Petrifying Gaze (Su): Turn to stone permanently, range 30 feet; Fortitude negates DC 13.

Breath Weapon (Su): Line of lightning 5 feet wide, 5 feet high, and 20 feet long, once a minute; damage 7d6, Reflex half DC 19.

Improved Grab (Ex): To use this ability, the behir must hit with its bite attack. If it gets a hold, it can attempt to swallow or constrict the opponent.

Swallow Whole (Ex): A behir can try to swallow a grabbed Medium-size or smaller opponent by making a successful grapple check. A behir that swallows an opponent can use its Cleave feat to bite and grab another opponent. The swallowed creature takes 2d8+8 points of crushing damage and 8 points of acid damage per round from the behir's gizzard. A swallowed creature can also cut its way out by using claws or a Small or Tiny slashing weapon to deal 25 points of damage to the gizzard (AC 20). Once the creature exits, muscular action closes the hole; another swallowed opponent must again cut its own way out. The behir's gizzard can hold two Medium-size, four Small, eight Tiny, sixteen Diminutive, or thirty-two Fine or smaller opponents.

Constrict (Ex): A behir deals 2d8+8 damage with a successful grapple check against Gargantuan or smaller creatures. It can use its claws against the grappled foe as well.

Eye Rays (Su): Each of the ten small eyes can produce a magical ray once a round, even when the beholder is attacking physically or moving at full speed. The creature can easily aim all its eyes upward, but its own body tends to get in the way when it tries to aim the rays in other directions. During a round, the creature can aim only three eye rays at targets in any one arc other than up (forward, backward, left, right, or down). The remaining eyes must aim at targets in other arcs or not at all. A beholder can tilt and pan its body each round to change which rays it can bring to bear in an arc. Each eye's effect resembles a spell cast by a 13th-level sorcerer but follows the rules for a ray. All rays have a range of 150 feet and a save DC of 18.

• Charm Person: The target must succeed at a Will save or be affected as though by the spell. Beholders use this ray to confuse the opposition, usually employing it early in a fight. The beholder generally instructs a charmed target to either restrain a comrade or stand aside.
• Charm Monster: The target must succeed at a Will save or be affected as though by the spell. Beholders use this ray in the same manner as the charm person ray.
• Sleep: This works like the spell, except that it affects one creature with any number of Hit Dice. The target must succeed at a Will save to resist. Beholders like to use this ray against warriors and other physically powerful creatures. They know their foes can quickly awaken the sleepers, but they also know that doing so takes time and can delay an effective counterattack.
• Flesh to Stone: The target must succeed at a Fortitude save or be affected as though by the spell. Beholders like to aim this ray at enemy spellcasters. They also use it on any creature whose appearance they find interesting. (After the fight, the beholder takes the statue to its lair as a decoration.)
• Disintegrate: The target must succeed at a Fortitude save or be affected as though by the spell. The beholder likes to use this ray on any foe it considers a real threat.
• Fear: This works like the spell, except that it targets one creature. The target must succeed at a Will save or be affected as though by the spell. Beholders like to use this ray against warriors and other powerful creatures early in a fight, to break up the opposition.
• Slow: This works like the spell, except that it affects one creature. The target must make a Will save to resist. Beholders often use this ray against the same creature targeted by their disintegrate, flesh to stone, or finger of death rays. If one of the former rays fails to eliminate the foe, this ray might at least hamper it.
• Inflict Moderate Wounds: This works just like the spell, causing 2d8+10 points of damage (Will half).
• Finger of Death: The target must succeed at a Fortitude save or be slain as though by the spell. The target suffers 3d6+13 damage if his saving throw succeeds. Beholders use this ray to eliminate dangerous foes quickly.
• Telekinesis: The beholder can move objects or creatures that weigh up to 325 pounds, as though with a telekinesis spell. Creatures can resist the effect with a successful Will save.
• All-Around Vision (Ex): Beholders are exceptionally alert and circumspect. Their many eyes give them a +4 racial bonus to Spot and Search checks, and they can't be flanked.

Antimagic Cone (Su): A beholder's central eye continually produces a 150-foot antimagic cone extending straight ahead from the creature's front. This functions just like antimagic field cast by a 13th-level sorcerer. All magical and supernatural powers and effects within the cone are suppressed-even the beholder's own eye rays. Once each round, during its turn, the beholder decides which way it will face, and whether the antimagic cone is active or not (the beholder deactivates the cone by shutting its central eye). Note that a beholder can bite only creatures to its front.

Flight (Ex): A beholder's body is naturally buoyant. This buoyancy allows it to fly as the spell, as a free action, at a speed of 20 feet. This buoyancy also grants it a permanent feather fall effect with personal range.

Smoke Claws (Ex): A belker in smoke form (see below) can engulf opponents by moving on top of them. It fills the air around one Medium-size or smaller opponent without provoking an attack of opportunity. The target must succeed at a Fortitude save (DC 14) or inhale part of the creature. Smoke inside the victim solidifies into a claw or talon and begins to rip at the surrounding organs, dealing 3d4 points of damage per round. The affected creature can attempt another Fortitude save each subsequent round to cough out the semivaporous menace.

Smoke Form (Su): Most of the time a belker is more or less solid, but at will it can assume a smoke form. It can switch forms once a round as a free action and can spend up to 20 rounds per day in smoke form. A belker in smoke form can fly at a speed of 50 feet (perfect maneuverability). The ability is otherwise similar to a gaseous form spell cast by a 7th-level sorcerer.

Blink (Su): A blink dog can blink as the spell cast by an 8th-level sorcerer, and can evoke or end the effect as a free action.

Dimension Door (Su): A blink dog can teleport as dimension door cast by an 8th-level sorcerer, once per round as a free action. The ability affects only the blink dog, which never appears within a solid object and can act immediately after teleporting.

Death Gaze (Su): Death, range 30 feet, Fortitude negates DC 15. Humanoids who die from this attack are transformed into bodaks in one day.

Sunlight Vulnerability (Ex): Bodaks loathe sunlight, for its merest touch burns their impure flesh. Each round of exposure to the direct rays of the sun deals 1 point of damage to the creature.

Flashbacks (Ex): From time to time, a bodak sees something that reminds it of its almost-forgotten life. At the start of every encounter, there is a 5% chance that it notices something about an opponent (randomly determined, if more than one opponent is present) that causes it to recall its life. If this happens, the bodak takes no action for 1 round and thereafter suffers a -2 morale penalty to all attacks directed at that opponent.

Leap (Ex): A bulette can jump into the air during combat. This allows it to make four claw attacks instead of two, but it cannot bite. The attack bonus is +12.

Tremorsense (Ex): Bulettes can automatically sense the location of anything within 60 feet that is in contact with the ground.

Spell-Like Abilities: At will-levitate, misdirection, and project image; 1/day-charm monster, charm person, dimension door, and emotion. These abilities are as the spells cast by a sorcerer whose level equals the barghest's HD (save DC 12 + spell level).

Feed (Su): When a barghest slays a humanoid opponent, it can feed on the corpse, devouring both flesh and life force, as a full-round action. For every 8 HD or levels a barghest consumes, it gains 1 Hit Die. Feeding destroys the victim's body and prevents any form of raising or resurrection that requires part of the corpse. A wish, miracle, or true resurrection spell can restore a devoured victim to life, but there is a 50% chance that even such powerful magic will fail.

Alternate Form (Su): A barghest can assume the form of a goblin or a large wolf as a standard action. This ability is similar to the polymorph self spell, except that it allows only goblin and wolf forms. *While in wolf form, a barghest gains the higher of the two listed speeds and a +4 circumstance bonus to Hide checks.

Pass Without Trace (Ex): A barghest in wolf form can pass without trace (as the spell) as a free action.

Spell-Like Abilities: At will-levitate, misdirection, and project image; 1/day-charm monster, charm person, dimension door, and emotion. These abilities are as the spells cast by a sorcerer whose level equals the barghest's HD (save DC 12 + spell level).

Feed (Su): When a barghest slays a humanoid opponent, it can feed on the corpse, devouring both flesh and life force, as a full-round action. For every 8 HD or levels a barghest consumes, it gains 1 Hit Die. Feeding destroys the victim's body and prevents any form of raising or resurrection that requires part of the corpse. A wish, miracle, or true resurrection spell can restore a devoured victim to life, but there is a 50% chance that even such powerful magic will fail.

Alternate Form (Su): A barghest can assume the form of a goblin or a large wolf as a standard action. This ability is similar to the polymorph self spell, except that it allows only goblin and wolf forms. *While in wolf form, a barghest gains the higher of the two listed speeds and a +4 circumstance bonus to Hide checks.

Pass Without Trace (Ex): A barghest in wolf form can pass without trace (as the spell) as a free action.