Lesser Elder Brain (3.5e Race)

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The Lesser Elder Brain[edit]

The Lesser Elder Brain is a subtype of the Elder Brain born of the Ilithid. Before a Mind Flayer fully completes its metamorphosis it must first metamorphose its brain into the Lesser Elder Brain, the process for a Lesser Elder Brain to become a Elder Brain varies on how well the Lesser Elder Brain is treated and cared for and it is very common for ill-treated Lesser Elder Brains to die off, so it is seen as incredibly rare for them to leave the Hive in any capacity, and when this is done, they are commonly given Guards to keep them from dubious adventurers.


The Lesser Elder Brain is in the process to becoming the Elder Brain and forsakes all other earthly attachments besides its mind and for this the Lesser Elder Brain begins its development into an intellectual powerhouse, they become fickle and duplicitous as well as clever and boast incredible foresight and pre-planning skills.

Lesser Elder Brains cannot be around their competition e.g. other Lesser Elder Brains and will seek out and destroy them or make sure they can never mature into a fully grown Elder Brain.

Physical Description[edit]

Lesser Elder Brains often appear as Human Sized Brains with small tentacles protruding out of it, however, as they grow, they grow to the size of a fully grown human before they have reached peak maturity.


Lesser Elder Brains are often seen as hostile enemies to all but the Illithid race, to which they are seen as invaluable, willing to risk their lives to save them from getting into the hands of their enemies.

To all but the Illitids, killing the Lesser Elder Brain is killing the "cocoon" before it develops into its monstrous "Butterfly".


Lesser Elder Brains can be seen as helpful while the person they are helping are useful to their own goals as well as showing a deep understanding of the workings of Laws, it is common for "helpful" Lesser Elder Brains to be Neutral or even Evil, however, it is very uncommon for them to be anything less than Lawful, but it is not unheard of for a Lesser Elder Brain to go rouge.

It is not uncommon for the Lesser Elder Brain to turn of its non-Illithid Allies, turning them into Mindless Slaves and enforce Illithid Laws on aforementioned slaves.


Lesser Elder Brains can be found in Illithid colonies, where-ever they are within the world.


The Lesser Elder Brain follows the same philosophical and religious structure as other Illitids.


The Lesser Elder Brain can no longer communicate with others verbally and speaks only telepathically or through others. The Lesser Elder Brain can potentially speak multiple languages, however, the most common are: Common, Undercommon and Deep Speech.


Mind flayer names were strains of thoughts and images that identified them to other members of the race. Since these names were too complex to be pronounced or even expressed in words, other races of the Underdark adopted rough translations in Undercommon by usually combining descriptive words that conveyed the general idea of the mind flayers' original names in order to identify them.

Racial Traits[edit]

  • -4 Strength, -4 Dexterity, +4 Intelligence, -1 Constitution, +2 Wisdom, +3 Charisma, : The Lesser Elder Brain loses all forms of strength and defensive traits to become a intellectual being, often relying others to do the heavy lifting for them, additionally, the Lesser Elder Brain cannot leave it's container of Brine and thus cannot move and only be carried or slowly levitate using their innate Psionic abilities.
  • Aberration (Psionic) with the Below alterations:

Skill points equal to (8 + Int Modifier, minimum 1) per HD, with × 4 skill points at first HD.

  • Small size.
  • The Lesser Elder Brain has a Fly speed of 20ft (Good)
  • Blindsight (Ex): An Lesser Elder Brain has 45ft of Blindsight.
  • Resistance (Ex) to acid 5, cold 5, and electricity 5.
  • Saves: Will +5
  • Mental Prowess (Ex): The Lesser Elder Brain gains +3 to Manifester levels and Psion Spell's DC as a Psion or +3 to Caster Level and Wizard Spell DC.
  • Illitid Mind (Sp): As a Standard action the Lesser Elder Brain can target a Aberration within 60ft of the Lesser Elder Brain, it must make a DC 16 + Int Will saving throw or be charmed by the Lesser Elder Brain, upon a successful Save the Aberration is immune to the ability for 5 Round. Other Lesser Elder Brains and Elder Brains are Immune to this effect and Automatically succeed their Will saving throws.
  • Mentally Oriented: The Lesser Elder Brain can choose an additional 2 Specialization/Discipline when choosing the Psion or Wizard class.
  • Spell-Like Ability: 1/day— Dominate Person. Caster level is 3rd. The save DC is Int-based.
  • Psi-Like Abilities: 3/day— detect psionics, mental barrier, psionic charm (DC 13). Manifester level 1st. The save DCs are Int-based.
  • Automatic Languages: Understands Common, Deep Speech and Undercommon but can't speak, Telepathy 60ft
  • Bonus Languages: The Lesser Elder Brain has the capacity to understand virtually any Language.
  • Favored Class: Psion or Wizard.
  • Level Adjustment: +2
  • The Lesser Elder Brain do not require to breath or eat traditional food, however they require 4 hours sleep. The Lesser Elder Brain feeds on the psionic presence of its enemies.

Vital Statistics[edit]

Table: Random Height and Weight
Gender Base Height Height Modifier Base Weight Weight Modifier
Sexless 2 ft +0 40 lb. × (2) lb.

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