Mindwitness

Mindwitnesses were flying nightmares of eyes and tentacles created by mind flayers by inserting one of their tadpoles into a beholder.

Description
A mindwitness greatly resembled its beholder "parent"; an orb-shaped being 6 ft (1.8 m) in diameter, with a large central eye on its body, and ten smaller eyes on stalks emerging from the top. However, a mindwitness's mind flayer influence made an already horrifying creature arguably even more so; its fanged mouth was replaced with one more akin to that of a lamprey, and this maw was surrounded by four large octopus-like tentacles.

Abilities
A mindwitness's body was, like that of a beholder, naturally buoyant, allowing it to fly and granting it effects much like that of a feather fall spell. Its many eyes granted it 360 degree vision, preventing it from being flanked and making it generally very difficult to avoid being spotted by one. Mindwitnesses also had an innate resistance to spells and were able to project an antimagic field in a cone in front of them.

In combat, a mindwitness behaved, unsurprisingly, much like a combination of mind flayer and beholder; using both the flight and eye rays of a beholder, and the illithid's fearsome psionic and brain extraction abilities.

A mindwitness would typically begin by unleashing a mind blast on its opponent, then follow up with eye rays from its ten stalked eyes. Like a normal beholder, each eye had a different power, namely: charm monster, charm person, disintegrate, fear, finger of death, flesh to stone, inflict moderate wounds, sleep, slow, and telekinesis. In addition to the abilities granted it by its eyes, a mindwitness was also able to use the following psionic spells: charm monster, detect thoughts, levitate, and suggestion. If forced into melee combat, a mindwitness was able to resort to attacking physically with its tentacles.

After stunning or otherwise befuddling its target, a mindwitness would then attempt to attach all its tentacles to its opponent's head so as to extract its brain, instantly killing it (barring creatures with multiple heads, such as ettins and hydras).

A mindwitness was able to communicate telepathically with any creature that had a language, and was itself able to speak both its own language and Common.

Ecology
Normally dwelling underground, mindwitnesses could be encountered as solitary creatures, in pairs, or in groups as large as six.