The Mind Flayer

W e hadn't noticed the air change as we delved deeper into the caverns. Had we been more careful, I supposed we would have noticed the warm, wet air that could have warned us of the danger we were approaching. By the time we realized our foolishness, it was already too late as a deliberate voice echoed through our minds. That's when the screaming began.

Eldritch Beings

Mind Flayers, or illithids in undercommon, are powerful psionic aberrations known across the many worlds and planes for their tireless pursuit of dominance over all other intelligent lifeforms, seeking to add them to their obedient thralls.

In overall build, mind flayers are comparable to a slender human. In appearance however, all comparisons fall short. With a mauve to greenish-violet color and moist, rubbery texture, their skin glistens with mucus when properly nourished by a brain-rich diet. Each hand possesses only four slender fingers, and their feet consist of a pair of webbed toes.

Of course, their most notable feature is their elongated head similar, in ways, to an octopus with four flexible tendrils that surround their lamprey-like mouths. These tendrils are dexterous and strong, and are constantly in motion, absently curling and undulating.

A Part of the Whole

While one mind flayer is enough to give any creature or adventurer pause, where there is one, likely there are many. Mind flayers typically exist within a colony. A proper colony would consist of anywhere from a couple hundred to a couple thousand mind flayer in addition to other species. These colonies exist within a hive mind, controlled by an elder brain, a powerful entity that would exert telepathic control over a 5-mile radius. Each mind flayer would have its own goals and personality, but still be subservient the will and dominion of the elder brain.

Renegade Illithid

If a mind flayer were to venture beyond the reach of its elder brain, it possible that it would acquire a will of its own. So long as it remained free from the control of an elder brain, a renegade mind flayer would develop stronger personality and autonomy. In some cases, these mind flayers would establish colonies of their own. In other cases, they might even seek out and work with other species to accomplish their goals. A renegade mind flayer always has a goal or ambition that they are strive towards. Though, these goals can sometimes be entirely self-serving, to a fault.

Names

True mind flayer names are communicated telepathically through a series of thoughts and images. Often times, these names are roughly translated into deep speech or undercommon.

Mind Flayer Traits

Your Mind Flayer character has the following characteristics in common with all Mind Flayers in addition to characteristics associated with their creed.

Ability Score Increase. Your Intelligence increases by 2 and one ability score of your choice increases by 1.

Age. Once a tadpole has taken over a host and fully transformed, a mind flayer can live for up 125 years, and only show a decline in their final few years.

Alignment. Mind Flayers that are under the control of an elder brain are almost invariably lawful evil. Those that have freed themselves of this control, tend to retain this alignment, but this varies to an extent. Most all mind flayers tend to be lawful as opposed to chaotic.

Size. Mind Flayers take on the size of their host. Your size is Medium.

Speed. Your base walking speed is 30 feet.

Darkvision. You can see in dim light within 120 feet of you as if it were bright light, and in darkness as if it were dim light. You can't discern color in darkness, only shades of gray.

Aberrant Nature You count as an aberration for the purposes of spells and effects.

Tentacles You can grasp things with the four tentacles that protrude from your face. They have a reach of 5 feet, and each can lift up to twice your strength modifier (minimum two pounds), or collectively up to eight times your strength modifier (minimum eight pounds). You can use them to do the following simple tasks: lift, drop, hold, push, or pull an object or a creature; open or close a door or a container; grapple someone; or make an unarmed strike. Your DM might allow other simple tasks to be added to that list of options.

Your tentacles can't wield weapons or shields but are nimble enough for activities that require manual precision such as using tools or magic items.

When making an unarmed strike, your tentacles deal psychic damage equal to 1d4 plus your intelligence modifier instead of the bludgeoning damage normal for an unarmed strike.

Languages. You can speak, read, and write Common, and can speak and understand Deep Speech. You can also read and write Qualith, the tactile writings of illithids.

Creeds. Mind flayers belong to one of several creeds including: the Arcanist, Creative, Influencer, Tamer, and Venerator creeds. Each creed represents an aptitude of mind flayer as well as a possible path in their pursuit of supremacy.

Creeds

In addition to the traits listed above, choose one of the creeds listed below. In addition to the ability listed, this creed will replace the class you would normally choose as a player. Each creed is details in the subsequent pages.

Arcanist

Mind Whisperer. You know the message cantrip. When you cast the spell, you may do so without needing to point at the target or whisper the message. Likewise, the target does not need to whisper their response, only think it. When you reach 3rd level, you can cast the detect thoughts spell oncer per day without components. Intelligence is your spellcasting ability for these spells.

Creative

Mind Explorer. As an action, choose one creature that you can see within 60 feet of you. That creature must make an Intelligence saving throw. The DC for this saving throw equals 8 + your Intelligence modifier + your proficiency bonus. If the creature succeeds on the saving throw, you can't use this feature on it again until you finish a long rest.

If the creature fails its save, you can read its surface thoughts (those foremost in its mind, reflecting its current emotions and what it is actively thinking about) when it is within 60 feet of you. This effect lasts for 1 minute.

You can use this trait a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Influencer

Mind Deceiver. You can cast the enthrall spell using your psionic abilities oncer per day without needing somatic components. When you reach 5th level, this increases to twice per day. Intelligence is your spellcasting ability for this spell.

Tamer

Mind Punisher. When you take damage from a creature you can see within 60 feet of you, you can spend your reaction to lash out at them with psychic energy, causing them to suffer as if hit by their own attack. The creature must make an Intelligence saving throw. The DC for this saving throw equals 8 + your Intelligence modifier + your proficiency bonus. A creature takes 2d6 psychic damage on a failed save, and half as much damage on a successful one. The damage increases to 3d6 at 6th level, 4d6 at 11th level, and 5d6 at 16th level.

You can use this trait a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Venerator

Mind Worshiper. As a bonus action, you link your mind with the mind of another creature you can see within 60 feet of you, bolstering their abilities and potential. For the next minute, the creature can roll a d8 and add the number rolled to one ability check, attack roll, or saving throw it makes. The creature can wait until after it rolls the d20 before deciding to use the die but must decide before the DM says whether the roll succeeds or fails.

Once this die is rolled, it is lost. Once the die has been used or lost, you can use your bonus action again to link minds with another creature or the same one again. You can use this trait a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

The Arcanist Creed

The cloaked figure stepped out from the shadows, revealing their form for the first time since we had begun speaking with them. They pointed both hands at us as they began whispering in a language none of us could recognize. Clutched in the writhing tentacles on its face, they held a glowing crystal that began to glow brighter as they completed the spell. On the floor between us, runes we hadn't noticed earlier started to glow with a sickly green color.

Outcasts and Apostates

Within a colony, arcane magic is looked down upon with disdain as a lesser, impure form of power. Given their innate psionic ability, most mind flayers feel that to rely on such power is beneath them at best, and at worst an abomination. Mind flayers that choose to explore arcane magics killed if discovered within a colony. Outside of a colony, arcanist mind flayers typically exist in solitude, seeking to hide from more zealous mind flayers that might seek to kill them.

The Arcanist

An arcanist in many ways is not that different from a wizard in their study and application of magic. A mind flayer arcanist often will leverage their psionic abilities in order to become a powerful caster as they learn to combine the two together.

Creating an Arcanist

When creating an arcanist, consider what initially drew them to study magic. Was it means of escaping the control of their elder brain? In their quest for power, did they feel it was the best path towards supremacy. What are their feelings towards psionic ability? Do they prefer to rely on the magic they have studied, or do they seek to find a balance between the two powers that lie at their fingertips?

Quick Build

You can make an Arcanist quickly by following these suggestions. First, Intelligence should be your highest ability score, followed by Constitution or Dexterity. Second, choose the sage background. Third, choose the friends, mage hand, and vicious mockery cantrips, along with the following 1st-level spells for your spellbook: disguise self, dissonant whispers, mage armor, magic missile, ray of sickness, and sleep.

Creed Features

As an Arcanist, you gain the following creed features:

Hit Points

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• Hit Dice: 1d6 per arcanist level
• Hit Points at 1st Level: 6 + your Constitution modifier
• Hit Points at Higher Levels: 1d6 (or 4) + your Constitution modifier per arcanist level after 1st

Proficiencies

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• Armor: none
• Weapons: daggers, sickles, quarterstaffs, light crossbows
• Tools: Choose one: jewler's tools or smith's tools

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• Saving Throws: Charisma, Intelligence
• Skills: Choose two from Arcana, History, Insight, Investigation, Persuasion, and Religion.

Equipment

You start with the following equipment, in addition to the equipment granted by your background:

• (a) quarterstaff or (b) dagger
• (a) a component pouch or (b) an arcane focus
• (a) a scholar’s pack or (b) an explorer’s pack
• (a) spellbook or (b) a psionic tome

Telepath

Beginning at 1st level, your latent psionic abilities allow you touch the minds of those around you. You can speak telepathically to any creature you can see within 60 feet of you, and they can respond in a similar fashion. You can do this simultaneously with a number of creatures equal to your Intelligence modifier (minimum 1).

Additionally, when casting a spell that requires the target to hear you, you can communicate directly to their mind in this way. This ability does not change the number of targets for the spell.

Somatic Tentacles

At 1st level, you can use your tentacles to cast the somatic components of spells as long as you have at least two free tentacles.

Spellcasting

As a manipulator of arcane magic, you have a spellbook or psionic tome that contains the secrets you gathered from disparate sources.

Cantrips

At 1st level, you learn three cantrips of your choice from the arcanist spell list. You learn additional arcanist cantrips of your choice at higher levels, as shown in the Cantrips Known column of the Arcanist table.

Spellbook and Psionic Tome

At 1st level, you have a spellbook or psionic tome that contains six 1st-level arcanist spells of your choice. You spellbook or psionic tome is the repository of the arcanist spells you know, except your cantrips, which are fixed in your mind.

Preparing and Casting Spells

The Arcanist table shows how many spell slots you have to cast your spells of 1st level and higher. To cast one of these spells, you must expend a slot of the spell's level or higher. You regain all expended spell slots when you finish a long rest.

You prepare the list of arcanist spells that are available for you to cast. To do so, choose a number of arcanist spells from your spellbook equal to your Intelligence modifier + your arcanist level (minimum of one spell). The spells must be of a level for which you have spell slots.

For example, if you're a 3rd-level wizard, you have four 1st-level and two 2nd-level spell slots. With an Intelligence of 16, your list of prepared spells can include six spells of 1st or 2nd level, in any combination, chosen from your spellbook. If you prepare the 1st-level spell magic missile, you can cast it using a 1st-level or a 2nd-level slot. Casting the spell doesn't remove it from your list of prepared spells.

You can change your list of prepared spells when you finish a long rest. Preparing a new list of arcanist spells requires time spent studying your spellbook and memorizing the incantations and gestures you must make to cast the spell: at least 1 minute per spell level for each spell on your list.

Spellcasting and Psionic Ability

Intelligence is your spellcasting ability for your arcanist spells since you learn your arcanist spells through dedicated study and memorization. You use your Intelligence whenever a spell refers to your spellcasting ability. In addition, you use your Intelligence modifier when setting the saving throw DC for an arcanist spell you cast and when making an attack roll with one. Use the same save DC and modifiers when using Mind Blast and Extract Brain features.

Spell save DC = 8 + your proficiency bonus + your Intelligence modifier

Spell attack modifier = your proficiency bonus + your Intelligence modifier

Ritual Casting

You can cast an arcanist spell as a ritual if that spell has the ritual tag and you have the spell in your spellbook. You don't need to have the spell prepared.

Spellcasting Focus

You can use an arcane focus as a spellcasting focus for your arcanist spells. Additionally, you can use your psionic tome as an arcane focus.

Learning Spells of 1st Level and Higher

Each time you gain an arcanist level, you can add two arcanist spells of your choice to your spellbook or psionic tome. Each of these spells must be of a level for which you have spell slots, as shown on the Arcanist table. On your adventures, you might find other spells that you can add to your spellbook or psionic tome (see "Your Psionic Tome" or the Wizard's "Your Spellbook").

Psychic Savant

Beginning at 2nd level, your psionic potential enhance your spellcasting abilities. The gold and time you spend to copy any spell that deals psychic or force damage or causes the charmed condition into your spellbook or psionic tome is halved.

Psionic Enhancement

At 2nd level, by focusing your mind, you have discovered that you can improve upon spells beyond other magic users. When you roll psychic or force damage for any arcanist spell, you can reroll any of those damage dice that rolls a 1, but you must use the new roll. Also, the following cantrips receive the modifications listed below:

Friends. When the spell ends, the target doesn't become hostile to you.

Mage Hand. You can make the hand invisible when you cast the spell, and controlling the spell is a bonus action for you.

Ability Score Improvement

When you reach 4th level, and again at 8th, 12th, 16th, and 19th level, you can increase one ability score of your choice by 2, or you can increase two ability scores of your choice by 1. As normal, you can’t increase an ability score above 20 using this feature.

Mind Blast

Starting at 5th level, when you take the Attack action, you can replace one of your attacks with a psychic wave of energy is a 15-ft cone. Each creature in that area must succeed on an Intelligence saving throw or take 2d8 psychic damage on a failed save, or half as much damage on a successful one. The damage for this ability increase by 1d8 when you reach 8th level (3d8), 12th level (4d8), and 16th level (5d8).

You can use this ability a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Psychic Shield

Beginning at 6th level, you have learned to combine your arcane knowledge and psionic abilities. As a bonus action, you can conjure a near-invisible shield of psychic and arcane energy. For 1 minute, you can add your Intelligence modifier to your AC.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Psionic Spellcasting

Starting at 10th level, you have found further connections between your arcane power and psionic potential. While your psychic shield is active, your spells deal additional damage equal to your Intelligence modifier, and you can add your Intelligence modifier to Dexterity saving throws.

As a bonus action on your turn, you can expend one spell slot and increase the duration of the shield by a number of minutes equal to the slot's level.

Extract Brain

At 11th level, living off the brains of deceased creatures is no longer satisfying. As an action, you make an unarmed strike with your tentacles against a humanoid that is Large or smaller. On a hit, it is grappled and must succeed on an Intelligence saving throw or be stunned until the grapple ends. If the target was hit by your Mind Blast within the last minute, they make their Intelligence save at disadvantage.

On your next turn, you can spend your action to make another unarmed strike on a grappled and incapacitated target using your spellcasting modifier. On a hit, you deal 5d10 piercing damage and 5d10 psychic damage as you begin to feast on their psionic energy and brain.

If this damage reduces the target to 0 hit points, the target is killed instantly as you extract and devour its brain. When this happens, you can gain random knowledge and memories from the target, as determined by the DM. This memory and knowledge is lost after a long rest if not recorded. The target is released from the grapple at the end of your turn.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Mind Stealer

Beginning at 14th level, you harness your arcane power as you devour the brains and psionic energy of an individual. If the target of your Extract Brain attack does not die, you still gain the knowledge and memories of the individual. In addition, you gain temporary hit points equal to your Arcanist level.

As well, if the target knew any spells, you are able to extract these. You gain a number of spells the target knew up to your Intelligence modifier (minimum 1) for 24 hours. During this time, treat them as additional, prepared spells and can transfer these spells to your spellbook or psionic tome.

Perfect Recall

Starting at 18th level, you have completely melded your psionic abilities with your arcane expertise. You are able to cast all spells you have learned without needing to prepare them and learning new spells takes half the time and resources. You also make Arcana and History checks with advantage.

Invasive Casting

At 20th level, your mind is a powerful arcane force. When casting a spell or using an ability that deals psychic damage or causes the charmed condition, all targets make their saving throws at disadvantage.

Arcanist Spell List

Cantrips (0 Level)

• Encode Thoughts
• Vicious Mockery

1st Level

• Command
• Compelled Duel
• Dissonant Whispers

2nd Level

• Calm Emotions
• Enthrall

3rd Level

• Hunger of Hadar

4th Level

• Compulsion

5th Level

• Awaken

  

  

The Creative Creed

The old mind flayer studied us for a long while before reaching for an odd-looking item on its desk. We had somehow resisted their control, and this mind flayer, along with the handful behind him, were determined to discover how. This one curled its tentacles in a wave like pattern that almost looked thoughtful as it reached out with the odd contraption, touching me with its pointed edge.

Power in Progress

For members of the creative creed, progress and discovery are the key to ultimate power. It is this creed that tasks itself with the creation over new psionic items, disciplines, and aberrant creations.

Likeminded mind flayers will combine their efforts and create a conclave of up to about a dozen individuals. While these conclave members will work together in general research, any significant discovery is closely guarded by the one who found it. In discovery lies power, and there is nothing more precious to a creative.

The Creative

Creatives are the pioneers of mind flayer society and ultimately responsible for all of the technology and advancements a colony makes. Outside of a colony, a member of the creative creed can sometimes have difficulty transitioning to solitary work, where collaborative conclaves were previously the norm. In some cases, this causes creative mind flayers to work with other species in their research. Others will work towards creating a thrall or two, which they will keep as a company.

Creating a Creative

When creating a mind flayer from the creative creed perhaps consider what their ultimate goal is. What major discovery are they constantly working towards? Is it the creation of a vessel that will allow for travel into space? Or perhaps they are seeking the ultimate psionic discipline or a new thrall that will lead to dominance. At 2nd level, you choose your creative conclave, this overarching goal might be a determining factor in their chosen conclave along with their general interests and aptitudes.

Quick Build

You can make a Creative quickly by following these suggestions. First, Intelligence should be your highest ability score, followed by Constitution or Dexterity. Second, choose the Guild Artisan background.

Creed Features

As a Creative, you gain the following creed features:

Hit Points

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• Hit Dice: 1d8 per creative level
• Hit Points at 1st Level: 8 + your Constitution modifier
• Hit Points at Higher Levels: 1d6 (or 5) + your Constitution modifier per creative level after 1st

Proficiencies

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• Armor: Light armor
• Weapons: daggers, darts, slings, quarterstaffs, light crossbows
• Tools: One type of artisan's tools of your choice

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• Saving Throws: Intelligence, Wisdom
• Skills: Choose two from Deception, History, Insight, Investigation, Persuasion, and Religion.

Equipment

You start with the following equipment, in addition to the equipment granted by your background:

• (a) quarterstaff or (b) dagger
• (a) leather armor
• (a) a scholar’s pack or (b) an explorer’s pack

Telepath

Beginning at 1st level, your latent psionic abilities allow you touch the minds of those around you. You can speak telepathically to any creature you can see within 60 feet of you, and they can respond in a similar fashion. You can do this simultaneously with a number of creatures equal to your Intelligence modifier (minimum 1).

Additionally, when using an ability or casting a spell that requires the target to hear you, you can communicate directly to their mind in this way. This ability does not change the number of targets for the spell.

Psionics

The power of your mind allows you to exert your will upon the physical world through mere thought. Your psionic powers allow you to interact with the world in a number of ways as you hone and perfect your abilities.

Psionic Disciplines

Through practice and focused study, you are granted access to a psionic discipline (such as Telepathy or Telekinesis). A psionic discipline comes with a passive feature that expands your character's capabilities and an active psionic power that can be modified and empowered with Psi Points. Additionally, you can use your discipline in more detailed applications to recreate the effect of certain spells, listed at the end of the discipline description. At 3rd level you can select an additional discipline, and again at 11th and 18th level.

Psionic powers are suppressed by anti-magic field and can be dispelled with dispel magic but are only affected by counterspell if recreating the effect of a spell. Any check required to dispel magic, counterspell or identify a spell being cast with Psionics is made at disadvantage unless the caster also has the Psionics feature. The spell detect magic will detect the usage of psionics, but not their nature - it will show up as a mysterious untyped power, even if being used to generate the effect of a spell.

When recreating a spell through a Psionic effect (using a Psionic discipline to cast the spell) the spell has no Material or Somatic components. As a Mind Flayer, while recreating a spell does not require Somatic components, any individual with psionic abilities would be able to see a subtle glow around your person as you channel the powers of your mind.

Psi Points

Starting at 1st level, you gain access to Psi Points used to fuel psionic discipline powers and effects. You have a number of Psi Points equal to your Creative level and regain all spent points after completing a short or long rest. You can spend a number of Psi Points equal to half your Psion level (rounded up) at a time (for example, at level 5, you can spend 3 psi points on psionic power or cast a spell with a cost of 3 psi points).

Psionic Ability

Psionic powers, psionic talents, and spells gained through this class use your Psionic ability. You use your Intelligence whenever an ability refers to your psionic ability. In addition, you use your Intelligence modifier when setting the saving throw DC for a psionic ability and when making an attack roll with one. Use the same save DC and modifiers when using Mind Blast and Extract Brain features.

Psionic Ability save DC = 8 + your proficiency bonus + your Intelligence modifier

Psionic Ability attack modifier = your proficiency bonus + your Intelligence modifier

Psionic Talents

Starting at 2nd level, you gain access to a Psionic Talent allowing you to further specialize. Pick two talents from the list of Psionic Talents presented at the end of the class description. You can pick an additional Psionic Talent at 5th, 7th, 9th, 12th, 15th, and 18th level. When you level up, you can replace a Psionic Talent you have previously selected with a different option.

Creative Conclave

When you reach 2nd level, you choose a creative conclave from the list of available conclaves, dictating the focus of your studies and thirst for knowledge. Most conclaves consist of at most twelve Mind Flayers and carefully guard the secrets they are able to discover. Your choice grants you features at 2nd level and again at 6th, 11th, 14th, and 20th level.

Mind Blast

Starting at 3rd level, when you take the Attack action, you can replace one of your attacks with a psychic wave of energy is a 15-ft cone. Each creature in that area must succeed on an Intelligence saving throw or take 2d8 psychic damage on a failed save, or half as much damage on a successful one. The damage for this ability increase by 1d8 when you reach 8th level (3d8), 12th level (4d8), and 16th level (5d8).

You can use this ability a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Ability Score Improvement

When you reach 4th level, and again at 8th, 12th, 16th, and 19th level, you can increase one ability score of your choice by 2, or you can increase two ability scores of your choice by 1. As normal, you can’t increase an ability score above 20 using this feature.

Psionic Siphon

Beginning at 5th level, you have learned to tap into the psionic energy of minds of those you infiltrate. Whenever you deal psychic damage to a target, you gain a number of Temporary Psi Points equal to your Proficiency Bonus. This can be spent to empower Psionic Disciplines, but not to recreate spells or fuel Psionic Talents. Points can be split between different abilities.

The number of Temporary Psi Points you possess cannot exceed double your Proficiency Bonus. Any unspent Temporary Psi Points are lost during a long rest.

Conclave Feature

At 6th level, you gain a feature granted by your Creative Conclave.

Extract Brain

Starting at 10th level, living off the brains of deceased creatures is no longer satisfying. As an action, you make an unarmed strike with your tentacles against a humanoid that is Large or smaller. On a hit, it is grappled and must succeed on an Intelligence saving throw or be stunned until the grapple ends. If the target was hit by your Mind Blast within the last minute, they make their Intelligence save at disadvantage.

On your next turn, you can spend your action to make another unarmed strike on a grappled and incapacitated target using your spellcasting modifier. On a hit, you deal 5d10 piercing damage and 5d10 psychic damage as you begin to feast on their psionic energy and brain.

If this damage reduces the target to 0 hit points, the target is killed instantly as you extract and devour its brain. When this happens, you can gain random knowledge and memories from the target, as determined by the DM. This memory and knowledge is lost after a long rest if not recorded. The target is released from the grapple at the end of your turn.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Conclave Feature

At 11th level, you gain a feature granted by your Creative Conclave.

Psionic Secret

Beginning at 13th level, you have discovered the ability to exert great feats of psionic power. Choose one 7th-level spell from the Creative spell list as an innate ability. You can use this innate ability to cast this spell once. You must finish a long rest before you can do so again. At higher level, you gain more innate abilities of your choice that can be used in this way: one 8th level spell at 15th level, and one 9th-level spell at 17th level. You regain all uses of your Psionic Secret when you finish a long rest.

Psionic Secret are well beyond the normal scope of your powers and are not restricted by what disciplines you have. Unlike psionic disciplines, they require any component the spell requires.

Conclave Feature

At 14th level, you gain a feature granted by your Creative Conclave.

Conclave Feature

At 20th level, you gain a feature granted by your Creative Conclave.

Creative Conclaves

At the heart of every Creative is the desire for more power. And to a Creative, knowledge is power. In this pursuit, different Mind Flayers will often combine their efforts into small groups, known as Conclaves, to work together in secret, hoping to tease out secrets from the universe.

If a single Mind Flayer discovers a secret of their own, they will split off on their own. In some cases, creating their own conclave. In others, hoarding the secret for themselves, relishing in the power they have received.

Artisan Conclave

For some creatives, their quest for hidden knowledge has led them to experimenting with devices and contraptions of their own design, infusing them with psionic power. Conclaves of this type have resulted incredible machines and powerful weapons.

Tool Proficiency

When you join this conclave at 2nd level, you gain proficiency with tinker's tools and two other artisan's tools of your choice.

Psionic Seals

Beginning at 2nd level, you gain the ability to create seals or psionic circuitry that gather and store psionic energy.

Seals Known

When you gain this feature, pick two psionic seals to learn, choosing from the "Psionic Seals" section at the end of the conclave's description. The number of seals you can know appears in the Seals Known column of the Artisan table. When you gain a level, you choose to learn a different seal, forgetting a previously known seal.

Creating a Seal

Whenever you finish a long rest, you can touch a nonmagical object and imbue it with one of your psionic seals, turning it into a psionic item. Alternatively, you can imprint your seal on to a creature in the form of psionic tattoo. A seal works on only certain kinds of objects or creatures, as specified in the seal's description. If the item requires attunement, you can attune yourself to it the instant you create the seal. If you decide to attune to the item later, you must do so using the normal process for attunement (see "Attunement" in chapter 7 of the Dungeon Master's Guide).

Your seals remains in an item indefinitely, but when you die, the seal vanishes after a number of days have passed equal to your Intelligence modifier (minimum of 1 day). The seal also vanishes if you give up your knowledge of the seal for another one.

You can create more than one seal at the end of a long rest, and the object must be nonmagical; the maximum number of seals appears in the Active Seals column of the Artisan table. You must touch each of the objects or creatures, and each of your seals can be in only one object or creature at a time. Moreover, no object can bear more than one of your seals at a time. If you try to exceed your maximum number of seals, the oldest seal immediately ends, and then the new infusion applies. If applied to a creature, they cannot possess more seals than they have available attunement slots.

If a seal ends on an item that contains other things, like a bag of holding, its contents harmlessly appear in and around its space.

Psychic Weapons

At 2nd level, learn to craft weapons with psionic sensitivity (refer to "Psychic Weapons" for stats). You have proficiency with these weapons. A psychic weapon counts towards your active seals.

Extra Attack

Starting at 6th level, you can attack twice, rather than once, whenever you take the Attack action on your turn.

Psychic Reservoir

At 11th level, you learn how to store pure psionic energy into crystal. When you finish a long rest, you can touch one gemstone worth at least 100gp, choosing to either store Psi Points up to your Intelligence modifier or to store a Psionic Discipline effect known to you that costs a number of Psi Points up to your Intelligence Modifier that requires 1 action to cast. (Alternate Effects cannot be stored in this way.)

While holding the crystal, a creature can take a bonus action to absorb the raw psionic power, adding the Psi Points to their total available and depleting the crystal, or an action to produce the Psionic Discipline's effect from it, using your Psionic ability modifier. If the effect requires concentration, the creature must concentrate. The effect stays in the crystal until it's been used a number of times equal to twice your Intelligence modifier (minimum of twice) or until you use this feature again to store an effect in the crystal.

If a new reservoir is made, the old one loses any stored energy or effect.

Psionic Infusions

When you reach 14th level, your studies and experiments have allowed you to create incredible prototypes. In addition to Psionic Seals, you can also recreate the effects listed for artificer infusions, following the same prerequisites.

Creedmaster: Artisan

At 20th level, in addition to your abilities granted by your seals and infusion, you've mastered the creation psionic warding and gain the following:

• You gain a +1 bonus to all saving throws per psionic weapon, seal, or infusion you are currently attuned to.
• If you're reduced to 0 hit points but not killed outright, you can use your reaction to end one of your psionic seals, causing you to drop to 1 hit point instead of 0.
• When you take damage, as a reaction to being hit you can end all of your psionic seals and infusions at once, reducing the damage taken to 0 and granting you resistance to all damage types until the start of your next turn.

Ceremorpher Conclave

The Ceremorpher Conclave concerned themselves mostly with the discovery of new ceremorphs and other aberrations. While not as involved with the care of thralls or typical ceremorphing duties, ceremorpher conclaves spend their time experimenting with new creatures.

Thrall Companion

When you choose this conclave at 2nd level, you gain a thrall companion. This is a creature that you have made through your own experimentations. This creature can be a cranium rat, gnome squidling, oblex spawn, or another creature at your DM's discretion.

This creature behaves as though it were created by the find familiar spell, with the following differences:

• Your companion can not be dismissed to a pocket dimension unless you have another ability that allows for it.
• If your companion dies, you must create a new one.
• When you take the Attack action, you can forgo one of your own attacks to allow your thrall companion to use its reaction to make one attack of its own.

Thrall Maker

At 6th level, your experiments have resulted in more powerful creations. You gain the ability to make the following creatures as your thrall companion: brain golem, intellect devourer, mindglarer, mozgriken, and swarm of cranium rats*.

*At this level, swarm of cranium rats only has access to its At-will spells. At 14th level, it has access to its 1/day each spells.

Psionic Extension

Beginning at 11th level, the psionic link between you and your thrall companion becomes stronger. The range of your telepathic connection increases to 1 mile. Additionally, when using its senses, you can use your telepath ability to speak with any creature within range of your companion.

Thrall Master

Starting at 14th level, your proficiency in creating ceremorphs allows you to have up to 2 thrall companions at once. As well, each companion's hit point maximum is increased by an amount equal to your ceremorpher level.

Creedmaster: Ceremorpher

At 20th level, your mastery of ceremorphing allows you to have up to 3 thrall companions at once. Each companion's hit point maximum is increased by an amount equal to your level and adds your proficiency bonus to its attack damage rolls.

Psion Conclave

Psion Conclaves pride themselves on being one of the oldest forms of conclave, and often view others as inferior. These individuals focus on the advancement and discovery of psionic disciplines and the power of individuals.

Psionic Prodigy

When you join this conclave at 2nd level, you choose a psionic talent in addition to the talents granted by your creed level.

Tactical Cunning

At 2nd level, you gain a subtle insight into the intentions of those around you. You can add your Intelligence modifier to your initiative rolls.

Thought Shield

Starting at 6th level, you gain resistance to psychic damage, and you have advantage on saving throws against being charmed or frightened.

Early Secrets

At 11th level, your singular focus on studying the potential of psionics has granted you power beyond that of your colleagues. Choose one 6th-level spell from the Creative spell list as an innate ability. (Refer to the "Psionic Secret" feature granted at 13th level.)

Potent Blast

Beginning at 14th level, your mind blast has become staggeringly powerful. When using your Mind Blast ability, you can choose one of the following:

• Add your Intelligence modifier to the damage roll.
• Increase the size of the cone from 15 feet to 30 feet.
• Instead target one creature within range, on a failed save the target is stunned until the end of their next turn.

Creedmaster: Psion

At 20th level, your knowledge of psionics is unparalleled. Choose an additional spell from levels 6, 7, and 8 of the Creative Spell list and add them to your Psionic Secrets.

Seal of Alarm

Prerequisites: item

This seal recreates the effects of the alarm spell centered on the item's location. In addition to designating creatures, you can choose a password to keep the alarm from being activated. Once triggered, the seal cannot be used again for 24 hours.

At 10th level, all creatures within range of the alarm once triggered that do not know the password, if there is one, take 2d6 + your Intelligence modifier in psychic damage.

Seal of Cunning

Prerequisites: 14th level, tattoo (Requires Attunement)

The wearer can add their Intelligence modifier to any roll that uses their Strength or Dexterity modifier, including attack, damage, initiative, saves, and skill check rolls.

Seal of Healing

Prerequisites: tattoo (Requires Attunement)

As an action, the wearer of this tattoo can touch a creature (including themself) and heal them with psionic energy. The target regains 2d10 + the wearer's Intelligence modifier (minimum 1) hit points.

Once this ability has been used, it cannot be used again until the wearer completes a long rest.

Seal of Invulnerability

Prerequisites: 10th level, tattoo (Requires Attunement)

As a reaction, the user can reduce the bludgeoning, piercing, or slashing damage of a nonmagical attack to 0.

Once this ability has been used, it cannot be used again until the wearer completes a long rest.

Seal of Knowing

Prerequisites: 8th level, tattoo (Requires Attunement) or item

As long as the wearer or item are on the same plane of existence as you, you can use your action to connect with the seal psionically.

Tattoo When connected to a creature in this way, you know the general description of their surroundings, their health, and mental state.

Item When connected to an item in this way, you know the general description of its surroundings, its condition, and status (for example if a door or book is open or closed).

Once this ability has been used, it cannot be used again until the wearer completes a short or long rest.

Seal of Locking

Prerequisites: 4th level, item

This seal recreates the effects of the arcane lock spell.

At 10th level, when creating the seal, you can choose to have it deal 3d4 psychic damage to any creature that fails an attempt to open it without the password.

Seal of Opening

Prerequisites: 6th level, tattoo (Requires Attunement) or thieves' tools

Tattoo The wearer of this tattoo can use their action to create the effects of the knock spell, but without the loud knock.

Once this ability has been used, it cannot be used again until the wearer completes a short or long rest.

Thieves' Tools Using thieves' tools containing the seal reduces the DC of both magical and mundane locks by 10.

Seal of Psionic Focus

Prerequisites: tattoo (Requires Attunement) and psionic ability

While wearing this seal, a creature gains a +1 bonus to psionic attack rolls. In addition, the creature ignores half cover when making a psionic attack.

At 10th level, the bonus increases to +2.

Seal of Repulsion

Prerequisites: 8th level, tattoo (Requires Attunement) or a simple or martial melee weapon (Requires Attunement)

As a tattoo, the wearer gains a +1 bonus to hit with unarmed strikes. As a weapon it grants the wielder a +1 bonus to hit.

The seal has a number of charges equal to the wearer's Intelligence Modifier (minimum 1). On a hit, the wearer can use their reaction to expend 1 of the seal's charges and push the target up to 15 feet away. Alternatively, if the wearer takes the shove action, the distance pushed increases to 20 feet by expending 1 charge.

The seal regains 1d4 expended charges after completing a short or long rest.

Seal of Resistance

Prerequisites: 8th level, tattoo (Requires Attunement)

As a bonus action, the wearer becomes resistant to one damage type of their choice for 1 minute: acid, cold, fire, lightning, or poison.

Once this ability has been used, it cannot be used again until the wearer completes a short or long rest.

Seal of Surging

Prerequisites: 6th level, tattoo (Requires Attunement)

On their turn, the wearer can take one additional action.

Once this ability has been used, it cannot be used again until the wearer completes a long rest.

Seal of Warning

Prerequisites: 4th level, item

When creating this seal choose one of the following: aberration, celestial, dragon, fey, fiend, or undead.

This item glows softly when a creature of the chosen type is within 120 feet of it.

At 10th level, the range of this effect increases to 240 feet.

Generic variant, rare (requires attunement)

The blade of this weapon is dark until wielded by a creature of notable intelligence. When this happens, the psionic circuitry within the blade becomes active and glows.

When using this weapon, you gain the benefits listed in the table below depending on your Intelligence modifier. If this weapon is left unattuned for more than 24 hours, the psychic power leaves and it becomes a mundane weapon.

Psychic Weapon Abilities

INT Mod.	Bonus	Ability
up to 0	—/—	None
1	—/—	Counts as Magic Weapon
2	+1/—	Once per day, user can reroll one attack. Must keep the second roll.
3	+1/+1	While drawn, user is hidden from divination magic. Can't be targeted by such magic or perceived through magical scrying sensors.
4	+2/+2	Resistance to Psychic damage
5+	+3/+3	On a critical hit, the target must succeed a DC 18 Intelligence Save or be stunned until the end of their next turn.

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Intellect Devourer (Thrall Companion)

Tiny aberration, lawful evil

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• Armor Class 12
• Hit Points 21(6d4 + 6)
• Speed 30ft.

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STR	DEX	CON	INT	WIS	CHA
6 (-2)	12 (+1)	13 (+1)	12 (+1)	11 (-0)	10 (+0)

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• Skills Perception +2, Stealth +3
• Damage Resistances bludgeoning, piercing, and slashing from nonmagical attacks
• Condition Immunities blinded
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 12
• Languages understands Deep Speech but can't speak, telepathy 60 ft.
• Challenge 1 (200 XP)

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Detect Sentience. The intellect devourer can sense the presence and location of any creature within 120 feet of it that has an Intelligence of 3 or higher, regardless of interposing barriers, unless the creature is protected by a mind blank spell.

Actions

Multiattack. The intellect devourer makes one attack with its claws and uses Devour Intellect.

Claws. Melee Weapon Attack: +4 to hit, reach 5 ft., one target. Hit: 6 (2d4 + 1) slashing damage.

Devour Intellect. The intellect devourer targets one creature it can see within 10 feet of it that has a brain. The target must succeed on a DC 12 Intelligence saving throw against this magic or take 5 (1d10) psychic damage. Also on a failure, roll 3d6: If the total equals or exceeds the target's Intelligence score, the target is stunned until the end of the intellect devourer's next turn.

Body Thief. The intellect devourer initiates an Intelligence contest with an incapacitated humanoid, with a CR of 1 or lower, within 5 feet of it that isn't protected by protection from evil and good. If it wins the contest, the intellect devourer magically consumes the target's brain, teleports into the target's skull, and takes control of the target's body.

While inside a creature, the intellect devourer has total cover against attacks and other effects originating outside its host. The intellect devourer retains its Intelligence, Wisdom, and Charisma scores, as well as its understanding of Deep Speech, its telepathy, and its traits. It otherwise adopts the target's statistics. It knows everything the creature knew, including spells and languages.

If the host body dies, the intellect devourer must leave it. A protection from evil and good spell cast on the body drives the intellect devourer out. The intellect devourer is also forced out if the target regains its devoured brain by means of a wish. By spending 5 feet of its movement, the intellect devourer can voluntarily leave the body, teleporting to the nearest unoccupied space within 5 feet of it. The body then dies, unless its brain is restored within 1 round.

Variant: Thrall Companion Intellect Devourer
Most intellect devourers are created with the purpose of roaming the Underdark. Some, however, are created as companion for particularly powerful mind flayers, for it requires a strong will and mind to resist the creature's drive for consuming minds.
Thrall Companion. The intellect devourer can serve as a thrall companion to the creature that creates it, forming a telepathic bond with its creator. While the two are bonded, the creator can sense what the intellect devourer senses as long as they are within 1 mile of each other. If the creator dies, the intellect devourer will take the original stats of the creature (CR 2) and immediately seek body it can steal. Additionally, when the creator reaches 14th level in the ceremorpher creed, the CR limit for Body Thief increases to 3.

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Lesser Brain Golem

Small construct, lawful evil

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• Armor Class 13
• Hit Points 49(1d4 + 5)
• Speed 30ft.

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STR	DEX	CON	INT	WIS	CHA
13 (+1)	6 (-2)	12 (+1)	10 (+0)	6 (-2)	5 (-3)

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• Damage Immunities psychic
• Condition Immunities charmed, exhaustion, frightened, paralyzed, petrified, poisoned
• Senses darkvision 60ft., passive Perception 8
• Languages understands Deep Speech, but can't speak
• Challenge 1 (200 XP)

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Psychic Absorption. Whenever the golem is subjected to psychic damage, it takes no damage and instead regains a number of hit points equal to the psychic damage dealt.

Immutable Form. The golem is immune to any spell or effect that would alter its form.

Actions

Slam. Melee Weapon Attack: +3 to hit, reach 5 ft., one target. Hit: 4 (1d6 + 1) bludgeoning damage.

Mind Blast (Recharge 5–6). The brain golem emits psychic energy in a 30-foot cone. Each creature in that area must succeed on a DC 13 Intelligence saving throw or take 6 (1d8 + 2) psychic damage and be stunned for 1 minute. A creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

Variant: Thrall Companion Lesser Brain Golem
While brain golems made from a bud of an elder brain and are unfailingly loyal to the elder brain and colony they belong, lesser brain golems share a similar loyalty to their creator. As a result, lesser brain golems prove to be useful, and powerful, companions to the mind flayer that creates them. A brain golem serving as a thrall companion has the following trait.
Thrall Companion. The lesser brain golem can serve as a thrall companion to the creature that creates it, forming a telepathic bond with its creator. While the two are bonded, the creator can sense what the brain golem senses as long as they are within 1 mile of each other. If the creator dies, the brain golem will not bond another creature and is aggressive to any that approach it.

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Mindglarer

Tiny aberration, lawful evil

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• Armor Class 13
• Hit Points 13(3d4 + 6)
• Speed 0 ft., fly 30 ft. (hover)

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STR	DEX	CON	INT	WIS	CHA
3 (-4)	17 (+3)	10 (+0)	7 (-2)	10 (+0)	7 (-2)

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• Condition Immunities prone
• Senses darkvision 60 ft., passive Perception 14
• Languages Deep Speech, telepathy 120 ft.
• Challenge 1/2 (100 XP)

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Telepathic Hub. When the mindglarer receives a telepathic message, it can telepathically share that message with up to four other creatures within 120 feet of it that it can see.

Actions

Bite. Melee Weapon Attack: +5 to hit, reach 5 ft., one target. Hit: 1 piercing damage.

Eye Rays. The gazer shoots two of the following magical eye rays at random (reroll duplicates), choosing one or two targets it can see within 60 feet of it

1. Fear Ray. The targeted creature must succeed on a DC 12 Wisdom saving throw or be frightened until the start of the gazer's next turn.

2. Psychic Ray. The targeted creature must succeed on a DC 12 Intelligence saving throw or take 10 (3d6) psychic damage.

3. Stunning Ray. The targeted creature must succeed on a DC 12 Constitution saving throw or be stunned for 1 minute. The target can repeat the saving throw at the start of each of its turns, ending the effect on itself on a success.

4. Telekinetic Ray. If the target is a creature that is Medium or smaller, it must succeed on a DC 12 Strength saving throw or be moved up to 30 feet directly away from the gazer. If the target is an object weighing 10 pounds or less that isn't being worn or carried, the gazer moves it up to 30 feet in any direction. The gazer can also exert fine control on objects with this ray, such as manipulating a simple tool or opening a container.

Variant: Thrall Companion Mindglarer
Most mindglarers serve along mindwitnesses with a colony. On occasion, a mindglarer will seek out a powerful mind flayer seek to serve it. Mindglarers that are created separate from a colony are much more inclined to serve the creature that created it, but also tend to be more independent than their colony counterparts. A mindglarer serving as a thrall companion has the following trait.
Thrall Companion. The mindglarer can serve as a thrall companion, forming a telepathic bond with the creature that creates it or another individual of its choosing, provided that master has psionic abilities including at least 1 discipline. While the two are bonded, the creator can sense what the mindglarer senses as long as they are within 1 mile of each other. If its master causes it physical harm, the mindglarer will end its service as a thrall companion, breaking the telepathic bond.

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Mozgriken

Small aberration, neutral evil

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• Armor Class 14
• Hit Points 22(4d6 + 8)
• Speed 20ft.

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STR	DEX	CON	INT	WIS	CHA
10 (+0)	14 (+2)	14 (+2)	12 (+1)	10 (+0)	5 (-3)

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• Skills Stealth +4
• Senses passive Perception 12
• Languages Deep Speech, Gnomish, Undercommon
• Challenge 1 (200 XP)

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Innate Spellcasting. The mozgriken's innate spellcasting ability is Intelligence (spell save DC 11). It can innately cast the following spells, requiring no material components:

At will: nondetection (self only)

1/day each: disguise self, invisibility

Shadow Camouflage. The mozgriken has advantage on Dexterity (Stealth) checks made to hide in shadows or dim light.

Shadow Step. when in dim light or darkness, as a bonus action, the mozgriken can teleport up to 30 feet to an unoccupied space they can see that is also in dim light or darkness.

Actions

Multiattack. The mozgriken makes two attacks with its claws.

Claw. Melee Weapon Attack: +2 to hit, reach 5 ft., one creature. Hit: 4 (1d6 + 1) slashing damage.

Tentacles. Melee Weapon Attack: +2 to hit, reach 5 ft., one creature. Hit: 5 (1d8 + 1) psychic damage. if the target is small or tiny, it is grappled (escape DC 11) and must succeed on a DC 11 Intelligence saving throw or be stunned until this grapple ends.

Variant: Thrall Companion Mozgriken
Most mozgriken found within a colony served the colony as a whole, but some found their subjugation easier when serving an individual mind flayer. A mozgriken serving as a thrall companion has the following trait.
Thrall Companion. The mozgriken can serve as a thrall companion, forming a telepathic bond with the creature that creates it or another individual of its choosing. While the two are bonded, the creator can sense what the mozgriken senses as long as they are within 1 mile of each other. While the mozgriken is within 10 feet of its master, the master shares the mozgriken's Shadow Camouflage trait. Though rare, at any time and for any reason, the mozgriken can end its service as a thrall companion, ending the telepathic bond.

6th Level

• Arcane Gate
• Blade Barrier
• Chain Lightning
• Circle of Death
• Disintegrate
• Enervation*
• Find the Path
• Eyebite
• Harm
• Mass Suggestion
• Mental Prison
• Scatter

  7th Level

• Crown of Stars
• Etherealness
• Forcecage
• Geas*
• Planeshift
• Power Word Pain
• Regenerate
• Reverse Gravity
• Teleport
• Whirlwind

  8th Level

• Animate Objects*
• Antimagic Field
• Demiplane
• Dominate Monster
• Earthquake
• Feeblemind
• Maddening Darkness
• Mind Blank
• Power Word Stun

  9th Level

• Astral Projection
• Foresight
• Gate
• Modify Memory*
• Power Word Kill
• Psychic Scream
• Time Stop

Spells with an * can be selected and cast as the level they are listed at only.

The Influencer Creed

The creature's body went limp in our arms, its mouth foaming from the poison it had somehow managed to slip passed us. As its final breath slowly left it, the disguise faded. No longer were we holding the corpse of a frail merchant. Instead, we looked down at the alien features of a mind flayer, a vial clutched in one of the tentacles which still moved slightly even after death.

The Unseen Hand

Like most mind flayers, those of the influencer creed believe that knowledge is power. Where the influencers separate themselves is in their belief that for all the power and technology their kind, it is as good as useless if a plan doesn't include a complete picture.

To create this complete picture, the influencer creed tasks itself with collecting this information through subversion and infiltration. If a key figurehead dies or disappears, or priceless books containing important lore and history are lost in a fire, it is not entirely unlikely that an influencer was involved.

The Influencer

Influencers are masters of deception, infiltration, and extraction. With their innate psychic abilities, mind flayers belonging to this creed make formidable spies and assassins. Within a colony, influencers seek to bend other societies to their will through the careful manipulation of lore and politics. An influencer that has found itself beyond the control of its elder brain will often seek out similar opportunities either to further their own plans or as an agent for hire.

Creating an Influencer

When creating a mind flayer of the influencer creed consider their motivations. Do they use their abilities to advance their own agenda, whether selfishly or self-righteously, or do take a more pragmatic approach following the thrill of a successful incursion?

Quick Build

You can make an Influencer quickly by following these suggestions. First, Dexterity should be your highest ability score. Make Intelligence your next-highest if you want to excel at Investigation and Psionics. Choose Charisma instead if you plan to emphasize deception and social interaction. Second, choose the charlatan background.

Creed Features

As an Influencer, you gain the following creed features

Hit Points

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• Hit Dice: 1d8 per influencer level
• Hit Points at 1st Level: 8 + your Constitution modifier
• Hit Points at Higher Levels: 1d8 (or 5) + your Constitution modifier per influencer level after 1st

Proficiencies

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• Armor: Light armor
• Weapons: simple weapons, hand crossbows, longswords, rapiers
• Tools: Thieves' tools

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• Saving Throws: Charisma, Intelligence
• Skills: Choose two from Deception, Insight, Investigation, Performance, Persuasion, Sleight of Hand, and Stealth.

Equipment

You start with the following equipment, in addition to the equipment granted by your background:

• (a) a rapier or (b) a hand crossbow
• (a) a burglar's pack or (b) diplomat's pack
• Leather armor, two daggers, and thieves' tools

Telepath

Beginning at 1st level, your latent psionic abilities allow you touch the minds of those around you. You can speak telepathically to any creature you can see within 60 feet of you, and they can respond in a similar fashion. You can do this simultaneously with a number of creatures equal to your Intelligence modifier (minimum 1).

Additionally, when using an ability or casting a spell that requires the target to hear you, you can communicate directly to their mind in this way. This ability does not change the number of targets for the spell.

Psionics

The power of your mind allows you to exert your will upon the physical world through mere thought. Your psionic powers allow you to interact with the world in a number of ways as you hone and perfect your abilities.

Psi Points

Starting at 1st level, you gain access to Psi Points used to fuel psionic discipline powers and effects. You have a number of Psi Points equal to your Influencer level and regain all spent points after completing a short or long rest. You can spend a number of Psi Points equal to half your Psion level (rounded up) at a time (for example, at level 5, you can spend 3 psi points on psionic power or cast a spell with a cost of 3 psi points).

Psionic Ability

Psionic powers, psionic talents, and spells gained through this class use your Psionic ability. You use your Intelligence whenever an ability refers to your psionic ability. In addition, you use your Intelligence modifier when setting the saving throw DC for a psionic ability and when making an attack roll with one. Use the same save DC and modifiers when using Mind Blast and Extract Brain features.

Psionic Ability save DC = 8 + your proficiency bonus + your Intelligence modifier

Psionic Ability attack modifier = your proficiency bonus + your Intelligence modifier

Mind Knife

At 1st level, you coalesce your psionic energy into glass-like daggers of psychic power. Whenever you take the Attack action, you can manifest a psychic blade from your free hand and make the attack with that blade. This magic blade is a simple melee weapon with the finesse and thrown properties. It has a normal range of 60 feet and no long range, and on a hit, it deals psychic damage equal to 1d6 plus the ability modifier you used for the attack roll. The blade vanishes immediately after it hits or misses its target, and it leaves no mark on its target if it deals damage.

After you attack with the blade, you can make a melee or ranged weapon attack with a second psychic blade as a bonus action on the same turn, provided your other hand is free to create it. The damage die of this bonus attack is 1d4, instead of 1d6.

Once per turn, you can deal an extra 2d4 psychic damage to one creature you hit with an attack using your mind knife. The amount of damage increases with you Proficiency Bonus (for example 3d4 at 5th level).

Mind Meld

Beginning at 2nd level, you can spend 1 Psi Point to link your mind with another that you touch for up to 1 minute as long as contact is maintained. The target must make an Intelligence Saving through against your Psionic Ability save DC. If the creature you choose has an Intelligence of 3 or lower or doesn't speak any language, the creature is unaffected.

On a failed save, you learn the surface thoughts of the creature—what is most on its mind in that moment. Additionally, you can tell if the target is being truthful or is withholding information.

On a successful save, the target is aware of your attempt to probe their mind.

Psionic Talents

Starting at 2nd level, you gain access to a Psionic Talent. Pick one talent from the list of Psionic talents presented at the end of the class description. You can pick an additional Psionic talent at 7th, 11th, 15th, and 19th level. When you level up, you can replace a Psionic talent you have previously selected with a different option.

Expertise

At 3rd level, choose two of your skill proficiencies, or one of your skill proficiencies and your proficiency with thieves' tools. Your proficiency bonus is doubled for any ability check you make that uses either of the chosen proficiencies.

Psionic Disciplines

At 5th level, through practice and focused study, you are granted access to a psionic discipline (such as Telepathy or Telekinesis). A psionic discipline comes with a passive feature that expands your character's capabilities and an active psionic power that can be modified and empowered with Psi Points. Additionally, you can use your discipline in more detailed applications to recreate the effect of certain spells, listed at the end of the discipline description. At 9th level you can select an additional discipline, and again at 13th and 17th level.

Psionic powers are suppressed by anti-magic field and can be dispelled with dispel magic but are only affected by counterspell if recreating the effect of a spell. Any check required to dispel magic, counterspell or identify a spell being cast with Psionics is made at disadvantage unless the caster also has the Psionics feature. The spell detect magic will detect the usage of psionics, but not their nature - it will show up as a mysterious untyped power, even if being used to generate the effect of a spell.

When recreating a spell through a Psionic effect (using a Psionic discipline to cast the spell) the spell has no Material or Somatic components. As a Mind Flayer, while recreating a spell does not require Somatic components, any individual with psionic abilities would be able to see a subtle glow around your person as you channel the powers of your mind.

Mind Blast

Beginning at 5th level, when you take the Attack action, you can replace one of your attacks with a psychic wave of energy is a 15-ft cone. Each creature in that area must succeed on an Intelligence saving throw or take 2d8 psychic damage on a failed save, or half as much damage on a successful one. The damage for this ability increase by 1d8 when you reach 8th level (3d8), 12th level (4d8), and 16th level (5d8).

You can use this ability a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Psionic Disguise

Starting at 6th level, you harness your psionic power to hide among the crowds. As an action, you can create a Psionic Disguise for 1 hour. This disguise behaves as though you have cast the disguise self spell on yourself.

You can extend the duration of this disguise for another hour, change the disguise by expending 1 Psi Point. This can be done as long as you have Psi Points available.

The first time you use this power after each long rest, you don't expend any Psi Points. All other times you use the power, you expend 1 Psi Point.

Secret Extraction

At 7th level, your ability to probe into the minds of others is unmatched. You make a melee attack on a creature within range. On a hit, the target takes 4d8 psychic damage as their deepest secrets become the focus of their thoughts. The target must succeed on a Wisdom saving throw or the target is compelled to confess their secrets immediately or take an additional 4d8 psychic damage.

Once you use this ability, you can't do so again until you finish a long rest.

Inscrutable Disguise

Beginning at 10th level, whenever someone attempts to inspect your disguise, you can spend 1 Psi Point to cause them to have disadvantage on their Investigation check.

Additionally, you can use the Psionic Disguise feature twice per long rest or extend an active disguise once without expending any Psi Points.

Extract Brain

Starting at 10th level, living off the brains of deceased creatures is no longer satisfying. As an action, you make an unarmed strike with your tentacles against a humanoid that is Large or smaller. On a hit, it is grappled and must succeed on an Intelligence saving throw or be stunned until the grapple ends. If the target was hit by your Mind Blast within the last minute, they make their Intelligence save at disadvantage.

On your next turn, you can spend your action to make another unarmed strike on a grappled and incapacitated target using your spellcasting modifier. On a hit, you deal 5d10 piercing damage and 5d10 psychic damage as you begin to feast on their psionic energy and brain.

If this damage reduces the target to 0 hit points, the target is killed instantly as you extract and devour its brain. When this happens, you can gain random knowledge and memories from the target, as determined by the DM. This memory and knowledge is lost after a long rest if not recorded. The target is released from the grapple at the end of your turn.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Subtle Psionics

At 10th level, you have learned to better hide the use of your psionic abilities. When you use a discipline or talent, you can spend 1 psi point to cast it without any verbal components. As well, the subtle glow around your person is no longer visible to anyone.

Devour Memories

Starting at 14th level, when you feed off a humanoid using your Extract Brain ability, you also devour their memories. You gain access to all information that the humanoid would freely share with a casual acquaintance. Such information includes general details on its background and personal life but doesn't include secrets. The information is enough that you can pass yourself off as the person by drawing on its memories. You retain these memories for 24 hours.

If disguising yourself as this humanoid, you gain a +5 bonus to your Charisma (Deception) checks to convince others of your disguise.

Forgettable Face

Beginning at 15th level, you learn to remove your presence from the minds of those around you. You can spend 1 psi point to cause a target you have spent no more than 10 minutes interacting with to make an Intelligence saving throw. On a failed save, the target forgets having ever seen or talked to you and will treat you like a stranger.

Expending an additional psi point increase the time limit to 1 hour, expending 3 psi points increases it to 24 hours, expending 4 psi points increases it to 1 year, and 5 psi points removes you from their memories regardless of time spent with them.

Defensive Disguise

Beginning at 18th level, your Psionic Disguise protects itself from detection. You can use your Inscrutable Disguise feature without expending psi points. Additionally, on a failed save, you can spend 1 psi point to cause the target to take 3d4 psychic damage without it knowing the source of the attack.

Creedmaster: Influencer

At 20th level, your ability to hide in plain sight and infiltrate is second to none. Any feature described in Psionic Disguise, Inscrutable Disguise, or Defensive Disguise that required psi points can be done at no cost.

The Tamer Creed

He tore through our ranks as if they were nothing. Veteran soldiers dropped to their knees as he advanced, their necks the perfect height for his wicked blade that glowed with a strange power. It was gruesome and compelling, as if this were his right to claim ultimate dominion over the life of our army.

Strength is Power

Unique among the other creeds, the tamer creed believes that military might is the most important attribute for obtain supremacy over others. Where other creeds will rely on their abilities, intrigue, and diplomacy, tamers would rather rely on their battle discipline and sword. To this end, they sacrifice exploring their psychic abilities in exchange for a more physical approach.

With their natural intelligence, the tamer creed is known for their shrewd sense of strategy. Combined with their innate power, a mind flayer of the tamer creed is a force in and of themselves.

The Tamer

Tamers are straightforward in their philosophy towards domination. While they may not be as powerful, or versatile, with their psionic abilities compared to other creeds, they compensate by combining their innate ability with raw strength.

Creating a Tamer

When creating a tamer, take time to consider how your mind flayer regards other creeds. Do they feel that relying on psionic power alone is a sign of weakness? Do they view themselves as superior to other martial classes because of their psionic power? Most mind flayers from the tamer creed have a knack for strategy, though some simply prefer the bloodshed. Where does your mind flayer fall along this spectrum?

Quick Build

You can make a Tamer quickly by following these suggestions. First, make Strength or Dexterity your highest ability score, depending on whether you want to focus on melee weapons or on archery (or finesse weapons). Your next-highest score should be Constitution, or Intelligence if you plan to focus on psionic abilities. Second, choose the soldier background.

Creed Features

As a Tamer, you gain the following creed features:

Hit Points

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• Hit Dice: 1d10 per tamer level
• Hit Points at 1st Level: 10 + your Constitution modifier
• Hit Points at Higher Levels: 1d10 (or 6) + your Constitution modifier per tamer level after 1st

Proficiencies

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• Armor: light armor, shields
• Weapons: simple weapons, martial weapons
• Tools: none

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• Saving Throws: Strength, Constitution
• Skills: Choose two from Acrobatics, Animal Handling, Athletics, History, Insight, Intimidation, Perception, and Survival.

Equipment

You start with the following equipment, in addition to the equipment granted by your background:

• (a) a martial weapon and a shield or (b) two martial weapons
• (a) four javelins or (b) any simple melee weapon
• (a) a dungeoneer's pack or (b) an explorer's pack

Telepath

Beginning at 1st level, your latent psionic abilities allow you touch the minds of those around you. You can speak telepathically to any creature you can see within 60 feet of you, and they can respond in a similar fashion. You can do this simultaneously with a number of creatures equal to your Intelligence modifier (minimum 1).

Additionally, when using an ability or casting a spell that requires the target to hear you, you can communicate directly to their mind in this way. This ability does not change the number of targets for the spell.

Psionics

The power of your mind allows you to exert your will upon the physical world through mere thought. Your psionic powers allow you to interact with the world in a number of ways as you hone and perfect your abilities.

Psi Points

Starting at 1st level, you gain access to Psi Points used to fuel psionic discipline powers and effects. You have a number of Psi Points equal to your Venerator level and regain all spent points after completing a short or long rest. You can spend a number of Psi Points equal to half your Psion level (rounded up) at a time (for example, at level 5, you can spend 3 psi points on psionic power or cast a spell with a cost of 3 psi points).

Psionic Ability

Psionic powers, psionic talents, and spells gained through this class use your Psionic ability. You use your Intelligence whenever an ability refers to your psionic ability. In addition, you use your Intelligence modifier when setting the saving throw DC for a psionic ability and when making an attack roll with one. Use the same save DC and modifiers when using Mind Blast and Extract Brain features.

Psionic Ability save DC = 8 + your proficiency bonus + your Intelligence modifier

Psionic Ability attack modifier = your proficiency bonus + your Intelligence modifier

Psionic Defense

While you are not wearing any armor, your Armor Class equals 10 + your Dexterity modifier + your Intelligence modifier. You can use a shield and still gain this benefit.

Fighting Style

You adopt a particular style of fighting as your specialty. Choose one of the following options. You can't take the same Fighting Style option more than once, even if you get to choose again.

Archery

You gain a +2 bonus to attack rolls you make with ranged weapons.

Blind Fighting

You have blindsight with a range of 10 feet. Within that range, you can effectively see anything that isn't behind total cover, even if you're blinded or in darkness. Moreover, you can see an invisible creature within that range, unless the creature successfully hides from you.

Defense

While you are wearing armor, you gain a +1 bonus to AC.

Great Weapon Fighting

When you roll a 1 or 2 on a damage die for an attack you make with a melee weapon that you are wielding with two hands, you can reroll the die and must use the new roll, even if the new roll is a 1 or a 2. The weapon must have the two-handed or versatile property for you to gain this benefit.

Protection

When a creature you can see attacks a target other than you that is within 5 feet of you, you can use your reaction to impose disadvantage on the attack roll. You must be wielding a shield.

Psionic Warrior

You learn one psionic discipline of your choice.

Two-Weapon Fighting

When you engage in two-weapon fighting, you can add your ability modifier to the damage of the second attack.

Unarmed Fighting

Your unarmed strikes can deal bludgeoning damage equal to 1d6 + your Strength modifier on a hit. If you aren't wielding any weapons or a shield when you make the attack roll, the d6 becomes a d8.

At the start of each of your turns, you can deal 1d4 bludgeoning damage to one creature grappled by you.

Mind Submission

Beginning at 2nd level, your psionic presence bears down on those around you. As a bonus action, you can spend 1 psi point to cause a creature within 30 feet of you to make a Strength saving throw. On a failed save, the target is made prone as you pull them down with your mind.

Psionic Talents

Starting at 3rd level, you gain access to a Psionic Talent. Pick one talent from the list of Psionic talents presented at the end of the class description. You can pick an additional Psionic talent at 7th, 13th, and 18th level. When you level up, you can replace a Psionic talent you have previously selected with a different option.

Extra Attack

Beginning at 5th level, you can attack twice, instead of once, whenever you take the Attack action on your turn.

The number of attacks increases to three when you reach 11th level in this class and to four when you reach 20th level in this class.

Mind Blast

Beginning at 5th level, when you take the Attack action, you can replace one of your attacks with a psychic wave of energy is a 15-ft cone. Each creature in that area must succeed on an Intelligence saving throw or take 2d8 psychic damage on a failed save, or half as much damage on a successful one. The damage for this ability increase by 1d8 when you reach 8th level (3d8), 12th level (4d8), and 16th level (5d8).

You can use this ability a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Mindful Resilience

At 6th level, you can spend 1 psi point to shield your mind with psionic energy. For 1 minute, you can't be charmed or frightened. If you are charmed or frightened when you enter this state, the effect is suspended for the duration.

Dominating Presence

Starting at 9th level, you've mastered the ability overpower the minds of those beneath you. As an action, choose one creature that you can see within 30 feet of you. If the creature can see you, it must succeed on a Wisdom saving throw or be frightened of you until the end of your next turn. On subsequent turns, you can use your action to extend the duration of this effect on the frightened creature until the end of your next turn. This effect ends if the creature ends its turn out of line of sight or more than 60 feet away from you.

If the creature succeeds on its saving throw, you can't use this feature on that creature again for 24 hours.

Psionic Attacks

Beginning at 10th level, you empower your attacks with psionic energy. When making an attack, add your Intelligence modifier to the attack and damage rolls.

Extra Attack (2)

At 11th level, you can attack three times whenever you take the Attack action on your turn.

Extract Brain

Starting at 11th level, living off the brains of deceased creatures is no longer satisfying. As an action, you make an unarmed strike with your tentacles against a humanoid that is Large or smaller. On a hit, it is grappled and must succeed on an Intelligence saving throw or be stunned until the grapple ends. If the target was hit by your Mind Blast within the last minute, they make their Intelligence save at disadvantage.

On your next turn, you can spend your action to make another unarmed strike on a grappled and incapacitated target using your spellcasting modifier. On a hit, you deal 5d10 piercing damage and 5d10 psychic damage as you begin to feast on their psionic energy and brain.

If this damage reduces the target to 0 hit points, the target is killed instantly as you extract and devour its brain. When this happens, you can gain random knowledge and memories from the target, as determined by the DM. This memory and knowledge is lost after a long rest if not recorded. The target is released from the grapple at the end of your turn.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Unyielding Mind

Beginning at 14th level, when you use your Mindful Resilience feature, you also have advantage on Wisdom, Intelligence, and Charisma saving throws for the duration.

Nightmarish Attacker

At 15th level, you have advantage when attacking a target frightened of you.

Nourishing Mind

Starting at 17th level, when you use your Extract Brain feature, you regain hit points equal to the psychic damage dealt. If the total damage reduces the target to 0 hit points, the hit points regained doubles.

Psionic Aura

Beginning at 18th level, psychic power emanates from you, bolstering your companions. Whenever you or a friendly creature within 15 feet of you must make a saving throw, the creature gains a bonus to the saving throw equal to your Intelligence modifier (with a minimum bonus of +1). You must be conscious to grant this bonus.

Creedmaster: Tamer

At 20th level, your psionic energy permeates your body empowering it, gaining the following benefits:

• You gain resistance to bludgeoning, piercing, and slashing damage.
• You can attack four times whenever you take the Attack action on your turn.

The Venerator Creed

The four mind flayers lowered their hoods and looked out over the crowd. Freshly branded on their foreheads was the sigil of the Great Brain. For a generation, the Creatives had held preeminent power among the colony, but with these four priests and the recent appearance of an avatar of the Great Brain it was clear that a shift in power was about to happen.

Glory of the Tentacle Lord

Rather than pursuing their own power and developing their psychic potential, mind flayers from the venerator creed choose instead to devote themselves to the Great Brain, the self-appointed deity and supposed creator of the mind flayers. Where arcane magic was despised among mind flayers, venerators and the divine magic they channeled from the Tentacle Lord was looked upon with favor.

The appearance, rise, and fall of a venerator creed typically would happen within a generation, as members of this creed often eschewed their psionic abilities in favor of giving themselves completely to the power of the Great Brain.

The Venerator

Venerators served the priests and acolytes of the Great Brain. Their rise to power was sometimes resisted by the existing hierarchy. This opposition was often quelled by the arrival of an avatar, a mind flayer or elder brain, through which the Tentacle Lord would make known its power and will. Those that answered the call of their deity were gifted divine power to carry out its will. In some cases, this power even granted an individual mind flayer freedom from the elder brain they had served under.

Creating a Venerator

When creating a venerator, consider what drew you to join the creed. Were you born into it, or were you a member of a different creed until you heard the call to follow the Great Brain? How zealous are you in your convictions, or is the Tentacle Lord a means to an end?

Quick Build

You can make a Venerator quickly by following these suggestions. First, Wisdom should be your highest ability score, followed by Constitution or Dexterity. Second choose the acolyte background.

Creed Features

As a Venerator, you gain the following creed features

Hit Points

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• Hit Dice: 1d8 per venerator level
• Hit Points at 1st Level: 8 + your Constitution modifier
• Hit Points at Higher Levels: 1d8 (or 5) + your Constitution modifier per venerator level after 1st

Proficiencies

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• Armor: Light armor, medium armor, shields
• Weapons: simple weapons
• Tools:

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• Saving Throws: Intelligence, Wisdom
• Skills: Choose two from History, Insight, Medicine, Persuasion, Religion.

Equipment

You start with the following equipment, in addition to the equipment granted by your background:

• (a) a mace or (b) a sickle
• (a) scale mail or (b) a leather armor
• (a) a light crossbow and 20 bolts or (b) any simple weapon
• (a) a priest's pack or (b) an explorer's pack
• A shield and a holy symbol

Telepath

Beginning at 1st level, your latent psionic abilities allow you touch the minds of those around you. You can speak telepathically to any creature you can see within 60 feet of you, and they can respond in a similar fashion. You can do this simultaneously with a number of creatures equal to your Intelligence modifier (minimum 1).

Additionally, when using an ability or casting a spell that requires the target to hear you, you can communicate directly to their mind in this way. This ability does not change the number of targets for the spell.

Psionics

The power of your mind allows you to exert your will upon the physical world through mere thought. Your psionic powers allow you to interact with the world in a number of ways as you hone and perfect your abilities.

Psi Points

Starting at 1st level, you gain access to Psi Points used to fuel psionic discipline powers and effects. You have a number of Psi Points equal to your Influencer level and regain all spent points after completing a short or long rest. You can spend a number of Psi Points equal to half your Psion level (rounded up) at a time (for example, at level 5, you can spend 3 psi points on psionic power or cast a spell with a cost of 3 psi points).

Psionic Ability

Psionic powers, psionic talents, and spells gained through this class use your Psionic ability. You use your Intelligence whenever an ability refers to your psionic ability. In addition, you use your Intelligence modifier when setting the saving throw DC for a psionic ability and when making an attack roll with one. Use the same save DC and modifiers when using Mind Blast and Extract Brain features.

Psionic Ability save DC = 8 + your proficiency bonus + your Intelligence modifier

Psionic Ability attack modifier = your proficiency bonus + your Intelligence modifier

Spellcasting

As a conduit for divine power, you can cast venerator spells.

Preparing and Casting Spells

The Venerator table shows how many spell slots you have to cast your venerator spells of 1st level and higher. To cast one of these spells, you must expend a slot of the spell's level or higher. You regain all expended spell slots when you finish a long rest.

You prepare the list of venerator spells that are available for you to cast, choosing from the venerator spell list. When you do so, choose a number of venerator spells equal to your Wisdom modifier + half your venerator level (rounded up, minimum of one spell). The spells must be of a level for which you have spell slots.

For example, if you are a 3rd-level venerator, you have four 1st-level and two 2nd-level spell slots. With a Wisdom of 16, your list of prepared spells can include five spells of 1st or 2nd level, in any combination. If you prepare the 1st-level spell cure wounds, you can cast it using a 1st-level or 2nd-level slot. Casting the spell doesn't remove it from your list of prepared spells.

You can change your list of prepared spells when you finish a long rest. Preparing a new list of venerator spells requires time spent in prayer and meditation: at least 1 minute per spell level for each spell on your list.

Spellcasting Ability

Wisdom is your spellcasting ability for your venerator spells. The power of your spells comes from your devotion to your deity. You use your Wisdom whenever a venerator spell refers to your spellcasting ability. In addition, you use your Wisdom modifier when setting the saving throw DC for a venerator spell you cast and when making an attack roll with one.

Spell save DC = 8 + your proficiency bonus + your Wisdom modifier

Spell attack modifier = your proficiency bonus + your Wisdom modifier

Ritual Casting

You can cast a venerator spell as a ritual if that spell has the ritual tag and you have the spell prepared.

Spellcasting Focus

You can use a holy symbol as a spellcasting focus for your cleric spells.

The Great Brain’s Blessing

At 1st level, your devotion to the Tentacle Lord has granted you with divine power. You know two cantrips of your choice from the venerator spell list.

At each indicated venerator level, add the listed spells to your spells prepared. These are always prepared, and don't count against the number of spells you can prepare each day.

Psychic Offering: Psionic Exchange

Beginning at 2nd level, you gain the ability to connect with the Great Brain, tapping into its tremendous power. You can offer up your psionic energy to gain additional spell slots or sacrifice spell slots to gain additional psi points.

When you use your Psychic Offering, you choose which effect to create. You must then finish a long rest to use your Psychic Offering again. You gain additional uses and options at 6th, 10th, 14th, and 18th levels.

Creating Spell Slots. You can transform unexpended psi points into one spell slot as a bonus action on your turn. The created spell slots vanish at the end of a long rest. The Creating Spell Slots table shows the cost of creating a spell slot of a given level. You can create spell slots no higher in level than 5th.

Converting a Spell Slot to Psi Points. As a bonus action on your turn, you can expend one spell slot and gain a number of psi points equal to the slot's level.

Psionic Talents

Starting at 2nd level, you gain access to a Psionic Talent. Pick one talent from the list of Psionic talents presented at the end of the class description. You can pick an additional Psionic talent at 7th, 11th, 15th, and 19th level. When you level up, you can replace a Psionic talent you have previously selected with a different option.

Hybrid Casting

At 3rd level, you gain the ability to empower and transform your spells through the use of psionics. You gain two the following Hybrid Casting options of your choice. You gain another one at 10th and 17th level.

You can use only one Hybrid Casting option on a spell when you cast it, unless otherwise noted.

Careful Spell

When you cast a spell that forces other creatures to make a saving throw, you can protect some of those creatures from the spell's full force. To do so, you spend 1 psi point and choose a number of those creatures up to your Wisdom modifier (minimum of one creature). A chosen creature automatically succeeds on its saving throw against the spell.

Empowered Spell

When you roll damage for a spell, you can spend 1 psi point to reroll a number of the damage dice up to your Wisdom modifier (minimum of one). You must use the new rolls.

You can use Empowered Spell even if you have already used a different Hybrid Casting option during the casting of the spell.

Extended Spell

When you cast a spell that has a duration of 1 minute or longer, you can spend 1 psi point to double its duration, to a maximum duration of 24 hours.

Heightened Spell

When you cast a spell that forces a creature to make a saving throw to resist its effects, you can spend 3 psi points to give one target of the spell disadvantage on its first saving throw made against the spell.

Potent Spell

When you cast a spell that deals damage, you can spend a number psi points up to your psi limit to increase to increase the damage roll by one die per psi point spent.

You can use Potent Spell even if you have already used a different Hybrid Casting option during the cast of the spell.

Subtle Spell

When you cast a spell, you can spend 1 psi point to cast it without any somatic or verbal components.

Seeking Spell

If you make an attack roll for a spell and miss, you can spend 2 psi points to reroll the d20, and you must use the new roll.

You can use Seeking Spell even if you have already used a different Hybrid Casting option during the casting of the spell.

Transmuted Spell

When you cast a spell that deals a type of damage from the following list, you can spend 1 psi point to change that damage type to one of the other listed types: acid, cold, fire, lightning, poison, thunder.

Mind Blast

Beginning at 5th level, when you take the Attack action, you can replace one of your attacks with a psychic wave of energy is a 15-ft cone. Each creature in that area must succeed on an Intelligence saving throw or take 2d8 psychic damage on a failed save, or half as much damage on a successful one. The damage for this ability increase by 1d8 when you reach 8th level (3d8), 12th level (4d8), and 16th level (5d8).

You can use this ability a number of times equal to your proficiency bonus, and you regain all expended uses when you finish a long rest.

Psychic Offering: Psionic Smite

Starting at 6th level, you can use your Psychic Offering twice between long rests.

Additionally, you gain the ability to infuse your weapon with the psychic power of the Great Brain by surrendering your psionic energy to your deity. Once on each of your turns when you hit a creature with a weapon attack, you can expend one psi point to deal psychic damage to the target, in addition to the weapon's damage. The extra damage is 1d6 for each psi point spent, up to your psi limit.

Psychic Offering: Psionic Protection

Beginning at 10th level, you can use your Psychic Offering three times between long rests. You can spend 1 psi point to gain resistance to a damage type of your choice for 1 minute.

You can spend an additional psi point at 14th level to gain two resistances and can spend 3 psi points at 18th level to gain three resistances.

Extract Brain

Starting at 11th level, living off the brains of deceased creatures is no longer satisfying. As an action, you make an unarmed strike with your tentacles against a humanoid that is Large or smaller. On a hit, it is grappled and must succeed on an Intelligence saving throw or be stunned until the grapple ends. If the target was hit by your Mind Blast within the last minute, they make their Intelligence save at disadvantage.

On your next turn, you can spend your action to make another unarmed strike on a grappled and incapacitated target using your spellcasting modifier. On a hit, you deal 5d10 piercing damage and 5d10 psychic damage as you begin to feast on their psionic energy and brain.

If this damage reduces the target to 0 hit points, the target is killed instantly as you extract and devour its brain. When this happens, you can gain random knowledge and memories from the target, as determined by the DM. This memory and knowledge is lost after a long rest if not recorded. The target is released from the grapple at the end of your turn.

Once you've used this ability, you cannot do so again until you have completed a long rest.

Psychic Offering: Psionic Prowess

Starting at 14th level, you can use your Psychic Offering four times between long rests. The skill and knowledge of the Great Brain becomes your own. As an Action, spend up to 3 psi points. For each psi point spent, choose one skill or tool. For 10 minutes, you have proficiency with the chosen skill or tool.

Alternatively, spend 3 psi points and gain expertise in one skill or tool for 10 minutes.

Psychic Offering: Psionic Bounty

Beginning at 18th level, you can use your Psychic Offering five times between long rests. Whenever you spend psi points on a Psychic Offering, half of the psi points (rounded down) spent are returned to you.

Creedmaster: Venerator

At 20th level, your devotion to the Tentacle Lord has not gone unnoticed. You are blessed with the terrible might of your deity as an avatar of its will. As a bonus action, you gain the following benefits for 1 minute:

• You are blessed by the knowledge of the Great Brain, gaining advantage on all Wisdom and Intelligence checks.
• Whenever a creature hits you with an attack, it takes psychic damage equal to half the damage you take from the attack.
• When you first use this feature, if you have no psi points remaining, you gain 4 psi points. Once you use this feature, you can't use it again until you finish a long rest.

Venerator Spell List

Cantrips (0 Level)

• Message
• Mind Sliver

1st Level

• Cause Fear
• Dissonant Whispers

2nd Level

• Detect Thoughts
• Ray of Enfeeblement

3rd Level

• Enemies Abound
• Hypnotic Pattern

4th Level

• Compulsion
• Confusion

5th Level

• Dominate Person
• Modify Memory

6th Level

• Eyebite
• Mass Suggestion

Psionic Disciplines (KibblesTasty)

Enhancement Discipline

Enhancement is the ability to interact with a creature's nature and abilities with your Psionic power.

Enhancing Skill

You can focus your psionics to enhance your abilities. Whenever you make a skill check using Strength or Dexterity, you can add 1d4 to the result.

Enhancing Surge

Psionic Power

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• Casting Time: 1 Action
• Range: 60 feet
• Components: S
• Duration: 1 Round

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You empower the body of a target creature you can see with your Psionics. The target gains 1d6 temporary hit points and the next time the target deals damage, it deals 1d6 additional damage to one application of that damage roll. Any remaining temporary hit points from this power fade when you use it again.

You can spend Psi Points up to your per use limit to add the following modifiers to Enhancing Surge (you can add multiple modifiers). The points must be spent when choosing the target of the power.

Savage (1+ psi point): The target's next weapon attack deals an +1d6 additional damage for each point spent.

Fortifying (1+ psi point): The target gains an additional +1d6 temporary hit points for each point spent.

Swift (2 psi points): The target gains an additional action. That action can be used only to take the Attack (one weapon attack only), Dash, Disengage, Hide, or Use an Object action.

Resilient (3 psi points): the target gains resistance to all damage until the start of your next turn.

Alternate Effects

Additionally, when you learn the Enhancement psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	heroism, longstrider, unlocked potentialK
2	alter self, enlarge/reduce, lesser restoration
3	haste, protection from energy
4	freedom of movement, stone skin
5	greater restoration

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Enhancement Talents

The following talents can be selected if you have the Enhancement discipline:

Body Control

Prerequisite: 5th level Psion

You can cast alter self at will, without expending a spell slot or psi points. Additionally, when you cast enlarge/reduce on yourself, you may expend 1 psi point instead of 2.

Enhanced Regrowth

You gain the cure wounds spell, and can cast it as a first level spell by expending 1 psi point. You can cast it at a higher level by spending an additional psi point for each level above first. When you cast cure wounds on a creature, you can use Enhancing Surge on the target creature as a bonus action.

Metamorphosis

Prerequisite: Body Control

The mutate^K and polymorph spells are added to your Enhancement Alternate Effects list. Unless you know it from another source, you can only target yourself when casting polymorph.

Physical Surge

When you use Enhancing Surge targeting yourself, you can choose to make your Strength or Dexterity ability score equal to your Intelligence ability score until the start of your next turn.

Surging Power

When you target only yourself with Enhancing Surge, you can use the power as a bonus action instead of an action, but the damage and temporary hit points the base power grants are reduced to 1d4 when using the power this way.

Transcendent Life

Prerequisite: 9th level Psion

The mass cure wounds and reincarnate spells are added to your Enhancement Alternate Effects list. Reincarnate requires its normal material components when cast this way.

Projection Discipline

Projection is the ability to project what is in your mind to the outside world with your Psionic power.

Project Item

As an action, you can use your powers to project an inanimate object you imagine into your hands. It cannot be larger than 3 feet on any side or weigh more than 10 pounds, and is clearly ethereal in nature. The item behaves as a solid object. Weapons created with this feature deal force damage.

Projected items fade after 1 minute, and you can have no more than 3 projected items at a time.

Astral Construct

Psionic Power

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• Casting Time: 1 Action
• Range: 60 feet
• Components: S
• Duration: Concentration, Up to 1 minute

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You project an ethereal creation from your mind at a space you can see within range taking the shape of a medium or smaller creature, weapon, or other object. This creation is clearly ethereal in nature. When you create it, and on subsequent turns using your action to mentally control it, you can move it up to 30 feet in any direction and attack; so long as it does not move beyond the range of the power. To attack with it, make a melee spell attack. In a hit, the target takes 1d8 force damage. If the astral construct moves out of range of the spell, it fades away into nothing, ending the spell.

While the Astral Construct is active, you can spend Psi Points up to your per use limit to issue commands that effect and empower your construct. Commands require no action, but you cannot exceed your psi point limit in total commands issued, and each command can only be issued once per turn.

Strike (2 psi point): The construct makes an attack (even if it has already attacked).

Relocate (1 psi point): The construct disappears and reappears anywhere within 60 feet of you.

Solidify (1 psi point): Your construct becomes solid, blocking its space until the start of your next turn. You can only use this command if it is not in another creature's space. It has an armor class of 16 and hit points equal to your Intelligence modifier + your Psion level. The construct becomes ethereal again if it drops to zero hit points.

Grab (1 psi point): Can only be used while your construct is Solidified. A target creature within 5 feet of your construct that is no more than one size larger than the construct must make a Strength saving throw or become restrained by the construct. At the end of the creatures turns it can repeat the saving throw. The condition ends of the construct becomes ethereal again, or becomes more than one size smaller the target.

Grow (1 psi points): Your construct increases by one size, and its number of damage dice increases by one. It returns to its normal size at the start of your next turn. It can only gain one additional die (for example, up to 2d8).

Replicate (3 psi points): You use Relocate, but the original does not disappear. Until the end of your turn, you have another construct and control both with the same action (commands only affect one of your choice). Pick one construct to fade at the start of your next turn or use Sustain.

Sustain (1+ psi point): At the start of your turn, you can sustain the effect of a Solidify, Grow or Replicate command an additional round. This costs 1 psi point for each effect sustained. Sustaining solidify refreshes the construct's hit points to its maximum.

Alternate Effects

Additionally, when you learn the Projection psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	floating disk, unseen servant
2	mirror image
3	phantom steed
4	arcane eye
5	creation

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Projection Talents

The following talents can be selected if you have the Projection discipline:

Animated Projections

Prerequisite: 10th level Psion

You learn to project a swarm of ethereal objects. As an action, you can expend 5 psi points to cast animate objects.

When cast in this way, the spell creates new ethereal objects rather than animating existing ones.

Astral Swap

As a bonus action, you can expend 1 psi point to swap places with your astral construct.

Life Link

When a solidified construct takes damage, you can choose to take that damage yourself instead. You have resistance to the damage taken.

Projected Weaponry

When you project a weapon with your Project Item feature, it gains the following benefits:

• You can project it as a bonus action and you can project up 3 weapons or pieces of ammunition at the same time.
• You are proficient with any projected weapon.
• It is no longer restricted to a maximum of 3 feet when it takes the form of a weapon (for a medium sized creature).
• You can use your Intelligence modifier in place of your Strength or Dexterity modifier for attack and damage rolls with it.
• If it has the thrown property, it's throwing range is doubled. If it does not have the thrown property, it gains the Thrown (10/30) property.
• You can apply the Astral Construct modifiers Grow and Sustain to projected weaponry. Grow adds 1d8 to the weapon's damage dice. You can expend Psionic Mastery on these modifiers.

Matter Made Real

Prerequisite: 9th level Psion

You gain the ability to solidify some of your projections into real objects, you can cast fabricate and wall of stone expending psi points equal to the spell level.

Unlimited Imagination

Prerequisite: Shaper's Mind

When you manifest a construct, you can select all two options from Boundless Imagination.

Telekinesis Discipline

Telekinesis is the ability to interact with physical objects and energy with your psionic powers.

Telekinetic Hands

When you gain this feature, you can manipulate small objects within 30 feet with your mind as if using your hand to interact with it. You can use this power to manipulate an object, open an unlocked door or container, stow or retrieve an item from an open container, or pour the contents out of a vial. You cannot Attack, activate magical items, or carry more than 10 pounds in this manner. You can move an item you are controlling in this way up to 30 feet during your turn.

You can spend 1 or more psi point to increase how much you can lift by 100 pounds per psi point spent for 1 turn.

Telekinetic Force

Psionic Power

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• Casting Time: 1 Action
• Range: 60 feet
• Components: S
• Duration: Instantaneous

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You smash a target creature you can see or object with your mental power. The target must succeed on a Strength saving throw, or take 1d10 bludgeoning damage and be shoved 5 feet in a direction of your choosing or be knocked prone.

You can spend Psi Points up to your per use limit to add the following modifiers to Telekinetic Force (you can add multiple modifiers). The points must be spent when choosing the target of the power.

Hammering (1+ psi points): The target takes +1d10 bludgeoning damage for each point spent.

Hurling (1-3 psi points): The target is shoved +10 feet in a direction of your choosing for each point spent.

Crushing (2 psi points): The target is restrained until the end of its next turn if it fails its saving throw.

Zone of (1-3 psi points): You can target all creatures in a 5 foot radius. The radius doubles for each point spent (5 ft., 10 ft., 20 ft.).

Alternate Effects

Additionally, when you learn the Telekinesis psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Points Cost	Alternate Effects
1	jump, launch objectK, thunderwave
2	flingK, levitate, shatter
3	fly, vortex blastK
4	orbital stonesK, resilient sphere
5	telekinesis, wall of force, shockwaveK

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Telekinesis Talents

The following talents can be selected if you have the Telekinesis discipline:

Kinetic Slam

When you use the Telekinetic Force power, you can unleash it as a blast of kinetic power. You can use your power as a ranged psionic attack (applying damage and effect on hit). You can only select the Hammering modifier when you use it in this way.

Telekinetic Movement

You can expend a psi point to gain 10 additional feet of movement and the effect of spiderclimb, feather fall, or levitate until the start of your next turn. At the start of your next turn you can expend a psi point to maintain the effect before it would end.

Telekinetic Weapons

You gain the Telekinetic Weapon psionic power as part of your Telekinetic Discipline (in addition to your other psionic powers), giving the ability to fling weapons as per the power.

Telekinetic Barrier

You focus your telekinetic power spreading it thin to create a large barrier. As an action you can expend 2 psi points to create a wall of weak telekinetic force 15 feet high and up to 40 feet long, or as a 15 radius around you. This barrier is visible as small objects hover and float within it. If you create it around yourself, it moves when you move. Ranged attacks that pass through this barrier are made with disadvantage as their trajectory is deflected. You can maintain this barrier by concentrating, as if concentrating on a spell, for up to 1 minute after creating it.

Precise Power

Prerequisite: 9th level Psion, Incompatible with Unchecked Power

The spell animate objects is added to your Alternate Effect list for Telekinesis.

Additionally, as a reaction to a ranged weapon attack you can see being made against a target within 60 feet of you, you can expend 1 psi point to add or subtract 2d4 to or from that attack roll. You can do this after the attack is rolled, but before you know the outcome of the roll.

Unchecked Power

Prerequisite: 9th level Psion, Incompatible with Precise Power,

The spell fissure^K is added to your Alternate Effect list for Telekinesis Additionally, as a reaction to a melee attack being made against you, you can expend 1 psi point to shove the creature away. The creature must make a Strength saving throw, or be knocked 10 feet backwards. If this puts the attack out of reach, it automatically misses.

Mental Might

Prerequisite: 10th level Psion

You learn to focus your mental grip. You can make an Intelligence (Athletics) check when you make an Athletics check. Additionally, when you initiate a grapple in this method, you can attempt to grapple a creature within 30 feet. Maintaining a grapple like this requires Concentration, as if concentrating on a spell, and the grapple ends if concentration is lost.

Telepathy Discipline

Telepathy is the ability to interact with the minds of other creatures using your psionic abilities.

Telepathic Communication

When you gain this feature, you can communicate telepathically with any creature you can see within 30 feet of you. You don't need to share a language with the creature for it to understand your telepathic utterances, but the creature must be able to understand at least one language.

Telepathic Intrusion

Psionic Power

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• Casting Time: 1 Action
• Range: 60 feet
• Components: S
• Duration: Instantaneous

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You assault the mind of a creature you can see directly. The target must succeed on a Wisdom saving throw, or take 1d8 psychic damage. If the target fails the saving throw, it has disadvantage on attacks made against you until the start of your next turn. You can choose to deal no damage to the creature when it fails its saving throw.

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You can spend Psi Points up to your per use limit to add the following modifiers to Telepathic Intrusion (you can add multiple modifiers). The points must be spent when choosing the target of the power.

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Rending (1+ psi points): The target takes +1d8 psychic damage for each additional point spent.

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Terrifying (1 psi point): The target is frightened of you until the end of your next turn if it fails its saving throw.

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Meddling (2 psi points): You make one creature invisible to target creature or cause the creature to see something that is not there with the effect of minor illusion until the start of your next turn if it fails its saving throw.

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Overwhelming (3 psi points): The target is stunned until the end of its next turn if it fails its saving throw

Alternate Effects

Additionally, when you learn the Telepathy psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	compelled queryK, command, cause fear
2	detect thoughts, suggestion
3	delve mindK, fear
4	dominate beast, compulsion, confusion
5	dominate person, modify memory, telepathic bond

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Telepathic Talents

The following talents can be selected if you have the Telepathy discipline:

Empathy

You can psionically link yourself to other creatures. As a reaction to a creature you can see within 120 taking damage you can grant them resistance to the damage taken, but take Pyschic damage equal to the damage they take (after resistance). The damage you take cannot cannot be reduced in any way.

If the damage would inflict any further negative status effect on the target, you can choose for that effect to affect you instead.

If you have a telepathic bond with the creature taking damage, the range is unlimited and you do not need to be able to see them.

Mental Image

You gain the ability to use your Telepathy to project images into the minds of creatures with perfect clarity, interposing it over their reality. The spells silent image, major image, hallucinatory terrain and seeming are added to your Telepathic Discipline alternate effects list costing psi points equal to their spell level.

Mental Influence

You specialize in the subtly touch, picking stray thoughts and soothing concerns without overtly intruding upon a mind. You gain expertise the Persuasion skill, though you are reduced to normal proficiency against creatures that are immune to mental influence or charm (such a creature under the effect of mindblank).

Reflected Agony

When a creature within 120 feet that you can see deals damage to you you can use your reaction spend 1 or more psi points (up to your psi limit) to share the pain you experienced back at them, dealing 1d10 psychic damage per point spent. The damage this deals cannot exceed the damage taken from the attack.

Tactical Opening

Prequisite: 5th level Psion

You can communicate the opening a creature to your allies. When a creature fails a saving throw against your Telepathic Intrusion, you can take the Help action targeting that creature as a bonus action, helping another creature that you can telepathically communicate with. When you take the Help action in this way, the range of it becomes 30 feet.

Telepathic Link

Your telepathic communication gains an unlimited range as long as you have communicated with the creature within the last day, and the target willingly maintains the link. However, it takes an action to focus to communicate over distance if you cannot see the target (or for the target to communicate with you if they cannot see you). You can maintain a link with a number of people equal to your Intelligence modifier in this way.

Transposition Discipline

Transposition is the ability to modify the properties of space and manipulate dimensional boundaries with your psionic powers.

Flicker Step

On your turn, you can replace your movement by teleporting 5 feet in any direction to a space you can see. You can pass through creatures but cannot pass through objects, buildings or terrain more than 4 inches thick. This distance increases by 5 feet at 5th level (to 10 feet), at 11th level (to 15 feet), and becomes equal to your movement speed at 17th level. This replaces all movement for your turn when used.

Phase Rift

Psionic Power

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• Casting Time: 1 Action
• Range: Self
• Components: S
• Duration: 1 Round

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You step through space traveling up to 10 feet in a straight line leaving a spatial tear behind. You can pass through creatures but cannot pass through objects, buildings or terrain more than 4 inches thick. Any creature in the path of this tear must make a Dexterity saving throw or take 1d8 force damage.

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You can spend Psi Points up to your per use limit to add the following modifiers to Phase Rift (you can add multiple modifiers). The points must be spent when choosing the target of the power.

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Disruptive (1+ psi point): Each target that fails their saving throw takes an additional 1d8 force damage for each point spent.

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Blurring (1-3 psi point): You gain an illusory duplicate, as per the mirror image spell. You gain 1 duplicate per psi point spent (up to a maximum of 3). One remaining image fades at the start of each of your turns.

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Long (1-3 psi points): You can travel an additional 10 feet for each point spent.

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Echoing (2 psi points): You immediately Phase Rift again with the same action.

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Ethereal (2 psi points): You can pass through solid objects, buildings, and terrain as long as you end your Phase Rift in a space you can occupy. If your Phase Rift would end inside a space you cannot occupy, the power fails.

Alternate Effects

Additionally, when you learn the Transposition psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	expeditious retreat, flickerK
2	misty step, blur, pass without a trace
3	blink, nondetection, turbulent warpK
4	banish, dimension cutterK, dimension door
5	flickering strikesK, spatial manipulationK

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Transposition Talents

The following talents can be selected if you have the Transposition discipline:

Rift Strike

When you use your Phase Rift power as an action, you can make a single weapon attack as a bonus action.

Phase Shot

Prerequisite: Rift Strike

When use your Phase Rift power, you can instead empower a piece of ammunition, granting it the following special properties:

• It can be fired through all cover, including total cover, that is less than 4 inches thick.
• It deals 1d8 additional force damage.

Additionally, applying Phase Rift modifiers gain special effects:

• Disruptive: The attack deals an additional 1d8 force damage on hit.
• Blurring: You can roll an additional attack roll per die spent, selecting the highest roll.
• Long: The effective range of the attack is increased by 10 feet per point spent.

• Echoing: A second projectile is created on firing, using a separate attack roll.
• Ethereal: The attack can travel through up to 10 feet of cover.

Phase Slash

Prerequisite: Rift Strike, 11th level Psion

You can expend 1 psi point to make a single weapon attack against any target you pass through with Phase Rift as part of the same action. You can make this attack against a target once per turn. You can spend Psionic Mastery points on this talent.

Phase Shroud

After using Phase Rift, you gain temporary hit points equal to your Proficiency bonus + the psi points spent on the power.

Flickering Escape

Prerequisite: 11th level Psion

Whenever you roll a d4 for flicker, you can teleport 5 feet after the attack resolves.

Lingering Rifts

When you use Phase Rift you can choose to leave a 5 foot wide tear in reality behind, forming a line between your starting location and ending location until the start of your next turn. Any creature that enters this area for the first time or ends their turn in it must make a saving throw against the effect of Phase Rift as if they'd been hit by it.

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Psychokinetics Discipline

Psychokinetics is the mental art of spontaneously creating and controlling energy; sapping energy to freeze or spontaneously creating bursts of fire or arcs of lightning. Dangerous and destructive, it provides devastating power.

Energy Manipulation

When you gain this feature, you can manipulate energy in minor ways at will. As an action you can cause a light that casts 30 feet of bright light and 30 feet of dim light, cause things you touch to catch fire as if touched by a match, cause small arcs of electricity, freeze or thaw up to 5-foot cube of water. Any ongoing effect you create lasts 1 minute. You can have up your Intelligence modifier simultaneous effects, after which another ends the oldest ongoing effect.

Elemental Blast

Psionic Power

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• Casting Time: 1 Action
• Range: 30 feet
• Components: S
• Duration: 1 Round

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You can use your mind to create a burst of elemental power, blasting a target you can see within range. Make a ranged spell attack against the target. On a hit, the target takes 1d8 cold, fire, force or lightning damage.

For each die of cold damage dealt, the creature's movement speed is reduced by 5 feet until the end of their next turn, for each die of fire damage dealt by the original attack, the creature takes 1d4 fire damage at the start of its next turn, and for each die of lightning damage dealt, an arc of lightning strikes another creature of your choice within 20 feet, dealing 1d4 lightning damage (damage from these effects do not add additional bonuses, such as Empowered Psionics).

You can spend Psi Points up to your per use limit to add the following modifiers to (you can add multiple modifiers). The points must be spent when choosing the target of the power.

Amplified (1+ psi points): The target takes an additional 1d8 cold, fire, force or lightning damage.

Lasting (1 psi point): Your Elemental Blast leaves a 5 foot radius sphere of devastating behind where it strikes until the start of your next turn. Creatures that enter this zone for the first time or end their turn in it must make a Constitution saving throw or suffer the secondary effects (slow, burn, arc) of the blast as if they had been hit by it.

Massive (1-3 psi points): You unleash a massive blast; rather than making an attack roll, all creatures within a 15 foot cone must make a Dexterity Saving throw. On failure, they take the effect as if hit by the Elemental Blast. The size of the cone is doubled for each point up to 3 spent (2 points for 30 foot, 3 points for 60 foot).

Overcharged (0 psi point): You take 1d4 force damage and do not add your Proficiency modifier from the attack or Spell Save DC for your Elemental Blast, but increase the damage it deals by twice your Proficiency modifier.

Alternate Effects

Additionally, when you learn the Psychokinetics psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	burning hands, lightning tendrilK
2	flaming sphere, scorching ray
3	aether lanceK, fireball
4	jumping joltK, wall of flame
5	aether stormK, cone of cold

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Specializations

When you take this Discipline, you may (but do not have to) select a specialization from the following list. You may only select a specialization at the time of gaining the Discipline, and cannot change or remove a Specialization once selected.

Cryokinetic

You can only deal Cold damage with Elemental Blast. When is hit by an attack of your Elemental Blast or fails a saving throw against this power, it becomes frozen until the end of its next turn, giving it disadvantage on its next attack roll or dexterity saving throw, and reducing it's speed by an additional 5 feet (to a total of 10 feet).

If the attack roll is a critical hit or the target fails their saving throw by 5 or more, the target becomes restrained while frozen.

The following list of spells replace your Alternat Effects list:

Point Cost	Alternate Effects
1	arctic breathK, entombK
2	cold snapK
3	flash freezeK, sleet storm
4	ice storm, ice spikeK
5	cone of cold

Electrokinetic

You can only deal Lightning damage with Elemental Blast, but the size of the damage dice of Lightning damage (both the initial damage and arc damage ) is increased by one step (to a d10 initial damage and d10 additional damage per point spent on Amplified, and 1d6 arc damage to a nearby target per die of initial damage).

The following list of spells replace your Alternate Effects list:

Point Cost	Alternate Effects
1	lightning tendrilK, thunder punchK
2	crackleK, lightning chargedK
3	electrocuteK, lightning bolt
4	jumping joltK, storm sphere
5	sky burstK

Pyrokinetic

You can only deal Fire damage with Elemental Blast, but the size of the damage dice of fire damage (both the initial damage and burn damage) is increased by one step (to a d10 initial damage and d10 additional damage per point spend on Amplified, and 1d6 burn damage at the start of their turn per die of initial damage).

The following list of spells replace your Alternat Effects list:

Point Cost	Alternate Effects
1	burning hands, hellish rebuke
2	flaming sphere, scorching ray
3	fireball, fire cycloneK
4	fire shield, wall of fire
5	flamestrike, immolation

Psychokinesis Talents

The following talents can be selected if you have the Psychokinesis discipline:

Elemental Aegis

As an action, you surround yourself with a swirling shield shield of fire, ice, or lightning. You gain temporary hit points equal to your Psion level + your Intelligence modifier.. Creatures that strike you while you have these temporary hitpoints take 1d4 damage of the shield type chosen.

Once you use this talent, you cannot use it again until you complete a short or long rest.

Elemental Emotions

The powers you wield effect your state of mind, empowering you based on how you wield them. When you deal elemental damage, you gain the related mental property until the start of your next turn.

Element	Effect
Cold	You can add 1d4 to Wisdom saving throws.
Fire	You can add 1d4 to Constitution saving throws.
Lightning	You can add 1d4 to Dexterity saving throws.

If you are specialized in an element, you can instead add 1d6 to the related saving throw.

Elemental Shield

Prerequisite: 9th level Psion

You gain the ability to cast fire shield without expending psi points; if you have a specialization, it's damage type matches your specialization. Once you cast it this way, you cannot cast it again until you complete a long rest, or you must spend 4 Psi Points to cast it again early.

Manifested Emotions

Prerequisite: Elemental Emotions

You can manifest your emotions into elemental powers that take shape in the material realm. While you are in an elemental emotion, you can expend 2 psi points to manifest that emotion as a bonus action into the world; this takes the form of a mephit (ice mephit for cold, magma mephit for fire, and dust mephit for lightning).

As your emotion, given form, it acts immediately after your initiative at your directive. It lasts for up to 1 minute after which it naturally fades away or until destroyed. You cannot manifest more than one emotion at at time, and if it is destroyed, you take 2d6 psychic damage from the backlash.

This manifestation is not a sentient creature of its own, and simple a manifestation of your emotion.

Precognition

Precognition is the ability to see what lies ahead, piercing the veil of the future. Seeing things that most people cannot a Psion with Precognitive abilites can, to a limited extent, know the future; such a future is known by tracing it's roots from the present, and grows more mysterious and cloudy as such roots grow distance.

Such a future can be changed by the actions of the present, particularly by knowledge of said future and action to prevent or change it. This is the function most often leveraged by Precognitive Psions, peering into the future to steer around courses they seek to prevent or steer toward a possible outcome they seek.

Prescience

Your eyes wander to events before they happen. You can add your proficiency to perception and initiative rolls; if you already are able to add your proficiency to perception, you can add twice your proficiency.

If you concentrate on your keeping an eye on the future (as if concentrating on a spell), you can use your Intelligence modifier when making Perception (instead of Wisdom) or Initiative (instead of Dexterity) ability checks, and make Intelligence saving throws in place of Dexterity saving throws.

Seeing

Psionic Power

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• Casting Time: 1 Action
• Range: Self
• Components: S
• Duration: Instantaneous

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You concentrate and peer into the stream of future possibilities, gaining insight into what will happen next; you can select one of the following:

• You can grant advantage to yourself or to a creature that can see or hear you on their next attack roll before the start of your next turn; if an attack that gained advantage from this feature hits, it deals an additional 1d4 damage.
• You can grant disadvantage on the next attack roll against yourself or a creature that can see or hear you before the start of your next turn; if an attack despite the disadvantage, the damaged creature rolls 1d4 and subtracts that from the damage dealt.

You can spend Psi Points up to your per use limit to add the following modifiers to Seeing (you can add multiple modifiers).

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Withheld (0 psi point): Rather than granting advantage or disadvantage on the next attack, you can grant advantage or disavantage as a reaction to an attack being made until the start of your next turn.

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Piercing (1+ psi points): You see through the target's defenses when granting advantage, increasing the damage of the attack benefiting from advantage by +1d8 if it hits.

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Omniscient (1 psi points): The beneficiary of your Seeing is under the effect of bless and guidance until start of your next turn.

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Thwarting (2 psi point): The beneficiary of your Seeing has advantage on the next Saving Throw they make before the start of your next turn.

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Positioning (1+ psi points): The beneficiary of your Seeing can move immediately move 5 feet per psi point spent without provoking opportunity attacks.

Alternate Effects

Additionally, when you learn the Precognition psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	detect good and evil, future insight
2	augury†, glimpse the future
3	clairvoyance
4	death ward†, divination
5	scrying

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†augury has the same effect, but does not consult a specific entity when cast in this way.

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†death ward has the same effect, but gives a forewarning to a creature allowing them to avoid death when cast in this way.

Precognition Talents

The following talents can be selected if you have the Precognition discipline:

One-Step Ahead

When you are subjected to a saving throw, can expend 1 psi point and glimpse into the feature. You know what the effect you saving against is if it is a Spell or Psionic effect as if you passed an Intelligence (Arcana) or Intelligence (Psionics) check against it. Additionally, can add your Intelligence modifier to your saving throw against it regardless of it's nature.

Glimpsed Future

When you use Seeing with yourself as the beneficiary, you can use it as a bonus action. When you use Seeing as a bonus action in this way, it does grant additional damage to the attack, or reduce damage taken when hit.

Precognitive Dreams

Preqrequisite: 11th level Psion

When you finish a long rest, your dreams have prepared you for the day to come. Upon waking, you issue reassuring words and advice to your companions to help them survive the day, giving them temporary hit points equal to your Intelligence modifier. During the next 24 hours, you cannot be surprised.

Nullification

Nullification is the ability to interfere with the supernatural effects of the world, reverting reality back it's original state.

Disruptive Touch

When you gain this feature, you can control the aura of interference, wreathing yourself in the disruptive power that asserts reality. You can end minor magical or psionic effects (such as the result of cantrips or zero point psionic powers) by touching them, and have resistance to illusions or magical damage from things you touch (gaining advantage on the saving throw against them, if applicable).

If you are grappling or otherwise touching a spellcasting or psionic creature, at the start of your turn you can expend 1 or more psi to interfere with their abilities until the start of your next turn. In order to cast a spell or use a Psionic power, they must succeed a Saving Throw of their spell casting or psionic ability score against your Psionics DC unless casting a spell with a higher level or using a power with more psi points than the psi points spent on this feature.

Denial

Psionic Power

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• Casting Time: 1 Action
• Range: 30 feet
• Components: S
• Duration: Instantaneous

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You release a burst of raw psionic nullification at a creature you can see within range. The creature must make a Charisma saving throw. On failure, you can apply 1d4 force damage as its existence is disrupted.

If the target is a aberration, celestial, construct, elemental, fey, fiend, undead, or a creature with the ability to cast spells or use psionic powers it takes an additional 1d4 force damage, and becomes disoriented; until the end of its next turn, it rolls a d4 and subtracts the number rolled from all its attack rolls and ability checks, as well as its Constitution saving throws to maintain concentration.

A creature can chose to fail the saving throw.

You can spend Psi Points up to your per use limit to add the following prefixes to Denial modifying it's functionality (you can add multiple prefixes). The points must be spent when choosing the target of the power.

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Aura of (3 psi points): Instead of targeting a creature, it becomes an effect around you with a radius of 20 feet until the start of your next turn; any creature of your choice that enters or starts its turn in the area of effect must save against the power.

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Existential (1+ psi points): You can deal an additional 1d4 initial and bonus (if applicable) force damage to the target creature.

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Firm (2 psi points): The target creature has disadvantage on the saving throw against the ability.

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Lingering (1+ psi points): You can apply the effect of Disruptive Touch to an affected creature.

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Supernatural (1+ psi points): A supernatural effect of or on the creature is ended; if the effect is a magical or psionic power, it is only ended if the psi points spent on this modifier equals or exceeds the spell level or psi points spent on the effect.

If the property is an innate property of a creature (either of the target creature, or effecting the target this power), it is only ended if the psi points exceed the CR (or class levels) of the target creature, and they return at the end of that creatures next turn. The supernatural effect cannot be its existence, unless it has less than 10 hit points and it would otherwise qualify.

Alternate Effects

Additionally, when you learn the Nullification psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	protection from evil and good
2	*nullify effect**
3	dispel magic, counterspell, intellect fortress, remove curse
4	banishment
5	dispel evil and good

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Nullification Talents

The following talents can be selected if you have the Nullification discipline:

Iron Templar

You gain proficiency with medium armor and shields. If you already have proficiency with medium armor, you gain proficiency with heavy armor. You can perform somatic components for psionic powers with a hand carrying a weapon. Additionally, when you hit a creature with an melee weapon attack or with a spell attack with the range of touch, you can use your Denial power as a bonus action targeting that creature.

Magical Anathema

You gain resistance to damage dealt by spells or magical effects. The effect of all magical healing effects (including healing potions) on you is halved.

Magical Resistance

Prerequisite: 9th level Psion

You have advantage on saving throws against spells and other magical effects.

Deadspot

Prerequisite: 15th level Psion

You gain the ability to expend 8 psi points to cast antimagic field. Once you cast it this way, you cannot cast it again until you complete a long rest.

Consumption Discipline

Your psychic powers are that of a predator, and your prey is the minds of others. Their thoughts, their feelings, their vital psionic energies are your food.

Adaptive Hunter

After using your Mind Leech on a target, you can gain one skill, tool or language proficiency that creature has until the end of your next long rest. If you use this ability again, you lose the last proficiency or language to acquire the new one.

Mind Leech

Psionic Power

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• Casting Time: 1 action
• Range: 30 feet
• Components: S
• Duration: Instantaneous

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You assault the mind of a target you can see within range, rending and devouring its psionic energy. The target must succeed a Charisma saving throw or take 1d6 psychic damage. If the target is frightened, charmed, stunned, restrained, grappled, or paralyzed, the psychic damage becomes 1d12 instead. On a failed save, you gain a psionic charge of consumed power until the end of your next turn. You can expend this charge when you deal damage, to deal additional damage equal to your Intelligence modifier, or consume this charge at the end of your turn to gain temporary hit points equal to your Intelligence modifier. You can spend only charge at a time.

You can target the corpse of a recently perished creature with this power, as long as the target has died within the last minute and not been previously leached by this power.

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Rending (1+ psi points): The target takes an additional die of damage (1d6 or 1d12 as applicable if they under the effect of a listed condition) per psi point spent.

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Shredding (1 psi point): You leave the targets mind and soul shredded, reducing their next saving throw before the end of your next turn by 1d4.

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Nourishing (1 psi points): On a failed saving throw, you gain an additional psionic charge.

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Devouring (2 psi points): The range of Mind Leech becomes a radius of 5 feet, centered on you.

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Stunning (3 psi points): On a failed saving throw, the target becomes stunned until the start of your next turn. If the power effects multiple targets, select one target for this effect

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Thieving (1 psi point): On a failed saving throw, you can draw from the target's mind a 5th level or lower spell it can cast (from a Spellcasting or Psionics feature). You must be aware that it can cast that spell; the target retains the ability to cast the spell, but you gain the ability to cast the spell using your Psionics feature by spending psi points equal to the level of the spell (restricted by your psi point limit; you cannot use psionic mastery to cast this spell).

You can know one spell in this manner at a time, and retain the ability to cast the spell for 1 minute or until cast. If the spell is one that restores hit points, you reduce your own hit points by the amount healed by the spell.

Alternate Effects

Additionally, when you learn the Consumption psionic discipline you can use your Psionics feature to cast the following spells as per the rules defined in the feature:

Point Cost	Alternate Effects
1	inflict wounds
2	psychic drainK
3	vampiric touch
4	blight
5	devouring darknessK

If a spell can be cast at a higher level, you can spend an additional psi point to cast it at that higher level.

Consumption Talents

The following talents can be selected if you have the Consumption discipline:

Consuming Link

You can target a creature that is charmed or frightened by you with Mind Leech as long as they are within 120 feet. You do not need to be able to see the target when targeting them in this way and the target has disadvantage on the saving throw against Mind Leech.

Skill Thief

You can gain an additional number of skill, tool, or language proficiencies from Adaptive Hunter equal to half your proficiency bonus (rounded down) before losing the previously gained proficiency. If you would gain an additional proficiency from it beyond that, the first one you gained is lost.

Consumed Strength

You can use your Intelligence modifier in place of Strength for Athletics check while you have a psionic charge from Mind Leech. Additionally, targets you are grappling have disadvantage on the saving throw against your Mind Leech power.

Unlife Wielder

While you have a psionic charge, you can invest into a corpse, bringing it to a state of unlife, becoming a zombie or skeleton. It acts on its own initiative immediately after your turn. It's unlife fades at the end of your next turn unless you expend a psionic charge or psi point on your next turn (no action required) to continue its animation for an additional round. You can spend psionic mastery points on this.

Psionic Talents (KibblesTasty)

Astral Arms

You can expend 1 psi point to create psionic constructions serving as additional appendages. These arms last for 10 minute. You determine the arms appearance, and they vanish early if you are incapaciated or die. While you have these arms, you gain the following benefits:

• They serve as as a natural weapon you can make unarmed attacks with, using your Intelligence in place of your strength for attack and damage rolls. They deal 1d6 force damage on hit.
• You can use your Intelligence modifier in place of your Strength modifier when making Strength checks and Strength saving throws.
• You can expend 1 psi point to make a single unarmed strike with this arms as a bonus action. You can use psionic mastery on this.

Aura Sight

As an action, you can spend 1 psi point to psionically see the aura of a creature of your choice within 30 feet. When you see the creature's aura in this way, you can determine if there are any spells or magical effects affecting the creature, and you learn their schools of magic, if any. You can also determine if the creature is under the influence of psionics. A shapeshifter or creature that is transformed or disguised by magic or nonmagic means must make a Charisma (Deception) check against your Psionics save DC. On a failure, you can perceive their original form in their aura.

Awaken Mind

Prerequisite: 9th level Psion

You can cast awaken once without expending a spell slot or psi points. You can't do so again until you finish a long rest.

Beam of Annihilation

Prerequisite: 11th level Psion, Elemental Mind subclass

You gain the ability to cast beam of annihilation for 6 psi points. If you have a specialization of Psychokinentics, you can only select the related elemental damage type, but the beam's damage ignores resistance to that damage type any creatures caught in the beam might have.

Controlled Power

You gain the ability to suppress the glow and somatic component of a Psionic Power. You can expend 2 psi points to use a power without a visual sign or somatic component. Each time you do this, the cost of doing so doubles until you complete a short or long rest.

Divided Mind

Prerequisite: 9th level Psion

You learn the divide self spell, and can cast it by expending 5 psi points. When you gain access to the Innate Psionics feature, you may expend a use of Innate Psionics to cast divide self at the level of the use of Innate Psionics expended. For example, if you choose the teleport spell for your Innate Psionics feature at 13th level, you could expend a casting of teleport to instead cast divide self as a 7th level spell, and cannot cast teleport or divide self as a 7th level spell in this way until you complete a long rest.

You do not require the material components of the spell when you cast it by expending psi points or a use of Innate Psionics.

Dreamwalker

Prerequisite: 9th level Psion

You gain the ability cast dream. You can cast the spell without expending a spell slot, but once casted cannot cast it again until you complete a long rest.

Elemental Penetration

Prerequisite: Elemental Mind subclass

When you use a psionic power or spell that deals elemental damage, you can expend 1 psi point to make the power ignore resistance to that elemental damage damage type. If you have a specialization of Psychokinentics, if the target has immunity to the damage type chosen, this instead turns immunity into resistance for that power. You can spend psi points granted by Psionic Mastery on this ability.

Empowered Strike

Prerequisite: Psychokinetics or Telekinetics Discipline

Once per turn, as part of making a weapon attack as part of the attack action, you can empower a melee weapon you are holding with psionic power. When you hit a creature with a weapon, you can apply Elemental Blast or Telekinetic Force modifiers (you can only select a power you know) to the attack (you can use Psionic Mastery on this). This does not deal the base damage of the power, but any added damage causes the additional effects of the power damage effects to occur.

When applying a modifier that would make it target an area of effect, only the target takes the weapon damage, but other creatures in the radius become a target of the attack as if using the power normally.

Life Wielder

Prerequisite: Enhancement or Consumption

You learn the spell invest life^K. You can spend psionic mastery points to cast this spell.

Mind Devourer

Prerequisite: 5th level Psion

You gain the ability to cast psychic drain for 2 psi points. Additionally, whenever a creature within 10 feet of you that had an Intelligence score of 6 or higher dies, you can expend your reaction to draw in its psionic power, regaining 1d4 hit points and 1 expended psi point.

Mind Rider

As an action, you can touch a willing creature to see through its eyes and hear what it hears for the next hour, gaining the benefits of any Special Senses that the creature has.

During this time, you are deaf and blind with regard to your own Senses. You can end this effect at any time. While this is active, the creature has advantage on Intelligence, Wisdom, and Charisma saving throws.

Perfect Focus

Prerequisite: 10th level Psion

You can enter a state of extreme focus. Your concentration is no longer interrupted by using a second ability that requires concentration, but your movement speed is reduced to zero while concentrating on more than one effect; you have a -5 penalty to any concentration check. If you move or fail a concentration check, one of your concentration affects ends. If you fail the concentration check by 5 or more, you lose concentration on both effects.

Potent Psionics

When a target passes the saving throw against a damaging Psionic Power (granted by a Psionic Discipline), they still take half the damage, but suffer no other effects.

Psi Crystal

You gain the ability to impart part of your mind into crystal. You can expend 2 psi points to cast the find familiar spell but your familiar takes on the statics of a psi crystal (below) and the material component required is a crystal worth 10 gp instead of the normal material components. The Psi Crystal gains your mental stats. You can use Psionic Disciplines with a range greater than Self through your Psi Crystal is if you were standing in its location. If the psi crystal is destroyed, you gain its memories as your own. While you have a Psi Crystal active, as a bonus action, you can deactivate it to regain 2 expended psi points.

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Psi Crystal

Tiny construct, unaligned

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• Armor Class 20
• Hit Points 2 (1d4)
• Speed fly(hover) 20 ft.

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STR	DEX	CON	INT	WIS	CHA
1 (-5)	10 (0)	10 (0)	10 (+0)	10 (+0)	10 (+0)

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• Skills Perception +4
• Damage Vulnerabilities bludgeoning
• Damage Resistances piercing, slashing.
• Condition Immunities blinded, charmed, deafened, frightened, paralyzed, petrified, poisoned, stunned
• Senses blindsight 60 ft. (blind beyond this radius), passive Perception 14
• Languages understands the languages of its creator but can't speak

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When you summon a Psi crystal, you can store a fragment of your personality, that you can then release by shattering the crystal. Select one of the following when summoning a psi crystal.

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Courage. When you make a saving throw against the Frightened condition, you can use your reaction to shatter the crystal to gain advantage on the save.

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Cowardice. When your Psi Crystal is within 30 of you and a creature comes within 5 feet of you, you can use your reaction to shatter the crystal releasing that emotion and immediately move your movement speed away from the creature without taking an attack of opportunity.

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Cruelty. When your Psi Crystal is within 30 feet of a creature that takes damage, you can use your reaction to shatter the crystal releasing that emotion and causing the creature to take additional damage equal to your Psion level.

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Sympathy. When your Psi crystal is within 30 feet of you and another creature, if that creature takes damage, you can use your reaction to shatter the crystal releasing that emotion and granting the creature resistance to that damage and take an equal amount of damage to the damage it takes.

Psionic Defenses

You gain a way to defend yourself using your psionic powers. While you are not wearing any armor or carrying a shield, your Armor Class equals 13 + your Intelligence modifier.

Projected Nightmares

Prerequisite: Shaper's Mind Archetype

You gain an additional option for Boundless Imagination to apply to your Astral Construct: Horrifying Nightmare: Creatures that start their turn within 5 feet of your Astral Construct must make a Wisdom saving throw against your Psionics DC or become frightened of your Astral Construct until the start of their next turn.

Once they have saved against this, they are immune to the effect for the next 24 hours or until you summon a new Astral Construct.

Psionic Weapon

As a bonus action, you can expend 1 psi point to imbue a weapon you are holding with psionic energy. For 1 minute, once per turn when you deal damage with that weapon, you can deal an additional 1d6 psychic damage.

At higher levels you can expend additional psi points to further enhance the Psionic weapon; 2 points to enhance it 2d6 at 5th level, 3 points to enhance it to 3d6 at 11th level, and 4 points to enhance it to 4d6 at 17th level.

Reflected Suffering

Prerequisite: Empathy

When a creature deals damage to you, you can spend expend 1 or more psi points (up to your psi limit) to share the pain you experienced back at them, dealing 1d10 psychic damage per point spent. The damage this deals cannot exceed the damage taken from the attack.

Tantrum

Prerequisite: Unleashed Mind subclass

Your anger boils just beneath the surface. When you roll initiative, you can instantly increase your rampage die by one step (from a d4 to a d6, for example). Additionally, if you take damage while your rampage die is a d6 or lower, your rampage die increases by one step.

Schism

Prerequisite: 5th level Psion

You can spend 1 psi point to temporarily divide your mind to do two things at once until the end of your turn. While dividing your mind, if you use your action on a psionic power or spell granted by a psionic discipline, you can use your bonus action to use a psionic power. The two powers share your per use psi point limit between them.

Propelled Bound

Prerequisite: Telekinesis or Psychokinetics

When you move on your turn, you can expend movement, up to your movement speed, in single bounding leap, propelled by telekinetic power or psychokinetic force.

Tantrum

Prerequisite: Unleashed Mind subclass

Your anger boils just beneath the surface. When you roll initiative, you can instantly increase your rampage die by one step (from a d4 to a d6, for example). Additionally, if you take damage while your rampage die is a d6 or lower, your rampage die increases by one step.

Transcendent Focus

Prerequisite: Perfect Focus

While in a state of perfect focus (concentrating on two spells), you gain a magical flying speed of 10 feet instead of a movement speed of 0 feet. Moving with this speed does not interrupt Perfect Focus.

Visionary Sight

You can see a creature by its mind. You gain a mindsight of 15 feet, allowing you to see creatures with an intelligence of 6 or higher within range as if by blindsight. A creature you are unaware of can still be hidden from you, but you can use your Intelligence modifier instead of your Wisdom modifier when making Perception checks to detect creatures.

If you already have mindsight, the range of your mindsight increases by 30 feet.

Additionally, due to your increased awareness, attacks from creatures you cannot see due to blindness or obscurement do not gain advantage against you if they are not hidden from you.

Psionic Spells (KibblesTasty)

Aether Lance

3rd-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 Action
• Range: Self (30-foot line)
• Components: V, S
• Duration: Instantaneous

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You gather raw aether in your hand and expel it in a lance of power forming a line 30 foot long and 5 foot wide. Each creature in a line takes 8d4 force damage.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, the damage increases by 1d4 for each slot level above 3rd.

Aether Storm

5th-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 Action
• Range: 120 feet
• Components: V, S
• Duration: Concentration, up to 1 minute.

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You conjure a storm of aether erupting from a point of your choice within range. The aether storm fills a 10-foot radius, 40-foot-high cylinder. When the storm appears, each creature within its area takes 8d4 force damage.

A creature takes 1d4 force damage for each 5 feet they move through the storm, and if a creature ends their turn within the aether storm, they take 8d4 force damage. On your turn, you can move the storm 10 feet in any direction as a bonus action.

At Higher Levels. When you cast this spell using a spell slot of 6th level or higher, the damage increases by 1d4 for each slot level above 5th.

Arcane Ablation

1st-level transmutation

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• Casting Time: 1 action
• Range: Touch
• Components: V, S
• Duration: 1 hour

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You touch a piece of worn armor or clothing and imbue it with magic. The creature wearing this imbued item gains 4 temporary hit points for the duration. When these temporary hit points are exhausted, at the start of the creature's next turn it will gain hit points equal to 1 hit point less than the previous amount gained from this spell (for example, from 4 to 3), until no temporary hit points would be gained and the spell ends. At Higher Levels. The initial temporary hit points increases by 1 for each slot level above 1st.

Arctic Breath

1st-level conjuration

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• Classes: Druid, Sorcerer, Wizard
• Casting Time: 1 action
• Range: Self (30 ft line)
• Components: V, S
• Duration: Instantaneous.

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A line of freezing arctic wind 30 feet long and 5 feet wide blasts out from you in a direction you choose. Each creature in the line must make a Dexterity saving throw. On a failed save, a creature takes 2d8 cold damage and their movement speed is reduced by 10 feet until the end of their next turn. On a successful save, a creature takes half as much damage and isn't slowed.

At Higher Levels. When you cast this spell using a spell slot of 2nd level or higher, the damage increases by 1d8 for each slot level above 1st.

Beam of Annihilation

6th-level psionic

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• Casting Time: : 1 action.
• Range: Self (60 foot line.)
• Components: S
• Duration: Concentration, Up to 3 rounds.

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You unleash a beam of pure energy, selecting cold, fire, force, or lightning energy and blasting it outward in a line that is 60 feet long and 10 feet wide that persists at the start of your next turn. Any creature that starts their turn in this beam must make a Dexterity saving throw. On failure, they take 8d8 damage of the beams energy type, taking half as much on a successful save.

While you are concentrating on this spell, your movement speed is zero. At the start of your next turn, you can use your action to maintain the beam or redirect it, rotating it up to 90 degrees. Any creature the beam passes through while rotating (if the beam passes completely through them and they will not start their turn inside of it) must make a Dexterity saving throw immediately, taking 4d8 damage of the beams energy type on a failed save, and taking no damage on a successful save.

If you do not use your action maintain or redirect it, the spell ends early.

Cold Snap

2nd-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action
• Range: 90 ft (5 ft radius)
• Components: V, S
• Duration: Instantaneous.

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A swirling burst of freezing wind erupts at a point you choose within range. Each creature in a 5-foot-radius sphere centered on that point must make a Constitution saving throw. On a failed save, a creature takes 3d8 cold damage and becomes stuck in the ice, reducing their movement speed on their next turn by 10 feet. On a success, the target takes half as much damage and is not stuck in ice.

The ground in the area is covered with slick ice and snow, making it difficult terrain until the start of your next turn.

At Higher Levels. When you cast this spell using a spell slot of 3rd level or higher, the damage increases by 1d8 for each slot level above 2nd.

Compelled Query

1st-level psionic

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• Casting Time: 1 action
• Range: 60 feet
• Components: S
• Duration: Instantaneous

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You focus your telepathic powers on a creature and ask it a question. It must make an Intelligence saving throw, or it conjures a short mental thought or image that answers your question to the best of its ability that you can perceive telepathically. If a character passes a saving throw against this ability, they have advantage on saving throws against it for next 24 hours.

Crackle

2nd-level evocation

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• Classes: Druid, Occultist, Sorcerer, Warlock, Wizard
• Casting Time: 1 action
• Range: 60 feet
• Components: V, S
• Duration: Instantaneous

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You create three arcs of lightning which strike targets within range. You can direct them at one target or several. Make a ranged spell attack for each arc. On a hit, the target takes 1d12 lightning damage. If three or more arcs hit a single target, they must make a Constitution saving throw or become shocked, stunning them until the start of their next turn.

At Higher Levels. When you cast this spell using a spell slot of 3rd level or higher, you create one additional arc for each slot level above 2nd.

Delve Mind

3rd-level psionic

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• Casting Time: 1 action
• Range: 60 feet
• Components: S
• Duration: Concentration, up to 1 minute.

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You delve into a creature's mind forcing it to make an Intelligence saving throw. On failure, for the duration or until you end the spell you gain access to its memories from the past 12 hours, able to recall things it remembers as if they are your own memories, but these memories contain only things the target creature remembers.

At Higher Levels: When you cast this spell using a spell slot of 4th level or higher, you can delve an additional 12 hours further back in the creature's memories each slot level above 3rd.

Divide Self

5th-level psionic

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• Casting Time: 1 bonus action
• Range: Self
• Components: S
• Duration: Concentration, 1 minute.

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You create an exact duplicate of yourself in an empty space you can see within 30 feet of you. When you cast this spell at the start of each of your turns for the duration, you can determine which of the duplicates is you.

It has all of your stats, abilities, and equipment (including magic items). It acts on your initiative, and has its own actions, though it shares its concentration on this spell, and if either of you lose concentration, the spell ends. Your current hit points are divided between you and the duplicate (you can divide them however you want) and shares all other resources and abilities with you (including limited use magic items), with any usage by either you or the duplicate depleting the resource for both of you.

Your duplicate can take any action you can take, but it can deal a maximum of 15 damage on its turn (any additional damage dealt deals no further damage, when dealing area of effect damage, damage is split between all targets equally up to the maximum).

If either you or the duplicate is reduced to zero, the spell ends and you become the copy that was not reduced to zero hit points. When the spell ends, if both you and the duplicate are still present, decide which is you, and the other vanishes. Anything that was copied during the spell has the copied version vanish.

At Higher Levels. When you cast this spell using a spell slot of 6th level or higher, the starting hit points of you and the duplicate both increase by 15 (but neither you or the duplicate can be given more maximum hit points) and the maximum damage the duplicate can do during its turn increases by 10 for each slot level above 5th

Electrocute

3rd-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action
• Range: 60 feet
• Components: V, S
• Duration: Instantaneous.

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A massive arc of lightning leaps from your hand to a target you can see within range. The target must make a Constitution saving throw. On a failed save, the target takes 4d12 lightning damage and is stunned until the start of your next turn. On a successful save, the target takes half as much damage and isn't stunned.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, the damage increases by 1d12 for each slot level above 3rd.

Entomb

1st-level transmutation

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• Classes: Wizard
• Casting Time: 1 action
• Range: 60 feet
• Components: V, S
• Duration: Concentration, up to 1 minute.

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You attempt to encase a Medium or smaller creature you can see within ice. The creature must make a Strength saving throw or become restrained by ice for the duration. At the end of each of its turns, the target takes 1d8 cold damage and can make another Strength saving throw. On success, the spell ends on the target.

If the creature takes more than 5 fire or bludgeoning damage from a single damage roll while restrained, the ice breaks and the target is freed, ending the spell for the target.

At Higher Levels. When you cast this spell using a spell slot of 2nd level or higher, the damage increases by 1d8 for each slot level above 1st.

Fissure

5th-level transmutation

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• Classes: Druid, Sorcerer, Wizard
• Casting Time: 1 Action
• Range: Self (60 foot line)
• Components: V, S
• Duration: Instantaneous

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You rend asunder the earth in a 60-foot-long 5-foot-wide line, targeting an area of dirt, sand, or rock at least 10 feet deep.

Creatures in that line must make a Dexterity save. On a failure, a creature falls into a suddenly opened crevice in the ground, falling into it before it snaps shut, crushing them. From the fall and crush, creatures that fail the saving throw take 6d10 bludgeoning damage. The creature is buried in 10 feet of rubble, and creatures without a burrowing speed require 30 feet of movement to extract themselves from the loose rubble to return to where they failed the saving throw. If they end their turn while buried, they take an additional 1d10 bludgeoning damage.

Flicker

1st-level psionic

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• Casting Time: 1 reaction, when you would take damage
• Range: Self
• Components: S
• Duration: 1 round

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You flicker between the material and ethereal plane. Until the start of your next turn, each time you would take damage, including the triggering attack, roll a d4. On a 2, you gain resistance to that instance of damage. On a 4, you don't take any damage.

Flickering Strikes

5th-level conjuration

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• Casting Time: 1 action
• Range: Self(30-foot radius)
• Components: V, S, M (a melee weapon you are proficient with worth at least 1 sp).
• Duration: Instantaneous

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You flourish a weapon weapon you are proficient with used in the casting and then vanish, instantly teleporting to and striking up to 5 targets within range. Make a weapon attack against each target. On hit, a target takes the weapon damage from the attack + 6d6 force damage.

You can then teleport to an unoccupied space you can see within 5 feet of one of the targets you hit or missed.

Fling

2nd-level transmutation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action.
• Range: 30 feet
• Components: V, S
• Duration: Instantaneous

You manipulate gravity around one large or smaller creature. The target creature makes a Strength saving throw. On failure, you can fling them 40 feet straight up or 20 feet in any direction.

If you fling them straight up they immediately fall, taking 4d6 damage falling damage, and fall prone. If you fling them any other direction, they take 2d6 damage and fall prone. If their movement would be stopped early by a creature or object, both the target and creature or object takes 3d6 bludgeoning damage.

Flash Freeze

3rd-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action
• Range: Self(30-foot cone)
• Components: V, S
• Duration: Instantaneous.

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A freezing wind ripples outward. Each creature in a 30-foot cone must make a Constitution saving throw. On a fail save, a creature takes 4d8 cold damage and is restrained by ice until the start of your next turn. On a successful save, the target takes half as much damage and isn't restrained.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, the damage increases by 1d8 for each slot level above 3rd.

Future Insight

1st-level psionic

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• Casting Time: 1 action
• Range: Self
• Components: S
• Duration: 10 minutes.

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Your roll 3d4 or 1d12 (your choice) and record the results. During the duration, you can add or subtract the dice you rolled from any attack roll, saving throw, or ability check made by a creature within 60 feet of you, until the dice are exhausted or the spell ends. You must expend the die after the roll is made, but before you know the outcome of the roll.

Ice Spike

4th-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action

• Range: 60 feet
• Components: V, S
• Duration: Instantaneous

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You create a lance of ice that shoot up from the ground to impale a creature within range. The target must make a Dexterity saving throw. The target takes 4d8 piercing damage and 4d8 cold damage on a failed save. The target takes only the 4d8 cold damage on a successful save.

At Higher Levels. When you cast this spell using a spell slot of 6th or 7th level, you can create a second spike. When you cast this spell using a spell slot of 8th or 9th level, you can create a third spike. Additional spikes can target the same or different creatures.

Invested Competency

5th-level psionic

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• Casting Time: 1 action
• Range: Touch
• Components: S
• Duration: Concentration, up to 1 hour

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You touch a willing creature imbuing psionic competency into them. Until the spell ends, they gain expertise in on skill of your choice, adding double their proficiency bonus to that skill.

Invest Life

3rd-level psionic

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• Casting Time: 1 action
• Range: Touch
• Components: S
• Duration: Instantaneous

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You sacrifice some of your health to mend another creature's injuries. You take 4d8 necrotic damage, which can't be reduced in any way, and one creature of your choice that you can see within range regains a number of hit points equal to twice the necrotic damage you take.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, the damage increases by 1d8 for each slot level above 3rd.

Jumping Jolt

4th-level evocation

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• Classes: Sorcerer, Wizard
• Casting Time: 1 action
• Range: 60 feet
• Components: V, S
• Duration: Instantaneous.

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You release an arc of lighting at a creature within range. Make a ranged spell attack roll against the target. On hit, the target takes 4d12 lightning damage, and you can cause the spell to jump to another target within 20 feet of the first target making a new attack roll for each target. The spell cannot hit the same target twice, or jump to a target out of the spells range. The spell can jump a maximum of five times.

On a miss, the target takes half as much damage and the spell does not jump to a new target.

At Higher Levels. When you cast this spell using a spell slot of 5th level or higher, the starting damage increases by 1d12 for each slot level above 4th.

Launch Object

1st-level transmutation

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• Classes: Inventor
• Casting Time: 1 action
• Range: 60 ft.
• Components: S
• Duration: Instantaneous
• Choose one object weighing 1 to 5 pounds within range that isn’t being worn or carried. The object flies in a straight line up to 90 feet in a direction you choose before falling to the ground, stopping early if it impacts against a solid surface. If the object would strike a creature, that creature must make a Dexterity saving throw. On a failed save, the object strikes the target and stops moving. When the object strikes something, the object and what it strikes each take 3d8 bludgeoning damage.

At Higher Levels. When you cast this spell using a spell slot of 2nd level or higher, the maximum weight of objects that you can target with this spell increases by 5 pounds, and the damage increases by 1d8, for each slot level above 1st.

Lightning Charged

2nd-level evocation

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• Classes: Inventor
• Casting Time: 1 action
• Range: Touch
• Components: V, S, M (a piece of once used lightning rod)
• Duration: 10 minutes

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You channel lightning energy into a creature. The energy is harmless to the creature, but escapes in dangerous bursts to other nearby creatures.

Every time that creature strikes another creature with a melee attack, a spell with a range of touch, is struck by another creature with a melee attack, or ends their turn while grappling or being grappled by another creature, they deal 1d6 lightning damage to that creature.

Once this spell has discharged 6 times (dealing up to 6d6 damage), the spell ends.

At Higher Levels. The spell can discharge damage 2 additional times (dealing 2d6 more total damage) before the spell ends for each slot level above 2nd.

Lightning Tendril

1st-level evocation

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• Classes: Druid, Occultist, Sorcerer, Warlock, Wizard
• Casting Time: 1 bonus action
• Range: 20 feet
• Components: V, S, M (a twig from a tree that has been struck by lightning)
• Duration: Concentration, up to 1 minute.

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Crackling beams of blue energy leap from your hands. For the duration of the spell, as an action, you can direct them toward a creature within range, dealing 1d12 lightning damage to that creature.

At Higher Levels. When you cast this spell using a 3rd- or 4th-level spell slot, the damage increases to 2d12 and the range increases to 30 feet. When you cast it using a 5th- or 6th-level spell slot, the damage increases to 3d12 and the range increases to 60 feet. When you cast it using a spell slot of 7th level or higher, the damage increases to 4d12 and the range increases to 120 feet.

Mind Blast

6th-level psionic

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• Casting Time: 1 action
• Range: Self(60-foot cone)
• Components: S
• Duration: Instantaneous

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You emit a blast of psychic energy. Each creature in a 60-foot cone must make an Intelligence saving throw. A creature takes 6d8 Psychic damage and is stunned until the end of their next turn on a failed save. A creature takes half as much damage and is not stunned on a successful save.

Mutate

3rd-level transmutation

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• Classes: Druid, Occutlist, Sorcerer, Warlock, Wizard
• Casting Time: 1 Action
• Range: Self
• Components: V, S, M (something from an extinct animal)
• Duration: Concentration, up to 10 minutes.

You manipulate the nature of your body with magic temporarily giving it new properties. You can select three of the following properties:

• Your body becomes malleable and amorphous. You have advantage on saves and checks against grapples and the restrained condition, you do not suffer disadvantage from squeezing into smaller spaces, and you can squeeze through openings two sizes smaller than you.
• You grow one additional appendage. This appendage serves as an arm and a hand, though it can take the shape of an arm, tentacle, or similar appendage.
• You extend the length of your limbs, giving you a 10 foot reach on melee attacks, touch spells, and object interactions.
• Your flesh hardens, your base AC becomes 14 + your dexterity modifier if it is not already higher.
• You grow more resilient, adapting against one external threat. You gain advantage on one type of saving throw of your choice.
• You adapt your body to an aquatic environment, sprouting gills and growing webbing between your fingers. You can breathe underwater and gain a swimming speed equal to your walking speed.
• Your body grows ablative armor. You gain temporary hit points equal to your spellcasting modifier at the start of each of your turns.
• You can grow one size larger or smaller.
• You sprout wings. You gain a flying speed of 30 feet.
• You grow a natural weapon; this weapon can have the statistics of any martial melee weapon and takes on a form vaguely reminiscent of it without the thrown property. You have proficiency with this weapon, and are considered holding it. You can use your spellcasting modifier in place of your Strength modifier for attack and damage rolls with this natural weapon. The natural weapon is magic and you have a +1 bonus to the attack and damage rolls you make using it.

For the duration of the spell, you can use an action to change one or all of the properties, losing the benefits of your previously selected properties and gaining the benefits of the new selected properties.

At Higher Levels: When you cast this spell using a spell slot of 4th or higher, you can select one additional property from the list of options, with one additional property per spell level above 3rd.

Nullify Effect

2nd-level psionic

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• Casting Time: : 1 reaction, which you take when you are forced to make an Intelligence, a Wisdom, or a Charisma saving throw
• Range: Self
• Components: S
• Duration: 1 round.

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You gain advantage on Intelligence, Wisdom, and Charisma saving throws until the start of your next turn. You also gain resistance to Psychic and Force damage until the start of your next turn.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, you can roll an additional d20 as part of your advantage roll. If you cast this at the 5th level or higher, it grants immunity to Psychic and Force damage for the duration.

Orbital Stones

4th-level transmutation

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• Classes: Druid, Sorcerer, Wizard
• Casting Time: 1 action
• Range: Self
• Components: V, S
• Duration: Concentration, Up to 1 Minute.

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You lift three inanimate Small or Medium sized rocks or similar objects from within 10 feet of you, causing them to defy gravity and slowly circle you. With all three stones orbiting, you have three quarters cover. With at least one stone remaining, you have half cover.

As a bonus action while at least one stone remains in orbit, you can magically fling a stone at target within 60 feet. Make a ranged spell attack roll. On hit, the target takes 3d10 bludgeoning damage and is knocked backward 5 feet.

Psychic Drain

2nd-level psionic

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• Casting Time: 1 action
• Range: 60 feet
• Components: S
• Duration: Instantaneous

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You draw on the psychic energy of another creature to sustain yourself. The target must make a Charisma saving throw. On failure it takes 3d8 psychic damage and you gain temporary hit points equal to half the amount of psychic damage dealt and regain one expended psi point.

At Higher Levels. When you cast this spell using a spell slot of 3rd level or higher, the spell deals an additional 1d8 psychic damage.

Shockwave

5th-level psionic

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• Casting Time: : 1 action.
• Range: Self
• Components: S
• Duration: Instantaneous.

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You unleash a burst of telekinetic force in all directions. Each creature you choose within 30 feet of you is knocked 5 feet back and must succeed on a Strength saving throw or take 8d6 damage bludgeoning damage and be knocked prone. A creature that succeeds on its saving throw takes half as much damage and isn't knocked prone.

Sky Burst

5th-level evocation

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• Classes: Druid, Sorcerer, Wizard
• Casting Time: 1 action
• Range: 120 feet
• Components: V, S
• Duration: Instantaneous.

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Five bolts of lightning strike five points of your choice that you can see within range. Each creature within 5 feet of the chosen points must make a Dexterity saving throw. A creature takes 4d12 lightning damage on a failed save, or half as much on a successful one. A creature in the area of more than one lightning burst is affected only once.

At Higher Levels. When you cast this spell using a spell slot of 6th level or higher, you can call down an additional bolt of lightning targeting another point within range for each slot level above 5th.

Spatial Manipulation

5th-level conjuration

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• Casting Time: 1 action
• Range: Self(120-foot radius)
• Components: V, S
• Duration: Instantaneous

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You can swap the position two creatures you can see within range. An unwilling creature can make a Charisma saving throw, preventing the swap on success.

At Higher Levels. When you cast this spell using a spell slot of 6th level or higher, you can swap an additional set of creatures of each level about 5th.

Turbulent Warp

3rd-level psionic

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• Casting Time: 1 action
• Range: 90 ft.
• Components: V
• Duration: Instantaneous

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You teleport yourself to an unoccupied space you can see within range, leaving behind a spatial distortion. Each creature within 10 feet of the space you left must make a Charisma saving throw. On a failure, they take 5d4 force damage and are teleported to an empty space of your choice within 5 feet of where they were. On success they take half as much damage and are not teleported.

You can also teleport one willing creature of your size or smaller who is carrying gear up to its carrying capacity. The creature must be within 5 feet of you when you cast this spell, and there must be an unoccupied space within 5 feet of your destination space for the creature to appear in; otherwise, the creature is left behind.

At higher levels: When you cast this spell using a spell slot of 4th level or higher, the damage increases by 2d4 for each slot level above 3rd.

Unlocked Potential

1st-level psionic

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• Casting Time: 1 action
• Range: 60 feet
• Components: S
• Duration: Concentration, up to 1 minute.

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You unlock the potential of a creature's mind, allowing it to fully reach its limits. For the duration, once per turn the creature can add 1d4 to any attack roll, damage roll, or saving throw it makes.

Vortex Blast

3rd-level evocation

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• Classes: Occultist, Sorcerer, Wizard.
• Casting Time: 1 Action
• Range: Self (30 foot cone)
• Components: V, S
• Duration: Instantaneous

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You create a sudden violent vortex that blasts outwards in a cone, tossing characters and objects within the area. Creatures take 2d6 bludgeoning damage and must succeed a Strength saving throw or be knocked 20 feet backward and 40 feet upward.

At Higher Levels. When you cast this spell using a spell slot of 4th level or higher, the damage increases by 1d6 for each slot level above 3rd.