Time for one of the big ones, everybody! This is an essential D&D monster! Let’s see if it lives up to the hype!
Lore: Cosmic Conquerors
Illithids, or Mind Flayers, are tyrants and slavers on a cosmic scale. Long ago, they ruled entire worlds and races, many of which we’ve covered in the past. Their linked minds allow them to plot together on a grand scale. Despite this, their empire eventually fell, and now they reside within the Underdark of the Material Plane.
With their psionic powers, illithids are fully capable of controlling the minds of lesser creatures. When they meet a foe with a strong enough mind to protect itself, they’ll hang back and let their thralls do the fighting. During this time, they will either set a trap or, more likely, try and escape.
Mind flayers are only isolated when they’ve been outcast by the colony. Most of their kind belong to a colony in service to an elder brain near the center of their domain. It sends out orders to its subjects, though it only has a range of about five miles. That said, it can hold multiple conversations at once, allowing it to coordinate the illithids with great effectiveness and ease, making it extremely difficult to attack their hive.
Brains are the primary food source for the mind flayers. When healthy on brains, they’ll secrete a glaze of mucus that coats its skin. Consuming a brain gives the creature a strong sense of euphoria. Sometimes, it’ll simply harvest a brain to perform vile experiments on it.
This lore is excellent, easily the best we’ve seen in a while! You could craft any number of stories out of it, be it a simple side quest or an entire campaign! Plus, you get a whole bunch of small side monsters to use as extra spices! It is truly phenomenal!
Design: Mini-Cthulu
You can’t tell me that’s not what it is. Come on! Just look at it!

This design is absolutely fantastic. The monster itself is so iconic that you only need one look at it to recognize it. And as obvious as the Lovecraftian inspiration is, it still stands out in a big way. It looks like a horrifying monster, yet carries itself like the galactic tyrant that it is. There are few monsters with such an impactful look as this one.
Plus, it’s super unique to D&D. Sure, Lovecraft is in a lot of places. But when you think ‘mind flayer’, you think D&D and you think of this design. Much like the beholder, it’s become synonymous with the game by this point.
A fantastic design overall. We’re two for two on positive segments; let’s hope we can land all three! Let’s check out those stats!
Stats: Get Outta My Brain!!!
Gonna be honest, not a huge fan of the idea behind Extract Brain. Those are two words that I never want to see put together, thank you very much.
For a low to mid-level boss, these guys don’t fuck around! Mind flayers have a whole slew of spells and abilities that make them remarkably tricky and dangerous monsters. You can’t just go in hacking and slashing like you’re playing Dynasty Warriors with these guys. You’ve got to strategize if you hope to survive.
They’re not particularly durable. Their AC isn’t bad, but it ain’t monstrous. The same can be said for its HP. It does have magic resistance, so it has advantage on magic-related saving throws. When you get in there to hit it, you’ll probably deal a fairly decent chunk of damage.
Which is fine, ’cause this thing is a glass cannon. Emphasis on cannon.
A normal mind flayer doesn’t have all that many spells. What it lacks in quantity, though, it more than makes up for quality. They are:
- At will: detect thoughts, levitate
- 1/day each: dominate monster, plane shift (self only)
Is that not enough for you? Maybe the Arcanist variant is more up your alley! They’ve got an extensive spell list!
- Cantrips (at will): blade ward, dancing lights, mage hand, shocking grasp
- 1st level (4 slots): detect magic, disguise self, shield, sleep
- 2nd level (3 slots): blur, invisibility, ray of enfeeblement
- 3rd level (3 slots): clairvoyance, lightning bolt, sending
- 4th level (3 slots): confusion, hallucinatory terrain
- 5th level (2 slots): telekinesis, wall of force
That… is terrifying. And that’s all before we talk about its actions.
Its tentacles is a simple strike that does a fairly large chunk of damage. More dangerous, however, is the after effects. When you get hit by this attack, you are grappled and need to make a DC 15 saving throw to avoid being stunned. Fail that save, and you’ll be stunned until the grapple is broken.
This flows directly into Extract Brain, its deadliest ability. This does monstrous damage, and if the victim’s HP is reduced to 0 by this attack, the mind flayer extracts and consumes their brain, killing them instantly. Luckily, they can only use this when the target is grappled. So… try to break out quickly if you get hit by the tentacles.
Finally, we have Mind Blast (Jimmy Neutron joke). With this, the mind flayer emits a large cone that does a decent amount of psychic damage. Anyone caught in it must make another DC 15 saving throw or be stunned for one minute.
All of this combines to make one of the most dangerous and enjoyable boss fights you can get in a D&D campaign! Your players are going to need to think on their feet every single turn and keep an eye on each other to have any hopes to survive. Pair ’em together with other monsters, like an intellect devourer, and you can get something even more hectic! It’s great! Especially when you’ve got a pesky barbarian that you want to kill!
Not speaking from experience. Nope. Not at all.
Placement
Wow. A monster that’s incredibly strong all around. We haven’t had one of those in a while! Though it shouldn’t come as a surprise; of course a D&D staple like this one would nail it!
Now, let’s put the Mind Flayer on the Best of the Bestiary!
- Beholder
- Death Tyrant
- Mind Flayer <———————–
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