In the Dungeons & Dragons Dungeon Master’s Companion: Book 2 (1984) the Beholder is reintroduced and given a greater description about its abilities and life compared to the previous Monster Manual entries, though the best part about it is that they no longer look like a sad balloon or a weird insect, now they look fearsome and ready to kill. There are a variety of clarifications and simplifications in this new version of the Beholder, ranging from them traveling with their young babies for a year to how far each eye ray’s range is.

The anti-magic ray, projected from it’s central and large eye, is a continuous beam and has a range of 60 feet. If the Beholder sees someone getting ready to cast a spell, it will turn towards that individual to disrupt the spell, though it’s small eyes can not shoot their rays at that person as the anti-magic ray also disrupts their abilities. Another issue for the Beholder is that it cannot turn its main eye up or down as the description states that the ray cannot be aimed above or below the Beholder.

Unlike in the previous edition, the Basic version eliminates random chances of hitting different body parts and instead you must declare what you are attacking before you make an attack. Any damage you deal to the eyestalks does not hurt the Beholder, though if you are able to cut an eyestalk off, the DM rolls to determine which eyestalk and the Beholder can no longer use that magical ray against you anymore. Unfortunately for you, the Beholder has a faster recovery time when it comes to regrowing eyestalks and it only takes 2 to 8 days to grow a new one.

The first variant of the Beholder makes an appearance in the Dungeons & Dragons Master Rules (1985) and is known simply as the Undead Beholder. This abomination resembles a normal Beholder and only a cleric of 25th level or higher can see it for the undead creature that it is. The Undead Beholder is a horror to behold, it has almost double hit points for each part of the creature and it’s Armor Class is even lower than before, making it incredibly difficult to actually hit.

Not only does it have more health and a better AC, but it can also only be hurt by magical weapons of +2 or better, has all the normal undead immunities, and its main body will regenerate 3 hit points per round. If that isn’t enough, it can change into gaseous form at will and if it is dropped to 0 hit points, it is forced to assume a gaseous form and can not regenerate hit points. If it is forced to take this form due to dropping to 0 hit points, it will hide in complete darkness, and the Undead Beholder keeps many places permanently dark inside of its lair for this purpose, once it is in darkness it can start to regenerate after an hour. There actually is no mention of completely destroying this Undead Beholder, you just have to keep dropping it to 0 hit points and hope you can get in and out inside of an hour.

Another major change for the Undead Beholder is that the abilities of its eyes are changed. The center eye no longer projects an anti-magic field and while you may be thinking how great that is, it gets replaced by something that is arguably much worse. The Undead Beholder’s main eye now produces a ray of reflection, meaning this ray bounces back a spell onto the individual that casts it, and if your cleric tries to turn undead, they must make a saving throw or run away screaming in fear. So before you think about casting that meteor swarm at the BBEG, take a moment and ponder if you might be killing yourself and all the rest of your party.

Most of the eyestalks all have new abilities and they mostly have to do with undeath and necrotic energy. These new functions include animate dead, continual darkness, two different energy drain rays, a paralysis ray, and before you ask, yes, it still has one little eyestalk that shoots a death spell at you.

2e - Beholder