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Contents Chapter 5: The Slave Takers . . . . . . . . . . . . . . . Silthilar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Neogi. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Urophion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4 Adult Neogi . . . . . . . . . . . . . . . . . . . . . . . . . . . Zeugalak . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The Book of Aberrations. . . . . . . . . . . . . . . . . . . .4 Neogi Spawn. . . . . . . . . . . . . . . . . . . . . . . . . .
What You Need to Play . . . . . . . . . . . . . . . . . . . . .4 Great Old Master . . . . . . . . . . . . . . . . . . . . . . Chapter 9: The Aberration Hunter. . . . . . .
Neogi Society . . . . . . . . . . . . . . . . . . . . . . . . . The Great Foes . . . . . . . . . . . . . . . . . . . . . . . . . .
Chapter 1: What Is an Aberration?. . . . . . . . . .5 Neogi Characters. . . . . . . . . . . . . . . . . . . . . . Aboleths . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Origins of the Aberrations. . . . . . . . . . . . . . . . . .6 Neogi Anatomy . . . . . . . . . . . . . . . . . . . . . . . . . . Beholders . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aberration Characteristics. . . . . . . . . . . . . . . . Neogi Life . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mind Flayers . . . . . . . . . . . . . . . . . . . . . . . . .
The Aberration Campaign . . . . . . . . . . . . . . . . Leaders and Slavery . . . . . . . . . . . . . . . . . . . Minions and Cultists . . . . . . . . . . . . . . . . . . . .
Language . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Unhuman Gods . . . . . . . . . . . . . . . . . . . . . .
Chapter 2: The Deep Masters . . . . . . . . . . . . . Religion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Feats for the Aberration Hunter. . . . . . . . . . TABLE OF
Aboleth Anatomy . . . . . . . . . . . . . . . . . . . . . . . . Relations with Other Races . . . . . . . . . . . . Aberrant Feats . . . . . . . . . . . . . . . . . . . . . . . CONTENTS
Aboleth Life . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Neogi Magic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Aberration Banemagic. . . . . . . . . . . . . . . .
The Aboleth Diet . . . . . . . . . . . . . . . . . . . . . . Neogi Goals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Aberration Blood [Aberrant] . . . . . . . . . .
Aboleth Variants . . . . . . . . . . . . . . . . . . . . . . Wreck of the Mindspider . . . . . . . . . . . . . . . . Aberration Wild Shape [Aberrant] . . . .
Savant Aboleth Prestige Class . . . . . . . . . . Aquatic Spellcasting. . . . . . . . . . . . . . . . . .
Aboleth Feats . . . . . . . . . . . . . . . . . . . . . . . . . Chapter 6: The Eaters . . . . . . . . . . . . . . . . . . . . Bestial Hide [Aberrant] . . . . . . . . . . . . . . .
Aboleth Magic . . . . . . . . . . . . . . . . . . . . . . . . . . . Darkstalker . . . . . . . . . . . . . . . . . . . . . . . . . .
The Nightmare Out of Time . . . . . . . . . . . . . . Grell Deepspawn [Aberrant]. . . . . . . . . . . . . . . .
Aboleth Religion . . . . . . . . . . . . . . . . . . . . . . Durable Form [Aberrant] . . . . . . . . . . . . .
Aboleth Language . . . . . . . . . . . . . . . . . . . . . Grell Philosopher . . . . . . . . . . . . . . . . . . . . Inhuman Vision [Aberrant]. . . . . . . . . . .
Relations with Other Creatures . . . . . . . . Music of the Outer Spheres . . . . . . . . . . .
Aboleth Lairs. . . . . . . . . . . . . . . . . . . . . . . . . . Grell Anatomy . . . . . . . . . . . . . . . . . . . . . . . . . . Ocular Spell [Metamagic]. . . . . . . . . . . . .
Aboleth Minions . . . . . . . . . . . . . . . . . . . . . . Parrying Shield . . . . . . . . . . . . . . . . . . . . . .
Aboleth Cities. . . . . . . . . . . . . . . . . . . . . . . . . Grell Variants . . . . . . . . . . . . . . . . . . . . . . . . Quick Recovery . . . . . . . . . . . . . . . . . . . . . .
Aboleth Characters . . . . . . . . . . . . . . . . . . . . Scavenging Gullet [Aberrant] . . . . . . . . .
The God in the Lake. . . . . . . . . . . . . . . . . . . . . . Grell Society . . . . . . . . . . . . . . . . . . . . . . . . . . . . Starspawn [Aberrant] . . . . . . . . . . . . . . . . .
Thrall Bred. . . . . . . . . . . . . . . . . . . . . . . . . . .
Language . . . . . . . . . . . . . . . . . . . . . . . . . . . . Warped Mind [Aberrant] . . . . . . . . . . . . .
Waterspawn [Aberrant] . . . . . . . . . . . . . . .
Religion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wild Talent . . . . . . . . . . . . . . . . . . . . . . . . . .
Picking a Prestige Class . . . . . . . . . . . . . . . . .
Leaders Abolisher . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Darkrunner. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Relations with Other Races . . . . . . . . . . . Fleshwarper. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Keeper of the Cerulean Sign . . . . . . . . . . . . .
Grell Magic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Sanctified Mind. . . . . . . . . . . . . . . . . . . . . . . . .
Topaz Guardian . . . . . . . . . . . . . . . . . . . . . . . . .
Sangkon Bhet . . . . . . . . . . . . . . . . . . . . . . . . . . . Magic. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Spells . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Chapter 3: The Eye Tyrants . . . . . . . . . . . . . . . Chapter 7: The Wearers of Flesh . . . . . . . . . Arms of Plenty . . . . . . . . . . . . . . . . . . . . . . .
Befoul . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Beholder Anatomy . . . . . . . . . . . . . . . . . . . . . . . Tsochar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Blast of Force. . . . . . . . . . . . . . . . . . . . . . . . .
Bolts of Bedevilment . . . . . . . . . . . . . . . . .
Beholder Life . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tsochar Characters . . . . . . . . . . . . . . . . . . . Brain Spider. . . . . . . . . . . . . . . . . . . . . . . . . .
Damning Darkness. . . . . . . . . . . . . . . . . . .
The Beholder Diet . . . . . . . . . . . . . . . . . . . . . Tsochar Anatomy . . . . . . . . . . . . . . . . . . . . . . . Darkbolt . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Despoil . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Beholder Variants . . . . . . . . . . . . . . . . . . . . . Tsochar Variants . . . . . . . . . . . . . . . . . . . . . Detect Aberration . . . . . . . . . . . . . . . . . . . .
Invoke the Cerulean Sign. . . . . . . . . . . . .
Beholder Mage . . . . . . . . . . . . . . . . . . . . . . . . . . . Tsochar Society . . . . . . . . . . . . . . . . . . . . . . . . . Invoke Magic . . . . . . . . . . . . . . . . . . . . . . . .
Maddening Scream. . . . . . . . . . . . . . . . . . .
Beholder Feats . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Language . . . . . . . . . . . . . . . . . . . . . . . . . . . . Morality Undone. . . . . . . . . . . . . . . . . . . . .
Nature’s Purity . . . . . . . . . . . . . . . . . . . . . . .
Agile Tyrant. . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Religion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Pox . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Probe Thoughts . . . . . . . . . . . . . . . . . . . . . .
Bane of the Unclean . . . . . . . . . . . . . . . . . . . 44 Leaders Undulant Innards . . . . . . . . . . . . . . . . . . . .
Utterdark . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Disintegration Finesse. . . . . . . . . . . . . . . . . 44 Relations with Other Races . . . . . . . . . . . Magic Items . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Grafts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Disjunction Ray . . . . . . . . . . . . . . . . . . . . . . . Tsochar Magic . . . . . . . . . . . . . . . . . . . . . . . . . . Defenders of Humanity . . . . . . . . . . . . . . . . .
Circle of the True. . . . . . . . . . . . . . . . . . . . .
Focused Antimagic. . . . . . . . . . . . . . . . . . . . The House of Deros Frist . . . . . . . . . . . . . . . . Darkrunner Guild. . . . . . . . . . . . . . . . . . . .
Society of the Sanctified Mind . . . . . . . .
Metaray 45 Chapter 8: New Monsters . . . . . . . . . . . . . . . . The Topaz Order . . . . . . . . . . . . . . . . . . . . .

Skilled Telekinetic . . . . . . . . . . . . . . . . . . . . Beholderkin . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Beholder Magic . . . . . . . . . . . . . . . . . . . . . . . . . . Hive Mother . . . . . . . . . . . . . . . . . . . . . . . . .

Beholder Society . . . . . . . . . . . . . . . . . . . . . . . . . Director

Religion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Eye of the Deep . . . . . . . . . . . . . . . . . . . . . .

Language . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Overseer . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Relations with Other Creatures . . . . . . . . Spectator. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Sane Beholders . . . . . . . . . . . . . . . . . . . . . . . . Cildabrin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Hives and Hive Cities . . . . . . . . . . . . . . . . . Cloaker, Shadowcloak Elder . . . . . . . . . . . . .

Sekarvu’s Lair . . . . . . . . . . . . . . . . . . . . . . . . . . . . Elder Brain . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Cult of the Hungry Eye. . . . . . . . . . . . . . . . . . . Elder Eidolon . . . . . . . . . . . . . . . . . . . . . . . . . . .

Chapter 4: The Mind Flayers. . . . . . . . . . . . . . Gas Spore . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mind Flayer Anatomy . . . . . . . . . . . . . . . . . . . .
Illithid Variants . . . . . . . . . . . . . . . . . . . . . . . Gibbering Mouther . . . . . . . . . . . . . . . . . . . . .
Illithid Magic . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mind Flayers and Magic Items . . . . . . . . . Half-Farspawn . . . . . . . . . . . . . . . . . . . . . . . . . .
Nautiloid . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Psionic Seal . . . . . . . . . . . . . . . . . . . . . . . . . . . Hound of the Gloom . . . . . . . . . . . . . . . . . . . .
Resonance Stone . . . . . . . . . . . . . . . . . . . . . .
The Whispering Shadow . . . . . . . . . . . . . . . . . Illithidae . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Language . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Religion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Embrac
Relations with Other Races . . . . . . . . . . . .
Mind Flayer Goals. . . . . . . . . . . . . . . . . . . . . . . . Kigrid
Lagurno, Illithid Sept . . . . . . . . . . . . . . . . . . . .
The Lair of Sarkt . . . . . . . . . . . . . . . . . . . . . . . . . Saltor

Mind Flayer, Alhoon . . . . . . . . . . . . . . . . . . . .

Mind Flayer, Ulitharid . . . . . . . . . . . . . . . . . .

Mind Flayer, Vampire . . . . . . . . . . . . . . . . . . .

Pseudonatural Creature . . . . . . . . . . . . . . . . .

Psurlon . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Shaboath . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Shadow Creature . . . . . . . . . . . . . . . . . . . . . . . . 3

CHAPTER # Introduction Aboleths, or the deep masters, are the loathsome lords of the
underground seas. Perhaps the most alien and inscrutable of
Among the most iconic elements of the DUNGEONS & DRAGONS all the major aberration races, the aboleths are mighty psions
game are its unforgettable monsters. Dragons roam the skies, and mages whose sinister influence wells up from the deepest
seeking towns to burn and plunder. Hordes of ravening orcs places in the earth.
lurk sullenly in the wastelands and barren places, waiting
for the chance to sweep down on the unsuspecting lands of Beholders, the terrible eye tyrants, command fearsome
humankind. Demons and devils pry and push at the borders innate magical power. With a single glance they kill, paralyze,
of their infernal planes, seeking the opportunity to enter confuse, or enslave their foes. Rapacious and arrogant, a single
the world and wreak their terrible evil. Bizarre, antediluvian beholder can easily become the overlord of its own realm of
monstrosities—things of deadly eyes, squirming tentacles, and evil.
mind-poisoning horror—lurk in the deep and remote places,
dreaming terrible alien dreams of conquest and dominion over Mind flayers, or illithids, are brilliant, cruel, and terrify-
the world outside. These are the aberrations, creatures whose ing creatures. Mind flayers might comprise the single most
very existence outrages nature, creatures that belong to distant dangerous threat to the dominion of humanoids in the daylight
times and dimensions of cosmic terror. lands of the surface world.

THE BOOK OF Neogi, the slave takers, are a race of greedy and sinister
ABERRATIONS merchants who spin their webs of gold and misery across the
human world.
While this book might seem to be intended primarily for
Dungeon Masters, the monsters discussed in this tome are so Grell, or the eaters, are an alien race of predators that haunt
powerful, iconic, and prevalent in the D&D universe that any the wild and lonely places of the world. Armed with an inde-
player wishing to know more about his character’s adversaries cipherable admixture of alchemy and science, the fearsome
should be interested in the information contained herein. grell ruthlessly destroy all other races that blunder into their
Chapter 9 includes a number of feats, spells, and prestige classes territory.
for characters whose principal enemies include monsters of the
aberration type. While the focus of this book is on aberrations, The Tsochari, or the wearers of the flesh, are a race of
many of these new rules elements can apply to other creatures. invasive parasites that wear the stolen bodies of their victims
New aboleth, illithid, and silthilar (a new aberration swarm) so that they can pass in human society.
grafts can benefit an adventurer in any sort of campaign, as
can any of several new domains and magic items. The six races mentioned here pose the most widespread
and virulent threats to humans and other good races. They
Naturally, Dungeon Masters will find dozens of new mon- combine magical power, ruthless genius, and cold, calculating
sters, monster feats, monster spells, and tremendous amounts malice; they are alien and inscrutable, things born of madness
of hidden lore about these same creatures. Everything you need and nightmare. Brave indeed are the heroes who venture into
to highlight an iconic aberration race in your campaign (or to their domains.
survive such an event, if you are a player) can be found in this
book. Each chapter devoted to one of the major aberration Of course, the Far Realm and the deep, dark places of the
races also includes an encounter site, complete with keyed earth are responsible for spawning forth many more creatures
locations and ready to be used in an existing campaign. than these. Many other aberrations can be found in this book,
including the half-farspawn, a new template for the offspring
Unlike the creatures that populate Draconomicon or Libris of creatures that have consorted with aberrations; the psionic
Mortis, aberrations share few common characteristics other psurlon; and the bizarre silthilar, masters of grafts.
than a broad thematic link. Other than the fact that they’re
all inhuman monsters that have powerful magical abili- WHAT YOU NEED TO PLAY
ties and dwell deep underground, aboleths, mind flayers,
and beholders do not really share any common origins or Lords of Madness makes use of the information in the three
physiology. Therefore, the major races of aberrations are D&D core rulebooks—Player’s Handbook, Dungeon Master’s
each discussed in their own chapter, with little reference Guide, and Monster Manual. In addition, it includes refer-
to other aberrations. ences to material from several D&D supplements, including
Fiend Folio, Monster Manual II, Epic Level Handbook, Miniatures
The major aberration races include the following monsters: Handbook, Libris Mortis, and Expanded Psionics Handbook, as
well as the FORGOTTEN REALMS® supplements Underdark and
Unapproachable East. Although possession of any or all of these
supplements will enhance your enjoyment of this book, they
are not strictly necessary.

4

Illus. by C. Lukacs

o single common characteristic easily distinguishes the depths of space and reality with the aid of the Ebon
an aberration from any other sort of creature, or Mirror, a powerful artifact that allowed him to see into
signals a kinship to creatures of this type. Some strange and terrible places indeed. The Codex Anathema
are intelligent, some are not; some are humanoid in records the frightful visions he observed in the Ebon
shape, some are not; some possess innate magical powers, Mirror, along with rambling essays in which Iphegor
and some do not. This book is chiefly concerned with those describes his own findings and conclusions about mat-
aberrations that pose a pervasive and significant threat to ters no sane being should dwell on for long.
humankind. While a creature such as a carrion crawler is
certainly a dangerous monster, it lacks the intelligence to The Codex includes accounts of astral voyages into
entertain dark schemes against the creatures of the world the dim antediluvian eons when aboleths ruled over
above. It is simply an unreasoning beast, albeit an unusually the world, frenetic narratives about passages into the
bizarre and alien one. depths of the Far Realm, and dialogues with illithid
Creatures such as aboleths, beholders, and mind flayers are sages and tsochari imposters. Studies and observations
far more significant because they represent entire societies of about creatures such as beholders, chuuls, psurlons,
unhuman and amoral intelligences that regard humans and and beings clearly originating outside of nature
humanoids as potential slaves at best, or, more likely, bleating comprise a large part of the Codex. Overall, the book
cattle awaiting slaughter. These intelligent, evil aberrations is poorly organized, consisting of a haphazard col-
do share some common characteristics, even if they are not lection of essays, narratives, notes, and odd arcane
remotely related to one another. formulae jotted down in whatever order Iphegor
happened to think of them.
THE CODEX ANATHEMA
No one knows Iphegor’s final fate, but it is said
Over a thousand years ago, the wizard known as Iphegor of the that the Ebon Mirror still exists, buried in some
Ebon Mirror composed a terrible book, the Codex Anathema. A dreadful dungeon. To stare into its depths is to risk
student of distant places, times, and planes, Iphegor plumbed life and sanity—yet secrets of untold power might lie
within its starry void.

5

ORIGINS OF THE from the remote reaches of the Material Plane come from
ABERRATIONS worlds such as these, places stranger and more menacing than
all but the most fearsome of Outer Planes.

Aberrations as a kind seem to cry out for explanation. Other Because these far worlds are still part of the Material Plane,

monsters are part of the natural world, or come into being it is possible to reach them via greater teleport, teleport circle,

through the actions of natural beings, but aberrations have no and similar magic. In fact, it is possible for vessels with the

place in the usual order of things. Their origins are unthinkably proper magic to voyage between the worlds without any sort of

distant in time, space, or planar cosmology. While they are teleportation. Flying ships (sometimes known as spelljammers)

now natives of the Material Plane (they would be outsiders if can reach the moon(s), nearby planets, or possibly even the

CHAPTER 1 they were not), aberrations share little or no kinship with the worlds of other stars altogether. Journeying to a nearby world,

WHAT IS AN other living creatures of the world. whether it is the moon of the characters’ own native world or a
ABERRATION?
As a DM, defining an origin for a major aberration race you different planet in its own right, might require anything from

intend to feature in your campaign will help you to create a few hours to months or even years of star-sailing.

plots and schemes for that race. For example, a race older than The neogi are perhaps the best-known example of an extra-

the world itself might retain memories or lore of extremely terrestrial race. Descending from the dark night skies in their

ancient events. Heroes who find that they need to understand sinister, spiderlike flying ships, these rapacious slavers and oily

how a god died thousands of years ago, or where and when a merchants wander from world to world, trading with those

very ancient artifact was last seen, might discover that the strong enough to warrant caution and stealing from those

knowledge they seek exists only in the secret lorepools of the who are not. Neogi merchants enjoy access to the resources

aboleths. Aberrations that came from distant worlds might have and markets of many worlds, and few can follow them when

an insatiable appetite for human slaves and wealth to send back they depart for their next destination. Slaves taken by the neogi

to their alien homelands through magical doorways. Races rarely, if ever, see their homelands again.

that exist through the intervention or corruption of a dark and The tsochari also hail from a distant world, a cold and light-

terrible god might seek ways to fully wake their progenitor, or less place of terrible black ruins and endless, shrieking winds.

form insidious cults to capture the worship of “lesser beings,” Unlike the neogi, who move from world to world so easily

such as humanoids, for their divine master. that they themselves do not recall the world of their origin,

OUT OF SPACE the tsochari do not build starfaring vessels. They must labor
long and hard to create the magical gates that allow them to

Most intelligent creatures live their lives on a single world in venture between worlds.

the Material Plane, and do not dream that the Material Plane

includes anything other than the world they know. However, OUT OF TIME

the Material Plane is indeed an infinite plane. It is filled with Just as the origins of an alien race can be physically remote

countless worlds, so inconceivably far removed from one from the normal world, they can also be temporally removed

another that only the most powerful of wizards can hope to from the world humans know. Some aberrations do not hail

travel from world to world. Each of these Material Plane worlds from places where the rules are different, but instead originate

possesses its own unique conditions, and some of these distant in times when the world is, was, or will be a very different

worlds nourish strange and inimical forms of life. Aberrations place than it is now.

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ABERRATIONS IN EBERRON Aberrations that venture near human habitation are frequently
Nearly everything in this book is perfectly usable if you are run- the focal point of degenerate cults loosely termed the Cults of
ning a campaign in the world of the EBERRON campaign setting. the Dragon Below. Cultists of the Dragon Below are insane, be-
After all, one of the guiding principles of the EBERRON setting is lieving that aberrations are beautiful and holy creatures that can
“If it exists in D&D, it exists in Eberron.” That said, aberrations lead them to a subterranean promised land or reward them with
have a unique role in Eberron that might change how you use annihilation when they bring the daelkyr up from the depths to
some material in this book. destroy the world.

Millennia ago, a bizarre and alien race called the daelkyr in- Most of this information amounts to background details
vaded Eberron through planar portals leading from their home about the various kinds of aberrations, and has little impact
plane of Xoriat, the Realm of Madness—a plane similar to the on their actual use in play. The vast majority of the informa-
Far Realm discussed in this book. While on Eberron, the daelkyr tion contained in Lords of Madness, including details about the
created many of the known species of aberrations, including anatomy, society, abilities, and tactics of various aberrations,
beholders and chokers. Mind flayers served as the lieutenants is just as true in the EBERRON setting as in any other D&D cam-
of the daelkyr, and originated with them on the plane of Xoriat, paign. Simply alter or ignore details about the origins of differ-
making them extraplanar aberrations when they appear on Eb- ent aberrations presented in this book, placing them instead in
erron. New kinds of aberrations are found on Eberron as well, the context of the ancient daelkyr invasion.
including dolgrims and dolgaunts.

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6

For most purposes, there is little difference between an plan for events in the world around them. Some future-born

origin remote in space and one remote in time. An alien and aberrations returned to the past to specifically engineer the

unforgiving world is an alien and unforgiving world. However, events that will make their own world possible—a paradoxical

unlike aberrations out of space, aberrations out of time cannot destiny against which the cosmos itself rebels.

easily return to their original homes. The journey from eon The mind flayers are the most notable example of these

to eon is much more difficult than the journey from planet time-lost aberrations, although only a handful of the illithid

to planet, and only the mightiest and most dreadful magic savants (and likely no living member of any other race) know

can do the trick. There are exceptions—creatures that move of the race’s secret origin. A starfaring race of great power exist-

through the timestream as easily as a human sails from port ing at the very end of time, the mind flayers faced extinction

to port along a well-charted coast—but in general, aberrations with the imminent ending of all things. Through a great and CHAPTER 1

from distant times are completely severed from their places of terrible spell, the mind flayers dispatched great spelljamming WHAT IS AN
ABERRATION?
origin, never to return. fleets from the cold, pitiful remnants of their dying cosmos

back through time, appearing in the ancient skies of younger

Antediluvian Aberrations worlds. They arrived in the present era two thousand years

Aberrations hailing from exceedingly ancient times are the ago (although the exact date varies from world to world, since

remnants or survivors of an ancient world, now replaced by their time-traveling magic produced different results as they

the world that seems normal or natural to humans. Some journeyed into different cosmologies). The enslavement of the

predate creation itself, existing as the last vestiges of a previ- gith and the duergar dates back to early years of the illithid

ous creation, an older multiverse in which the rules were very invasion of the present era.

different. While this would imply a span of billions of years in Naturally, sages perusing accounts of mind flayer ships in

our own universe, in the fantastic universe of the D&D game the night sky believe that mind flayers hail from another world,

the creation of the world might be far more recent, a span of never suspecting that the illithid race also comes from another

a few hundred or few thousand years. Creatures of antiquity time. As extratemporal creatures, mind flayers know dark and

deeply resent the arrival of brash new humanoid races and dire things about events to come, including the eventual rise

“creator” deities who erased the ancient predecessor universe of their race and the end of the multiverse. To ensure that they

and replaced it with a less hospitable (to the aberrations, will indeed come to exist at all, they pursue a strange and secret

anyway) world. agenda of manipulating the world of their own past, the world

Aboleths are the best example of a race with this origin. Long humans and their kin must share with them. The mind flayers

ago, they populated an earlier creation filled with creatures know that their plans cannot fail, because they clearly exist;

of similar physiology and temperament, a cold and horrible ultimate victory is inevitable.

world of perpetual darkness. This incredibly ancient world

died, and the world of humans, dragons, and sunlight replaced Otherwhens

it, to the aboleths’ everlasting anger. Since aboleths retain the Finally, some aberrations might come from worlds with alter-

memories of their progenitors in an unbroken line stretching nate histories—planets where evolutionary events, magical

back thousands of years, they still recall the earlier cosmos and cataclysms, or the will of dark deities perverted the world

long for the return of more favorable conditions. from its normal and natural course. On the surface, such a

world would seem to be little different from a planet from

Travelers in Time some far corner of space or a world existing in an alternate

Other aberrations hail from the future instead of the past. Material Plane—but these “otherwhen” worlds are perhaps

Depending on the amount of time involved, they possess strik- even more strange and shocking, because they are so similar

ing insights into “impending” events for those who live in the to the mundane world, and yet horribly, terribly wrong.

younger age, explaining in part their ability to anticipate and In some cases, these otherwhens are not entirely real. They

possess only the potential to be real. As the “real” world grows

pqqqqqqqqqrs more distant, in time or history, from the point of divergence
that might have given rise to the otherwhen world, the
VARIANT ORIGINS otherwhen world begins to fade into the nothingness from
While this discussion proposes specific origins for each major which it came. Powerful and knowledgeable aberration races,
aberration race, there is no reason you can’t alter these racial

origins for your own campaign. In most cases the origins recognizing the illusory nature of their mirror existence, seek
are so distant (in time or space) that it doesn’t really matter to anchor their mirror-world as the “real” one, thus preserving
much to game play where a particular aberration comes from; themselves by causing the extinction of the real world. It might
they’re here now, and that’s enough. If you prefer mind flayers be possible to do this by performing some terrible rite or spell,
to be from distant worlds or alternate Material Planes instead or by searching out all the consequences of the divergence
of the remote future, feel free to stipulate that origin in your

own game. event in the “real” world and undoing them one by one. Since

pqqqqqqqqqrs their existence itself is at stake, aberrations from a short-lived

7

otherwhen are capable of unthinkable acts that to other races of the universe could reach the Far Realm in much the same

might seem works of random and meaningless evil. way that a planar traveler could. If explorers have attempted

No known aberration races hail from such a perversion such a journey, they have not returned to tell the tale.

of the proper course of things, but the possibility cannot be Wherever the Far Realm truly lies, it is a place where all

dismissed. natural law runs amok. Aberrations are spawned in its infinite

THE PLANES madness, and some of these find their way—through space,
through time, or most commonly through planar travel—to

Various aberrations have their origins in the infinite variety the mundane realms of humanoids. Cloakers, the strange

of planes that exist beyond the Material and sinister beings that haunt the black

CHAPTER 1 Plane. Just like worlds distant in underground depths, originated

WHAT IS AN time or space, the stranger and in the Far Realm and came to the
ABERRATION?
more remote planes are normal world long ago. Like-

places where the very laws wise, the terrible psurlons,

of nature no longer apply. psionic monsters of great

Capricious gods, bizarre strength, also arose in the

magical phenomena, and Far Realm.

alien environments all com-

bine to populate the planes Ethereal Plane

with strange and fearful The swirling mist of the

beings. Ethereal Plane is home to a

Planar denizens number of strange planar

are outsiders or ele- aberrations that interact

mentals—beings that with the normal world.

Illus. by M. Phillippi might better be regard- The ethereal filcher is one

ed as spirits manifested of the more common, a

in corporeal forms. Howev- bizarre creature whose

er, planes such as the Abyss, penchant for petty theft

Pandemonium, or Gehenna has caused tremendous

are also home to creatures trouble for groups of

that are every bit as phys- adventurers and explorers.

ical as humanoids. Few Far more dangerous and

aberration races are pow- sinister aberrations, such

erful enough to challenge as the ethergaunts (Fiend

the great outsider races for Folio page 64) and the nilshai

dominance of a plane, but planar- (Unapproachable East page 67),

dwelling aberrations control or infest also inhabit the Ethereal Plane

portions of nongood planes. or the drifting demiplanes found

Aberrations from distant planes are in in its depths. Ethereal aberrations enjoy

some ways closer to their origins than aber- easy access to the Material Plane, but at the

rations from space. Spells such as plane shift, same time remain safe from all but the most

shadow walk, gate, or astral projection offer ready A wizard lost in the Far Realm powerful and determined enemies in the

access to distant planes—and, unlike a teleport mundane world.

spell, it’s possible to set off without knowing precisely where

you’re going. Alternate Material Planes

Beyond the Plane of Shadow lie entire cosmologies only

Far Realm guessed at by the sages and clerics of humankind. Some of

While aberrations do roam the depths of the Nine Hells and these alternate cosmologies strongly resemble the familiar

the fetid layers of the Abyss, they are especially common in one multiverse, but others are strange and hostile places. Much

plane—the Far Realm. The Far Realm represents the very edge like the “otherwhen” worlds or planets remote in time or space,

of creation, the place that exists at the borders of conception. alternate Material Planes are places where almost anything

What lies beyond it is physically inconceivable and cannot be could be true.

brought into existence. It is possible that the Far Realm exists Travel from one Material Plane to another is difficult at

as both a spatial and temporal frontier as well as a planar one, best. The roads through the Plane of Shadow are dim and

and that a traveler who moves through space or time to the ends confusing, and few can find a path leading in the direction

8

they wish to travel. Nevertheless, some creatures have made DREAMS OF MAD GODS
the journey—including the bizarre grell, which emigrated
from another Material Plane only a few generations past. Not all deities belong to the pantheons of human or humanoid
gods. Dark and powerful divinities with little or no interest
Aberrations native to entirely different multiverses and in humankind lurk in the universe, seeking only to propagate
cosmologies do not always come through the Plane of Shadow their own alien visions of creation and existence. Whether as a
to reach the normal world. Various forms of gates and other deliberate act or as a simple side effect of their own existence,
world-spanning magic permit a knowledgeable traveler to these alien divinities create monstrous beings to terrorize and
reach an entirely different world with a mere step. corrupt the world of humankind.

pqqqqqqqqqqqqqqqqqqqqrs CHAPTER 1

THE ORIGIN OF THE CHUULS terrifying and powerful, but the process of creating chuuls was WHAT IS AN
The monstrous, rapacious chuuls are a created race, brought slow and difficult. They could not be produced quickly or in ABERRATION?
into existence artificially through magic and science. great quantities. After about a century of steady work, he had
assembled approximately six hundred chuuls. Ashranezr was a
Chuuls were created several hundred years ago by the arch- patient man, but not that patient.
wizard and would-be emperor Ashranezr. A man of rare genius
and ambition, he was also quite mad. Regarding himself as an Rather than continuing to build in complete secrecy,
incipient deity, he set his sights on nothing less than the con- Ashranezr decided to put his six hundred chuuls to work. While
quest of the world. he expanded his army, they aided his cause by disrupting the
flow of daily life in nearby kingdoms and empires. The wizard
Ashranezr first attracted notice because of his unique physi- sent his chuuls in teams to assassinate generals, attack ship-
cal characteristics: He was half-man and half-sahuagin, but ping, raid coastal towns, and spread terror and chaos wherever
not by birth. Through self-surgery and magical techniques of they could.
his own devising, he had infused himself with the hardiness,
strength, and savagery of the sea devils. None of his notes sur- It was a terrible miscalculation. While Ashranezr kept to
vived his demise, and he had no pupils or apprentices, so the himself, the world paid no attention to him. When he turned
exact process of transformation was lost with him. Most would his monsters loose against his neighbors, it didn’t take schol-
judge that to be a good thing. ars long to rediscover what had been forgotten about the ec-
centric wizard who created abominable lifeforms from bits of
Ashranezr’s home lay in an island chain, in an unknown lo- numerous creatures and who had transformed himself into a
cation beneath the water. In his submerged stronghold, using part-man, part-fish monstrosity.
the secret procedures perfected on his own body, he began ex-
perimenting with the breeding and alteration of other creatures. With his chuuls dispersed across the world looking for
Strange, hybrid creatures were commonly seen in the vicinity of trouble, Ashranezr himself had little means of defending him-
his lab for many years, but none were replicated in large num- self against the magical assault loosed against him. In only a
bers or caused much havoc. During those years, Ashranezr was few months his lair was located and stormed, and Ashranezr
considered to be an extreme eccentric, but not terribly danger- himself was slain in a magical onslaught.
ous. He kept to himself, and his odd creatures, while startling,
were short-lived and shy. Nearby wizards’ guilds gradually lost His chuuls, however, were still loose. They never received
interest in Ashranezr’s activities and left him completely alone. any instructions to desist. Unaware that their creator was dead,
That was what he wanted. they continued wreaking havoc as ordered. Their depredations
slowed down over the centuries as attrition and madness took
At the culmination of decades of research and experimenta- their toll. The surviving chuuls now proceed cautiously. Some
tion, Ashranezr bred the first chuuls—part crustacean, part learned of Ashranezr’s death and abandoned his program.
insect, and part amphibian—to serve as terrifying warriors in the Others abandoned their original instructions in order to
army of conquest he dreamed of creating. The chuuls were not pursue their own agendas. Some reverted to little more than
Ashranezr’s first creations, but they were his first true success. clever but wild beasts, due to defects in their construction.

The chuuls were not simply altered from existing creatures. Of the six hundred first chuuls created by Ashranezr, per-
They were entirely new creations, with attributes and powers haps two hundred have survived the centuries since their
never before seen in natural creatures. At the beginning, the creator’s destruction. Each one of these survivors is extraor-
greatest obstacle was their short life span. Typically, one of dinarily large, strong, clever, and cruel. From these first-born
Ashranezr’s hybrid creatures would survive only a few months chuuls, generations of younger, lesser chuuls have spawned.
or a year before suffering fatal tissue decay. When the wizard (For game purposes, the first chuuls are advanced specimens
found the solution for this problem, he didn’t merely extend of Huge size and maximum Hit Dice, while the succeeding
their lives to a normal duration. He hit upon a method that generations are represented by the standard chuul in the
eliminated aging entirely. Barring violence, Ashranezr’s crea- Monster Manual.) Without the special procedures and infu-
tures would live forever. sions of Ashranezr’s laboratories to strengthen them and
extend their lifespan, these chuul-spawn are mortal, living
With his great breakthrough, Ashranezr’s dreams of godhood little more than one hundred years. They lack the power of
reached fruition. He could (and did) easily make himself im- their specially bred forebears. However, they are far more nu-
mortal. How could such a man bow to any mortal? What sort merous, and their numbers are slowly growing. While chuuls
of position could the world offer a man such as Ashranezr? The might never conquer the world as Ashranezr once dreamed,
only reward worthy of his genius was an honor that did not exist: they have certainly brought terror, havoc, and death to many
to be emperor of the entire world. lands and waters.

The first step would be to create an army of chuuls. Ashranezr’s
soldiers could survive nearly anywhere, land or sea. They were

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9

CHAPTER 1 Aberrations spawned by alien deities might or might not be ABERRATION
aware of their origin. Some worship their progenitors, divine CHARACTERISTICS
WHAT IS AN beings shunned by all other gods and races. Others despise
ABERRATION? the callous divinities that birthed and then abandoned them Whatever their specific origin, the great aberration races share
to existence in an inimical universe. Aberrations born of a several common characteristics, even if they are unrelated
deity’s power or interest seek to appease or serve the divinity physically. While there exist other creatures that are evil mas-
in question through fervid worship and the sacrifice of beings terminds, or that are hateful to nature, or that are unspeakably
they deem enemies of their alien god. By founding widespread unhuman, few combine these traits in the same way that the
cults and destroying the worshipers of conventional gods, they dangerous aberrations of the world do.
hope to weaken the humanoid pantheons and make possible
the ascendancy of their own deities. Not all aberrations possess all of the following characteris-
tics, but most possess these traits to at least some degree.
Beholders are the best known of the godspawned aberrations.
The cryptic being known as the Great Mother has no place in SINISTER MASTERMINDS
any other pantheon, but from the moment it first entered the
multiverse, it began to seed its progeny, the multifarious race The master aberration races—aboleths, beholders, and mind
of beholders, throughout the world. Every beholder that exists flayers, specifically—are all extraordinarily intelligent, per-
is merely a reflection of the Great Mother’s will and instinct ceptive, and strong willed. While individual humans might
to replicate itself. match a particular aberration in intellect, wisdom, or force
of personality, only a handful of humans possess the overall
Destrachans likewise arise from the dark dreams of a name- mental strength of the typical aboleth or mind flayer. Only the
less god, but they revile their creator (and all gods, for that most powerful of human wizards come close to the vast lore
matter). No nondestrachan knows the purpose or identity of and incisive logical capability of an exceptional aberration,
the sinister being that created these monsters. such as an aboleth savant or mind flayer mage.

MAGICAL MUTATION Not only do aberrations possess the natural gift of mental
strength, they have also amassed tremendous amounts of
Some aberrations are created through the actions of other lore and learning. The great aberration races understand that
mortals. With powerful enough magic, the laws of nature can knowledge is power. For generation after generation they have
be perverted to manufacture mockeries of other creatures. devoted themselves to the pursuit of knowledge in any form,
Sometimes this magical mutation is purely accidental, the confident that their efforts will be rewarded with unmatched
unintended result of some terrible cataclysm or curse. All too magical or psionic power.
often it is a deliberate act. Twisting life itself into pleasing or
convenient forms is evil and reckless, a blasphemous deed that This frightful intelligence means that aberrations are
frequently leads to unforeseen consequences—but the desire masterful schemers, patient and subtle. They routinely
to create the perfect warrior, or the most fearsome servant, has contemplate complex and subtle plans requiring lifetimes to
led more than one archmage into folly. unfold. Their plans have few weaknesses, and they anticipate
the exact moment at which an enemy is likely to become
Aberrations created through magical mutation tend to be aware of their plots—and what course of action the enemy
few in number and rarely have much of a racial history, since is likely to take in response. Master aberrations are far more
they originated in a specific program or event that might only likely to ambush or trap a would-be attacker than to be
be a few decades or centuries old. They are solitary brutes as surprised by their foes.
opposed to evil masterminds. Wizards who are interested in
creating slave-soldiers or useful servants don’t go out of their As masterminds with the natural ability to dominate or
way to breed highly intelligent creations for fear of creating enslave their minions, aberrations surround themselves with
things with the ruthlessness and genius to supplant their a cadre of the most useful guards, slaves, and agents they can
masters. find. Brutes such as minotaurs, trolls, ogres, or even giants
guard the outposts and lairs of master aberrations. Human
The chuul and the umber hulk provide examples of aber- adventurers are captured, turned into spies and assassins,
rations created through magical mutation. Strong, hardy, and and sent back into the lands above to gather information for
armed with powerful natural weaponry, both races were bred their sinister masters and to strike against those who would
as slave-soldiers. The creators of the umber hulks are lost in the oppose the dark influence of the aberrations below. Better
deeps of time; umber hulks have been extant for thousands yet, a few whispered rumors or carefully planned “leaks” of
of years now. Chuuls, on the other hand, were created several fabricated evidence might turn a company of adventurers into
hundred years ago by an evil mage-king who dreamed of the unwitting servants of the unseen masters without a single
conquering vast territory with an army of his own creation. confrontation.
Although the mage-king was defeated by an alliance of the
neighboring realms, and his keep was destroyed, his army of Countering a plot of a master aberration is rarely as simple
chuuls escaped to plague the world thereafter. as finding a lair and attacking. First, the heroes must somehow
discern the presence of a faceless enemy that moves in the

10

shadows, manipulating other creatures in the same way that seek to pervert the natural world to their own purposes. Per-

a chess master moves his pieces. Then, the would-be heroes haps deliberately, most aberrations dwell deep underground,

must fight their way through ranks of dupes, underlings, and where few druids contest their depredations.

mind-slaves, some of whom might not even realize that they

serve a master aberration. They must pierce layers of secrecy, UNHUMAN

lies, and false leads planted by a brilliant and patient antagonist. Creatures such as beholders or mind flayers are certainly evil

Then, finally, they must confront their unhuman foe in a time in the traditional sense—they are rapacious, greedy, self-serv-

and place of the aberration’s choosing, since the master aber- ing, ambitious, murderous, and utterly unscrupulous. They are

ration observes the heroes’ efforts against its underlings and not necessary malicious, however, since they do not commit

dispassionately determines the best way to exercise its own evil acts simply for the sake of doing evil. Instead, master ab- CHAPTER 1

terrible power to end the threat the heroes pose to its agenda, errations regard themselves as exempt from any lesser race’s WHAT IS AN
ABERRATION?
whatever that might be. notions of morality or decency. A mind flayer would argue that

INIMICAL TO notions such as good and evil are sim-
NATURE ply relativistic, self-determined,
and ultimately pointless exer-

Aberrations have no rightful cises in justifying strength

place in the natural order of or weakness to oneself. If

things. They are interlop- you regard destroying

ers and invaders, creatures a sentient creature for

whose presence damages your own sustenance

the fragile chains of being as evil, then how is the

that define the natu- mind flayer to regard it-

ral world. A monster self as defined by your

such as a chuul is more ideas on the subject? It

than a large and voracious must eat to survive, after Illus. by M. Cotie

predator, it is an affront to all, and surviving clearly

nature. Nothing in na- can’t be an “evil” end

ture feeds on a chuul, when all things desire

and nothing in survival.

nature possess- Beyond the question

es the instincts of their amorality, mas-

or behavior to avoid ter aberrations regard

the monster. Its depreda- themselves as innately

tions, if allowed to continue superior to all other

unchecked, eventually de- beings. Their potent

populate a wide swath of territory, physical, magical,

destroying all normal fauna in its and psionic gifts

vicinity. clearly give them

Aberration civilizations are the power to behave

even more dangerous to the as they please to-

natural order. Master aberra- ward others who

tions such as aboleths or mind lack similar gifts. Why

flayers see no value in any kind of “natural A priestess of the Great Mother adopt a set of ethical restrictions
state.” All things are theirs to manipulate or that would interfere with the exercise

defile as they deem appropriate. Worse yet, some aberrations of power in whatever fashion seems most useful and nec-

actively seek to corrupt or alter their environs to suit their tastes essary at the time? Aberrations have no “better nature,” no

and needs. Armed with ruthless intellects, powerful magic, good side, no sense of justice or propriety to which a captive

and absolute amorality, master aberrations see no reason not to might hope to appeal.

warp natural creatures into guardian monsters for their dens, The evil of a master aberration is clinical, detached, and

create magical plagues to drive off inconvenient neighbors, or brutally logical. Cold and unemotional creatures such as mind

spread foliage poisonous to all other creatures across a forest flayers or beholders see no value in the emotional arguments

to provide themselves with a “better” environment. or wishes of lesser creatures—and things without value are

As despoilers and corruptors of the natural world, aberra- not considered when action is required.

tions have earned the unending enmity of druids. Aberrations

11

CHAPTER 1 PERILOUS LORE The best thing to do with an aberration’s spellbook or power
stone is to bury it someplace where it will never see the light
WHAT IS AN Learning too much about an aberration race is dangerous in of day again.
ABERRATION? the extreme. Not only do the aberrations themselves object
to any attempt to study their secrets, the actual results of the In general, the more atypical the creature’s origin, the
effort are injurious to the humanoid psyche. No mage sleeps less healthy it is to know too much about it. Creatures such
better after learning the language of the aboleths, mastering as beholders or umber hulks are frightening, but do not
spells devised by mind flayers, or exploring the alchemical normally threaten one’s reason. On the other hand, creatures
science of the grell. There are things that humanoids were spawned in especially inimical places or times—previ-
not meant to know. ous universes, the Far Realm, the worlds around distant
stars—are more dangerous. Aboleths, grell, psurlons, and
In order to truly comprehend some artifact of a master tsochari are particularly alien and incomprehensible.
aberration’s mentality—its language, its magic, its own
comprehension of the mundane world—it is necessary THE
to absorb concepts and symbologies that are drastically at ABERRATION CAMPAIGN
variance with human norms. The more one studies these
things, the more difficult it is to set aside these concepts and The most iconic aberrations in the DUNGEONS & DRAGONS
return to normal modes of thought and speech. Eventually, game boast a number of traits that make them ideal as feature
it becomes impossible, and sanity (at least, as humans define villains in a campaign. They possess the ability to enslave or
it) is lost altogether. As tempting as it might be to study the dominate other creatures, so many disparate monsters can be
mighty spells or psionic powers of the mind flayers, these found toiling in their service. Their magical and psionic powers
things carry a terrible risk for the reckless mage or psion.

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FORTY ABERRATION ADVENTURE IDEAS 20 A terrible bandit lord turns out to be a half-farspawn mon-
Use the following list for quick adventure seeds or ideas for your strosity in human shape.
own adventures.
1 Aboleths enslave a local lord. 21 A secret cult of evil human monks follows a lama who wor-
2 Neogi slavers carry off the heir to the kingdom; civil war ships Far Realm entities.

threatens. 22 A beholder mage raids an arcane library.
3 Mind flayers seek an artifact that will extinguish the sun. 23 Mind flayers are the secret masters behind a slave ring.
4 A beholder makes itself lord over all the monsters of a 24 Aboleths experiment with new servitor monsters.
25 A vital prophecy includes a phrase written in a language
desolate frontier.
5 A gate opens to the shrieking madness of the Far Realm. known only to the aboleths.
6 Tsochari subvert the leaders of a wizards’ guild. 26 Mind flayers experiment with using creatures other than
7 A nest of cloakers takes over the city sewers.
8 A destrachan destroys a remote monastery. humanoids for ceremorphosis.
9 Cultists prepare a rite designed to summon a Far Realm 27 A chuul waylays boat traffic on an important river.
28 Umber hulks burrow into a dwarf outpost in search of food
entity into the world.
10 An ancient mind flayer machine hurls the heroes into the and treasure.
29 An aboleth savant attempts to transform itself into a vam-
dark, dying world of the far future.
11 Aboleths prepare a terrible spell designed to enslave all piric creature.
30 Untrustworthy drow offer the heroes the opportunity to
arcane spellcasters to their will.
12 Aboleths are building gigantic gates to the Elemental Plane infiltrate a mind flayer city and destroy the elder brain.
31 A mind flayer wizard uses polymorph any object to begin
of Water deep underground in order to drown the world
above. a long-term infiltration of human society, taking a human
13 A grell colony needs mithral to produce some alchemical form.
device. 32 A beholder allies itself with a blackguard.
14 A beholder cult seeks to overthrow the prevailing faith of a 33 Neogi enslave an androsphinx and use the creature to
kingdom. waylay rival caravans.
15 Mind flayers and their grimlock thralls raid the surface 34 Human barbarians from the moon are engaged in a fierce
world. war against spacefaring mind flayers.
16 A gate in a ruined castle leads to a demiplane on the Ethe- 35 A terrible Far Realm entity is imprisoned in the depths of a
real Plane that is haunted by ethergaunts. lake, soon to awaken.
17 A noted wizard visits the Far Realm and returns, completely 36 Working through charmed agents, a beholder hires the
insane. heroes to attack a rival.
18 Neogi secretly support a guild of disreputable human mer- 37 An evil naga guards the ruins of an unholy temple deep in
chants so they can carry on their trade in a human city. the jungle.
19 Mind flayers find a way to exchange brains between experi- 38 A nest of destrachans haunts the windswept ruins of a
mental subjects. buried desert city.
39 Psurlons breed a gigantic sandworm.
40 An aboleth sigil causes insanity in any who view it.

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12

make a variety of tactics viable, so multiple encounters with frightful price—a character who willingly flirts with madness, CHAPTER 1
monsters of the same race play and feel different. They have the or allows herself to be captured and experimented on by her
intelligence and insidiousness to contemplate campaign-span- foes, or who abandons her moral and ethical anchors in order WHAT IS AN
ning plots to destroy kingdoms, subvert good organizations, or to win the knowledge necessary. ABERRATION?
bring ruin and horror to the entire world. Finally, their goals
and desires are innately repulsive to humanoids of all sorts, The adventure begins with a difficult, possibly lethal,
and heroes need little in the way of special motivation to take encounter that shakes the players’ confidence in their char-
up arms against them. acters’ ability to meet the threat. It slowly becomes “easier” as
the characters acquire more information and understanding
Creating a “featured villain” in your campaign is a powerful of the enemy they face, but ultimately their preparations are
way to build a central theme for the game. It provides continu- insufficient in the face of the cosmic evil they have chosen to
ity from scenario to scenario and gives your players a clear oppose. The horrific adventure is a bleaker, more challenging
foe for their characters to strive against. A memorable villain game in which characters die (or suffer other incapacitating
is an essential part of any D&D game, and few villains are as dooms) more frequently than they do in conventionally
memorable or as dangerous as a master aberration. heroic games.

HEROIC VS. HORRIFIC ADVENTURE COMPONENTS OF AN
ABERRATION CAMPAIGN
The typical pacing of an adventure presumes that the threat
gradually gathers, and the heroes in turn first face relatively Not only does an aberration-centric campaign feel different
simple challenges that grow more dangerous the deeper they from a campaign featuring mundane enemies, it also plays
proceed into the plot. In effect, the heroes grow to meet differently. Aberration races include extremely powerful
the challenge, and by the time they confront the ultimate individuals, creatures with access to mighty mental powers,
encounter, they have been strengthened by their efforts. They and creatures steeped in evil so relentless and sinister that
are more capable, more courageous, and hopefully equal to the only the strongest and most courageous of characters can face
task of defeating the ultimate threat. In game terms, a heroic them without retreating.
adventure built around five key encounters might follow a
progression like this: Epic-Level Play
Terrible creatures rule over the aboleth and mind flayer cities.
First encounter EL –1 An aboleth savant-lord or mind flayer elder brain is a foe that
Second encounter EL +0 only the most accomplished of characters can challenge with
Third encounter EL +0 any hope of survival. Moreover, master aberrations frequently
Fourth encounter EL +1 entertain plots and schemes of truly epic scale. These two facts
Fifth encounter EL +3 imply that aberration-focused campaigns eventually enter the
realm of epic-level play. Characters who have not yet achieved
Heroic adventures grow more challenging and offer a climactic epic levels themselves might find that they cannot defeat the
battle when the heroes are ready for it. lurking cosmic evil at the root of their troubles, and must settle
for containing it as best they can.
Aberration adventures are not heroic. Instead, they are Since many aberrations are quite brilliant, it is not at all
horrific. They start badly, and end worse. The heroes’ first unusual for individuals to acquire class levels in psion, sorcerer,
encounter with their adversary teaches the heroes that they wizard, or other classes. Such creatures with racial Hit Dice
are up against a threat that likely exceeds their capabilities. and class levels can easily exceed 20 total Hit Dice and begin to
Resolving a horrific adventure almost certainly requires ter- qualify for epic feats. For example, a 16th-level aboleth wizard
rible sacrifice on the part of the heroes; the best they can hope has 24 Hit Dice, and could reasonably select epic feats when
for is to return things to the way they were before. A horrific it reaches 21 and 24 HD. For that matter, some aberrations
adventure built around five key encounters follows a much might advance both by gaining more Hit Dice, as monsters
harder progression: do, and adding class levels. A truly awful aboleth savant might
be a Gargantuan monster with 18 racial Hit Dice and fifteen
First encounter EL +3 wizard levels.
Second encounter EL +2
Third encounter EL +1 (+2) Psionics
Fourth encounter EL +1 (+3) Aboleths and mind flayers are renowned for their psionic
Fifth encounter EL +4 (+5) might. While the spell-like “psionics” described in the Monster
Manual certainly permit a psionic aberration to do terrible
The parenthetical Encounter Levels represent the differ- things to an unfortunate character’s mind, you should consider
ence between informed and uninformed characters. If the making use of the rules presented in the Expanded Psionics
characters take steps to understand their foes and plumb
their horrible secrets, they have an easier time in dealing
with them, at least at first. Comprehension should come at a

13

CHAPTER 1 Handbook if you intend to spotlight a psionic aberration in Vile Darkness
your campaign. Finally, master aberrations such as aboleths, mind flayers, and
WHAT IS AN tsochari are capable of cold, dispassionate evil that humanoids
ABERRATION? Basing the mental powers of psionic aberrations on psi-like simply cannot comprehend. Mind flayers rip the living brains
abilities or psion levels rather than spell-like abilities or wiz- from their hapless captives and devour them; aboleths
Illus. by D. Kovacs ard levels adds a new dimension to your game. First of all, if transform heroes into gelatinous, mucus-
your players are not familiar with the psionic breathing slaves. These are not foes for
rules, they will quickly realize that they the faint of heart. They are hor-
don’t know what their enemies are truly rible, repellent, and positively
capable of. This is a desirable state of affairs in shocking in their diver-
an aberration-centric campaign, because gence from any normal
the players will naturally be at least a standards of human
little scared of the unknown. Increas- morals or behavior.
ing your players’ sense of the threat Some powerful
to their characters and reducing aberrations might
their comfort level with the have knowledge of the
perils they face goes a long Dark Speech, or wield
way toward transform- spells or items that deal
ing your campaign into vile damage, or coldly
a darker, more alien inflict terrible tortures
place. Even if your on their captives. In addi-
players are familiar tion, the deity known
with the psionic rules, as the Patient One
they will find that facing serves as patron
foes that are every bit as to aberrations
psionically capable as they are that lack other
goes a long way toward leveling divine figures.
the playing field between characters
and monsters.

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MORE ABERRATIONS Ineffable Horror: Winged predators of the deep underground,
Lords of Madness spotlights the most iconic and prevalent aber- flights of ineffable horrors roam the depths of the earth. Under-
rations from the Monster Manual, plus a handful of notable ab- dark page
errations from other sources. If you would like other aberration
choices, here are some interesting aberration races you might Ixitxachitl: Masters of the tropical seas, the cruel devil-rays
want to feature in your own campaign. wage endless war against the other undersea races. Monster
Manual II page
Avolakia: These wormlike creatures possess the ability to
assume humanoid form and use that power to lead adventurers Naga: Although they rarely gather in great numbers, nagas
to terrible ends deep underground. They are potent necroman- charm or dominate lesser creatures into doing their bidding.
cers and guard their lairs with hordes of animated dead. Monster Some believe that nagas were bred thousands of years ago by
Manual II page the yuan-ti as sacred animals or guardians. Monster Manual
page
Ethergaunt: Inscrutable sorcerers from the Ethereal Plane, the
ethergaunts combine arcane might and scientific knowledge to Neh-Thalggu: Natives of the Far Realm, neh-thalggus—or, as
build weapons of terrible power. Fiend Folio page they are better known, brain collectors—roam the multiverse,
taking the brains of humanoids in their endless quest for knowl-
Gibbering Orb: Sages speculate that the gibbering orbs are edge and magical power. Epic Level Handbook page
progenitors of both beholderkin and stranger beasts such as
gibbering mouthers. These horrifyingly alien creatures wander Nilshai: Belonging to the same extraplanar ecology as the
the planes in search of spellcasters to devour. Epic Level Hand- ethereal filcher and the ethereal marauder, the nilshai—or
book page ethereal theurges—are alien spellcasters that visit the Mate-
rial Plane to plunder lore and take slaves. Unapproachable East
Ha-Naga: Mightiest of the nagas, the ha-nagas are the living page
gods of spirit nagas and other evil members of nagakind. Epic
Level Handbook page Nothic: Likely the result of some failed magical experiment,
nothics plague ruins and caverns, preying on any who cross their
Hook Horror: Surface adventurers think of hook horrors as path. Miniatures Handbook page
mindless monsters, but these creatures, created as a servitor race
by some long-dead cabal of archmages, possess a sly cunning and Yurian: Sometimes known as the crabfolk, the yurians are
gather in large, dangerous bands. Monster Manual II page among the few nonevil aberrations. Fiend Folio page

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14

Illus. by D. Kovacs

ost races maintain as part of their culture deep-sea predator, but something that combines elements
elaborate creation myths, stories they pass down of all three.
through the generations with great respect, for
these myths tell of how their race came to be. EXTERNAL ANATOMY
Often, one race’s creation myths are at odds with another’s,
but this is of little concern, since a conflicting tale can easily An average aboleth measures 20 feet long and weighs
be discounted as sheer fabrication.
Not all races have creation myths. The aboleths do not 6, pounds, although many live to grow much larger.
share myth-stories for a simple reason. They believe it an
indisputable fact that they were the first, the primal race that The largest aboleth encountered by reputable adventur-
existed before nearly all else, second only to the unknowable
Elder Evils that spawned them. They know this because ers measured just over 40 feet long, but certainly even
they remember the ancient past with crystal clarity. All else
in the world is a pale imitation of their primal perfection. larger specimens lurk in the deepest reaches of the
Even the deities themselves are subject to derision, for the
aboleths know that they predate the gods. They have seen the unseen realm. Their streamlined shape efficiently
world destroyed countless times by apocalypses both natural
and artificial, yet each time the world remade itself and the slithers through the primeval seas of the ancient past
aboleths survived. They are truly nightmares out of time.
as well as through the contemporary underground
ABOLETH ANATOMY
seas that fill the lower reaches of the world.
Superficially, an aboleth resembles a fish. Yet it takes only
a few moments of observation to realize that an aboleth is Perhaps the most distinctive of an aboleth’s features
something else entirely—not fish, nor squid, nor boneless
are its four tentacles. Used primarily to capture,

subdue, and transform prey and slaves, they serve the

creature as a means of locomotion when out of the

water. The powerful tentacles grab nearby surfaces

and literally drag the creature’s writhing bulk along

behind. Each tentacle is little more than a power-

ful coil of muscles wrapped in a sheath of mucus

membrane. Down the length of each tentacle runs

a single primary slime duct (labeled 1 on the diagram

on the next page) as well as countless capillary ducts

that transport the specialized slime created in its

15

CHAPTER 2 milathast (an organ described in Internal Anatomy, below) Along the creature’s flanks run twin sets of large orifices (3),
to the tentacle surface. The creature uses this toxic slime to each of which can open as wide as 2 feet. Most aboleths have
THE DEEP transform captured victims into creatures more able to serve two orifices on each flank, but a particularly well-endowed
MASTERS in its watery lair. specimen can have up to seven on a side. On a more natural
creature, they might be called nostrils. An aboleth uses these
An aboleth swims using powerful strokes of its tail while vents to breathe, scent, speak, and expel mucus into the sur-
holding its tentacles up against the side of its body. The rounding area. On land, this mucus provides a slimy bed of
creature possesses numerous fins to stabilize and guide its ooze that allows the creature to slither about more easily. In
motion. A swimming aboleth looks more like a snake than a water, the mucus transforms the liquid around the creature
fish, so sinuous and fluid is the motion of its tail and body. into a cloud of soupy slime. In either environment, an aboleth
breathes the mucus in order to survive; an aboleth that some-
The creature’s mouth is a unique organ. When closed, little how loses the ability to create the slime quickly suffocates,
is visible beyond a pale white pucker, no more than a few even underwater.
inches across. It opens with shocking speed when the crea-
ture feeds. Fully opened, the mouth resembles an equilateral An aboleth’s senses are roughly equal to that of a human’s,
triangle about 2 feet wide on a side. At each corner, a long, with the exception of its eyesight. An aboleth’s three eyes see as
thin stalk tipped with a bony spike (2) extends outward. The well as a human’s in bright light, but in complete darkness they
inner walls of an aboleth’s mouth are studded with thousands give the creature darkvision out to 60 feet. All three eyes appear
of tiny serrated teeth. The three bony stalks are used to col- as little more than large, red ovals; no iris or pupil is visible.
lect food and push it into the mouth, which then constricts An aboleth detects scents via its ventral orifices, as mentioned
and shreds the food into easily swallowed ribbons. Despite above, and detects sound by feeling the vibrations in the air or
its fantastic amount of teeth, an aboleth has no natural bite water upon its skin; in effect, the creature’s skin acts as a huge
attack; its feeding mandibles and teeth are too small and eardrum. Aboleths lack tongues, but the walls of their mouths
weak to be used in combat.

Illus. by E. Cox

Ÿ 
ž
™
˜ šœ

›
–

— The aboleth revealed (numbers keyed to text references)

16

realizes that he’s being magically controlled somehow. 6. Kitchen CHAPTER 2
In any case, Huck uses his telepathic link with Zlorthishen This kitchen seems quite well organized, but everything is cov-
ered with a thick layer of dust except for a pathway of footprints THE DEEP
to warn the aboleth of intruders. If the PCs get too nosy, the between the east and west doors. MASTERS
aboleth tells Huck to lead them down to the caves so the skum
can take care of them. Huck has done this many times before; Since his enslavement, Huck hasn’t used his kitchen to cook
he pretends to panic and runs through the secret door in area 8 food. He instead moved the wood-burning stove into his living
and into the caves below, leading the adventurers into a skum room and cooks on it as the mood strikes him.
ambush in area
7. Skinning Room
If freed from magical control, Huck’s eyes clear and he tries This large room contains several long tables and tools used in
to flee. He knows that the aboleth is doubtless sending skum skinning animals and preparing furs. Everything here is covered
up the stairs at that very moment to collect him, and he wants with a thick layer of dust, except for an
nothing more than to vanish into the wilderness. He’s right, obvious pathway of footprints lead-
too; 2d4 rounds after the enslavement is lifted, a group ing between the west door and the
of five skum bursts into the room to investigate, north door.
recapture Huck, and bring him downstairs for
reenslavement.

Huck One-Eye: Male human ranger Huck tends to use the smaller

3; CR 3; Medium humanoid; HD back door in this room to come

3d8–6; hp 7; Init +1; Spd 30 ft.; and go from his house. The door

AC 14, touch 11, flat-footed leading to the stairway down

13; Base Atk +3; Grp +1; is stuck shut, and a DC 22

Atk +2 melee (1d4–2/19–20, Strength check is required to

masterwork dagger) or +6 open it. Up to two people can

ranged (1d8+1/×3, mas- work together on the door. Illus. by M. Cotie

terwork longbow with +1

arrows); Full Atk +2 melee 8. Pantry

(1d4–2/19–20, masterwork This small room contains racks of

dagger) or +4/+4 ranged dried meat and two barrels of

(1d8+1/×3, masterwork tepid, nasty-looking water.

longbow with +1 arrows);

SA archery combat style, The secret door in the south wall

favored enemy (animals +2); can be discovered with a DC 20

SQ wild empathy +6 (+2 Search check. If Huck flees through

magical beasts); AL CN; SV here in an attempt to lure the PCs

Fort +1, Ref +4, Will +3; Str downstairs, he leaves the secret door

7, Dex 12, Con 6, Int 10, Wis open.

14, Cha

Skills and Feats: Craft 9. Root Cellar

(leatherworking) +6, Handle This large area is supported by numer-

Animal +7, Hide +9, Knowledge ous wooden beams. A tangle of hundreds of

(nature) +6, Profession (hunter) +6, strangely shaped gourds hang from above, and

Ride +3, Survival +8 (+10 above ground in stacks of firewood and old dried fruit sit near the stairs.

natural areas); EnduranceB, Point Blank Shot, Huck tries to draw visitors into The room is otherwise empty.
Rapid ShotB, Stealthy, TrackB, Weapon Focus the skum’s waiting ambush A character who passes within 5 feet of the wall
(longbow).

Language: Common. separating the root cellar from area 10 can make a DC 15

Favored Enemy (Ex): Huck gains a +2 bonus on his Bluff, Knowledge (architecture) check to realize that it is only a

Listen, Sense Motive, Spot, and Survival checks when using few years old and made of different stone than the rest of the

these skills against animals. He gains the same bonus on cellar walls.

weapon damage rolls.

Possessions: +1 leather armor, masterwork dagger, masterwork Prison

longbow with 7 +1 arrows, 13 masterwork arrows, potion of cure This room reeks of algae-choked water. Thick green puddles of the

light wounds. stuff are pooled on the floor. Several brick-lined cells with rusting

35

CHAPTER 2 iron bars line the walls of this room, and a dripping, jagged hole swim 40 ft.; AC 14, touch 11, flat-footed 13; Base Atk +3; Grp
in the wall to the east opens into a cavern passageway. +7; Atk +8 melee (2d6+4, bite); Full Atk +8 melee (2d6+4, bite)
THE DEEP and +2 melee (1d4+2, 2 claws); Space/Reach 5 ft./5 ft.; SA rake
MASTERS Any PCs or NPCs captured by enslaved townsfolk are brought 1d6+2; SQ darkvision 60 ft., amphibious; AL LE; SV Fort +4,
here, where they are imprisoned naked in a cell until the Ref +1, Will +3; Str 19, Dex 13, Con 13, Int 10, Wis 10, Cha 6.
aboleth is ready to enslave them. The gates to these cells are
rusty and decrepit; a DC 23 Strength check is good enough Skills and Feats: Hide +5, Intimidate +0, Move Silently +6,
to rip one open. Unfortunately, prisoners are always tied with Listen +3, Spot +3, Swim +12; Alertness, Improved Initiative,
ropes by a skum (Use Rope +1) as well. Generally, a prisoner Power AttackB, Weapon Focus (bite)B.
has to wait only 1d4+1 hours for the aboleth to call.
Language: Aquan.
Interrogation Cavern (EL 7 if ambush is prepared) Possessions: amulet of natural armor +1, 2 potions of cure light
This large cavern is humid and a bit chilly. Pools of brackish water wounds.
glisten on the floor, and a single stout chair with manacles built
into the armrests and front legs sits in the middle of the room. Breeding Cavern
This cave smells of sickness and rotten food. Several shallow pits
This chair is used to restrain the few individuals that the line the northern wall, and blood-stained manacles dangle from
aboleth has difficulty enslaving (such as nonhumanoids). Its iron hooks driven into the wall above the pits.
skum minions take turns questioning and beating the victim
to find out what it knows, and once the victim divulges what Female prisoners who are enslaved and won’t be missed by
the skum want to hear and is too battered to defend itself, it is anyone in town face a truly terrible fate here. Zlorthishen
dragged into the cavern to the southeast to be killed. uses them as incubators for new skum. The birthing process is
nearly always fatal, and the remains are fed to the skum or the
If the PCs make it this far without being seen, there’s a 40% ooze in area If the PCs are searching for a missing female
chance that 1d4 skum are here when they arrive. If Huck NPC, she might well be imprisoned here.
telepathically warns the aboleth of the PCs, all five skum
(including Toruk) are here, hiding in the cave and prepared Zlorthishen’s Lair
to ambush the group. They do their best to bull-rush the This large, underground lake ripples softly, almost as if some
characters into the water to the east, where the skum have the unseen thing were writhing just below the dark surface.
advantage.
This large cavern is where Zlorthishen the aboleth lives. If the
Disposal Cavern (EL 4) PCs arrive without alerting the aboleth, there’s a 75% chance
The floor of this long cavern angles steeply away in a foot it is here. If it knows the PCs are coming (as is the case if
drop. The floor of the cave itself is spotless. Huck warns it telepathically), it creates an illusory wall over
the southern section of the cave, and then creates a persistent
The aboleth, Huck, and the skum managed (with great dif- image of a kopru swimming in the main cave. It hopes to trick
ficulty) to catch and herd a gray ooze into this cavern. The ooze the PCs into using some of their resources against the illusion,
cannot climb out of the pit, and the skum use it to get rid of which the aboleth tries to control in a realistic manner. The
victims who’ve been interrogated. A victim is tossed off the image of the kopru quickly “tries to escape” through one of
ledge into the pit for the ooze to eat; the skum stick around to the passages to the east.
watch unless they’re needed elsewhere.
If the PCs follow, Zlorthishen uses project image to send an
Gray Ooze: hp 31; Monster Manual page image of itself into the cave behind them and tries to enslave
them via the image. Any PC who approaches the image is hit
Skum Pond (EL 7) with hypnotic patterns. If the aboleth is discovered, it fights until
This large cavern is flooded completely with cold, dark water. reduced to below half its hit points, at which time it flees into
the depths of Raven’s Lake to heal and plot revenge.
Zlorthishen has managed to breed only five skum so far, but
one has already become a 2nd-level fighter. This skum is named A search of the southern section of the cave uncovers a
Toruk and serves as the leader when the aboleth is elsewhere. respectable amount of loot that the aboleth collected from
If the skum haven’t been encountered elsewhere in the caves, other adventurers and victims. The spoils consist of 4,
they are encountered here. The water in this area is 10 feet sp, 1, gp, two thunderstones, a masterwork light wooden
deep, so the skum prefer to fight enemies here. shield, a spyglass worth 1, gp, a potion of bear’s endurance,
a wand of bull’s strength (20 charges), a +1 scimitar, and a pair of
Skum (4): hp 11 each; Monster Manual page boots of striding and springing.
Toruk: Male skum fighter 2; CR 4; Medium aberration
(aquatic); HD 2d8+2 plus 2d10+2; hp 24; Init +5; Spd 20 ft., Zlorthishen: Aboleth; hp 88; Monster Manual page 8.

36

Illus. by D. Kovacs

eholders are perhaps the most deadly of the great EXTERNAL ANATOMY
aberration races. They are certainly one of the most
distinctive and unusual in appearance. A beholder’s body appears, on the outside, quite simple.

The original beholders are said to have been It consists of a single sphere about 8 feet wide, but it’s not
spawned on one of the Outer Planes by a primal entity as
powerful as a deity. This creature has no name, and its children unusual to find a specimen slightly smaller or even much
have no need to generate one for it. To others, it is known
only as the Great Mother, a name granted more for the fact larger. A beholder’s natural buoyancy cuts down on its
that the creature spawned the entire beholder race from its
very flesh than for any real certainty that it is female. From weight somewhat, but their bodies are still dense and
the Great Mother, the beholder race and its various kin have
propagated to the other planes with great success, for few can compact. An 8-foot-diameter beholder typically weighs
stand in the way of such destructive creatures.
anywhere between 4, and 5, pounds.
Although the information in this chapter is presented as
fact, beholders are alien creatures in body, mind, and soul. A beholder’s skin has the strength of steel. Apart from
Even Iphegor of the Ebon Mirror might not have divined all
of their secrets, nor recorded everything he discovered in his the specialized skin of the eyelids and along the jaws,
Codex Anathema.
beholder skin is singularly inflexible. Coloration and
BEHOLDER ANATOMY
texture varies widely from one beholder to the next.
Although beholders might look like relatively simple crea-
tures, they are in fact complex and alien in nature. Some of Some beholders have smooth, almost shiny skin of a
their features and internal organs have similar shapes and
functions to those found in other creatures, but many of them single drab color, while others have brightly colored or
are wholly unique to these terrible monstrosities.
even striped or spotted skin that seems to be comprised

of thick, bony interlocking plates. Each beholder

thinks of itself as the true form spawned eons ago by

the Great Mother, and any variations exhibited by

other beholders are taken to be marks of inferiority.

The flesh of a beholder’s eyestalks is tough and

fibrous, but unlike the skin that covers its body,

this skin is quite flexible. On most beholders, each

eyestalk is smooth and rubbery, almost like a tentacle.

Again, there can be much variation. Some beholders