Voices of the Dead. When Audrey II consumes a creature, it gains access to all the creature's memories, and learns all the languages the target knows and gains all its proficiencies, except any saving throw proficiencies. The Audrey II can also mimic the voices of the creatures it has consumed. Any creature that hears the voice can determine it is an imitation with a successful DC 16 Wisdom insight check.
Probing Telepath. If a creature communicates telepathically with Audrey II, Audrey II learns the creature's greatest desires if Audrey II can see the creature.
Innate Spellcasting. Audrey II's spellcasting ability is Charisma (spell save DC 15, +7 to hit with spell attacks). Audrey II can innately cast the following spells, requiring no material components:
3/day each: major image, command
1/day each: compulsion, dominate person
Multiattack. Audrey II makes two Tentacle attacks.
Tentacle. Melee Weapon Attack: +7 to hit, reach 15 ft., one target. Hit: 19 (4d6 + 5) bludgeoning damage. If the target is a creature, the tentacle can pull the target up to 10 feet toward itself, and the target is grappled (escape DC 16). Audrey II has 4 tentacles. While a tentacle grapples a target, the tentacle can attack only that target.
Bite. Melee Weapon Attack: +7 to hit, reach 5 ft., one target that is grappled by Audrey II. Hit: 24 (3d12 + 5) piercing damage. If the target is a Medium or smaller creature, it is grappled (escape DC 16). Until this grapple ends, the target is [condition]restrained[/condition, and Audrey II can't bite another target.
Swallow. Audrey II makes one bite attack against a Medium or smaller creature it is grappling. If the attack hits, that creature takes the bite's damage and is swallowed, and the grapple ends. While swallowed, the creature is blinded and restrained, it has total cover against attacks and other effects outside Audrey II, and it takes 14 (4d6) acid damage at the start of each of Audrey II's turns.
If the Audrey II takes 20 damage or more on a single turn from a creature inside it, Audrey II must succeed on a DC 15 Constitution saving throw at the end of that turn or regurgitate all swallowed creatures, which fall prone in a space within 10 feet of the Audrey II. If the Audrey II dies, a swallowed creature is no longer restrained by it and can escape from the corpse using 15 feet of movement, exiting prone.
Audrey II can take 3 legendary actions, choosing from the options below. Only one legendary action can be used at a time and only at the end of another creature's turn. Audrey II regains spent legendary actions at the start of its turn.
Git It! Audrey II makes a Tentacle attack
Grow For Me. Audrey II casts spike growth centered on itself, no concentration required. Audrey II is unaffected by the spell's area of affect.
Suppertime (Costs 3 Actions). Audrey II uses Swallow.
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