM THE MONKEY OF TERROR!"

"Also, we find the things they say to be darn funny."

[bhu]

Pseudonatural Beholder aka the Ultimate Eye Tyrant
                      Huge Aberration (Extraplanar)
Hit Dice:             18d8+162 (243 hp)
Initiative:           +5
Speed:                5 ft. (1 square), Fly 40 ft. (Average)
Armor Class:          32 (-2 Size, +1 Dex, +23 Natural), touch 9, flat-footed 31
Base Attack/Grapple:  +13/+26
Attack:               Eye Rays +12 Ranged Touch and Bite +11 melee (2d6+2)
Full Attack:          Eye Rays +12 Ranged Touch and Bite +11 melee (2d6+2)
Space/Reach:          15 ft./10 ft.
Special Attacks:      Eye Rays, Central Eye, Death Spasm
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., Spell Resistance 31, Immune to Petrification
Saves:                Fort +17, Ref +7, Will +20
Abilities:            Str 20, Dex 12, Con 28, Int 29, Wis 25, Cha 30
Skills:               Bluff +22, Concentration +21, Hide +14, Intimidate +31, Knowledge (Arcana, The Planes, Religion) +30, Listen +28, Search +34, Spellcraft +30, Spot +32, Survival +28, Use Magic Device +24
Feats:                Ability Focus (Central Eye), Alertness, Flyby Attack, Great Fortitude, Hover, Improved Initiative, Iron Will
Environment:          The Far Realms
Organization:         Solitary
Challenge Rating:     20
Treasure:             Standard
Alignment:            Any Evil
Advancement:          19-36 HD (Huge), 37-54 HD (Gargantuan)
Level Adjustment:     ---

Pseudonatural Beholders originate in the Far Realms and draw their excessive power from some unknown source there.  They are larger than the average Beholder, with thorns sprouting here and there from their chitin.

Eye Rays (Su): Each of a Pseudonatural Beholders Eye Rays resembles a spell cast by a 20th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 29. Unlike normal Beholder eye rays these cause an area burst, also affecting anything within 10 ft. of the primary target.  Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Madness: The target of this ray must make a Willpower Save or be affected as if by a Mass Charm Monster spell.

Unraveling: The target of this ray must make a Willpower Save or take 1d10 untyped damage.  It must continue to make a new Save each round to avoid another 1d10 damage until one of the following spells is cast on it (or it makes a successful Saving Throw): Break Enchantment, Dispel Magic, Remove Curse, Miracle, Wish.  If the victim dies this has similar effects to a Disintegrate spell.

Withering: The target of this ray must make a Willpower Save or be affected as if by a Ray of Entropy spell (see Spell Compendium).

Burning: The target of this ray must make a Reflex Save or be affected as if by an Firebrand spell (see Spell Compendium).

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful Willpower Save.

Frost: The target of this ray must make a Reflex Save or be affected as if by an Ice Blast spell (see Complete Arcane).

Petrification: The target of this ray must make a Fortitude Save or be affected as if by a Flesh to Stone spell.

Disintegration:  The target of this ray must make a Fortitude Save or be affected as if by a Disintegration spell.

Attraction: The target of this ray must make a Willpower Save or be affected as if by a Curse of Impending Blades spell (see Spell Compendium).  In addition it takes a Bull Rush attack as through struck by a Strength 25 Huge creature.  Unlike usual, if the Bull Rush is successful, the opponent is pulled towards you instead of away.

Repulsion:  The target of this ray must make a Willpower Save or be affected as if by a Bestow Curse spell.  In addition it takes a Bull Rush attack as through struck by a Strength 25 Huge creature.

Central Eye (Su): The Pseudonatural Beholders central eye has 2 effects that it can switch between as a Swift Action once per round.  The first is the standard Beholder antimagic, a 150 ft. cone whose area of effect is an Antimagic Field (caster Level 20th).  The other effect is also a 150 cone that requires victims to make a DC 29 Willpower Save or be Dazed 1 round and Slowed as per the spell for as long as they remain within the Area of Effect.

Death Spasm (Ex): When the Beholder reaches 0 hit points, it attacks each creature in range with a random eye ray.

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Combat: Pseudonatural Beholders target melee fighters with their secondary central eye effect before wreaking havoc with their area effect eye rays.  Many snipe from long range as well.



Pseudonatural Beholder
"And this is former Space Force member Oryx.  We sent him to the Far Realm to accrue power for our species.  He came back changed.  Not necessarily for the better."

Mutations From The Far Realm
"Jebus, He's huge.  And behind a forcewall like most of the others I see."

"I assume he's dangerous?"

"He wants to take over the world for his new masters.  And refuses to tell us who or what those masters may be."

Far More Powerful Than The Average Beholder
"So he did become more powerful then?"

"Quite a bit.  Thats the other reason he's behind the forcewall, he's rather indiscriminate with his eye rays."

"So what's the plan for him?"

"Torturing him until he confesses."

"YOU WILL KNEEL BEFORE ME ZOD!"

"Keep talking (beep)."

[bhu]

Eye of Shadow
                      Large Aberration
Hit Dice:             8d8+16 (52 hp)
Initiative:           +7
Speed:                5 ft. (1 square), Fly 30 ft. (Average)
Armor Class:          22 (-1 Size, +3 Dex, +10 Natural), touch 12, flat-footed 19
Base Attack/Grapple:  +6/+14
Attack:               Eye Rays +8 Ranged Touch and Bite +4 melee (1d8+2)
Full Attack:          Eye Rays +8 Ranged Touch and Bite +4 melee (1d8+2)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Sneak Attack +2d6
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., Shadowwalk, Shadow Regeneration
Saves:                Fort +4, Ref +5, Will +10
Abilities:            Str 18, Dex 16, Con 14, Int 19, Wis 14, Cha 15
Skills:               Hide +7 (+17 in shadow), Intimidate +9, Knowledge (Arcana, The Planes) +9, Listen +11, Move Silently +13, Search +14, Spot +16, Survival +8
Feats:                Flyby Attack, Improved Initiative, Iron Will
Environment:          Cold Hills
Organization:         Solitary, Pair or Cluster (3-6)
Challenge Rating:    9
Treasure:             Standard
Alignment:            Usually Lawful Evil
Advancement:          9-16 HD (Large), 17-24 HD (Huge)
Level Adjustment:     ---

Eyes of Shadow are Beholders warped by constant exposure to the Shadowfell (and probably less mentionable powers as well).  They appear as little more than blobs of animate darkness with writhing eyestalks.

Eye Rays (Su): Each of an Eye of Shadows Eye Rays resembles a spell cast by a 10th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 16. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Blinding: The target of this ray must make a Reflex Save or be affected as if by a Sunburst spell.  4 of the Eye of Shadows eye rays are Blinding rays.

Thundering: The target of this ray must make a Fortitude Save or be affected as if by a Greater Shout spell.  4 of the Eye of Shadows eye rays are Thundering rays.

Shadowbond:  The target of this ray must make a Willpower Save or be affected as if by a Venom Bolt spell (see Serpent Kingdoms).  Unlike normal it is negative energy damage instead of acid, and until the victim shrugs off paralysis her is surrounded by Darkness (as per the spell of the same name) in a 5 foot area.  2 of the Eye of Shadows eye rays are Shadowbond rays.

Central Eye (Su): The Eye of Shadows central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a DC 16 Willpower Save (Save DC is Charisma based).  Opponents who fail the Save lose their Dexterity Bonus to AC for 1 round (a new save must be made each round the victim remains within the area of effect).

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Sneak Attack This is identical to the Rogue Ability on pg. 50 of the PHB, doing +2d6 damage when appropriate.  The Eye of Shadow may use this with their Eye Rays at full range.

Shadowwalk (Su): When in areas of absolute darkness the Eye of Shadow may transfer itself up to 40 feet as a Supernatural Ability at Will.  This otherwise works like Dimension Door.

Shadow Regeneration (Ex): The Eye of Shadow has Regeneration 5 while in deep shadow or total darkness.  Attacks doing fire damage or that have the Light descriptor ignore this regeneration.
 
Skills:  Eyes of Shadow have a +10 Circumstance Bonus to Hide Checks in areas of deep shadow or total darkness.

Combat: The Eye of Shadow targets as many opponents as it can with it's Shadowbond rays to create darkness it can use to escape it things don't go well.  After that it gets as much of the group as it can within it's central eyes area, and blasts away.



Eye of Shadow
"Next up is our Space Force!  Beholders we have sent to explore the furthest realms.  Sadly, most of them are no longer truly Beholders when they return."

Bound to the Shadowfell
"That looks more like an animated shadow."

"Victim of the Shadowfell I presume?"

"Indeed.  He's our top assassin."

A Wee Bit Sus, Even For Beholders
"How do you know he's still on your side?"

"I don't, but he is weaker than I, and therefore of no consequence."

"Rumor has it that he's tried to kill you."

"Indeed he has.  Private Pistachio, how many assassination attempts have you made upon me?"

"That you know of?  Three."

[bhu]

Awakened Death Tyrant aka Beholder Lich

Awakened Death Tyrant is an Acquired Template that can be applied to any Death Tyrant.  Exactly how a Death Tyrant becomes a Lich and regains it's sentience is unknown.  Their newfound intelligence is higher than normal for members of their species, and it makes them quite formidable.  It also makes them impossible to control by their creator, or the Elder Orbs.  (This is for updating Death Tyrants to their more modern interpretation).

Size and Type: Unchanged.

Hit Dice: Unchanged.

Speed: Flight Speed increases to 20 ft.

Armor Class: Natural AC Bonus increases by +3.

Attacks: Unchanged.

Damage: Unchanged.

Special Attacks: The Base Creature retains it's Eye rays, though they have differing effects as described blow.  It also gains the following:

Eye Rays (Su): The Eye rays change to the following effects:

Withering: The target of this ray must make a Willpower Save or be affected as if by a Ray of Entropy spell (see Spell Compendium).  5 of the Awakened Death Tyrants eye rays are Withering rays.

It retains the Fear, Inflict Moderate Wounds, Flesh to Stone and Finger of Death Rays.

Reanimating Ray: This is a second Inflict Moderate Wounds ray with an additional effect: If the target dies it reanimates as a Ghoul in 1d6 rounds and is under the Death Tyrants control. 

Central Eye (Su): The Death Tyrants central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a Willpower Save (Save DC is Charisma based).  Opponents who fail the Save are Slowed as per the spell.  Additionally, opponents within the central eye's area of effect who fail their Save lose any immunity to ability or energy drain until they leave the area..

Necrotic Gaze (Su): Living creatures within 10 feet of the Death Tyrant must make a Willpower Saving Throw (Save DC is Cha based) or it heals no hit points for the next 24 hours, unless it does so by magic.

Special Qualities: Retains all Special Qualities of the Base Creature except Partial Actions only and Antimagic Cone.  It also gains the following:

Light Vulnerability: Exposing a Death Tyrant to direct sunlight disorients it. It can take only a single move action or attack action and is destroyed utterly in the next round if it cannot escape.

Control Immunity: Awakened Death Tyrants cannot be controlled in the usual manner by the Elder Orbs or the animating necromancer.

Saves: Unchanged (but will have some increases due to changes in Ability scores).

Abilities: +2 Str, +10 Dex, +20 Int, +2 Wis, +10 Cha

Skills: Due to it's newfound Intelligence score the Awakened Death Tyrant now has skills (Racial skills are the same as the Beholders)

Feats: Since it is no longer Mindless the Awakened Death Tyrant now can choose Feats.

Environment: Unchanged.

Organization: Solitary.

Challenge Rating: +2

Treasure: Unchanged.

Alignment: Unchanged.

Advancement: Unchanged.

Level Adjustment: ---


                      Barixis (Death Tyrant/Awakened Death Tyrant)
                      Large Undead
Hit Dice:             11d12 (71 hp)
Initiative:           +5
Speed:                5 ft. (1 square), Fly 20 ft. (Average)
Armor Class:          28 (-1 Size, +5 Dex, +14 Natural), touch 14, flat-footed 23
Base Attack/Grapple:  +5/+10
Attack:               Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Full Attack:          Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Necrotic Gaze
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., +2 Turn Resistance, Undead traits, Light Vulnerability, Control Immunity
Saves:                Fort +5, Ref +8, Will +12
Abilities:            Str 12, Dex 20, Con -, Int 20, Wis 17, Cha 27
Skills:               Hide +15, Knowledge (Arcana, Religion) +19, Listen +19, Search +23, Spellcarft +19, Spot +23, Survival +17, Use Magic Device +22
Feats:                Alertness, Flyby Attack, Great Fortitude, Iron Will, Shot on the Run (B)
Environment:          Any Land or Underground
Organization:         Solitary
Challenge Rating:     15
Treasure:             Standard
Alignment:            Usually Neutral Evil
Advancement:          13-16 HD (Large), 17-33 HD (Huge)
Level Adjustment:     ---



5E DEATH TYRANT, ZOMBIE
Any Beholder can become a Death Tyrant, Zombie.  This is for 5e versions of old school Death Tyrants.

Challenge. Recalculate the Challenge Rating after you apply the template.

Type. Type changes to Undead.

Alignment. Changes to Neutral Evil.

Speed. Reduce Flight speed by -5 feet.

Attributes. Base Creature loses -4 Dexterity, -14 Intelligence.

Damage Immunities. The base creature becomes immune to the following damage types: Poison.

Condition Immunities. The base creature becomes immune to the following conditions:  Poisoned.

Turn Resistance. The Death Tyrant Zombi has advantage on saving throws against any effect that turns undead.

Undead Fortitude. If damage reduces the zombie to 0 hit points, it must make a Constitution saving throw with a DC of 5 + the damage taken, unless the damage is radiant or from a critical hit. On a success, the zombie drops to 1 hit point instead.

Forced Loyalty.  The Death Tyrant Zombie must obey the commands of it's creators, or any Elder Orb.



Awakened Death Tyrant
"So what exactly do you do here?"

"Prevent the elderly from overthrowing the government.  They're mighty big on overthrowing the government."

Evolved From Mindless Drones
"Sounds oddly familiar."

"This, for example, is Barixis.  He started off as one of my undead flesh puppets, but somehow evolved into a state similar to lichdom."

Often Go Mad With Power
"Can't help but notice he's caged in forcewalls.  Why go to that expense?"

"LIVE MY CREATION!!! LLLLIIIIIIIIIIIIIIIVEEEE!  HAHAHAHAHAAHAHAHAAHAA!"

"Oh...reasons."

"Typical Lich behavior, really.

[bhu]

Death Emperor

Death Emperor is an Acquired Template that can be applied to any Beholder with the Awakened Death Tyrant Template.  The Death Emperor is one of Orcus' more successful experiments with undead Beholders.  It is slow and cumbersome, but it lacks the diminished intellectual capacity of the Eye of Death.

Size and Type: Unchanged.

Hit Dice: Unchanged.

Speed: Flight speed lowers to 10 ft.

Armor Class: Natural AC Bonus increases by an additional +2.

Attacks: Unchanged.

Damage: Unchanged.

Special Attacks: The Base Creature retains it's Eye rays, though they have differing effects as described blow. It also gains the following:

Eye Rays (Su): The Eye rays change to the following effects:

The Base creature retains 2 of it's Withering Rays, as well as it's Fear, Finger of Death, Flesh to Stone, and Reanimating Rays. 

Confusing: The target of this ray must make a Willpower Save or be affected as if by a Confusion spell. 2 of the Eye of Despairs eye rays are Confusing rays.

Burning: The target of this ray must make a Reflex Save or be affected as if by an Firebrand spell (see Spell Compendium).

Decaying: The target of this ray must make a Reflex Save or be affected as if by an Vitriolic Sphere spell (see Spell Compendium).

Special Qualities: Unchanged.

Saves: The Death Emperor gains an additional Profane Bonus to all Saving Throws equal to it's Charisma.

Abilities: +2 Wis

Skills: Unchanged, can now speak Abyssal.

Feats: Unchanged.

Environment: The Abyss

Organization: Unchanged.

Challenge Rating: +0

Treasure: Unchanged.

Alignment: Always Chaotic Evil.

Advancement: Unchanged.

Level Adjustment: ---


                     
                      Chelm (Death Tyrant/Awakened Death Tyrant/Death Emperor)
                      Large Undead
Hit Dice:             11d12 (71 hp)
Initiative:           +5
Speed:                5 ft. (1 square), Fly 10 ft. (Average)
Armor Class:          30 (-1 Size, +5 Dex, +16 Natural), touch 14, flat-footed 25
Base Attack/Grapple:  +5/+10
Attack:               Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Full Attack:          Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Necrotic Gaze
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., +2 Turn Resistance, Undead traits, Light Vulnerability, Control Immunity
Saves:                Fort +13, Ref +16, Will +21
Abilities:            Str 12, Dex 20, Con -, Int 20, Wis 19, Cha 27
Skills:               Hide +15, Knowledge (Arcana, Religion) +19, Listen +20, Search +23, Spellcarft +19, Spot +24, Survival +18, Use Magic Device +22
Feats:                Alertness, Flyby Attack, Great Fortitude, Iron Will, Shot on the Run (B)
Environment:          Any Land or Underground
Organization:         Solitary
Challenge Rating:     15
Treasure:             Standard
Alignment:            Always Chaotic Evil
Advancement:          13-16 HD (Large), 17-33 HD (Huge)
Level Adjustment:     ---



Death Emperor
"This one looks positively demonic."

"Funny you should say that.  Chelm started as a Death Tyrant, passed into lichdom, and subsequently became a roving artillery piece for a Demon lord after joining a cult.  Sad, really."

Oh How The Mighty Have Fallen
"Don't Beholders have more in common with Devils?"

"You must be Jim.  I've heard about you.."

Unfortunate Pawns
"I think he's referring to your social policies, not your physical make up."

"ONE DAY!  ONE DAY YOU WILL ALL SUBMIT TO MY DARK LORD!"

"I have to admit, the Devils seem calmer and more...logical."

"Wait, what do  you mean you've heard of me?"

[bhu]

Bloodkiss

Bloodkiss is an Acquired Template that can be applied to a Deathkiss Beholderkin.  They have somehow been exposed to a form of vampirism through their blood drinking habits, and become vampires as well.  That and necromantic experiments are the two leading theories.

Size and Type: Size is unchanged, Type becomes Undead. 

Hit Dice: All current and future Hit Dice become d12's.

Speed: Unchanged.

Armor Class: Natural AC Bonus increases by +6.

Attacks: Unchanged.

Damage: Unchanged.

Special Attacks: The Base Creature retains all Special Attacks (except Electric Aura and Death Shiver) and gains the following:

Blood Drain (Ex): The Save DC is now Charisma based.

Blood Call (Su): once every 1d4 rounds a Bloodkiss may curse an opponent it has drawn blood from as a Standard Action.  The opponent must be within 25 ft., and it must make a Fortitude Save (Save DC s Charisma based) or be Stunned 1 round, and then Slowed the round after.

Death Scream (Su): Once every 1d4 rounds the Bloodkiss can unleash a terrifying unholy scream that affects all living creatures within a 30 ft cone.  Opponents within the area of effect take 12d6 damage and are Dazed 1 round, but can make a successful Willpower Save for half damage and to negate the Daze (Save DC is Charisma based).

Special Qualities: The Base Creature retains all it's Special Qualities except Electric Aura and Death Shiver but gains the following:

Damage Reduction (Ex): A Bloodkiss has damage reduction 10/silver and magic. A Bloodkiss' natural weapons are treated as magic weapons for the purpose of overcoming damage reduction.

Resistances (Ex): A Bloodkiss has resistance to cold 10 and electricity 10.

Turn Resistance (Ex): A Bloodkiss has +4 turn resistance.

Light Vulnerability:  Exposing a Bloodkiss to direct sunlight disorients it. It can take only a single move action or attack action and is destroyed utterly in the next round if it cannot escape.

Saves: Unchanged other than due to Ability Score increases.

Abilities: +6 Str, +4 Dex, +2 Int, +4 Wis, +4 Cha.  Being Undead, it has no Con score.

Skills: Bloodkiss have a +8 racial bonus on Bluff, Hide, Listen, Move Silently, Search, Sense Motive, and Spot checks. Otherwise same as the base creature.

Feats: Bloodkiss  gain Alertness, Combat Reflexes, Dodge, Improved Initiative, and Lightning Reflexes, assuming the base creature meets the prerequisites and doesn’t already have these feats.

Environment: Unchanged.

Organization: Unchanged.

Challenge Rating: +3

Treasure: Standard.

Alignment: Neutral or Chaotic Evil.

Advancement: Unchanged.

Level Adjustment: ---


 Bloodkiss
                      Large Undead
Hit Dice:             12d12 (78 hp)
Initiative:           +8
Speed:                5 ft. (1 square), Fly 30 ft. (Good)
Armor Class:          24 (-1 Size, +4 Dex, +11 Natural), touch 13, flat-footed 20
Base Attack/Grapple:  +9/+19
Attack:               Tentacle +14 melee (1d4+6 plus blood drain)
Full Attack:          11 Tentacle +14 melee (1d4+6 plus blood drain)
Space/Reach:          10 ft./5 ft. (20 feet with Tentacles)
Special Attacks:      Improved Grab, Blood Drain, Energy Drain, Blood Call, Death Scream
Special Qualities:    Flight, Darkvision 60 ft., Undead traits, DR 10/Silver and Magic, Energy Resistance 10 (Cold, Electricity), Turn Resistance, Light Vulnerability
Saves:                Fort +6, Ref +10, Will +13
Abilities:            Str 22, Dex 18, Con -, Int 12, Wis 16, Cha 18
Skills:               Bluff +12, Hide +15, Listen +20, Move Silently +12, Search +20, Sense Motive +11, Spot +20, Survival +12
Feats:                Alertness, Combat Reflexes, Dodge, Great Fortitude, Improved Initiative, Iron Will, Lightning Reflexes, Weapon Focus (Tentacle)
Environment:          Any Land
Organization:         Solitary
Challenge Rating:     14
Treasure:             Standard
Alignment:            Neutral or Chaotic Evil.
Advancement:          13-15 HD (Large), 16-30 (Huge), 31-36 HD (Gargantuan)
Level Adjustment:     ---

mproved Grab (Ex): To use this ability, the Bloodkiss must hit with a tentacle attack.  It can immediately make a Grapple attempt as a Free Action without provking an attack of opportunity.

Blood Drain (Ex): A living creature hit by a Bloodkiss tentacle must make a DC 20 Fortitude check (Save DC is Charisma based). Failure causes the creature to take 1d3 points of temporary Constitution damage and allows the Bloodkiss to recover 1d6 hit points of damage it has suffered, just as if it had the fast healing ability.

Flight (Ex): A Bloodkiss’s body is naturally buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 30 feet. This buoyancy also grants it a permanent feather fall effect with personal range.

Blood Call (Su): once every 1d4 rounds a Bloodkiss may curse an opponent it has drawn blood from as a Standard Action.  The opponent must be within 25 ft., and it must make a DC 20 Fortitude Save (Save DC s Charisma based) or be Stunned 1 round, and then Slowed the round after.

Death Scream (Su): Once every 1d4 rounds the Bloodkiss can unleash a terrifying unholy scream that affects all living creatures within a 30 ft cone.  Opponents within the area of effect take 12d6 damage and are Dazed 1 round, but can make a successful DC 20 Willpower Save for half damage and to negate the Daze (Save DC is Charisma based).



Bloodkiss
"These are Death Kiss Beholderkin we sent out into the astral sea.  They came back as Vampires."

Beholder Vampires
"The Death Kiss were already vampires."

"No, I think they were still living."

"Correct.  These are truly undead."

Even Other Beholders Find Them Creepy
"How do you keep their urges under control?"

"We feed them political prisoners."

"What qualifies one to be a political prisoner?"

"Why, not being a True Beholder of course."

"I require a halfling.   Someone will bring unto me a halfling, or there will be hell to pay."

[bhu]

Evolved Doomsphere

Evolved Doomsphere is an Acquired Template that can be applied to any Doomsphere (i.e. Ghost Beholder) that has taken the Evolved Undead Template at least once.  Elder Doomsphere's undergo certain significant changes that make them paradoxically more, and less, dangerous.

Size and Type: Size and type are unchanged.

Hit Dice: Unchanged.

Speed: Unchanged.

Armor Class: The Base Creature's Deflection Bonus to AC increases by +5.

Attacks: Unchanged.

Damage: Unchanged..

Special Attacks: Retains all Special Qualities of the Base Creature, except as noted below:

Central Eye (Su): The Doomsphere's central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a Willpower Save (Save DC is Charisma based).  Opponents who fail the Save are Panicked as per the Fear spell.  They also take double damage from the Beholder's Killing Thought ray while within it's area of effect.

Eye Rays (Su):  The Doomsphere retains it's chill ray, but the other Eye rays change to the following:

Killling Thought: One of the Beholder's eye rays now inspires suicide.  Opponents struck by it must make a Willpower Save or be affected as if targeted by both an Inflict Light Wounds and Black Karma Curse (see PHB II) spells.

Possession: All other 8 eyes rays become Possession Rays.  Opponents struck by one must make a Willpower Save or be affected by the Doomsphere's Malevolence Ability.

Special Qualities: Retains all Special Qualities of the Base Creature, except Antimagic Eye (which is repplaced with Central Eye above).

Saves: Unchanged.

Abilities: Unchanged.

Skills: Unchanged.

Feats: Unchanged.

Environment: Unchanged.

Organization: Solitary.

Challenge Rating: Unchanged.

Treasure: Unchanged.

Alignment: Unchanged.

Advancement: Unchanged.

Level Adjustment: Unchanged.


                      Orox  (Beholder/Ghost/Evolved Undead x1/Evolved Doomsphere
                      Large Undead (Incorproeal)
Hit Dice:             11d12 (71 hp)
Initiative:           +2
Speed:                Fly 30 ft. (6 squares)
Armor Class:          22 (-1 Size, +2 Dex, +11 Deflection), touch 18, flat-footed 20
Base Attack/Grapple:  +5/-
Attack:               Eye Rays +6 ranged touch and 1 Corrupting Touch +1 melee touch (1d6)
Full Attack:          Eye Rays +6 ranged touch and 1 Corrupting Touch +1 melee touch (1d6)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Corrupting Touch, Malevolence, Frightful Moan, Manifestation, Spell-Like Ability
Special Qualities:    All-Around Vision, 60 ft. Darkvision, Antimagic Cone, Flight, Rejuvenation, +4 Turn Resistance, Fast Healing 3
Saves:                Fort +5, Ref +5, Will +11
Abilities:            Str 10, Dex 14, Con -, Int 17, Wis 15, Cha 21
Skills:               Hide +20, Knowledge (Arcana) +17, Listen +26, Search +29, Spot +30, Survival +2
Feats:                Flyby Attack, Great Fortitude, Improved Initiative, Iron Will, Alertness (B)
Environment:          Any
Organization:         Solitary
Challenge Rating:     16
Treasure:             None
Alignment:            Usually Lawful Evil
Advancement:          12-16 HD (Large), 17-33 HD (Huge)
Level Adjustment:     ---

Spell-Like Abilities (Sp): 1/day: Greater Invisibility





Evolved Doomsphere
"So there really are Beholder Ghosts"

"Yes, and they're quite the nuisance.  Always possessing Humanoids until they get old enough to possess the real thing."

Possessors Who Go On Shenanigan Sprees
"The real thing?"

"Once they get old enough, they can use their eye rays to possess anything.  Some of them use it to be powers behind the throne.  Some of them use it to vacation in the bodies of the living."

Nothing But Trouble
"So that's why you have the Yellow Beholders."

"Hello Jim.  Be a good lad, and push that button over there.  I have such wonderful things to show you."

"You hush now Orox, or we'll take away your Palantir privileges."

"Well that wasn't creepy..."

[bhu]

Eye of Despair
                      Large Aberration
Hit Dice:             8d8+48 (84 hp)
Initiative:           +8
Speed:                5 ft. (1 square), Fly 40 ft. (Average)
Armor Class:          26 (-1 Size, +4 Dex, +13 Natural), touch 13, flat-footed 22
Base Attack/Grapple:  +6/+11
Attack:               Eye Rays +9 Ranged Touch and Bite +1 melee (1d8)
Full Attack:          Eye Rays +9 Ranged Touch and Bite +1 melee (1d8)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., Ripple of Despair
Saves:                Fort +8, Ref +6, Will +10
Abilities:            Str 13, Dex 18, Con 22, Int 17, Wis 15, Cha 15
Skills:               Hide +10, Knowledge (Arcana) +13, Listen +12, Search +14, Spot +14, Survival +12
Feats:                Flyby Attack, Improved Initiative, Iron Will
Environment:          Cold Hills
Organization:         Solitary, Pair or Cluster (3-6)
Challenge Rating:     10
Treasure:             Standard
Alignment:            Usually Chaotic Evil
Advancement:          9-16 HD (Medium), 17-24 HD (Large)
Level Adjustment:     ---

Eyes of Despair are much like the Eyes of Chaos, Beholders warped by the powers of the Abyss.  In this case, Orcus.

Eye Rays (Su): Each of an Eye of Shadows Eye Rays resembles a spell cast by a 10th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 16. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful Willpower Save.

Confusing: The target of this ray must make a Willpower Save or be affected as if by a Confusion spell.  2 of the Eye of Despairs eye rays are Confusing rays.

Weakening: The target of this ray must make a Fortitude Save or be affected as if by an Energy Ebb spell (see Spell Compendium).  2 of the Eye of Despairs eye rays are Weakening rays.

Despair: The target of this ray must make a Willpower Save or be affected as if by a Crushing Despair spell. 3 of the Eye of Despairs eye rays are Despair rays.

Maddening: The target of this ray must make a Willpower Save or be affected as if by a Dominate spell.

Teleporting: The target of this ray must make a Willpower Save or be affected as if by a Trobriand's Baleful Teleport spell (max range is 150 ft, see City of Splendors: Waterdeep).

Central Eye (Su): The Eye of Despairs central eye emits a 150 ft. cone of magical energy that renders opponents within it's area of effect vulnerable if they fail a DC 16 Willpower Save (Save DC is Charisma based).  Opponents who fail the Save lose their Class Abilities that have limited daily uses for 1 round (a new save must be made each round the victim remains within the area of effect).

Ripple of Despair (Su): The Eye of Despair can use this Ability once per day, blindly peppering the area with eye rays before disappearing.  All opponents within 25 ft. of the Eye of Despair are struck by a random eye ray, and the Eye itself may teleport up to 30 ft. as per the Dimension Door spell.  This is a Full Round Action.

Flight (Ex): A Beholders body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range. 

All-Around Vision (Ex): The Beholders eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Combat: Eyes of Despair are used as guards.  They weaken invaders with their eye rays so that their more powerful demonic allies can move in to mop up.



Eye of Despair
"And this is Private Leo.  Private Leo is...special."

Servants of Orcus
"He looks too depressed to move."

"Is he also an Eye of Chaos?"

"We refer to him as the 'Eye of Despair'."

They Hate Life
"What's wrong with him?"

"A Demon Lord claimed he could fix him.  He came back worse."

"What does he do?"

"Sulks mostly."

"Gloom, despair, and agony on me!
Deep, dark depression, excessive misery!
If it weren’t for bad luck, I’d have no luck at all!
Gloom, despair, and agony on me!"

"Oh, and he sings that song.  A lot."

[bhu]

Eye of Death

Eye of Death is an Acquired Template that can be applied to any Death Tyrant with the Awakened Death Tyrant Template.  They are the personal servants of Orcus.  Sadly his 'improvements' have crushed their regained intelligence, but it makes them no less dangerous.

Size and Type: Unchanged.

Hit Dice: Unchanged.

Speed: Unchanged.

Armor Class:  The Eye of Death gains a Profane Bonus to AC equal to it's Wisdom modifier.

Attacks: Unchanged.

Damage: Unchanged.

Special Attacks: The Base Creature retains it's Eye rays, though they have differeing effects as described blow. It also gains the following:

Eye Rays (Su): The Eye rays change to the following effects:

Withering: The target of this ray must make a Willpower Save or be affected as if by a Ray of Entropy spell. 4 of the Awakened Death Tyrants eye rays are Withering rays.

It now has two Flesh to Stone rays, 2 Finger of Death rays,  and 2 Inflict Moderate Wounds rays.

Special Qualities: Unchanged

Saves: Unchanged other than changes made to Ability Scores.

Abilities: -15 Int, +4 Wis, +4 Cha.

Skills: Unchanged, but will need recalculating due to Intelligence penalty.  Can now speak Abyssal.

Feats: Unchanged.

Environment: The Abyss

Organization: Unchanged.

Challenge Rating: +1

Treasure: Unchanged.

Alignment: Always Chaotic Evil.

Advancement: Unchanged.

Level Adjustment: ---


                      Prilox (Death Tyrant/Awakened Death Tyrant/Eye of Death)
                      Large Undead
Hit Dice:             11d12 (71 hp)
Initiative:           +5
Speed:                5 ft. (1 square), Fly 20 ft. (Average)
Armor Class:          33 (-1 Size, +5 Dex, +14 Natural, +5 Profane), touch 19, flat-footed 28
Base Attack/Grapple:  +5/+10
Attack:               Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Full Attack:          Eye Rays +9 ranged touch and 1 Bite +1 melee (2d4+1)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Central Eye, Necrotic Gaze
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., +2 Turn Resistance, Undead traits, Light Vulnerability, Control Immunity
Saves:                Fort +5, Ref +8, Will +14
Abilities:            Str 12, Dex 20, Con -, Int 5, Wis 21, Cha 31
Skills:               Hide +2, Knowledge (Arcana, Religion) -1, Listen +8, Search +2, Spellcarft +0 Spot +12, Survival +6, Use Magic Device +11
Feats:                Alertness, Flyby Attack, Great Fortitude, Iron Will, Shot on the Run (B)
Environment:          The Abyss
Organization:         Solitary
Challenge Rating:     16
Treasure:             Standard
Alignment:            Always Chaotic Evil
Advancement:          13-16 HD (Large), 17-33 HD (Huge)
Level Adjustment:     ---




Eye of Death
"This one looks even worse, if that's possible."

"Prilox joined the cult as well.  He was a bit stronger willed, so they had to crush his mind to ensure his loyalty."

Back To Being Brutes
"Ahem."

"Sigh.  I know you because you've made the local gossip as 'Sarcastic Jim'.  There, can we move on now?"

Cheap Muscle For Orcus
"Oh good, now we're local celebrities.  And not in a good way."

"AREEBOPTIBOO!  AROOTILY BAP BAP!!"

"Let's move along.  We don't want to agitate Prilox."

"Sarcastic Jim...I can live with that."

[bhu]

Voidsphere

Voidsphere is an Acquired Template that can be applied to any Beholder of Huge Size (i.e. at least 17 Hit Dice).  Voidpsheres are Beholders who have traveled to the Far Realms and gotten trapped in one of the endless empty spaces.  They emerge...changed.  Now appearing as huge, swirling masses of multi-colored light with glowing eyespots that randomly wink in and out of existence.  They seem to take great pleasure in studying the anatomy of other species (though the same cannot be said for their subjects).

Size and Type: Voidsphere Beholders change to the Outsider Type with the Extraplanar and Chaotic Subtypes.

Hit Dice: Unchanged.

Speed: Flight speed doubles to 40 ft.

Armor Class: See below.

Attacks: BAB must be recalculated due to Type change.

Damage: Unchanged.

Special Attacks: Retains all Special Attacks of the base creature except as follows:

Void Reality (Su): The Voidsphere's Eye rays ignore Energy Resistance or Immunity.

Eye Rays (Su):  The Voidsphere retains it's Disintegration and Finger of Death rays plus gain the following (Caster Level is equal to (HD+2):

Force: The target of this ray must make a Fortitude Save or be affected as if by a Blast of Force spell (see Spell Compendium).

Prismatic: The target of this ray must make a Save or be affected as if by a Prismatic Ray spell (exact Saving Throw varies, see the Prismatic Ray spell in Spell Compendium).

Madness: The target of this ray must make a Willpower Save or move up to twice it's normal Movement speed and attack one of it's allies gaining a +4 Morale Bonus on Damage rolls.

Vanishing: The target of this ray must make a Willpower Save or be affected as if by an Inflict Serious Wounds spell.  In addition it is removed to the Ethereal Plane until the Beholder's next turn, and is Dazed until the turn after.

Central Eye (Su): Instead of Antimagic the Voidsphere's central eye emits a 150 ft. cone of magical energy that requires opponents within it's area of effect who use a Spell, Psionic Power, Spell-Like Ability, or Supernatural Ability to make a Willpower Save (Save DC is Charisma based) . Opponents who fail the Save are Stunned for 1 round.  It can fire it's eye rays into the area of effect with impunity.  The Save DC of the Voidspheres Eye Rays in this area are increased by +2. 

Special Qualities: Retains all Special Qualities of the base creature except as follows:

True Sight (Su): The Voidsphere permanently gains the benefits of the True Seeing spell (Caster Level equal to HD).

Far Realm Native (Ex): The Voidsphere permanently gains the benefits of the Avoid Planar Effects spell.  The Natural Armor Bonus of the Base Creature becomes a Deflection Bonus instead.

Saves: Saves must be recalculated due to Type change.

Abilities: +10 Str, +4 Dex, +10 Con, +10 Int, +6 Wis, +4 Cha

Skills: Skills must be recalculated due to Type Change.

Feats: Unchanged.

Environment: The Far Realms

Organization: Solitary

Challenge Rating: +3

Treasure: Unchanged

Alignment: Always Chaotic Evil.

Advancement: Unchanged.

Level Adjustment: ---


 Patient 01  (20 HD Beholder/Voidsphere)
                      Huge Outsider (Chaos, Extraplanar)
Hit Dice:             20d8+220 (310 hp)
Initiative:           +7
Speed:                5 ft. (1 square), Fly (40 ft., Good)
Armor Class:          29 (-2 Size, +3 Dex, +18 Deflection), touch 29, flat-footed 26
Base Attack/Grapple:  +15/+32
Attack:               Eye Rays +16 ranged and 1 Bite +17 melee (2d6+13)
Full Attack:          Eye Rays +16 ranged and 1 Bite +17 melee (2d6+13)
Space/Reach:          15 ft./10 ft.
Special Attacks:      Void Reality, Eye Rays, Central Eye
Special Qualities:    True Seeing, Flight, Far Realms Native, All-Around Vision
Saves:                Fort +25, Ref +15, Will +19
Abilities:            Str 28, Dex 16, Con 32, Int 27, Wis 21, Cha 19
Skills:               Hide, Knowledge (Arcana, The Planes), Listen, Search, Spot, Survival
Feats:                Ability Focus (Central Eye), Alertness, Flyby Attack, Great Fortitude, Hover, Improved Initiative, Iron Will
Environment:          The Far Reams
Organization:         Solitary
Challenge Rating:     17
Treasure:             Double Standard
Alignment:            Always Chaotic Evil
Advancement:          21-33 HD (Huge)
Level Adjustment:     ---

Void Reality (Su): The Voidsphere's Eye rays ignore Energy Resistance or Immunity.

Eye Rays (Su):  Each of a Voidsphere's Eye Rays resembles a spell cast by a 22nd level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 24. Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Disintegration: The target must make a Fortitude Save or be affected as if by a Disintegration spell.

Death: The target must make a Fortitude Save or be affected as if by a Finger of Death spell.

Force: The target of this ray must make a Fortitude Save or be affected as if by a Blast of Force spell (see Spell Compendium).

Prismatic: The target of this ray must make a Save or be affected as if by a Prismatic Ray spell (exact Saving Throw varies, see the Prismatic Ray spell in Spell Compendium).

Madness: The target of this ray must make a Willpower Save or move up to twice it's normal Movement speed and attack one of it's allies gaining a +4 Morale Bonus on Damage rolls.

Vanishing: The target of this ray must make a Willpower Save or be affected as if by an Inflict Serious Wounds spell.  In addition it is removed to the Ethereal Plane until the Beholder's next turn, and is Dazed until the turn after.

Central Eye (Su): Instead of Antimagic the Voidsphere's central eye emits a 150 ft. cone of magical energy that requires opponents within it's area of effect who use a Spell, Psionic Power, Spell-Like Ability, or Supernatural Ability to make a DC 26 Willpower Save (Save DC is Charisma based) . Opponents who fail the Save are Stunned for 1 round.  It can fire it's eye rays into the area of effect with impunity.  The Save DC of the Voidspheres Eye Rays in this area are increased by +2. 

True Sight (Su): The Voidsphere permanently gains the benefits of the True Seeing spell (Caster Level equal to HD).

Far Realm Native (Ex): The Voidsphere permanently gains the benefits of the Avoid Planar Effects spell.  The Natural Armor Bonus of the Base Creature becomes a Deflection Bonus instead.

Flight (Ex): A Voidspheres body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range.

All-Around Vision (Ex): The Voidspheres eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.



Voidsphere
"This is Patient 01."

Victims Of The Far Realm
"Creepy.  Are those spots of color eyes?"

"Is this the one who likes to dissect things?"

"Yes.  He seems perfectly content in his prison as long as we offer him a daily sacrifice of something undead or living so he can cut them apart and study their anatomy."

Former Prisoners Of The Empty Spaces
"Has he explained why?"

"No.  We sent him into an 'empty space' in the Far Realm to see if there was a power source we could tap.  He emerged like this, and has only communicated on his own terms since."

"So what happens now?"

"We keep giving him animals and zombies in the hopes he starts to communicate."

"I require something living.  Make sure it screams a lot."

"On the other hand there's a strong argument for putting him down."

[bhu]

 Observer
                      Medium Aberration (Psionic)
Hit Dice:             8d8+24 (60 hp)
Initiative:           +7
Speed:                5 ft. (1 square), Fly 40 ft. (Average)
Armor Class:          31 (+3 Dex, +18 Natural), touch 13, flat-footed 28
Base Attack/Grapple:  +6/+6
Attack:               Bite +9 melee (2d4) plus Eye Rays +9 ranged touch
Full Attack:          3 Bites +9 melee (2d4) plus Eye Rays +9 ranged touch
Space/Reach:          5 ft./5 ft.
Special Attacks:      Eye Rays, Main Eyes, Improved Grab, Blood Drain, Psionics
Special Qualities:    All-Around Vision, True Seeing, Darkvision 60 ft., Flight, SR 22
Saves:                Fort +5, Ref +5, Will +9
Abilities:            Str 10, Dex 16, Con 16, Int 18, Wis 16, Cha 16
Skills:             Hide +4, Knowledge (Arcana, Psionics, The Planes) +14, Listen +6, Psicraft +14, Search +16, Spot +17, Survival +9
Feats:                Flyby Attack, Improved Initiative, Weapon Finesse
Environment:          Mechanus, Acheron, and the Outlands
Organization:         Solitary
Challenge Rating:     11
Treasure:             Standard
Alignment:            Lawful Neutral or Evil
Advancement:          9-12 HD (Medium), 13-24 HD (Large)
Level Adjustment:     ---

Observers are the descendants of a traveling species of Beholder that settled in Mechanus.  They appear as chitinous shells roughly 6 ft. in diameter, with three large eyes spaced evenly around their equator.  Equally spaced around it's lower hemisphere are three retractable mouths, with 6 eyestalks on the upper hemisphere.  For the most part Observers are Neutral, but this doesn't stop them from carving out their own minor fiefdoms.  Much like other Beholders they are loners who can't stand each others company, and usually have servants as companions.

Main Eyes (Su): Each of the 3 main eyes can project a ray out to a range of 120 ft, with a Save DC 0f 17 (Saves are Charisma based).  Each of the main eyes can produce one of the following effects (Caster Level is 10 is used to duplicate a spell):  Bigby's Forceful Hand, Protection from Arrows, Orb of Force (see Spell Compendium).

Eye Rays (Su): Each of a beholder’s ten eye rays resembles a spell cast by a 10th- level caster. Each eye ray has a range of 120 feet and a save DC of 17. The save DC's are Charisma- based. The ten eye rays include:

Fear: This works like the spell, except that it targets one creature.  The target must succeed on a Will save or be affected as though by
the spell.

Finger of Death: The target must succeed on a Fortitude save or be slain as though by the spell. The target takes 3d6+13 points of damage if its saving throw succeeds.

Force Missiles: The target is hit with 2 Force Missiles, as per the spell (see Spell Compendium).

Freezing Sphere: The target must succeed on a Reflex save or be affected as though by the Otiluke's Freezing Sphere spell.

Enervation: The target struck is affected as though by the Enervation spell.  As per the spell there is no Saving Throw.

Domination: The target must succeed on a Willpower save or be affected as though by the Dominate Person spell.

Improved Grab (Ex): To use this ability, an Observer must hit an opponent of up the same size or smaller with its bite attack. It can then attempt to start a grapple as a free action without provoking an attack of opportunity. If it wins the grapple check, it establishes a hold and can try to drain blood the following round.

Blood Drain (Ex): An Observer drains 1d4 Constitution with a successful Grapple Check.

Psionics: Observers may manifest powers as a Psion whose Level is equal to their Hit Dice,  They have access to the Telepathy Discipline.

All-Around Vision (Ex): Beholders are exceptionally alert and circumspect. Their many eyes give them a +4 racial bonus on Spot and Search checks, and they can’t be flanked.

True Seeing (Su): Observer's have a permanent True Seeing ability (Caster Level 10th).

Flight (Ex): A beholder’s body is naturally buoyant. This buoyancy allows it to fly at a speed of 20 feet. This buoyancy also grants it a permanent feather fall effect (as the spell) with personal range.

Combat: Unlike most Beholders, Observers will at least try negotiation.  Though if that fails, their considerable psionic powers can easily be brought to bear.



Observer
"I am (unpronounceable gibberish), Lord of Koziol.  State your name and business."

Diplomatic For Beholders
"You requested us."

"We're from Mutual of Gnomeahaw."

"Your minds have been read.  I know who you are and why you are here."

Spookity Psychic Powers

"Then why did you ask?"

"Jim..."

"You must answer quickly, my telepathy is strong."

"So where do we start?"

"We mostly do flora and fauna..."

"The Examiner will show you to your interviews.  Third hall on the right.  You are dismissed."

"Let's get this over with."

[bhu]

Bystander 
                      Large Aberration
Hit Dice:             15d8+60 (127 hp)
Initiative:           +6
Speed:                5 ft. (1 squares), Fly 30 ft. (Good)
Armor Class:          27 (-1 Size, +2 Dex, +16 Natural), touch 11, flat-footed 25
Base Attack/Grapple:  +11/+20
Attack:               Eye Rays +12 ranged touch (see below) and Bite +10 melee (2d4+5 plus Poison)
Full Attack:          Eye Rays +12 ranged touch (see below) and Bite +10 melee (2d4+5 plus Poison)
Space/Reach:          10 ft./5 ft.
Special Attacks:      Eye Rays, Telekinesis, Poison
Special Qualities:    Darkvision 60 ft., Flight, DR 10/Magic, SR 22
Saves:                Fort +11, Ref +7, Will +14
Abilities:            Str 20, Dex 14, Con 18, Int 15, Wis 17, Cha 17
Skills:               Hide +16, Knowledge (Arcana) +17, Listen +15, Search +15, Spot +15, Survival +15
Feats:                Ability Focus (Poison), Alertness, Flyby Attack, Great Fortitude,  Improved Initiative, Iron Will
Environment:          Cold Mountains
Organization:         Solitary
Challenge Rating:     14
Treasure:             Double Standard
Alignment:            Usually Lawful Evil
Advancement:          16-22 HD (Large), 23-45 HD (Huge)
Level Adjustment:     ---

The Bystander is a rare variant of the Beholder species close to extinction.  It's lack of an antimagic ray hampers it greatly.  It has 10 small eyes centered around a red central eye, and towards the bottom of the sphere beneath this, a fanged mouth ringed with 4 small eyes.  The rest of it's thick, scaly, grey-blue hide is covered with hundreds or small fake eyes that glitter like rubies.  It is unknown how well they get along with other Beholder-kin.

Eye Rays (Su): Each of the ten small eyes can produce a magical ray of light once a round, even when the Gazer is attacking physically or moving at full speed. Unlike other Beholders, the Gazer can bring all it's eyes to bear on a single target.

Each eye's effect resembles a spell cast by a 17th-level sorcerer but follows the rules for a ray (see Aiming a Spell, page 148 in the Player's Handbook). All rays have a range of 150 feet and a save DC of 19 (Save DC is Cha based). 

Sun Bolt: The target takes 2d6 damage (double this if it is vulnerable to daylight, original spell is in the Shining South), and Blinded for 1 round.  A successful Reflex Save negates the Blindness. 

Mass Bolt (Su): As a Full Round Action the Bystander can focus all its eye rays through it's central eye, discharging the energy in a 60 ft. Line.  Opponents in the area take 20d6 damage and are Blinded 1 Minute (successful DC 19 Reflex Save negates the Blindness).  The Bystander may only do this every 1d4 rounds.  Save DC is Cha based.

Telekinesis (Sp): The Bystander may cast Telekinesis at will as a 17th Level Sorcerer.

Poison (Ex): Injury,  DC 23 Fortitude Save (Save DC is Constitution based), Initial and Secondary damage is 1d3 Strength.

Flight(Ex): A Bystander's body is naturally buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 30 feet. This buoyancy also grants it a permanent featherfall effect with personal range.

Combat:  Given that they are the last of their kind, most Bystanders pepper opponents with eye rays while fleeing, reserving their bite for anyone who gets close.



Bystander
"And there's the leader now.  Hello, Stubert."

"I should warn you all, I'm a Gnome Wizard."

Nearly Extinct
"Harlan?"

"You know what that means Stubert."

Not As Flexible As More Modern Beholders
"Do Gnomes have a rep among beholderkin?"

"They do."

"You implying he's got a Sphere of Annihilation in that Bag of Holding?"

"Yup."

"(beep) Gnomes..."

[bhu]

Eternal Tyrant Shell
                      Huge Construct (Extraplanar)
Hit Dice:             18d10+40 (139 hp)
Initiative:           +7
Speed:                5 ft. (1 square), Fly 40 ft. (Average)
Armor Class:          34 (-2 Size, +3 Dex, +23 Natural), touch 11, flat-footed 31
Base Attack/Grapple:  +13/+34
Attack:               Bite +25 melee (2d8+19) and Eye Rays +9 ranged touch
Full Attack:          Bite +25 melee (2d8+19) and Eye Rays +9 ranged touch
Space/Reach:          15 ft./10 ft.
Special Attacks:      Eye Rays, Central Eye
Special Qualities:    Construct traits, DR 10/Adamantine, Darkvision 60 ft., All-Around Vision, Flight, Immunity to Magic, Low-light Vision
Saves:                Fort +8, Ref +9, Will +12
Abilities:            Str 36, Dex 16, Con -, Int 6, Wis 18, Cha 18
Skills:               Disguise +4 (+12 to appear as a statue), Hide +0, Intimidate +8, Listen +10, Search +6, Spot +14
Feats:                Alertness, Flyby Attack, Great Fortitude, Hover, Improved Initiative, Iron Will, Weapon Focus (Bite)
Environment:          Far Realm
Organization:         Solitary
Challenge Rating:     18
Treasure:             None
Alignment:            Usually Lawful Evil
Advancement:          19-36 HD (Huge), 37-54 HD (Gargantuan)
Level Adjustment:     ---

Elder Tyrant Shells are elaborate, modestly intelligent Stone Golems created so the ghosts of Pseudonatural Beholders cdould possess them and still interact with the physical world.  Sadly, they have not the tactical abilities of their masters.

Eye Rays (Su): Each of a Tyrant Shell's Eye Rays resembles a spell cast by a 20th level Caster. Each Eye Ray has a Range of 150 feet, and a Save DC of 23. Unlike normal Beholder eye rays these cause an area burst, also affecting anything within 10 ft. of the primary target.  Save is Charisma Based. The rays follow the rules for spell rays (see Aiming A Spell, page 175 of PHB). The Rays include:

Burning: The target of this ray must make a DC 23 Reflex Save or be affected as if by an Firebrand spell (see Spell Compendium).  The Eternal Tyrant Shell has 2 of these Eyes.

Telekinesis: This eye ray can move objects or creature of up to 325 pounds as though it were a Telekinesis spell unless the target makes a successful DC 23 Willpower Save. The Eternal Tyrant Shell has 2 of these Eyes.

Disintegration:  The target of this ray must make a DC 23 Fortitude Save or be affected as if by a Disintegration spell.  The Eternal Tyrant Shell has 2 of these Eyes.

Acid: The target takes 10d6 Acid damage ((half that if it makes a DC 23 Reflex Save).  The Eternal Tyrant Shell has 2 of these Eyes.

Thunderbolt: The target of this ray must make a DC 23 Fortitude Save or be affected as if by a Greater Shout spell (half the damage is Electricity, half is Sonic). The Eternal Tyrant Shell has 2 of these Eyes.

Central Eye (Su): The Central eye is a Targeting Ray (as per the spell, see Spell Compendium with a range of 100 ft. as cast by a 20th Level Sorcerer.  It may use this ability as a Standard Action, and if the Ray successfully strikes a target then the Tyrant Shell (and any of it's Ally's who can see the ray) a +6 Insight Bonus on attack rolls against that target for 20 rounds.

All-Around Vision (Ex): Beholders are exceptionally alert and circumspect. Their many eyes give them a +4 racial bonus to Spot and Search checks and they can't be flanked.

Flight (Su): A Tyrant Shell's body is magically buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 40 feet. This buoyancy also grants it a permanent featherfall effect with personal range.

Immunity to Magic (Ex):  A Tyrant Shell is immune to any spell or spell-like ability that allows spell resistance. In addition, certain spells and effects function differently against the creature, as noted below.

A transmute rock to mud spell slows a Tyrant Shell (as the slow spell) for 2d6 rounds, with no saving throw, while transmute mud to rock heals all of its lost hit points.

A stone to flesh spell does not actually change the Tyrant Shell’s structure but negates its damage reduction and immunity to magic for 1 full round.

Skills: Gains a +8 Circumstance Bonus to Disguise Checks made to appear as a statue.

Combat: Assuming it's on it's own, the Tyrant Shell blasts the most dangerous looking opponent with it's central eye before opening up the next round.





Eternal Tyrant

Eternal Tyrant is an Acquired Template that can be applied to any Pseudonatural Beholder.  An Eternal Tyrant was a Pseudonatural Beholder which went through magical ceremonies designed to return it as a ghost.

Size and Type: Size is unchanged, Type becomes Undead with the Incorporeal Subtype.  It retains any subtypes.

Hit Dice: All current and future Hit Dice become d12's.

Speed: Unchanged, flight maneuverability changes to Perfect.

Armor Class: Your Natural Armor Bonus to AC becomes a Deflection Bonus instead.

Attacks: A ghost retains all the attacks of the base creature, although those relying on physical contact do not affect creatures that are not ethereal.

Damage: Unchanged.

Special Attacks: A ghost retains all the special attacks of the base creature, although those relying on physical contact do not affect nonethereal creatures.  It also gains the following:

Manifestation (Su):  Every ghost has this ability. A ghost dwells on the Ethereal Plane and, as an ethereal creature, it cannot affect or be affected by anything in the material world. When a ghost manifests, it partly enters the Material Plane and becomes visible but incorporeal on the Material Plane. A manifested ghost can be harmed only by other incorporeal creatures, magic weapons, or spells, with a 50% chance to ignore any damage from a corporeal source. A manifested ghost can pass through solid objects at will, and its own attacks pass through armor. A manifested ghost always moves silently. A manifested ghost can strike with its touch attack or with a ghost touch weapon (see Ghostly Equipment, below). A manifested ghost remains partially on the Ethereal Plane, where is it not incorporeal. A manifested ghost can be attacked by opponents on either the Material Plane or the Ethereal Plane. The ghost’s incorporeality helps protect it from foes on the Material Plane, but not from foes on the Ethereal Plane.

When a spellcasting ghost is not manifested and is on the Ethereal Plane, its spells cannot affect targets on the Material Plane, but they work normally against ethereal targets. When a spellcasting ghost manifests, its spells continue to affect ethereal targets and can affect targets on the Material Plane normally unless the spells rely on touch. A manifested ghost’s touch spells don’t work on nonethereal targets.

A ghost has two home planes, the Material Plane and the Ethereal Plane. It is not considered extraplanar when on either of these planes.

Shell Possession (Su): This is identical to the Malevolence ability (see Ghost in the MM), with the exception that the Eternal Tyrant can only possess a prepared Shell (see above).  When possessing a Shell the Eternal Tyrant can choose which eye rays/central eye powers to use.  Switching out each one is a Swift Action

Eye Rays (Su): The base creature loses the following eye rays: Unraveling, Frost, Petrification, Attraction and Repulsion.  Instead it gains the following eye rays: Terror, Sleep, Death, Thunderbolt and Acid

Fear: This works like the spell, except that it targets one creature.  The target must succeed on a Will save or be affected as though by the spell.

Sleep: The target must make a Willpower Save or be affected as if by a Deep Slumber spell.

Finger of Death The target must succeed on a Fortitude save or be slain as though by the spell. The target takes 3d6+13 points of damage if its saving throw succeeds.

Acid: The target takes 10d6 Acid damage ((half that if it makes a Reflex Save).

Thunderbolt: The target of this ray must make a Fortitude Save or be affected as if by a Greater Shout spell (half the damage is Electricity, half is Sonic).

Central Eye (Su): Your central eyes Antimagic cone is replaced by one of Necromantic energy.  Any target in it's area of effect must make a Willpower Save (Save DC is Cha based) or it can't heal hit points by non-magical means while within the area of effect.

Corrupting Bite (Su): When manifested, the Eternal Tyrants Bite is a melee  touch attack doing 2d6 negative energy damage.

Special Qualities: A ghost has all the special qualities of the base creature as well as those described below:

Rejuvenation (Su): In most cases, it’s difficult to destroy a ghost through simple combat: The "destroyed" spirit will often restore itself in 2d4 days. Even the most powerful spells are usually only temporary solutions. A ghost that would otherwise be destroyed returns to its old haunts with a successful level check (1d20 + ghost’s HD) against DC 16. As a rule, the only way to get rid of a ghost for sure is to determine the reason for its existence and set right whatever prevents it from resting in peace. The exact means varies with each spirit and may require a good deal of research.

Turn Resistance (Ex): A ghost has +4 turn resistance.

Dark Power (Ex): The base creature gains a +2 Resistance Bonus on all Saving Throws.

Saves: Must be recalculated due to bonuses.

Abilities: Same as the base creature, except that the ghost has no Constitution score, and its Charisma score increases by +4.

Skills: Ghosts have a +8 racial bonus on Hide, Listen, Search, and Spot checks.

Feats: Unchanged.

Environment: Far Realm.

Organization: Solitary.

Challenge Rating: +2

Treasure: Unchanged.

Alignment: Unchanged.

Advancement: Unchanged.

Level Adjustment: ---


                      Ralakor (PSeudonatural Beholder/Eternal Tyrant)
                      Huge Undead (Extraplanar, Incorporeal)
Hit Dice:             18d12 (117 hp)
Initiative:           +5
Speed:                40 ft. (8 squares), Perfect
Armor Class:          32 (-2 Size, +1 Dex, +23 Deflection), touch 32, flat-footed 31
Base Attack/Grapple:  +13/+26
Attack:               Eye Rays +12 Ranged Touch and Bite +7 melee touch (2d6 negative energy damage)
Full Attack:          Eye Rays +12 Ranged Touch and Bite +11 melee (2d6+2)
Space/Reach:          15 ft./10 ft.
Special Attacks:       Eye Rays, Central Eye, Manifestation, Shell Possession, Corrupting Bite
Special Qualities:    Flight, All-Around Vision, Darkvision 60 ft., Spell Resistance 33, Immune to Petrification, Rejuvenation, +4 Turn Resistance, Dark Power
Saves:                Fort +19, Ref +9, Will +2
Abilities:            Str 20, Dex 12, Con -, Int 29, Wis 25, Cha 34
Skills:               Bluff +24, Concentration +21, Hide +22, Intimidate +33, Knowledge (Arcana, The Planes, Religion) +30, Listen +36, Search +42, Spellcraft +34, Spot +40, Survival +28, Use Magic Device +26
Feats:                Ability Focus (Central Eye), Alertness, Flyby Attack, Great Fortitude, Hover, Improved Initiative, Iron Will
Environment:          Far Realm
Organization:         Solitary
Challenge Rating:     22
Treasure:             Standard
Alignment:            Any Evil
Advancement:          19-36 HD (Huge), 37-54 HD (Gargantuan)
Level Adjustment:     ---



Eternal Tyrant
"This looks bad."

"That's Ralakor.  Former member of the space force we sent to the Far Realm.  Turned ghost not long after coming back."

The Ultimate Doomsphere
"Turned ghost?"

"We blasted him down when he tried pulling a coup."

Don't Let Them Near Statues
"Why are thos Kobolds building him a statue?"

"That's...a good question really.  I didn't approve that."

"FOOLS!  The Kobolds have completed my ultimate weapon!"

"I don't suppose you two are armed?"

"It goes with the territory.."

later on

"Okay seriously, give us a local zoo or something.  We just helped put down a coup."

"Fiiine."

"There better be birds and such.  No more weirdness."

[bhu]

  Thagar (Spelljammer)
                      Large Aberration
Hit Dice:             11d8+44 (93 hp)
Initiative:           +6
Speed:                5 ft. (1 square), Fly 30 ft. (Good)
Armor Class:          26 (-1 Size, +2 Dex, +15 Natural), touch 11, flat-footed 24
Base Attack/Grapple:  +8/+16
Attack:               6 Bites +12 melee (2d6+4)
Full Attack:          6 Bites +12 melee (2d6+4)
Space/Reach:          10 ft./5 ft. (15 with bites)
Special Attacks:      Full Attack
Special Qualities:    Darkvision 120 ft., Partial Immunity to Magic, SR 24, Removed From Nature, Flight, All-Around Vision, Immune to Cold
Saves:                Fort +7, Ref +5, Will +11
Abilities:            Str 18, Dex 14, Con 18, Int 16, Wis 18, Cha 12
Skills:               Hide +8, Knowledge (Wildspace) +13, Listen +14, Move Silently +12, Search +17, Spot +18, Wildspace Survival +14
Feats:                Flyby Attack, Hover, Improved Initiative, Weapon Focus (Bite)
Environment:          Wildspace
Organization:         Solitary
Challenge Rating:     8
Treasure:             None
Alignment:            Usually Chaotic Neutral
Advancement:          12-16 HD (Large), 17-33 HD (Huge)
Level Adjustment:     ---

The Thagar are balls of flesh and eyes a little over 7 feet in diameter.  Sprouting from this are multiple long necks ending in fanged mouths.  Despite being known as 'Beholder Eaters', the Thagar are fond of most aberrations, and even dragons.  While they can go months, or maybe even years, without food, they gorge when it's available.  Despite their appearance, they are quite intelligent.

Full Attack: The Beholder Eater can make a Full Attack with it's Bites as a Standard Action.  If the Beholder Eater has advanced Hit Dice, it gains an additional Bite attack with every even Hit Die (12th, 14th, etc.).

Partial Immunity to Magic (Ex):  The Beholder Eater is immune to all Mind-Affecting Effects, and any spell or ability that alters it's physical form (petrification, polymorph, disintegration, etc.). 

Removed From Nature (Ex): The Beholder Eater is unaffected by extremes of temperature and pressure, doesn't need to breathe, and can survive in Wildspace with no ill effects.  It can go a number of months equal to it's Con modifier without food or water before it needs to make saves against starvation/dehydration.  If one of it's 'heads' is destroyed, it will regenerate over the courae of a year.

Flight (Ex): A Beholder Eaters body is naturally buoyant granting it a permanent Feather Fall effect as per the spell of the same name with personal range.

All-Around Vision (Ex): The Beholder Eaters eyes give it a +4 racial bonus on Spot and Search checks, and they cannot be flanked.

Combat: The Thagar are ambush predators who prefer to lie in wait, drawing prey into their lairs which are set up to aid the Thagar with traps.



Thagar
"And this is the Thagar."

"RAWR!"

Ambush Predators of Wildspace
"You have a Beholder Eater in a cage?"

"Would you suggest we let it run about free?"

Bottomless Pits of Hunger
"You know they aren't just mindless predators, right?"

"Oh we're very well aware it's pretending."

"Effin' Gnomes..."

"Well spoken Lolxichoatl."

"What does he have against Gnomes?"

"A Tinker Gnome device rendered him insensate, and thusly did we capture him."