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Message: <blockquote data-quote="Lord_Raven88" data-source="post: 3185271" data-attributes="member: 31975">Greetings I'm interested in a Mind Flayer themed game, where the PC's will take the part of a 4 person Inquisition (aka Mind Flayer adventurers), which will be sent on various missions by the Elder Brain of their Sept.If you're interested in playing in such a game then submit a character using the following guidlines.Campaign Setting: Generic D&D/GreyhawkPosting Rate: 2 to 3 times a week, which is all I can probably manage.Number of Players: 4 only.Race: Mind Flayer only (Expanded Psionics Handbook version)Classes & PrC's: Any, but bear in mind that Mind Flayer Sorcerers are outcasts.  Also feel free to only take levels in a PrC, as your levels will enable to to qualify for a surprising number of PrC.Interesting Class/Prestige Class Suggestions: Archivist (HoH), Dread Necromancer (HoH), Illithid Savant (Savage Species), Soul Eater (BoVD), Thrallherd, Ur-Priest (BoVD)Levels: 18 ECL (Mind Flayer ECL 15 + 3 additional character levels)XP:162,000Ability Scores: 26 point buy.HP:Max at 1st level, then average HP's at even levels and average +1 HP's at odd levels.  I.E. HP's from 8 racial HD = 39 HP's [8+4+5+4+5+4+5+4]Gold: 200,000gp (no more than 50,000 to be spent on a single item)Thralls :You won't be starting the game with any Thralls (Psionically Charmed/Dominated/Suggested playthings) unless you take the Thrallherd PrC. Basically you are all relatively young (20-23) Mind Flayers, infact this is going to be you first mission without elder Mind Flayers mentoring you, it's also your first mission together as a group.Books: Core Rule Books, BoVD, Complete Books, Lords of Madness*, Savage Species etc. Basically most non-world specific WotC rulebooks.* Note: I'm going to be using Lords of Madness extentively for background purposes, so feel free to incorporate of this material into our background.I'll be picking 4 submissions only, these will be based partially on filling a necessary niche within the party as well as how interesting the character concept actually is.And finally in an all Mind Flayer game it would be prudent for the group to bare in mind the weaknesses of Mind Flayers.  Mind Flayers are less than effective versus Contructs, Plants and Undead and may fare badly in melee heavy encounters. Other than that feel free to get creative! If you have any other questions feel free to ask.Submissions Closed!Everyone who has already expressed an interest will have a few extra days to finalise and submit there charaters, in consideration of Thanksgiving holiday.<a href="http://www.enworld.org/showthread.php?t=182132" target="_blank">IC</a> <a href="http://www.enworld.org/showthread.php?t=180965" target="_blank">OOC</a> <a href="http://www.enworld.org/showthread.php?t=181177" target="_blank">RG</a>[sblock=Mind Flayer Primer][sblock=Mind Flayer's as Characters]<ul> <li data-xf-list-type="ul">+2 Str, +4 Dex, +2 Con, +8 Int, +6 Wis, +6 Cha</li> <li data-xf-list-type="ul">Base land speed is 30 feet</li> <li data-xf-list-type="ul">Darkvision 60 feet.</li> <li data-xf-list-type="ul">8 Racial HD: +6 BAB, Base saving throws of Fort +2, Ref+2 Will +6.</li> <li data-xf-list-type="ul">Racial Skills: (2+Int mod) Bluff, Concentration, Hide, Intimidate, Knowledge(any), Listen, Move Silently & Spot.</li> <li data-xf-list-type="ul">Racial Fests: 3 feats</li> <li data-xf-list-type="ul">+3 Natural Armour</li> <li data-xf-list-type="ul">Natural Weapons: 4 tentacles (1d4)</li> <li data-xf-list-type="ul">Special Attacks: Mind blast (DC=10+1/2 HD+Cha mod), Psionics(as 9th level Psion), Improved Grab, Extract.</li> <li data-xf-list-type="ul">Special Qualities: Power/Spell Resistance 25 + class levels, Telepathy 100ft.</li> <li data-xf-list-type="ul">Languages: Common, Undercommon</li> <li data-xf-list-type="ul">Favoured Class: Wizard</li> <li data-xf-list-type="ul">Level Adjustment: +7</li> </ul>[/sblock]Mind Flayer Anatomy[sblock]A mind flayer is roughly comparable to a thin human in height and build, but the external resemblance stops at that point.An illithid’s head is a monstrous sight, resembling a four tentacled octopus sitting atop the creature’s shoulders. The twoeyes, uniformly pale white and without pupils, are shelteredbeneath prominent brow ridges. The creature’s soft, moistskin is mauve in color and glistens beneath a thin coating ofmucus.Mind flayers have three long, slender fingers and an opposablethumb on each hand, and two webbed toes on each foot.Each finger and toe is capped with a wicked-looking nail,which aren’t as dangerous as they seem. In fact, the nails arecomposed of soft cartilage and present little danger to anyonestruck or scratched by them.INTERNAL ANATOMYInternally, illithids are similar to humans. More precisely,they are very close to the base stock of the host in which theygrow bodies prior to ceremorphosis (see Reproduction, below).They have hearts, lungs, livers, spleens, stomachs, and digestivesystems that are recognizable to any anatomist. The process ofceremorphosis alters the appearance of these organs but nottheir function or the need to have them.What it does alter, however, is the host body’s nervoussystem. An illithid’s nervous system is more extensive andmore advanced than any human’s. Every part of an illithid’sbody is “wired” into the brain with direct connections unseenin any other creature. In effect, an illithid’s entire body is anextended brain. One might question the cognitive power of aliver, but there is no doubting that an illithid has tremendousphysical awareness of its own body and physical condition.For reasons explained below, an illithid’s brain is anathemato its body. The process of ceremorphosis creates somethingcloser to parasite than brain. That parasite becomes an indispensablepart of the body. Its great weakness is that it does notproduce the critical enzymes, hormones, or psychic energythat the body needs to survive and function. Those criticalcomponents must come from consumed brains.Because of the mind flayer’s all-embracing nervous system,food does not pass through a simple gastrointestinal tract butthrough a cognitive, self-aware digestive system. That systemabsorbs more than just nourishment from food. It scavengesenzymes, hormones, and most important, psychic energy.Illithids are known for consuming brains, but they eat otherfood as well, most of which contains various amounts of theseneeded enzymes and hormones. Internal organs are goodsources, and they rank high on illithid menus. Brains areripe with all three and are the only external source of psychicenergy.MOUTH AND TENTACLESAn illithid’s tentacles can vary from 2 to 4 feet in length whenfully extended. When the creature is at rest and not excited, thetentacles appear shorter. Even then, they are in almost constantmotion, writhing absent-mindedly as the creature ponders.These limbs are extraordinarily dexterous and serve the mindflayer as an additional set of hands, even to the point of beingused to punctuate or accentuate communication. The tentaclesare also quite strong; an illithid receives the benefi t of its fullStrength score in any situation involving its tentacles.The tentacle cluster surrounds a circular, jawless mouthringed with rows of small, rasping teeth. The teeth serveprimarily as tools for gripping and to prevent slippery gobs ofbrain matter from falling out of the mouth. An illithid does notbite through the skin and skull of a victim, instead dissolvingit with a powerful enzyme transmitted through ducts in thetentacles. This enzyme acts so quickly that the tentacles appearto push right through the scalp and bone as if through softclay. The enzyme is highly unstable and never survives morethan brief contact with the air, making it impossible to harvestfrom slain illithids. No material other than illithid mucus isknown to resist its corrosive effect.ILLITHID SENSESAlthough their white, pupilless eyes suggest blindness, mindflayers see quite well. Their acuity lies entirely in the realmof darkvision, which operates out to 60 feet. Their hearing isa little less acute than a human’s. They have relatively goodauditory direction sense (they can tell where a sound is comingfrom), but they have poor discernment (ability to separate andrecognize discrete components of a particular sound).REPRODUCTIONFrom birth to death, the physiology of the illithid life cycle isunique, and unspeakably horrible.In basic confi guration, a mind flayer is amphibious. Thefi rst portion of its life is spent as a tadpole hatched from anegg. An adult illithid spawns hermaphroditically two or threetimes during its lifetime, depositing about a thousand eggs ina briny pool constructed for just this purpose. The eggs hatchafter about a month, releasing the writhing tadpoles into thepool.The tadpoles spend ten years in the pool, where they are feda fatty mash of brain material and other organs prepared bynursery attendants. After a decade, they have grown from afraction of an inch to around 3 inches in length. At this point,in terms of sentience and intellect, they are still little morethan intelligent frogs.The nurseries are home to more than just tadpoles. At thebottom of the pool resides an elder brain, which survives bypreying on the defenseless tadpoles. The tiny percentage oftadpoles that survive a decade in the pool—no more than afew in a thousand—are rightly considered by the illithids tobe the fi ttest, canniest specimens. By surviving, they earn theprivilege of undergoing ceremorphosis.This is the real mystery of the illithid life cycle, for illithidsdo not grow their own bodies. Instead, a mature tadpole isinserted into the ear, nostril, or eye of a helpless humanoidcaptive. Over a period of several days, the tadpole burrowsinto the host brain, consuming gray matter and gaining bodymass in a nearly equal ratio. When the process is complete, thevictim’s brain is completely replaced by the tadpole’s bloatedtissue. The tadpole is neurologically melded onto what remainsof the lower brain stem and assumes complete control of thebody’s nervous system. The victim dies irrevocably, but thebody lives on with a parasite serving as its brain.Victims have been rescued from this horrid fate, but onlyif help arrives quickly. A victim is permanently drained of 1point of Intelligence, Wisdom, Charisma, and Dexterity everyhour after tadpole insertion. When any one ability is reducedto 0, the victim’s psychic essence is destroyed and replaced bythe tadpole’s awakening mind. Before that point is reached,restoration can reinstate lost ability points but won’t kill thetadpole, so damage keeps accruing. The only sure way to savethe victim is to kill the tadpole. The tadpole itself is very easyto kill (automatic kill with a coup de grace), but its locationinside the victim’s head is a serious complicating factor. Spellssuch as cure disease and remove curse have no effect; only a healspell can save a victim undergoing ceremorphosis.In most cases, the only way to guarantee the tadpole isslain is to crush or incinerate the victim’s head. At that point,resurrection, true resurrection, or raise dead come into play. Raisedead alone is of no avail if the victim’s head was destroyed inthe process of killing the tadpole.The process of ceremorphosis takes a week to complete but it cannot be reversed after any of the victim’s ability scores are reduced to 0.From that point, no means can bring the victim back short of a miracle.Only certain races are used by the mind flayers as recipients of ceremorphosis. In general, donors must be humanoid, mammalian,between 5 feet 4 inches and 6 feet 2 inches tall, andweigh from 130 to 270 pounds. Humans, elves, drow, githzerai,githyanki, grimlocks, gnolls, goblinoids (of Medium size),and orcs are sought-after donors. Races smaller or larger thanthese, whether in height, weight, or size category, are neverused, and neither are reptilian or amphibian races. Halfl ings,dwarves, derro, duergar, gnomes, centaurs and their relatives,giants, and kuo-toas might be used as thralls or as food, butthey are never used as ceremorphosis subjects.DEVELOPMENT AND AGINGAt the end of the week of ceremorphosis, nothing remains ofthe victim. Its tissues have been entirely replaced with therapidly transforming mind flayer tissue. The creature is warmbloodedand hermaphroditic, with a life expectancy of up to 135 years. It looks fully grown, but the newly ceremorphosed creature is an infant, only days into its sentient existence. Itmust grow in learning and experience before coming into its full power. This process varies from one mind flayer to another but the average “growing up” period lasts about twenty years. Immature illithids are seldom allowed outside the security of a well-protected subterranean city.THE ILLITHID MINDIllithids seem at most times to be calm, collected, and dispassionate.Occasionally they appear to be gripped by great anger, but it’s hard forother creatures to distinguish whether that is a true emotion ora display to impress outsiders or enemies. Because of this, mindflayers are assumed to have either few emotions or tremendousself-control. Both assumptions are wrong.Illithids feel intense emotions but internalize them almostcompletely. A mind flayer that looks calm might be ragingwith a cauldron of emotion beneath the surface. In addition,an illithid’s emotions are entirely negative: Anger, fear, envy,hate, shame, indignation, contempt, pride, and anxiety comprisenearly their entire emotional repertoire. The closest theycome to experiencing joy is the feeling they get when eatinga brain, but even this is mixed with such sadistic and hatefulovertones that it can’t be considered “happiness” as most raceswould defi ne it.This constant negative emotional state colors an illithid’severy thought and perception. Because it knows no happiness,it spends no time planning how to become happy. Pride, satiatedcuriosity, and self-satisfaction are a mind flayer’s highestemotional states. These feelings motivate it to action[/sblock]ILLITHID VARIANTS[sblock]Illithids are not a homogenous race. Their decade-long incubationas tadpoles and the mysterious process of ceremorphosisspawn numerous mutations and variations. Most of these donot survive.UlitharidsAn ulitharid is immediately distinguishable from an illithidby two characteristics: it towers over its cousins, standing 7 to8 feet tall, and it has six tentacles rather than four.The “birth” of an ulitharid is a significant event in an illithidcolony. They are sufficiently rare that a colony with a singleulitharid considers itself lucky.As a tadpole, an ulitharid is indistinguishable from othertadpoles. However, it spends twice as long as a tadpole—twentyyears, compared to the standard ten—before reaching maturity.Its true nature does not become evident even to other mindflayers until ceremorphosis. Once an ulitharid begins itstransformation, it is greeted as something akin to a prophet.These creatures rise to positions of civil or military leadershipwithin their communities, and they frequently receivediplomatic embassies from other colonies that are not soblessed. In addition to their greater stature and revered status,ulitharids live twice as long as other mind flayers, compensatingsomewhat for their rarity of birth.Illithid SorcerersConsidering their powerful intellects, it’s not surprising thatmany illithids study wizardry. What is surprising is that asmall number of illithids are actually sorcerers. How sorceroustalent manifests itself in creatures as nonhuman and alien asmind flayers is a great mystery to those who study the basis ofsorcery. Certainly, mind flayers have no dragon blood. It couldbe that this tendency depends on the history of the donor bodyprior to it undergoing ceremorphosis, but since no systematicstudy is possible, no one knows.However it’s explained, the combination of psionic andsorcerous power is fearsome. These creatures are shunnedeven by others of their own kind.Elder BrainsAt the center of every large mind flayer community is a fetidpool of murky, swirling, briny fl uid. The pool itself can haveany configuration, but in every case it serves two purposes.First, it is an incubator for illithid tadpoles; hundreds of thousandsmight inhabit the pool as a teeming mass at any given time. Second, it serves as the nutrient pool for the community’selder brain, the intelligence that guides and unites the illithidsinto their tightly woven society.How an elder brain comes to be is unknown. Even to the mindflayers, an elder brain is timeless and ageless. It is an amorphous,writhing bulk of tissue, the conglomeration of cast-off brainmatter from deceased mind flayers. When a mind flayer dies, itsbrain is removed ceremonially and cast into the pool, whereuponit sinks to the bottom to be absorbed into the greater mass. Thismelding of an individual’s brain into the communal elder brainis a fate to which mind flayers aspire; they do not fear or regrettheir passing. If anything, they fear a death that prevents themfrom becoming a part of the elder brain.No individual personalities survive absorption by the elderbrain. It is sentient (some might say super-sentient), but itsconsciousness lies outside any human or mind flayer experience.The nature of its intellect is a mystery to mind flayers,because even their potent psionics cannot penetrate beyondthe shallowest layers of an elder brain to discern its innerworkings.The brain is clearly a physical as well as a psychic entity. Itsubsists by extracting presentient psychic vibrations from thetadpoles that teem around it. “Devoured” tadpoles are reducedto oily residue that dissolves slowly into the brine.An elder brain is typically 8 to 10 feet in diameter, regardlessof how many brains are absorbed into its mass. While an elderbrain’s mass doesn’t increase beyond a known maximum, itsintelligence and knowledge do. Each new brain contributesall of its life experience to the elder brain’s totality.Elder brains rule their communities completely. Theirdictates and pronouncements are beyond question. Some arecruelly dictatorial, while others allow varying amounts offreedom. The most passive serve only as advisors and sourcesof historical information. The norm is a degree of controlsomewhere between absolute authoritarianism and enlighteneddespotism.An elder brain’s telepathic range extends 350 feet, althoughsome elder brains might have feats, spells, or psionic powersthat extend this range. Within that radius, an elder brain isaware of all living things. Intervening material has no effecton its ability to communicate or on its awareness of all thoughtwithin range. This hyper-awareness makes it almost impossiblefor enemies to sneak into an illithid community. Their presenceis detected and resistance organized long before intrudersmove close enough to present a signifi cant threat.Besides communicating directly with individual mindflayers, an elder brain can establish contact between two ormore illithids that would otherwise be outside one another’srange of 100 feet. In this capacity, the elder brain acts only asa conduit, albeit one that hears and remembers everythingthat passes through it. Some elder brains use spells such asRary’s telepathic bond or equivalent psionic powers to keep intouch with individual mind flayers at tremendous distances,allowing near-instantaneous communication throughout thecommunity.Because of an elder brain’s awareness, mind flayers are ofnecessity among the most lawful of creatures. Plotting againstthe community or the elder brain is impossible. Even deviatingfrom the social norm is likely to bring about swift correctiveaction ranging from a single stern warning to coercion orpsychic annihilation, depending on how harsh that particularelder brain cares to be at the moment.Elder brains grow and gain power continually. They neverbecome old, infi rm, or senile (their sanity might be called intoquestion, but only from the limited perspective of mortal creatures).A large number of illithids believe that all elder brainsare growing toward an ultimate purpose—that at some pointin the future, the brains will meld into a single, all-seeing elderbrain capable of communicating across limitless distancesthrough the Astral Plane.Mind flayers are subject to one huge misconception concerning elder brains. They believe that their individual consciousness survives after joining the elder brain. This notion is completely wrong. The elder brain extracts knowledge and strength from the brain matter and adds its mass to its own, but the illithid is dead. Only the elder brain lives forever. Elder brains guard this secret, as one might expect.Brain GolemsOne of the most astounding and disturbing abilities of an elderbrain is its capacity to create what is known as a brain golem.This construct is formed from the brains of intelligent creatures,with a body that is an extruded portion of an elder brain’sown mass. The head of the golem secretes a slimy substancethat sheathes the body in thin, membranous skin.Few nonillithids have ever seen one of these monstrosities.They sometimes function as added “muscle” for an illithidcommunity that is faced with imminent danger, but theirmain function is to serve as an elder brain’s physical hands andcarry out tasks that are too important, secret, or complex formind flayers themselves. As such, they are viewed with greatwonder by mind flayers. The emergence of a brain golem froman elder brain’s pool is considered a grand portent and treatedwith awed solemnity by the community.A brain golem shares its creator’s imperviousness to psychicprobes. It never communicates in any way with entities itencounters. If it is destroyed before returning to the pool forreabsorption, its mass doesn’t seem to be missed by the elderbrain.AlhoonA lot of mind flayers practice magic, and some grow quitepowerful. However, illithid society prefers to focus on thecreatures’ true heritage of psionic mastery. As a result, excessivestudy of magic is considered a distraction at best and an offenseat worst. Mind flayers that persistently violate this stricturesuffer the ultimate punishment; they are banned from joiningwith the elder brain upon their deaths.For that reason, mind flayers that study magic, and especiallysorcery, devote the better part of their attention to devisingways to extend their lives unnaturally. The ultimate goal isto become a lich. Those that succeed at becoming liches areknown as alhoons to other mind flayers, or illithiliches in theCommon tongue.Physically, an alhoon can be difficult to distinguish from anormal mind flayer. The most obvious difference is the lackof the mind flayer’s ever-present mucus coating. Without thatprotection, an alhoon’s skin becomes dry and cracked. Its eyesmight appear shriveled and sunken. Both of these clues are easilymissed by someone who hasn’t seen a living mind flayer.Because of its fascination with arcane magic, a typical alhoonpossesses no more psionic power than an average mind flayer.Its frightful mastery of magic more than makes up for its lackof psionic prowess.Mind flayers universally shun alhoons, considering themabominable because the undead creatures have sacrificedany hope of joining with the elder brain. An alhoon residingnear an illithid community or outpost will be hunted andexterminated if its presence is discovered.Mind Flayer VampiresEven stranger than illithid sorcerers are illithid vampires. Howthey come to be is unknown. Unlike other vampires, they donot create spawn or propagate their kind by leaving victimswounded but not yet undead.A vampiric mind flayer bears little resemblance to its kin.Where mind flayers favor rich, luxurious robes, a vampiricillithid wears nothing to cover its dark gray fl esh. Its head issmaller and of a different, fl attened shape, appearing almostto have shrunk or partially collapsed inward. A vampireillithid’s tentacles are longer and more muscular than thoseof a living mind flayer, and it uses them for bludgeoning asmuch as grasping.Such a monster would be truly terrifying if it possessedthe mighty intellect of a mind flayer. Fortunately, vampiricmind flayers are completely feral. Their minds hold bestialcunning and savagery, but they do not think or reason. Someportion of their minds must recall their former lives, sincetheir favorite haunts are subterranean, in the types of areaswhere mind flayers live. Other mind flayers are a vampiricillithid’s worst enemies, because they destroy one whenevergiven a chance.UrophionsThe racial limitations involved in selecting donor bodiesfor ceremorphosis are well known to the illithids. Still, thisknowledge does not prevent them from experimenting withother creatures to see what might result. In most cases, bothhost and tadpole die.Oddly, implanting a tadpole into a roper proves viable. Theresult is a urophion, or illithid roper. This is the only knowncase of tadpole implantation succeeding in a cold-bloodedcreature.Physically, ropers and urophions are nearly indistinguishable.Urophions are stationed around illithid communitiesto act as guardians and sentinels. The live their lives muchas any roper would: solitary, sedentary, and stationary. Theiracute senses allow them to detect intruders at great distances.When a victim approaches within 50 feet, a urophion unleashesa powerful mental blast to stun the prey, then uses its six verylong tentacles (up to 50 feet in length) to grasp the victim, dragit close, and extract its brain.Intellectually, urophions are on par with any other illithid,and their psionic abilities are nearly as powerful. Nevertheless,they are viewed by the community as a whole as inferior andsuited only for lives of dreary service. Their one honor is tobe offered to the elder brain upon their deaths.Brilliant but isolated, urophions live lives of desperateloneliness and frustration. While most remain loyal to theircreators, some wander away in pursuit of their own inscrutableobjectives.NeothelidsAmong the strongest taboos in illithid society is the idea ofnot implanting a mature tadpole into a donor brain. Whilesome tadpoles are implanted experimentally, with death thealmost certain outcome, none are intentionally kept backfrom implantation.On rare occasions, an illithid community collapses, typicallyfrom an external assault, and the elder brain is killed. Whenthat happens, the tadpoles are suddenly freed from predationby the always-hungry elder brain. They, in turn, are no longerfed by their caretakers, and the tadpoles grow increasinglyhungry. Driven by hunger, they turn to cannibalism. Onlyone tadpole survives from the thousands in the pool.The psychic energy that this one survivor absorbs from its fellow tadpoles (and possibly from the decaying corpse ofthe elder brain, as well) allows it to grow much larger than any normal tadpole would—to the size of a small dog. Eventually,hunger again drives it to a desperate act: crawling out of the briny pool into the greater subterranean world in search of food. Once free of the pool, the creature lives by preying on rats and other vermin, a diet that allows it to grow even larger.Eventually, such an abomination catches and devours a sentient creature, whether a duergar, a drow, or a luckless human far from home.Consuming that fi rst thinking brain triggers the same reactionin the tadpole that would have occurred if the tadpole had beenimplanted normally. It becomes self-aware, and its latent psionicpotential awakens.At that point, the creature becomes a neothelid. Untrained,savage, feral, and brilliant, it knows nothing beyond the squalid, predatory existence it has lived so far.Neothelids prowl subterranean passages in search of more brainsto sate their constant hunger, growing ever larger and morevicious. Truly leviathan specimens have been spotted prowlingthe deepest underground.In addition to having the usual psionic abilities of an illithid,these creatures can spray tissue-dissolving enzymes fromtheir tentacle ducts, reducing victims to a puddle of slimeand leaving only the pulsing brain unharmed. They have noknowledge of their links to illithids, so they’re just as likelyto prey on mind flayers as on anything else.[/sblock]ILLITHID MAGIC[sblock]Although their highly structured society is sometimes hideboundand conservative, illithids are tremendously creativeproblem solvers. Whether working with pulleys and gears,psionics, magic, alchemy, or a combination of all four, theirgreat intelligence and natural competitiveness lead to uniquesolutions.MIND FLAYERS AND MAGIC ITEMSUnlike many other aberrations, whose physical shape makes theuse of humanoid-crafted magic items diffi cult, mind flayers arehumanoid enough in form to wear the same magic items that any human character could wear.Mind flayers naturally favor items that add to their already formidable mental acuity, seeking out (or crafting on their own) headbands of intellect or cloaks of charisma.They also greatly value defensive magic, such as rings ofprotection, cloaks of resistance, and bracers of armor. Mind flayers feel that they are far too important to allow themselves to be killed through insufficient preparation, and go to great lengths to provide themselves with magical defensesof all sorts.Illithids that gain levels as wizards or clerics acquire item creation feats and produce a variety of useful items—particularly items that provide physical protection from harm. In addition to bracers, rings, and similar devices, mind flayers also produce a number of unique items, which are described below.Brain Canister: The ultimategoal of every mind flayer is to join the elder brain upon death.To be denied this is the worst fate imaginable. When illithidsdie far from home, their brains cannot be brought back tothe elder brain before putrefaction begins. Once a deceasedillithid’s brain begins to rot, the elder brain does not acceptit. This is viewed as a great waste. To prevent such a tragedy, mind flayers developed thebrain canister. This metal urn is typically made from copperand fi lled with an alchemical solution. A brain placed in thecanister lives on indefi nitely, although it is unconscious andinsensible.Removing a brain for storage in the canister requires a DC25 Heal check (mind flayers gain a +5 circumstance bonus onthis check due to their natural facility at the task). The bodymust be living when removal begins, and the brain must beplaced in the canister within 1 minute of removal, or it dies.The creature whose brain is removed dies immediately andcannot be raised or resurrected unless the brain is recoveredor destroyed.Mind flayers sometimes use brain canisters to store meals forlong journeys, when it might not be possible to feed as oftenas they like. They also store the brains of particularly interestinghumanoids, so they can perform terrible experiments or transplants on the brain or question these individuals through various psionic means.Faint necromancy; CL 5th; Craft Wondrous Item, gentlerepose; Price 30,000 gp; Weight 5 lb.Brainmate: Mind flayers in the vicinity of an elder brainfeel its presence constantly. This is not an unpleasant sensationfor them. The never-ending hum of the elder brain’s activity is areassuring sensation for an illithid. When a mind flayer travelsoutside the elder brain’s range of influence, that comfortingpresence is lost. An imperfect solution to this problem is thebrainmate.The brainmate consists of a tiny bud, about the size of awalnut, taken from an elder brain and encased in a crystalglobe filled with mucus. The brain matter itself might or mightnot be visible within the murky goo. The globe can be wornon a chain around the neck or simply carried on the wearer’sperson.A brainmate is nominally sentient. It contains a tinyportion of the elder brain’s knowledge, and it responds todirect telepathic questions. Although a brainmate does notprovide the comforting background hum of mental activitythat illithids find so soothing, it is a useful companion to afar-ranging mind flayer.If the wearer has the telepathy special ability, the abilityto cast Rary’s telepathic bond, or the mindlink psionic power,he can access the brainmate to make use of its knowledge. Abrainmate possesses 10 ranks in two specific Knowledge skills,allowing the wearer to make checks in those specific skills asif he possessed the same number of ranks. The wearer uses hisown Intelligence modifier on these checks.Besides storing information from the elder brain, a brainmatealso records everything its owner imparts to it. If thebrainmate is worn or carried by a telepathic user, it recordseverything the individual sees, hears, or experiences. It iscommon, therefore, for illithid spies to be equipped withbrainmates. When a spy returns to its community, the elderbrain has perfect access to everything the spy encountered,with no memory loss or room for misinterpretation.Moderate divination; CL 11th; Craft Wondrous Item, Rary’stelepathic bond or telepathy as a special ability; Price 10,000 gp.Dampsuit: A dampsuit is a close-fi tting bodysuit of slickleather that covers a mind flayer from head to toe. It seals in acreature’s precious body moisture when the illithid venturesaway from the dark, clammy warrens where it normally lives.The suit itself consists of several complex layers, each moistenedand lubricated with mucus for easy movement. The suittraps all moisture that escapes from the wearer’s body andrecirculates it.Wearing a dampsuit, a mind flayer can operate in dry, hotconditions that would quickly exhaust or kill an unprotectedillithid. Under normal conditions, a mind flayer’s tentaclesremain curled up inside a special pouch designed for just thatpurpose on the front of the suit. When needed, they can bethrust out through a valve in the face mask, then withdrawn(along with a brain) when their work is done.A dampsuit is a suit of +1 slick leather armor that protects itswearer with an endure elements effect.Faint abjuration; CL 4th; Craft Magic Arms and Armor,endure elements, grease; Price 6,910 gp; Cost 3,535 gp.Striator: This uniquely illithid stylus looks like nothingmore than a nicely polished piece of wood or bone. It typicallyis about a foot long, an inch wide, and a quarter to a half-inchthick. More ornate versions have pleasantly sweeping curvesthat fi t the hand or are decorated with intricate inked carvings.The only universal distinguishing characteristics are foursmall, flattened nibs at one end. When a creature grasps the stylus and draws it across a piece of parchment or paper, the striator reads the thoughts of the writer and causes a pattern of dashes and spaces to be raised up on the surface in four parallel lines. This is Qualith, a system of tactile writing used by illithids (see Language, below).The striator draws its information directly from the user’sthoughts and transcribes the data into Qualith whether thewriter understands Qualith or not.Faint divination; CL 3rd; Craft Wondrous Item, detectthoughts; Price 1,500 gp.Thought Extruder: On occasion, a brain is more valuable tomind flayers if it’s not eaten. Prisoners, for example, might haveimportant knowledge that the mind flayers need but cannotextract by brute force. No matter how powerful a character’spsionic or magic resistance to mind-reading might be, it canbe overcome through the use of a thought extruder. The deviceallows no saving throw and does not permit spell resistance.This diabolical device is a collapsible cage of wires, mesh,and needles. Once it’s fi tted around the head of a restrainedsubject (which takes 20 minutes), a mind flayer uses its biocorrosiveenzyme to open a fi st-sized hole in the prisoner’sskull, exposing the brain. Needles then drill into the graymatter, probing for active thought centers, pleasure and painreceptors, and repressed or shielded memories. The operatormust be able to establish telepathic communication with thesubject by means of the telepathy special ability or a spell orpsionic power serving the same purpose.The needles are thought conductors made from an organicmaterial specially developed by illithid alchemists. Theyenable the operator to read whatever is in the subject’s mind.The process is slow; the operator can ask only one questionper minute, but receives a complete, truthful answer.With each question, the victim makes a DC 20 Fortitudesave. Each failure permanently drains its Intelligence, Wisdom,and Charisma scores by 1. When the illithids are done askingquestions, the victim makes a Will save using its currentWisdom modifi er. Failure leaves it permanently insane, as thespell insanity.Moderate divination; CL 9th; Craft Wondrous Item, Rary’stelepathic bond or telepathy special ability; Price 45,000 gp.NAUTILOIDIt is rumored that not all mind flayers live beneath the surface.Some tales speak of ships shaped like the shell of a nautilus thatare capable of fl ying through the spaces between worlds. Mostserious scholars discount these tales as pure fantasy, despitethose who claim to have seen such ships fi rst-hand.The illithids themselves know that the tales are true. Thegreat ships are remnants of their glorious future, when theirempire will span not just worlds but the entire universe (seeThe Whispering Shadow, below). The knowledge of how tobuild these stunning vessels is lost—or, more correctly, hasn’tbeen discovered yet. Until it is, the remaining ships ply thegreat gulfs of the night skies cautiously, seeking evidence oflost mind-flayer colonies and hidden githyanki outposts.PSIONIC SEALSome mind flayers know how to create a special type of magicitem known as a psionic seal. These are similar to psionic tattoos(see the Expanded Psionics Handbook), although the designis created purely by psionic power; no ink is involved.Creating a psionic seal requires the Craft Psionic Seal feat.(If you are using the Expanded Psionics Handbook, you mightdecide that mind flayers that have the Scribe Tattoo feat canchoose to make both psionic tattoos and psionic seals.)Psionic seals can be inscribed on flesh or on just aboutanything else, including doors, hallways, chests, articles ofclothing, weapons, or pages of a book. Creatures can wear nomore than one psionic seal at a time; additional seals scribedonto them simply fail.The caster level or manifester level of a psionic seal is theminimum level required to cast or manifest the power. Apsionic seal can hold spells or powers of 3rd level or lower.When worn on a creature, a psionic seal activates when itswearer touches it and wills it to activate. This is a standardaction that provokes attacks of opportunity. The wearer doesn’tget to make any decisions about the seal’s effect—the personwho scribed the seal has already done so.When scribed on an object, a psionic seal can be set toactivate in response to one of three events: when touched andwilled to activate (useful for helpful spells or powers), whentouched at all (useful for traps), or when a creature with specifi cobservable characteristics moves within 5 feet of the psionicseal (useful for trapping doorways, for example). In the lattercase, the seal must be in plain view—it can’t be hidden insidean object, for example.A harmful psionic seal is considered a magic trap. It is rarelyhard to fi nd, since it must be in plain view to function, butdisarming the trap requires a Disable Device check (DC 25 +spell level of the spell or power used to make the seal).In any case, a psionic seal fades away after it is triggeredonce.Craft Psionic SealA creature with this feat can create psionic glyphs or symbolsthat hold spells or psionic powers until triggered.Prerequisites: Int 15, psionic ability (spell-like abilitiesdescribed as psionics, psi-like abilities, or psionic powers),caster level or manifester level 7th.Benefi t: A creature can cast or manifest any arcane spell orpsionic power it has access to as a psionic seal. If it is creating apsionic seal of an arcane spell, it must have prepared the spellto be scribed and must provide any material components orfocuses the spell requires. If casting the spell or manifestingthe power would reduce the creature’s XP total, it pays thatcost upon beginning the seal in addition to the XP cost formaking the seal itself. Likewise, material components areconsumed when the creature begins scribing the seal, butfocuses are not.A single object of Medium size or smaller can hold only onepsionic seal. A larger object can hold one seal per 100 squarefeet of surface area. A creature can also scribe a psionic sealon a willing creature, but a creature can hold only one psionicseal at a time; any additional seals inscribed on that creatureautomatically fail.A psionic seal has a price equal to its spell or power level× caster or manifester level × 50 gp. (A 0-level spell or powercounts as 1/2 level.) The creature crafting the seal must spend1/25 of the price in XP and use up raw materials costing onehalfthe price to inscribe the seal.RESONANCE STONEResonance stones play an important role in mind flayer society.Very few mind flayers do not own at least one, and many ofthem own several.The best description of a resonance stone would be “emotiontransmitter.” Each stone stores a specifi c emotion andbroadcasts that emotion over a small area. The typical rangeis 30 feet; more powerful stones can have larger areas of effect,while very small stones might be so weak that they must be incontact with the skin to be perceived.There is no universal size or appearance for a resonancestone. They can be made from any mineral. Crystal, marble,quartz, and precious gems are the most common materials.In volume, they vary from the size of a pea (which would beworn on a ring or necklace beneath the clothes) to the size ofa melon (powerful enough to fl ood a small auditorium withemotion). The largest known resonance stone is the great globesuspended from the ceiling of the plaza in the illithid city ofLagurno (see below), but it is exceptional in every way. Theaverage stone is around the size of a large egg.Resonance stones are always active. Any sentient being thatapproaches within the stone’s radius of effect experiences theemotion that it broadcasts. At fi rst, this sensation is faint. Asone draws nearer, the emotion rises quickly in intensity to theimprinted level. If the stone is touched, the intensity jumpsup sharply.Illithids use resonance stones casually as decorations. Inan illithid’s home, one could expect to fi nd resonance stonesemitting a sense of deep self-satisfaction, pride, feelings ofpersonal superiority, or confi dence. In public places, resonancestones might be positioned to heighten feelings of responsibility,duty, loyalty, or racial superiority. At a performance eatingevent (see Performance Eating Area, below), the performancecould be heightened through the use of stones that broadcasta sense of anticipation, gradually changing to delight followedby satisfaction.To illithids, these emotions convey the same nostalgic connotationsthat smells carry for a human. The familiar feeling ofhome has a literal meaning to a mind flayer. Many can navigatethrough their homes or even through public spaces by sensingemotions only.Besides offering a pleasant diversion, resonance stonesserve a vital function as well. A newly ceremorphosed mindflayer has no experience with emotions. When it suddenlybecomes sentient, its mind is bombarded with thoughts andfeelings from all directions. A nearby resonance stone calmsthe tumult and floods the creature with feelings of reassuranceand contentment. As it adjusts to its new body, develops psionicpowers, and acclimates to the unvarying presence of the elderbrain, a resonance stone, rather than a parent, is its constantcompanion. In other words, mind flayers learn emotions fromresonance stones, not from one another. They do not fall inlove or even form friendships beyond useful acquaintances.Resonance stones fill their emotional needs.Resonance stones can be turned to darker, more destructivepurposes, too. Stones that radiate feelings of hopelessness andhelplessness are frequently used to keep newly captured prisonersdocile before they can be enthralled. Similarly, stones thatradiate feelings of satisfaction and resignation can be scatteredacross the fl oor of a pit where captives are held, to keep themquiet and prevent fi ghting. A stone emitting horror, despair,or surrender can be useful during interrogation.Creatures subjected to a resonance stone effect can attemptWill saves (save DC varies by stone type) to resist the effect. Acreature that succeeds on this save is immune to that stone’seffect for 24 hours. A creature that fails the save but leaves thearea and reenters can attempt a new saving throw, but it takesa –2 penalty on the second and all subsequent saving throwsmade against the same resonance stone in the same 24-hourperiod. Mind flayers receive a +4 racial bonus on saves againstresonance stone effects.Sample stones are presented below.Resonance Stone of Despair: All creatures that comewithin 30 feet of this resonance stone must succeed on a DC16 Will save or be affected as if by crushing despair for as longas they remain in the affected area.Moderate enchantment; CL 7th; Craft Wondrous Item,crushing despair or telepathy special ability; Price 56,000 gp.Resonance Stone of Fear: All creatures that come within30 feet of this resonance stone must succeed on a DC 16 Willsave or be affected as if by fear.Moderate necromancy; CL 7th; Craft Wondrous Item, fearor telepathy special ability; Price 56,000 gp.Resonance Stone of Delirium: All creatures that comewithin 30 feet of this resonance stone must succeed on a DC14 Will save or be nauseated and blinded for 1 minute.Moderate enchantment; CL 7th; Craft Wondrous Item, majorimage or telepathy special ability; Price 45,000 gp.[/sblock]THE WHISPERING SHADOW[sblock]Of all questions surrounding illithids, “Where did they comefrom?” is the most mysterious. For an answer to this riddle,scholars are limited to scraps of clues from a handful of ancienttexts. The clearest reference is found in The Planetreader’s Primer,a book of primeval knowledge published (reputedly) in thegreat city at the center of all, Sigil. It speaks in certain termsof an illithid empire that spanned worlds in a time predatingmemory. So mighty was this empire that its expansionthreatened to consume even the eternal Blood War before itwas turned back.The Astromundi Chronicles, a text of ancient yet unknownorigin, speaks of the illithids as “a race of monstrous spawn,hidden beneath the world by their progenitors.” No clue isgiven as to the identity of these progenitors. The text suggeststhat the illithids hated their creators with such passion thatthey lashed out against them and destroyed them utterly,leaving no trace of their existence for the modern scholar toexamine.The most archaic of all sources is a set of stone tablets knownas the Sargonne Prophecies, named for the city of disturbingruins called Sargonne. The crumbling tablets contain passagesso cryptic that they have been interpreted as prophecies ratherthan as history. Each bears a central likeness of what is unmistakablya mind flayer. The inscribed runes present a troublingaspect to the observer. They tell of an illithid world “bathed ineternal night” that is destroyed by some fi ery cataclysm, fromwhich the illithids flee in flying ships.From these fragmentary glimpses into the dim past andthe oral histories of several long-lived races, scholars haveconcocted the following “history” of the illithid race.Its origin is simply unknown. Wherever they came from,in time so ancient that no record of it exists, illithids ruled avast, worlds-spanning empire.This empire, built on a foundation of slavery and dominationover whatever other races existed at that time, dwarfedeverything that has come since. At some point, certain ofthose enslaved races developed a degree of resistance to thepsychic shackles of the illithids. When they had gatheredsuffi cient power, the slaves revolted. How it was done no onecan say, but the slaves succeeded in toppling their masters andwinning free. The age that followed was one of unrelentingrevenge as desperate pockets of illithids were hunted andexterminated.The freed slaves were not free of strife, and they fell towarring among themselves. This had two effects. First, thefeuding branches of ex-slaves became what are now known asthe githyanki and the githzerai, who make war on each otherto this day. Second, the illithids that eluded their vengeancewere able to regroup and escape to defensible fortressesdeep underground, where the gith races chose not to pursuethem.This account is basically true in its outline but is fl awed inone astounding respect. While the rebellion of the gith didindeed take place in the past—about two thousand years ago,to be precise—their mind flayer masters had themselves justarrived in that era from the unimaginable future.At the very end of time, the mind flayers faced extinction atthe hands of some unknown adversary. Caught in the throesof defeat, harried in their crumbling capitals and universities(lesser outposts had fallen eons before), the surviving illithidsconcocted a desperate plan. As their last bastions wereassailed and their psychic defenses breached, the mind flayerssacrificed countless ancient, potent elder brains to produce apsionic maelstrom of unimaginable proportions. The ensuingcacophony of energy demolished the very laws that supportthe structure of time. The illithids and all that remained oftheir decadent civilization were hurled backward across theravaged barriers separating the ages to arrive in the presentworld, but thousands of years ago, as recorded in the SargonneProphecies.The illithids’ staggering gamble paid off. Upon arriving inthe human world of several thousand years past, they quicklyenslaved the humanoid race known as the gith, seeking toreestablish their empire in their new age. After centuries ofservitude, the gith successfully rebelled against the mindflayers. Much of the knowledge and wondrous magic broughtto the distant past from the illithid empire at the end of timewas destroyed in this rebellion, and for long years the mindflayers were scattered and disorganized in its wake.While the rebellion of the gith was a great catastrophe, themind flayers are a patient race. They need only wait in the darkness,planning, correcting foreseen mistakes, and gatheringstrength for the time when they return to ascendance.In the impossibly far future, when stars are reduced topale, red cinders fl ickering coldly over somnolent worlds,the illithids will rise from their subterranean dens to face thelanguid twilight and establish once more the empire they lost.They will be stronger, crueler, and hungrier than ever, and allhope will die.[/sblock]LANGUAGE[sblock]Mind flayers have no spoken language of their own. Amongthemselves, they communicate entirely by means of telepathyaccented with tentacle motions. At fi rst, their telepathy isshort-ranged and limited to creatures within their line ofsight. As a mind flayer matures, it gains much greater controland power, plus the ability to maintain communication withmultiple minds at once.Mind flayers understand and can speak Undercommon,when verbal communication is necessary. Due to their highintelligence, most mind flayers know a number of other languages,too—usually Common, Elven, Aquan, and Infernal.While they despise speaking any language aloud, mind flayersfind it useful to be able to read texts produced by humans orby their common subterranean rivals, aboleths and drow.Mind flayers use a unique written language known as Qualith.Qualith has no spoken form; it is a record of pure telepathiccommunication. Qualith script resembles four parallel lines ofraised dashes and spaces, intended to be read by touch. Eachline carries an independent train of thought, but to understandthe message, all four lines must be read simultaneously. Thecadence of the writing attempts to capture the rhythm andsensation of multilayered telepathic communication. The effectis nearly impossible for nonillithids to understand or translatewithout years of study (DC 35 Decipher Script check).Qualith script is common throughout most illithid architecture.In many cases, it runs in unbroken expanses onevery wall. Explorers and intruders who don’t understandthe signifi cance of the geometrical markings mistake themfor religious symbols or decorative carvings.[/sblock]RELIGION[sblock]Illithid religion differs from most theologies in that it lacks anyconcern with the afterlife. Mind flayers know what becomes ofthem when they die—they meld with the elder brain. Instead,mind flayers revere a deity whose philosophies mirror theirown: that knowledge is the greatest commodity, darkness thegreatest illumination, the mind the greatest power, and illithidsthe greatest race. They have such a deity in Ilsensine.Ilsensine resides in the vast Caverns of Thought beneath thesurface of the Concordant Domain of the Outlands. It has nophysical body but manifests itself as cohesive thought in theshape of a gigantic, pulsing brain. Ganglia of infi nite lengthtrail outward in all directions from its glowing shape and reachto all corners of existence. Through these ganglia, Ilsensinetaps all the knowledge that is. It peers into the minds of thegreatest sages of all dimensions, saps fading memories fromthe desiccating brains of dead wizards, and stares across spaceand time itself to learn all there is to know. Of everything itsurveys, it judges the mind flayers as the most worthy of mortalcreatures.Mind flayers do not worship Ilsensine in the same sense that humans or elves worship their deities. They revere the god for itsgigantic, all- sensing mental capacity. To them, Ilsensine is the ultimate form of what an elder brain aspires to be and mightbecome, in the fullness of uncountable  eonsof growth. Theillithids envy its vast knowledge, which in practical terms appearslimitless. They entreat Ilsensine for favors and even supplicate it,but their innate, overpowering egoism prevents any true “worship.”The priesthood of Ilsensine is small and selective. Illithidclerics live monastically, pursuing knowledge for its own sake and engaging in experiments to develop new psionic powers. Through theirworship, they enlist the aid of all-sensing Ilsensine, who knows thingsthat are hidden even to the elder brains.Mind flayer priests are not reviled the way wizards (andespecially sorcerers) are, but they don’t mix with illithid society.They rarely leave their temples except when conductingimportant ceremonies.Taking a cue from Ilsensine, the clerics sometimes usecranium rats (see page 167 of the Fiend Folio) as spies or toconvey messages across long distances. When Ilsensine needsto intervene directly in material affairs, it most often sends itsproxy, Lugribossk.Clerics of Ilsensine can choose from the Evil, Knowledge,Law, Magic, or Mind domains. They rebuke undead.[/sblock]RELATIONS WITH OTHER RACES[sblock]Mind flayers have no friends. If an illithid treats a creature ofanother race as an equal, it is pretending friendship. Other races are useful when they bring information and trade goods.Ultimately, illithids have only two ways of interacting with otherraces: enslavement and consumption.If an illithid treats a drow or a duergar respectfully (never deferentially), it is doing so only to serve its own purposes.Of all races, mind flayers have special enmity for githyanki andgithzerai. Both of these races hunt illithids. Mind flayers show them no mercy and receive none in exchange.The only creatures that illithids fear are undead, because they have no minds to dominate. Undead cannot be psionically detected,cannot be attacked with mind-affecting powers, and cannot beslain by the removal of the brain—all characteristics that make them peculiarly dangerous to mind flayers.The Threat of the GithThe githyanki and githzerai are implacable foes of both theirformer illithid masters and of each other. The relationshipbetween these three races is one of millennia-long animosityand violence.In a very literal sense, the mind flayers created the githyankiand githzerai. They are the ultimate result of generations ofselective breeding of illithid thralls. The base race from whichthese two derived is unknown; gith progenitors might havebeen brought to the distant past from the illithid empireat time’s end, or they might have simply been a race of themundane world captured during the fi rst great mind flayerincursion from the future. Even the gith do not know. In anyevent, they are now suffi ciently removed from their originsthat the base stock is of interest only to historians.The githyanki and githzerai are more similar than eitherrace ever admits. There can be no doubt that at some time, notthat long ago (in absolute terms), these two races were actuallyone. The split actually occurred after the gith won theirfreedom from the mind flayers. The schism that divided theminto two camps was philosophical and social, not racial. Thehatred that it spawned was so intense, and still runs so deep inboth societies, that they can’t coexist on the same plane. Thegithyanki have chosen to live in drifting fortresses secretedon the Astral Plane, while the githzerai hide their monasteriesin Limbo.From these strongholds, both races foray to the MaterialPlane to seek vengeance on the mind flayers. The githyanki areprimarily a race of warriors and wizards, while the githzeraifavor the monk and rogue classes. While it is clear to outsidershow much these two groups could help each other, the thoughtis anathema to them. If githzerai encounter githyanki, theygleefully slaughter each other. Only the immediate opportunityto slay their common foe causes them to stop fi ghting andwork together.This animosity serves the mind flayers well. If the gith everwere to unite, combining their unique strengths and theirvast knowledge of the planes, the future would look bleak formind flayers. Clearly it is in the illithids’ best interest to keeptheir two most relentless foes at each others’ throats as longas possible. Specifi cally, the mind flayers take steps to preventtheir enemies from becoming too numerous or too powerful.They recruit spies among the githzerai and githyanki: membersof those races who, through blackmail or a desire for vengeance,have turned against their own people. These agents not onlykeep the mind flayers informed about their enemies’ plans,but also continue to stir the coals of racial hatred, assuringthat the two races remain separate. The illithids, on the otherhand, are immune from such machinations, thanks to theall-sensing elder brains. No spy could operate for long withina mind flayer community without being uncovered, and thepunishment would be the simplest and most effective of all:death without joining the elder brain.ThrallsIllithid communities are filled with slaves or, more correctly,thralls. Thralls do all menial work in illithid society. They arethe household servants, public workers, and draft animals.They even fill the ranks of the mind flayer armies, wheretheir role is largely to serve as cannon fodder while powerfulillithids wreak havoc on the enemy with mind blasts andmental domination.Newly captured slaves are subjected to inspection anddisinfection, followed by constant psychic bombardment toensure that they become docile and willing thralls. Thoselucky few who managed to escape from thralldom describeit as a waking nightmare. The slave is always aware of whathe is doing and is fi lled with revulsion at his deeds, but ispowerless to resist illithid commands. The hopelessness andhorror of this mental captivity bears down on the thrall as aconstant weight.Many thralls are captured in raids, but not all. Some arebred selectively for strength, docility, or even coloration orheight.Few thralls die of natural causes. Most become meals fortheir masters. Their usefulness doesn’t end at death, either.The bodies (minus the brains, of course) are fed back toother thralls.In addition to the tasks they perform, thralls provideanother service to their masters. Illithids have a need todominate lesser creatures and take great pride in the quantityand quality of their own personal thralls. An illithid with anespecially valuable or exotic thrall enjoys great prestige amongits peers, while an illithid without thralls is considered weakand incompetent.[/sblock]MIND FLAYER GOALS[sblock]Mind flayer society is unique in that illithids know theirdestiny is to dominate the universe. Illithids are not foolishenough to believe that the future cannot be changed, however,so they are not complacent. They know that the githyanki andgithzerai in particular might inadvertently alter the future bydestroying the illithid race.Elder brains excel at seeing the big picture. They take a longview that exceeds most races’ lifetimes. Their active schemesmight involve plans that won’t reach fruition for decades orcenturies. This sort of long-range planning makes it nearlyimpossible for outsiders to deduce what a group of mind flayersis planning. Sometimes, the mind flayers themselves don’tentirely understand why the elder brain instructs them to docertain things.In the short term, though, mind flayers work toward a fewrecognizable goals.They oppose and kill githyanki and githzerai wherever andwhenever they locate them.They establish links to nonillithids who can be of serviceto them while scouting others as potential targets for raids.They seek to maintain a steady inf lux of brains fornourishment.They expand their knowledge in every area. Only throughknowledge can they make accurate predictions about thefuture.They seek to undermine burgeoning empires on the surface.Illithids don’t see surface empires as direct threats to theireventual rise. Rather, they interfere with growing empiresexperimentally. In this, the whole surface world is theirlaboratory. By meddling in surface politics to bring aboutgovernmental collapse, mind flayers hope to learn what pitfallsto guard against when erecting their own empire.The longest-range and most ambitious plan of all is to find ameans of extinguishing the sun. Mind flayers aren’t harmed bysunlight, but they hate it and avoid it at all costs. If the worldcould be plunged into darkness, the illithids could expandfrom their subterranean lairs onto the surface, where all thebest brains are to be found.THE FLOW OF FRESH BRAINSThe peculiar dietary needs of the illithids generate a signifi cantbarrier to maintaining ties with other races. Falling into theclutches of the mind flayers ensures a horrendous fate. Nomatter how the mind flayers encourage necessary trade withother races, no one should ever forget that illithids must devourbrains directly from the skulls of living victims to survive.How do they maintain a sufficient supply?A mind flayer must have a minimum of one fresh brain permonth. Any less than that and it suffers physical debilitation,becoming so weak that it could die. Its ideal diet is one brainper week. A mind flayer that consumes one brain a week doesnot feel deprived. It can eat more than that for enjoyment andfor the psychic boost, and it will if brains are plentiful.Typically, mind flayers consume somewhere between theminimum of one brain per month and the ideal of one brain perweek, averaging one brain every two weeks and supplementingtheir diet with other foods. This doesn’t sound like much,but consider the effect of a community of one hundred mindflayers. To maintain their health, they need fi fty brains a week,or 2,600 brains a year. Maintaining that supply is the mostimportant and diffi cult task facing an illithid community.The need for consumable brains is the chief reason whymind flayer communities tend to be small. Large communities(one hundred or more illithids) are rare. Cities of up to twothousand are even more so. They are so rare, in fact, that sagesconsider them fables.To maintain their diet, mind flayers rely on three methods:breeding their own supply, taking the brains of intruders, andbrain raids.Breeding Their Own SupplyIllithids maintain large stocks of thralls, and few die naturaldeaths. The mind flayers’ needs cannot be met entirely throughstocks of slaves, however. The races that produce desirablebrains mature too slowly to be effi cient livestock. Usinghumans as an example, and assuming that a human brainreaches “ripeness” at the age of twenty, each illithid wouldneed more than 250 slaves just to assure its own minimumfood supply. Even a small outpost of twenty illithids wouldneed fi ve thousand human slaves in its feed lots, and a thirdto a half of them would be too young for heavy work. For ahealthier diet, that number doubles, and it quadruples for anideal diet. The logistics behind such a massive program makeit impossible.Other races mature faster than humans. Goblins, orcs, andgrimlocks, for example, reach consumable age in one-half totwo-thirds of the time it takes a human . . . but they are notnearly as desirable as food.Besides the logistic issues, the brains of lifelong thrallsare less satisfying to mind flayers than the brains of freeindividuals. A thrall has few true experiences to rememberand even fewer emotions, which are the “meat and potatoes”of a nourishing, fulfi lling mind.Preying on IntrudersThe second method for maintaining a supply of brainsinvolves pouncing on intruders that wander too near illithidstrongholds: roving monsters, imprudent traders, and, bestof all, adventure-seeking heroes. While the active, experience-and magic-fi lled minds of adventurers are consideredamong the tastiest of all, they are few and far between.Harvesting such brains involves considerably more thanan average level of danger. Wizards and paladins who comearmed with potent spells and magical weapons put up astrong fi ght. The greatest drawback to this method is thatintrusions occur too infrequently to be more than a happysurprise for mind flayers.Brain RaidsThe third—and only reliable—solution for illithids is to capturethe brains they need through constant, aggressive raids.Brain raids can be far-ranging, since illithids prefer notto depopulate their immediate vicinity. They prey on boththe subterranean and sunlit worlds. Below ground, theirfavored targets are drow, kuo-toas, duergar, deep dwarves,deep halfl ings, and derro (chiefl y because of their delusionsof grandeur, which lend their brains a pleasing tanginess).Goblins, hobgoblins, and grimlocks are consumed whennecessary, and sometimes become staple foods, but they arenot highly rated due to their mundane intelligence and lack ofimagination. Creatures such as umber hulks and xorns becomeillithid food from time to time, but more for their exotic naturethan anything else. Illithids avoid eating troglodytes in all butlife-or-death emergencies.The surface, with its wealth of warm-blooded humanoidraces, provides better hunting. Humans, halfl ings, elves,and dwarves are the most prized. Orcs, goblins, ogres, andhobgoblins that live on the surface are regarded more highlythan their subterranean cousins. Sprites, nymphs, satyrs, andother faerie creatures are hard-to-catch delicacies.Raids come in two varieties, distinguished by whetherthe goal is food or captives. Food raids are easy to organizeand short in duration. A few mind flayers marshal theirpsychoportive powers to teleport or travel astrally to a targetlocation. Once there, they either set up an ambush or burst inupon their victims for maximum surprise. After feeding, theyreturn home and the raid is over.Such raids have wiped out entire villages over the course ofmonths when several mind flayers decide to return repeatedlyto the same location to feed. Ten mind flayers, each taking avictim a week, kill one hundred and thirty people in a singleseason. Because they almost always take the strongest first, avillage’s ability to resist (typically inadequate to begin with)can be wiped out before the inhabitants even understand what’sattacking them. Once the leaders and strongest warriors aregone, those who don’t flee to safer havens live only until araiding illithid tracks them down.Mind flayers are careful to cover their tracks. They don’tleave bodies lying about with emptied skulls to testify to theidentity of the attackers. A town under this kind of mindflayer attack simply experiences mysterious disappearances.Knowledgeable hunters of illithids can estimate the numberof illithids involved by counting the disappearances in a week,assuming that all the missing are reported (which might notbe the case in a city or large town).From the raiders’ perspective, raids for captives prove muchmore complex and require a great deal of logistical planning.The chief problems include the difficulty of transportingthralls to the site of the raid (since thralls are needed to roundup and manage the captives), and the means of bringing thecaptives back to the mind flayers’ home without sufferingreprisal attacks.These tasks are typically beyond the mind flayers’ psychiccapability. Too many people are involved. For a raid projectedto capture one hundred able-bodied adults, mind flayers wouldwant to bring along at least twenty thralls, and possibly asmany as fi fty if resistance is expected. For a raid targeted at atown 200 miles from the illithids’ home base, a sizable caravanmust travel undetected to the raid site and then home againwith unwilling captives in tow. On the outward journey, thetarget could be reached in four days, but the return journeyinvolves much greater danger. The captives are driven hardto cover 30 or 40 miles a day. To keep the caravan light, theyare fed very little. Many die of exhaustion, exposure, or griefalong the way. A hundred-captive caravan racing 200 miles tosafety might expect to lose as many as half its captives by thetime it reaches its destination.Such an undertaking carried out on the surface and throughinevitable cycles of day and night exposes mind flayers to muchgreater danger than they are willing to accept. To reduce thedanger, they seldom travel with the captives. Herding is leftin the hands of conditioned thralls. The illithids use psionicor magical means to travel instantly and safely. They mightcheck on the caravan nightly, when they feel more secure onthe surface. Otherwise, they are unlikely to be found in thecompany of a slave caravan.To improve the odds of bringing in a large batch of slaveseffi ciently, raiders travel below ground as much as possible.Twisting caverns beneath the surface are more extensive thanmost surface dwellers realize. By planning their raids carefullyand undertaking some judicious engineering, mind flayerscan restrict the distance their raiders need to travel on thesurface to a few miles. Emerging from natural or thrall-dugcave openings, the thrall warriors and their illithid overlordsstrike a village in the darkness, slaughter indiscriminatelyto spread terror and subdue the survivors, round up the bestmen and women, and, with a hard push, are back undergroundagain before the sun comes up. To militias and feudal leadersunfamiliar with mind flayers and their tactics, such a raidappears as a terrifying and inexplicable incident.By sticking to meandering, subterranean pathways, theraiders might lengthen their journey by a hundred miles ormore. The added travel time is well worth it for the greatersecurity and chance of success that it provides. If pursuersfollow the captives into the underground, they must deal withmind flayers on the illithids’ own terms—never an attractiveproposition.EXPANDING KNOWLEDGEMind flayers gather knowledge in four ways: They purchase itfrom traveling merchants, steal it directly from the minds oftraveling merchants, absorb it from the brains of their victims,or read it from the minds of their captives. None of thesemethods are ever used in isolation. More than any other race,mind flayers are aware of the ways in which faulty perceptionand personal interpretation can distort facts. They always seekto verify important information with multiple sources.Mind flayers are most interested in news about happeningson the surface of the world, what the drow are plotting, anythinghaving to do with githyanki or githzerai, news involvingtheir own activities, and important astrological or magicaldiscoveries. They are interested in everything else, too, butthese subjects command their attention.INTERFERING IN POLITICSFew surface dwellers understand how and why mind flayersinvolve themselves in the affairs of surface realms. Most wouldbe even more surprised to learn that the illithid infl uence is notentirely negative. Mind flayers have been known to interveneto prop up failing governments or aid weaker societies againstencroachment or invasion by someone stronger. Of course,it’s impossible to aid one society in that way without actingat another society’s expense, so “positive infl uence” dependson the point of view. If a society is plunged into anarchy anddesolation to allow another to expand, the interference thatbrought about that change of fortune can hardly be consideredpositive.Mind flayers find it surprisingly easy to influence surfacepolitics, using their tremendous psionic ability to read andimplant thoughts. Their machinations are always behind thescenes. They alter the mind of a king or queen directly whenthat sovereign is strong, or they work through the mindsof advisers and sages when a monarch is weak-willed. Thereverse experiment is also a worthy exercise: infl uencing astrong-willed monarch through his councilors, and addingdecisiveness and purpose to weak rulers.The extent of this manipulation is impossible for surfacedwellers to judge. Few ever become aware of it, and they areseldom in a position to do anything about it. In cases where aseemingly healthy monarch or noble abruptly begins actingin a way irreconcilable from his or her established beliefs, thepossible cause might lie beyond senility, madness, or demonicpossession. A wise court wizard would do well to guard hissovereign against mental manipulation.Contrary to what some believe, illithid motivation for meddlingin surface politics does not involve creating chaos orinstability for its own sake; that is mainly a side benefit, fromtheir perspective. In truth, the elder brains seek to understandthe dynamics of the rise and fall of kingdoms, empires, andcivilizations. The history of their own, original rise fromobscurity to universal domination is lost to them—they don’tknow how they did it the fi rst time. Now that they have beengiven a second opportunity, they intend to maximize theirchances of doing it right and making it last forever. To that end,they want to explore every pitfall, every catastrophic decision,and every nuance of rule, warfare, diplomacy, and governancethrough surface proxies.EXTINGUISHING THE SUNThe idea that the mind flayers are destined to one day rulethe universe is alarming enough. Even more horrifying isthe thought that they might fi rst reshape the universe tomake it more amenable to their purposes and to hasten theirascendance.Their peers might consider them insane, but a few elderbrains actively work toward the goal of putting out the sun.They draw their inspiration from the massive psychic detonationthat hurled the remnants of their civilization backwardthrough eons of time. If concentrated, focused psionics couldaccomplish that, they reason, why couldn’t it accomplishsomething else just as cataclysmic?Rational minds counter that while the jump back in timewas necessary, it was also drastic beyond measure, could easilyhave failed with catastrophic results, and left such destructionin its wake that centuries would be needed before the survivingmind flayers were able to establish their dominance again.In other words, the risks outweigh the potential gain, sincethe sun and other stars will burn out on their own withoutaid from the mind flayers. All that’s needed to bring aboutuniversal darkness is patience.Because this plot finds little acceptance among the widerillithid community, elder brains that pursue it do so quietly.In some cases, they keep their agenda hidden even from themind flayers that serve them. Only a few of the most fanaticalsocieties work openly for this goal. Most mind flayers acknowledgethat it would be a tremendous accomplishment, but theysimply believe that it cannot be done.As a counterpoint, some illithids believe it would be morerealistic to fi nd ways for their race to exist comfortably andfunction effectively in daylight. This type of practical thinkingenjoys greater acceptance among mind flayers, even thoughmost cannot imagine living in the light without protectivegear. Being immersed in sunlight is nearly as horrifying to anillithid as is the thought of drowning in blood to a human.[/sblock]LAGURNO, ILLITHID SEPT (The PC's Home)[sblock]Lagurno is a typical mind flayer community. The descriptionbelow covers details of this specific sept (hidden city) as wellas general characteristics of other illithid communities.Lagurno consists of two distinct sections: Upper Lagurno,the duergar village that most visitors encounter first, andHidden Lagurno, which lies almost 200 feet below, linkedby spiraling secret ramps. The duergar village is home to themind flayers’ thralls. It also serves as a red herring to throwoff anyone searching for evidence of the illithids’ presence.APPROACHING THE CITYMind flayer communities place a high premium on stoutdefenses. Illithids have few friends and many enemies whowould go to great lengths to destroy a mind flayer town or killan elder brain. Lagurno is no exception to this rule, and theillithids of the community vigilantly maintain their defensesagainst attack.Thrall PatrolsIllithids regularly patrol the tunnels and passages leading toLagurno. Mind flayers frequently lead these patrols, but if theydetermine that they need to conceal their presence for a time,they dispatch patrols consisting of nothing but dominatedthralls, counting on the power of their mental abilities to holdthe thralls to their exacting orders.UrophionsThe passages in the immediate vicinity of Lagurno are guardedby urophions, horrible illithid ropers. Urophions lay theirambushes in areas where passages become narrow, twisting,and rough, with mazelike side passages winding into darkness.The correct path might be easy enough to follow by the signs ofpassage on the stone floor, but the constricted tunnels heavilyfavor the urophions.About half the time, a urophion operates in solitude. Therest of the time, two or more urophions work in concert. Thesegroups are much more dangerous. They allow intruders tomove past the first urophions; the last one springs the ambush,then the others seal off the route of escape.InquisitionsIf the mind flayers of Lagurno become aware of an intrusion intotheir hidden city, as opposed to adventurers bumbling around inthe passages around the thrall village, they quickly and efficientlyorganize inquisitions to hunt down and destroy the intruders.The Final DefenseThe last line of defense for the community is the elder brainitself. The elder brain constantly scans passages and tunnelsin and surrounding the city with its divination magic, lookingfor any living, thinking creatures. If it finds sentient beingsthat it cannot recognize or identify, it mobilizes active defensesagainst the intruders.As long as intruders remain outside the elder brain’s zoneof telepathic awareness (more than 350 feet from the brain, inother words), standard defenses against scrying magic shouldserve to conceal them from its searching mind. The elder brainis an exceptionally potent psion, and its divinations are powerfulenough to shatter simple defenses such as nondetection.Within the elder brain’s zone of telepathic awareness, thereare few ways to avoid being detected. Standard defenses againstclairvoyance and clairsentience don’t work because the elder braindoesn’t search for visual or audio clues; it scans for thought.The only effective defense is one that shields a character’sthoughts from any sort of detection, not just mind reading.UPPER LAGURNOUpper Lagurno appears as a normal duergar village in mostrespects. Huts of stone with moss roofs crowd the center oftown. On the lower side, a collecting pool stores water thatdrips from overhanging stalactites. Animals are penned or keptin sunken pits. Mushrooms grow abundantly in side caverns.In other words, nothing readily apparent about the villagealerts anyone that it’s more than meets the eye.Almost every illithid community uses its thralls as a formof camoufl age. Because the mind flayers rarely linger in thethrall village without good reason, travelers logically assumethat the duergar (in this case) are the masters of the place.The entrance to the illithids’ deeper lair might be hiddeninside a home, a temple, a well, a protected cave, or anothersecret location. It is designed to blend into the site and notstand out or attract attention as an unusual structure. Itwon’t necessarily be the biggest, cleanest, strongest, or bestprotected edifice in the village. The entry point to the mindflayer community proper is always guarded (from the innerside) by illithids that visually inspect and mentally scaneveryone seeking entrance. Three illithids remain on handto perform this vital service at the entry point to HiddenLagurno at all times. The job rotates among members of thecommunity, and they consider it a high honor to performthe duty well.All the duergar in the village of Lagurno are thralls. Thepopulation of the village is about 300, including 125 adultmales, 105 adult females, and 70 juveniles.HIDDEN LAGURNOBelow Upper Lagurno lies the mind flayer sept known asHidden Lagurno. Few nonillithids who set foot in the spiralingtunnels descending to Hidden Lagurno leave it again—exceptas mind-dominated thralls.Hidden Lagurno is virtually lightless. The mind flayers needno illumination, and they hate its presence. The only lighting isfor the benefit of thralls, and it’s very dim in areas frequentedby mind flayers.Those with the ability to see the mind flayers’ architecturediscern dripping walls carved in twisting, writhing patternsreminiscent of tentacles twining around themselves. Moistureglistens everywhere. Thralls shuffle listlessly here and there,apparently carrying out errands but with no sense of urgency.Silence reigns.Upper levels of structures are accessible by ramps and stairs,even though not all illithids need them. Sprinkled aboutthe area seemingly at random are stocks built to restrain ahumanoid creature by clamping down on its neck and wrists. Observers might realize with some horror that these are the mind flayer equivalent of dining tables.Although a small community (Lagurno houses only a few hundred illithids and about three times that many thralls, who live in theupper village), Lagurno covers a large area. Passageways are broad andseem to stretch for needlessly long distances between areas. Mind flayers like to have a lot of personal space. They enjoy solitude where they can be alone with only their thoughts and the elder brain’s omnipresence.The vast hallways provide them with solitude in their self-imposed confinementbelow ground.Central PlazaIllithid communities organize around a central plaza. It’s not known if thishas always been so or if it’s an outgrowth of their current subterraneanexistence.The central plaza is large by subterranean standards, but despite the opulence, an air of ancient decadence hangs over the scene, heightened by the forms of illithids moving silently or conversing wordlessly, their tentacles writhing in a sickening dance.The main feature of the plaza is a great fountain surroundedby a pool. Smaller fountains and pools are arranged symmetricallyaround the primary fountain. Some of these serve as baths for illithids to keep themselves clean and their skin moist. Others, especially fountains with wide sprays, primarily function to keep humidity high in the cavern.The walls and pillars of the chamber are carved so that theyseem to undulate beneath their glistening layer of dampness.Ramps circle the walls, leading up to doorways and overhangingbalconies.The walls of this spacious chamber are honeycombed withthe illithids’ individual dwellings. Every illithid, even thevery youngest, has its own living space. The size and locationof each space varies according to status. Living spaces atground level are reserved for the most esteemed: communityleaders, favorites of the elder brain, the most powerful psionsand wizards, great hunters, and even popular performanceeaters. As the living spaces rise above the level of the plaza,they become smaller, less intricate, and less prestigious.Top-level spaces are small, roughly excavated, and meantfor young illithids. Ironically, the highest spaces go to thoseleast capable of reaching them, and the lowest to those thatdon’t truly need their convenience. This is the elder brain’sconcept of motivation.Balconies and walkways all around the walls of the plazaconnect by spiraling ramps, but illithids with the power tolevitate float majestically to the levels of their living spaces.To an outside observer (assuming he could see anything inthe gloom), an illithid plaza is unnerving not only becauseof its alien, organic-seeming architecture, but because of itsunearthly silence. Mind flayers in flowing robes walk slowlyalong the ramps or float telekinetically from level to level whileothers drift languorously in dark, indifferent pools of steamingliquid, all in near-complete silence. Only the splashing of thefountains and the occasional grunt or scream of a thrall beingpunished—or devoured—breaks the hush.At any given time, about twenty mind flayers mill about inthis plaza, with thirty more in their living spaces. Approximatelythe same number of thralls attends them. While thralls are scarce in many parts of Hidden Lagurno, they outnumber illithids in the plaza because common thrall errands (carrying messages, stonework, menial labor, and meal service) bring them here.Fresh Capture PitFrom time to time, large numbers of captives are brought enmasse to an illithid stronghold. The spells and psionic abilitiesthat transform a captive into a thrall include difficult, high-levelpowers. Enthralling fifty or more captives is a time-consumingprocess; it could take weeks before all are broken.While their wills are still free, captives are confined in apit about 20 feet deep and 100 feet wide with smooth, verticalsides slick from condensation. The only way in or out is to beraised or lowered telekinetically or, if a suitably powerful mindflayer is not available to perform the telekinesis, by a winchoperated by thralls.In Hidden Lagurno, the duergar, drow, and grimlocksconfined to the pit live a truly wretched existence: filthy, halfstarved, and sometimes packed in so tightly that there is noroom to lie down or even sit comfortably. They mill aboutweakly or lie in the filth covering the fl oor. They find releasefrom the pit only if selected for enthrallment, experimentation,ceremorphosis, to become a meal, or for some other twistedillithid purpose. The greatest number remains in the pit untilthey are eventually eaten. Depending on the kind of creaturestrapped, lethal battles and even cannibalism occur, especiallywhen the supplied food and water are insufficient.The pit in Hidden Lagurno can accommodate two hundredcaptives without being stacked to capacity, or three times thatnumber if they are packed in tightly. On a day-to-day basis, thetypical occupancy reaches one hundred to one hundred and fifty captives.Thrall BarracksMost of the duergar live in Upper Lagurno, serving as camouflage for the mind flayer settlement beneath. The mindflayers of Hidden Lagurno also retain a number of otheruseful thralls—large, powerful monsters such as ogres, trolls,minotaurs, or even giants that serve as the city’s elite defenders.The sudden appearance of disparate groups of monsterscooperating together could be a clue to the presence of mindflayers in an area.The thrall barracks are much cleaner and more comfortablethan the capture pit. Thralls who have been broken tomind flayer rule are assets, and it’s not efficient to treat themso badly that they can’t work at full strength. Small, doorlesssleeping-cells and silent dormitories comprise most of thethrall barracks, which remain quiet and orderly despite thenumber of potentially hostile creatures forced to live in suchclose quarters.Hidden Lagurno’s thrall barracks are home to about onehundred and fifty thralls of various races, including a hundredhumanoids (mostly duergar, grimlocks, orcs, and a few lucklesshumans) and forty giants (mostly ogres, trolls, and a few ettinsand hill giants). Minotaurs and rarer monsters make up therest of the thralls here.To be fully effective, new thralls need to adjust physicallyto their enslavement. Thralls might be assigned tasks by themind flayers that they had no previous training for—as miners,valets, cooks, or warriors. Some are instructed in the fine pointsof acting as a mind flayer’s personal servant. Others learn tohandle a stone drill and mallet, practice fighting with dulledweapons, or are simply taught to receive punishment withoutcrying out.Illithids place very little value on the life of any individualthrall, but they abhor wastefulness. A thrall that kills itselfand possibly others by causing a tunnel under construction tocollapse has wasted not only its own life (a demonstrably usefulcommodity) but also the lives of other trained thralls and thetime needed to redo the work. Consequently, the barracksinclude large classrooms and training pits, where new thrallstrain for the work they are destined to perform as slaves. Insome cases, thralls are brought back for retraining if they proveunsuitable for their assigned work because of advancing age,physical infirmity, injury, or a rebellious temperament (thoughthralls in this last category more often than not end up on themenu). The mind flayers have developed a highly effectiveprogram of rewards and punishments to spur training. By thetime a thrall completes its indoctrination, it is docile, ready towork, and eager to please. Older thralls carry out most of theinstruction, under the supervision of five mind flayers.BazaarWhen goods are brought in from outside, they are “sold” inthe bazaar. Here mind flayers purchase fine cloth or tailoredclothing, meat and other food besides brains, psionic or (rarely)magic items, books, furniture, and all the other necessities ofdaily life and study as a mind flayer.This area is instantly recognizable as a market. Tables bearinggoods of every variety line the chamber in orderly rows. Merchantswith wares to sell haggle soundlessly with customersover goods and services. The “merchants” are duergar thrallswho purchase goods from outside vendors in Upper Lagurno.Merchants of other races are not brought into Hidden Lagurno,except as thralls.Despite their alien nature, mind flayers carry on the businessof buying and selling in a familiar way. The chief difference isthat mind flayer communities operate without money. Theireconomy is based on a complex system of barter for services,favors, or training. Cheating and fraud are impossible becausethe elder brain makes note of every transaction and enforcesthe system. It’s not uncommon for a mind flayer to owe dozensof debts and be owed just as many in return, with no doubtthat all will be paid.Although they have no need for money, some illithids doaccumulate gold, silver, and other forms of treasure for itsbeauty, for its usefulness in procuring objects from otherraces, or because of an innate desire to hoard. This acquisitivebehavior is not considered aberrant unless it becomes obsessive.Performance Eating ArenaThis chamber forms a stadium. A stage occupies the lowest,central spot, with stone benches arranged in a semicircle aboveit. The stage features a wooden stock shaped like a small tablewith a hole in the center. The tabletop is hinged so that it canbe opened like horizontal stocks and then clamped around aperson’s neck, with the trapped person facing the audience.Illithids need one brain per month to meet their minimumphysiological needs for survival. Many eat more than that,depending on their status within the community and theirpersonal success at hunting. Even the most compulsive braingourmand is restrained by the need to protect the community’swhereabouts and by the elder brain’s commanding presence.The fact that mind flayers can exercise control in theirappetites does not lessen their hunger for more brains. Theyhave arrived at a peculiar solution to this problem: performanceeating.Illithid performance eaters train to extract every possiblenuance from the eating experience. They give careful considerationto how the victim is fed and treated prior to the performance, how it is restrained during the performance, and the physical process of extracting and consuming the brain. This exquisite culinary event is shared with the audience through telepathic means, so that every illithid in attendance experiences the meal as if it were the one eating the brain.Adventurers captured by illithids often suffer this fate. Theirunusually active, exploit-filled minds are widely acknowledgedas the most delightful to illithid senses. Further, free mindsthat have never been enthralled are considered superior tothose of slaves. Through performance eating, every mind flayerin the community can experience the thrill of eating such afine brain.Much of the time, this auditorium is empty. Eating performancesoccur several times a week, but most are small eventswith only a dozen or so mind flayers in attendance. Large,multimeal special events that draw most of the communityoccur perhaps once every two weeks.The hall also hosts other activities including lectures,demonstrations, debates, and even theatrical performances.Sometimes thralls are forced to perform classical plays.Laboratories and WorkshopsThese rooms could be the well-stocked labs of any college ofwizards or alchemists. They are filled with books and scrolls,bubbling beakers, complex mechanical apparatuses in varyingstages of completion, and cadavers and body parts that appearto be the objects of study.Mind flayers are curious; it is one of their few admirable qualities.When they turn their powerful intellects to a problem,they investigate all potential channels for solving it—psionic,magical, and scientific. Illithids can be found working on anynumber of devices in their labs, some of which would horrifyany nonillithid investigator. On a typical day, ten illithidsoccupy the labs, along with fifteen thrall servants and anotherten to twenty thralls being used as test subjects.Nutrient VatsDozens of stone vats, each the size of a large laundry tub, dotthe floor of this chamber. Occasionally, a bubble rises slowlyto the surface of one of these steaming pots, struggling toburst through the skin that forms atop the fluid and befoulthe air. The floors and walls are streaked with dark stains. Adozen thralls wearing masks stir the fetid tanks or add matterto the stew.Mind flayers derive vital psychic and physiological sustenancefrom consuming brains, but their bodies also needlarger quantities of “normal” nutrition to survive. Some of thiscomes in the form of meat no different from what a human ordwarf would eat. Most of it is ingested in the form of a nutrientsoup fermented in these vats. Proteins in many forms areadded to the tanks, then siphoned off for consumption when“ripe.” Mind flayers derive pleasure only from eating brains.All other consumption serves to keep the body functioningand healthy but it is not a source of enjoyment.Temple of IlsensineThe far end of this long, gently curving hall features an idol ofa massive, disembodied, floating brain trailing long ganglia.The stone tendrils twine across the floor in confused knotsbefore separating at regular intervals into rising columns thatseem to writhe toward the ceiling. Braziers of incense fill theair with a scent of spices so cloying it overwhelms the lungsand stings the eyes.This carved image of Ilsensine is believed by mind flayersto be a very good likeness and approximately life-size. Sinceillithids don’t truly worship the deity, they wander in only asthe mood strikes them to make sacrifices or request boons.Chambers attached to the central temple house the fiveclerics and seven acolytes that serve the god. These clericalmind flayers seldom leave the temple sector. On rare occasions,they conduct processions through the central plaza or to extract their pick of the thralls and captives from the pit for unknown purposes. Sometimes they move silently through the community on unknown errands. Their purposes and accomplishments are not well understood by other mind flayers, but the elder brain sanctions everything they do, so their activities are not questioned.These servants of Ilsensine have no cleric levels at all. Two aresorcerers; the others are simply normal mind flayers trained inthe lore of Ilsensine, choosing ranks in Knowledge (religion)in preference to other fields of learning.Birthing PodsCeremorphosis is not an easy process. The body suffers fitsof madness, delirium, terrible convulsions, and worse as thebrain is slowly devoured. When a tadpole is implanted into ahost body, it is brought to this moss-lined chamber to completethe week-long transformation. At least one mature illithid andone or two thralls watch over the twitching, convulsing bodyto prevent it from injuring itself and to occasionally wash thefilth from its body when it momentarily stops thrashing.Mind flayer “births” are rare, so most of the time, thesechambers are empty. They could be used for more thanone ceremorphosing tadpole at one time, but that seldomhappens.The Pool of the Elder BrainThe elder brain lives in a pool that dominates the center of thechamber. The pool is about 10 feet deep and 50 feet in diameter,surrounded by a wide lip intricately carved with images andQualith inscriptions. The liquid in the pool is dark, swirling,and foul smelling. Countless small shapes (illithid tadpoles)swim to and fro in the murk. At the bottom of the pool, theformless mass of the elder brain stirs listlessly, seen more as ashadow than a discernible shape.Mind flayers regard the protection of the elder brain againstdirect attack (mainly from githyanki and githzerai, their mostimplacable foes) as the most important duty of the sept. Unlikeother chambers in Hidden Lagurno, the pool of the elder brainis protected by a large, sturdy door that is kept barred andpsionically sealed from the inside. Anywhere from three tofive mind flayers are constantly in attendance in this chamber,minding the pool and ready to respond to any request the elderbrain might make. Normally, only mind flayers are permittedto enter, but on rare occasions, the elder brain indicates thatparticularly interesting captives should be brought before itfor inspection and questioning.[/sblock][/sblock]Pictures of Mind Flayers[sblock]<img src="http://www.wizards.com/dnd/images/xph_gallery/80514.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/xph_gallery/80455.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88108.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88109.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88112.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88115.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88146.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88147.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88154.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.wizards.com/dnd/images/lom_gallery/88155.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" /><img src="http://www.waynereynolds.com/PaizoGallery1A/4.jpg" alt="" class="fr-fic fr-dii fr-draggable " data-size="" style="" />[/sblock]</blockquote>

Verification