ungeons& Dragons’

D Advanced

Monstrou rcana’

| a CL ! Credits

4
Morello
— es aa A
c Designer:
Aaron Allston
——

_ Editing and Additional

Development:
A Sourcebook For the Keith Francis Sicohm
ADVANCED DUNGEONS & DRAGONS? Game
Beholders’ Gallery:
Thomas M. Reid

Creative Director:
Sieve Winter
Gover Hiustrations:
Dana Knutson

Interior Illustrations:
Arnie Swekel
David Martin
Glen Michael Angus
William O'Comnor
Randy Post

Sources:
Foit.ong of th's game we dapied from: Labyrinth of by Morte Cook ix I. hy Fich Baker;
IMoNsTROUS MaNyaL™ , 0 Tim Bezch and Doug Stew |; DMGR4, Menster Mythology, tv Carl Sargent; FR1, Waterdeep and the
North, ty Ed Greenwood; and SJAT, WrpsPace™. by Alla mney.

Cartography:
Roy M. Boholst

Graphic Design:
Greg Kerkman
Shan Ren
Paul Hanchetle

Typegraphy:
Angelika Lokotz

Art Director:
Stephen A. Daniele
 Introduction Chapter

Psychology
Basic Belicls, 36
Beholders: Whal They Are Demenlec Beholders, 37
Arrangement of the Basic Beholder, 4 Relalionships With Other Species, 37
Variations On the Standard Form, 6 Rational Mind and Intu‘tive Mird, 39
Physical Manipulation, 6
Beholder Statistics, & Chapter 7
Ihe ehalder Diel, 6 Beholder Saciety
The Typical Beholder Social Organisation, 40
ay, 7 Art and Fterfainment, 43
Ite Beholder Life-Cycle, 7 Social and Religious Rites, 46
Beholder Diseases,8
Chapter 8
Ask Milord Wizard, 47
Types of Beholders
Statistical Information, 9
True Beholders, 9
Beholder Kin, 11
Beholder Creations
Abominalions, 12
Beholder Armor, 50
Undead Beholders, 14
Binphallkatr (Balldozer), 50
Unrelaied Creatures, 16
Display Shackles 51
Rumared Variations. 17
Lifler, 51
Mauthpicks, 32
hapter 3 Sticky Ceiling,
phicze Mirrors,54
History of the Beholders
Creation Stories, 19 Chapter10
Heretical Opinions, 19
Beholder Archileclure
Bekolders and Lhe
I'he Solitary Beholder 1a
Multiverse, 20
Behe! der-Kin, 20 The City Beholder Lair, 3 J)
Table of Contents

Abominations, 211 The Benolder City, 60

Iw Fragmented God
Theory, 20 Chapter
Other Notes, 20 Campaigning Beholders
Beholders and Their Wansiaking, 63
Chapter 4
Deities Chapteri12
Tae Great Mother, 21 Ready Reference Gui
Gremnic, 23 True Beholders, 68
Warship of These Gods, 23 Behotder-kin,
Abominaiions, 77
Ghapter 5 Undead Beholders, 79
Curelated Creatures, 81
Powers
(ther Combat Notes, 82
The Secrets of Beholder Flight, 24
Unrelaled Creatures, 81
Beholder Bye Powoers—At a Glance, 25
The Beholder Eye: An Overview, 23
Beholder Eye Powers: Specifics, 26
Powers of Beholder-Kin and Abominations, 30 Behaolders’ Gallery, 83
Adventure Hooks, 88

Chapteria
Behalder Fye Powers—A{ a Glance, 9.
Behalder Pin-up, 9% a :
 Kite tiny ener is a basic
Introduction
tenet of military strat
lurers. Que assumes egists and successful
that your interest in this adven-
tome indicates a desir
low sueh proven advi e 1, fol-
ce. Good. Then perh
aps you have a chan
Surviving an encounte ce at
r with a beholder -—one
of the most distincljy
and fearsome creatures ve
ever to roam the plane
s.
The beholder’s alien
nature frightens child
and adult alike,
and stories of its incre
dible power and feroc
ity abound. Jr ap~
Pears in many sives and
farms throughout the
planes, sometimes
in realities so barren
and torturous that huma
ns can only spacy-
late as to its continue
d presence. While its
great intelligence keep
foes at bay, the beholder s
Ss Own tortured Psyche
sometimes makes jt
its own worst enemy.
Armed with (he corre
ct knowledge, even
weakest adventurer the
can turn this to his adva
ntage
Sages and scholars have
spent many centuries
the mysteries of these attempting to inv tigat
fearsome creatures, Desp e
ite the terror they inspi
humans and humanoid re in
s, beholders do pos
58 a degree of civiliza-
tion—however foreign
or alien it may appear.
Beholders build cities
and create art: some of
them even wrestle vith
the questions of exis.
tence. Unfortunately, 4
adventurers deficient
in power run from the
creatures, and heroes
whe POSSESS great powe
r oflen kill them. Neit
{ype Teams about them her
and S50 the human race
fails to profit from the
edge that beholders posse knowl-
ss,
The text that follows
quotes extensively from,
of Many Eyes, tis Habit Oéseroatings On the Spher
s ned Beimaior, [ts Settl e
emenio avi Conietnunity,
Not To Do Win Jr Js And Wat
Preserce written by Rona
ssic of Sigil—Sage,
dent, and Master of Heart Cotrespon-
in the Transcendent Orde
r of the City of Sigil.
thar freely acknowledges The au
his debt 0 Ronassic’s
landmark work, and
dedicate this text to the wishes tn
mis sing sage—
wherever he might he.

Hk Sides of to Fl ks
 (7) Tympanic Membranes. Most behalders do not pos-
sess ears. Instead, they have thick hide coverings that
conceal their auditory mechanism. Beholder hearing is
inferior to that of humans.

Beholder Exterior
(1) Smaller Eyes. These magical eyes are about two
inches in diameter. Fach has its own magical power.
(2) Eyestalks. In most beholder species, the eyestalks are
flexible tentacles about half the body's diameter in
length (usually two to three feet in length). In some
species, however, they are articulated, jointed slalks cov-
ered in inflexible chitin.
(3) Skin, The beholder’s skin is a tough, stony substance
about as durable as metal. When a beholder dies, its skin
gradually hardens {0 the approximate consistency and
density of stone. Certain preservative spells can counter-
act this process. Small, almost invisible air vessels dot
the beholder’s skin; these vessels lead 10 the beholder’s
lung.
{4) Central Eye. This organ is about one-third the diame:
ter of the beholder and possesses powerful anti-magic
abilities. The central eye does have an eyelid, though be-
holders do not typically have to blink.
(5) Nostrils. Nostrils are nol present in all species; many Thieves receive a +15% bonus to their Move
beholders are mouth breathers. Silently rolls when attempting to sneak around a
(6) Mouth. The beholder mouth performs many of the beholder. Unfortunately, the beholder’s range of
same functions as the human mouth, It has a tongue, vision more than makes up for this fact. Thiev
soft upper and lower palates, and upper and lower attempting to Hide in Shadows do so witha -
teeth. A beholder’s bite is dangerous as its leeth are well penally.
designed for ripping, learing, and grinding.
 partments between the two skull layers are filled with a
Beholder Interior
sort of gas that allows the beholder to levitate. The be-
Most beholder internal organs are flat, bladder-like, and holder produces this gas within its body; it is not other-
lined with muscle so they can expand and contract fo wise found in nature.
perform their functions. (9) Brain. The beholder brain resembles the human brain
(8) Skull. Though outwardly it appears to be a simple in size, though it is much broader. Scholars have observed
that the beholder brain becomes ridged with age.
(10) Central Eye in Ocular Orbit.
(11) Diaphragm. Beholders do not have hearts. Instead,
they have oversized diaphragm muscles that perform
the duties of the heart muscle. Rhythmic conlractions of
the diaphragm pump blood through the beholde
body, contral its breathing, and even allow it to give
birth. Intact beholder diaphragms (which are rare) are
usetul components in some wizard spells.
(12) Blood Sac. This is the central depository of blood in
the beholder body. Contraction of the diaphragm pulls
blood into the bload sac; expansion of the diaphragm
pushes it back into the blood vessels.
(13) Air Sac. The beholder has a single lung.
(14) Windpipe. This is a heavy pipe-like structure that
carries oxygen to the beholder’s lung; jt is also houses
the vocal cords.
(15) Tongue. This heavy, muscular mass helps wreslle
living prey into the beholder’s first stomach. Some be-
holder breeds use their tongue as a pointing mechanism;
these breeds do a lot of tongue-waving during conversa-
tion. The beholder longue also unhinges, allowing access
to the veproductive organs during mating and birth.
(16) Reproductive Organs. A beholder is a self-sufficient
organism that possesses both male and female reproduc
tive organs. Most beholders are solitary and are capable
of self-fertilization. This allows the creatures to foster
“true” breeds by preventing any sort of contamination
with flawed beholders. However, some scholars theo-
ize that a few types of beholders actively mate wilh one
sphere, the beholder skull actually consists of two another; those sages cite unconfirmed reports of aberrant
pieces—the skull proper and a hinged jaw. Notice the beholder breeds mating with beholder-kin.
stall gap from the ocular orbit (the depression for the The beholder gives birth to live young—usually three
central eye) ta the main body. lo six al a lime. Newborn beholders can levitate, and
The skull itself docs not consist of bone. Ttis actually a they emerge from their progenifor’s mouth in a flurry of
leathery cartilaginous material formed with two layers— activity. The few surviving human witnesses to these
outer and inner; connective material divides the open births have described them as “appalling.”
area into innumerable small compartments. Its resilience {17) First Stomach. Toad and living prey are pulled into
is one of the reasons beholders are so durable. The com- the first stomach by the beholder’s tongue. This stomach
23
is a large, shallow “bag” with a muscle-valve at either rings and
Average Beholder Statistics
end. The stomach bathes consumed prey in a bath of di wands. Magical
gestive acid. The victim marinates in this stomach for rings must be at Diameter: 5'
about a half an hour. After this time period, the prey least an inch Weight: 600 Ibs
passes into the second stomach. Wholly swallowed ad- and a half inn di- Length of Eyestalks: 3
venturers—usually halflings and gnomes—have been ameter in order Number of Teeth: 56
known to fight their way [ree of Ihe first stomach to fit over a be- Length of Tongue: 3' probrusion,
(18) Second Stomach. Strong acidic juices in this baglike holder's eye- 6' total
chamber finish the process of digestion. stalk. Large
magical items—
including rods and staves—are beyond the stalks
Varia tions On the Standard Form ability to manipulate. A beholder can also carry
books and scrolls with its stalks; however, it cannot
The illustration on pages 4 and 5 shows a beholder open or page through them.
with a specific set of markings, a specific type of eye- Note that while it is possible for a beholder to carry
stalk, and a specific central-eye-to-total-diameter ratio. objects around, actually picking them up in the first
All immediate relatives of this beholder look exactly the place presents a challenge. Litting objects aff the floor
same. They constitute a breed of beholder. Although we can be quile a lrial for a beholder thal has lost the use of
will discuss exactly whal it means io be of the same its telekinesis. The sighl of a frustrated belwlder pushing
breed, it is enough to understand that each of these crea- a child's toy across a rough stone floor with its tongue is
tures believes in the purity of its own breed and secks to almost as pitiful as it is humorous.
destroy any member of a different breed.

The Beholder Diet

Physical Manipulation Beholders are omnivorous and eat just about anything,
Beholders can manipulate physical objects in three The typical beholder must consume about ten pounds of
ways: with their eyestalks, with their tongue, and with food, and drink about two gallons of water per day (on
their ielekinesis. Beholder tongues are long (3' to 4%, thick, the average). However, unlike humans, beholders can eat
heavy organs. Although they are strong, beholder tongues and drink mass quantities and then go for many days
cant pull a victim inlo the beholder 's mouth. Beholder without further consumption. kor example, a beholder
tongues can, hawever, push objects across the floor, conld cat a large fallen foe, constituting some 130 Ibs. of
Beholder eyestalks are similar in length to their tongues, meat and several pints of blood. This obviously exceeds
ave aging about 3' long. A beholder can carry simple ob- its daily nutritional need of 10 Ibs. of food. However, the
jects by wrapping them in its stalks. These stalks also meal does not provide the necessary amout {two gallons)
ernable the beholder 1o use some magical items—such as of Mud; it still needs to get something to drink.

Beholder Foods
If you are having a beholder over Favorite Drinks Least Favorite Foods
for dinner, keep these treats in
Wine. (Note that a beholder has four Hard-boiled eggs
mind; times the mass ol an average man; Grapes, citrus (ruil, and melons,
thus, it takes al leas! four times as Fives.
Favorite Foods much wine to get it drunk. Unfortu- Mountain oysters.
Small live mammals and rodents. nately, most beholders know when Anything batter-fried.
Exotic mushrooms and other someone is attempting to inebriate it), Any shellfish still in the shell.
fungus.
Roast beet, lamb, and pork. Waler (mixed with food coloring) Beholders always appreciale a
Colorful lealy vegelables, leaves, visually stimulating meal; colorful
and flower pelals. Blood (particularly of small live food arrangements are always a
Liver or brain paté mammals and rodents). good idea.
 If indeed the heholder perhaps fortunately),
cats more thar it needs, it %¢ taken directly from there is ne chance of rais-
can store the extra food. say that thereat; “lg ing a baby beholder from
The beholder’s digestive in disise among some] bel holde! 5 birth to live among hu-
system can process these 2 mans; their racial xeno-
“leflovers” al a rale of 20 * phobia and paranoia
Ths. per day. The creature manifests al birth
has no need to eat during foung beholders grow
this digestive process, A (and eat) prodigiously,
healthy beholder can go achieving their full growth
for about three weeks § h within two years. They are
without consuming food born strong enough to
or water before dying take down small prey.
Some time between one
and twa years, beholders
decide that they have no
Beholder Eo further need of protection
Respiration, and leave their parent.
From the time they are
Beholders do a PAA mad soitsmi barn until their first repro-
not sweat; duction, these beholders
rather, they 1:00 jpom. 5 pn. lant” Borovghont™ tay are known among, their
gradually lose i bo
eo whit froliinp own kind as kakinti—a
water through thie =) Aitsids word thal translates
dehydration of roughly as “punks.”
mouth tissues At around thirty years,
and through oth beholders feel the need to
bodily processes, reproduce and—unless
This water loss d
not occur at the sams
onl involved in plans which
would prohibit child rear-
rale as it does lor ing —lend lo do so. Giv-
humanoids. ing birth changes a
Beholders do not beholder’s demeanor;
urinate, but they do these changes are too
leave behind stone- subtle for a human to de-
like droppings. The tecl, but any beholder can
“Ask Milord Wizard read them. From that
chapter discusses th point on, the beholder is
significant aspects of& no longer called kakieart.
these droppings. Rather, beholder society
considers the “parent” a
holval! (“contributor”).
Members of a different
The Beholder breed, however, use the

Life-Cycle title hakvat! {“befouler”).

Beholders remain vigor-
A newborn beholder is about ous for about ninety
one-sixth the diameter of a pears. After ninety years,
fully-grown adult of its breed. Thus, ifa “elder”; other breeds,
beholder is four feet in diameter, it will give att (“old meat”). Beholders
voungabout eightinches in diameter. Beholders hey progress beyond their
strong racial memories and newborn beholders already eir cartilage hardens, and
know how to speak their language. Unfortunately (or “powers begin to fail.Natural death occurs some-
 time between age one hundred and twealy and one hundred and fifly.
Of course, some beholders can make use of pofions of longevity and other life-
extension techniques. There are also some beholders that naturally live far
longer than the usual lifespan; these long lived beholders are called Elder Orbs.

Beholder Diseases
Beholders are subject to illness; however they cannot cateh diseases from
humans, nor can humans contract illnesses from heholders. Some known be-
holder illnesses include:
Spasms (Diohured: The illness most feared by beholders is the spasms—a
degenerative condition that usually sets in during their elder-age period. A be-
holder suffering this condition will occasionally lose mental coherence and
begin levitating in a random direction. uring this period, ifs eye-stalks spasm
in apparent pain, and its eyes attack any creature it comes across—including
same-breed beholders and Hive Mothers. These fits last ten to fifteen minutes.
At initial onset, the beholder sufters these fits perhaps once a moon. Soon the
rate progresses; within a few years, a beholder will suffer these spasms once or
twice every day. Eventually, viclims of this disease will spasm continuously.
Beholders fear this illness because it resulis in a loss of (heir mentality.
Mania (Edorakk): Not much is known about this condition, but from com-
ments overheard by Ronassic of Sigil it appears to infrequently manifest in all
Scholars from the city of sigil have discov- Teholders until their fivst birthing. Some beholders, however, suffer this con-
ered that one of these conditions. cdorakk. i” on well af tial bifeist g.
possesses a behalder suffixhan)
diferent from dition well after theirc [irst
lirs! birthing
the others. Furlber sludy has revealed that During periods of mania, a behalder experiences bewildering mood changes
the aur wer suis indicates an Mines, and an apparent inability to distinguish between itself and other species. Tt
while the -rakk;/-alk su'Tix indisales a iempy N - ji
rary condition (the beholder word for “rai might address an clf in beholder tongue, save the life of an endangered human,
ing” ends with Ihe -auk suffix. for example). or even flirt outrageously with a giraffe. However, the beholder retains its basic
intelligence during the attack; any attempt to trick the beholder into some ac-
tion not in its best interest will probably (on a successful Intelligence check)
snap the beholder out of its current period of mania. Any atlack on a be-
holder will antomatically snap it ont of its manic state. Fits of mania
tend to last from five fo ten minttes; vic-
tims will either torget
about the attack, or
deny it complelely.
Meat-Rot (Malokurr):
Beholders are indiscrimi-
nate caters and often con-
sume species that are
not good for them.
When this hap-
pens, they suffer a
mild poisoning nor-
mally revealed by
the presence of
pustules and blis-
ters on their skins.
However, they evi-
dence no discom-
fort while in this
condition.
Pipes of
o? heaters
The skin surface of a beholder is nor-
Chapter 2
mally mottied or pebbly; sometimes the ped
quite large.

The Standard Beholder

his creature is the most common type of beholder,
Standard beholders are four to six feet in diameter, and
possess one glaring central eve, a mouth full of sharp
teeth, and ten small eyes atop individual eyestalks. 1ike
most of its kin, it levitates and floats ata slow rate of
If you ask ari expert to list the number Of progress,
holder types, he will tell you, “A score ot: morert and if
you addin this aumber aff digtinefivi reeds, there areal
The Beholder Mage
east hundreds XIE FOU{i ask
2 the same question of a be-
So your answer, assuming you live to hear it, will Scholars have Jong thought beholders incapable of
simply be, “One.” learning magic because of their anti-magic central eye.
Lvery beholder thinks that it is the one proper ex- Lhis is not quite true; beholders deprived of all central
ample of its species. Other beholders that resemble it in eve functions can sometimes learn to cast spells known
every significant way—excepting size {within limils}, by wizards. Some beholders who lave lost their central
scars and other battle damage, and a narrow variation in eyc in combal eventually transform themselves in to be-
mannerism—are “correct,” meaning that thoy possess holder mages; other ambitious beholders in need of more
slight flaws, but are still acceptable variations on the one versatile magic actually blind themselves in order te
proper example. learn magic.
Every beholder considers all different beholders as Fhe beholder mage is somewhat smailer than the
flawed, wrong, and deserving of death; their very ap- slandard beholder, and, of course, is blind in its central
pearance mocks and insults Lhe “one proper breed” of eve. Some beholder mages leave their central eve closed;
the beholder species. The human perspective, of course, other mages openly lay the damage or disease that
is very different. Humans do not care whether the be- caused their blindness.
holder before them has three or four faint tan stripes Abeholder mage gradually converts its eyestalks to
along its flank. We only care about what the beholder “spellstatks”; each spellstalk holds one wizard spell. Abe-
can do to us. holder mage can cast a pell from its stalk a number of
limes per day equal io its experience level as a wizard —
compensation for the fact that the creature can only know
True Beholders up to ten spells. The bebolder’s experience level also de
Truc beholders may be of any color, though brown. termines its total number of spellstalks and the maximum
(generally graduating from dark brown on top 0 a level of spells that it can learn {See chart on page 68). Few
slightly lighter brown on bottont) is most common. mages lun all of their evestalks into spellstalks; the ole
Linesis stalk, for instance, is ar too useful to discard.

Statistical Information
Game information or ail of thess croatu-es zppzars :n the "Resdy Refersnce” ch zpter
al the er of this baok
 Beholders look upon the selt-alterations performed by
Beholder Priestesses
beholder mages 5 as “battle damage”; consequently, same
breed beholders do not ostracize their mages. Even There is no formal caste of priests or clerics among the
though beholder communities accept these special mem- beholders. Occasionally, however, members of a be-
bers ag citizens, some individual heholders do pity the holder community will find themselves so pressed by
mages because of their blindness. enemies that they pray to the Great Mother for aid.
Sometimes the Great Mother answers their plea. When
this happens, the goddess elevates a Hive Mother to the
The Hive Mother status of Priestess for the duration of the threat. If the
Also known a “ultimale Lyrants” or “ultimales,” hive communily has no remaining Hive Mothers, the Great
mothers are extremely rare erealures that found and rule Mother elevates a standard beholder. In
communities such a case, this beholder, if it survives
of be- these dangerous times, will mutate
holders. over a period of two years into a Hive
hough Mother.
ellen con- ‘Lhe Beholder Priest-
sidered ess is similar lo a Hive
beholder Mother, but il possesses
kin (sce additional powers: it
below) by hu- can cast spells in the
mans, beholders manner of a priest, though with
accept hive a more limited range of magical
mothers as true abililies; il is more resistant to
members magical attacks; and it is able
of the com- to command undead crea
munity. tures such as skeletons and
Ahive zombies.
mother is Though humanoids have
about twice the applied a human female desig-
size of a normal be nation lo this lype of creature, it
holder. Tt has a full set is no more female than male,
of eyes, but no eye-
stalks; the secondary
eyes ate {lush with the
Elder Orbs
skull. Lough mounds of flesh It appears that certain
protect these eves so that they beholders are born with
arc impossible to sever, great longevity. These be
Hive mothers can directly control holders discover unusual
five to ten (1d6+4) beholders, or five to changes taking place within
twenty (5d4) beholder-kin and beholder-abominations. their minds and bodies after
They are in direct telepathic contact with these con- their 90th year. In addition, in-
trolled creatures. Bi. slead of the usual 120 0 150
Thive mothers were first encountered by a matriarchal year lifespan of the typical
elven society in the distant past. This elven society as- beholder, these creatures
sumed that the creatures were female because they led still enjoy vigorous health after their 200th year!
beholder communities, spawned offspring, and wor- These “old” beholders gain in intelligence and, on the
shipped a deily called I'he Greal Mother. Nalurally, lhe average, are even more brilliant than standard be-
elves named these creatures [live Mothers. Tlowever, the holders. Elder Orbs also become far more social and are
beholders” own name for ive Mother is kawahak kr, even willing to work in cooperative efforts that benefit
which translates more correctly as “spawner-bass.” the aims of all participants. Though they often found
Keron kru have no specific female traits. hives of their vwn, Glder Orbs rarely become part of be-
holder cities. It seems that they do not care to share au-
thority with Hive Mothers.
 Duc to their great age, Elder orbs usually have a num food through tiny, barbed openings on the end of its 10
ber of eyestalks that do nol function. Repeated damage twenty-foot tentacles. The tentacles partially retract
and disease leave the Elder Orb with six to nine working when resting and rusemble standard beholder eye-stolks
eyestalks (Ihe DM should roll 1d4 and subtract the resull when viewed in dim light. A death kiss that hits a target
from the number of working eyesialks, then randomly with one of these lenlacle-mouths drains blood from that
determine which ones have failed). The eyestalks them- victim.
selves can still move, but the eyes atop them are either The death Kiss builds up powerful electrical charges.
gone or simply do not work either as sensory organs or It i= apparently able to use this electricity to power rapid
magical attacks. Elder Orbs also lose ihe ability to regen- healing within its body. Unfortunately, the death Kiss in-
erale lost eyes, though they can heal normal damage at adverlently discharges sweat amounts ot this power
the usual beholder rate. when damaged
Mast importantly, Elder Orbs discover an ability (o The death kiss does have a central eye like ire bes
wield magic. They can learn to cast spells with verbal holders, but this eye only allows the death kiss to see in
only components and can use potions, scrolls, and spell the dark,
books just as wizards do. They can also use any magical
items that are carried instead of worn (they hold these
Eye of the Deep
items wilh their non functioning evesialks).
Llder Orhs lose the ability to bear young though This is a water-dwelling relative of the beholder coy
they can still fertilize other beholders., Therefore, they ered with reddish lobster-Jike chitin, The Eye of the
seek out mates in order to foster true breed beholders. Deep possesses two antennae with eyes on their ends
Elder Orbs mate for long periods of time, bul they usu- and two arms ending in lobster-like claws; these features
ally kill disobedient males and flawed children. replace the usual beholder eyestalks. These creatures use
Elder Orbs are not fond of combat and make ready illusions Lo Jure swimmers and divers into their deadty
use of minions to do their dirty work. They have a par- RUIp.
ticular affinity for death tyrants (described later). Tf
forced into combat, an Elder Orb will utilize the traps
and secrets ot its lair to harry and kill intruders while it
Gauth
makes good ils escape. The gauth is fairly easy Lo distinguish from a true bo-
holder. Tt has the requisite lon tendrils, but four of them
dangle from the bottom of the creature and do nol end in
eves, Tn addition, the gauth possesses a Lough, serrated
Beholder-Kin ridge of flesh that surrounds the central eve; this ridge
Beholder-kin are closely related to beholders. In fact, protects a ring of twelve to fifteen “normal” eyes,
they resemble beholders strongly enough that beholders CGauths are very rare: so far, scholars and adventurers
despise them and attempt to exterminate them—excepl have only encountered a single breed. This breed is of
when prevented from doing so by Lhe presence of rulers larger-thap-average size (5" diameter), with brown skin
such as TTive Mothers. Unlike abominations (below), he. mottled in purple and gray. The gauth can cat meat, hut
holder-kin are a self sustaining species. it primarily fceds on mag c.

Death Kiss Observer

This creature, also called a “bleeder” or “eye of ter- This creature is most commonly encountered on Lhe
ror” is a blood-drinking predator. Tt keeps to dark planes of Acheron, Mechanss, and the Outlands. Tis
places such as ruins and caves and is 90% indistin one of the mast socially adept of Bie beholder family.
guishable from a beholder in dim light. The observer lacks truly evil impulses and often allies il-
The death kiss has no mouth. Rather, it ingests its self with other sentient species.
 The observer is a larger-than-average beholder-kin (6' main in the same area (usually a 100 by 100 yard region)
diameter) with a hard, chitinous skin motlled in shades for the duration of their contemplation.
of pink and purple. It possesses six eve-stalks, three cen- While in this state, spectators will briefly speak to
tral eyes (evenly spaced around their equators), and those who approach. Tt will answer general queslions
three small mouths {one below each central eye). The ob- about its reflections and its purpose. After one tum of
server's mouths are not what they appear to be; each conversation, however, the creature will ask the “intrud-
one is actually a sucker attached to the end of a 5' tenta- ers” to leave. The spectator will gently attempt to drive
cle. The creature normally withdraws these tentacles so off all who do not heed its request. Though not violent
that the sucker rests flush against the body. These by nature, the spectator will aggressively protect its cone
sucker-mouths can extend to attack nearby targets, and, templating area from anyone or anything thal conlinues
like the Death Kiss, they drain blood. to interrupt its ruminations.
The observer, unlike many beholder-kin, is not mali- Leng ago, a wizard of great power discovered a way
cious; however, the highly intelligent creature lacks any to force a spectator into its Contemplating state for a pre-
sort of empaihy. Observers engage in an almost nbsses- determined period of time. This spell, Instruct Spectutor,
sive pursuit of knowledge; they will remorselessly elimi- also defined the area the speclator would inhabit. Its sus-
nate anyone or anything that stands in the way of their ceptibility io the ancient dweomer made the creature a
research. Many observers will use their powerful psionic perfect guardian of valuable treasures; its fearsome, he-
abilities to alter the minds of dangerous creatures; these holder-like aspect would make even the most scasoned
creatures act as slavishly loyal guards that protect the thief think twice. Presently, spectators are the favored
observers’ privacy. guardians of many powerful wizards
ILis possible to suminon a spectator from the plane of
Mechanus through the use of a jmonsicr sunimoning V.
Spectator
spell. A mage must use three or more small beholder
The spectator is actually the most moderate and even- eyes as the material components of the dweomer. There
tempered of all beholder-kin. It as a large central eye is a 10% chance per eye for a successful summoning.
and four eyesialks. Spectators exist in one of two mental
conditions: Freely Think-
ing and Contemplaling.
When Treely Thinking,
the spectator will wander
Abominations
through the planes and Sages believe that abominations are specialty breeds created deliberately
openly communicate with by a Hive Mother to meet certain community needs—including defense of a
any sentient being that ap- hive or city in times of war and extra tire-power during a planned invasion ot
proaches (it will still exer- a well-settled or well-protected terrilory.
cise normal caution while Abominabons are not capable of breeding, so the presence of these crea-
doing so}. This beholder tures usually means that a Hive Mother has taken up residence nearby.
kin rarely acts aggressively
while in a Free Thinking
state. In lacl, Free Think-
ing speclalors will usu-
Director
ally flee any powerful
attacker, These abominations are beholder hive shock Iroaps.
Spectators who are Directors primarily function as cavalry fighters, as they
Contemplating, however, possess a mindhink with specialized riding animals, The
are quite a different story. director itself is extremely large (around 9 in diameter).
These crealures are vigor- Tis central eye, however, is proportionately smaller than
ous philosophers; they that of a true beholder. Directors possess only six eve-
will happily spend up fo stalks atop their bodies and three clawed tentacles fo-
101 years reflecting upon cated on their undersides; the creatures use these
the meaning of existence. tentacles to ride their mounts.
Contemplating spectators
make excellent guardians
of {reasure; they will re-
 Overseers
closely re-
Examiner
semble small, stunted
Fxaminers are trees. Fach has 13 limbs
magical researchers and ending in buds that conceal
sages of the beholder hive; their eyes. One oversized
they otten act as advisors to limb serves as the spine
the Hive Mother. Examiners (or “trunk” of the “tree”;
resemble hairy spheres, and do not three mouths surround
possess a central eye. They have this spine al its midpoint.
four (jointed) eyestalks, four In addilion, overseers
jointed manipulatory limbs, and possess eight vine-like
a mouth on their underside. Lx- tentacles covered with
arniners can use weapons, tools, thorns. The creatures
and magical ilems as well as sland on root-like tenta-
humans can. cles thal allow them to
move very slowly across the
Lensman ground (they cannot levitate).
A symbiotic fungus coats the

Tensmen primarily function as overseer’s “bark.” This fungus

changes color as the overseer
shock troops for the beholder hive and desires; il may appear mollled
are perhaps the teast beholder like of all green, pray, or brown as the sw-
roundings require.
the beholder-kin. In dim light, these crea-
tures resemble cave-dwelling humanoids
Watcher
with a single central eye and huge, gaping
Walchers are the reconnaissance experts of
mouth in the midst ofa hairy humanoid torso. the beholder hive. They are not afflicted with be-
In addition, Lensmen possess arms, legs, and a holder xenophobia or paranoia and are entirely
prehensile tentacle though both sets of limbs self-serving.
3 Watchers are large spheres with three central
end in gripping hands. These fierce fighters usu- eyes arranged equally around their “equators.”
ally carry two-handed polearms-- such as halberds These central eyes are nol lidded and cannot be
closed. Watchers also possess a circle of smaller
into combat.
eyes arranged like a crown above the circle of central
eyes. Another large, unlidded eye sits atop the watchers
summit and stares directly up. The watchers mouth is
Qverseer situated on ils underside; just behind the mouth is a
Overseers serve as oflicers and [oremen in he hive. long, fleshy tentacle with a barbed pad at the end.
Each overseer possesses powers similar to that of a Five Watchers are opportunislic feeders; they eal carrion
Mother and can control the actions of five to ten {1d6+4) and sometimes devour enemies they have slunned with
standard beholders or five to twenty (5d4) beholder-kin. their tails.
Unlike hive mothers, however, overseers can only con- The watchers small eyes have no powers, but each
trol creatures of the same type. Thus, one overseer could large eye has several uses. The eye on top, referred to as
control death kisses or directors, but not a combination the compound eye, has three different powers: message,
of the two beholder types. tongues, and st ion. The three central eyes have two
By calculation, we find that an exceptionally influen powers cach. One eye possesses true seeing and ESP; an-
tial ITive Mother could control up to 20 Overseers, Gach other can use advanced illusion and demi-shadow magic;
of these overseers could, in turn, control up to 20 be- and the third has telekinesis and teleport.
holder-kin for a theoretical maximum of 421 monsters in Watchers can deliver terrific electrical shocks with
one hive. Such a concentration could spell doom for an each blow of their tentacle; these attacks are very likely
entire human kingdom. to stun victims and often prove falal.
 A death tyrant looks much like a beholder with sev-
Undead Beholders cral important differences, Oftentimes, the death tyrants

As though living beholders weren't danger enough, bear horrible gaping wounds encrusted with mold and
other signs of decay. In addition, some of their eyestalks
unlucky advenluiers may also encounter undead be may be missing and others may not move. When not in
holders. Forttnately, none uf the three undead beholder combat, a death tyrant’s eyestalks hang limp. Finally, a
milky film covers their central eyes; occasionally Lh
Iypes retain any
of their intelligence. Most
of these foul film will seep out of the death tyrant’s eye.
creatures are mindless and barely comprehend urders Death tyrants are slower than normal beholders and,
given fo them by their creators. when not following orders, they levitate in place until
they delect movement. These foul creatures smell
Most undead beholders come into existence through
strongly of decay and cannol communicate in any way.
the evil work of mages, beholder mages, elder orbs, or As mentioned before, wizards and priests who create
death tyrants usually imprint the creatures with the
priests. Same of these undead, however, form as a result
means through which they may be controlled. The fol
of magical accidents. All undead behuolders encountered lowing are some of the more common mediums of
so far were once standard beholders; no undead bee controk:
Amulet or Talisman: The creator of a death tyrant
holder-kin or behalder aborsations have vel been ob-
may command it to obey the person wha carries a spe-
served. cific object. This is useful when a wizard wishes one of
his subordinates to take the death tyrant to a certain
place for a specific task. Note that in such a case a coun-
Death Tyrant terfeit object will not s [fice; the death tyrant is bound
When inost people reter to “undead beholders,” they magically Lo the rue object.
wean death Lyrants. Death tyrants are erealed throtigh Codes: The death tyrant must obey anyone who
the use ola magical spell cast upon he badies of slain knows a specifi code-word. This is a poor means of con
beholders. | his spell alsa dutines he mediom through trol as two people may know the word and fight for con-
which the death tyrants receive orders Ga spell. control trol of the death tyrant. In such an event, the death
ling mechanism, or codeword, for example). tyrant will obey the last command it was given by an

Death Tyrants and Degrees of Control

All death Lyrants exist in one of The following states:
Controlled: The death tyrant is currently obeying the orders of a living master.
Instructed: The death tyrant is currently obeying the orders of a master who bas died or who has lost the mechanism
for controlling the death tyrant,
Uncontrolled: The death tyrant is not obeying any instructions. Tt attacks all living beings it detects and continues
fighting until destroyed or contol. The death Tyrant can be commanded by application of the controlling mechanism
defivted at the time of its «creation
Rogue: This death Lyrant usually forms 5a Tes it of a magical accident. Because of this, it receives no ins uctions at
its creation and has no controlling mechanism. Rogie death tyrants behave as if they are uncontrolled and can never be
commanded by any means. including spells desigued specifically Lo control death tyrants.
Contral Deatlt Tyrant Spell: Crealors uf death tyrants usually Tearn the spell used to control them. This is useful
when a wizard comes across an uncontiolled death tyrant.
authorized user. Thus, it may spend an entire (ight Jung-
ing back and forth between controllers.
Death tyrants retain enough intelligence to obey com-
plex commands. However, when they encounter a situa-
Lion that goes outside their orders, they typically try to
destroy any living creature their orders do not specifi-
cally protect,

Doomsphere
This type of undead beholder is the equivalent of a
beholder ghost. A doomsphere is an intangible spirit
possessed wilh an insatiable desire or revenge against
the living.
A doomsphere looks like a glowing, translucent be-
holder. It usually forms when a beholder dies in a magi-
cal explosion. Ihe doomsphere will haunt the area
where it died and will remain unmoving and invisible
until it detects any creature within its area. At thal poinl,
it will shrick, become visible, and attack until the erva-
ture dies.
1f a doomsphere’s hit points fall to 0, it simply dissi-
pates. Unfortunately, the doomsphere will recombine a
day later. The complele destruction of this undead mon-
ster requires the cooperation of a priest; the priest must
cast remove curse and protection front evil, 10 radius after
the dispersal of the doomsphere. These spells prevent
the recombination of the doomsphere’s energy.

Rasharin
Kasharin arc death tyrants that possess a highly con-
tagious rotting discase thus making them the “mum-
mies” of the beholder world. In fact, their contagious
disease is identical in effect to mummy rot
Kasharin usually form when a wizard or priest trans-
forms a nalohury infecled beholder into a death Lyranl
Sometimes, however, death tyrants spontaneously trans-
form into kasharin,
Unrelated Creatures (26 if a successlul saving sion and direct this hardy mount
throw vs. wand is suc ssful) with a telepathy eyestalk
Several other creatures Beholders are immune to Fatrallers nul controlled by a be-
gas spore rhizomes and explosions. holder-mage do absolutely nothing,
glmos: exclusive y in the
Beholders tend to cultivate clusters left to their own devices they
cempary ¢f benuldsrs and of gas spores in the caverns and would stand in place and starve to
beho dar-kin, or are sihesw se tunnels surrounding their homes, death. Patrollers do, however, pos-
and in the gardens of their race sess a mouth deep in their chest de-
associazed wilh them communilies. Ronassic of Sigil re- pression. Beholder mages typically
ports that playful adolescent be- food patrollers, using telekinesis to
holders sometimes conduct flving drop food often cave rodents—
Gas Spore
competitions in gas spore infested into their mouths.
Also known as Lhe “blast spore.” caverns. Patroljers can wield hand weap-
this is a very dangerous sort of fun- For these reasons, many scholars ons. Often, individual beholder
gus often cultivated by behalders. believe that beholders either cre- mages arm heir mounts with
A gas spore is a spherical growth ated the gas spore or selectively deadly weapons.
filled with gas that allows it to float bred an existing spore race until it
three to five feet above the ground. closely resembled beholders,
‘Ihe gas spore possesses a circular
decuralion resembling a beholder’
Crawler:
central eye and rhizome growls
atop it that resemble beholder eye- Director Mount
stalks. Creatures viewing the spore The crawler is the preferred
in dim light are 90 likely to confuse mount of the director beholder-kin.
it with a beholder; this chance 1 his horritying creature looks like a
drops to 30% in bright light monstrous combitation of a cen-
Gas spores Hive only fo repro- tipede, a pillbug, and a spider. It
duce. These fungi float slowly possesses a segmented body 30° or
about until they detect a mammal longer carried on ten or more pairs
of halfling size or larger. The gas of spider-like legs. The crawler also
spores then attempt to bump jute has spider-like eyes and mandibles.
the unlucky mammal and release Directors perch on the creatures’
tiny, invasive rhizme spores that backs just bebind their heads.
pierce its flesh
The victim of such contact is
Patroller:
NOW in serio anger. The power
ful rhizomes will kill the creature
Beholder Mount
within a day and cause new gas Beholder mages, tired of their
spores lo emerge from its body. slow means of travel, created a
Only a cure fs sspell cast within mount from basic trollish stock. The
a day of infec tion can previ nt this result, a patroller, leoks like a hairy,
horrible event. headless troll with an oversized
Any damage inflicted upon a gas torso. The patroller torso has a deep
spore causes iL to explode. Crea- depression instead of ils hest. A
tures within a 20° radius of the ex- beholder mage can setlle settle
plosion suffer 66 points of damage comfortably into the torse depres-

14
 Rumored Variations

There are also unconfirmed repasis of many cther types

of delo'ders and

beholder-kin. What follows is a short list coinpided oy

Ronassic af Sigil:

Astereater: Adventurers traveling the craoi’c outzr planes

have reported
Whe existence of a giant flying-boulder species called
gstereaters The aster-

aer has no eyes and often crusaes its prey before devoanng
tie remzing

16s l=vel of intzlligence is unknown

Evil Eyes: It is said thal sore varian: beholders have diferent

powers in
their aysstatks and central eyes, Sigh profanily greatly
offends mere typica,

betiolders. These deko'ders refer to sush creatures as evil

eyes

Gorbel: This sad sack of the behalde kin races

‘ooks much like a belicider. Howover, ‘ts aye-

stalks possess no spacial anili- Za

ties ard actual'y ond

Ea
in claws. The goroel can leyi- I
“y
ate out, i vificiently aamaged, wili

explode

Orhus: This is a waite, under-

sized beholde:-kin possessirg a

celral eye but no syestziks. I has sim Jur

pewers lo the bshalder mage

History of the Beholders
Creation Stories
Most beholder breeds attribute their creation lo a goddess
they call the Great Mother. Most legends refer to the Great
Mother spawning a single beholder named Kzamnal. True to
beholder form, the physical characteristics ot Kzamnal usually match the
characteristics of the beholder telling the story.
Kzamnal gave birth to the mortal ancestors of the beholder race and in-
- structed them to gather together all knowledge, “thal the mortal creatures
might be like their grandmother, the Great Mother, who knows alt.”
Unfortunately, some of the children of the Great Mother-—known spitefully
as “the traitors” —gave birth to offspring that did not resemble the Great
Mother. The appearance of these abberrations heralded a genocidal war
waged by the “true” behclders. This war continues even lo this day.

Heretical Opinions
Scholars of the beholder-god Gzemaid, the only mortal offspring of Kzam-
nal to become a god, lell a dillerent story. As they see it, clues and hints pieced
together over hundreds of years clearly reveal that ihe Greal Mother is so vast
and complex thal she changes appearance from one moment to the next. These
scholars also suggest thal, unlike other beholders, the Greal Mother lays eggs.
For some unknown reason, each baich of eggs that she lays hatches a different
breed of beholder.
Ln addition, Gzemnid’s scholars believe that the Great Mother contains so
much knowledge thal she cannot, or will nol, communicate with lesser beings.
Rather, she does nothing but cruise endlessly among the darker planes, com-
panioned only by her alien wisdom and incomprehensible visions. Legendary
stories tell of behalders that have witnessed the Great Mother laying egus and
gibbering to herself as she traversed the planes
 Abominations are very specialized creatures spawned
Beholders and the Multiverse in response to a specific hive need. True beholders and
Beholders are found throughout the planes of exis- same breed beholders only tolerate abominations when
tence. Long ago, a true-breed beholder, named under the command of a single hive mother. In fact,
Vikhrispa, lost its sight in battle and eventually be- many legends often “promote” important abominations
came the first beholder mage. Vikhrispa soon devel- to the level of rue beholders.
oped spells that would allow it to move from plane la
plane on its quest for knowledge. Vikhrispa often took
true-breed beholders with it on its travels through the
planes.
The Fragmented God Theory
Eventually, a force of false breed beholders, having Beholders and their relatives are odd by any zoologi-
been badly battered in warfare against the truebreeds, cal standard, as they exist without all the manipulative
captured Vikhrispa and stole its knowledge of planar organs necessary-—hands and limbs being the most no-
travel. Most false breed beholders fled to other planes so table—to the development of a civilized species. More
that they might grow numerous and return to destroy intriguingly, they scem to have compensated for their
the true-breeds. loss through the development of sophisticated magics.
Interestingly, almost all beholder breeds lay claim to Some philosophers and plane-travelers have devel
the ancestral figure Vikhrispa and blame all other breeds oped an odd theory about this phenomenon. These
for killing it. philosophers postulale the existence of a greater gad,
which they call the Fragmented God. According to this
theory, the Great Mother is only a small fraction of this
original Evil Eye, and several other gods correspond to
Beholder-Kin other organs and traits: there are vther eye-gods, an all-
According to beholder legends, beholder-kin are the consuming mouth-god, a god representing all-encom-
descendants of the mythical “traitors” and wish to de- passing reason, and so on.
stroy true breed beholders out of jealousy. However, If these parts can maintain equilibrium --with the
Ronassic of Sigil clearly disagrees with this aspect of be- good eves balanced against the evil ones, for instance—
holder mythology. During his hands-on research into be- then the reunion of all the parts into a Collected God
holder life, the mage witnessed several beholder might enable sages and wizards to learn something
mis-births. In such births, a beholder spawns children about the balance of good and evil, as well as chaos and
not of its breed. These offspring may even possess law.
enough different characteristics to qualify them as be- Tf, however, the evil fragments are more powerful
holder-kin. than all of the Fragmented God's other parts, the reinte-
‘When such births occur, the parent becomes enraged gration of these parts could herald the creation of an un-
and attempts to destroy its offspring. The flawed otf- stoppable evil force.
spring usually flee, or respond with violence. Tlis com-
mon for the parent of a flawed offspring to erase lhe
memory of the birth probably out of a sense of racial
shame.
Other Notes
The occurrence of these births suggests that the be- Mcre nformation on the Great Mother and Gzemnid
holder has a predisposition toward mutation. An incred- can ke teund in the "Deitics” chapter.
ible array of different beholder-kin breeds would exist if
they were not wiped oul as fast as they were born.

Abominations
‘The hive mother’s ability to create abominations—
sterile beholder-like creatures that exist only in hive situ-
ations—mosl likely stems {tom The species”
predisposition towards mutation. Beholder legends,
however, claim that this ability is a gift from the Great
Mother.

20
 Great Mother's mind is totally unlike their own. Some
beholders may have already discovered this fact. Such a
shocking blow to their own deeply held sel{-understand-
ings would become permanent cankers within their intae-
itive minds, sores that slowly chip away at their mental
stability.

Activities of the
Great Mother
Untike its mortal spawn, the Creat Mother is an egg
layer. Tt drifts endlessly on its mysterious journey, stop-
ping only to lay eggs or briefly return to its home planc.
Most of the Great Mother's eggs hatch into hive mothers
of various breeds.
Scholars do nol know what factors determing the
po breed of these eggs, though some believe that the Great
Most of wid known abont the beholder gods Mother ‘s diet greatly influences this process. The Great
comes from the journals and writings of those scholars Mother often encounters powerful beings in its wander
who actually lived in beholder communities. Some ad- ings throughout the planes. Legends say that the Great
venturers claim to have encountered avatars of these Mother usually consumes these powerful creatures,
deities, though the very fact that these adventurers still ‘These “unions” doubiless account for some of the more
live seems to invalidate their claim. unusual sorts of beholder kin and abominations.
The Great Mother does not have much contact with its
descendants and seldom listens to their prayers. Some-
times, however, members of a large city will pray to the
The Great Mother Great Mother when they are in grave danger. Occasion-
All beholders and beholder-kin revere the Great ally, the Great Mother will bend iis ear Lo these suppli-
Mother as the creator of the beholder race. In realily, the cants and tum the city’s oldest hive mothers into
Great Mother is an enormous beholder thai drifts almost priestesses (see pg. 10, Types of Beholders) until the danger
continuously throughout the planes of existence—partic- has passed. Tven morc rarcly, the Great Mother will send
ularly the lower planes. Unlike beholders, however, the down its avatar to avenge the death of one or more be-
Creat Mother is totally devoid of any logic. It is a crea- holders. Mostly, however, this deity ignores its followers.
ture of chaos, ruled by instinct and randomness. Thus,
the Great Mother does not exhibit any division between
The Great Mother's Home
its rational and intuitive mind like mortal beholders.
Beholders believe that their Great Mother possesses Little is known about the Great Mother's abyssal lair.
all of the knowledge contained in the multiverse. If this Sages do know, however, that when it returns to its lair,
is the case, however, the Great Mother does not appear the Great Mother will lay many eggs. Then, ils most
capable of passing this knowledge on to her followers; powerful followers, the elder orbs, distribule these egus
the powerful creature constantly gibbers in a prolo- throughout the planes. They usually choose worlds an
language indecipherable by any mortal being. those planes not yet adequately represented by the be-
It would greatly distress beholders to learn that the holder race.
 store what knowlege if gives them. ‘Lhe intuilive
Statistics mind lets the rational mind remember the avatar
‘The Greal Mother is chaotic evil, though its worship- as having their markings.
pers may be of any non-good alignment. [ts areas of con- Special Defenses: The avatar can only be hit
trol include magic, fertility, and tyranny. The Great with magical weapons; blunt magical weapons
Mother's symbol is an egg with a central eye. only inflict half damage.
When the Great Mother incarnates an avalay, it ap- Spells: The avalar can cast spells as an 18th
pears as a huge (18 Ft. diameter) beholder encrusted level Wizard and an 181h level Priest. Tl can cast
with a hin layer of debris—including stones, precious spells from all wizard schools and from the fol-
gems, weapons, and intact skeletons. The Great lowing priestly spheres: all, astral, combat, div-
Mother's avatar possesses the following characteristics: ination, necromantic (reversed), numbers,
protection, thought, time, healing (reversed),
Great {Beholder} Mother Avatar (1): AC sun (reversed), and summoning
#2; MV F153; HD 20; hp 160; THACD 5; #AT Eye Powers: Central—anti-imagic ray (280-vard
1; Dmg 4d6 (bile); $4 Magic; SD Magic; ME range, 90-degree are before bel holde 3 no magic
80%; SZ 11 (18 diameter); MT. Fearless (21); Int functionsin that area); 1st—-chariir i (as
Godlike (21); AL CE; XP 42,000. spell); 2nd—charm ii or (as spell); 3rd—sleep
Notes: Special Attacks: Can swallow any (as spell); dth— is (2,000 Ib. weight);
creature whale below L size onan attack roll of Sth—fleshi to slone (as speli, 30-yard range); 6th—
19 or 20; damage lo swallowed creature is 6d6 disintegrale ( yard range); th—jar (as spell);
per round; the creatures” internal AC is 2; a to- Sth—slotw (as spell); Sth—cax rious wounds
hil roll of 19 or 20 on the part
of the swallowed (100-yard range); 10th— death ray (as death spell,
victim will allow him to escape. In addition to 100-yard range). All saving throws vs. eye pow
eye powers, the avatar can use any one of the ers are at —4 in addition to any other listed
following etfects once per round: fear, chill (1d8 penalties.
damage per round), hopelessitess (as symbol), or
repitlsioin. Fighting the Greal Mother Avatar
lis presence enraplures beholders and be- As with mortal beholders, the avatar has different
holder kin; their intuitive minds take over to armor classes on different parts of her body:
 Roll Location AC
Statistics
01-85 Body -5
86-90 Cenlral Eye 2 Gzemnid is chaotic evil and its worshippers tend to
9163 Fyostalk 3 be lawlul evil or chaatic evil. Its areas of control include
96-00 One Smaller Bye 2 gases and fogs, obscurement, and deception. Gzemnid's
symbol is a bronze rod held in beholder lenlactes.
Its eyestalks each have 25 hit points; these stalk hit Gzemnid's avatar appears as an oversized, sky-blue
points do not count against its hit point total. Lhe beholder. In addition to a beholder’s normal compliment
avatar’s central eye can withstand up to 60 hit points of of eyestalks, Gzemnid’s avatar possesses a crownlike cir-
damage before it is permanently destroyed. This damage cle of 2 fool lenlacles atop its head. It may use wands
does count against the avatars hit point total. and rods in these lenlacles.

Gzemnid Avatar (1): AC-4/- 2/3; MV Fl 6;

HD 14; hp 112; THACO 7; #AT 1; Dmg 3d4 (bite);
Gzemnid SA Magic (see below); SLY Magic (see below);
Cremmnid was a hatchling, from Kzammal's first brood MR 25%; 5Z L (8' diameter); ML Champion (16);
and was born on the Great Mother's home plane. Tt Int Supra-genius (20); AL CE; XP 34,000
watched the rise of the beholder race almost from the Notes: Special Weapons: This avalar carries a
very start. rod of beguiling in the tentacles atop its head
Unlike the Great Mother, Gzemnid possesses cohier- Special Attacks: Gzemnid's avatar can use all
ent, if chaotic, thinking patterns. During the course of its Elemental (air) spells once each per day as if it
long life, Gzemnid became the first beholder mage and were an 15lh-level spellcaster. lt can also use
the first elder orb. Tts knowledge of the universe became each of the following spell-like powers once per
so vast, that it transformed itself into a god. day: distance distortion, guards and wards. hotluci-
natory terrain, phase door, screen, shadoze door, va.
cancy, and
Activities of Czemnid
Special Defenses: This avatar is immune to all
Gremnid is quile possibly the beholder deity mos! ac- Flemental {air} spells
tive in the lives of its followers. Tn fact, it is quite pos- Eye Powers: Central—anti-magic ray (200-yarcd
sible that an exemplary follower will receive a visit from range, 90-degrec are before beholder; no magic
Gzemnid's avatar. functions in that arca); 1st—charm person {as spell);
As a mortal beholder, Geemnid specialized in elemen- nd—churm monster (as spell); Srd—sleep (as spell);
tal magics and tactics of escape; it encourages these prac- Ath— telekinesis (1,000 Ib, weight); Sth—flesh io
tices in its followers. Gzenwid also encourages the stone (as spell, SU-vard range); bth—disintegrate
assumption of power through the acquisition of knowl (30-yard range); 7th—fear (as spell); 8th—slow (as
edge. Indeed, many scholars believe that it originated spell); 9th—canse serious wounds (as spell, 50-yard
that branch of beholder philosophy. range); 10th—death ray (as death spell, 60-yard
Gzemnid spends a good deal of its time spying on range). The spell effects of these powers ate cast as
mortal wizards who probe at the very meaning and ma- if Gzemnid were an 18th-level spellcaster.
chinery of existence. When Lhese wizards make some
great discovery, Gzemnid sends its avatar to take, or ne-
gotiate for, that discovery. Amazingly, Gzemnid recog-
nizes that a wizard who makes one important discovery
Worship of These Gods
may make another. Thus, it always prefers to steal the Though religious rituals and celebrations are largely
knowledge without harming the wizard. it will, how- absent from beholder life, these creatures possess a
ever, use violence as a last resort. strong faith in their gods. Almost every breed of stan-
Gremnid gets along well with Kzamnal and the Great dard beholder worships the great mother. Beholder-kin
Mother. In fact, the Great Mother will recognize Grem- and abominations also revere it.
nid and make approving noises when they encounter Worship of Gzemnid is found among most beholder
each other. Gzemnid, in turn, respects the Great Mother breeds. In addition, scholars report that some humans
as a force of nalure bul recognizes that, as a rational and demihumans have begun to worship Gzemnid.
creature, it has almost nothing in common with the These “converts” are usually of races whose scholars
greatest of beholder deities. have received a visil [rom Gzemnid’s avatar.
The Secrets of Beholder Flight
Scholars and adventurers have long thought that beholder levitation is a
magical process, Ronassic’s investigations, however, revealed that beholder
levitation does not stem from any magical source. This assumption has cost
the lives of inany adventurers who believed they could ground beholders
with anti-magic fields.
In actuality, the body of the beholder produces a gas called ifusiim. This
liphter-than-air pas is held within several small chambers of {he behalder’s
cartilaginous shell. Through regulation of this gas, the beholder causes itself to
float: if the creature lowers its levels of tinsium, it will descend; if the behalder
increases its Husium levels, it will rise. In addition, a delicate balance of gas al
lows the creature to float a few feet above the ground. Though aware of the
scientific facts behind ils levitation, the beholder does not need to think about
producing its gas when maneuvering; the whole process is largely autonomic.
Small air vessels within the beholder 's skin connect to the creature's single
powerful lung. The expulsion of air through certain vessels causes the be-
holder to burn in piace, tilt, rotate, and move in any direction. In short, the be-
holder, with its great mass, is using what are essentially tiny air thrusters.
This accounts [or (he creature’s slow rate of movement.
Damage lo a beholder is nol likely lo release all ils Hiusium gas at
once. The gas collects in various individual compartments so that only
a small amount of Hisium escapes when the beholder suffers a picre:
ing hit
Most of the tiusium collects in the top of the beholder’s
“skull,” causing the creature (o float upright. However, the
beholder can use its air-venls (o tilt in any direction,
even upside-down. Floating upside
down, howev r, requires an offort on
the creature's part that will fatigue it
after 3d6 minutes. Beholders only
use this manuever when ab-
solutely necessary. A reverse
gravity spell will cause a
beholder to slowly turn
upside-down; this will
not inconvenience the
beholder in any way.

An elven mage discovers thal

a beholder’s levitation fs
nommagical.
Beholder Eye Powers—At a Glance
Consult the chart on pages 92-93 to discover the vari-
ous eye powers of each specific breed of beholder.

The Beholder Eye: An Overview

Each of the beholder’s eyes is a sensory organ that al-
lows the beholder to see its environment. In addition,
each eye acts as a liny generator of magical energy. Me-
chanically, they function much like human eyes: dilation
of the pupil controls the amount of light entering the
eye; the cormea and lens focus the light upon the retina
further back, and the retina transmits the image through
the optic nerve to the brain, where it is interpreted.

The Eye As Sensory Organ

The beholder central eye is so large that it can per-
ceive incredible levels of detail. This is one trait that al-
lows the beholder to spot the tiny differences between (Central Tye) ——gm
beholder breeds. The lens of the beholder ’s cenlral eye,
hawever, is not much deeper han the lens of a human dard Ar of Beh 1d Lyestalks
eye. Because of this, the beholder does not possess tele- (plan view)
scopic sight. In fact, the creature can only see about as Eye Attackers
are all within:
far as a human being. 1: Charm Person are are:
2; Charm Mosler
Sleep re
4: Telckinesis additional eves an be
The Eye As Magical Weapon 5 flesh ta Stone used, they are the eyes
6: Disinlegrale closestto he best
Unlike the human eye, the beholder eye sends and re- 7: Tear

ceives various forms of energy. In this case, the energy is 8 Slow

9: Cruse Serious Words
magical in nature. The beholder 's vitreous humour {the 10: Death 380 Arc: All eyes may altack.
fluid making up the bulk of the eye's contents) contains Astacker Overhead: 47 smaller
eyes may attacks central
a high magical charge. When (he beholder wishes to ve may not
make an attack wilh its eve, the brain sends an impulse
back alomg the optic nerve. This impulse tells the eye to
release a portion of its magical energy out through the called a sphere mirror, can successfully reflect an attack
pupil. In many cases, the pupil contracts to define the made by a beholder. Turn to Chapter 9 for more informa-
shape of the beam emission, while the lens allers shape Lion on this and other magical ilemns related lo beholders.
to focus the emission. Simple eye movements aim the ai-
lack.
Temporary Blindness
Beholder eye beams are normally visible to the
human eye. Attacks from the smaller eyes produce a The beholder’s eye powers are not wholly dependant
small amount of light. Attacks trom the beholder’s cen- on vision. In other words, if a beholder is temporarily
tral eye, however, are easily detectable in daylight. blinded in one eye it still has access to that eye power.
Abeholder’s control over ils eye atlacks is not perfect; Partially blinded beholders may use an undamaged eve
the beholder can never be sure that ils attack will hit its stalk to target an opponent located within the vector of a
target with pinpoint accuracy. Often, the beholder will blinded eye. The beholder may then use the power from
need to make tiny adjustments to its aim in order to hit a the blinded eye to attack its opponent with a -1 penalty.
target. If a beholder suffers temporary blindness in all of its
The magical nature of a beholder’s eye attack makes it eyes, it can still attack opponents. [hese attacks occur
difficult to reflect. Only a specially enchanted glass, with a —4 penalty, as the beholder fives randomly.
ro
 :

Beholder Eye Powers: Specifics ceases to function, and weizard-locked doors that
spring open to release captured monsters.
Hive beholders, city beholders and exile be-
What follows is a detailed d'scussicn af beholder holders often have access to magical craftsmen who
know the wall of bluckstone spell. Such craftsmen are
sye pewars co led frem he rzsearch notebooks of usually beholder mages, though an exile beholder
might employ a human or demihmman wizard familiar
lionassic af Sigi It is inerestirg to nate that with this spell. Wall of blackstone—tully described later
this chapter—creates quantities of construction quality
heho ders are immune to many o° thair own eye stone that vanish under an aiti-inagic ray (or similar
spell) but reappear when that ray ends. The use of
powers. The delzils of ibis mmunity arc discussed blacksione porlal caps in combination with the anti-
magic ray allows a beholder to travel with ease through
Lnder the appropriate powers its home while simultaneously denying prisoners and
intruders an easy passage.
The beholder anti-migic ray affects eyestalk powers.
Beholders in combat with other beholders often snap
Central Eye: anti-magic ray on their anti-magic rays in order lo deny their enemies
In addition to functioning as a formidable combat the use of any eyeslalk powers. However, this
weapon, the beholder’s anti magicray is an enormous manuever denies the wielder the use of its other eye
convenience to the creature in its home. Beholders are stalk powers aimed at a target within its anti-magic ef-
able to close their eyes and even contract the skin fect. This is one reason why duels between single
around their central eyes (i.e., squint} the way humans beholders often turn into ferocious biting matches.
do, This allows the beholder to narrow its anti-magic
ray down Lo a fraction of its maximum combal size
1st Eye: charm person
Thus, lhe creatures can accomplish tasks that require
more subtle applications of their anti- magic ray. Beholders often use this power on solitary humans
A solitary beholder will often seek out magical traps or humanoids. This power allows the beholder to en-
and devices that cease to function within the area of its gage in a few minutes of easy interrogation. Usually,
anti-magic ray. This allows the creature complele (ree- the beholder learns many useful facts and secrels
dom in a lair fall of deadly traps. through the application of this power.
For example, most beholders cannot magically cause Tn addition to its uses as a research tool, a beholder’s
a hundred tons of stone to drop on the heads of invad- charm person ability is a powerful weapon; it is quite
ing enemies. However, if a beholder can gain pos: cs simple to convince a charmed person to put aside his
sion of extremely strong support beams that cease to weapons and sil down for a nice “chat.” Once the hap-
exist in an gnti-mugic ray—such as blackstore beams (de- less victim lays down his arms, he becomes easy prey
lailed laler)—il can install these beams below the maxi- for the beholder.
mum height of a cavern vault and laboriously pile a Exiled beholders—those who no longer live with
hundred tons of stone atop them. Tater, should enemies members of their own breed--often use this power to
invade its cavern, the beholder merely needs to turn its acquire their first few human minions. Such beholders
central eye on those beams. Within seconds, tons of do not typically kill the creatures they have charmed
stone will [all on the invaders. Rather, they put them lo work in their lairs.
Over a span ol years, a solitary beholder can accu- Beholders are immune (0 Lhe charm person power of
mulate a variety of magical raps and devices. These in- other beholders and beholder-kin
clude porleullises that drop when heir magic is turned
off, boxes that release deadly gas when their magic
 oy HE
2nd Eye: charm monster Min lit
Co .
This power [unctions identically lo the be-
: \ lite
holder's Fane persion ability. Beholders often
use this power to “enlist” guardians for their
lair, Beholders arc immune to the charm moci-
ster powers of other beholders and beholder-
kin.

3rd Eye: sleep

Beholders often travel in arcas where the native
populations fear and loathe them, In these cases, it
is easier on the beholders it their passage goes un-
marked. Often, they will use their sleep power Lo neu-
tralize potential witnesses wilhout harming them.
Beholders are immune to the sleep powers
of other beholders and beholder-kin, with
one important exception: they are not im-
mune to the sleep powers of their own an-
cestors. This fact suggests that ancient
beholders originally used this power
as a means of controlling their rac-
tious offspring.

4th Eye:
telekinesis
This power is perhaps the
mast crucial of all the be-
holder's abilities, as tote
Kinesis acts as a beholder’s
hands. The creatures use this
power to manipulate objects,
build, fight, compete, and
generally interact with the
world around them.
A Beholder’s control over
its own telekinesis is legendary.
Some beholders are capable of
delicacy and iniricacy on a par
with the hands of a master crafts-
man, though a beholder can
only manipulate one object at
a time
Beholders ofien use this
power in combal lo v Limpor- Kdrelty's energy shield falls
tant magical ebjects—such as weapons, wands, and scrolls—-from opponents. senzath the farce of a hetolder's
In addition, the creatures use their telekinesis to push or lift gas spores or other antemagic say.
protective barriers without damaging them.
Unconfirmed reports suggest that some beholder abominations specialize
only in lelekinesis. These creatures possess ten telekinetic eyestalks and hold
an important position in many beholder cities.
 Lun ene victim at a time
5th Eye: hack to its living state in
flesh to stone order to devour it. It does
In addition to its rather not matter to the beholder
obvious combat applica- whether or not the victim
tions, this power possesses a survives the shock of return-
number of other uses. Per- ing to flesh; after all, fresh
haps the mest important of meat is always delicious.
these uses is artistic in na- Beholders are im-
ture. Beholders consider mune to the flesh to
themselves to be very artis- stone gaze of other be-
tic and prefer to work their holders and beholder-kin.
rnasterpieces in stone. In However, beholders are not
fact, sculpture is the number immune to the wizard spell
one art form in beholder so- flesh to stone. Thus, a be-
ciety. These creatures will holder turned. to stone by an
often chart victims and per- adventurer can not be re-
suade them to stand in artful turned to normal by another
poses. The beholders will beholder.
then balhe these victims
with flesh to stone rays.
6th Eve:
Individual beholders pos-
sess distinctive artistic disintegrate
styles. Some prefer to catch This power serves two
vietims with a comical look important noncombat pur-
of dismay on their faces, poses. First, it allows be-
while others prefer a more holders to create new
heroic style that features tunnels in subterranean
stone figures kneeling and homes. Second, beholders
begging for mercy. Still use this ability to assist in
others like lo create dio- their sculpting. As with he
ramic walls of victims, They anti-magic ray, beholders
use their telekinesis powers can squint and otherwise
to shove a victim up against focus the effect of the disinte-
a wall and then use flesh to grate ray. This allows the
slone to freeze him Lhere for- creatures lo bore tunnels
ever. The next victim is that can only accomodate
forced to hold onto the first beings of their exact size
before being turned ta stone, and shape.
and so on. Gventually, an en- Their control over this
tire wall forms from the in- power is impressive, and
terlocked figures. they often use it to shape
The flesh lo stone power is stone. After the beholder
reversible, and many be shapes Lhe stone, it will tele-
halders use it to build up a kinetically use tools to add
larder. A beholder whe is not fine detail and finishing
hungry may turn its petrify- touches to the sculpture.
ing gaze on a small creature Beholders are nol immune
and carry the stone victim to their own disintegrate
back to its larder. At some fu- power.
ture time, the beholder will
7th Eye: fear
Beholders are immune to the fear power of other be-
holders and beholder-kin. Like seep, however, beholders
are subject to the fear attacks wielded by their own an-
cestors. Once again, this suggests that ancient beholders
once used this ability to dominate their offspring,

8th Eye: slow

Just as with fear and sleep, beholders are im-
mune to this power when wielded by other
beholders and beholder-kin, except their
own ancestors.

Oth Eve: cause

serious wounds
This is a purely offensive ability
used to inflict great damage to a be-
holders opponent. Beholders are
not immune to this attack; it is one
of their chief weapons when fighting
each other.

10th Eye: death ray

This gaze attack is also purely
offensive in nature. Unlike cause
serious wands, however, be-
holders are immune to this
power when wiclded by other
beholders and beholder-kin,

29
 Although very similar to other beholdersin many
ways, abominations possess their own special abilities.
The following section contains information on the abili-
ties of each particular abomination type.

Eve of the Deep

Perhaps the most important eye power of this abomi-
nation is its ability to emit light. In addition to its combat
effects, this ability is the eye of the deep’s principal
means of communication. Scholars theorize that these
abominations possess a highly developed code consist-
ing of fight pulses; these pulses allow hem to communi-
cale over great dislances, especially when the creatures
i I] lig
rise to the surface of the water.
Tn battle, nothing is more useful to eyes of the deep
than their ability to create iffusior. This power allows
them to convince their enemies thal reinforcements are
arriving. | hey also use this power to entertain one an-
other by creating visual Lheatrical productions. Some
sages even speculate That eyes of the deep use their create
illusion ability to instruct their young,
Eyes ot the deep primarily hunt food using their held Spectators principally feed themselves during their
oe and fold monster abilities. long decades of contemplation through the judicious use
of their creafe food and water abilities, Occasionally, a
Gauth speclalor may use this ability to create food for a rather
interesting, or knowledgable, visitor.
It appears likely that the gauth was deliberately cre-
ated or bred as a weapon against wizards, as most of its
powers are purely offensive. It is important to note that
Director
gauths are not immune to the powers of other beholuters Bred almost entirely for war, directors possess almost
and beholder-kin. Likewise, other behalders are not au- entirely offensive abilities. Sometimes, however, these
tomatically immune lo the gauth’s powers. abominations entertain the hive with creative uses ot mi-
groved plantasmaljoree * powers Typically, though, dixec-
tors use this abilityto recreate some glorious moments of
Spectator
past combats.
Many scholars speculate thal the spectator may have
self-mutated [tom a standard beholder. The fact thal
spectators poss
Examiner
largely nonviolent abilities (consider
their ability to reflect spells cast at them) and are quite These creatures primarily use their enlarge or reduce
philosophical seem to support this belief. Unfortunately abilities to trigger pre-set traps in a beholder lair. Some
tor the spectator, its reflect ability only works against examiners, however, delight in shrinking an opponent,
spells and not beholder powers. dropping him in a small tunnel, and then enlarging him
back lo his original size.

30
 Psionics Summary
Level 10
Dis/Sci/Dev 4/5/15
Attack/Defense All/AIL
Score 16
DSPs 200

Powers;
» Paychokinetic—Sciences: lelekinesis. Devotions: ani-
mate object, inertial barrier.
Psychometabolic—Devotions: body control, cause
decay, chameleon power, double pain.
mit i Ii Telepathic—Sciences: domination, mindlink, probe.
GREAT
lia Devotions: allraction, aversion, contact, ESP, invisibil-
I “fil.Wn
ity, mind bar, phobia amplification.
safle Ai
i
Metapsionic Sciences: psychic surgery. Devotions:
it
psionic sense, psychic drain.

Charice to Have Psionics

To determine whether a particular beholder-kin pos-
sesses psionic abilities, Toll on the following chart:

‘I'ype of Beholder
Beholder Mage
Beholder Priestess
Director
— Death Kiss
An examiner's ideniify and legend fore abilities make it — Doomsphere
an invaluable assistant lo hive mothers, beholder mages, Death Tyrant
spectators, and elder orbs. Furthermore, their ability to Eye of lhe Deep
use artifacts and tools make them extremely dangerous 20% Flder Orb
opponents. 7% Txaminer
1% Gauth
— Gas Spore
Hive Mother
Beholders and Psionics — Kasharin
Beholders, beholder-kin and abominations can possess 1% Lensman
Observer
psionics. However, Lhe few beholders born with psionic Overseer
potential are usually so obsessively set upon other Spectator
Standard Beholders
courses of learning that they never develop (heir psionic Walcher
potential. Spectators, the most contemplative of all be-
holder kind, are the obvions exception to this fact.
 available to humans and other races.
Observant players will note that these
newer versions are more difficult to
cast than the original spells and are
quite rare.

First-Level
Wizard Spell

(Alteration)
Range: Tough
Components: v,S
Duration: Perranent
Casting Time: 1 round
Area of Effect: 100 square feet or
25 Ins. of material
Saving Throw: Nore

This is a very specialized spell primarily

used by low level village wizards. The
spell magically tans a quantity of fresh
skin. This tanning process prevents decay
and makes the skins more supple. When
cast on a quantity of decayed or moldy
Teather, suppleskin will restore the ruined
material to its original quality —though a
certain degree of battle scarring and stain
damage may remain.
Lhis spell will also prevent the natural
hardening of dead beholder skin. Ln fact, a
competent armaorer ar leatherworker can make
armor out of beholder skin enchanted with this spell.
This armor possesses all of the characteristics of scale
B e holde r- Rela te d Spells mail and usually raises the reputation of the owner. Ln
turtunately, behaiders become enraged at the sight of
The following spells either originated, or deal exten- this armor and will relentlessly attack any who wear the
sively, with behulders and beholder-kin. Jt is important offending protection.
to note that some of these spells were originally devel- The material component for this spell is a small quan-
oped by elder orbs and beholder mages. However, dedi- tity of oil taken from a dragon or the skin of a gant lizard.
cated scholars and adveniurers have made these spells
 the best of its abilities.
Fourth-Level Wizard Spells
Despite the power of the spell, however, a wizard
may not diclale the spectator’s reaction lo intruders. In

Control Deatt Tytant” all cases, the spectator will remain true to its basic philo-
sophic nature; it will attempt to remove intruders in a
nonviolent fashion.
The exact duration of the spell (up to 101 years) is wi-
Range: 1 mile/Hit Die known during the initial casting of the enchantment. The
Components: v spectator must make a saving throw vs. spell at 4 in
Casting Time: « order to resist the effect of this spell. Casting this spell
Duration: 1 dzy upon a currently instructed spectator is dangerous in-
Area of Effect: 1 dean lyrant/Inlelligarce paint decd. Tn such a case, the spectator receives a —4 bonus to
Saving Throw: None its save. In addition, if the spectators save succeeds by
more than § points, both sets of instructions fail. The
This magic enables an elder orb or beholder mage to wizard will then have lo deal with a very angry, and free
control any death tyrant within a range of 1 mile per cur- willed, spectator.
rent Hit Die of the caster. This control works like that of
a charm person spell. The caster can simultaneously con-
trol 1 death tyrant per point of Intelligence. If faced with
more tyrants than its control limit, the caster can drop
Fifth-Level Wizard Spells
control of a death tyrant in one round and assume con-
trol of another in the nexl. ‘the tyrants involved will do
nothing during those two rounds. Death tyrants cannot
rebel against this control, which overrides and su-
Uhtl of Blachstone
percedes their directives,
Only elder orbs of 18 or greater intelligence can use
(Envcation)
this spell. Range: 5 yards/level
Gomponents: v
Duration: Perm
Casting Time:
IrnolBncl” Area of Effect: 1 cubic foct/level
Saving Throw: None
(Enchantment Charm)
Range: 10’ This spell creates a quantity of black stone that the
Components: v caster may crudely shape into any form he wishes. Spell-
Duration: 1-10100 years casters may create 1 cubic foot of blackstone per experi-
Casting Time: 1 ence level. A single wizard may cast wall of blackstone
Area of Effect: 1 spaciaicr (beholter-kiny multiple times on the same general area to create a large,
Saving Throw: Negatss seamless wall. Separate wizards casting this spell on the
same area, however, cannot seamlessly join their black-
This spell gives a spectator a specific task, For in- stone.
stance, a wizard using this spell could instruct a specta- The magically created blackstone possesses all the
tor to guard a specific area of the wizard's keep. The properties of natural rock. When exposed to a dispel
wizard could also relay a list of actions not permitted in magic spell or an anti-magic vay, however, the blackstone
the area guarded by the spectator. While under the effect disappears [ar one round. Anyone unlucky enough to
of this spell, the creature will follow its instructions to stand in an area of reappearing blackstone will find him-
self encased in the rock. Encased creatures do not suffer Once the spellcaster gains control of a death tyrant, he
any damage; however, they will starve to death if not is in constant telepathic contact with the undead crea-
freed from the tone. ture. Although he cannot see through the death tyrant’s
Dispel magic will temporarily eliminate 2 cubic (ool of eyes, the controlling wizard knows the number and loca-
material per level of the wizard casting the spell. An tion of all controlled death tyrants. The spellcasler can
anti-magic ray cast on a quantity of blackstone will tem- control 1d4 death tyrants with this spell.
porarily eliminate an area of stone equivalent to the di- Ihe material component of this spell is the charm smon-
mensions of the ray. ster eye of a standard beholder, which the caster must
The value of Lhis stone in the construction of a wizard's consume before the spell can be cast.
home or a beholder’s chamber is obvious—blackstone
porlals insure the privacy of the caster from non-magical
persons and magic wielding individuals of low level. Tt is
also not uncommon for an evil wizard to encase prisoners
or enemies in knee-high blocks of blackstone,
Eighth-Level Wizard Spell

Sixth-Level Spells
Range: 20 Fi.
Components: v
Duration: Instartanenus
Area of Effect: 1 behoide:/Iit Die
Saving Throw: Kone
Range: 0
Components: v. 5, Vv ‘This spell allows an elder orb or beholder mage to
Duration:1 Day create death tyrants from the shells or corpses of dead
Casting Time: 3 ‘beholders. The spell does not allow the permanent con-
Area of Effect: 1 mile radius, 1-2 death tyrants trol of the undead beholders. ‘Lhe caster controls the
Saving Thraw: Negz'ss death tyrants created by this spell for 1d12 rounds, plus
1 round per caster level. Thereafter, the caster must use a
This powerful spell magically commands the obedi- control death tyrant spell to maintain control.
ence of death tyrants within a 1 mile radius; the
dweomer’s intricacy is such that it requires a minimum
Intelligence score of 16 ta cast successfully.
Wizards may use this spell against currently con
trolled, instructed, or uncontrolled death tyrants. How-
ever, control death tyranl automatically fails against rogie
death tyrants.
All dealh lyrants within the area of effect must make
a successful saving throw versus spell in order Lo resist
the effect. An fustriicted or uncontrolled death tyrant re-
ceives a —4 penalty to its saving throw. A controlled death
tyrant, however, does not receive a saving throw penalty.
In addition, it makes its roll using its controller's saving
throw chart.
Ninth-Level Spells
—

Range:2 vzds samt

Components: v Ss, 1
Duration: Spxcial
Casting Time: 3 Tums
Area of Effec! scial {1 rad beholder)
Saving Throw: Non:

This spell imbues a dead beholder with energy from

the negative malerial plane, lransforming it ints a
death tyrant. In addition, Ihe spell allows
the wizard to instruct the death tyrant
as to how it will receive orders in the
future. The death tyrant will obey the
spellcaster for 1d6 rounds plus 1 round for
every Jevel of the caster. After that amount of time,
the spellcasler must use the conirol death tyrani
spell in order lo maintain control of the un-
dead creature.
Most wizards eschew the use of this spell,
as creating a death tyrant is a purely evil ac-
tion. Good aligned wizards who cast this
spell should be severely punished.
A 7th level clerical version of this spell ox-
ists. The spell falls under the necromantic
sphere and is identical to the
wizard spell. Again, cre-
ation of a death tyrant is an
offensive and evil action.
Geod aligned pricsts
should suffer great punish-
ment for using this spell. At the
very least, the cleric’s deity will
withold all spells and
granted abilities until the
cleric atones for his
actions.
The creation of a
death tyrant re-
quires an elaborate
ritual The cost of
the material com
ponents of this
ritual averages
about 3,000 gp.
Psychology
Basic Beliefs
Scholars and sages who specialize in beholder lore have catologued nu
merous aspects of the creatures’ belief system. Long before his disappearance,
Ronassic of Sigil gathered the works of these scholars together and evaluated
their veracity based upon his experience with beholders. What follows is a
shorl listing and explanation of those beholder beliefs thal Ronassic verified.

“1 represent the ideal.”

As discussed earlier, every particular beholder breed believes that it is the
paragon of “beholder-hood.” All olher breeds, even those demonstrating only
slight differentiation from. the “ideal” beholder, are flawed

othing that is not ideal has a right to exist;

it exists only for my purposes.”
I'his belief justifies the beholder’s enslavement or destruction of any crea-
ture not like itself. Beholders make no distinction between flawed sentient
and flawed non-sentient creatures. Neither kind of creature has any worth at
all when compared to the ideal beholder.
Occasionally; a beholder will encounter an enemy that it just cannot de-
stroy—such as a village protected by powerful adventurers. In such cases, the
beholder will assume that another member of the ideal breed is somehow
working with its enemy. This quagmire of logic represents the only way a be-
holder can rationalize the continued existence and power of obviously infe-
rior creatures. Many beholders use this type of faulty thinking to justify their
innate paranoia.

"Knowledge is power.”
This phrase echoes a long-held belief of most sentient races. Beholders rec-
ognize that the acquisition of knowledge means greater influence, skill, and
destructive ability. Therefore, these creatures seek to gain knowledge wher-
ever possible.
Once a beholder decides that a particular being possesses knowledge that
the beholder requires, the creature will stop at nothing to acquire the informa-
tion. Unfortunately for the beholder, it cannot grasp the intricacies of nonbe-
holder society and organization. Thus, it will invade the house of a simple
peasant farmer as readily as it would invade a sage’s tower when it quests for
knowledge. Some types of beholders—such as elder orbs and observers—lake
this quest for knowledge to an almost manic Relationships with Other Species
level. These creatures have been known to race
enlire counirysides in search of information.
The beholder’s lendency to categorize other species
into elearvly-defined types is well-known. IIowever, these
categories have never been fully detailed until now:
“lt is necessary to acquire

knowledge at any cost. | have

Species Categories
knowledge others do not; some of
Powerful: The creature in question currently pos-
sesses more power or knowledge. T must retreat and
these ignorant creatures are of
carefully plan the extermination of this enemy. Ex-
the ideal breed; therefore, others amples include: giants, gods, fiends, some undead,
most dragons, and monslers above 16 Hil Dice.
Dangerous: The other creature can harm me, butI
of the ideal breed are out to get can also harm it. Tt has information | need; therefore, I
me.” must subjugate or destroy it in order to extract its
knowledge. Humans, demihumans, intelligent un-
Whether or not this is the case (it usually is), this be- dead, and races with superior intelligence or power-
Liet stirs the fires of beholder paranoia. Generally, those ful magical abilities all fall within this category.
beholders under the control of a hive mother or overseer Usable: These creatures pose litle threal lo me, but
do not dwell upon this belief. Solitary beholders, how- they possess useful abilities. Twill dominate them.
ever, are constantly plagued by the ramifications of this Smaller demihumans, such as goblins -
belie. and kobolds, controllable giant insect
races, dungeon scavengers like gelatinous cubes,
predatory fungus, and other such creatures fall into
This category.

Demented Beholders
Occasionally, beholders lose their belief in one or more of the above tenets. Sometimes this comes about as a result of
an encounter that challenged one of those assumptions. Some sages also believe that a chemical imbalance in the
brain—whether as a result of injury or mutation—causes the affected beholder to behave oddly.
Whatever the cause, once a beholder abandons any one of its core beliefs, the other beholders of its community brand
it as demented. Hive mothers will immediately banish a demented hive member. From that point on, it is open to attack
from any member of the hive.
The abandonment of one or more core beliefs does not automatically change the beholder into a force for good. No
matter what their outlook, beholders remain a profoundly alien species. A beholder would have to abandon almost all
of its racial identity in order to become remotely accepied in human company. It is possible that this change could hap-
pen—especially through the use of magic—but it is doubtful that the beholder would remain in its altered state forever.

Inferior: This creature has nothing I want and it is

generally annoying; I will enslave or destroy it. Crea-
tures such as nonintelligent undead, gargoyles, grem-
Tins, many types of oversized insects, and lizard men
belong to this category.
Inconsequential: How convenient. Lam feeling a
bit hungry. Cave-dwelling animals and beasts of the
field fall into this category.
 “Master! 1 live only to serve you!”
Tactics of Survival
Many would-be adventurers have bragged about the This tactic is actually far more dangerous than it is
fact that they defeated a beholder without lifting a single helpful. Usually, the beholder will play along until such
weapon. These worthies claim to have outwitted the time as it can actually chara the individual. Otherwise, it
alien creature. Ronassic of Sigil recounts some of these will pretend to believe its “new minion” and attack him
lall tales in his book. The key phrase from cach story ap- when he is most vulnerable.
pears here primarily for your enjoyment. Adventurers
should only employ these attempts at trickery as a last
resort. “Squawk! Cluck click chuck chuck?”
When confronted by a beholder, the stalwart adven-
turer should say one of The following statements:
Despite its silly overtones, this trick naght just have
the best chance of succeeding. If an adventurer can per-
“Foal! Do you think [would come here to confront you if1 suade a beholder that he is actually a pelymorphed ani-
did not pos es enough power io protect myself? Lam here fo mal, the beholder may categorize him as an Inferior or
fin cut if yeu wish lo rade lrenstie in exchange for knowi- Inconsequenlial creature and leave him alone. On the
on
edge. other hand, the beholder might be hungry and decide to
eat the character.

This attempt to convince the beholder that the ad-

venturer possesses superior power is usually sheer
bluff. The beholder in question will usually want to
know just whai sorl of knowledge the adveniurer
brings for trade.
The con-man’s best bet is to describe knowledge of in-
estimable worth and power. The beholder may then
leave for a while in order to gather up its payment. The
adventurer should take this opportunity to flee as fast as
he can; the beholder will most likely assemble its min-
ions in order to ambush the “insolent” adventurer and
extract the knowledge for free.

“Auazing! Ipast ran into a beholder tha! looked aliiost ex- rartial Memory
actly like you, excep! for ihe stripes on its flanks.” of Failing,
he

This is a short-term bluff at best. Most beholders will

demand to know where the adventurer spotted the
flawed beholder so that it can destroy the offensive crea- Components of the Two Minds
The Rational Mind
ture. The adventurer will probably remain alive until the
beholder perceives the lie. Escape al the earliest opportu-
nity is the adventurers only remaining choice.
 A beholder that spawns flawed offspring experiences a serions
psychological trauma after all, such flawved children ropre-
it the greatest offense to tie one pure beholder breed. The be-
holder's intuitive mind thew steps in to protect He devastated
creature. It takes conivol of the beholder without hesitation and
attempts to slay, or drive off, the flatved offspring without let-
ting any memory of the event filter into the rational
Rational Mind and Intuitive Mind "7%
After the beholder kills its offspring and calms
lo understand the beholder psyche, it is imporlant lo down, ihe rational wind once again takes over. If. for whatecer
realize thal beholdecs have fe minds. One, the rational reason, the valional mind coeniually realizes that it did not ex-
mind, is a coldly logical machine that classifies informa- perience a proper birth, the intuitive mind will step in asd
tion into forms and shapes that the beholder can assimi- suggest possible causes for such an event.
late. The second, called the intiziiioe mind, notes and With the help of the intuitive mind, the coldly logical pore-
catalogues much more of what the beholder sees. It then ers of the rational mind begin fo ruthlessly deduce the obu
passes on to the rational mind only thase parts it thinks ously external cases of the event. If may eventually decide
lhe beholder can comprehend and accept emotionally. Hat the beholder has been poisoned or tampered willy iin some
Without the protection of its intuitive mind, a beholder’s way this usually spins the heiolder inle a paranoid frenzy.
sanity would snap in the face of data that contradicted Alternately, it could proceed from the given that sucha
its own self understanding. Auwved birth is an impossi lity; therefore, the whole mentory
was simply a magically duced hall ination. Again, this
Thought fuels its deep seated belief that something wishes to
hari the beholder.

Most odd beholder behavior stems from the fact that

their intuitive minds often withold information and sup-
ply half truths to their rational minds. In addition, the
beholder’s inluitive mind will sabotage the creature's
logical thinking if this thinking leads to a conclusion that
will compromise its sanity.

Social Bonding and Mating Criteria

‘lhe very concept of deep and lasting social bonds be-
tween beholders is foreign to their identity. The crea-
tures” powerfully ingrained paranoia and often manic
quest for knowledge prohibits the formation of even
apps rudimentary friendships. Only the controlling power of
ede a hive mother or overseer can force any sort of beholder
[ralernization.
The tendency lo reject social bonds of any sort natu-
rally carries over to the realm of reproduction. Unlike
humans and demihumans—who often choose mates
based on physical and mental attractiveness beholders
view physical and mental difference with hostility. A be-
holder is either a pure breed, identical in every way to
Components of the Two Minds other pure beholders, or it is flawed and, therefore, de-
The Intuitive Mind
serving of death. Tn addition, beholders find it impos-
sible to trust other beholders enough to mate with them;
their paranoid tendencies usually keep beholders at a
distance from each other.

39
 Social Organization Popular Minion Species:
Despite their reluctance to bond socially, Broken Ones
beholders often gather together under the Crabinen
banner of a hive mother or overseer. Dopplegangers
These communities often possess wae Dwarves (Duergar)
a high degree of cultural and Goblins
social development. Through Habgobling
the years, scholars have identi- Humans
fied four primary social units in Kobolds
Kuo-Toa
which beholders organize
Lizard Men
themselves. These slates are
Manscorpions
called: solitary, hive, city, and exile.
Medusae
Mold Men
Solitary Mongrelmen
Qres
Asolilary beholder usually in- Quaggoths
habits cave systems or ruins and Wemics
lives apart from others of its
kind. It may be an exile from a the presence of a hive
larger community—such as a de- mother will not deter
mented beholder—or it could evenbe a # different breed beholders
scout for an ambitious hive mother. from attacking each other.
Whatever its reasons for living a soli- Generally, ihe hive mother
tary life, this beholder typically preys will be the parent or ancestor of
on the inhabitants of its surrounding all other members of the hive, but this is
area, Often, it will plunder their homes for not always the case.
knowledge and treasure. Unlike solitary beholders, that may not possess a spe-
Solilary beholders do not oflen inhabit a cific reason for establishing a lair in a certain area, hive
lair without (irst collecting some minions. mothers always build a hive far a specific purpose: the
Beholder Society

These minions, primarily semi-intelligent foundation of a beholder city, the destruction of a human
and intelligent humanoids, serve the be- or demihuman community, or the acquisition of an arti-
holder by capturing small game, undertak- fact too powerful for a single beholder to unearth.
ing some reconnaissance work, and The standard arrangement of a beholder hive consists
defending the lair from intruders. Beholders of:
also enjoy lavish praise, and will sometimes 1 hive mother
“enlist” exceptionally cloguent humans or 5-10 beholders
humanoids as minions. More deadly arrangements of beholder hives exist. For
Occasionally, the beholder will lead its example, a specific beholder hive could contain one hive
minions on raids against its enemies. After mother that controls five overseers. Gach of these over-
the beholder secures the knowledge it de- seers, in turn, could control five to ten standard be-
sires from ils enemies, the creature will allow holders.
its minions to divide the remaining spoils. Hives conlaining abominations and beholder-kin are
usually Targer and more complex. Such hives could eas-
ily contain:
Hive
1 hive mother
The appearance of beholder hives is signifi- 2 overseers
canfly less common than the appearance of a 6 director bodyguards (for the hive
solitary beholder. A hive consists of one rul- mother and overseers)
ing hive mother and either 5-10 beholders or 10 director warriors
(even more rare) 5-20 abominations and be- 4 examiners
holder-kin. The standard beholders present 2 watchers.
in a hive must all be of the same breed; even 10 lensmen.
 City gent life. Isolated bands of sentien
t creatures could re-
Occasionally, two or more same-breed side in a beholder dominaied area,
hive mothers de- These bands, how-
cide to unite their individual hives, The ever, would be highly disorganized,
resuliant commu- almast savage
nity, regardless of its size, is called “porkets” of life desperately struggl
4 city. Historically, these ing to survive the
cities have formed for one of two reasons: crushing power of the beholders.
the same be-
holder breed dominates a particular
geographical locale;
the hive mothers in question decide Population
to call for a swat
A small beholder city will contain
Geographical Dominance the following: 3-8
(1d6+2) hive mothers, 3-18 (3d6)
standard beholders
A particular beholder breed dominates (there is a 50% chance that 1d3 of
an area when these creatures will be
no other organized communitios of intellig mages), 6-21 (3d6+3) overseers, 50-100
ent creatures (1d6=4x10) direc-
exist in that locale. This does not mean tors, 10-40 (1d4x10) examiners, 6-21
thal beholder (3d6+3) examiners,
dominance precludes the axistence of 30-80 (1d6+2x10) lensmen, and 2-12
any other intelli- (2d6) miscellaneous
other beholder-kin,

The Beholder Swarm

Every three to five hundred years,
a sroup of same-broed hive mother
thorough collection and analysis of s bring together their offspring to
all knowledge accuinulated by their facilitate a
into the air summon these offspri breed. Chemical signals released
ng from thousands of miles away. Togethe
kin build a highly secret (and highly r, the beholder and behoider-
defensible) city complex.
When the city is complete, all of the
members of the swarm share their
for many years, as the by ightest beholders and accumulated knowled ge. This process
beholder-kin ana yze the data and continues
ng point. strain their logical processes to the
break-
This period is an extremely active one for most beholde
tions bred to accomplish tasks put rs. Durin & this time, hive mothers
to them by the theoreticians, In add spawn new types of abomina-
might attempt to stop whatever plans ilion, directors try to define possibl
e enemies who
are currently in the works. Hinally, many hehold
excitement and agitation as they specula ers flit about in a state of perpetual
te on the outcome of the analytic process.
Generally, after a dozen years of buildin
g, arguing, fighting, and theorizing,
action based on the results of the swarms the hive mothers reveal a complicated
analysis. Members of the beholder plan of
plementation of this grand plan, hamess city immediately throw themselves into
ing the manic energy of an entire the im-
Perhaps the most well known outcom population of obssessive-compulsive
e of a beholder swarm ovcurred countle persona lities.
ination and analysis, a city of beholde ss years ago. After almost 20 years
rs came to the conclusion that the of exam-
marily oa flight, weather, and clement bulk of their collected knowledge
al magics, as well as astronomical science. concenteated pri-
The cily beholders’ purpose was all
too clear: the Great Mother wished far
the perfection of their breed. With them to travel to distant worlds
furious energy, these beholders built and spread
however, have not been able fo determ ships that transported them (o the
ine their subsequent fate. stars. Scholars,
Ronassic of Sigil, one of the
few humans to witness this
process,
gives bitterseel testimony to the grandeu
r of a
beholder swarm in his journal.
The sage writes:

i such sist coment of os estes ros 2 veo

nd sow Bo iri imadtion of ind pos/
engoss
La Ath whi, [ lonsns Bint{ coud en, ;
ul and
08 contents 05 Wits. mevtacdousti
allon,
y
rent, Bod sch, compl snl V3 cops i rps ! will oxpotince the same. urd a
fo tet
 In addition lo beholders, large numbers of crawlers onto the council. The council advises the city ruler and
(about lwo for every single director) and a fow patrollers performs lesser administrative tasks. The size of the
(one for every beholder mage) reside in a city. Beholders council depends upon the number of hive mothers in a
also bring their minions into the city; these minions given city:
often equal the number of beholders present in the com-
nunity. Hive Mothers Councilmothers
Avery large beholder city will have a terrifyingly In City On Council
large population consisting of: 1,500 hive mothers; 3,000 3-10 3
overseers; 2,500 standard beholders (of whom some 250 11-25 5
will be beholder mages); 17,500 directors; 6,000 examin- 26-30 7
ers; 3,000 watchers; 15,000 lensmen; and 1,500 mixed be- 51-100 9
holder-kin. The usual proportions of nenbeholder-kin 101-250 n
population also reside in the city. 251-500 13
501-730 15
751-1300 17
Palitics 1,501+ 19
Only one hive mother may rule a city. When a city
has two or more hive mothers that aspire to the leader- The council is actually the most civil of all beholder or-
ship, the rivals engage in a contest known as The Drop ganizations, as its members use logic rather than emo-
ping. Once every bwao years, all competing hive mothers tions when discussing plans. The hive mothers recognize
bring their most favored offspring to a grand assembly. that divisive politics only weaken the city.
{Hive mothers that only spawn abominations cannot
enter this contest unless ai! the hive mothers in the city
Exile
exclusively spawn abominations.) These offspring will
act as the hive mothers” champions in the contest. TTive mothers sometimes banish beholders from a
Each of Ihese champions climbs to an altitude of hive or city. These banished creatures typically live out
1,000 feet. At a prearranged signal, all of the champions their lives as solitary beholders. The life of an exile, how-
dive toward the ground. The beholder that comes clos- ever, Is something else entirely.
est to the ground without hitting it reigns victorious Exiles are beholders that have lost much of their xeno-
and its hive mother assumes the rulership of the city. phobia and paranoia. Ifive mothers usually pronounce
Naturally, this is a very dangerous event and some be- these strange beholders “demented” and force them to
holders end up seriously injured or even dead. leave the hive. Unlike most beholders, these creatures
Tue to the extreme importance of this contest, the as- choose to live among other species. This does not mean
sembly of hive mothers picks judges with extreme care. that the beholder in question likes, respects, or under-
Often, the hive mothers choose to kidnap humans or stands its chosen species. The beholder does, however,
other humanoids and force them to adjudicate the can- distinguish between individuals of that species and ne-
tesl. This ensures impartiality, as the assembly of hive gotiates with them on a regular basis.
malhers promises to spare the kidnapped judges if they Tor example, an exiled beholder that chooses to live
do a good job. Unfortunately, not a single kidnapped among humans might become a mysterious crime-lord,
judge has ever returned from a beholder city. ruling thieves and assassins {rom a hidden and secure
The newly inducted hive mother’s first action is to headquarters. {ls presence would be a secrel even among
create a council of hive mothers. Usually it chooses the members of its own organization. Another beholder,
council members from those bive mothers whose plans acting through a charmed intermediary, might set up
most closely match its own. TTowever, some ruling hive profitable trade with local sages. In this way, it could still
mathers honor the memory of those beholders killed or fulfill its quest for knowledge,
injured in The Dropping by elevating their hive mothers
Art and Entertainment Racing
Beholders enjoy quality entertainment and striking art Young beholders and beholder-kin
forms. Although most human and demihuman sages are quite fond of racing one another.
would label the beholder aesthetic as horrific, even the Tlowever, these creatures only compete
most appalled critic will not deny the primal power that with members of their exact type—true
infuses the creatures” cultural expressions. beholders will only race {rue beholders,
directors will only race directors, and so
on.
Architecture Many of these races occur in areas of
The art of constructing homes and enlire cities is an heavy gas spore infestation. The young
important and complex facet of beholder life. In fact, ar- beholders dash in and out of the ob-
chitecture is one of the principal art forms of this race. structing spores; whichever beholder
Master builders hold an extremely honored place in be- completes the obstacle course first with-
holder society. It is not uncommon for a ruling hive oul setting off a gas spore wins.
mother to reward the greatest beholder architect of a city Ronassic of Sigil writes of an un-
by commissioning it to construct the city’s council cham- usual race in which some examiners de-
bers. Further information about this race’s architecture sign small ballistae and launch infant
can be found in the Beholder Archilectitre chapter. beholders from them. Judges declare
the winner by examining each partici-
pant’s ballistic path; the beholder with
Bombardment the longest distance wins the race.
Bombardment is a type of performance art whereby a
beholder plays its eye beams over a large area of flat
stone. The color combinations and complex
patterns of the beams please the be-
holders” highly perceptive eyes.
Such performances last up to
ten minutes. Occasionally,
five to ten bombard-
ment masters will
join together for a
concert. These con-
certs only occur
during times of
great celebration,
such as the clos-
ing days of a be-
holder swarm. 5
 The trophy room of a
syrannical beholder with
varions powettul
creatures cdoring the
walls.

Sculpture
Beholders enjoy sculpting with their telekinesis and disintegraie stalks. They
tend to sculpt realistic depictions of themselves, but often caricature their enc.
mies. As mentioned earlier, the creatures also turn their enemies to stone to
create a sculpted wall of figures. In addition to their artistic value, these walls
serve a very pragmalic purpose—they add to the delensive fortifications of
beholder cities.
Often, beholders will sculpt textured surfaces and allow specific forms of
photoluminescent mold to grow upon these surfaces. Such sculptures re
semble mossy stonework to human eyes. Infravision, however, reveals a com-
plex interplay ol pulsating colors that enhances the sculpture’s aesthetic
qualities.

Storytelling
Beholders enjoy recounting the tales of their victories against other speci
These stories follow a highly ritualized formula. First, the beholders gather in
a specially appointed place called the Kgfirix, or “hall of heroes,” and arrange
themselves in a circle. Then, the storyteller arrives and floats to the center of
the circle.
Storytellers always begin their tales of battle by recounting the past victories
of the defeated creature. This recitation ends with the phrase, “then it met me.”

What follows is an exaggerated version of the storyteller’s strength and grace

in battle. Human bards who have overheard such stories call them appalling
and incredibly tedious.

Trophy-Collecting
Beholders usually collect trophies of their conquests. Often, these trophies
consist of magical ilems, prized possessions of their enemies, and even stat-
ues that were once living enemies. Proud beholders display these “spoils of
battle” in specially built galleries. Thieves and other invaders who attempt to
steal these rare treasures often become the beholder ’s latest exhibit.

44
Soc ial a nd Re ligio us Rite s Most beholders do not receive special care as they age
and approach the time of their death. Tn fact, aged mem-
Bzholders do not nave many ritualized social bers of beholder hives and cities often face the prospect
of living their remaining years as shunned outcasts.
irterastions. Their genzral paranoia and ic seeming live mothers, however, are an exception to this. Once
ambivaience 2° their dzities cante'butes greatly to they begin to wither with age, hive mothers receive all of
the care and suppart they desire.
this cecmmunal simplicity. In many cascs. howsver,
heaolders do czlstrate two aspects of their lite—
Girth and death. The Behalder Graveyard
Funeral In Progress

Birth
Celebrations of the birth of lrue breed beholders only
occur in a hive or city. On the morning after a true breed
birthing, the community gathers for the Ixhauirn, or
“Parade.” Members of the beholder community line
up along a predeterinined path and wait for the par-
ent and its newborn. These bystanders closely exam-
ine the newborn beholder for any (laws as if walks
through the parade path.
"HE
For the most part, this inspection is only coremo-
nial; the parent of the newborn beholder will have
already examined its offspring in great detail. How-
ever, young beholders that exhibit any flaws white
on “Parade” lace certain death at the “eyes” af the
crowd
Once an infant beholder passes this test, it remains
close to its parent for about a year. Unlike most
human and demihuman children, beholder young
possess an instinctual control over all of their pow-
ers. In addition, they know their genealogy and their
name [rom the moment of birth.

Death
Death does not provoke elaborate funeral ciiuals
in beholder society. Rather, hives and city beholders
simply dig a large circular cavern that serves as the
mass graveyard. When a member of the community dies,
four to eight beholders use their telekinesis and ceremoni-
ously drop it in the graveyard. The circular cavern serves
as a representation of the shape of the Great Molher.
If I raise a beholder from infancy to adulthood will it
be my friend forever?
No. Beholder paranoia is present [rom the moment of
birth. In addition, the infant beholder will not imprint on
an obviously flawed “parent.” IL will eventually attempt
to kill you, even if you feed and bathe it regularly.

Is beholder levitation magical?

Current belief is that the beholder levitation ability is
not a magical effect. Beholders often accidentally catch
each other in their anti-magic rays without losing their
ability to levitate. Scholars believe that thisa
from a lighter-than-air gas located somewherein{the or-
gans of the beholder.

Can beholders be eaten?

Yes, but they taste extremely bad; only individuals
wilh incredibly dull palates can stomach a dish made
from a beholder. Beholder meat looks like unusually
dense and greasy pork. Unfortunately, it tastes like beef
jerky that has been soaked in butter and rubbed with
sand. The best (Le., least unpalatable) beholder-meal
recipes involve grinding and re-grinding (he beholder
meat, washing it carefully to remove as much of the silt
as possible, and then cooking it in a meat pie or meat
loaf.
Once a beholder has been killed, it will swiftly
harden. Therefore, a willing cook must prepare the be-
helder meat, cook it, and serve it within the six hows of
the creature’s death. One average Another way to detect the pres-
beholder will feed a village of fifty. ence of a beholder is to search for
Any leftovers, however, will become the creature’s droppings. Beholder
ag hard as rock by the next day. droppings look like sleaming
masses that are a cross between
‘What parts of a beholder are usc- sand and sedimentary rock. These
ful or valuable? masses, usually five to six cubic
An intact central eye {which feet in volume, harden to rock
must be preserved in brine or it will within a couple of days and are al-
shrink and harden) is worth 5,000 most indislinguishable from nat-
gp. The eye must be free fom any ural stane.
battle damage; a damaged eye will
Th boat wey 15 hl= bobolion 15 25,
spoil no matter how well pre- What is the best way to kill a i "
served. Wizards and alchemists will beholder? hudldery sicher Eh i ese
also pay 400 gp for an intact Hire some one far, far ‘isin forcescan file from Hest con-
smaller eye. stronger than you to kill it centedl positions log aiid
A complete beholder skin, even some of te likolllors nastin ep poets,
one that exhibits some battle dam- What is the second-best way
age, is worth 3,000 gp if a wizard to kill a beholder?
first treats it with a suppleskin spell. First, find out exactly
Furthermore, an undamaged be- where it lives. This step
holder, preserved in brine or an- may take months or even
other pickling solution, is worth years ol calculation and
about 12,500 gp to the right scholar. observation. On the other
The tiusium gas found in be- hand, a local inhabitant
holder skulls is very valuable but whao spotted the creature as
almost impossible to exLracl, as it il entered ils lair might
begins to break down immediately share his informalion with
upon the beholder’s death. A fiu- vou.
sim hunter can buy special tools Second, secure the services
that collect the gas from a recently of a wizard. This usually
deceased (less than one minute) be- means raising a Jot of money or ctnliines conliod age amd exci A
holder. The hunter haminers these studying for years tobecomea = Unido behobdet com clo 61 smote thar
tools inlo the beholder’s body and wizard. The wizard must have olowly, fant aroundard427 peep
begins extracting gas. A successiul some sort of form changing
hunter can extract about onc liter of spell such as polymorph self,
gas before the tiusium completely polymorph others, ox shipe
breaks down. Alchemists will pay
200 gp for a liter of the gas; how- ‘Third, the wizard should
ever, tiusium extracting tools are ex- turn into a small animal and i do mol" lake
pensive. Only highly skilled explore the beholder’s Jair. This whisy igs copatithes we severed To
blacksmiths can forge these delicate usually requires another large sum vu from tho bolton or
tools and they often charge 1,200 gp of money, as most wizards will not
for their work. want to risk their lives in such a
fashion. Alternately, the wizard
What are the signs that a beholder could turn you into a small animal
has moved into the area? and then you could undertake the that
Game may become scarce in a exploration of the beholder ’s Tair. might
small area, particularly near ruins, While on reconnaissance, it is uncover
tills, or caves. In addition, inhabi important to determine the size of the reason
tants of the area may hear strange the lair, the general layout of the for the beholder’s
noises and feel faint vibrations as the lair, and the number of its inhabi- presence in the area
beholder digs the tunnels of its lair. tants. In addition, any information will be extremely useful.

13
 Finally, lure the beholder
to a battlefield of your choos-
ing. This is a much better
strategy than fighting it in its
own lair. The best way to do
this is to use information
gathered during trips into its
lair.
If, tor example, the be-
holder is in the region to find
an artifact called the Matrix of
Diurnal Preparation, you
should create very authen-
tic-looking false clues that
lead the beholder to a pre-de-
termined site. You're then
faced wilh the task of setting
up that sile as a “shooting-
gallery” from which you can
bring considerable firepower
to bear against the beholder
Remember, too, that the be-
holder is a very intelligent
and learned creature; if your
clues are the slightest bit
wrong in detail or form, the
beholder will not fall for your
trap. In fact, the creature may
set up a counler-trap of its
own lo snare you.

What about jumping on top

of it with a big blanket to
cover its eyes?
This tactic has been tried
many times by “clever” ad-
venturers, If the beholder’s
telekinesis power still func-
tions, it will whip the attacker
and the blanket off. Alter-
nalely, the creature will use its
disintegrate power to blast the
attacker off. If neither power
functions, the beholder will
touch down and roll until the
allacker is between it and the
ground. It will then twist and
turn until it grinds its foe into
paste (this manuever inflicts
regular biting damage phus an
additional 1dé points of dam-
age). Finally, the beholder will
eat the delicious paste.

49
sign and fabricate’region itorns hatha
in beholder shmmatities:
searchers wi form. ny
tuman or det

Beholder Armor
Beholder mages crafl this armor from a highly en-
chanted set of plate mail. Beholder armor is helmetless
and contains a collar with several buckled leather straps spherical field of translucent brown energy forms
attached at neck level. When needed, a beholder can around the object and rider—making a perfect sphere
strap ilsell io the armor with the belts and act as the about 10" in diameter. In the center of the “front” of the
armors head. Once the beholder is in place, the armor sphere is a lighter patch of energy with a dark center
moves like a human body giving the beholder the fol- that resembles a beholders central eye.
lowing traits: While using the balldozer, a beholder moves along the
ground at a rate of 18 and has an Armor Class of 2. In
Improved Movement: MV score of 8. addition, a bulldozer can ram a target, inflicting 3d6
Additional Allacks: Beholders using this armor receive points of damage and duplicating the effects of a horn of
two additional attacks (one for each “hand”) per round. blasting. A beholder cannot nse any of ils eye powers
These hands can strike for 144 points of damage or while inside the sphere.
wield any weapon thal the beholder chooses. A beholder Beholders can deactivate the balldozer by once again
can also use its eye attacks while wearing this armor. uttering the command word. At that point, the sphere
Most beholder armor is human sized and functions as a disappears and the cup slowly settles to the ground.
suit of fil plate mail +1 Also, a dispel magic spell cast upon the batldozer forces the
object to make a saving throw of 14. Failure indicates
that the magical item ceases to function for 1d10 rounds.
Binphallkahr Balldozer There is a 10% chance that any damage hitting a be-
holder in a balidozer will also damage the craft itself. 4
This object looks like a gigantic teacup (some 4 feet in balldozer makes saving throws against magic as an 11th-
diameter) without a handle. When a beholder or be- level wizard. The bulldozer will fall apart after taking 40
helder-kin sits in the cup and utters the control word, a points of damage.
Display Shackles Lifter
Beholder mages created these items as a means of im- This item is a powerfully enchanted disk designed to
prisoning humans and humanoid minions as well as transport objects and minions in a beholder city. When
other beholders. Each set has five (for humans and hu- activated by a predetermined amount of weight, the
manoids) or eleven (lor beholders) shackles. Each lifler rises info the air al a movement rate of 5. The lifter
shackle consists ofa 2-foot long chain with a lacking cir- will conlinue to rise unlil its passenger speaks the com-
cle at one end and a flowing crystal carved to resemble mand word or it comes within 6 (eel of a “ceiling.” Be-
an eyeball at the other. Magically enchanted keys lock holder lifters often possess decorative inlays or
and unlock the shackles. enameled designs such as pulsating representations of
Humanoid shackles imprison the wrists, the ankles, beholder eyes.
and the head (this shackle covers the eyes) of the victim. Often, beholders will install lifters inside a long tube
Beholder and beholder-kin shackles cover the central eye several inches in diameter larger than the magical disk.
These lifter tubes are open at lop and bottom 1a allow
[SA loading and unloading of transported mater-
ial. Large beholder
lifters are 12 feet
in diameter and
can carry up to
4,000
pounds.

and the other ten eyestalks of the victim.

When the last of the shackles in a set is
damped home, the crystal eyeballs activate
and magically pull each shackle in a different
direction. Blinded and magically held aloft,
the victim cannol casi spells and is easy prey
for a beholder determined to unearth infor-
mation.
 The second manipulative device
Mouthpicks is a mechanical gauntlet that can
Mouthpicks are tools and weap- clench, relax, grip, point, and
ons that allow beholders to manip- reach into places a beholder can-
ulate objects when it is not access by any other means ex-
inconvenient or impossible to use cept telekinesis.
their felekinesis powers. The typical The last device is a wide bowled
mouthpick is a mechanical device scoop about 1 inch in diameter.
with manipulative objects and/or The beholder can use this to grab
weapons at one end and an attach- small objects—such as rodents or
ment at the other end. A beholder coins.
simply clasps the attachment end
of the item and manipulates the
pick with its lips and tongue.
Beholder mouthpicks are ex-
tremely durable. Breaking a
mouthpick requires the attacker to
make a called shot that will inflict
at least 30 points of damage to the
device. Most adventurers do not
live long enough to make repeated
attacks against a beholder’s
mouthpick.

Common Combat
Mouthpick
A combat mouthpick is a 10 foot
long pole with a spinning hemi-
sphere on one end; the hemisphere
contains numerous sharp blades,
barbs, and flanges. The device
strikes as a +1 weapon and can in-
flict 3d8 points of damage to a
single Small or Medium target and
3d10 points of damage to a single
Large opponent.

Common
Manipulative
Mouthpick
This is a 6 foot pole with the
Tyrant Mouthpick
usual operating equipment at the This magical device is perhaps
mouth end and three equally- the most advanced of all beholder
spaced manipulative devices at the ‘mouthpicks and contains many
other end. One of these devices is a useful devices. A tyrant mouthpick
simple sharp-edged blade. Be- resembles the more common sorts
holders can use the blade for dig- of mouthpick—except for its
ging, scraping, and cutting. The 12-foot long shaft and elaborately
blade slices cleaner than beholder designed three-tool head.
teeth and will inflict 1d6 points of The first tool of this mouthpick
damage to any single opponent. consists of a pair of magically

32
sharpened shears that can snip through plate armor. A
successful hit with these shears inflicts 3d6 points of New ltem Saving Throw
damage and forces the target's armor to make an item Shearing Attack
saving throw versus a shearing attack. Tailure indicates Bone or lvory 17
that the magical shears have cut through an opponent's Cloth 20
armor, worsening his Armor Class by 2 and forcing the Glass 19
armor to make further saves al a cumulative -2 penalty. Leather 19
These negative modifiers occur every time 2 victim's Hide and Padded Armor 18
armor fails its save, Studded Leather 17
Thus, a fighter wearing chain mail (AC 5) whose Scale Mail 16
armor fails to save versus the shear’s attack would have
Ring Mail 15
Chain Mail 15
his AC shifted to 7 as the magical weapon cuts into his Banded and Splint Mail 14
armor. The armor ‘s next save versus the shearing allack Plate Mail 13
would be at 2. Field Plate 13
Full Plate 12
Rock 8
Rope 20
Wood, thick 18
Wood, thin 20

blades that magically spin like a propeller. This

allows a beholder to fly at a rate of 24 for ten
turns.

Sticky Ceiling
This is a cubic arca (20'x20' or larger) en-
chanted with a type of levitation magic. This
enchantment causes gravity to reverse in the
designated area. All creatures and objects
within the magical “field” of the spell “fall” up
towards the ceiling and take standard falling
damage. Victims of this nefarious trap hang
helplessly from the ceiling, pinned by the re-
verse gravitational field.
Although a thief may climb down and out of
the enchanted area, other characters, including
spellcasters, will have a difficult lime breaking
free. Levitate spells will not counteract the of-
fect of the enchantment, and feather fall spells
The second lool attached to the head of the {yran! will merely slow a character’s ascent. A fly spell will en-
mouthpick is a pair of mechanical arms and hands that able the caster to reverse the effects of the sticky ceiling
grip as if they had a Strength of 16. A beholder can use for the duration of the spell. However, the caster musi
these hands and arms for a variety of subtle tasks that in- make a successful Dexterily check each round while in-
clude using weapons and playing musical instruments. side the reverse gravitational field. Failure indicates that
The third tool of this device is a scroll case with four the character experiences painful disorientation and
thin metal tentacles emerging from it. The beholder can crashes info the ceiling again (taking appropriate falling
direct these tentacles to pick up an object—such as a damage)
scroll or small treasure and carefully Toad itinto the Beholders avoid the effects of the sticky ceiling by
protective case. simply turning upside down. Once activated, the trap’s
The iyrant mouthpick also poss s a powerful special gravity ficld remains active for 24 hours or until the
ability. Three times per day, the device can activate three owner of the lair speaks its command word.
 holder could
Sphere Mirrors “bounce” its at-
‘These large panes of glass are generally 10 feet tall by 3 tack from different
feet wide, though they may be cut to fit smaller or irregular murrors and kill an
opponent who
openings. The glas:
much light and appear as empty air until a viewer moves was several
rooms away. Attacks by the
within 3 feet. Howecover, the glass reflects the appearance of
5 a beholder so perfectly that beholder’s opponents, howev
the image is 90% indis- merely shatter a pane of glass. Sphere
tinguishable from a mirrors possess an AC of 3 and can sus-
live beholder. lain 20 points of damage before shatter-
The glass reflects ing. Victorious adventurers
beholder eve al- ’ ) sometimes use the reflect-
* tacks without loss of TY ing powers of this mag-
strength or coher- ical item to combat
ence. Thus, a be- other beholders.

exils, but these exits will be covered with huge sheets

of stone, boulders, or blackstone. Beholders use their dis-
infegrate power to creale esscape Youtes through these
obstacles.
They are buili for the entire lair population. Lairs
encrally bear populated by beholders and humanoid minions
will usually spread out horizontally so
these characteris
They are made of stone. The be- the humanoids can function nor-
mally. Those laits populated only by
holder usually adapts these lairs
beholders and beholder-kin will
from natural caves; often, it
shapes them with its distntegra- usually use vertical construction
techniques (hal are difficult for hu-
tion powers.
They have limited access. Usu- manoids to negoliate.
ally there is only one opening
large enough to admit a beholder. i
Beholders usually narrow or seal off
larger openings wherever possible. There
may be beholder-sized tunnels leading to other
Th e Solitary B eh ol d er Lair From this point on, the beholder illuminates its lair.
If the beholder has minions, it will set torches and oil
Ihe d'agra™ or: pga 58 shows a7 old, well-established beholde” fair. This lamps to provide light. A beholder living by itself will
iair sated as 3 series 07 caverns henzath a aill. Usi~g its disiniegrate ray, the use photoluminescent algae to illuminate the caverns,
beholaer has, over the years, widened tunnels, reshaped caves, and genera'ly In addition, old and experienced beholders may use
altered things to ils sik ng magical objects—such as gems enchanted with contin-
ual light.

1. Vestibule 2. Slither Tunnel

A cave mouth al: This small tunnel opens out to the vestibule and allows a
lows entry into beholder minion to monitor that chanber. The opening into the
the lair complex vestibule, however, is too smell for a huinan or humanoid ta
The cave access.
mouth and
this ouler 3. Gauntlet
chamber re Anarrow cave mouth leads from the vestibule to the gauntlet.
main barely The gauntlet eventually broadens until itis at least 20° wide and
sculpted by the be- 15" tall. Many gas spores float in this natural-looking cavern.
holder, as the be- The floor of the gauntlet is very uneven and descends in a

holder wishes
bY series of shelves. A 30 FL deep pit lies in he center of the
cavern,
these places to re
semble natural for- 4. False Central Gallery
nr

{ mations. The vestibule The false central gallery is usually an optional feature in
floor is about fi- 3 abeholder lair. Its Lypically decoraled with once-human
teen feel statues, large stone representations of the belwlder, and
other kitschy things. The statue of the benplder may
] the cave BOeECT : ; contain monsters that emexge from a trap door in the
entrance. i beholder 's mouth when the intruders are distracted
A number of shriekers inhabit
this cavern They ave the distant #5. Trap Caves
early Fach of these secondary caves appears harmless, but aclu-
warn- ally contains a rap set for unwary adventurers. lypical raps
ing include: False Prisoners. The prisoners in the ersatz prison will
actually be charmed mon
sters or human

Chapter10
minions.
Generally,
the human
minions
will pre-
i lend to be
1 simple villagers
system of the beholder lait. They do not wander £00 close to
the exit, as the beholder has sculpted the rocky ground
there to be uncomfortable to their foot-pads; this means
that cave explorers are likely to remain unaware of the
shriekers until the explorers have descended to the
vestibule floor.
 caplured by the beholder. Quite often, a prisoner will be a witha 3 penalty Tailure indicates that the character slips and
doppleganger that imitates the form of an adalescent prisoner, falls to the ground. The prone character must then nuke another
The false prisoner will bide tts time and may not betray its res- Dexterity check in order to stand up.
cuers until much jater.
Snap-Cables. This trap consists of a long piece of thin wire at-
Feud Pools {. A beholders can sink ta the battom ofa pool of tached 10 a crank. When not in use, the wite lies slack across
a
mud and remain there for several minutes. The beholder will
chamber floor. When invaders enter the lair, however, minions
utilize ifs iciekinetic eye and spread a thin Jayer of sand, wood of the beholder tum the crank mil the wire stretches taught.
chips. or other material acrass the pool's surface. ‘The pool will When cut, the wire whips across the chamber at waist level and
Look like a solid surface to passing adventurers (anyone closely attacks everythig inside the chamber. The snap cable attacks
examining the pool rust make a sinccessiul Wisdom check with with a THACO of 16 and inflicts 2d6 points of damage to every-
a=2 penalty in order to spot the single beholder eve bobbing | st thing it strikes.
anave the surface of te covered pool). Baling int the pocl ar
even passing too close to il, often proves fatal to unprepared ad-
6. Second Gauntlet
venturers.
The second gaustlet usvally contains 2 number of gas spores
Mud Pools TT. Beholders sculp! partial statues of them- {see area 2 for details) and may contain a number of shriekers as
selve often simple representations of their eyestalks—and rig well. The entrance from the second gauntlet nto thc false central
them to activate traps. They then settle these rigged sculptures gallery usnally consists of a mechanical secret door located in a
in mud pools like the nme described above, If a group of adven- section of permanent rock. This allows for the passage of be-
turers attacks the fake stalks, they will activate the traps. holder minions. A beholder may Tso place a thick plug of biack-
Oii-Sprayers. If 2 particular cave has another chamber di- store in this arve ta give it easy access to the false gallery.
recily above it, the higher haber may possess a specially built The: opening into the true Central ¢ sallery is usually a very
ail-sprayer, This device is a large wooden tank filled with rancid defensible passage containing a porteullis, gate, or heavy slab of
caoking oil that feeds into a network of ceramic pipes. When rock that lowers into place. Again, it is not imcommon for a be-
triggered, the oil flows down the pipes and sprays out to blanket holder to place a blacksions wall in this area.
the room. Any torches ot exposed flame will erupt casing 1d4
points of damage to anyone within 5 feet. In addition, the Foor 7. Central Gallery
of the chamber will be extremely slick. Anyone attempting to This is the “Living room” of the heholder “house,” As such,
move within the covered area must make a Dexterity Check the beholder fills it with objects that it
« ; enjays fookiny;
5 at—stich as ar,
statues, and its
latest spoils of
victory.
The floor is dan-
geTuusly unoven and
riddled with pit traps (ro-
member that the beholder
floats and its minions
theoretically know the
location of all the (raps)
In some lairs, the be-
holder builds dacep-
tively even floors; these
smooth areas usually
contain many deadly
traps. A beholder
’s
minions wilt always
guard the entrances to
this area.
8. Library/Treasury 11, Prison
The beholder keeps his books, serolls, tablets, and other pro- A beholder prison typically consists of 20 Tt. decp hubular
jects here, as well as various treasures and items of worth, Min- holes blasted into the floor. Heavy gratings often cover these
ions are not allowed in bere; dealh is the usial punishment for holes. When a prisoner is caught, the beholder {or is minions)
trespassing, strips him of bis weapons ard magical items, tosses him into the
Beholders, beholder mages, hive mothers, and even death hole, and slams the grating into place. A beholder’s minions will
kisses Lypically keep three types of treasure: I, 5, and T. Type always guard an occupied cell. Each cell possesses a locking,
treasure consists of: Platinum or Electeum, 100-600 (1d6x1003, mechanism that anly responds to telekinesis.
30%; Gems, 2-12 (2d6}, 55%; Art Objects, 2-8 (24), 30%; Magical
Tterns, 1 {ary type), 15% 12. Meat Locker
Type Sizeasure consisis of 1-8 potions. Type I treasure con- Statues of facal wildlife and small humans and humanoids
sists of1-4 scrolis that sometimes (103%) contain rare or long- ll this iong, unlit chamber. The beholder saves its food from
forgotten spells. spoiling by turning it to stone and placing the rewly made
“statue” in here. Wher it 1s hungry, the beholder uses its aiti-
gic: ray to reverse the effects of its flesh to stone evestalk and
then proceeds lo consume the victim.

13. Kitchen
If a beholder possesses minions, and 1 acquires a taste for
cooled flesh, the lair will have a kitchen including a simple
hearth, a roasting spit, and a small hole leading up to the sur-
face. At any given Erne, the spit may havea Jarge animal or hu-
manoid carcass roasting on il

9. Study
The behclder primar ly uses this room as an art studio. Par-
tially finished stamary and various sculpting tools fill most of
the study. The air smells faintly of partially disintegraled slone.

10. Trophy Gallery

This is a long chamber laid out with objects representing ene-
mies the beholder has slain, Unfortunately for adventurers,
these trophies are usually interesting and colorful object
worn by the beholder’s enemy. Colorful surcoats, sadd
tanned skins, and wigs arc the mainstay of a beholder’s
collection, Occasionally, however, a beholder will take
armor and weapons from a particularly noted foe. In
addition, the creature sometimes stores art objects and.
precious gems in this rom
14. Minion Chambers from the main tunnel shaft to the tops of other chambers as well,
These small caves are where the beholder’s minions, typi- though these are typically barred or grated to prevent passage.
cally small watlike humanoids, live. These chambers are as clean These tunnels allow the beholder ta fly around and spy on be-
as the minions care to live. ings within its lair, particularly its own minions.
The shaft
from the top
15. of the Cen-
Midden tral Gallery
This isa to the Secret
hole in the Heart is sel-
ground lead- dom less
ing to a large than 50 fect
chamber cre- in length; it
ated or en- is built
larged by the straight up
beholder. The and as
beholder uses smooth as
this hole to the be-
dump its holders skill
refuse. with disinie-
gration will
make it.
16.
Lavatory
Minions 18. The
use this room Solitary Beholder Lair Secret
to dispose of (Plan View) Heart
their waste. This is the
The business beholder’s
end of this private
chamber is at chamber.
the far end. Here, the
from the creature rests
opening into and plots its
the central horrific
gallery. It schemes. It
consists of typically
holes bored contains a
by the be- nest of sand.
halder per- or cloth bed-
haps ding and the
hundreds of beholder’s
feet into the favorite
earth. Seating pieces of
boards are set sculpture.
aver the holes
at the top.
19. Escape Way
This narrow tunnel leads up from the Secret Heart. It is an es-
17. Central Eye cape tunnel leading to the surface. The beholder usually fash-
This is a series of narrow tunnels above the normal lair cham- ions the tunnel to lead all the way to the surface and caps it with
bers. There is always onc leading from the Secret Heart to the a boulder or other natural-looking plug of stone. When the be-
very top of the Central Gallery; there may be others running holder needs to escape, it rises to the plug and disintegrates it.
The City Beholder Lair Plan View
When a beholder lives in a completely “safe” setting,
such as a beholder city, its lair looks quite different. The
ideal site for such a lair is a canyon, ravine, or any area
where cliff walls provide a slight overhang, The be
holder digs its lair into the cliff side like a wasps
nest. [t consists of a series of vertical tubes art-
fully blasted into the stone.
From the outside, one may see only the exit
from this lair, or perhaps (he shape of the out-
ermost of lhe tubes. The inside of such a lair,
however, is quite intricate. It is especially
difficult for enemies to invade unless they
levitate, as the beholder makes use of en-
trances and exits at different levels. Tl also
employs constricting tunnels that hamper
the movement of winged flyers.

City Beholder Lair

(Arrangement)

The diagrams on pages 59-61 show a typical lair, both in

three-dimensional view and “unrolled.” Such lairs,
when mapped by humans, are typically displayed as if
they could be untolled, with the central tubes situated to
the left and the outermost lubes to the right. Portals
between tubes are indicated with letlers: Porlal “A,” as
shown, may be indicated on two widely separated tubes;
when the lair is rolled up again, the two tubes are
adjacent.
A slandard lair for a beholder living within a city usu
ally consists of seven tubes (a central tube surrounded
by six other tubes). A medium-sized beholder hive lair
has nineteen tubes (the carlicr arrangement plus another
layer of 12 tubes). Larger lairs have yet another sur-
rounding layer, for a total of 18 tubes.
The Beholder City gash feed the lake and provide liquid for the entire city popu-
lation.
Abeholder city is made up of many of the wasp’s-
nest style dwellings, plus other constructions and places B. Kaggash Lake
for the common use of all citizen beholders. This strikingly beautiful area at the south end of the city is a
Over time, the cliff sides of a beholder city become so place where infant and adolescent beholders and beholder-kin
infested with lairs that their origin as natural cliffs be- sport. It is also the home of a handful of eyes of the deep. Their
comes obscure. Examiners, acting as structural engi- own lairs are watery caves dug deep in the lake bottom.
neers, make sure that the cliffs are not so heavily dug out The river flows south from the lake (not pictured) and on to
that they will collapse; otherwise, these cliffs look en- the sea, giving the eyes of the deep easy access to ocean water.
tirely artificial.
The bind-in map shows the small beholder city of C. Dwellings
Kaggash—population about 2,000—located on a vol- Scores of tube lairs line the cavern walls and some are above
canic, mist-shrouded island far from any human settle- one another. The city is so old that sections of the cliff face be-
ments or trade routes. Once upon a time, the city was tween the beholder lairs have been completely smoothed by
nothing but a small river canyon. However, a hive artful wielders of the disinfegrale power. Nothing grows on
mother discovered the area and pronounced it perfect these slopes.
for settlement. It has gradually become one of the largest
eye tyrant cities ever recorded. D. Collapsed Area
Though examiner-engineers try to make sure that new
A. Kaggash River buildings do not endanger the structural integrity of the cliff,
Beholder engineers diverted some of the river’s runoff; now, they don’t always succeed. This area shows where a large
it flows with considerably less force. The waters of the Kag- lawer lair collapsed, destroying the lair above it when the rock

ity Behalder Lair (Section View)

Tube 1 Tube 2

60
between the two lairs collapsed. Though the accident killed H. Pyramid of Enemies
many beholders, the collapsed area has not been cleaned as a Some cities have a wall of enemies; Kaggash follows a dif-
lesson to other builders. ferent path—the Pyramid of Enemies. Prisoners are brought
here and told that if they can get to a certain height on the
E. Council Chambers pyramid before a predetermined amount of time, they can go
This is the only wholly constructed building in the entire free. If the frantic prisoners reach the agreed upon height, the
city. Inside is a set of chambers where the Grand Council per- waiting beholders turn them to stone. For this reason, most of
forms its deliberations. The building itself looks like an ancient the victims on the Pyramid of Enemies are looking upwards,
temple, with decorative columns supporting the oof. The searching for a salvation that they will never find.
councilmothers convene at the center of this open-air area to
do their business. There are ten councilmothers in Kaggash. I. Jousting Field
Directors practice cavalry maneuvers on their crawlers in
F. Performance Circle this area. When not in use by directors, lensmen use the joust-
This is a theatre blasted out of the living stone by beholders. ing field to train in weapons combat.
It consists of a series of 8 foot broad steps (each large enough to
hold the largest of beholder-kin) surrounding the stage, or low- City Beholder Lair Key
est portion. From the stage, beholder storytellers recount the Door A: Work/Planning to Door E: Laboratory to Kitchen
tales of their victories. Rock slabs are also brought down to the Assembly Area. Secret Door © Minion Quarters to
Dooron ‘Assembly Arca Gallery
stage for bombardment artists. Door G: Gallery to Gauntlet.
Door B: i Planning to Secret Door on Gauntlet
Prison Side
G. Parade Route Door C: Heart to Gallery. Secret Door H: Gauntlet to Trap
This is the stretch of canyon floor used for new beholder Doar on Gallery Side
Door D: ‘Trap Chambers to False Door I. Exterior Exit
parents to demonstrate the.existence of their new offspring. Gallery

“ity Beholder Lair (Section View)

Tube 5 Tube 6 Tube 7

61
Campaigning Beholders
Beholders and Their Warmaking
It 's usefu: tc know no: only how hsholde-s fight humans anc
demihunans, but zlse how they combat czen otner

Attacks on Human/Demihuman Communities

On rare occasions, a beholder hive or community will decide that they
must destroy a human or demihuman community, whether in retaliation for
beholder deaths, or as a way of ensuring the hive’s survival. In such a case,
the beholders will normally set up a temporary lair near the community and
engage in reconnaissance over a period of two or three days. If the commu-
nity’s inhabitants do not learn about the beholders’, the creatures will launch
a series of very deslruclive raids against [he community.
Unfortunately, the beholders’ inslinclive laciics make their invasions diffi-
cult to counter. They tend to launch all their forces against the community,
spreading out so that each attacker can inflict damage in all directions. Tn ad-
dition, their ability to levitate themselves and disintegrate objects renders most
physical defenses—such as stone walls and heavily fortified castles—useless.
Beholders usually begin their raids by attacking the thickest cluster of
buildings with their disintegration beams. In many cases, the collapsing build-
ings begin to burn, giving the defenders an additional enemy to fighi—
namely, a rapidly spreading fire.
Once the largest buildings have collapsed or caught fire, the beholders
begin to attack people. Their favorite tactic is to swoop (slowly) down on
large crowds and walch them {lee in lerror. The chaotic nature of fleeing
crowds appeals to beholders so much thal (he creatures are more likely to at-
tack untrained civilians and ignore the disciplined ranks of city defenders.
This often results in officers sending their soldiers to fight a beholder in the
midst of a flecing crowd—usually with disastrous results.
Attacking beholders also attempt to destroy any citizens
participating in bucket brigades and other fire-fighting efforts,
simply because they are such easy targets. For the mosl parl, however, the
creatures ignore champions and personal challenges. Heroes inleresled in di-
rect confrontations will most likely have to pursue a beholder.
Within the first half-hour—even if the beholders are achieving spectacular
success—they will leave. The creatures believe that if they return night after
night, knocking down haslily repaired buildings and killing the strongest de-
fenders, they will do maximum damage to the defenders” morale with a mini-
mum of effort.
The beholders” tendency to leave before completely destroying a given arca
does give the defenders an opportunity to put together new defenses cach
night. However, it's best to remember that beholders are
not stupid. Each successive night they will alter their
Beholder Dogfights
lactis. When fighting one another, beholders are as savagely
Trstead of (loaling, to the city oul from the forest, they ruthless as when they combat non-beholders. Humans
may climb to a great height and quietly descend into the who have learned to do battle upon the backs of fying
middle of the city. Or, the beholders may launch one at- mounts—such as pegasi—call these beholder duels
tacking wave and wait until the defenders concentrate “dogfights.”
their effort before unleashing a flanking maneuver with
the remainder of their force.
Tf the attacking force is part of a beholder city, it will
make optimum use of its specialized abomination allies:
director
/ crawler cavalry will terrorize defending sol-
diers and horsemen in the open; examiners will figure
out how te open fortified positions; beholders will “air-
Lift” lensman shock troops aver obstacles; and eyes of
the deep will emerge from waterways and even wells
that connect with subterranean rivers.
Occasionally, however, human and demihuman de-
fenders discover ways to repel attacking beholders. The
following tactics have been used successfully against lhe
marauding creatures:

Archers concealed undsr arrow-slitted boarcwa:ks,

Pikemen stationed n pits who thrust at the

undersides of behotders

i
Qil poured ante behaides ‘rem balconies ana set

alight Tn a beholder dogfight, the two combatants start apart

from each other in intricale cave complexes ar above-
Cistractions hat aliow a mountad knight to pertarm 2 ground areas littered with huge boulders. The ideal dog-
fight tactic is for a beholder to get beneath its enemy in
lance charge such a way that the opponent is unaware of it. The lower
beholder then rises face-up and clamps its teeth on its
Spike-studded fa se walls rigged to fail on passing enemys underside. It then siruggles with its opponent,
frying to drive it into a wall of solid rock where it conlin-
beholders
ues biting until the enemy is dead.
Note that it is difficult for the beholders’ eye-stalks to
enter this equation. This is because a rising beholder
grips ils opponent in such a way that the defender can-
not bring any of ils eyes ta bear.
However, some beholder dogfights are nol quile this
cut-and-dried. These extended battles usually involve a
considerable period of floating through the battlefield
and attacking one another with eye powers. Only when
one beholder clearly outnaneuvers the other can it man-

Beholder Cities at War

A beholder city is truly at war when it is faced with an
enemy capable of destroying the city. The enemy may be
another beholder city, a human army, or even a force of

cloud giants.
In such times, these cities experience interesting
changes. First, the hive mothers and true beholders begin
breeding at a more prodigious rate. Instead of a breeding
once every few years, they may spawn up to twice a year.

§ Second, the city launches several “kernel” expeditions.

age 4 perfect underside bite. In many cases, combatants Atleast two full hives will be sent out separately from the
become impatient long before that point arrives and end city and told to settle secretly in a distant area for one
up in eye-lo-eve combat. The impatient beholders will
year. Should the city fall to its enemies, the kernel hive
close while firing their eye weapons and engaging in
brutal biting matches once they are adjacent. begins to form itself into a new city of the proper be-
Particularly clever beholders have done things such holder breed.
as submerge themselves in mud poals with only one
small eye protruding so they can emerge and accomplish Third, new abominations may appear. It is not un-
the perfect bite when their opponent floats by overhead. known for a besieged hive mother to spawn new creature
Other heholders prefer to start a combat by gaining alti-
types that are spedially adapted to combat a specific
tude and looking dows over the battlefield. Still others
use their disinfegrate ray to drill into boulder piles and enemy. For example, in a years-long war with a rookery
wait like trap-door spiders.
of powerful harpies, one beholder cily began to spawn a
variant form of director thal rode atop giant wasps that
spewed long, sticky spider-like webbing. Once the war GCREYHAWK
ended, the hive mothers no longer produced these vari- The Greyhawk breeds are among the most widely-
ant directors. represented throughout the multiverse; it is this breed
that most people think vf when they hear the word “be-
holder.”
Greyhawk behelders are of average size,
Beholders Throughout the Planes with wrinkled, pinkish flesh and clearly visible
blue veins. They have a slightly smaller-than-
Ties zre so~e cf t1e ways beholde’s differ from average central eye and a wider-than-average mouth.
Their eye stalks are shorter than most other beholders’
plane lc plane
and are unjointed, resembling simple extrusions of the
beholder skin. Oversized eyes rest on the ends of these
stalks. These eyes have eyelids, bul those lids retract so
far that hey arc invisible when not in usc.
FORGOTTEN REALMS
Forgotten Realms beholders tend to be slightly larger
than average some even grow as large as six-feet in di-
MYSTARA
ameter. Most breeds trom this world tend to have cool
colors—such as purple and blue—on top, graduating Mystaran beholders tend to be brown or green, and
down to earth lones—such as brown and yellow—on possess mottled skin. The distinctive patterns of the mot-
bottom. Their skin is pebbly and they possess visible tling define the particular breed. Their tentacles are
nostrils. Forgotten Realms beholders have jointed and about average in length (27) and unsegmented. These be-
articulated cyestalks. holders have human-sized eyes that disappear when
Xanathar, a beholder that lives among humans and their dark eyelids close. A Mystaran beholder that closes
heads up a thieves’ guild, is perhaps the most notorious its eyes and [olds its eye stalks across its body looks
example of an exile beholder from Abeir-Toril. much like a moss-encrusted or mud-encrusted boulder.
Stories of unwitting adventurers who sat down atop
sleeping beholders are quite common. Alas, all of the
tales end in tragedy.

PLANESCAPE
There does not seem to be any species of beholder na
tive to the Outlands, though representatives of many
breeds end up there. Oddly, the city of Sigil seems to
exert a lorce of attraction on the rarer sorts of beholders
and beholder-kin; for instance, one is more likely to en-
counter an exile heholder or extle heholder-mage here
than in any other place in existence.

66
RAVENLOFT
The heholders of Ravenloft are mostly jet-black with
metallic silver markings and eyes that look like swirling
gray smoke. The silver markings and eyes of these be-
holders may {lash with light when the creatures are
angry.

SPELLIAMMER
The beholders of these regions tend to have skins that
look like durable gray plales. Their eyeslalks tend to be
different colors, and they have different iris colors in
their eyes. The placement of the colors of the eyes and
eyestalks determines the beholder breed.
These spacefaring beholders have achieved great
heights in shipbuilding and artifact construction. At one
point in the past, they created a beholder-shaped ship
the size of a small moon; this ship was capable of de-
stroying worlds. However, the secret of building such
ships has been lost.
 Fighting the Standard Beholder
The beholder has different armor class values for dif-
ferent parts of the body.
When a character makes a normal melee or ranged-
weapon attack on a beholder (Le., “I'm swinging my
sword at the beholder”), the player first rolls d0C to de-
lermine which body part hes swinging at.

Roll location AC
01-75 Body 0
76-85 Central Eye 7
86-95 Eyestalk 2
Ready Reference Guide

96-00 One Smaller Eye 7

A character who wishes to attack a specific body part

must make a called shot against that part. This type of
attack adds 1 to the characters initiative. Furthermore,
True Beholders the called shot is made with a —1 penalty to hit. Success
means that the character struck the body parl in gues-
The Standard Beholder Eon.
Beholder (1): AC 0/2/7, MV FL 3 Abeholder’s hit points are divided among its body
(B); hp 45-75; TIIACO 45-19 hp, components. Of the hit points listed, two-thirds go to its
11/50-59 hp, 9760-69 hp, 7/70-+ hp, body, and one-third goes to its central eye. A combined
5; #A1' 1; Dmg 2-8 (2d4); SA Magic; eyeslalk and small eye can sustain 5-12 (1d8+4) hit
SI) Anti-magic ray; MR Nil; 87. M points before being destroyed; those hit points do not
(&-6' diemeter); ML Fanatic (18); count against the creature's hit point total.
Int Exceptional (15-16); AL LE; Thus, destroying a beholder’s eyestalks/lesser eyes
XP 14,000. will remove the powers those eyes possess; destroying
Notes: Lye Powers: Central—unti- its central eye will destroy its anti-magic ray. The only
iiigic ray (140-vard range, 90-degree way to kill a beholder is to reduce its body hit points
are before beholder; no magic func- to 0.
tions in that area); 1st charin person
(as spell); 2nd—charin monster (as
The Beholder Mage
spell); drd-—sleep (as spell, but only
one target); 4th—telekinesis (250 Ib. Random Wizard Number of
weight); Sth—flesh fo store (as spell, Roll Level Spellstalks
30-yard range); blh—disintegrate 01-10 1 1
(20-yard range); 7th-—fear {as wand); 11-28 3 2
Sth—sivw (as spell, but only a single 29-50 5 3
target); 9th cause serious wounds 51-70 7 3
(50-yard range); 10th—death ray (as 71-85 9 7
death spell, but single target, 40-yard 86-94 12 8
range} 95-00 15 10
 —— Des the
eeleve
l of the
"Mage© pa.
of Spelst a n d (h€e ota)
agy,
Beholqey I?h it Caprgp, 1
. Mages
1}
be Cast
gra lin
Or opjg One
Yerhal oo
2) C, m, Onie
t affoe ngg,
ests ip Pell c.
),

Pes ls (suc butop,dy

h ag a single
ta A
A be se eothr,Wi (50-varg ggarget),
y, eredfi se idl,Ni tange); a
g, Ces ca] yo ev but Sing i, hf, Se tits
ta, estalic le Target it
an d ho lder a : 4 Yard py,
_Beho) g e
der Power muse AC
Be (1): fo, ev ri fice
zard Ie A 0; M Y Sp st
ve, YH y Som,
ae A 11; #A 5On pa 0 Srl) 40 Vailabe SPells
all Whj
on Nig; T 4 d pry tay, ch tes,
MLE, M RN a rans ides, ©:
Lig (13); p, Mr5 Aitt ef, nt fenton
La06 In
0+, “a t Gry (17.
+,5000 di. (KC SE ienginy, oay, s death
Not S1 F (n t r
“5505 th
©He Porg
y. The
rd ley. 8) AL UMmaneig ote t Polym, Wectao
s Poly
e {Ol bep,holder to FASE fou do Phing Se
liye age pe gpg w es lf jy
{as
spel); Powers; e. alloy ab a
2nd-.. 7. tha Ma ti c Mog Ma t; e Er ma,
~slep (a Viiirsg B r; Per ens 1 or go.
Phang, |
g Spell, CO ) Dat oi
05 sey
ites py nly fas Spel
251) Ib. l); La
Weight), on g targay se nt, Lele nIERIRbLp
I, 3p Ya
rd Tang Hes ), Hho. pory, OF
wal] og py
poy,Nai
0); Tth- e). btt 0 Stope lacks,Stop
far fg h e {as Fighting ”
Wand) (2 0-35 rd th e Be hojq,
,5 is ig SO age
08 (a, sp M Ligh
ell, hoide, , Ust
(abo, ag ith,
0es nee the gWi
coy; Mage kibe o.
Ns] jg g, the© Ce
59 tota] Ri ntry) Ov
t po
 tt
(0x; ii R

Fighting the Hive Mother

The Hive Mother
Hive mothers swallow man-sized prey on a natural
Hive Mother (1): AC 0; MV Fl 6 (A); HD 20; attack roll of 20. (While swallowed, a victim takes 5d4
THACH 5; #A1' 1; Dmg 5-20 (3d4); SA Magic; SD points of damage every round until it is dead or it es-
Anti-magic ray; MR 5%; $7 TT (8 diameter); ML capes. Due to the lack of depth to the hive mother’s
Fanatic (18}; Int Genius (17-18); AL LE; XP 24,000. body and digestive organs, prey can escape on a normal
Notes: Eye Powers: Central—anti-miagic ray attack roll)
(140-yard range, 90-degree arc bere beholder; Wilh the Hive Mother, there are only two combat lo-
no magic functions in that area); 1st-—charm per- cations: body and central eve. Lesser eyes cannot be
son (as spell); 2nd—chari monster (as spell); struck in combat, even by accident.
3rd - sleep (as spell, but only one target): 4th
telekinesis (250 Tb. weight); Sth—flesh ta stone (as Roll Location AC Hit Points
spell, 30-yard range); 6th—isintegrate (20-yard 01-90 Body [4] 201ID
range); Tth—fenr (as wand); Sth—sow (as spell, 91-00 Central Eye 7 15hp
but only a single targel); 9th—cause serious
winds (30-yard range); 10th—death vay (as death As with slandard beholders, an enemy can target a
spell, but single target, 40-yard range). specific location on the TTive Mother by taking an addi-
tional -2 penalty to his attack roll,
 97 HY pn

y oo

Beholder Priestesses
The Beholder Priestess is similar
to a Hive Mather, bud has the fol-
lowing powers:
(1) Spellcasting power as a
9th-level priest with ac-
cess to up fa four
spheres (from all,
astral, combat, div

ination, necroman-

He frei), mimbers,

protection,

thoughl, and
time)
(2)A 12 horus to y
saving throws
7
against all spells
from the four
spheres ihey setect 72
(3) The ability
to command non-
intelligent undead
{in particudar,
skeletons and zom-
bies) as a 9th-level
priest until the

priesless’s powers
i hy
disappear.
4)
 cast spells with material or somatic compo-
Elder Orbs
nents); Sth—contact other plane, extension 1, Leo
Elder orbs can memorize one wizard spell (of any sorl mund’s lamentable belaborment, teleport, wall of
50 long as il requires only verbal components) for every blackstone®, or wall of force”; bth—extension II ar
full § hit points they ordinarily possess. (They do not geas; 7th—lintited wis
lose spells from memory as they sustain damage in com- stun, teleport without error, or vas
bat.) Thus a 70-hit point elder orb can remember eight death tyrant*, muss charm, Otto's irr ile dance,
spells. In addition, elder orbs cast spells al one level of or power word blind; Wh—Mordenkainen’s disjusnc-
experience for every eight hit poinls (rounded down) tion, power wordkill, prismatic sphere, time stop, or
they possess. For example, a 70-hp elder orb would cast wish. (* indicates a variation on an existing spell;
spells as an 8th-level wizard. However, elder orbs can the new spell requires only V components and
memorize only one spell (at a time) of each spell level, takes twice as long to cast.)
must memorize lower-level spells before higher-level
(thus an elder orb that could only memorize six spells Fighting the Elder Orb
could nol memorize spells al levels 4 through 9—il I¥'s rare thal an adventurer gets to fight an elder orb
would have to memorize them at levels 1 through 6), in direct combal. These creatures position minions be-
and must memorize them as other wizards do, through tween themselves and hardy humanoid enemies.
use of spell books or scrolls, In addition to possible humanoid, beholder, and be-
A standard elder orb complement of memorized holder-kin minions, the elder orb, the instant it senses
spells appears with its monster slalislics, below. trouble, will cast a conitol death tyrant spell. This spell
puis it in control of every death tyrant within a mile; the
Elder Orb (1): AC 0/2/7; MV FI 3 (B); hp 70- elder orb will use the death tyrants as its final means of
75; THACO 5; #AT 1: Dmg 2-8 (2d4); 5A Magic; defense. Tf directly confronted, il will use some spell of
SD Anti-magic ray; MR 50%; SZ M (4'-6' diame- transportation (such as dimension door or teleport) ot a wish
ter); ML Fearless (19); Int Godlike (22+); ALLE; to escape.
XP 18,000 But should, adventurers find themselves in direct con-
Nales: Eye Powers: Central—anti-magic ray flict with an elder orb, the creature will use standard be-
(140-yard range, 90-degrec arc before beholder; holder tactics of utilizing the traps and secrels of its lair
no magic functions in that arca), plus six to nine to harry and kill the intruders while it makes good its es-
(10-1d4} of the following: Ist—charm person (as cape.
spell); 2nd—charm monster (as spell); 3rd—sleep ‘The elder orb, like the standard beholder, has differ-
(as spell, bul only one target); 4th— telekinesis ent armor class values for different parts of the body:
(250 Ib. weight); Sth—flesh lo stone (as spell.
Roll Tocation AC
30-yard range); th-disintegrate (20-yard range);
01-75 Body 0
7th--fear (as wand); 8th slow (as spell, but only
76-85 Central Lye 7
a single target); 9th—cause serious wounds
86-95 Eyestalk 2
(50-yard range); 10th—death ray (as death spell,
96-00 One Smaller Eve 7
but single target, 40-yard range).
Possible Spell Choices: 1st—feather
fall or hold Also, as with the standard beholder, a character who
porial; 2nd blindness, darkness 15" radius®, detect wishes to attack a specific body part on an elder orb may
invisibility*, LSP*, or knock; 3rd dispel magic® or do so by taking an additional -2 penalty to hit.
protection from normal missiles”; dth—control death ‘The elder orb’s hit points are divided among its body
tyrant, dig”, dimension door, extension 1, instruct components in the standard fashion: two-thirds to its
spectator, minor globe of invulnerabilily”, or poly- body, one-third to its central eye, with an eyestalk and eye
morph self (note that polymorphing itself into a sustaining 5-12 (1d#+4) hit puints before being destroyed.
humanoid form does not allow an elder orb to
3
~
 may still attack targets within 10 feet; its senses of smell
and vibration detection allow it to perform as though
still sighted at that range.
Ablow to a tentacle stalk damages that stalk; once the
stalk is destroyed, it draps away. However, if the tentacle
stalk is attached to a victim, a blow that does not destroy
it will cause drain more hit points. Ifa tentacle attached to
Beholder-Kin a victim is damaged but not destroyed, it automatically
drains enough hit points t restore it to 6 hit points (thus,
Death Kiss
if a tentacle has 2 hit points after being struck, it will drain
The death kiss possesses ten 20-loot lentacles wilh 4 hit points {rom the victim it’s attached to). This damage
barbed-mouth tips at the ends. These (enlaces, retracted is in addition to normal draining damage for the round;
when not in use, resemble standard beholder eye stalks. each tentacle may do this additional damage up to twice
When onc of the tips hits a target, it inflicts 1-8 (1d8) per round. This sort of draining does not help regenerate
points of damage. Thereafter, each round it remains at- damage to other parts of the death kiss” body.
tached, it drains blood at a rate of 2 points of damage A successul bend bars /1ift gates roll made by a vic
per combat round. tim against the tentacle that has hit him will tear the ten-
The death kiss’ central eye does not have any sort of tacle free. Ilowever, the maneuver does the victim an
power {other than 120" infravision) additional 1d6 points of damage: the tentacle’s teeth
The death kiss translates drained blood into clectrical and suckers do the damage as they're being torn away.
energy. Fach hit point drained results in one point of The death kiss stores up to 24 points of electrical en-
stored electrical energy. The death kiss may use this en- ergy in each tentacle and up to 50 in its central body.
ergy tor any of several purposes: When a tenlacle is severed, it discharges ils remaining
(1) Spending one point allows Lhe death kiss to travel energy into whatever is touching it at the moment of
for two full turns. separation; one point of energy docs one point of dam-
(2) Spending one point allows the death kiss to heal age. When the central body dies, it discharges its energy
one point of damage to each of its 10 tentacles, to its into whatever is touching it.
body, and to its central eye (12 hit points regenerated in
all). It can only perform this sort of healing once every
other round, al the end of the round.

Death Kiss (11: AC 4/6/8;, MV T19 (B); hp

1d8+76; TILACO 11: #AT 10; Dmg 1d8: SA Blood
drain; SD Regeneration; MR Nil; SZ H (6'-12" in
diameter); ML Fanatic (17); Int High (8-14); AL
NE; XP 8,000.

Fighting the Death Kiss

The death kiss has its own armor class variations by
body location.

Roll Location AC Hit Points

01-75 Body 4 77 84
76-85 Central Tye 8 é
86-95 Tentacle Stalk 2 6
96-00 Tentacle Mouth 4 See below

A character may attempt to slrike specific body part

by taking the usual -2 penalty to the attack rofl.
Ablow to the body has the usual effects; when the
body reaches O hit points, the death kiss dies.
Ablow to the central eye also has the usual effects.
However, if the central eye is destroyed, the death kiss

73
 me
Ce
Magldt
1am S& (3-
244) 2d) ib 76M

usio n
create f
ep
the De
BYse of
in the e dee
p
Fight eye of h
ng the af”
Fighti in g a st
ombat
ar sl c (hat th
e
1% smid note
p e h o lder
dard
G th Gauths’ feeding tentacles (the four on its undercar-
au . Eo .
riage) grab and trap prey as if with a human Strength of
Gauth (1x: AC 0/2/7;, MV FL9 (B); HD 6+6 or 18. These tentacles do no damage.
4-9; THACO 13 (646 HD), 11 (M19 HD); #AT 1; Gauths regenerate damage at a rate of7 hil point
Dmg 3-12 (3d4); SA Magic; SD Regeneration; MR every two turns.
Nil; SZ L (4-6 diameter); ML Champion to Ta-
natic (13-18); Int Exceptional (15-16); AL NE; XP
6,000 (6+6 HL) or 9,000 (9+9 HD).
Notes: Eye Powers: Central—jeeblemind against
all who meets its gaze (save at 2 penalty); lst—
cause serious wounds (as spell, 30 range); 2nd—
repulsion (as spell, 10° wide path, 40° range);
Srd—cone of cold (as spell, 3d4 damage, area of
effect 5' wide at start, 50 long, 20" wide at end, 3
times per day only); 4th—lighining bolt (as spell,
4d4 damage, 80' range, 4 limes per day only};
Sth—paralyzation (as wand, 40" range, single tar-
get, only dispel magic or death of beholder can
free victim); éth—dweomer drain (40 range,
against one target per round; keeps magical ob-
jects from functioning during that round; drains
one charge from one magical item with charges,
not including artifacts).

Gauths have a life-span similar to beholders, but do

not breed until death; when a mature gauth dies, two in-
fant gauths emerge from its corpse within a week.

Fighting the Gauth

When entering combat, a gauth will cause itself to
glow as if from a faerie fire spell in order to attract the at-
tention of its prey. It makes sure to make an entrance so
that all obvious wizards are facing in its direction, and it
relies heavily on its feehlemind central eve to sow confu-
sion among its enemies.
Attacking a gauth works as with most beholder Observer
species: Observer (1): AC -2 (bady)/2 (eyeslalks}/2
(mouths); MV FI 3 (A), HD 818; THACO 9; #AT
Roll Location AC Hit Points 3; Dmg 1-8/1-8/1-8 (1d8/1d8/ 148); SA Blood
01-85 Body 0 As listed drain, gaze, psionics; SD Nil; MR 25%; SZ L (¢'
B6-90 Central Bye 7 Tart of body diameter); ML Champion (13-16); Int Genius (17-
91-00 Eyestalk/Tendril 2 6 hp 18); AL LN; XP 15,000.
Notes: Eye Powers: Each main eye has three
powers, Bighy's forceful hand (driving back one
~
Ba
 creature of up to 500 Ibs. at a rate of 20
Spectator
feet/round, keeping creatures of 301-1,000 Ibs. at
bay, slowing creatures over 1,000 Ths. to an ad- Spectator (1): AC 4/7/7, MV F1 9 (B), HD 4+4;
vance rate of 10 feet/ round), telekinetic blow THACO 15; #AT 1; Dmg 2-5 (1d4+1); SA Magic;
(1d12 1 victim's AC in points of damage per at- SD Magic; M SZ M (4 diameter); MT. Flite
tack), protection from normal missiles. Smaller (14); Int Very to High (11-14); AL LN; XI> 4,000.
eyes: Lst—dumination (30-yard range), enervation Notes: Eye Powers: Central—reflect (one non-
{30-yard range), fear (50-yard range), touch spell per round, only so long as eye is an-
finger of dealh (30-yard range), damaged; spectalor must save va. spell to reflect;
magic missile (3 missiles, failure means 5% MR and personal saving throw
50-yard range), Ofiluke's come into play); 1st—create food and water
freezing sphere (cold ray, (enough for a large meal for six, takes one
8d4+16 pts of damage, round); 2nd—cause serious wounds (2d8+3 hp
30-yard range). damage to single target within 60 yards; save
Other powers: An ob- vs. spell for half damage); 3rd—paralyzation
server can sce as if with ray (range 90’, one target, 8d4
a true seeing speli to a rounds); 4th—telepathy (range
range of 100 yards, though 120’, one target; can communi-
it cannot detect alignment cate this way or can plant
this way. Almost all ob- suggestion if target fails
servers have the standard save vs. spell; suggestion
package of psionic powers always to leave in
common to some beholder- peace).
kin (see page 31). Observer Other powers: A specta-
mouths do 1d8 pints of {or can lelepor! between its
damage per hit, and, if the current home and the
attack roll is 4 or more higher plane of Mechanus, one
than it needs to hit, the mouth fas- teleport per day; while
tens to its prey and drains blood at a rate in Mechanus, it can ro-
of 2 hp per round. generate all damage in
a single day.
Fighting the Observer
Observers fight intelligently but like the Fighting the Spectator
taste of blood. They will use their mouths against The spectator has a +2
less armored, less mobile targets, spreading them surprise modifier and a +1 ini-
among three different targets if at all possible. tiative modifier; it is hard to
Observer main eyes take 10 points of damage surprise.
cach, smaller eyes/eyestalks take 5 each, and mouths ? Spectators fight nonvio-
take 15 cach before being destroyed; none of these at- i lently when possible; they start
tacks count against the creature’s base hit point total. with their suggestion power, switching to
When attacking an observer, use the following chart: paralyzation if that does not work, switching to cause seri-
ous wounds only if truly endangered.
Roll Location AC Hit Points ‘When attacking a spectator, use the following chart:
01-70 Body 2 8+8HD
Roll Location AC Hit Points
71-75 Fyestalk/Eye 2 5hp
01-70 Body 4 4+4 HD
76:90 Mouth 2 15hp
71-90 Eyestalk/Eye 7 1hp
91-00 Central Eye 2 10 hp
91-00 Central Eye 7 1hp
If mind-allered minions, eye powers, and blood- If blinded in all eyes but siill alive, a spectator will
sucking maws aren’lL enough to guarantee the observer teleport to Mechanus, heal there, and return the next day.
victory in combat, it will use its psionic abilities for Tf that which it was guarding is now gone, it will go
whatever advantage it can gain. about its life. Tf originally from Mechanus, il will retin.
 Director
Director (2-5): AC 2 (4 when mounted); MV Fl 3 (A), 15 when
mounted; HD § (12 when mounted); THACO 9; #AT 2; Dmg 2-8/2-8
(2d4/2d4); SA Magic; SD Nil; MR 20%; SZ H (8-10 diameter); ML
Fanatic (18); Int Average (8-10); AY LE; XP 10,000.
Notes: Eye : Central—deflection (all frontal attacks against
director suffer —2 penalty to attack roll and damage is halved; director
gains +2 save vs. spell from those in field of vision of central eye);
Abomination S Ist—magic missile (as spell, 2/ round); 2nd—burning hands (as spell,
ath level); 3rd—awall ofice (as spell); 4th—slow (as spell); Sth—enervu-
It is believed that abominations tion (as spell); th—inmroved phantasmal force (as spell).
are specialty breeds created delib-
erately by a Hive Mother to meet Fighting the Director
certain community needs. Abomi- When unmounted, the director is much like any (grossly oversized) be-
nalions cannot breed. When they holder.
appear, it is certain that a beholder When mounted, however, different rules are in play. ‘Lhe director plus its
hive is nearby. mount are treated as one creahure whose Hit Dice are added together. (Once
the combined creature loses half its hit points, its ground speed is reduced by
half and it gets only one attack per round.)
Stats tor the crawler, the typical director mount, appear later this
chapter.

Examiner
Examiner (1-6): AC 5; MV Fl 6 (C); HD 8; THACO 13; #AT 1;
Ding 1d6 or by weapon; SA Magic; S51 Magic, Regeneration;
MR 25%; S£ M (4 diameter); ML Elite (14); Int Genius (17-
18); ALLN; XP 6,000.
Notes: Eye Powers: (All as if 8th level) Tsl—enlatge or
reduce; 2nd—identify or legend lore; Srd-—transmute fort (simi-
lar to store shape, but works on all types of norunagical non-
living material); dth—spell reflection (as a ring of spell
Harning).

Tighting the Examiner

Combat with the examiner is similar to fighting most
monsters, Examiners are very clever (thus using whatever
attack |

ismost es,
40
N N
effec- h:
tive in
the current
situation) and brave
without being suicidal (thus
knowing when to turn and
flee, when to attack from am-
bush, etc.).
Exarniners regenerate damage at a
sale of 1 hut point per round
Lensman
Lensman (1-10): AC 3/7; MV 9; IID 2; TITACO 19; #AT 1; Dmg 1d8
or by weapon; SA Nil; SD Magic; MR Nil; SZ M (5 tall); ML Elite (14);
Int Low (3-7); AT. NT; XP 173.
Notes: Eye Powers: (one power, as if 6th level, roll 1d6:) 1: emotion; 2:
heat, 3: dispel magic; &: tongues; 5: phantasmal force; 6: protections (as
scrolls, any type, but only one al a lime).

Fighting the Lensman

Lensmen tend to carry human weapons, especially two-handed polearms.
They re bright enough to know whether their eye power is likely to help in
the current situation and will use either it or their melee weapons as appro-
priate.

Overseer
Overseer (1): AC2/7; MV 1; HD 14; THACO 7; #AT 1; Dmg 3-12
(1d10+2); SA Magic; SD Magic; MR 35%; SZ H (15' tall); ML Cham-
pion (16); Int Supra-genius (19-20); AL LE; XP 15,000.
Nol ye Powers: (All cast as if 14th level) 1st—cone of cold; 2nd—
dispel magic; 3rd—paralysis; dth—chain lightning; Sth—telekinesis (250
Ib. weight); 6th--emotion; 7th—mass charm; 8th—domination; 9th—
mass suggestion; 10th—major creation; 11th—spe!! turning; 12th—
Serlen’s spell immunity; 13th—lemporal stasis,

Fighting the Overseer

Overseer tentacles do 3-12 (1d10+2) points of damage per blow,
and overseers have an unusually broad range of eye powers.
Overseers have an AC of 2—except for eyestalks, which
have an AC of 7—and 10 hit points each (hit points that are
nol counted against the amount required to kill the overseer).
Tis eyestalks are held high enough thal they are not hit acci-
dentally in combat (thus there is no chart for percentage
chance to hit them), but any character who can fly, levitate,
fight from a surface 6 feet higher than the overseers roots
or higher, use a long polearm, or otherwise fight as a large
or huge monster can deliberately strike at lhe eye-
stalks. This does not take the usual -2 penalty to strike
at eyestalks, as the overseer’s stalks are larger and less flexible
than those of most beholder-kin.
Overseers always have two or more beholder-kin guards on hand to pro-
tect them.

‘Watcher
Watcher (1-4) AC 7; MV FL 6 (A); HD 3+3; THACO 17; #AT |; Dmg
3-18 (3d6); SA Magic; SD Magic; MR Nil; SZ L (6' diameter); ML Aver-
age (10); Inl Semi- (2-4); AL N; XP 420.
Notes: Eye Powers: Compound message, tongues, and suggestion;
Ist—true seeing and ESP; 2nd—advanced illusion and demi-shadow
magic; 3rd telekinests (1,000 1bs) and teleport.

78
Fighting the Watcher domly among the options.
Watchers do most of their fighting with their tentacle, Eye Powers: Central—anti-magic ray (140-yard
which delivers 3d6 damage and an electric shock per range, 90-degree arc before beholder; no magic
blow. A victim hit by that tail must save vs. system shock functions in that area), 1st. -cither nonfunctional
or fall unconscious. But bear in mind that they always (60%) or as variant hold monster (10%, see
prefer to use their magic or flight to avoid combat. below); 2nd—either nonfunctional (60%) or as
variant fold monster (40%, see below); 3rd—sleep
{as spell, but only one target); 4th—tele-
Kinesis (250 To. weight); Sth—flesh to stone
(as spell, 30-yard range); 6th —disinte-
grate (20-yard range); 7th fear (as
wand); 8th—siow (as spell, but only a
single target); Yth—ecause serious wonnds
(50-vard range); 10th—death ray (as death
spell, but single target, 40-yard range).

Fighting the Death Tyrant

As with ather undead creatures, the death tyrant
is immune Lo sleep, charm, and hold spells
If a hold beam is lurned on a subject and that
subject fails its saving throw, the victim remains
held as long as the death tyrant continues bear-
ing the eye against him. If the eye is used to at-
tack someone else or is destroyed, or if the
victim is hooded or dragged oul of sight of
the death tyrant, the powers effects continue
for 1d3 more rounds and then fade.
Combat with a death tyrant follows the
same form as combat with standard beholders:

Roll Location AC
01-75 Body 0
| 76:8 Central Gye 7
86-95 Eyestalk z
96-00 One Smaller Eye 7

As with standard beholders, eyestalks /emaller eyes

have 1d814 hit points that do not count against the
death tyrants hit point total; attacks made against spe-
u ndea d Be holders cific body parts on the chart above suffer a =2 penalty to
the attack roll.
Death Tyrant
Death lyrant (1): ACD/2/7; MV FL 2(C); hp
45-75; THACO 11 (43-49 hp), 9 (50-59 hp), 7 (60-
59 hp), 3 (701 hp): #AT 1; Dmg 2-6 (244); SA
Magic; SD Anti-magic ray; MR Nil; SZ L (1-6 di-
ameter); ML Fanatic {18); Int Nil (except for com-
prehension of orders); AL LE; XP 13,000.
Notes: Roll 1d411. The result is the number of
eye powers [hal do not work. Choose which of
the following powers do not work or roll ran-
Doomsphere
Doomsphere (1): AC 0; MV FL 6 (B); HD 14; THACO 7; #AT 1; Dmg
By Spell; SA Magic; SD Special (see below); MR Nil; 52 M (4-6 diam-
eter); ML Fearless (20); Inl Animal (1); AL LE; XI? 14,000.
Notes: Eye Powers: Central—anti-magic ray {140-yard range, 90-de-
gree are before beholder; no magic functions in that area); Tst—in
bility; 2nd—-solid
fog (as spell, 8th level); 3rd-- sleep (as spell, but only
one target); dth—felekinesis (250 Ib. weight); Sth—confusion (as spell,
8th level, 30-yard range); 6th—disintegrate (20-yard range); 7th—fear
(as wand); 8th—slow (as spell, but only a single lasget); Hth—ca
rious wonnds (50-yard range); 10th—death ray (as death spell, but
single target, 40-yard range).

a Fighting the Doomsphere

Only spells or enchanted weap-
ons of a +2 or grealer enchantment
can harm a doomsphere. Spells and
blows from such attacks will appear
to penetrate the doomsphere and
carry away some of its cloudy sub-
stare. A character attacking a
doomsphere with a melee weapon
will not feel any resistance when
hitting it, but will be able to see that
he has diminished its apparent
mass.
Doomspheres have a single armor
class of 0. Tt does no good to targel
the central eve or eyestalks; all eyes
continue to function until the doom-
sphere is “killed.”

Kasharin
Kagharin are identical in statistics and behavior to death tyrants (above),
except for the spread and progression of the disease they carry.
The disease they spread is identical to that of mummies only for purposes
of its spread to beholders and beholder-kin. When a kasharin touches, or is
touched by, a beholder or beholder-kin, thal victim is 100% likely to contract
the disease, no saving throw allowed. The victim develops rolling pustules on
its skin within a day; these wounds grow ever-larger and will kill the victim
within 1 to 6 (1d6) months. During that time, the victim heals at only 1/10 its
usual rate. A cure disease spell will cure the illness (though a solitary beholder
is not likely to have easy access to such a spell); a cure wounds will not affect
the victim; a regenerate will cause some of the pustules to close but will not
slow the death of the victim.
Tf a kasharin touches a living member of another race, that victim may make a
saving throw vs. petrification; success means he does not contract the disease. If
he fails, he has contracted the kasharin rot. It will take 2 to 12 (2d6) months to
kill the victim and will permanently cost him two points of Charisma per month
he is ill. Lhe same restrictions concerning healing spells are in effect here.

80
Unrelated Creatures Patroller Beholder Mount
Patroller (1): AC 4; MV 12; HD 8+8; THACO
Gas Spore
13; #A1 2; Dmg 5-8/5-8 (1d4+4/1d4+4) or by
Aviclim touched by a gas spore is in serious danger; weapon+8; 5A Nil; 81) Regeneration; MIR Nil;
as mentioned, if he does not have a cure disease spell cast S7.T.(8; ML Fearless (20); Int Nor {0); ALN;
upon him within a day, he will die. At that time, 2d4 gas XP 975.
spores will emerge from his body; they will inflate
within one turn and begin lo look for mammalian vic- Fighting the Patroller
tims.
Patrollers possess the trollish ability to regenerate;
Any damage done to a gas spore will cause it to ex-
plode; every creature within a 20-foot radius suffers 6d6 starting three combat rounds after having first been in-
points of damage (3d6 if they succeed in a saving throw jured, they regenerate 3 hit points per round until healed.
vs. wands), Fortunately, this damage does not infect all
If damaged below 0 hit points, they collapse until they re-
victims within the 20-foot radius with the gas spore thi-
zomes. generate up to a positive number of hit points, at which
they can be controlled to fight again.
Gas Spore (1-3): AC 9; MV 3; hp 1; THACO 20;
#AT 1; Dmg Special (see below); SA See below; A combined beholder mage/ patroller is treated as one
SD See below; MR Nil; SZ Medium (4-6' diame- monster with three attacks per round; one attack will be
ter); ML Average (8); Int Non (0); ALN; XP 120.
a beholder mage
Fighting the Gas Spore spell, and the

The best way to deal with gas spores is to shool them ather two will
from distances of 20 feet or more, and to remember that be patroller
the delonalion of a gas spore far away could set off the attacks,
explosion of gas spores closer to the attacker.

Crawler Director Mount

Crawler (1-20): AC 2 (0); MV 15; HD 4;
THACO 17; #A1 2; Ding 2d4; SA Poison; SD Nil;
MR Nil; SZ L (30' long); ML Average (10); Int An-
imal (1); AL N; XP 270.

Fighting the Crawler

The crawlers fangs inject poison in addition to doing
damage. Victims must make a saving throw vs. poison or
be paralyzed for 1d4 rounds.
Crawlers can curl up into a protective ball; when in
this state, they may not attack, but are at AC (1.
Other Combat Notes if the beholder were 4th level; no TITACO: Recalculate based on new
powers based on wizard spells of TID /HP. Number of Attacks: No
Here are some additional things Ath-level or above work. (Remem- change. Damage: Reduce by one die.
to remember about beholders and ber thal beholder flight is not an Special Attacks: No change. Special
beholder-kin in combat. eye pawer; it automatically works.) Defenses: No change. Magic Resis-
Adolescents: Armor Class: All tance: No change. Size: No change
parts worsen by 2 (maximum of 10 necessary; may reduce to lower end
Saving Throws
in any area). Move: No change. Hit of scale for full-grown adult.
Beholders and beholder-kin Dice or Hit Points: Reduce by one- Morale: Roll 1dé; on 1-3, reduce
make saving throws according to third. THACU: Recalculate based on Morale by 1d3; on 4-6, improve by
their Hit Dice, as with normal mon- new HD/HP. Nusiher of Attacks: No 13. Intelligence: No change. Align-
sters. Those which have hil points change. Damage: Reduce by one die. ment: No change. Experience Points:
(not hit dice) listed will save from Special Attacks: No change. Special Recalculate based on new
the following chart: Defenses: No change. Magic Resis- stats/ abilities. Eye Poicers: Tach
tasice: No change. Size: Reduce to time an eye power is attempted,
Hit Points Saves As lower end of scale for full-grown have the beholder make an Intelli-
45-49 10th Tevel warrior adult. Morale: Improve by 2. Infelli- gence check; failure means the
50-59 12th level warrior gence: Reduce by 4. Alignment: No power did not turn on this round.
60-69 14th level warrior change. Experience Points: Recaleu-
70+ 16th level warrior late based on new stats/abili-
ties. Eye Powers: No
The only exceplion is lhe death change.
kiss, which saves as a 108 level The Elderly:
warrior. Armor Class:
All parts
worsen by 1
Immature and {maximum
Elderly Beholders of 10 in any
The details provided above are area). Move:
for beholders and beholder-kin in No change to
the prime of life. Immature and el- Tlight; walk-
derly beholders tend to be a bit less ing (if any)
capable. reduced
To create statistics for beholders by half.
and beholder-kin outside the prime TTit Dice or
of life, use the following guidelines. Lit Points:
Infants: Arinor Class: Worsen by Reduce by
4 {(maxinua of 10 in any area). one-
Mowe: No change to Flight; walking third
(if any) reduced by half. Hil Dice or
Hil Points: Reduce by lwo-thirds
THACH: Recalculate based on new
HD/ LIP. Niomber of Attacks: No
change. Damage: Reduce by half.
Special Atticks: No change. Special
Defenses: No change. Magic Resis-
tance: No change. Size: Reduce to
one-sixth that of full-grown adult.
Morale: Reduce by 4. Intelligence:
Reduce by 2. Alignment: No change.
Experience Points: Recalculate based
on new stats /abilities. Eye Powers:
All spell-type powers take place as
Beholders” Gallery
For the Dungeon Master
‘The information given in the beholder rogues gallery de-
lails several unique beholder NPCs and offers Dungean
Masters a “sneak peak” into the events surrounding the
trilogy of beholder modules listed above, DMs are en-
couraged to use this information to introduce these re-
curring villains into their campaigns. Alternately, DMs
can uge the statistical and background information of the
beholders’ gallery to create their own adventures sur-
rounding these interesting (and dangerous) villains. Feel
free to modify any of their statistics to suit game balance.

Warning
The following section gives statistical and backg ound “nfcrmatior sn several beholder NPCs. Those NPCs appea” in tie
series of beholder modules, Eye of Pain, Eye of Dgom, and Eye to Eye. The information given teow is intended for
Cuigecn Masters orly. Players wac read any further witl speil ther enjoyment o° the macules or any cther adventures
created araurd these NPCs. If you are not a Dunceor Master please stop -zading now!

Ixathinon (Hive Mother Beholder): AC -1; functions in that area); 1st—charm person (as
MV FL6 (A); TTD 20; hp 130; THACO 3; #1AT 1; spell); 2nd—charm monster (as spell); 3rd - sleep
Dmg 5-20 (3d4): SA Magic, magical items; (as spell, but only one target); 4th—tefekinesi:
SD Aiti-magic ry; MR 5%; H (8 diameter); 250 lb. weight); Sth—flesh to stone (as spell, 30-
ML Fanatic (18); Int Genius ); AL LE; yard range); sth—disintegrate (20-yard range);
XP 24,000. 7th fear (as wand); 8th slow (as spell, but only
Notes: ITive mothers swallow man-sized prey a single target); 9th. caus: is wands (50-
on a natural attack roll ot 20. (While swallowed, yard range); 10th—death ray (as death spell, but
a victim takes 3d4 damage every round until it is single target, 40-yard range).
dead or it escapes. Due to the lack of depth to
the hive mother’s body and digestive organs, Ixathinon is a cruel and heartless creature,
prey can escape on a normal attack roll.) bent only on the fulfillment of her own agenda. She does
Eye Powers: Central anti-magic ray (140-yard not tolerate any insubordination from the beholders in her
range, Y0-degree are before beholder; no magic hive, and, if she suspects betrayal, she ruthlessly and un-
relentingly seeks redress. This redress may take the form of subtle entrapment,
rather than overt accusation and destruction. In any event, Ixathinon will not
hesitate to pass judgement—her insistence on vhedience is absolute.
The mind of Ixathinon is nearly {lawless in iis logic; she comprehends and
manipulates information mare complex and subtle than many of the mast
brilliant sages in the known world can manage. She delights in clever
puzzles, riddles, and conundrums, although she becomes frustrated in their
lack of challenge to her.
The hive mother’s quest for knowledge is unrivaled, even among be-
holders; she is a voracious reader, sending minions out to scour the far
reaches of the lands for new tomes and volumes. Her library is extensive, in-
deed. It was this hunger for knowledge that lead Fxathinon to her discovery
of the lost beholder city of Tith K'hinax.
If Ixathinon has one flaw, it would almost certainly be her extreme xeno-
phabia. She does not believe there is merit in any other race of being and feels
that the only true path to ultimate beholder supremacy is the complete and
total annihilation of all other sentient species. She realizes, however, that
sometimes it is necessary to use that which vou hate in arder to achieve ulti-
mate supremacy, so she has checked her own abhorrence in the interests of
building the hive to full glory. It is only with great personal revulsion and
trepidation that she has implemented her plan to establish a criminal organi-
zation known as The Lnblinking bye and permitted her minions to interact
with the surface dwellers.
Tn addition io the hive treasure, Txathinon has a handful of magical items
for ber personal use. She keeps these items in a small satchel that she either
carries in her mouth or totes around using her telekinesis power. In order to
use many of these items {or another others she may come across during the
adventure), ixathinon has Lo close her central eye and shut down her anfi-
magic ray. She wields the two wands in her mouth.
The magical items in Ixathinon’s possession include: potions of fire breath,
invisibility, and polymorph self; wands of magic missiles (63 charges); and wonder
(47 charges); tones ofclear thought and understanding (Ixathinon has not used
these yet); two join stones (pearly white spindle, regenerates 1 hp/ turn; dusty
rose prism, grants +1 protection bonus to AC); and a cube offorce.

Garriktac (Frue Beholder): AC 0/2/7, MV Fl 3 (B); hp 48; THACO

11; #AT 1; Dmg (2d4); SA Magic; SD Anti-magic ray; MR Nil; SZ M (34
diameter); ML Fanatic (18); Int Exceptional (16); AL LI; XP 14,000.
Eye Powers: Central—inti-mugic ray (140-yard range, 90-degree arc
before beholder; no magic functions in thal area); 1st—charm person
{as spell); 2nd—charm monster (as spell); 3rd—sleep (as spell, but only
one target); 4th—telekinesis (250 1b. weight); Sth—flesh to stone (as
spell, 30-yard range); 6th— disintegrate (20-yard range); 7th—fear (as
wand); 8th—slow (as spell, but only a single target); 9th—cause serious
wounds (50-yard range); 10th—denih ray (as death spell, but single tar-
get, 40-yard range).

84
Gazrikiac is a craven and obsequious creature among his own kind and is al-
ways fear(ul thai Txathinon will become displeased wilh his service to the
hive and exile him. He is certain that disaster waits around every corner and
nightmares lurk in the darkest depths of lth K'hinax, waiting for the be-
holders to let down their guard. He wishes that the hive would return to its
former home, but of course he will not reveal this to any of the other members
for fear of being cast out.

Sespetoxti (True Beholder): AC 0/2/7; MV Fl 3 (B); hp 57; TIIACO

9; #AT 1; Dmg (2d4); SA Magic; SD Anti-migic ray; MR Nil; SZ M (4'
diameter); ML Fanatic (18); Int Exceptional (16); AL LE; XI’ 14,000.
Eye Powers: Central—anli-magic ray (140-yaxd range, 90-degree arc
before beholder; no magic functions in that area); 1st—charm person
{as spell); 2nd charm monster (as spell); 3rd- sleep (as spell, but only
ona target); 4th telekinesis (250 Ib. weight); Sth. flesh to stone (as
spell, 30-yard range); 6th—disinfegrale (20-yard range); 7th—fear (as
wand); 8th—sfuw (as spell, but only a single target); th—cause serious
wounds (50-yard range); 10th—death ray (as death spell, bul single {ar-
get, 40-yard range).
Sespetoxri is a greedy creature, even for a beholder. He hoards whatever
wealth he can find, trying to keep it a secret even from the other hive mem-
bers. He fears that others may discover his riches and take them from him, so
he is also a very nervous beholder. He has guarded his secret hoards with ail
manner of mundane and magical traps to prevent thievery. It is unlikely that
any hand of simple adventurers could threaten him. Were such an event to
occur, he would likely attempt to flee with the treasure rather than give it up.
ITis loyalty lies only with his wealth.

Zulnethrac (True Beholder): AC 0/2/7, MV FL 3 (BY; hp 72; THACO

3; #AL 1; Dmg (2d4); SA Magic; ST Anti magic ray; MR Nil; 57 M
(5' diameter); MIL. Fanatic (18); Int Txceptional (16); AL LE; XP 14,000.
Eye Powers: Central—anti-magic ray (110-yard range, 90-degree arc
before beholder; no magic functions in that area); 1st—charm person
{as spell); 2nd—charm monsier (as spell); 3rd——sleep (as spell, but only
one target); 4th—felekinesis (250 1b. weight); Sth—flesh to stone (as
spell, 30-yard range); bth—disintegrate (20-yard range); 7th—fear (as
wand}; 8th slow (as spell, but only a single target); 9th cause serious
wounds (30-yard range); 10th -death ray (as deaih spell, but single tar-
get, 40-yard range).

Zulnethrac is Ixathinon’s most trusted minion, a very well organized and

thorough creature. As a result, the hive mother has placed Zulnethrac in
charge of the protection of Tith K'hinax. TTe has been instructed to prepare de-
fenses, stock certain areas with monsters, and prepare patrol schedules for the
more intelligent of the subservient races to follow.
This arrangement suits Zulnethrac well, as he is a vicious and stern creature
that demands absolute obedience and punctuality from his troops. He rules
through fear but also through understanding of exactly what is expected; those
servand creatures who follow orders precisely are treated well, while those
who slip up or slack off are severely punished. On more than one occasion,
Zulnethrac has summarily executed certain disobedient servants, making ex-
amples of them to the rest of his minions.

85
 Sikrewsxes (True Beholder): AC 0/2/7; MV FI 3 (B); hp 64: THACO
7; #AT 1; Ding (2d4); SA Magic; SD Anti-magic ray; MR Nil; $7 M (3%
diameter); MT. Fanatic (18); Int Exceptional (16); AL LE; XP 14,000.
Tye Powers: Contral anti-magic ray (140-vard range, 90-degree arc
before beholder; no magic functions in that area); 1st—clurm person
(as spell); 2nd—charm monster (as spell); 3rd—sleep (as spell, but only
one largel); dlh—telekinesis (250 Ib. weight); Sth—flesh fo stone (as
spell, 30-yard range); 6th - disintegrate (20-yard range); 7th fear (as
wand); 8th—slow: (as spell, but only a single target); 9th- cause serious
wounds (50-yard range); 10th—deati ray (as death spell, but single tar-
get, 40-yard range).

This political beholder is perhaps the most sinister of all within the hive. He
seeks only to play games with the balance of power among the rest of the be-
holders, trying to set one against another through shrewd and subtle trickery.
Most of the other hive members are aware of Sikrewxes’s plotting ways, so
they are careful with information he gives them. Still, he has developed the
art of deception to such a level that he manages to manipulate the other be-
holders on occasion. Ixathinon is aware of Sikrewxes’s games, but she has
chosen (for the lime being) to ignore therm and see if any of the other hive
members take umbrage at his actions and retaliate.

Khuxristul (Beholder Mage): AC 0; MV Fl 3 (B); hp 60; THAC0 11;

#AT 1; Ding 2d4; SA Magic; SD Nil; MR Nil; SZ M (5 diameter); ML
Fanatic (18); Int Genius (18); AL NE; XP 13,300.
Eye Powers: 1st—charm monster (as spell); 2nd—telekinests (250 Th.
weight); 3rd fo stone (as spell, 30-yard range); dth—disintegrate
(20-yard range); Sth—death ray (as death spell, but single target, 40-
yard range).
Spellstatks: feather fall, hold portal, blindness, knock, dimension door.

Khuxristul lost his central eye in a skirmish with a small patrol of duergar
many years ago. Rather than slink off to die somewhere, though, he decided
ko attempt to master the ways of magic. Through long, painstaking research,
the beholder began to understand the nature of magic and was able to trans-
form some of his eye stalks into spellstalks. He was very careful in his selec-
tion of spells, however, for he understands Lhe true nature of combined
firepower—he never travels alone, instead pairing with one of the truc be-
holders and complementing its eye powers with his own spells.
The other beholders never scorned Khuxristul, although most of them se-
cretly pitied him his lost eye. However, in recent years, as his mastery of the
magical arts has taken full fruition, the others have come to understand and
appreciate exacily how well he compliments their own abilities. Now, each of
the other beholders vies for the privilege of being parinered with the beholder
mage.

86
 Qeqtoxii (Elder Orb Beholder); AC 0/2/7; MV FL 3 (B); hp 75;
THACO 5; #AT 1; Ding 2d4 (bite); SA eve powers, spells as a 9th-level
mage; SD Anli-magic ray, immunity to sleep, char, and hold spells;
MR 50%; SZ. M (6' diameter); ML Fearless (19); Int Godlike (23); AL
LE: XI 18,000.
Notes: Eye Powers: Centrab—anti-magic ray (140-yard range, 90-de-
gree arc before beholder; no magic functionsin thai area), plus the
following eye powers: charm person (as spell); charm monster (as spell);
telekinesis (250 Ib. weight); flesh to stone (as spell, 30-yard range); disin-
tegrate (20-yard range);fear (as wand); slow (as spell, but only a single
target); cause serious wounds (50-yard range); death ray (as death spell,
but single target, 40-yard range).
Spells (t indicates favored memorized spel—Qeqtoxii can only
memorize one spell per level at a time): Ist—/eatier fall, hold perialt;
2nd darkitess 15" radius®,detect inisibilily™, FSP*, Kroc ; 3rd —dispel
magic*, protection from wormal mmissiles®; dth—control death tyrant™, di-
mension door, extension I, instruct spectator™, polymorph seift (note that
polymorphing himself into humanoid form does not allow Qeqtoxii
to cast spells with material or somatic components); Sth—contact other
plane, teleport, wall ofblackslone™, or wall of force”; 6ith—exiensioi HJ,
geas; 7th—phase door, power word siun, teleporl without error, vaitish;
Bth—creaie death byrant®, mass charm, power word blindt; 9th Mor
denkainen’s disjunction, power word kill, prismatic spheret, tine stop. (* in-
dicates an Llder Orb variation on an existing spell; it requires only
Verbal components)

Qeqtoxii is a brilliant and cunning creature, able lo plan for almost any con-
tingency and detect and eliminate all flaws in logic in his complex schemes. Tf
‘he has one shortcoming, however, it is his inability to understand the illogical
nature of human thinking. Since he has begun interacting with them, how-
ever, he is getting better.
Qeqtoxii craves power above all else. He burns with the desire to overthrow
Lhe hive mother her currently serves and take her place. He has insinuated him-
sell into her hive in the guise of a rue beholder and bides his ime until he can
usurp her. His plans for this are complex and time-consuming, but the clder orb
is patient. He has worked for several years tu make this a reality.
Qeqtoxii will not allow his enemies to detect and corner him; if he is in
danger of direct contact, he will use whalever means he has ai his disposal to
escape nolice, most likely through the use of spells.
Qeqtoxii has several magical items at his disposal, which he can easily use
when necessary. The first of these is a bag of holding: he stores all his other
magical items and important possessions, including his spell book, in this
magical container. Others include potions of extra-healing, gaseousform, human
control (humans), and water breathing; an anlet of proof against detection and lo-
cation (which has been specially crafted to be worn around one of his eyes,
and which he wears rather {han stores); and a Daar’s instant fortress.

Adventure Hooks
What follows is a short list of adventure hoaks for Dungeon Masters inter-
ested in using these NPCs in their own campaign.

87
* Quest for Knowledge: Ixathinon sends oul Zulnethrac to collect information
from Vanaduir, a wizard who has aided the PCs in the past. Ixathinon has
discovered that the wizard’s latest research involves planar travel. Specifi-
cally, Vanaduir has discovered the means to open a gate to the outer planes. If
Ixathinon can gain control of such a gate, her power over the region would be
complete.

The PCs are on their way to deliver an ancient tome to Vanaduir only to
discover that his house has been raided; most of his magical books and para-
phernalia have been stolen. In addition, the friendly wizard is nowhere to be
found.
Vanaduirs home is a small stone cottage with a thatched roof. When the
PCs arrive, they will quickly see that a large hole has been made in the roof,
The inside of the house is in complete disarray—lables and chairs are over-
turned, crockery and other pottery lay strewn ahout the room, and the secret
entrance to Vanaduir's underground laboratory is propped open.
The laboratory itself is just as disheveled as the upstairs living area. Various
beakers and vials are smashed, their bubbling contents oozing across the
floor. In addition, several arcane books and items are missing from
Vanaduir’s normally organized collection. An ornate mirror, strangely un-
touched by the carnage, hangs in one corner of the laboratory. This mirror is
magical. If any of the PCs touch the mirror, it begins to glow. A few seconds
later, the glow resolves into a series of moving pictures which show Zul-
nethirac the beholder raiding Vanaduir's home and kidnapping the wizard.
If the PCs decide to check for footprints around Vanaduir's cottage, they
will be disappointed. The beholder levitated the captured wizard and moved
into the hills nearby: Clever PCs should deduce that Zulnethrac probably laiss
somewhere in the hills to the north, Once the PCs travel about two miles into
the hills, they will see some human tracks. They can follow these tracks to the
entrance of Ixathinon’s hive.
Txathinon’s hive is a series of caverns linked by small tunnels. Besides
Ixathinon and her trusted servant, Zulnethrac, the hive holds two other be-
holders. DM can use the sample beholder hive and lair in this product as a
quick and easy reference.
Vanaduir is currently bound with beholder shackles and imprisoned in a
small chamber. He is severely weakened by his ordeal. However, if the PCs
manage to {ree him, Vanaduir will aid the PCs in any way he can.

Vanaduit, hm M13: AC 10; MV 12 (currently 6); hp 30 (currently

12); TITACO 16; #AT 1; Dmg by weapon; SZ M (3 tall); ML low;
ALCG.
$9,012,C 13,117, W 14, C 13.
Personality: friendly, outgoing (currently scared),
Spells Memorized: 1st—afect normal fires, feather fall, light; 2nd—invis-
ibility, levilate, rope trick; 3rd—gust of wind; 4th—fumble; 6th—project
image.
88
 Ixathinon is currently located in the Secret 1Teart of her lair. The PCs will
not encounter her unless they accidentally stumble into the Secret Heart or
trip an alarm. Ixathinon does not take well to raids upon her hive, Tf alerted,
she will instantly spring into action and order any living beholders in the lair
to attack the PCs in an intelligent manner. Ixathinon only enters cambal as a
last resort.

* To the Rescue: The PCs have been hired by Geoffrey Wiraen, Baron of Ever-
crawn to deliver a message to a small garrison located in the foothills of the
Evercrown mountains. The baron explains [hal he has not received any word
from this garrison in nearly a mon(h. He is extremely nervous, as his scouts
have reported signs of massed humanoid activity in and around the Ever-
crown foothills. Several other couriers have been sent to the garrison, but
none have ever returned.

The trip itself takes about four days and is quite dangerous, as the Bvercrown
mountains are filled with humanoid and giant life. DMs should use random en-
counter tables appropriate to mountainous or rugged terrain
About a day from the garrison, the PCs encounter several ogres. These ogres
are fleeing the power of Sespetoxri, a beholder that has recently moved into the
foothills. These ogres are quite scared and will fight tu the death. However, if the
PCs can caplure one of these brutes it may tell them about the “evil floating
eye.” PCs Ihal speaks ogrish can learn the general location of the “evil eye's” lair
if they make a successful language proficiency check.

Ogres (5): AC 5; MV 9; HD 4+1; hp 23,32, 19, 30, 27; THACO 17;

#AT 1; Ding 1d10 or by weapon +6; 52 L (9 tall); ML steady;
Tnt Low (8); AL CE; XP 270.

Once the PCs reach the garrisem itself, they find it deathly silent. The fron
gates have been disintegrated, and every living creature inside has been
turned to stone. This is, of course, the work of Sespetoxri. If the PCs did not
learn the location of the betwlder’s lair from the ogres, the DM should have
one, half-mad survivor blurt out the location before he dies.
Unbeknownst to his hive mother, Sespeloxri has been secretly storing away
treasures in the Evererown foothills. Sespetoxri is extremely paranoid about
his treasure. The beholder has filled his lair with many deadly traps (see the
sample beholder lair in this book for details). If Sespetoxri discovers any in-
truders, he singlemindedly attempts to destroy them.

+ Charmed, I'm Sure: Children are disappearing from the small village of Malby
(population: 38 children age 16 or under, 12 adult men, 15 adult women).

The villagers have appealed for aid to the local knight, but the village is re-
mote and small and the knight has important concerns elsewhere. (He may
retain the PCs lo investigate the problem, if that works into the campaign, Or,
they may be sent by the baron to find out why the knight isn't doing anything
to help these villagers. Or, PCs may simply wander into the village )
The first child, a boy of seven, disappeared eight weeks ago while playing
alone. The villagers searched extensively, but found no sign of him.
Three weeks passed without incident. and then a girl of eight disappeared
without a trace. One week after that, a pair of six-year old twins went miss-

89
ing. All the missing children were small [or their ages.
In desperation, the villagers confined ihe children to their homes and kept
them under constant adult guard. But one week ago, another seven-year-old
vanished from her own home while her 17-year-old sister Mireen was with
her. The sister claims nothing unusual happened: the two of them were erum-
bling slale bread lo make pudding when a visitor came to the door. Mireen re-
members vaguely thal he was unusual-looking, with an oddly oversized
head, but extremely friendly. Te said that he'd come to (ake the youngster for
a walk, and it seemed a good idea at the time.
The villagers have locked up Mireen and suspect she is somehow tied into
the childrens’ disappearances. Some consider her a witch and want to drown
her, but catmer voices have so far prevented any rash action.
Mireen is in a torment of guill, and is beginning to believe that she may
have transformed into a monster and devoured the children.
Mircen’s family and several others suspect that the children were siolen by
hobgoblins living in the nearby forest. The hobgoblins are generally hostile
and have been known to waylay lone humans who wander into their terri-
tory. If the PCs follow (his up, however, the hobgoblins will send a delegation
to [alk lo them. They adamantly deny stealing children: such a thing would
be cowardly, and besides, human children are too weak to make good slaves
and teo small to be a good meal.
The real culprit is Gazriktac, a craven beholder. He is trying to recover sev-
eral magical items that he believes lie buried in a series of interconnected cav
erns. The passages are far too small for him, and he is afraid to disintegrate a
wider passage for fear of destroying the treasure. He lured away the children
because they can squirm into the tiny, lwisting shails.
The caverns Gazriktac is exploring ave approximately two miles from the
village, not in the direction of the hobgoblins, A river plunges steeply down
from the hills beyond and carved out a deep gorge with heavily-forested side
walls. These walls are dolled with numerous caves, most of which are only a
few yards deep. The area is very rugged, thickly grown, and inaccessible.
Mireen's sister, Joleen, managed to shake off the monster's cian effect and
escape. She is hiding in one of the other caves, cold, hungry, and alraid to
come out lest Gazriktac find her. Joleen will be invaluable to the F'Cs, because
she can lead them to the beholder’s cave and give them clues about his meth-
ods and objectives. She doesn’t know specifically what he’s looking for, but
she does know what the items look like.
Cazriktac will go to almost any lenglh lo avoid a confrontation with ad-
venturers. With his ability to levitate, he can easily conceal himself in the
thick foliage and shallow caves of the steep gorge walls. Ie will attack only if
he can set up a devastating ambush, and he is unlikely to stick around for a
prolonged fight even if the odds are heavily in his favor.

* For Whom the Bell Tolls: The monastery of Saint Sarah Paula Chi‘z clings to a
precipice overlooking Granite Valley, aboul 8,000 feel up the cliff face. The
trail up from the valley floor and the village of Teomuenster skirts widely

0
 around the cliff. The 9 mile climb takes aboul four hours, bul is not too diffi-
cult
if one sticks to the winding trail and the mules are cooperative.

Thirty-two monks live at the monastery, praying, meditating, tending ex-

tensive hanging gardens, and occasionally working a small silver mine when
the monastery needs cash.
Brother Jayleb, one of the oldest hermits at the monastery, is nearly hysteri-
cal. For weel he has had nightly visions of an enormous, bloated, floating
eye. The fang-filled, dripping maw beneath the eye whispers terrible things to
hia in the darkness. It talks to him about betrayal, and the glorious tings
that could come to Jayleb if only he will turn his back on the order.
Jayleb believes that these visions have been given to him by his deily as a
warning of an approaching cataclysm or of some dreadful trial awaiting, the
monks. He expressed his concerns to the abbot, Brother Aarin, in ever-inereas
ing tones of urgency. Brother Aarin was slow to react, however, and Jayleb be-
came increasingly more agitated.
Jayleb’s nightly horrors were not visions at all. In fact, he was being visited
noclurnally by Qeqloxii, an elder orb. The monsier is trying lo locale the
orders most holy relic. t's ocation has been kept secret for generations, to
protect it against theft or vandalism.
Qeqtoxii knows the reliquary contains bits of bone from Saint Sarah, who
was martyred centuries before. His research into a new spell led Qeqgtoxii to
believe that for the spell to work, it needs a material link to a true martyr.
(In fact, the opposite is true. If Qeqtoxii was to expose a bone from Saint
Sarah ko the magical energies he is tinkering with, the effect would be wholly
unexpected, and should be treated like wild magic.)
The elder orb hoped to charm Jayleb into revealing the refiquary’s location.
Qeqtoxil reasoned that Brother Juyleb, being the oldest monk at the
monastery, would have the best chance (o know lhe mlormalion Qegtoxii
sought, and his age would make him weak-willed and easy to charm.
Qeqoxii was right in the first case but wrong in the second. Brother
Jayleb's will is robust, strengthened by decades of devotion to his deity. Qeg-
was never able to charm the monk.
Frustrated by the delays, Qeqtoxii grew desperate and abandoned his cau-
tious, reasoned approach. Enraged, he killed Brother Aarin and polymaorphed
himself into the abbot’s form. In this masquerade, he hopes to uncover the
relic.
But the monks have become suspicious over Aarin’s erratic behavior. 4
week ago, two monks who were sent down to Leomuenster to tend to the
town's sick sent a message to the temple, asking for help. PCs may arrive as a
result of that summons.
Having had time lo cool down, Qeqloxii realizes thal his impulsive action
was a poor ene, Ie is familiar with neither the traditions of the abbey nor
Brother Aarin’s manners, Because of the duration of the polymorph seif spell,
he can move among the monks for only two hours a day. Qeqtoxii senses that
the monks dare suspicious, but he is confident that they won't attack him. If
they da {or if his patience is exhausted before he finds the relic), he will paly-
morph back to his true form, lay waste to the monastery, torture the monks
for the information he wants, and then kill everyone before leaving with his
treasure,
The relics Qeqtoxii seeks are hidden in the monastery’s bell tower. The
tower contains four bells. The three largest, silver bells can be rung with pull-
ropes; the relics are hidden inside the fourth, smallest bell, cast of iron.

a1
Beholder Eye Powers—At a Glance
In the following chart, the abbreviations stand (or these monsters:

BM - Beholder Mage ED = Eye of the Deep Le = Lensman Standard Beholders

BP ~ Beholder Priestess EQ = Eider Orb Ob = Observer Beholder Mages
Di = Director Ex = Examiner Ov = Overseer Hive Mothers
DX — Death Kiss Ga = Gauth Sp = Spectator Beholder Priestesses
Do = Deomsphere HM = five Mother Wa — Watcher Elder Orbs
DT - Death Tyrant Ka = Kasharin TB = True Beholders, incl

Eye Power EO DK ED Ga Ob DT Do
Advanced Husion
Anti-Magic Ray
Bigby’s Forceful Hand
Burning Hands
Cause Serious Wounds
PY
&

Chain Lightning
Charm Monster
Charm Person
Cone of Cold
Confusion
Creale Food and Water
Creale Iusion
Death Ray
Deflection
Demi-Shadow Magic
Disintegrate
Dispel Magic
Domination
Mhwoemer Drain
Emotion
Enervation
Enlarge
TSP
Fear
Teeblemind
Tinger of Death
[Flesh to Stone
Heal
Hold Monster
Hold Person
 Identify
Improved Phantasmal Force
Invisibility
Legend Lore
Light
Lightning Bolt
Magic Missile
Major Creation
Mass Charm
Mass Suggestion
Message
Otiluke’s Freezing Sphere
Paralyzation
Phantasmal Force
Protections
Protection/ Normal Missiles
Psionics
Reduce
Reflect
Repulsion
Serton’s Spell Immunity
Sleep ®

q93
Slow L
Solid Fog
Spell Retlect/ Turn
Suggestion
Telekinesis [J]
Telekinetic Blow
Temporal Stasis
Telepathy
Teleport
Tongues
Transmute Form
True Seeing
Wall of Ice
Blood Drain
Cast Spells
Control Beholders
Control Undead
Electric Shock
TF Psionics
2 Rotting Disease
T
Teleport To/From Mechahus
o© True Seeing |
 cons
& Dragons
Advanced
Dunoe
Monstrouw ZATCana

L Tyrant
by Aaron Allston
Death lurks in the eyes of the beholder.
Many ate the stories ofthis creature's feroci and ynbdies power.
Now, lake a look inside
1 the AD&D? gamefn os visuall
explanationsof thelr vi eve powers; an insight into beholder
psyelwlogy: an explanation of the creatures’ socal organization:
naw magical itera created spec lly for beholders; and other uselul
inf n on these deadly denizens of the plancs. | Tyiant also
t details in full color many known beholder types
This lavishly (lustrated book is the firstin a new series of accessor
that focuses on some of the most popular monsters in the game.
players alike will find this MoNsTRoUs Arcana accessory highly vscfal
when playing Ce ar Fait, Fy of Dom. and Bye lo Eye a trilogy of
adventures centered around beholdets,

TSR
120 Chueh End
Cher y Tinian
Wiss Cambie CEI ALE
dali. i Tinlied Kingdom
on sa Matin teyis