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nought has two gnarled limbs that end in razor-sharp BALHANNOTH
pincer claws. Constellations appear to swirl in the
depths of its single eye, and its serpentine, armored tail Native to the Shadowfell, the vicious, predatory balhan-
trails off into the silvery void. noth alters reality in its lair to make the place appear in-
An astral dreadnought lives a solitary existence. On viting to travelers. Once they step inside, the balhannoth
the rare occasion when two dreadnoughts meet, they springs its trap.
typically fight until one tires of the conflict and departs. False Hope. Thanks to a limited form of telepathy,
Some mighty villains have enslaved astral dreadnoughts a balhannoth can sense the desires of other creatures
and identify images of places where they expect those
and used them to terrifying effect.
desires to be met. The balhannoth then warps reality
Ant/magic Eye. Astral sailors claim that insanity
awaits anyone who gazes into the eye of an astral dread- around it, remaking its environment so that it matches
nought. What one sees reflected in that starry void is the appearance of the place the creature seeks. The bal-
the sudden, terrifying realization of one's own mortal- hannoth never quite gets all the details right, and plenty
ity. Spellcasters have cause to fear the eye more than of incongruities might give away the deception, but the
others, since it emits a continuous antimagic field. The imitation is good enough to fool desperate creatures into
dreadnought can shut off the effect by simply closing its stumbling into the monster's clutches.
eye, though it seldom has reason to do so. Malevolent Entities. A balhannoth thrives on fear and
Astral Predator. A remorseless, indiscriminate despair, taking pleasure in the horror its victims expe-
hunter, an astral dreadnought employs terrifying, if un- rience. It terrorizes its prey by using its reality-warping
imaginative, tactics. It uses its teeth and claws to tear powers to mask its presence until it can snatch the tar-
apart its prey. Instinctively aware of how dangerous get. Then it teleports away to feed on its victims.
spellcasters can be, it maneuvers to keep as many oppo- Useful Slaves. Drow hunting parties and other deni-
nents as possible within its antimagic gaze. zens of the Underdark sometimes venture into the Shad-
An astral dreadnought doesn't have a gullet or a di- owfell to capture balhannoths. They install the crea-
gestive system. Anything it swallows is deposited in a tures as guardians, protecting passages from enemy
unique demiplane- an enclosed space that contains intruders and cutting off avenues of retreat or watching
eons worth of detritus, as well as the remains of dead over slaves.
planar travelers. The place has gravity and breathable
air, and organic matter decays there. Although escape A BALHANNOTH'S LAIR
from the demiplane is possible with the aid of magic,
In the Shadowfell, balhannoths make their lairs near
most creatures arrive here only after they have died. places inhabited by creatures they hunt. They typically
When the dreadnought dies, its demiplane vanishes, haunt well-traveled roads and paths, snatching people
and its contents are released into the Astral Plane. who come along. A balhannoth that has been captured
An astral dreadnought doesn't communicate. It simply and exploited by drow might lair in caves near Un-
consumes any prey it finds, then continues its silent pa- derdark passages and guard the ways in and out of a
trol. It can't leave the Astral Plane, nor would it want to. drow enclave.
Titans of the Chained God. Tharizdun, the Chained
God, created astral dreadnoughts to devour planar trav- LAIR ACTIONS
elers who were seeking portals that lead from the Astral When fighting inside its lair, a balhannoth can use lair
Plane to the Outer Planes- portals they might use to actions. On initiative count 20 (losing initiative ties), a
gaze upon their gods or realize some dream of godhood. balhannoth can take one lair action to cause one of the
Astral dreadnoughts don't procreate, so their popula- following effects; the balhannoth can't use the same lair
tion can't grow. Even though githyanki and other astral action two rounds in a row:
voyagers hunt the creatures, they rarely see any success,
and the dreadnoughts aren't in danger of becoming ex- • The balhannoth warps reality around it in an area up
tinct anytime soon. to 500 feet square. After 10 minutes, the terrain in the
area reshapes to assume the appearance of a location
Titanic Nature. Although it eats and sleeps if it so
sought by one intelligent creature whose mind the
desires, an astral dreadnought doesn't require air, food,
drink, or sleep. balhannoth has read (see Regional Effects below). The
transformation affects nonliving material only and
can't create anything with moving parts or magical
properties. Any object created in this area is, upon
close inspection, revealed as a fake. Books are filled
with empty pages, golden items are obvious counter-
feits, and so on. The transformation lasts until the bal-
hannoth dies or uses this lair action again.
• The balhannoth targets one creature within 500 feet
of it. The target must succeed on a DC 16 Wisdom sav-
ing throw or the target, along with whatever it is wear-
ing and carrying, teleports to an unoccupied space of
the balhannoth's choice within 60 feet of it.
• I • I
• I
CHAPTER 6 I BESTIARY I.

