Beholderkin Overseer (CR 15)

Large Aberration
Alignment: Always lawful evil
Initiative: +5 (+1 Dex, +4 Improved Initiative); Senses: all-around vision, darkvision 60 ft., Listen +21, and Spot +21
Languages: Beholder and Common


AC: 30 (-1 size, +1 Dex, +6 fungus armor, +14 natural), touch 10, flat-footed 29
Hit Dice: 14d8+84 (147 hp)
Fort +12, Ref +5, Will +13
Speed: 5 ft.
Space: 10 ft./10 ft.
Base Attack +10; Grapple +20
Attack: Eye rays +10 ranged touch and tentacle +15 melee
Full Attack: Eye rays +10 ranged touch and 8 tentacles +15 melee (1d6+6) and 3 bites +10 melee (1d8+3)
Damage: Tentacles 1d6+6, Bites 1d8+3
Special Attacks/Actions: Command beholder, constrict 116+6, eye rays, improved grab
Abilities: Str 22, Dex 13, Con 22, Int 20, Wis 18, Cha 22
Special Qualities: fungus, SR 23
Feats: Alertness; Enlarge Spell; Great Fortitude; Improved Initiative; Metaray; Maximize Spell
Skills: Knowledge (any four) +22, Listen +21, Search +22, Spot +21, and Survival +4 (+6 following tracks)
Advancement: 15-28 HD (Huge); 29-42 HD (Gargantuan)
Climate/Terrain: Cold hills
Organization: Solitary, pair, or grove (2-4 plus 3-6 beholders and 3-6 directors)
Treasure: Double standard

Source: Lords of Madness

Combat

Unlike most other beholderkin, overseers have a large number of physical attacks that they can use in melee combat to great effect. Nevertheless, they prefer to let their minions handle such crude activities as melee combat, and concentrate on using their eye rays against enemies. An overseer's greatest weakness is its lack of mobility; when faced with a foe that uses greater mobility to stay our of range of its eye rays, an overseer typically retreats to plot revenge on its own terms.

Most overseers keep at least one magic item that allows some form of teleportation handy for just such an event.

Command Beholder (Sp): An overseer can use dominate monster at will as a spell-like ability (caster level 14th), but only against beholders and beholderkin (except for hive mothers and other overseers). A beholder can resist this effect with a DC 23 Will saving throw. The save DC is Charisma-based. This is the equivalent of a 9th-level spell.

The maximum number of beholders an overseer can command at one time equals its Hit Dice plus its Charisma modifier. Thus, the average overseer can command up to 20 beholders or beholderkin at a time.

If an overseer loses control of a dominated beholder (as is the case if a dominated beholder is in the antimagic cone of another beholder), the overseer can immediately sense the loss of control and knows the position and distance to the beholder at the time control was lost. If control does not return within a few rounds, the overseer seeks our the rogue beholder to investigate and possibly punish it.

Constrict (Ex): An overseer deals 1d6+6 points of damage with a successful grapple check.

Eye Rays (Su): Each of a director's thirteen small eyes can produce a magical ray once per round as a free action (except for its major creation eye ray; see below). An overseer's long branches allow it to aim up to five eye rays at targets in any given 90-degree arc. It typically attacks with only four rays in any round, leaving it with the option to use its reactive spell turning or reactive spell immunity eye ray as needed. A beholderkin of any kind can tilt and pan its body each round to change which rays it can bring to bear in any given arc. Each eye's effect follows the rules for a ray.

Each ray has a range of 180 feet, a save DC of 23, and a caster level of 14th. The save DCs are Charisma-based. The thirteen eye rays include:

Fungus (Ex): An overseer's protective layer of thick, wiry fungus provides a +6 armor bonus to its Armor Class. This fungus doesn't impede or restrict the overseer's movement in any way. The fungus reacts to the overseer's moods, and changes color as the beholderkin's emotions change.

All-Around Vision (Ex): Beholderkin are exceptionally alert and circumspect. Their many eyes give them a +4 on Search and Spot checks, and they can't be flanked.