Proficiencies Armor: None Weapons: Bite Tools: None. Saving Throws: Constitution, Wisdom Skills: Perception and one other from Arcana, Deception, Intimidation, Persuasion or Religion Level Proficiency Bonus Features Eye Stalk Powers First Level Spell Slots 1st +2 Fly 10 ft, Max hover height 5 feet, Size Tiny. Juvenile Eye Stalk Powers 2; Mage Hand and one other. 0 2nd +2 Deadeye Beam, Minor Central Eye Power Pick a third eye stalk power 1 3rd +2 Beholder Subrace 1 4th +2 Ability Score Improvement. Fly 20 ft. Max hover height 10 feet. Size: Small Pick a fourth eye stalk power 1 5th +3 Extra Eye Beams 2 6th +3 Adult Eye Stalk Powers Fifth eye stalk power/upgrade 2 7th +3 major Central Eye Power (Dispel Magic or Spell Reflection) 2 8th +3 Ability Score Improvement. Fly 30 ft. Max hover height 20 feet. Size: Medium Sixth eye stalk power/upgrade 3 Eye Stalk Powers At 1st level, a beholder can only open two of its eye stalks and use the powers possessed by them. All beholders start being able to use a juvenile telekinetic ray and one more juvenile eye ray from this list: charm ray, confusion ray, disintigration ray, fear ray, sleep ray, or slowing ray. Each ray has a spell save DC of 8 + proficiency bonus + Intelligence bonus. Successful saves against a juvenile eye ray prevent all damage or negate the effect, while adult eye rays inflict half damage or reduce the duration of the effect to 1 round. Every two levels lets you open a new eye, then at 6th and 8th level you can either open a new eye or upgrade an existing juvenile eye to adult. Unless otherwise noted juvenile eyes have a range of 30-feet and adult eyes a range of 60 feet. Eye Stalk Power Juvenile Effect Adult Effect Charm Ray on failed save, target is charmed for 5 rounds. target is charmed for 1 hour or 30 minutes on save. Confusion Ray on failed save, target is confused until end of next turn target is confused for 10 rounds, or 5 rounds on save Disintigration Ray on failed save, target takes 1d10 force damage, if this damage reduces the target to 0 hit points, it is disintegrated. target takes 4d10 force damage, or half on save, if this damage reduces the target to 0 hit points, it is disintegrated Fear Ray on failed save, target is runs away until end of next turn target is frightened for 1 hour or 30 minutes on save. Petrification Ray on failed save, one creature with a speed of 20 or less turns to stone one creature with a speed of 20 or less turns to stone Sleep Ray on failed save, one creature with less than 20 hp falls asleep one creature with less than 50 hp falls asleep Slow Ray on failed save, reduce speed by 10 feet for 1d4 rounds. reduce speed by 30 feet for 4 turns or 15 feet for 2 turns on save Telekinetic Ray as mage hand except range 60ft Add push or pull creature 30 feet or lift them 5 feet. Can negate with Strength save. Flight At 1st level, a beholder is filled with a lighter than air concoction of gases that it stores as the waste product from its digestive system. This lift gas provides it with a fly speed of 10 feet and insures that the beholder takes no damage from falls. It can only hover 5 feet off the ground at this stage of its development. Deadeye Beam At 2nd level, as a bonus action the beholder can expend a first level spell slot to increase the spell save DC or attack roll or damage; of one of its eye stalk powers by its Charisma modifier. The beholder recovers all its spell slots at the end of a long rest. Central Eye Power (Minor) At 2nd level, the beholders central eye opens but its anti-magic gaze is still weak. You can project a 15 foot cone that dampens spell effects. Spells cast in the cone deal half damage and have their spell save DC reduced by your beholder level. Beholder subrace At 3rd level, a beholder chooses what subrace it is from the following list: spectator. A spectator beholder has two racial class features: eye mark, and watchful gaze Ability Score Increase Extra Eye Beams