Beholders

One glance at a beholder is enough to assess its foul and otherworldly nature. Aggressive, hateful, and greedy, these aberrations dismiss all other creatures as lesser beings, toying with them or destroying them as they choose. A beholder's spheroid body levitates at all times, and its great bulging eye sits above a wide, toothy maw, while the smaller eyestalks that crown its body twist and turn to keep its foes in sight. When a beholder sleeps, it closes its central eye but leaves its smaller eyes open and alert.
Xenophobic Isolationists Enemies abound, or so every beholder believes. Beholders are convinced that other creatures resent them for their brilliance and magical power, even as they dismiss those lesser creatures as crude and disgusting. Beholders always suspect others of plotting against them, even when no other creatures are around. The disdain a beholder has for other creatures extends to other beholders. Each beholder believes its form to be an ideal, and that any deviation from that form is a flaw in the racial purity of its kind. Beholders vary greatly in their physical forms, making conflict between them inevitable. Some beholders are protected by overlapping chitinous plates. Some have smooth hides. Some have eyestalks that writhe like tentacles, while others' stalks bear crustacean-like joints. Even slight differences of coloration in hide can turn two beholders into lifelong enemies.
Eye Tyrant Some beholders manage to channel their xenophobic tendencies into a terrible despotism. Rather than live in isolation, the aptly named eye tyrants enslave those other creatures, founding and controlling vast empires. An eye tyrant sometimes carves out a domain within or under a major city, commanding networks of agents that operate on their master's behalf.
Alien Lairs Because they refuse to share territory with others, most beholders withdraw to frigid hills, abandoned ruins, and deep caverns to scheme. A beholder's lair is carved out by its disintegration eye ray, emphasizing vertical passages connecting chambers stacked on top of each other. Such an environment allows a beholder to move freely, even as it prevents intruders from easily creeping about. When intruders do break in, the height of its open ceilings allows a beholder to float up and harry foes on the floor. As alien as their creator, the rooms in a beholder's lair reflect the creature's arrogance. It festoons its chambers with trophies from the battles it has won, including petrified adventurers standing frozen in their horrified final moments, pieces of other beholders, and magic items wrested from powerful foes. A beholder judges its own worth by its acquisitions, and it never willingly parts with its treasures.
A Beholder's Lair A beholder's central lair is typically a large, spacious cavern with high ceilings, where it can attack without fear of closing to melee range. A beholder encountered in its lair has a challenge rating of 14 (11,500 XP).
Lair Actions When fighting inside its lair, a beholder can invoke the ambient magic to take lair actions. On initiative count 20 (losing initiative ties), the beholder can take one lair action to cause one of the following effects:

• A 50-foot square area of ground within 120 feet of the beholder becomes slimy; that area is difficult terrain until initiative counts 20 on the next round.
• Walls within 120 feet of the beholder sprout grasping appendages until initiative count 20 on the round after the next. Each creature of the beholder's choice that starts its turn within 10 feet of such a wall must succeed on a DC 15 Dexterity saving throw or be grappled. Escaping requires a successful DC 15 Strength (Athletics) or Dexterity (Acrobatics) check.
• An eye opens on a solid surface within 60 feet of the beholder. One random eye ray of the beholder shoots from that eye at a target of the beholder's choice that it can see. The eye then closes and disappears.

The beholder can't repeat an effect until they have all been used, and it can't use the same effect two rounds in a row.
Regional Effects A region containing a beholder's lair is warped by the creature's unnatural presence, which creates one or more of the following effects:

• Creatures within 1 mile of the beholder's lair sometimes feel as if they're being watched when they aren't.
• When the beholder sleeps, minor warps in reality occur within 1 mile of its lair and then vanish 24 hours later. Marks on cave walls might change subtly, an eerie trinket might appear where none existed before, harmless slime might coat a statue, and so on. These effects apply only to natural surfaces and to nonmagical objects that aren't on anyone's person.

If the beholder dies, these effects fade over the course of 1d10 days.

Beholder

One glance at a beholder is enough to assess its foul and otherworldly nature. Aggressive, hateful, and greedy, these aberrations dismiss all other creatures as lesser beings, toying with them or destroying them as they choose. A beholder's spheroid body levitates at all times, and its great bulging eye sits above a wide, toothy maw, while the smaller eyestalks that crown its body twist and turn to keep its foes in sight. When a beholder sleeps, it closes its central eye but leaves its smaller eyes open and alert.

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Armor Class	18 (natural armor)
Hit Points	19d10+76
Speed	0 ft.,	fly 20 ft. (hover)
Strength	10 (+0)
Dexterity	14 (+2)
Constitution	18 (+4)
Intelligence	17 (+3)
Wisdom	15 (+2)
Charisma	17 (+3)
Saving Throws	Intelligence d20+8	Wisdom d20+7	Charisma d20+8
Skills	Perception d20+1
Condition Immunities	Prone
Senses	Darkvision 120 ft.,	Passive Perception 22
Languages	Deep Speech	Undercommon
Challenge	13 (10,000 XP)
Special	Antimagic Cone	The beholder's central eye creates an area of anti-magic,	as in the anti-magic field spell, in a 150-foot cone.
At the start of each of its turns,	the beholder decides which way the cone faces	and whether the cone is active.	The area works against the beholder's own eye rays.
Action 1	Bite	Melee Weapon Attack	d20+5 to hit
Reach 5 ft., one target	Hit 4d6 piercing damage
Action 2	Eye Rays	The beholder shoots three of the following magical	eye rays at random (reroll duplicates),
choosing one to three targets	it can see within 120 feet of it
Eye Ray 1	Charm Ray	The targeted creature must succeed on a	DC 16 Wisdom saving throw
or be charmed by the beholder for 1 hour,	or until the beholder harms the creature
Eye Ray 2	Paralyzing Ray	The targeted creature must succeed on a	DC 16 Constitution saving throw
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
Eye Ray 3	Fear Ray	The targeted creature must succeed on a	DC 16 Wisdom saving throw
or be frightened 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
Eye Ray 4	Slowing Ray	The targeted creature must succeed on a	DC 16 Dexterity saving throw.
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
Eye Ray 5	Enervation Ray	The targeted creature must make a	DC 16 Constitution saving throw,
taking 8d8 necrotic damage on a failed save,	or half as much damage on a successful one
Eye Ray 6	Telekinetic Ray	If the target is a creature,	it must succeed on a DC 16 Strength saving throw
or the beholder moves it up to 30 feet in any direction.	It is restrained by the ray's telekinetic grip until	the start of the beholder's next turn	or until the beholder is 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.	The beholder can also exert fine control
on objects with this ray,	such as manipulating a simple tool	or opening a door or a container
Eye Ray 7	Sleep Ray	The targeted creature must succeed on a	DC 16 Wisdom saving throw 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
Eye Ray 8	Petrification Ray	The targeted creature must make a	DC 16 Dexterity saving throw.
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 until	freed by the greater restoration spell or other magic
Eye Ray 9	Disintegration Ray	If the target is a creature,	it must succeed on a
DC 16 Dexterity saving throw 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
Eye Ray 10	Death Ray	The targeted creature must succeed on a	DC 16 Dexterity saving throw
or take 10d10 necrotic damage.	The target dies if the ray reduces it to 0 hit points
Legendary Actions	The beholder can take 3 legendary actions,	using the Eye Ray option below.	It can take only one legendary action at a time
and only at the end of another creature's turn.	The beholder regains spent legendary	actions at the start of its turn.
Legendary Action	Eye Ray	The beholder uses one random eye ray

Death Tyrant

On rare occasions, a beholder's sleeping mind drifts to places beyond its normal madness, imagining a reality in which it exists beyond death. When such dreams take hold, a beholder can transform, its flesh sloughing away to leave a death tyrant behind. This monster possesses the cunning and much of the magic it had in life, but it is fueled by the power of undeath. A death tyrant appears as a massive, naked skull, with a pinpoint of red light gleaming in its hollow eye socket. With its eyestalks rotted away, ten spectral eyes hover above the creature and glare in all directions.

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Armor Class	19 (natural armor)
Hit Points	25d10+50
Speed	0 ft.	fly 20 ft. (hover)
Strength	10 (+0)
Dexterity	14 (+2)
Constitution	14 (+2)
Intelligence	19 (+4)
Wisdom	15 (+2)
Charisma	19 (+4)
Saving Throws	Strength d20+5	Constitution d20+7	Intelligence d20+9
Wisdom d20+7	Charisma d20+9
Skills	Perception d20+12
Damage Immunities	Poison
Condition Immunities	Charmed	Exhaustion	Paralyzed
Petrified	Poisoned	Prone
Senses	Darkvision 120 ft.	Passive Perception 22
Languages	Deep Speech	Undercommon
Challenge	14 (11,500 XP)
Negative Energy Cone	The death tyrant's central eye emits an invisible,	magical 150-foot cone of negative energy.	At the start of each of its turns,
the tyrant decides which way the cone faces and whether the cone is active.	Any creature in that area can't regain hit points.	Any humanoid that dies there becomes a zombie under the tyrant's command.	The dead humanoid retains its place
in the initiative order and animates at the start of its next turn,	provided that its body hasn't been completely destroyed
Action 1	Bite	Melee Weapon Attack	d20+5 to hit
Reach 5 ft., one target	Hit 4d6 piercing damage
Action 2	Eye Rays	The death tyrant shoots three of the following magical eye rays	at random (reroll duplicates), choosing one to three targets
it can see within 120 feet of it
Eye Ray 1	Charm Ray	The targeted creature must succeed on	a DC 17 Wisdom saving throw or be charmed
by the tyrant for 1 hour,	or until the beholder harms the creature
Eye Ray 2	Paralyzing Ray	The targeted creature must succeed on	a DC 17 Constitution saving throw 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
Eye Ray 3	Fear Ray	The targeted creature must succeed on a	DC 17 Wisdom saving throw or be frightened 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
Eye Ray 4	Slowing Ray	The targeted creature must succeed on a	DC 17 Dexterity saving throw.
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
Eye Ray 5	Enervation Ray	The targeted creature must make	a DC 17 Constitution saving throw,
taking 8d8 necrotic damage on a failed save,	or half as much damage on a successful one
Eye Ray 6	elekinetic Ray	If the target is a creature, it must succeed on a	DC 17 Strength saving throw or the tyrant moves
it up to 30 feet in any direction.	The target is restrained by the ray's telekinetic grip until	the start of the tyrant's next turn or	until the tyrant is 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.	The tyrant can also exert fine control on objects with this ray,
such as manipulating a simple tool	or opening a door or a container
Eye Ray 7	Sleep Ray	The targeted creature must succeed on a	DC 17 Wisdom saving throw 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
Eye Ray 8	Petrification Ray	The targeted creature must make a	DC 17 Dexterity saving throw.
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 until freed	by the greater restoration spell or other magic
Eye Ray 9	Disintegration Ray	If the target is a creature, it must succeed on a	DC 17 Dexterity saving throw 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
Eye Ray 10	Death Ray	The targeted creature must succeed on a	DC 17 Dexterity saving throw or
take 10d10 necrotic damage.	The target dies if the ray reduces it to 0 hit points
Legendary Actions	The death tyrant can take 3 legendary actions,	using the Eye Ray option below.	It can take only one legendary action at a time
and only at the end of another creature's turn.	The tyrant regains spent legendary	actions at the start of its turn
Legendary Action 1	Eye Ray	The death tyrant uses one random eye ray

Spectator

A spectator is a lesser beholder that is summoned from another realm of existence by a magical ritual, the components of which include four beholder eyestalks that are consumed by the ritual's magic. Appropriately, a spectator has four eyestalks, two on each side of the wide eye at the center of its four-foot diameter body.


Magical Guardian A summoned spectator guards a location or a treasure of its summoner's choice for 101 years, allowing no creature but its summoner to enter the area or access the item, unless the summoner instructed otherwise. If the item is stolen or destroyed before the years have all passed, a summoned spectator vanishes. It otherwise never abandons its post.


Glimmers of Madness Though it can speak, a spectator communicates primarily by way of telepathy. It is civil while on guard, openly discussing its orders and its summoner. However, even a brief conversation with a spectator is enough to reveal quirks in its personality brought on by its years of isolation. It might invent imaginary enemies, refer to itself in the third person, or try to adopt the voice of its summoner. Like any beholder, a spectator views itself as the epitome of its kind, and it has an intense hatred of other spectators. If two spectators encounter one another, they almost always fight to the death.


Freed from Service When a spectator has fulfilled its service, it is free to do as it pleases. Many take up residence in the places they previously guarded, especially if their summoners have died. With the spectator's loss of purpose, the flickers of madness it displayed during its servitude flourish.

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Armor Class	14 (natural armor)
Hit Points	39 (6d8 + 12)
Speed	0 ft.	fly 30 ft. (hover)
Strength	8 (-1)
Dexterity	14 (+2)
Constitution	14 (+2)
Intelligence	13 (+1)
Wisdom	14 (+2)
Charisma	11 (+0)
Skills	Perception +6
Condition Immunities	Prone
Senses	Darkvision 120 ft.	Passive Perception 16
Languages	Deep Speech	Undercommon	Telepathy 120 ft.
Challenge	3 (700 XP)
Action 1	Bite	Melee Weapon Attack	+ 1 to hit
Reach 5 ft., one target	Hit: 2 (1d6 - 1) piercing damage
Action 2	Eye Rays	The spectator shoots up to two of the following magical eye rays	at one or two creatures it can see within 90 feet of it.
It can use each ray only once on a turn
Eye Ray 1	Confusion Ray	The target must succeed on a	DC 13 Wisdom saving throw,
or it can't take reactions until the end of its next turn.	On its turn, the target can 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
Eye Ray 2	Paralyzing Ray	The target must succeed on a	DC 13 Constitution saving throw 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
Eye Ray 3	Fear Ray	The target must succeed on a	DC 13 Wisdom saving throw 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 spectator is visible to the target, ending the effect on itself on a success
Eye Ray 4	Wounding Ray	The target must make a	DC 13 Constitution saving throw,
taking 3dl0 necrotic damage on a failed save,	or half as much damage on a successful on
Action 3	Create Food and Water	The spectator magically creates enough food and	water to sustain itself for 24 hours
Reactions	Spell Reflection	If the spectator makes a successful	saving throw against a spell,
or a spell attack misses it,	the spectator can choose another creature	(including the spellcaster) it can see within 30 feet of it.	The spell targets the chosen creature instead of the spectator.
If the spell forced a saving throw,	the chosen creature makes its own save.	If the spell was an attack,	the attack roll is re rolled against the chosen creature