The Alhoon in 5e: “DYK” Guide on Underdark’s Mind Flayer Liches

Mind Flayers who find themselves tempted by the forbidden arts of arcane wizardry are cast out, banished by their Elder Brain overlords and doomed to live as deviants beyond their colony’s hive mind. 

When these Mind Flayer Arcanists die, their minds are prevented from being reabsorbed by the elder brain, making death a terrifying and inescapable new reality.

In their frantic search to attain some form of immortality, these rogue Illithids relentlessly pursue more and more powerful magic in their quest to achieve life everlasting through lichdom. 

However, the road to arcane power is long, and wizardry doesn’t come naturally to a Mind Flayer, so some of them take a shortcut. 

Welcome back to our creature feature series.

This time, we’re taking a closer look at the Alhoon, a powerful spellcasting variation on the classic Illithid or Mind Flayer that has the potential to become one of Dungeons & Dragons 5e’s most blood-curdling monsters: the Mind Flayer Lich (or Illithich).

Alhoon

Medium undead , any evil alignment

Armor Class 15 (Natural Armor)

Hit Points 120 (16d8 + 48)

Speed 30 ft.

STR: 11 (+0)

DEX: 12 (+1)

CON: 16 (+3)

INT: 19 (+4)

WIS: 17 (+3)

CHA: 17 (+3)

Saving Throws CON +7, INT +8, WIS +7, CHA +7

Skills Arcana +8, Deception +7, History +8, Insight +7, Perception +7, Stealth +5

Damage Resistances. Cold, Lightning, Necrotic

Damage Immunities. Poison; Bludgeoning, Piercing, and Slashing from Nonmagical Attacks

Condition Immunities. Charmed, Exhaustion, Frightened, Paralyzed, Poisoned

Senses. Truesight 120 ft., Passive Perception 17

Languages. Deep Speech, Telepathy 120 ft., Undercommon

Challenge Rating. 10 (5,900 XP)

Proficiency Bonus. +4

Magic Resistance. The alhoon has advantage on saving throws against spells and other magical effects.

Innate Spellcasting (Psionics). The alhoon’s innate spellcasting ability is Intelligence (spell save DC 16). It can innately cast the following spells, requiring no components:

At will: detect thoughts, levitate

1/day each: dominate monster, plane shift (self only)

Spellcasting. The alhoon is a 12th-level spellcaster. Its spellcasting ability is Intelligence (spell save DC 16, +8 to hit with spell attacks). The alhoon has the following wizard spells prepared:

Cantrips (at will): chill touch, dancing lights, mage hand, prestidigitation, shocking grasp

1st level (4 slots): detect magic, disguise self, magic missile, shield

2nd level (3 slots): invisibility, mirror image, scorching ray

3rd level (3 slots): counterspell, fly, lightning bolt

4th level (3 slots): confusion, Evard’s black tentacles, phantasmal killer

5th level (2 slots): modify memory, wall of force

6th level (1 slot): disintegrate, globe of invulnerability

Turn Resistance. The alhoon has advantage on saving throws against any effect that turns undead.

Actions

Chilling Grasp. Melee Spell Attack: +8 to hit, reach 5 ft., one target. Hit: 10 (3d6) cold damage.

Mind Blast (Recharge 5–6). The Alhoon magically emits psychic energy in a 60-foot cone. Each creature in that area must succeed on a DC 16 Intelligence saving throw or take 22 (4d8 + 4) psychic damage and be stunned for 1 minute. A target can repeat the saving throw at the end of each of its turns, ending the effect on itself on a success.

Alhoons are a really interesting monster to run as a campaign villain.

Mechanically, they combine a Mind Flayer’s psionic abilities with those of a pretty powerful spellcaster, making them master manipulators, powerful offensive casters, and generally just a nightmare to fight head-on.

And that’s probably preferable than trying to out-think and out-scheme an Alhoon (or any Illithid for that matter). 

Narratively, they’re these tortured souls whose thirst for knowledge and power got them exiled from their own kind and effectively doomed to oblivion when their mortal bodies die.

This means every Mind Flayer Arcanist and Alhoon is perpetually engaged in a race against their own death, accruing as much power as possible on the road to lichdom. 

It’s a long and lonely road, and it could easily produce some interesting character moments if you choose to employ an Alhoon as the villain in an adventure or campaign.

Being cut off from the hive mind and eternal life as part of the elder brain is sure to have some interesting repercussions for an Alhoon’s personality.

The facts that they’re aberrations in the eyes of their own kind, it’s all their own fault, and they need to become horribly withered undead in order to “survive” is all great stuff. 

It’s a profoundly tragic story, and we would probably be quite sympathetic if the Alhoon wasn’t, you know, a brain-eating, emotionless, unrepentantly evil Mind Flayer. 

Alhoon 5e #2
© Wizards of the Coast

Alhoon Appearance

From a distance, an Alhoon looks pretty much the same as a regular Illithid.

They’re about the same size as a human, with alien features, swollen skulls, reptilian eyes, and a mass of writhing tentacles instead of a mouth. 

Whereas a Mind Flayer who’s still part of their colony is coated in a slimy mucus membrane that links them to their elder brain, Alhoons have lost this protective layer.

As a result, their skin quickly becomes dry and cracked like bleached coral, and its eyes might appear shriveled and sunken.

Before long, however, an Alhoon’s flesh and skin slough away, revealing the desiccated corpse beneath, and their eyes begin to glow with pinpricks of white light like all other liches.  

A Shortcut to Lichdom 

Alhoons are closer to being full-on liches than Mind Flayer Arcanists (a CR 8 creature appearing in the Monster Manual) but aren’t liches in the true sense. 

A group of nine rogue mind flayers used their arcane magic and psionics in combination to find a shortcut to partial lichdom, prolonging their existences long enough to complete the process.

These nine called themselves the Alhoon, and all other Mind Flayer Arcanists who follow in their footsteps have been referred to by the same name.

The process involves at least three Alhoon working together to create a periapt of mind trapping.

This fist-sized container made of silver, emerald, and amethyst traps souls in a similar way to a lich’s phylactery. Creating one involves several mind flayers and an equal number of souls to sacrifice.

Over the course of a three-day ritual involving spellcasting and psionic communion, free-willed undeath is conferred on the mind flayers, turning them into Alhoons.

Achieving True Lichdom 

Becoming a lich in the true sense of the word takes many centuries of study and requires the accumulation of a terrifying amount of arcane power.

Very few Alhoons ever make it as far as this, but those who succeed are finally transformed into one of the most terrifying monsters in all of D&D 5e: the Mind Flayer Lich. 

In addition to using the basic stats for a Lich found in the Monster Manual, Mind Flayer Liches have the following traits and abilities… 

  • The Mind Flayer Lich has a CR of 22 (41,000 XP).
  • In addition to any other languages, the Mind Flayer Lich speaks Deep Speech and Undercommon and has telepathy out to a range of 120 feet.
  • It has the Magic Resistance and Innate Spellcasting (Psionics) traits as well as the Tentacles, Extract Brain, and Mind Blast action options (described below). So long as a mind flayer lich feeds captured souls to its phylactery, it maintains the muscular power of its tentacles and the ability to extract brains.
  • Its suite of legendary actions (described below) is different from that of the normal lich.

Magic Resistance. The lich has advantage on saving throws against spells and other magical effects.

Innate Spellcasting (Psionics). The lich’s innate spellcasting ability is Intelligence (spell save DC 20). It can innately cast the following spells, requiring no components. At will: detect thoughts, levitate 1/day each: dominate monster, plane shift (self only).

Actions

Tentacles. Melee Weapon Attack: +12 to hit, reach 5 ft., one creature. Hit: 21 (3d10 + 5) psychic damage. If the target is Large or smaller, it is grappled (escape DC 15) and must succeed on a DC 20 Intelligence saving throw or be stunned until this grapple ends.

Extract Brain. Melee Weapon Attack: +12 to hit, reach 5 ft., one incapacitated humanoid grappled by the lich. Hit: 55 (10d10) piercing damage. If this damage reduces the target to 0 hit points, the lich kills the target by extracting and devouring its brain.

Mind Blast (Recharge 5–6). The lich magically emits psychic energy in a 60-foot cone. Each creature in that area must succeed on a DC 18 Intelligence saving throw or take 27 (5d8 + 5) 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.

Legendary Actions

The lich gains the following legendary action options, which replace all of the lich’s legendary actions.

Tentacles. The lich makes one attack with its tentacles.

Extract Brain (Costs 2 Actions). The lich uses Extract Brain.

Mind Blast (Costs 3 Actions). The lich recharges its Mind Blast and uses it.

Cast Spell (Costs 1–3 Actions). The lich uses a spell slot to cast a 1st-, 2nd-, or 3rd-level spell that it has prepared. Doing so costs 1 legendary action per level of the spell.

This is indisputably the stuff of nightmares. The ability to insta-kill incapacitated enemies by inflicting 10d10 damage and consuming its brain (something that makes resurrection kind of tricky) is scary enough.

Add to that the base lich’s formidable suite of spells, the Mind Flayer’s psionic abilities, and a whole host of unique legendary actions, and you have something that’s sure to terrify a high-level party of hardened veteran players. 

Also, as with the Alhoon, Mind Flayer Liches are especially dangerous because they’re smart.

Not only do they possess the cold, calculating, alien intelligence of a mind flayer, but they’re also likely to be a lot more independent as a result of being freed from the influence of their elder brain. 

Freed, both from their hive mind and the need to overcome death itself, Mind Flayer liches can pursue anything from overthrowing the entire Underdark, conquering the surface world, or even attaining godhood like Vecna, to simply building a seriously upsetting fortress and conducting even more awful experiments on anyone foolish enough to venture within a thousand miles.