There are creatures in Dungeons & Dragon’s history and lore that are iconic not for their size, historical relevance, or even their looks. There are some that are plain weird, ones that are alien in appearance and mentality from what most humanoids would consider being normal. Such entities may herald from the distant, twisted, and unknown regions called the Far Realm, while others only exist as extensions of great chaos and evil that their way of existence is beyond comprehension by conventional paradigms. These are aberrations, and mad wizards can create many, but there are some that are naturally occurring, such as Aboleths and the iconic Mindflayers.

In this article, we’ll delve into exploring some of these iconic creatures’ origins, their way of life (if any) and how you can implement in your games. One of my favorite D&D monsters, the Mind Flayer (or Illthids), the iconic Cthulhu on a humanoid body nightmare that has haunted the pages of the various D&D monster manuals since AD&D to the modern age. Mind Flayers are remembered for their four-tentacle, squid-like faces on top of a humanoid body; their hyper-intelligence and ability to use psionic powers.

If you’re looking for more details or game mechanics in D&D 5th Edition, I encourage you to read more on Mind Flayers in Volo’s Guide to Monsters.

The Hard Knock Life of an Illithid 

An illithid tadpole to burrow into a human’s skull

Mind Flayers aren’t born in the traditional sense. They are born as little tadpoles from a clutch of eggs that live within the cerebral juices of the Mind Flayer colony’s Elder Brain. The Elder Brain occasionally gets hungry and will feast on a weak unsuspecting illithid tadpole though some are also devoured in cannibalism. The tadpoles that survive to maturity will have the fantastic opportunity to be implanted into a humanoid creature (usually unwillingly) to undergo a horrific metamorphosis (the correct term is ceremorphosis). The tadpole devours the host’s brain and merges with the new biology to form in the iconic visage we all love and fear.

But once a Mind Flayer is fully developed, they instantly become a part of colony’s hive mind and the Elder Brain. For Star Trek fans, this should remind you of the Borg. A Mind Flayer is connected in this symphony of thought and to be far away from it or even worse, exiled, is a fate worse than death. Various independent Mind Flayers have surfaced in stories and legends, but those illithids were unique and possibly more potent than your standard mind flayer.

Mind Flayers have experimented with growing various hybrids with their tadpoles, creating Mind Witnesses (Mind Flayer tadpole in a Beholder’s brain), and Urophions (Ropers that survive the tadpole transplants). Other monstrous creations include Intellect Devourers wherein they extract a slave’s brain and through a ritual grow legs to serve as hunters and bait for better prey. You can believe that Mind Flayers wish to regain some measure of their ancient legacy and glory, pursuing their interpretation of psionic perfection. This transformational motivation can be sinister and outright diabolical to many surface species. Most creatures of the Underdark merely hope to escape the ere of a Mind Flayer hunting party.

Brain Eater – But wait there’s more! 

Glory to the Mind Flayers!

Illithids feast on the psychic nutrients of freshly harvested brains, the more intelligent the creature, the “tastier” the morse. Brains are always on the menu for Mind Flayers, but there are special aberrant illithids that feed on other things such as soul eaters and vampiric illithids. These variants are often considered obstructions to the Mind Flayers’ schema for perfection and are often exiled or killed by their own kin. Should such entities manage to elude destruction, they become trouble even for other Mind Flayers; feeding on alternative sources like soul energy or blood but maximizing their predation with cerebral tissue.

Most vampiric illithids are wild and mad with endless hunger, usually quite feral and animalistic than the calm, calculating composure Mind Flayers typically attribute. Many scholars believe that such entities were driven wild but the insatiable appetite as they will often attack other illithids as well as any other humanoid creature. Soul Eaters are devious sorts as they value the energy from souls as well as their brains, but while they possess an equally endless hunger, they retain most of their “sanity” unlike their vampiric brethren. Soul Eater illithids are known to bargain with demons, devils, and night hags, providing service along with a decent meal.

Known Illithid Variants

Mind Flayer Arcanist – Usually a Mind Flayer that develops arcane talents along with their psionic powers. Most illithids view this power weak and subpar, often times treating these variations as vermin or second class citizens. There are times that an arcanist is exiled or killed.

Alhoon – An illithid that masters arcane magic can seek lichdom. Often times, these are exiled Mind Flayer arcanists that hone their craft and enter a new state of eternal undeath malice. Feeding on brains is no longer a survival trait, but one of out habit, identity, and occasional necessity. They are also sometimes called illithidliches.

Uitharid – There are the rare occurrences where a powerful Mind Flayer emerges when a tadpole undergoes ceremorphosis into a more powerful form. These Mind Flayer variants have six tentacles instead of four, much smarter and more devious too. Often times they will take several Mind Flayers with them to create a new colony, at which point the Uitharid becomes a new Elder Brain. Mostly, if you were to look at ants or bees, these are the new Mind Flayer brains to be.

Various Illithids have adopted non-conventional roles such as subterfuge, spies, mentalists, and tacticians. These sort of roles are dependent on the host body the tadpole infests and its mirrored in their capabilities upon ceremorphosis. When crafting your own unique Mind Flayers, consider things like their original hosts that became lost victims; you can even add tidbits where the tadpole acquires memories of the previous host to add some sinister character progressions.

Mind Flayer Psychology

Remember that Mind Flayers are schemers and have no conscience twisting the minds of others to satisfy their ends.

  • Be cruel
  • Be merciless
  • Everything is beneath you, all for the glory of mental perfection
  • Everything will belong you once again like the days of old
  • Everything is and will be food for you
  • The Elder Brain life is the good life
  • Isolation is bad and lonely
  • The thought of losing the hive mind is terrifying to you
  • BRAINS!!!!
  • Perfection is a noble cause, it’s sometimes necessary to remind others of their impurity
  • Telepathy is the only way to communicate, mouth movements are for chumps

Mind Flayers were once prominent rulers across the multiverse before the Gith race rebelled, causing their vast empire to crumble as their former slaves sought to eradicate them on every plane and every universe they fled. The racial tension between the Illithids and the divided Gith race is timeless and engrained in their very philosophies, biologics, and combat tactics. While many Mind Flayers would enjoy spreading their influence and domination over others, the risk of alerting an entire army of Githyanki warriors is something best avoided. As a result, Mind Flayers prefer small colonies to manage their primary operations and survive, plus it’s better for Elder Brains to not compete against each other.

Other sources 

You can find more information about Mind Flayers in the D&D 3.5 Edition supplement Lords of Madness, which provides an abundance of information and lore about Mind Flayers, their society, their religions (loosely), their history, and how they function as evil creatures of the Underdark. Or the 2nd Edition D&D supplement the Illithiad (which to me reminds me of the Illiad but for Illithids).

If you like this article and want to see more like it, let me know in the comments below. Help me add more future content by letting me know also in the comments below. I hope this has been insightful notes for your guide to Mind Flayers. April is Aberration Appreciation month, and we’ll be covering some more of them later.

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