Mindflayer

Mindflayers are the sadistic monsters that populate the deepest known parts of the world, feared for their psionic abilities.

## Background

From their twisted lairs in the deepest caves in Wraimall, Mindflayers sought to expand their dominion over all other lifeforms they encountered, controlling their minds to use them as obedient thralls. They consumed their victims' very personality by extracting and devouring their brains while they were still alive.

### Description

The origins of Mindflayers is debated, and few even know of their existence. They are most known to the Dwarves, who are their mortal enemies in the dark recesses of the earth. In terms of height, weight, and build, Mindflayers were roughly comparable to thin humans, but it was at this point that any external comparison to humanoids ended. A mind flayer's body was, in fact, a gruesome mockery of the humanoid form. Their flesh is soft, supple, moist, and rubbery, resulting in an unmistakable texture easily distinguishable from any other creature by anyone familiar with it. Mind flayers that were healthy from brain-rich diets excreted a thin film of slimy, glistening mucus that kept in moisture and gave off a faint odor similar to onions, garlic, or even vanilla, although the smell was imperceptible from afar. Their blood had a silvery-white color.

Mindflayer's bulging, ridged, elongated head was reminiscent of an squid, with a cluster of four flexible, unsegmented, extendable, purplish-black tentacles surrounding their mouths. The tentacles could range in length from 2​ to ​4 feet (0.61​ to ​1.2 meters), appearing shorter when an Mindflayer was at rest. They writhed and undulated almost constantly and absent-mindedly while the Mindflayer pondered or otherwise was not using them, and flexed in anticipation when sentient beings drew close. They were also incredibly dexterous, powerful, and could be fully controlled by the mind flayer to perform both fine and strength-based tasks. Mindflayer hands were long, slender, and lacked an index finger, but were otherwise similar to those of normal humanoid creatures. The remaining fingers and opposable thumb were red to mauve in coloration, and their nails were thick and black. Though Mindflayer nails seemed dangerous, they were actually blunt and composed of soft cartilage, and so had little hope of being effective weapons. Mindflayer hands and feet are webbed, which were also nailed and could flex widely apart, enhancing their swimming abilities.

Mindflayers were known to dress in flowing and dramatic robes and cloaks. They are rarely seen without distinctive boots, which concealed their webbed feet. They often wore high, flaring collars, dark hats, and various other pieces of ornamentation.

### Personality

Mindflayers have utterly alien thought processes and enigmatic objectives. They see themselves as masterminds that twisted others into serving their own sinister and far-reaching schemes. While some individuals can show extreme variance in mindset, the majority shared many common beliefs and precepts.

Mindflayers are megalomaniacal in the extreme, tyrants driven by an immense ambition and intrinsically ruled by an overwhelming sense of self-importance. The Mindflayers seek nothing less than to claw their way out of the depths of the earth and dominate the world, knew their destiny was mastery over the land, and the ultimate prize they yearned for was complete dominion over all the planes of existence, with the power to reshape reality and all within it to fit their otherworldly designs. However, mind flayers did not believe themselves to be horrifying monsters.

In the eyes of the Mindflayers, their kind acts as agents of "Order", forces of law tasked with taming a chaotic and unguided universe. They saw the various races in its confines as potential slaves with no supervision, living out aimless existences and working with no direction. In this role as multiversal caretakers, the Mindflayers constantly worked for what they saw as the betterment of the cosmos, asserting their ultimate control to provide the restoration of order that only their superior species could bestow to all the multiverse.

The Mindflayers strongly believe in their manifest destiny, and viewed the task of bringing the world to heel as one of great importance. The Mindflayers instructed all who questioned this view to look at the biological facts, how they stood at the top of the food chain and how all others naturally fell beneath them. While the Mindflayers recognize that other creatures resist their control, they perceived this as a natural result of reality's current state, the unknowing thralls within not knowing any better than to fight their masters.

Utterly arrogant, Mindflayers were elitists who believed all creatures to be inferior to themselves, livestock fit to fulfill only three purposes: to die as their food, work as their slaves, or serve as vessels for more of their kind. Even so, the Mindflayers do feel a sense of gratitude towards lesser beings. In truth, they truly appreciated the "gifts" of those they feasted upon, and sincerely felt that they were giving their livestock a gift of their own when they consumed their brains.

Mindflayers had to dominate not only to achieve their goals, but to fulfill certain basic needs of their own. Without a mind to control, a Mindflayer would feel incomplete. They actually have an intimate relationship with their own slaves, suffering when they died (whether by sickness, age, or physical harm) and sometimes going mad from loneliness without their constant companionship. Mindflayers were known to postpone their other goals just to renew an emptied retinue of slaves and every Mindflayer had at least one personal servant. When they found one they favored, Mindflayers would go out of their way not to eat personal thralls in bouts of hunger or anger, and might even grant them toys and trinkets to occupy themselves with when not working.

### Individuality

While almost every Mindflayer sought the dominion of their race, each was an incredibly intelligent, individual entity with different ideas on how to make that happen. Some would do so with military might, creating grand thrall armies to conquer the world, while others sought to use their psionics to create powerful magic items to use in their quest. Their intentions in given situations could seem bizarre, sometimes to the point of being incomprehensible, but almost every action taken was meant, in some way, to help them achieve their racial supremacy.

Despite their emphasis on order, Mindflayers were actually incredibly competitive, as well as individualistic, to the point where they seemed hesitant to work as a team. However, while competitiveness was common, this personal desire for success served to enhance the group overall. Each mind flayer recognized that, in order to contribute to their collective intelligence, every member of the community had to obtain as much wisdom and experience as possible. When the individual failed, the community would put aside their ambitions for the greater "good".

A Mindflayer's natural desire to compete, combined with their high levels of intelligence, meant that they were incredibly innovative beings able to come up with unique solutions to their problems. Whether using psionics, alchemy, magic, mundane technology, or some combination of the four, they were creatures of immense creativity and cunning constantly spurred on to reach new heights of individual achievement.

### Knowledge

Most Mindflayers understand that knowledge equals power, basing their existence on vast volumes of shared information, and so the Mindflayers seek to expand their knowledge in all fields. They use varied methods to obtain information, always sourcing, verifying, and cross-checking acquired knowledge, for they understood better than any how personal perception and interpretation could twist the truth.

In their thirst for knowledge, Mindflayers bargain, collect, interrogate, spy, steal, and plunder, obtaining their information from abandoned crypts, enemy storehouses, captive minds, wandering traders, and unwitting pawns. Through these activities they collect arcane secrets, forgotten lore, recent news, supernatural discoveries, and items of power. Different Mindflayers place varying values on certain pieces of information; some believe that there was nothing to be learned from lesser beings, while others think that all information was valuable.

### Emotions

To others, Mindflayers seem calm and collected at almost all times, dispassionate and seemingly emotionless outside of their constant desire to dominate others. They dismiss basal emotions like pride as fatal flaws and found themselves on a pragmatic outlook. While they might occasionally seem furious, it's difficult to discern if this was actual feeling or a ruse to manipulate others. Theories on this range from the belief that the Mindflayers had no emotions, very few, or extreme levels of self-control, but all of these are incorrect. In truth, Mindflayers have a whole spectrum of emotions and feel them intensely, sometimes even behaving irrationally because of them, but these feelings are almost entirely internalized and not evident even during moments of raging inner turmoil.

However, while Mindflayers do indeed have a range of emotions, these emotions are almost entirely negative. They feel anger and hate when foiled and stymied in their ascent to sovereignty, fear when faced with hostile minds they cannot control, shame when incapable of controlling minds, envy towards vast knowledge that is not their own, abhorrence towards a wasteful use of slaves, disgust for those that would engage with lesser beings on an equal basis, and sadness when a compatriot died far from home. These emotions, and related feelings such as anxiety and contempt, make up most of a Mindflayer's emotional repertoire.

The closest most Mindflayers came to being happy was the delight of consuming a brain, but even then the act had such sadistic overtones that it still wouldn't be "happiness" as normally defined. A Mindflayer's highest emotional state is that of self-satisfaction, whether that be from a personal sense of pride or the satiation of their curiosity, and it was this that motivated their behavior. They seek to live in luxury, to feast on the minds of well-bred slaves and master their psionic birthright. Love, or even friendship outside of acquaintances, was almost unheard of, for they had supernatural means of filling these emotional voids.

### Morality

Overall, the Mindflayers are cold and calculating creatures rarely matched in cruelty and wholly evil. They are known to inflict pain on captives purely for amusement and force others to participate in various blood sports. If a Mindflayer ever treated a member of another race as an equal, it was in all likelihood feigning friendship for its own purposes. They might behave respectfully (though never deferentially) when it suited them, but each have the instinctive knowledge that the other party would serve better as a thrall at best or meal at worst, and chances were that by the time an alliance was formed they had already decided how and when to betray the new partner.

Furthermore, a major factor holding back the Mindflayers and blocking their attempts at world domination were their own inherent, self-serving attitudes. Few Mindflayers truly perceive anything, whether cause or companion, worth dying over, and they would rarely put their own lives at risk. Each Mindflayer viewed its own life as supremely important and invaluable, and the most minor setbacks were often enough to drive the unreliable monsters to retreat in the interest of self-preservation.

Despite the myriad of inherent desires and inclinations that would prevent such a thing, (their dietary requirements if nothing else) it was possible for Mindflayers to move away from evil. Most were simply incapable of true good, but on occasion, it was possible for an exceptional individual to change their ways to become morally neutral, and in extreme cases, good. Some were known to question the necessity of dominating the weak and devouring brains, but those in a community who would deny the maxim of dominion were quickly rooted out and would be killed if discovered.

### Abilities

In spite of their lack of physical abilities, Mindflayers were feared by all beings in the depths of the earth because of their great mental prowess. In addition to the small array of mind-affecting spells that every Mindflayer has at its disposal to take control of its prey, they also frequently employed a powerful *mind blast* to affect a multitude of foes.

Their abundant psionic powers allow them to levitate at will, as well as to detect the thoughts of nearby creatures and to dominate or charm any kind of creature in their vicinity. Additionally, there are reports of Mindflayers capable of controlling others by power of suggestion.

Some Mindflayers dedicated themselves to studying and honing their innate abilities. Known as Mindflayer Psions, they were capable of even more remarkable feats of psionic power, including telekinetic abilities

### Combat

Normally, a Mindflayer uses its *mind blast* ability to stun a few foes and then drag them away to feed. Once it had its victims, it would attach all of its tentacles to the head of one of its prey. Then, the mind flayer sucked out the brain, instantly killing the creature, as long as it only had one head. Mindflayers mainly used their other spells to enslave their minions and keep them under total control, but they were also used on the battlefield.

### Society

Individual Mindflayers were rarely found alone; rather, they were usually accompanied by two or more slaves mentally bound to them. Typical enslaved races found among mind flayers included Dwarves, Trolls, and Troglodytes. These enslaved species had in common the fact that they were not typically considered edible by the Mindflayers.

Mindflayer communities (also called "colonies") typically ranged in size from one to two hundred, and that was counting only the Mindflayers. Each Mindflayer in the community likely had at least two slaves to do its bidding. In these communities, the number of slaves often far outstripped the number of Mindflayers.

### Magic

Mindflayers considered arcane magic an abomination. They viewed it as an inferior and corrupt form of psionic power that should disappear from the universe once the Mindflayers regained control of it.

Mindflayers were capable of channeling their psionic abilities to craft their own version of magic items. As a security measure, these items could only be used by the Mindflayers or their closest slaves. They had a variety of abilities and applications, such as the *survival mantle*, which allowed the wearer to breathe in a vacuum, or *mind carapace armors*, which protected the wearer's mind as well as its body. They also had the ability to craft *psionic seals*, a type of brand that granted its wearer a variety of abilities.

## Biology

Mind flayers were both warm-blooded and amphibious.

### Senses

The Mindflayer nervous system was unique in that every nerve had a direct connection to the brain, meaning that a mind flayer's entire body was an extension of its brain, granting Mindflayers an incredible awareness of their physical condition.

Mindflayer eyes were extremely sensitive to bright light, and they considered it painful, a characteristic that some scholars attribute to the fact that their alien anatomy focused light in a strange way. In fact, their eyes were more sensitive to infravision than to visible light, so that the entirety of their visual acuity was through darkvision, and they could see two additional colors in the spectrum beyond the color red. However, their visual acuity decreased as ambient light increased, as their white sclera became increasingly opaque. In total darkness or under starlight, a Mindflayer could see clearly as far out as 480 feet, but under direct sunlight that infravisual range decreased to just 15 feet (4.6 meters). Mindflayer vision was also more sensitive to the recognition of geometric patterns than that of other humanoids.

While it did not actually harm them, Mindflayers absolutely despised sunlight, avoiding it at all costs. They required only mild geothermic heat to survive. Most Mindflayers could not imagine living in the sun without some form of protection. from the desiccating effect it had on their skins to the clouding of their vision, and the mere thought of being immersed in sunlight was as horrifying to them as drowning in blood would be to a human.

Mindflayer hearing was less acute than that of humans due to their lack of exterior ears. Their rigid auditory canals collected sound over a wide surface area, and they were relatively good at discerning the direction of sounds, but they were lacking in overall hearing and the ability to separate and recognize individual components of given sounds. Mindflayers also lack noses, and in fact ha no olfactory capacity whatsoever.

### Diet

The sustenance of Mindflayers were the brains of other creatures, mainly those of humanoids. Only brain tissue provided the required combination of the three essential components needed to sustain the mind flayer physiology: hormones, enzymes, and psychic energy. Mind flayers also ate other foods (in addition to requiring water), most of which contained the critical enzymes and hormones they needed, with internal organs being good sources.

While certain essential biochemicals and hormones could only be found in brain matter, Mindflayers ate brains more so for the psychic quotient of sentient gray matter than the physical nutrients. Their all-encompassing neurology granted them a unique digestive system, one that was, in a sense, cognitive and self-aware, allowing them to extract more than nourishment from their food.

Stray memories were acquired from a mind flayer's prey, which they shared with the other members of their colony. As a result of their parasitic nature, traces of the victim's individuality were also retained by a mind flayer. While this did nothing to hamper their intelligence, it did influence their sense of culture and aesthetic preferences, ranging from their desired modes of architecture to their senses of style and decoration. Two communities might focus on or neglect entire areas of design based on their diet.

Psionic energy was extracted from the brain by an Mindflayers in the victim's last moments of activity. The psychic essence freed from brains was nourishing in a way far more efficient and potent than flesh could be alone, metaphysically reenergizing their metabolism so well that only one intelligent brain was needed per month for them to remain healthy. Without this minimum requirement met, a mind flayer would slowly suffer physical debilitation and grow so weak that they would die in four months. Ideally they would eat a brain a week so as not to feel deprived, but most mind flayers fell between the two and ate brains about once every two weeks.

It was common for Mindflayers to supplement their diets with other sources, by snacking on the brains of certain creatures they considered to be delicacies. Still, without the minimum essential brainpower, a mind flayer would slowly waste away. It was possible, although extremely rare, for a mind flayer to restrict its feeding by only consuming the brains of sufficiently intelligent lifeforms. A few animals that demonstrated extraordinary intelligence, such as exceptional cats, dogs, or bears, for example, sometimes had the psychic quotient required to properly nourish a mind flayer.

### Tastes

Despite being capable of doing so, a Mindflayer that limited itself to such a restricted diet was rare. Mindflayers savored the minds they consumed, and the brains of thinking beings were preferable to those of lesser lifeforms. Experiences and emotions were the part that made the meal truly fulfilling, and the intelligence and imagination of the victim were a key factor in how highly rated a brain was. Various other elements influenced the flavor of a brain: a sense of great self-importance gave brains a pleasing tanginess, those afflicted with demonic madness were more succulent than sane ones, and active, magic-filled, and experienced minds were among the tastiest of all.

### Reproduction

Mindflayers were all genderless, without male or female biological sex, and once or twice in their life they would lay a clutch of eggs from which tadpoles hatched. The tadpoles were kept in the elder brain tank, where they were fed brains by caretakers and engaged in cannibalism for around ten years. The elder brain also fed exclusively on tadpoles. Tadpoles that survived to maturity were put through the ceremony of ceremorphosis, where each was implanted into a humanoid victim and devoured its brain, taking its place and merging with the body to transform it into a new Mindflayers. Only some humanoid species were suitable hosts for Mindflayers tadpoles.