# Beholderkin, Overseer >[!rimg]+ > ![[Placeholder2.png]] *This creature resembles a black, rubbery tree of undulant flesh. Thick, matted sheets of wiry fungus grow all over its surface. The tree’s thirteen gnarled branches each end in a single large eye. Three fanged maws gurgle lower on the tree’s trunk, and it supports itself with a thick, coiling mass of eight long tentacles.* <div class="grid-container"><div class="MON">Overseer</div> <div class="CR">CR 15 (51,200 XP)</div> <div class="SOU">Lords of Madness pg. 139</div> <div class="SYS">Dungeons & Dragons 3.5</div></div> LE Large Aberration (beholder) **Init** +5 **Senses** darkvision 60 ft., all-around vision; **Perception** +25 #### defense **AC** 30, 10 touch, 29 flat-footed (+6 armor, +1 Dex, +14 natural, -1 size) **hp** 147 (14d8+84) **Fort** +12, **Refl** +5, **Will** +13 **Defensive Abilities** fungal armor **Feint** 24, **Demoralize** 28 **SR** 26 #### offense **Speed** 5 ft. **Melee** 8 tentacles +15 (1d6+6), 3 bites +15 (1d8+6 plus grab) **Space** 10 ft., **Reach** 10 ft. **Special Attacks** command beholder, constrict (constrict 1d8+6), eye rays (180-ft., 5/side, DC 23) **Spell-Like Abilities** (CL 14th, Concentration +20) > **At will**— _dominate monster_ (beholders and beholerkin only) #### statistics **Str** 22, **Dex** 13, **Con** 22, **Int** 20, **Wis** 18, **Cha** 22 **BAB** +10, **CMB** +17, **CMD** 28, **TA** +15, **RTA** +10 **Feats** [[Alertness]], [[Great Fortitude]], [[Improved Initiative]], [[Metaray]] (Bouncing), [[Metaray]] (Maximize), [[Point-Blank Shot]], [[Precise Shot]] **Skills** Bluff +20, Intimidate +23, Knowledge (dungeoneering) +19, Knowledge (history) +19, Knowledge (local) +19, Knowledge (planes) +19, Perception +25, Spellcraft +22, Survival +21 **Languages** Aklo, Common #### special abilities ### Command Beholder (Sp) An overseer can use _dominate monster_ at will as a spell-Like ability, but only against beholders and beholderkin. Hive mothers and overseers are immune to this effect. An overseer can dominate a number of beholders equal to it hie die plus its Charisma modifier. 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. ### Eye Rays (Su) An overseer's eye rays can produce the following effects: _chain lightning_, _crushing despair_, _dominate person_, _greater dispel magic_, _hold monster_, _major creation_ (requires full round action), _polar ray_ , _suggestion_, _telekinesis_, _temporal stasis. In addition to the above, an overseer has the following special rays: * Spell nullification: As an immediate action, an overseer can fire a ray at a single creature that is casting a spell. If the ray hits, the overseer has unbeatable spell resistance against the spell being cast. * Spell reflection: As an immediate action, an overseer can fire a ray at a single creature that is casting a single-target spell that targets the overseer. If the ray hits, the spell is affected as if by _spell turning_. * Stunning: Stunned for 1d4 rounds (Fort negates). ### Fungal Armor (Ex) An overseer's protective layer of thick, wiry fungus provides an armor bonus to its Armor Class equal to its Constitution modifier. 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. #### tactics 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 out 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. #### ecology **Terrain** Cold hills **Organization** Solitary, pair, or grove (2–4 plus 3–6 beholders and 3–6 directors) **Treasure** Double **Advancement** 15–28 HD (Huge); 29–42 HD (Gargantuan) Overseers serve hive mothers as subordinates in large beholder communities, similar to the way humanoid rulers employ others as guards or governors. The rare overseer that does not belong to a beholder community seeks out societies of other creatures to infiltrate and dominate from behind the scenes. An overseer is uncomfortable without a large number of subservient minions to tend to its real (or imagined) needs. An overseer is normally about 15 feet tall and weighs 4,000 pounds.