Creature Cohorts: The Beholder

by MisterThr33

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Creature Cohorts: The Beholder

Beholder Cohorts

Deep beneath the ruins of a forgotten castle lay a series of intertwined tunnels. Some say these dark caverns are not natural... instead, rumor has it that a floating, spherical being with many eyes carved out this place with powerful magic.

This beholder, like many of its kind, is known to be distrustful of others. Its abilities are quite formidable, too. If you need some assistance on your journey, though--this creature has been known to work with humanoids who pay it in both gold and respect.

A beholder ally may sound unlikely at first. These "Eye Tyrants", as they are sometimes called, are said to be paranoid. Many beholders are thought to be outright mad. However, beholders are highly intelligent and more than capable of long-term planning. With that in mind, beholders have a reputation for working alongside humanoids (or monsters) when it suits them to do so.

What is a Cohort?

In short, a creature cohort is a monster, perhaps from the Monster Manual that has been converted into its own race and associated class. You create a cohort much like making a character, following the same rules in the Player's Handbook. One difference, though, is that cohorts typically don't pick a character background unless the monster in question had a prior profession.

Cohorts are designed to be flexible, so that DMs can do some of the following:

  • DMs can use a cohort in place of the normal "Sidekick" rules from Tasha's Cauldron of Everything, allowing an iconic monster to act as a friendly NPC or even as a party member
  • A cohort can be used as a monster that levels with the party (as a recurring enemy or rival, for instance)
  • Cohorts can act as more powerful familiars, or as substitutes for animal companions (or similar class abilities)

There are a few points worth noting about cohorts. First off, despite being mentioned above, you do not need to own Tasha's Cauldron of Everything to use cohorts.

Also note that the race and class associated with a specific cohort (like the Beholder Cohort Race and Class) are designed to be taken together. The reason is to ensure the race and class are both balanced as a "package" and also to ensure both fit the base creature thematically as much as possible. Keep in mind that as of the time of this writing, creature cohorts are not designed for multiclassing nor balanced for such.

Cohorts allow for party members that are normally all but impossible to conceive, like the first example given below: The Beholder.

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art by Anton Tareev
cover art by Rudy Siswanto

Beholder Racial Features

Beholders start out small... but even at a young age, these creatures have powers of keen intellect and a knack for survival.
Ability Score Increase. Your Constitution and Intelligence scores increase by 2.
Age. Every beholder is unique in size and shape-- but in terms of age, it is said they generally mature quickly (within a few years) and live long lives. The oldest known beholders are rumored to be centuries old.
Alignment. Beholders are known for two personality traits above all others: their paranoia and xenophobic tendencies. When exposed to humanoids from a young age, though, beholders are more likely to be cooperative. Note that even in the best cases, beholders are generally slow to trust others, and they often assume that they are more powerful and intelligent than the others around them.

What is less known about beholders is their dual natures: beholders contain not one consciousness, but two that exist in their minds at the same time. Some beholders have personalities that are very much in sync, much like siblings that know each other so well that they can complete each others' sentences. These beholders can be of any alignment on the spectrum from good to evil.

Other beholders, though, have personalities that clash regularly--leading to the erratic and sometimes hostile behavior that the species is known for. These beholders tend to put personal survival above all other concerns, and are more likely to be evil as a result.
Size. At an early age, beholders are often no more than two feet in diameter. That said, they are capable of growing to great size in a short time. Initially, though, your size is Small.
Speed. Beholders do not have legs, but instead float with a fine degree of control. Your base flying speed is 30 feet (hover).

Darkvision. Your many eyes adapt easily to darkness. You can see in dim light within 60 feet of you as if it were bright light, and in darkness as if it were dim light. You can't discern color in darkness, only shades of gray.
Eyes In All Directions. You gain proficiency in the Perception skill.
Aberrant Nature. You count as an aberration for the purposes of spells and effects.
Oversized Jaws. Your gaping maw has the size and strength needed to pierce through thick hide or even armor. You have a bite attack that counts as a natural melee weapon. Your bite deals 1d6 piercing damage, and adds your Strength bonus to attack and damage rolls. You are automatically proficient in your bite attack.
Natural Armor. When you are unarmored, you have a natural armor class of 13. Since you do not have any limbs, however, you do not add your Dexterity modifier to this number.

As you level up in the Beholder class (below) your natural armor will increase further.
Limbless. Beholders do not have legs, arms, or hands, and as a result are immune to the prone condition. Further, beholders cannot equip weapons or armor made for other races. Beholders primarily interact with the world using their Kinetic Ray (below).
Kinetic Ray. The beholder learns to manipulate objects using a telekinetic eye ray in place of needing limbs. You learn the mage hand cantrip. The spell's hand is invisible when you cast the spell using this ability.
Languages. You can speak, read and write Common and Deep Speech. Many beholders choose Undercommon as a bonus language (if their intelligence is high enough).

New Class: The Beholder

Class Features

As a beholder, you gain the following class features.

Hit Points


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

Proficiencies


  • Armor: none
  • Weapons: none
  • Tools: none

  • Saving Throws: see bonus proficiencies, below
  • Skills: see bonus proficiencies, below

Equipment

You start with the following equipment:

  • (a) an explorer's pack or (b) a scholar's pack
  • a magnifying glass and 50 gold

art by Kerembeyit

The Beholder

Level Proficiency Bonus Features
1st +2 Bonus Proficiencies
2nd +2 Lesser Eye Ray
3rd +2 Ocular Expertise
4th +2 Ability Score Improvement
5th +3 Natural Armor 14
6th +3 Twin Rays
7th +3 Size Increase (Medium)
8th +3 Ability Score Improvement
9th +4 Natural Armor 16, Shape Change
10th +4 Despot of Dreams
11th +4 Greater Eye Ray
12th +4 Ability Score Improvement
13th +5 Antimagic Cone
14th +5 Ray Mastery
15th +5 Size Increase (Large)
16th +5 Ability Score Improvement
17th +6 Natural Armor 18
18th +6 Panopticon
19th +6 Ability Score Improvement
20th +6 Eye Tyrant

Bonus Proficiencies

The beholder gains proficiency in one saving throw of your choice: Constitution, Intelligence, or Charisma.

In addition, the cohort gains proficiency in two skills of your choice from the following list: Arcana, History, Insight, Intimidation, Investigation, or Persuasion.

(The above list assumes the cohort has the Beholder race--if not, then add Perception to the list of options.)

Lesser Eye Ray

Starting at level 2, the beholder learns to use its most feared ability: eye rays. The save DC against your eye rays (from both the Lesser Eye Ray and Greater Eye Ray abilities) is calcuated as follows:

Eye Ray Save DC = 8 + your proficiency bonus +

your Intelligence modifier

As an action during your turn, you may roll 1d4 and fire the associated eye ray listed below, choosing one target you can see within 60 feet of you:

1. Confusion Ray. The target must succeed on a Wisdom saving throw against your Eye Ray save DC, or it can't take reactions until the end of its next turn. On its turn, the target can't move, and it uses its action to make a melee or ranged attack against a randomly determined creature within range. If the target can't attack, it does nothing on its turn.

2. Paralyzing Ray. The target must succeed on a Constitution saving throw against your Eye Ray save DC or be paralyzed for 1 minute. The target can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

3. Fear Ray. The target must succeed on a Wisdom saving throw against your Eye Ray save DC or be or be frightened for 1 minute. The target can repeat the saving throw at the end of each of its turns, with disadvantage if the beholder is visible to the target, ending the effect on itself on a success.

4. Wounding Ray. The target must make a Constitution saving throw against your Eye Ray save DC, taking 3d10 necrotic damage on a failed save, or half as much damage on a successful one.

Ocular Expertise

At 3rd level, your proficiency bonus is doubled for the purposes of your passive perception score, as well as for any ability check you make that uses the Perception skill.

Ability Score Improvement

When you reach 4th level, and again at 8th, 12th, 16th, and 19th level, you can increase one ability score of your choice by 2, or you can increase two ability scores of your choice by 1. As normal, you can't increase an ability score above 20 using this feature.

Improved Natural Armor

At 5th level, your hide becomes more resilient. Each beholder is unique, so this armor increase may be due to a thicker hide, chitinous plates along your body, or harder skin (as a few possible examples). When unarmored, your armor class is now 14.

At 9th level, your natural armor becomes 16.

At 17th level, your natural armor becomes 18.

Twin Rays

Starting at 6th level, whenever you fire a Lesser or Greater Eye Ray (see below) as an action, you may fire another Lesser Eye Ray as a bonus action. You may choose to target the same or a different creature within range that you can see.

Size Increase (Medium)

At 7th level, you finally grow enough to become a larger size category entirely. You are now Medium size. The range of your Lesser and Greater Eye Ray abilities is now 90 feet. Your darkvision (from the beholder race) now extends to 90 feet.

In addition, your bite attack now deals 2d6 piercing damage plus your strength modifier. From now on, your natural weapons now count as magical for the purpose of overcoming resistance and immunity to nonmagical attacks and damage.

Shape Change

Starting at 9th level, your innate magical abilities allow you to change your physical form. You are able to cast the alter self spell without any material components and without using a spell slot. Whenever you use this ability, you can take on the form of any Small or Medium-sized humanoid. You cannot use your Lesser Eye Ray or Greater Eye Ray abilities while in humanoid form, though you may still use your Antimagic Cone ability (see below). Note that, when you use the Antimagic Cone ability in humanoid form, you must close all of this form's eyes to suppress the ability.

Due to the otherworldly influence you exert on your surroundings, however, there is always something a little unsettling about you regardless of your outward appearance. When in humanoid form, a creature observing you closely (DM's discretion) may make a Perception check against a DC of 18. Whenever a creature succeeds on this check, they recognize that your appearance is close, but not quite right for a member of your species. The creature may not know how they are aware of this fact--but, without a doubt, they believe there is something inherently disturbing about you.

Despot of Dreams

At 10th level, you learn how to use the power of the Far Realm to alter the world in hazy, dreamlike ways. However, in this regard you are somewhat unique. Many of your kind are able to manifest powers of the Far Realm, but only when in the lairs they inhabit. Though you cannot use these abilities as often as others of your kind, you have learned to exert your will on reality no matter where you are.

During your turn, you can use a bonus action to cause one of the following effects:

  • A 50-foot square area of ground within 120 feet of you becomes slimy; that area is difficult terrain for a duration of one minute or until you cease concentrating on this ability.
  • Walls within 120 feet of you sprout grasping appendages for a duration of 5 rounds or until you cease concentrating. Each creature of your choice that starts its turn within 10 feet of such a wall must succeed on a Dexterity saving throw equal to your Eye Ray DC or be grappled. Escaping requires a successful Strength (Athletics) or Dexterity (Acrobatics) check against your Eye Ray DC.
  • An eye opens on a solid surface within 60 feet of you. One random Greater Eye Ray (see below) shoots from that eye at a target of your choice that you can see. The eye then closes and disappears.

You may use each of these abilities once. You recover all expended use of these abilities upon completion of a short or long rest.

art by goatlord51

Greater Eye Ray

As you mature, more of your eye stalks develop offensive abilities. Starting at 11th level, you can hinder enemies with a wider array of effects... much to their displeasure.

As an action during your turn, you may roll 1d10 and fire the associated eye ray listed below, choosing one target you can see within 60 feet of you:

1. Charm Ray. The targeted creature must succeed on a Wisdom saving throw equal to your Eye Ray save DC, or be charmed by the beholder for 1 hour, or until the beholder (or one of its allies) harms the creature.

2. Paralyzing Ray. The targeted creature must succeed on a Constitution saving throw equal to your Eye Ray save DC, or be paralyzed for 1 minute. The target can repeat the saving throw at the end of each of its turns, ending the effect on itself as a success.

3. Fear Ray. The targeted creature must succeed on a Wisdom saving throw equal to your Eye Ray save DC, or be frightened for 1 minute. The target can repeat the saving throw at the end of each of its turns, with disadvantage if the beholder is visible to the target, ending the effect on itself on a success.

4. Slowing Ray. The targeted creature must succeed on a Dexterity saving throw equal to your Eye Ray save DC. On a failed save, the target's speed is halved for 1 minute. In addition, the creature can't take reactions, and it can take either an action or a bonus action on its turn, not both. The creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

5. Enervation Ray. The targeted creature must succeed on a Constitution saving throw equal to your Eye Ray save DC, taking 8d8 necrotic damage on a failed save, or half as much damage on a successful one.

6. Telekinetic Ray. If the target is a creature, it must succeed on a Strength saving throw equal to your Eye Ray save DC, or you move the creature up to 30 feet in any direction. It is restrained by the ray's telekinetic grip until the start of your next turn or until you are incapacitated.

If the target is an object weighing 300 pounds or less that isn't being worn or carried, it is moved up to 30 feet in any direction. You can also exert fine control on objects with this ray, such as manipulating a simple tool or opening a door or a container.

7. Sleep Ray. The targeted creature must succeed on a Wisdom saving throw equal to your Eye Ray save DC, or fall asleep and remain unconscious for 1 minute. The target awakens if it takes damage or another creature takes an action to wake it. This ray has no effect on constructs and undead.

8. Petrification Ray. The targeted creature must succeed on a Dexterity saving throw equal to your Eye Ray save DC. On a failed save, the creature begins to turn to stone and is restrained. It must repeat the saving throw at the end of its next turn. On a success, the effect ends. On a failure, the creature is petrified for 1 hour, or until freed by the greater restoration spell or other magic.

9. Disintegration Ray. If the target is a creature, it must succeed on a Dexterity saving throw equal to your Eye Ray save DC, or take 10d8 force damage. If this damage reduces the creature to 0 hit points, its body becomes a pile of fine gray dust.

If the target is a Large or smaller nonmagical object or creation of magical force, it is disintegrated without a saving throw. If the target is a Huge or larger object or creation of magical force, this ray disintegrates a 10-foot cube of it.

10. Death Ray. The targeted creature must succeed on a Wisdom saving throw equal to your Eye Ray save DC, or take 10d10 necrotic damage. The target dies if the ray reduces it to 0 hit points.

Antimagic Cone

At 13th level, your vision of the world begins to alter reality in subtle ways-- specifically, your large, central eye can now cancel out magical effects that it can see.

As a bonus action during your turn, your central eye creates an area of antimagic, as in the antimagic field spell, in a 90 foot cone. At the start of each of your turns, you decide which way the cone faces and whether the cone is active (closing your central eye supresses the cone until you open your eye again or until the duration expires). The area works against your own eye rays.

This ability lasts for 10 minutes. You may use this ability once, and regain any expended use upon completion of a short or long rest.

Ray Mastery

Starting at 14th level, whenever you use your Lesser Eye Ray or Greater Eye Ray abilities, you can choose to reroll the result. You must accept the result of the new roll.

Once you use this ability, you cannot do so again until the beginning of your next turn.

Size Increase (Large)

At 15th level, your mass has grown to again meet a new threshold. You have come a long way since your earliest days, and could no longer be confused for your lesser kin. You are now a Large-sized creature, taking up a 10 by 10 foot space. Your darkvision, as well as the range of your Lesser and Greater Eye Ray abilities now extend to 120 feet. Your Antimagic Cone ability is now a 150 foot cone.

In addition, you now add your proficiency bonus to the damage you deal with your bite attack.

Panopticon

At 18th level, your array of eyes ensure that you are aware of threats before they can strike. You may act normally during a surprise round as long as you are not incapacitated.

In addition, creatures cannot gain advantage on attack rolls against you unless their number of maximum hit dice exceeds your own, or unless you are suffering from the blinded, paralyzed, restrained, stunned or unconscious conditions.

Eye Tyrant

At 20th level, your strengths as a beholder finally reach their full potential. Your allies (assuming you have any) should consider themselves fortunate-- they have the greatest of all beholderkin fighting alongside them. Your enemies, however, may not be so lucky.

Your hit dice all become d10s. This causes your current and maximum hit points to increase by 20 immediately. Further, your hit dice all become d10s for the purpose of restoring hit points during a short rest.

In addition, whenever you use your Greater Eye Ray ability, you can choose to fire one or two Greater Eye Rays, choosing one to two targets you can see within 120 feet of you.

art by Alkemistry

Beholder Cohorts- Miscellany

Challenge Rating for Cohorts

Coming soon (if there is enough interest). For now, though, I would recommend using the CR chart in the Dungeon Master's Guide, page 274. Note that the beholder in the Monster Manual is an 18-HD creature with a CR of 13 (or 14 with its lair actions available).

Roleplaying as a Beholder

When roleplaying a monster, remember that all intelligent creatures exist on a scale, with some personalities being more extreme and others more cooperative. Even with a beholder, it is possible to play a "good" character-- with some caveats. One can be arrogant without being outright toxic or cruel. A "good" beholder may still think itself smarter than most... but instead of being tyrannical, your beholder may simply be a little cocky, or just eager to show off its knowledge in front of others.

A beholder also does not need to be outwardly xenophobic or hateful towards humanoids. Your beholder may find other species charming in a quaint way, not dissimilar to a cat observing its human hosts. Humanoids might be dim by your standards, but life is definitely more fun with them around.

With all that said, sometimes a more self-centered beholder can make for an interesting cohort. In this sense, it may be best to remember that beholders are highly intelligent compared to most races, and are generally not foolish enough to blatantly backstab those that they have come to rely on. Even beholders know not to bite the hand that feeds them. Evil beholders are more likely to think of their compatriots as pawns that they manipulate to achieve their own goals.

A final note on roleplaying beholders-- consider whether or not the two identities/personalities within them are in sync or not (and whether or not one identity is present more often than the other). Think about the personalities as siblings locked inside the same room. Some siblings work extremely well together, enhancing their combined skills by covering for the other's weaknesses. A shy personality may step aside for a more assertive identity to speak for it, for example.

If your beholder's personalities are not on good terms, consider how it is that the two identities have not completely lost it by this point. Maybe the two sides are competitive with one another, but they (reluctantly) admit that they cannot function without the other-- both might have strengths that make the beholder greater than the sum of its personalities.

Random Eye Rays?

While it is true that the beholder in the Monster Manual fires its eye rays entirely at random (and so does the cohort, largely for the sake of balance), it may be harder to imagine this limitation for a PC beholder, or for a cohort that stays with the party. Consider the following reasons why your beholder might fire its eye rays in unpredictable ways:

  • In older versions of D&D, it was assumed that not all eye rays were able to fire in all directions. Your target may be out of the "line of sight" of one or more eye rays (or other eye stalks get in the way).
  • Eye stalks may fire in a chaotic frenzy, partially due to the beholder's two personalities working in tandem.
  • Your beholder may panic a little in combat (or have a certain bloodlust), and their nerves cause them to be somewhat uncoordinated when it comes to using their rays in a specific sequence.

Note that outside of combat, though, you should have more control over which rays you use for accomplishing basic tasks (DM's discretion). This is because you have more time (and less pressure) getting in the way.

Beholder Cohorts as PCs

Cohorts are largely based on their counterparts in the Monster Manual, so know that cohorts generally have fewer combat options than the average Player Character. Since cohorts are designed to be sidekicks, stronger familiars, or substitute animal companions (at least by default) they are also likely to be a little weaker and slower to develop than player characters.

However, this does not mean that cohorts are unsuitable for use as PCs. If you intend to use the beholder cohort as a full-fledged party member, the following changes are recommended:

  • Allow the beholder player to choose a background normally (though the relevant options may be limited)
  • Give the beholder the Spellcasting feature of a Wizard, with Intelligence as their primary spellcasting ability score. A beholder caster gains spells learned/known, cantrips known, and the spell slots per day of a wizard of half their cohort level, rounded down. The beholder caster uses the Wizard spell list.
  • A beholder can cast spells without needing material components (unless those components have a listed gold value), and it can use the movements of its eye stalks to fulfill somatic spell requirements. The beholder can hold costly material components or focus items in its telekinetic grip. A beholder mage still needs to use a spellbook (unless the DM decides otherwise).
Inspiration

Creature cohorts were created by me, u/Mister_Thr33 (MisterThr33 on GMBinder). Cohorts were largely inspired by two sources:

  • The "Sidekicks" section of Tasha's Cauldron of Everything
  • The Third Edition supplement Savage Species

If not for the above sources (and the support of my family and friends), creature cohorts would likely not exist!

Credits

Note: Lesser Eye Ray and Greater Eye Ray descriptions include text from the Beholder (and Spectator) entries in the fifth edition Monster Manual

Cover art by Rudy Siswanto
(https://www.artstation.com/crutz)
Page 2 art by Anton Tareev
(https://www.artstation.com/tareev)
Page 3 art by Kerembeyit
(https://www.deviantart.com/kerembeyit) Page 5 art by Goatlord51
(https://www.deviantart.com/goatlord51) Page 6 art by Alkemistry
(https://www.deviantart.com/alkemistry) Watercolor stains by Jared Ondricek (https://watercolors.giantsoup.com/xgte/xgte
bottom-left/index.html)

This is Fan Content

'Creature Cohorts' is unofficial Fan Content permitted under the Fan Content Policy. Not approved/endorsed by Wizards. Portions of the materials used are property of Wizards of the Coast. ©Wizards of the Coast LLC.

Thank you for reading! More cohorts may be coming soon...

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