Beholder (CR 13)
Alignment: Usually lawful evil
Initiative: +6 (+2 Dex, +4 Improved Initiative); Senses: all-around vision, darkvision 60 ft., Listen +18, and Spot +22
Languages: Beholder, Common
AC: 26 (-1 size, +2 Dex, +15 natural), touch 11, flat-footed 24
Hit Dice: 11d8+44 (93 hp)
Fort +9, Ref +5, Will +11
Speed: 5 ft., fly 20 ft. (good)
Space: 10 ft./5 ft.
Base Attack +8; Grapple +12
Attack: Eye rays +9 ranged touch and bite +7 melee
Full Attack: Eye rays +9 ranged touch and bite +7 melee
Damage: Bite 2d4
Special Attacks/Actions: Eye rays
Abilities: Str 10, Dex 14, Con 18, Int 17, Wis 15, Cha 15
Special Qualities: antimagic cone, flight
Feats: Alertness; Flyby Attack; Great Fortitude; Improved Initiative; Iron Will
Skills: Hide +12, Listen +18, Search +21, Spot +22, Survival +2 (+4 following tracks), and knowledge (arcana) +17
Advancement: 12-16 HD (Large); 17-33 HD (Huge)
Climate/Terrain: Cold hills
Organization: Solitary, pair, or cluster (3-6)
Treasure/Possessions: Double standard
Eye Rays (Su): Each of the ten small eyes can produce a magical ray once a round, even when the beholder is attacking physically or moving at full speed. The creature can easily aim all its eyes upward, but its own body tends to get in the way when it tries to aim the rays in other directions. During a round, the creature can aim only three eye rays at targets in any one arc other than up (forward, backward, left, right, or down). The remaining eyes must aim at targets in other arcs or not at all. A beholder can tilt and pan its body each round to change which rays it can bring, to bear in an arc.
Each eye's effect resembles a spell cast by a 13th-level sorcerer but follows the rules for a ray (see Aiming a Spell). All rays have a range of 150 feet and a save DC of 18.
Charm Person: The target must succeed at a Will save or be affected as though by the spell. Beholders use this ray to confuse the opposition, usually employing it early in a fight. The beholder generally instructs a charmed target to either restrain a comrade or stand aside.
Charm Monster: The target must succeed at a Will save or be affected as though by the spell. Beholders use this ray in the same manner as the charm person ray
Sleep: This works like the spell, except that it affects one creature with any number of Hit Dice. The target must succeed at a Will save to resist. Beholders like to use this ray against warriors and other physically powerful creatures. They know their foes can quickly awaken the sleepers but they also know that doing so takes time and can delay an effective counterattack.
Flesh to Stone: The target must succeed at a Fortitude save or be affected as though by the spell. Beholders like to aim this ray at enemy spellcasters. They also use it on any creature whose appearance they find interesting. (After the fight, the beholder takes the statue to its lair as a decoration.)
Disintegrate: The target must succeed at a Fortitude save or be affected as though by the spell. The beholder likes to use this ray on any foe it considers a real threat.
Fear: This works like the spell except that it targets one creature. The target must succeed at a Will save or be affected as though by the spell. Beholders like to use this ray against warriors and other powerful creatures early in a fight, to break up the opposition.
Slow: This works like the spell, except that it affects one creature. The target must make a will save to resist. Beholders often use this ray against the same creature targeted by their disintegrate, flesh to stone, or finger of death rays. If one of the former rays fails to eliminate the foe, this ray might at least hamper it.
Inflict Moderate Wounds: This works just like the spell, causing 2d8+10 points of damage (Will half).
Finger of Death: The target must succeed at a Fortitude save or be slain as though by the spell. The target suffers 3d6+13 damage if his saving throw succeeds. Beholders use this ray to eliminate dangerous foes quickly.
Telekinesis: The beholder can move objects or creatures that weigh up to 325 pounds, as though with a telekinesis spell. Creatures can resist the effect with a successful Will save.
All-Around Vision (Ex): Beholders are exceptionally alert and circumspect. Their many eyes give them a +4 racial bonus to Spot and Search checks and they can't be flanked.
Antimagic Cone (Su): A beholder's central eye continually produces a 150-foot anti-magic cone extending straight ahead from the creature's front. This functions just like antimagic field cast by a 13th level sorcerer.
All magical and supernatural powers and effects within the cone are suppressed - even the beholder's own eye rays. Once each round, during its turn, the beholder decides which way it will face, and whether the antimagic cone is active or not (the beholder deactivates the cone by shutting its central eye). Note that a beholder can bite only creatures to its front.
Flight (Ex): A beholder's body is naturally buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 20 feet. This buoyancy also grants it a permanent featherfall effect with personal range.
Beholders often attack without provocation. Though not powerful physically, they often plow right into groups of opponents to use as many of their eyes as they can. When closing with in enemy, a beholder tries to cause as much disruption and confusion as possible.