The Beholder

Whether through the desire for power, a nightmare, or vivid imagination, your dreams have bound you to a powerful Beholder. Its magic is strong but nearly impossible to control. How will you choose to set its eyes upon your foes?

Observation

At 1st level, the Beholder magic flowing through you empowers your eyesight, granting you 60 ft Darkvision. If you already posses Darkvision, you gain 120 ft Superior Darkvision. If you already posses Superior Darkvision, you gain Expertise in the Perception skill. Additionally, your eyes gain a more distinct appearance, and can be used as a spellcasting focus for your Warlock spells.

Finally, you gain the following expanded spell list:

Beholder Spells

If you are blinded, you cannot cast spells from the Beholder Expanded Spell List.

Dreamshaping

At 1st level, your dreams start to influence reality. Whenever you sleep during a long rest, roll 1d6 off of the table below to determine how your dreams shape reality, or defer to the DM's imagination. If you are under the effects of any madness, have taken Psychic damage since your last long rest, or have been recently traumatized, you make this roll with disadvantage.

1 – A nightmare. One creature of the DM's discretion appears and attacks you. The creature appears nightmarish and mutated. The CR of the creature equals 1/4th of your Warlock level rounded up.

2 – You awaken from your dreams with feverish shaking which can only be cured by restorative magic such as the Greater Restoration spell. You have disadvantage on Death Saving Throws for a number of hours equal to your Warlock level.

3 – Your sleep is dreamless and restful, nothing occurs.

4 – Your mind focuses on healing, you gain a number of temporary hit points equal to your Warlock level until the end of your next long rest.

5 – You dream of camaraderie and heartfelt companionship. You and all allies within 30 feet of you upon waking up gain advantage on Death Saving Throws for a number of hours equal to half your Warlock level rounded down.

6 – Your desire for treasure manifests through your dream. A magic item of the DM's choice appears next to the Warlock for 24 hours before vanishing. This item is relative to your Warlock level unless otherwise stated by the DM.

Pact Boon Transformation

At 6th level, the Beholder's magic channels itself through your Pact Boon, transforming and enhancing it. You gain one of the following transformations depending on what boon you have chosen.

Beholder's Bite (Pact of the Blade) – Your pact weapon becomes covered in Beholder flesh and eyes. It deals an additional 1d6 damage. The damage type is determined by rolling a d8 off of the table below. The damage increases to 2d6 at 9th level, and 3d6 at 15th level. This transformation can only be applied to a melee based pact weapon.

1 – Fire
2 – Cold
3 – Lightning
4 – Acid
5 – Poison
6 – Necrotic
7 – Psychic
8 – Force

Director's Spawn (Pact of the Chain) – The familiar from your pact can become a Gazer (Volo's Guide page 126) with a spell save DC equal to your own. The Gazer functions as a familiar, and counts as an Aberration type creature. Additionally, you can use your Gazer familiar's eyes as a spellcasting focus for your Warlock spells.

Observer's Gaze (Pact of the Tome) – Your Book of Shadows becomes covered in tiny Beholder eyes. Once per long rest as a Bonus Action, you may cause a Beholder eyestalk to appear in any unoccupied space of your choice that you can see within 60 feet for 1 round. The eyestalk has an AC of 10 and hit points equal to your Warlock level. As an Action, you may direct the eyestalk or eyestalks to shoot out a random eye ray at a target of your choice within range as per the Beholder Eye Rays ability (MM page 28). The number of eyestalks summoned increases to 2 at 9th level, and 3 at 15th level. Multiple eyestalks cannot attack the same target, and each must be summoned in different, unoccupied spaces.

Eye of the Beholder

Starting at 10th level, you grow a large, third eye on your forehead which remains closed. Once per long rest as a Bonus Action, you may open the eye to gain the Beholder's Antimagic Cone ability (MM page 28) at a range of 60 feet for one minute. After doing so you gain one level of exhaustion.

Aberrant Manifestation

Upon reaching 14th level, you have learned how to infuse the full power of your Beholder patron into your Pact Boon for temporary feats of destructive magic. Once per long rest, you may use a Bonus Action to expend a Mystic Arcanum spell slot to apply one of the following Aberrant Manifestations to your Pact Boon depending on the Pact Boon you have chosen. The Aberrant Manifestation lasts a number of rounds equal to the level of the Mystic Arcanum spell slot consumed.

Beholder's Feast (Pact of the Blade) – Each strike from your pact weapon unleashes the effect of a randomized Beholder Eye Ray (MM page 28) upon the target as a melee spell attack. Once an Eye Ray type is cast, that type cannot be cast again for the duration of this manifestation. If you roll an Eye Ray type that has already been cast, you do not get to roll for another Eye Ray until your next attack. The spell save DC for each ray is equal to your own. This manifestation can only be applied to a melee based pact weapon.

Director's Display (Pact of the Chain) – Your familiar morphs into a Beholder (MM page 28) without Legendary Actions and Legendary Resistances. Damage taken by your familiar is shared with you for the duration of this manifestation. The familiar returns to its previous state once the Aberrant Manifestation ends.

Observer's Glare (Pact of the Tome) – The eyestalks you summon may attack the same target, and you may choose which Eye Ray is used by each stalk. Once an Eye Ray type is chosen, that type cannot be used again for the duration of this manifestation. Your eyestalks remain summoned until the Aberrant Manifestation ends, or until destroyed, and any damage taken by them is shared with you.

You must maintain Concentration for an Aberrant Manifestation to be utilized. If your Concentration is broken, the Aberrant Manifestation ends and cannot be used again until the end of your next long rest. While maintained, the Aberrant Manifestation allows you to have a flying (hover) speed of 20 feet.