Mind Flayer 5e

This classic DnD baddie will suck out your soul and wear it.

“My movements aren’t my own. This voice is not mine. These thoughts…are they me? That smell again…onions, garlic, vanilla…and death. My master beckons…I will be strong.”

What is a Mind Flayer 5e?

DnD’s Mind Flayers, also known as illithids, are 6-foot-tall aberrations with soft purplish skin, octopus-like heads, and powerful psionic abilities such as levitation, thought detection, and mind control.

Mind Flayers use four strong, dexterous tentacles in front of their mouths to attach to skulls and suck out their victim’s brains, “flay” their minds, and sometimes absorb their personality. 

Mind Flayers were invented by DnD creator Gary Gygax, who was inspired by the mythos of HP Lovecraft. Mind Flayers have gone on in turn to inspire the Netflix series Stranger Things.

Mind Flayer 5e Stats

• Size: Medium 
• AC: 15 (breastplate)
• HP: 71 (13d8 + 13)
• Speed: 30 ft.

Ability	Score	Modifier
Strength	11	+0
Dexterity	12	+1
Constitution	12	+1
Intelligence	19	+4
Wisdom	17	+3
Charisma	17	+3

• Skills: Arcana +7, Deception +6, Insight +6, Perception +6, Persuasion +6, Stealth +4
• Senses: Darkvision 120 ft., Passive Perception 16
• Languages: Deep Speech, Undercommon, telepathy 120 ft.
• Challenge Rating: 7 (2,900 XP)
• Magic Resistance. Advantage on saving throws against spells and other magical effects.
• Innate Spellcasting (Psionics). Intelligence (spell save DC 15)

Saving Throws

• INT (+7)
• WIS (+6)
• CHA (+6)

Mind Flayer Fundamentals

Mind Flayers may remind you of a Cthulhu-esque abomination and you would be correct in this assumption. They are creatures of mind-bending horror and if you look at them too long, you’ll probably go insane or they’ll eat your brain.

Mind Flayers have been around in DnD since the beginning and are one of the creations of Gary Gygax. He was inspired by the Titus Crow book covers that are part of the Cthulhu Mythos and share many of the same qualities as their Lovecraftian counterparts.

Mind Flayer Physiology and Culture

Mind Flayers or Illithids are one of the most disturbing creatures in the DnD world.

To understand why they are feared you need to understand how a Mind Flayer is born/created.

During the lifespan of an adult Mind Flayer, they will inevitably return to the spawning pool from which they came and hatch a clutch of eggs into the pool. Inside the pool resides the Elder Brain from which the Mind Flayers spawned.

The Elder Brain eats the consciousness of other creatures and is like a repository of the Mind Flayer’s collective knowledge.

The eggs hatch into Illithid tadpoles and the majority of them are consumed by the Elder Brain for sustenance. The few that survive are attached to host bodies like humanoids.

The parasitic tadpoles worm their way into their host and devour its brain. It then grows and takes over the body of its host connecting all parts of its nervous system and organs directly to the parasitic host.

Eventually, the parasite becomes a fully adult Mind Flayer and replaces its head with the tentacled horrors that players will be familiar with.

Mind Flayers are not necessarily social creatures, but they are hive-like. All Mind Flayers serve an Elder Brain, and when they are killed their head is returned to the Spawning pool where it is eaten by the Elder Brain, and their knowledge is absorbed.

A Mind Flayer alone or banished from the Spawning pool is a rare occurrence, but it is known to happen. These Mind Flayers are usually banished for some crime and become hateful creatures.

Mind Flayer Diet

Mind Flayers eat and live off of sentient creatures’ brains.

As tadpoles, they eat and consume the brain of their host before fully taking control of the body, and once they’ve taken over the body they still require brains to sustain them.

An adult Mind Flayer can eat a brain a week to survive, but they have a tendency to be greedy. Entire villages disappeared when Mind Flayers moved into the area. They’ll either pick off victims one at a time, or replace members of the village with thralls while they gorge themselves on brains.

All Mind Flayers serve an Elder Brain and even the Elder Brain eats and survives by eating sentient brains either through cannibalization, or those that are unfortunate enough to be fed to it…

Mind Flayer 5e Lore

Mind Flayers are a hive mind telepathically controlled by an Elder Brain, which lives in a pool of brine deep inside a Mind Flayer city. Mind Flayers start as mindless tadpoles swimming around in the Elder Brain’s pool, where they are culled in a survival of the fittest.

The strongest tadpoles are attached to a host’s brain stem in a process called ceremorphosis, and transform into a Mind Flayer after 7 days. Mind Flayers need to feed on the brains of intelligent, imaginative, or insane victims to survive and bring experience into their ranks.

For their slaves, called thralls, they prefer unintelligent creatures. To kidnap and store thralls, Mind Flayers use a ship called a Nautiloid that resembles an octopus and can hop dimensions. 

Like the Beholder 5e, Mind Flayers think they are superior beings, tend to live in dark underground complexes, and use minions to fight their battles. Mind Flayers also sometimes use pet-like brains with legs called Intellect Devourers to snatch victims for them.  

Mind Flayer 5e Spells

Mind Flayers can read your mind, float to avoid you, and completely take over your soul to make you betray your crew. 

Detect Thoughts

• Detect Thoughts 5e Spell
• At will. 
• One minute.
• 30 feet.
• Read the surface-level thoughts of creatures in range.
• Detect the presence of thinking creatures Mind Flayers can’t see. 

If probing deeper, the target must make a Wisdom saving throw. On failure, a Mind Flayer can find information about their abilities, items, emotional state, or anything else that gives advantage. 

DC Wisdom 15 saving throw for the initial probe. An action + DC 15 Intelligence saving throw while being probed.

Levitate

• Levitate 5e Spell
• At will. 
• Ten minutes.
• 60 feet.
• Levitate a target up to 500 pounds up to 20 feet in the air. 

Often used on themselves to go above a party’s melee range and Mind Blast them from afar.

DC 15 Constitution saving throw is needed to resist. 

Dominate Monster

• Dominate Monster 5e Spell
• Once a day. 
• One hour.
• 60 feet.
• Command a victim telepathically with “total and precise” control. 

This forces targets to grab an object, attack friends, run off a cliff, or do anything else their demented minds think of.

DC 15 Wisdom saving throw to end the spell. If you take damage, you can do a saving throw.

Plane Shift (self only)

• Plane Shift 5e Spell
• Once a day.
• Touch.
• Instantaneous.
• Transport self to a different plane of existence. 

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Gamecows Tip: A Mind Flayer’s Plane Shift is only supposed to work on themselves, as an escape hatch. But some adventurous groups let the Mind Flayer banish player characters to different dimensions—who then have to find their way back! It’s a DC 15 Charisma saving throw if you go this route.

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Mind Flayer 5e Actions

After grabbing you with its Tentacles, a Mind Flayer can suck out your brain for an insta-kill. It can also stun your whole crew with a Mind Blast for mass-brain extraction, or send in its minions to drag you away to their secret lair.

Tentacles

• Melee Weapon Attack
•  +7 to hit
•  Reach: 5 ft., one creature. 
• Upon Hit: 15 (2d10 + 4) psychic damage. If the target is Medium or smaller, it is grappled (escape DC 15) and must succeed on a DC 15 Intelligence saving throw or be stunned until this grapple ends.

Extract Brain

• Melee Weapon Attack
• +7 to hit
• Reach 5 ft., one incapacitated humanoid grappled by the Mind Flayer. 
• Upon Hit: 55 (10d10) piercing damage. If this damage reduces the target to 0 hit points, the mind flayer kills the target by extracting and devouring its brain.

Mind Blast  

• Emit psychic energy in a 60-foot cone. 
• Each creature in that area must succeed on a DC 15 Intelligence saving throw or take 22 (4d8 + 4) psychic damage and be stunned for 1 minute. 
• A creature can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

What level should I be to fight Mind Flayer 5e?

• You should be a level 7 at the very least to face a single Mind Flayer.
• With 2 Mind Flayers, you should be at least level 11.
• With 3 Mind Flayers, you should be at least level 15.
• With 4 Mind Flayers, you should be at least level 17.
• With more than 4 Mind Flayers… just run.

A monster’s Challenge Rating (CR) is a good indicator of the level you should be to beat it. One rule of thumb is to take the average party level (APL) and subtract 2 to get a suitable Challenge Rating. 

The Mind Flayer 5e CR is 7. That means you should really be at about a 9 to be a Mind Flayer’s equal. But you can still beat a Mind Flayer at level 7 with some strategy.

How do you beat a Mind Flayer in 5e?

Mind Flayers have deadly minds, but relatively weak bodies. Avoid stuns and hit them with all you got.

Gang up. Mind Flayers have low HP and only +1 to initiative. Pound them if you have a chance. Stunning Strikes or Flurry of Blows are especially lethal for Monks. Just remember to get out of melee range afterward.

Ranged attacks. Mind Flayers can resist magic spells, but not ranged weapons. Shoot arrows, throw daggers, or launch your tinier comrades. Mind Flayers will target strong ranged attackers since they are vulnerable.

Protect with Paladins. Level 6 Paladins get Aura of Protection, which gives a boost to saving throws based on the Paladin’s Charisma modifier. This can make all the difference when trying to avoid being stunned. 

Buff with Bless. Bless lets 3 of your crew add a d4 roll to their saving throws.

Use cover. Full cover protects from Mind Blast, but only FULL cover. If even a pinky is showing, your mind is toast.

Enter the Light. Mind Flayers are physically hurt by sunlight and avoid it at all costs. Draw it out, blast a hole in the ceiling, whatever you can.

When all else fails: Escape! If you have a Druid, Wild Shape into a steed, have your crew hop on, and gallop away. If you have a Bag of Holding, jump inside and have your Monk use Step of Wind to vamoose. Get creative! There’s no shame in not having your mind flayed.

Using a Mind Flayer as a DM

Mind Flayers make excellent enemies. They primarily can be found in the Underdark or the dark places of the world, and they rarely are found alone.

Most Mind Flayers will have a host of underlings at their command and they are particularly nasty creatures on their own.

When concocting a scenario, you could easily have them as mini-bosses or a main boss for a small campaign.

To even get to a Mind Flayer, chances are, characters will have to get through their thralls and into their lair/base. This allows the DM to alter the difficulty of the encounter by tailoring the journey with smaller encounters or giving players options to bypass them using trickery.

If you want to make an even more horrifying challenge remember that Mind Flayer tadpoles can be placed into any sentient creature. That can make for some interesting changes that you can throw at your players.

A Mindflayer that has been putting tadpoles into the heads of bugbears could easily create mutant offspring that are incredibly dangerous.

Mind Flayer 5e FAQs

Are Mind Flayers asexual?

Yes. Mind Flayers only reproduce through tadpole ceremorphosis. 

Can a Mind Flayer be female?

Yes. Though Mind Flayers are asexual, they sometimes take on the gender of their host brain.

Is the Mind Flayer immortal?

Yes. A Mind Flayer can survive indefinitely as long as it has a steady supply of victims to feed on. 

Can Mind Flayers starve?

Yes. After a few months without eating a brain, a Mind Flayer can starve to death.

If you’re done being flayed, check out these other DnD monsters like Demogorgon 5e, Kobold 5e, and Displacer Beast 5e.