Cohort Beholder

Creature Cohorts: The Beholder

DBeholder Cohortseep beneath the ruins of a forgotten .
castle lay a series of intertwined tunnels.
Some say these dark caverns are not art by Anton Tareev
natural... instead, rumor has it that a cover art by Rudy Siswanto
floating, spherical being with many eyes
carved out this place with powerful Beholder Racial Features
magic.
This beholder, like many of its kind, is known to be Beholders start out small... but even at a young age, these
distrustful of others. Its abilities are quite formidable, too. creatures have powers of keen intellect and a knack for
If you need some assistance on your journey, though--this survival.
creature has been known to work with humanoids who Ability Score Increase. Your Constitution and
pay it in both gold and respect. Intelligence scores increase by 2.
Age. Every beholder is unique in size and shape-- but in
A beholder ally may sound unlikely at first. These "Eye terms of age, it is said they generally mature quickly
Tyrants", as they are sometimes called, are said to be (within a few years) and live long lives. The oldest known
paranoid. Many beholders are thought to be outright mad. beholders are rumored to be centuries old.
However, beholders are highly intelligent and more than Alignment. Beholders are known for two personality
capable of long-term planning. With that in mind, traits above all others: their paranoia and xenophobic
beholders have a reputation for working alongside tendencies. When exposed to humanoids from a young
humanoids (or monsters) when it suits them to do so. age, though, beholders are more likely to be cooperative.
Note that even in the best cases, beholders are generally
What is a Cohort? slow to trust others, and they often assume that they are
more powerful and intelligent than the others around
In short, a creature cohort is a monster, perhaps from the them.
Monster Manual that has been converted into its own race
and associated class. You create a cohort much like What is less known about beholders is their dual
making a character, following the same rules in the natures: beholders contain not one consciousness, but
Player's Handbook. One difference, though, is that cohorts two that exist in their minds at the same time. Some
typically don't pick a character background unless the beholders have personalities that are very much in sync,
monster in question had a prior profession. much like siblings that know each other so well that they
can complete each others' sentences. These beholders can
Cohorts are designed to be flexible, so that DMs can do be of any alignment on the spectrum from good to evil.
some of the following:
Other beholders, though, have personalities that clash
DMs can use a cohort in place of the normal "Sidekick" regularly--leading to the erratic and sometimes hostile
rules from Tasha's Cauldron of Everything, allowing an behavior that the species is known for. These beholders
iconic monster to act as a friendly NPC or even as a tend to put personal survival above all other concerns, and
party member are more likely to be evil as a result.
A cohort can be used as a monster that levels with the Size. At an early age, beholders are often no more than
party (as a recurring enemy or rival, for instance) two feet in diameter. That said, they are capable of
Cohorts can act as more powerful familiars, or as growing to great size in a short time. Initially, though, your
substitutes for animal companions (or similar class size is Small.
abilities) Speed. Beholders do not have legs, but instead float with
a fine degree of control. Your base flying speed is 30 feet
There are a few points worth noting about cohorts. First (hover).
off, despite being mentioned above, you do not need to
own Tasha's Cauldron of Everything to use cohorts.

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

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

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Darkvision. Your many eyes adapt easily to darkness. The Beholder
You can see in dim light within 60 feet of you as if it were
bright light, and in darkness as if it were dim light. You Proficiency
can't discern color in darkness, only shades of gray.
Eyes In All Directions. You gain proficiency in the Level Bonus Features
Perception skill. Bonus Proficiencies
Aberrant Nature. You count as an aberration for the 1st +2 Lesser Eye Ray
purposes of spells and effects. Ocular Expertise
Oversized Jaws. Your gaping maw has the size and 2nd +2 Ability Score Improvement
strength needed to pierce through thick hide or even Natural Armor 14
armor. You have a bite attack that counts as a natural 3rd +2 Twin Rays
melee weapon. Your bite deals 1d6 piercing damage, and Size Increase (Medium)
adds your Strength bonus to attack and damage rolls. You 4th +2 Ability Score Improvement
are automatically proficient in your bite attack. Natural Armor 16, Shape
Natural Armor. When you are unarmored, you have a 5th +3 Change
natural armor class of 13. Since you do not have any limbs, Despot of Dreams
however, you do not add your Dexterity modifier to this 6th +3 Greater Eye Ray
number. Ability Score Improvement
7th +3 Antimagic Cone
As you level up in the Beholder class (below) your Ray Mastery
natural armor will increase further. 8th +3 Size Increase (Large)
Limbless. Beholders do not have legs, arms, or hands, Ability Score Improvement
and as a result are immune to the prone condition. 9th +4 Natural Armor 18
Further, beholders cannot equip weapons or armor made Panopticon
for other races. Beholders primarily interact with the world 10th +4 Ability Score Improvement
using their Kinetic Ray (below). 11th +4 Eye Tyrant
Kinetic Ray. The beholder learns to manipulate objects 12th +4
using a telekinetic eye ray in place of needing limbs. You 13th +5
learn the mage hand cantrip. The spell's hand is invisible 14th +5
when you cast the spell using this ability. 15th +5
Languages. You can speak, read and write Common and 16th +5
Deep Speech. Many beholders choose Undercommon as a 17th +6
bonus language (if their intelligence is high enough). 18th +6
19th +6
New Class: The Beholder 20th +6

Class Features

As a beholder, you gain the following class features.

Hit Points

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

Constitution modifier per beholder level after 1st.

Proficiencies

Armor: none
Weapons: none
Tools: none

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

Equipment

You start with the following equipment:

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

art by Kerembeyit

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Bonus Proficiencies Improved Natural Armor

The beholder gains proficiency in one saving throw of your At 5th level, your hide becomes more resilient. Each
choice: Constitution, Intelligence, or Charisma. beholder is unique, so this armor increase may be due to a
thicker hide, chitinous plates along your body, or harder
In addition, the cohort gains proficiency in two skills of skin (as a few possible examples). When unarmored, your
your choice from the following list: Arcana, History, Insight, armor class is now 14.
Intimidation, Investigation, or Persuasion.
At 9th level, your natural armor becomes 16.
(The above list assumes the cohort has the Beholder At 17th level, your natural armor becomes 18.
race--if not, then add Perception to the list of options.)
Twin Rays
Lesser Eye Ray
Starting at 6th level, whenever you fire a Lesser or Greater
Starting at level 2, the beholder learns to use its most Eye Ray (see below) as an action, you may fire another
feared ability: eye rays. The save DC against your eye rays Lesser Eye Ray as a bonus action. You may choose to
(from both the Lesser Eye Ray and Greater Eye Ray target the same or a different creature within range that
abilities) is calcuated as follows: you can see.

Eye Ray Save DC = 8 + your proficiency bonus + Size Increase (Medium)
your Intelligence modifier
At 7th level, you finally grow enough to become a larger
As an action during your turn, you may roll 1d4 and fire size category entirely. You are now Medium size. The
the associated eye ray listed below, choosing one target range of your Lesser and Greater Eye Ray abilities is now
you can see within 60 feet of you: 90 feet. Your darkvision (from the beholder race) now
extends to 90 feet.
1. Confusion Ray. The target must succeed on a Wisdom
saving throw against your Eye Ray save DC, or it can't take In addition, your bite attack now deals 2d6 piercing
reactions until the end of its next turn. On its turn, the damage plus your strength modifier. From now on, your
target can't move, and it uses its action to make a melee or natural weapons now count as magical for the purpose of
ranged attack against a randomly determined creature overcoming resistance and immunity to nonmagical
within range. If the target can't attack, it does nothing on attacks and damage.
its turn.
Shape Change
2. Paralyzing Ray. The target must succeed on a
Constitution saving throw against your Eye Ray save DC or Starting at 9th level, your innate magical abilities allow you
be paralyzed for 1 minute. The target can repeat the to change your physical form. You are able to cast the alter
saving throw at the end of each of its turns, ending the self spell without any material components and without
effect on itself on a success. using a spell slot. Whenever you use this ability, you can
take on the form of any Small or Medium-sized humanoid.
3. Fear Ray. The target must succeed on a Wisdom You cannot use your Lesser Eye Ray or Greater Eye Ray
saving throw against your Eye Ray save DC or be or be abilities while in humanoid form, though you may still use
frightened for 1 minute. The target can repeat the saving your Antimagic Cone ability (see below). Note that, when
throw at the end of each of its turns, with disadvantage if you use the Antimagic Cone ability in humanoid form, you
the beholder is visible to the target, ending the effect on must close all of this form's eyes to suppress the ability.
itself on a success.
Due to the otherworldly influence you exert on your
4. Wounding Ray. The target must make a Constitution surroundings, however, there is always something a little
saving throw against your Eye Ray save DC, taking 3d10 unsettling about you regardless of your outward
necrotic damage on a failed save, or half as much damage appearance. When in humanoid form, a creature
on a successful one. observing you closely (DM's discretion) may make a
Perception check against a DC of 18. Whenever a creature
Ocular Expertise succeeds on this check, they recognize that your
appearance is close, but not quite right for a member of
At 3rd level, your proficiency bonus is doubled for the your species. The creature may not know how they are
purposes of your passive perception score, as well as for aware of this fact--but, without a doubt, they believe there
any ability check you make that uses the Perception skill. is something inherently disturbing about you.

Ability Score Improvement

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

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Despot of Dreams Greater Eye Ray

At 10th level, you learn how to use the power of the Far As you mature, more of your eye stalks develop offensive
Realm to alter the world in hazy, dreamlike ways. However, abilities. Starting at 11th level, you can hinder enemies
in this regard you are somewhat unique. Many of your with a wider array of effects... much to their displeasure.
kind are able to manifest powers of the Far Realm, but
only when in the lairs they inhabit. Though you cannot use As an action during your turn, you may roll 1d10 and fire
these abilities as often as others of your kind, you have the associated eye ray listed below, choosing one target
learned to exert your will on reality no matter where you you can see within 60 feet of you:
are.
1. Charm Ray. The targeted creature must succeed on a
During your turn, you can use a bonus action to cause Wisdom saving throw equal to your Eye Ray save DC, or be
one of the following effects: charmed by the beholder for 1 hour, or until the beholder
(or one of its allies) harms the creature.
A 50-foot square area of ground within 120 feet of you
becomes slimy; that area is difficult terrain for a 2. Paralyzing Ray. The targeted creature must succeed
duration of one minute or until you cease concentrating on a Constitution saving throw equal to your Eye Ray save
on this ability. DC, or be paralyzed for 1 minute. The target can repeat the
Walls within 120 feet of you sprout grasping saving throw at the end of each of its turns, ending the
appendages for a duration of 5 rounds or until you effect on itself as a success.
cease concentrating. Each creature of your choice that
starts its turn within 10 feet of such a wall must succeed 3. Fear Ray. The targeted creature must succeed on a
on a Dexterity saving throw equal to your Eye Ray DC or Wisdom saving throw equal to your Eye Ray save DC, or be
be grappled. Escaping requires a successful Strength frightened for 1 minute. The target can repeat the saving
(Athletics) or Dexterity (Acrobatics) check against your throw at the end of each of its turns, with disadvantage if
Eye Ray DC. the beholder is visible to the target, ending the effect on
An eye opens on a solid surface within 60 feet of you. itself on a success.
One random Greater Eye Ray (see below) shoots from
that eye at a target of your choice that you can see. The 4. Slowing Ray. The targeted creature must succeed on a
eye then closes and disappears. Dexterity saving throw equal to your Eye Ray save DC. On
a failed save, the target's speed is halved for 1 minute. In
You may use each of these abilities once. You recover all addition, the creature can't take reactions, and it can take
expended use of these abilities upon completion of a short either an action or a bonus action on its turn, not both.
or long rest. The creature can repeat the saving throw at the end of
each of its turns, ending the effect on itself on a success.
art by goatlord51
5. Enervation Ray. The targeted creature must succeed
on a Constitution saving throw equal to your Eye Ray save
DC, taking 8d8 necrotic damage on a failed save, or half as
much damage on a successful one.

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6. Telekinetic Ray. If the target is a creature, it must Size Increase (Large)
succeed on a Strength saving throw equal to your Eye Ray
save DC, or you move the creature up to 30 feet in any At 15th level, your mass has grown to again meet a new
direction. It is restrained by the ray's telekinetic grip until threshold. You have come a long way since your earliest
the start of your next turn or until you are incapacitated. days, and could no longer be confused for your lesser kin.
You are now a Large-sized creature, taking up a 10 by 10
If the target is an object weighing 300 pounds or less foot space. Your darkvision, as well as the range of your
that isn't being worn or carried, it is moved up to 30 feet in Lesser and Greater Eye Ray abilities now extend to 120
any direction. You can also exert fine control on objects feet. Your Antimagic Cone ability is now a 150 foot cone.
with this ray, such as manipulating a simple tool or
opening a door or a container. In addition, you now add your proficiency bonus to the
damage you deal with your bite attack.
7. Sleep Ray. The targeted creature must succeed on a
Wisdom saving throw equal to your Eye Ray save DC, or Panopticon
fall asleep and remain unconscious for 1 minute. The
target awakens if it takes damage or another creature At 18th level, your array of eyes ensure that you are aware
takes an action to wake it. This ray has no effect on of threats before they can strike. You may act normally
constructs and undead. during a surprise round as long as you are not
incapacitated.
8. Petrification Ray. The targeted creature must succeed
on a Dexterity saving throw equal to your Eye Ray save DC. In addition, creatures cannot gain advantage on attack
On a failed save, the creature begins to turn to stone and rolls against you unless their number of maximum hit dice
is restrained. It must repeat the saving throw at the end of exceeds your own, or unless you are suffering from the
its next turn. On a success, the effect ends. On a failure, blinded, paralyzed, restrained, stunned or unconscious
the creature is petrified for 1 hour, or until freed by the conditions.
greater restoration spell or other magic.
Eye Tyrant
9. Disintegration Ray. If the target is a creature, it must
succeed on a Dexterity saving throw equal to your Eye Ray At 20th level, your strengths as a beholder finally reach
save DC, or take 10d8 force damage. If this damage their full potential. Your allies (assuming you have any)
reduces the creature to 0 hit points, its body becomes a should consider themselves fortunate-- they have the
pile of fine gray dust. greatest of all beholderkin fighting alongside them. Your
enemies, however, may not be so lucky.
If the target is a Large or smaller nonmagical object or
creation of magical force, it is disintegrated without a Your hit dice all become d10s. This causes your current
saving throw. If the target is a Huge or larger object or and maximum hit points to increase by 20 immediately.
creation of magical force, this ray disintegrates a 10-foot Further, your hit dice all become d10s for the purpose of
cube of it. restoring hit points during a short rest.

10. Death Ray. The targeted creature must succeed on a In addition, whenever you use your Greater Eye Ray
Wisdom saving throw equal to your Eye Ray save DC, or ability, you can choose to fire one or two Greater Eye Rays,
take 10d10 necrotic damage. The target dies if the ray choosing one to two targets you can see within 120 feet of
reduces it to 0 hit points. you.

Antimagic Cone art by Alkemistry

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

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

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

Ray Mastery

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

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

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Beholder Cohorts- Miscellany

Challenge Rating for Cohorts Random Eye Rays?

Coming soon (if there is enough interest). For now, though, While it is true that the beholder in the Monster Manual
I would recommend using the CR chart in the Dungeon fires its eye rays entirely at random (and so does the
Master's Guide, page 274. Note that the beholder in the cohort, largely for the sake of balance), it may be harder to
Monster Manual is an 18-HD creature with a CR of 13 (or imagine this limitation for a PC beholder, or for a cohort
14 with its lair actions available). that stays with the party. Consider the following reasons
why your beholder might fire its eye rays in unpredictable
Roleplaying as a Beholder ways:

When roleplaying a monster, remember that all intelligent In older versions of D&D, it was assumed that not all
creatures exist on a scale, with some personalities being eye rays were able to fire in all directions. Your target
more extreme and others more cooperative. Even with a may be out of the "line of sight" of one or more eye
beholder, it is possible to play a "good" character-- with rays (or other eye stalks get in the way).
some caveats. One can be arrogant without being outright Eye stalks may fire in a chaotic frenzy, partially due to
toxic or cruel. A "good" beholder may still think itself the beholder's two personalities working in tandem.
smarter than most... but instead of being tyrannical, your Your beholder may panic a little in combat (or have a
beholder may simply be a little cocky, or just eager to certain bloodlust), and their nerves cause them to be
show off its knowledge in front of others. somewhat uncoordinated when it comes to using their
rays in a specific sequence.
A beholder also does not need to be outwardly
xenophobic or hateful towards humanoids. Your beholder Note that outside of combat, though, you should have
may find other species charming in a quaint way, not more control over which rays you use for accomplishing
dissimilar to a cat observing its human hosts. Humanoids basic tasks (DM's discretion). This is because you have
might be dim by your standards, but life is definitely more more time (and less pressure) getting in the way.
fun with them around.
Beholder Cohorts as PCs
With all that said, sometimes a more self-centered
beholder can make for an interesting cohort. In this sense, Cohorts are largely based on their counterparts in the
it may be best to remember that beholders are highly Monster Manual, so know that cohorts generally have
intelligent compared to most races, and are generally not fewer combat options than the average Player Character.
foolish enough to blatantly backstab those that they have Since cohorts are designed to be sidekicks, stronger
come to rely on. Even beholders know not to bite the hand familiars, or substitute animal companions (at least by
that feeds them. Evil beholders are more likely to think of default) they are also likely to be a little weaker and slower
their compatriots as pawns that they manipulate to to develop than player characters.
achieve their own goals.
However, this does not mean that cohorts are
A final note on roleplaying beholders-- consider whether unsuitable for use as PCs. If you intend to use the
or not the two identities/personalities within them are in beholder cohort as a full-fledged party member, the
sync or not (and whether or not one identity is present following changes are recommended:
more often than the other). Think about the personalities
as siblings locked inside the same room. Some siblings Allow the beholder player to choose a background
work extremely well together, enhancing their combined normally (though the relevant options may be limited)
skills by covering for the other's weaknesses. A shy Give the beholder the Spellcasting feature of a Wizard,
personality may step aside for a more assertive identity to with Intelligence as their primary spellcasting ability
speak for it, for example. score. A beholder caster gains spells learned/known,
cantrips known, and the spell slots per day of a wizard
If your beholder's personalities are not on good terms, of half their cohort level, rounded down. The beholder
consider how it is that the two identities have not caster uses the Wizard spell list.
completely lost it by this point. Maybe the two sides are A beholder can cast spells without needing material
competitive with one another, but they (reluctantly) admit components (unless those components have a listed
that they cannot function without the other-- both might gold value), and it can use the movements of its eye
have strengths that make the beholder greater than the stalks to fulfill somatic spell requirements. The
sum of its personalities. beholder can hold costly material components or focus
items in its telekinetic grip. A beholder mage still needs
to use a spellbook (unless the DM decides otherwise).

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