Eleven Eyes of Xanathar
Prestige Class Companion
by Wil Upchruch

The following presents the eye of the Xanathar, a prestige class introduced in Wil Upchurch's recent article.

"Information is the lifeblood of our guild, which is why we are the most powerful faction within it. There is no place on Faerun that our eyes cannot reach--do not reach--and no secret is safe from our gaze.

--Guillaume the Eighth Eye

As an eye of the Xanathar, you are one of eleven handpicked spy-assassins who serve the beholder lord known as the Xanathar. You are among his most trusted informants, assassins, and spies. You have access to the guild's innermost secrets, and eventually come to draw on the power of the Xanathar himself to help you complete your missions. You gain a powerful magic item called the eye of the master that helps you detect enemies and then defeat them. The Masters may be the open leaders of the guild, but you are the true power behind the Xanathar's mastery of his fortunes and operations.

Becoming an Eye of the Xanathar

Entry Requirements: Any evil alignment; sneak attack +1d6; Hide 6 ranks, Intimidate 4 ranks, Knowledge (local Waterdeep) 3 ranks, Move Silently 6 ranks, Spot 8 ranks; Great Fortitude, Iron Will.

The Xanathar handpicks candidates from among the ranks of his guild, and most Eyes have at least one level of rogue. The rogue class is the easiest path to becoming an Eye; Hide, Move Silently, and Spot are all class skills, and the sneak attack from both classes stack. Thuggish fighter/rogues are sometimes chosen by the Xanathar, depending on his perceived needs, and bards make excellent spies because of their powers of persuasion. Dexterity (for stealth), Wisdom (for perception and eye ray abilities), and Intelligence (for skills) are key abilities for an Eye.

Hit Die: d6.

Class Skills (8 + Int modifier per level): Balance, Bluff, Climb, Craft, Diplomacy, Disable Device, Disguise, Escape Artist, Forgery, Gather Information, Hide, Intimidate, Jump, Knowledge (local Calimport, Waterdeep, Westgate), Listen, Move Silently, Open Lock, Perform, Profession, Search, Sense Motive, Sleight of Hand, Spot, Tumble.

Class Features

As they advance in level, Eyes of the Xanathar gain abilities that help their spying and information gathering, as well as destructive eye rays that mimic the powers of their beholder lord.

Eye of the Master: Upon being named an Eye of the Xanathar, you are given a magic item that resembles a thick disc with one flat side and one convex side. This item is the focus for all of your eye of the master abilities. You must hold it up to one of your eyes when using any of the granted abilities.

• At 1st level, you gain low-light vision and a +4 bonus on all Spot checks.
• At 2nd level, you gain the ability to detect magic as the spell three times per day as a supernatural ability.
• At 5th level, you gain darkvision to a range of 60 ft. and the ability to determine a single creature's alignment once per day per point of Wisdom modifier (min. 1) as the know alignment spell.
• At 7th level, you gain the ability to see invisibility as the spell once per day per point of Wisdom modifier (min. 1).
• At 10th level, you gain the see through the eye as if with true seeing once per day per point of Wisdom modifier (min. 1).

Portal Use: You know the locations of and have free use of all of the Xanathar's guild portals, granting you easy travel between Skullport, Waterdeep, Westgate, and Calimport.

Release the Eye: Beginning at 3rd level, you can release your eye of the master and it will float near your eye, allowing you to use its powers while keeping both hands free.

Attach the Eye: Beginning at 4th level, you can attach your eye of the master to a tentacle that grows out of the back of your head on command. It takes a standard action to attach the eye and grow the tentacle, as well as to retract the tentacle and disengage the eye.

When the eye is attached you may not use its detection powers (those granted by Eye of the Master), but you can shoot rays of magical energy that mimic some of a beholder's eye rays. Shooting a ray requires a standard action, has a range of 100 feet with no range penalty, and requires a ranged touch attack roll to hit your target. The save DC to resist these effects is 10 + your class level + your Charisma modifier.

You may use the attached eyeof the master a number of times per day equal to 1/2 your class level (rounded up) + Wisdom modifier to cast any of the listed spell-like abilities.

• Starting at 4th level, you can cast charm person.
• Starting at 6th level, you can cast inflict moderate wounds.
• Starting at 8th level, you can cast poison.
• Starting at 10th level, you can cast hold monster.

Sneak Attack: You deal extra damage when you catch a foe flat-footed or flank a foe (as the rogue class feature described in the Player's Handbook, pg. 50). Sneak attack dice attained from multiple sources stack.

Perfect Sneak Attack: When your eye of the master is released, it can help you find weaknesses in your opponent's defenses. As a standard action, you can make a sneak attack against an adjacent foe even if you are not flanking them or they have their Dexterity bonus to AC.

Send the Eye: Starting at 7th level, you can cause your eye of the master to float away from you to a range of 5 feet per class level. The eye flies at a rate of 30 feet per round and you can control it as a free action. While the eye is away from you, you can see through the eye as if you were standing in its position, and you can use any of the detection abilities the eye offers. You cannot use the eye's rays or use it to make a perfect sneak attack while it is floating away from you in this manner.

Playing an Eye of the Xanathar

The word of the Xanathar is your law, even though he usually gives you free reign to go about your business. As long as you continue to provide him with information and the timely deaths of his rivals and their interests, you can pursue your own interests as well. You are at your best operating behind the scenes, using stealth and the power of your eye of the master to cultivate contacts and to dispatch enemies who are unaware of your presence. It is important to surround yourself with loyal allies and minions for those times when you are discovered, for the presence of a beholder or its surrogate is sure to bring a city's "heroes" down upon you.

The Xanathar's organization is not yet so large that his minions must all work their own territories, thus the eyes of the Xanathar often work together on one or more missions. Alliances between more than two eyes at a time are rare, however, since too many cross purposes tend to work against each. The eyes are not insecure amongst themselves as are the Masters of the Xanathar's businesses. They know that they have been handpicked by the Xanathar, and the trials they undergo upon induction into this cabal only serve to strengthen their bond.

Combat: Stealth is the key to survival for an eye of the Xanathar. Your combat skills do not progress as quickly once you pledge yourself to the Xanathar, but the abilities and contacts you gain more than make up for it. Eyes often choose the Leadership feat as soon as they can in order to attract a loyal fighter or wizard cohort. The powers of the eye of the master are best suited to hindering and disabling opponents (or converting them in the case of the charm person power), leaving them weakened for others to finish off. Each eye spends a fair amount of gold in the cities where they operate most, in order to maintain a network of thugs and informants that can be called into duty quickly and discretely. Even the lowest street thug can help you immensely in combat, giving you the chance to flank your targets and utilize your sneak attack.

As your eye rays get stronger, you can rely more on them and less on hired help. Starting at 6th level your eye of the master lets you flank opponents without having an ally present--this is perhaps the most key ability when you play the role of assassin. Your ability to inflict moderate wounds allows you to weaken enemies before you engage them, or to finish off foes from a safe distance.

Once you reach 8th level you have the ability to poison your foes from a distance, and if you are well hidden they might not even know what has happened. Taking the monstrous feat Ability Focus lets you increase the save DC against this powerful attack, while Weapon Focus increases your chances of hitting nimble targets.

Advancement: Not long ago, the Xanathar commanded each of his eleven Masters to send him one of their finest operatives. These consummate rogues were tested for loyalty, prowess, and mental fortitude. Once assembled, these rogues became the Eleven Eyes of the Xanathar. It is a terrifying experience to stand before the Xanathar and be judged, but those who come through it are well rewarded.

As eyes are killed off on missions (or by the Xanathar), they are replaced by new recruits. Each eye is ranked by his seniority, from the Eleventh Eye up to the First Eye, and this system is never questioned even if lower-ranked Eyes manage to become more valuable to the organization than their more senior brethren. The lesser eyes are given mostly information gathering or bribery missions, using their abilities to spy on enemies or to charm merchants and political leaders into serving the Xanathar's Guild--although not by that name, to be sure. As eyes advance in levels, the missions they receive focus on more wealthy and powerful patrons, as well as potential enemies marked for elimination. An eye of the Xanathar might also be released from a specific duty to simply advance the interests of the guild in a particular area. This road is often chosen when too many eyes are operating in the same city at one time.

As you gain levels in the eye of the Xanathar prestige class, you should keep your Hide and Spot skills as high as possible. These are the cornerstones of your profession, along with Knowledge (local) in the areas that you most often operate in. Negotiation skills such as Bluff and Diplomacy can help you where intimidation and coin fail, and skills and feats that help you avoid combat, like Tumble and Mobility, can help offset your lack of melee power. The Leadership feat is very useful to insure a steady supply of loyal underlings that can provide support when you find yourself in the thick of trouble.

Resources: The eleven eyes of the Xanathar are a tight-knit group of individuals who are not opposed to helping their fellows. Even when you are not working with another eye, others in the area will likely be willing to help you with information or loans, assuming you can find them. Eyes always have an initial attitude of friendly toward other eyes; some eyes might even be helpful, especially if they have the chance to help an eye of a higher rank.

The Xanathar does not feel the need to overly reward his servants--the eye of the master is already a powerful gift indeed. Anyone picked to become an eye is assumed to have the skills and means to acquire just about anything they might need. The Xanathar is also hesitant to use his own contacts to aid an eye, especially since he might be sending that same agent against the contact at some time in the future. Eyes that serve the Xanathar for a year or more, regardless of rank, are given a special suit of masterwork studded leather armor that can be enchanted by guild wizards for a 20% discount. This suit is jet black and has a subtle eye, raised like a brand near the chest, that seems to drink in darkness, granting the wearer a +2 bonus on Hide checks in areas of no greater than shadowy illumination.

Eyes of the Xanathar in the World

"It was not until I had a personal audience with the new guild's representative that I realized the slaving market was... much better to the east.

--Ali Qalar, Calishite slaver, from his new home in Mintar.

The Xanathar's Guild controls much of the illicit activity in and around Waterdeep from its base of operations in the subterranean city of Skullport. The guild has recently taken control of several portals hidden away in the caverns and tunnels, which has granted its operatives easier access to Waterdeep as well as allowed them to expand their activities beyond its borders. Not one to rush into new situations blind, the Xanathar commanded each of his eleven Masters to send him one of their finest operatives. These consummate rogues were tested for loyalty, prowess, and mental fortitude (the invasive psychological techniques used by the Xanathar disqualified several candidates and left them completely insane).

The eyes are drawn from all facets of the Xanathar's business, from smuggling and slavery to thievery and assassination. Despite their varied backgrounds, all of those chosen by the beholder lord are versed in the skills necessary to carry out his will. An eye is first and foremost a spy, gathering information in all of the areas in which the Xanathar has interests. The Xanathar also grants each eye some of his own powers so that they can carry out important assassinations and extortions, the details of which he might want to hide from even his most trusted Masters. Because of this, the eyes are distrusted or disliked by almost all of the Masters, but as the personal servants of the Xanathar they are beyond most plots.

There is no "leader" among the eleven; they are all independent agents. They do feel some loyalty to the group, however, and the most senior members are respected and given aid under most circumstance. The eyes are ranked in order of seniority, with the longest-serving member being known as the First Eye, the second longest the Second Eye, and so on. The Xanathar sees all of them equally, however, and does not become attached to any particular eye or enjoy a personal relationship with any of them. The guild is a business, and he and his minions treat it as such.

The Xanathar oversees all missions that he gives to his eyes. Each eye reports directly to him, although frequent reports are not commanded so as to give the operatives enough freedom to quietly and thoroughly complete their duties. When the agents choose to work together, they must still accept individual responsibility for their current missions; the Xanathar has no patience for excuses. Once the Xanathar turns an agent loose, he expects to hear from him again only when his business has been conducted. He will not turn an eye with a legitimate need for help away, but he looks down upon those who must continually ask for emergency assistance.

The previous Eleventh Eye, a drow assassin known as Korask Nevae, was guilty of failing to plan for missions and proved incapable of dealing with adversity on his own. The other eyes sensed this weakness and steered as clear of his missions as they could, despite their normally tight-knit relations. It did not take long for the Xanathar to tire of Korask's complaining and excuse making, and after one partially successful mission, the beholder ate the drow as an example. The eyes always warn new recruits that their independence is as much a leash as it is a freedom, and that it is better to go into debt with another eye than to risk being seen as weak by their master.

Korask's final mission was typical of what the eyes are expected to do. He was tasked with gathering information about the power brokers of Calimport's slave trade, their habits, their desires, and their fears. One trader in particular was of interest to the Xanathar, since it was well known that he smuggled young children from Waterdeep and its surrounding settlements in order to sell them to select clients around the Shining Sea.

Korask spent his first few days under the hot sun gathering contacts, some of which had been suggested by fellow eyes. He made contact with an ex-slave who proved all too willing to sell his fellows out to the "new interest," and soon had enough information to begin what he thought would be a wise repositioning of the Xanathar's Guild. Korask assassinated key slaves from each of the most powerful slave masters, a dire warning that a war might be brewing. He was careful to leave no trace of his identity, while spreading rumors that implicated the other slave masters in the killings.

Unfortunately for Korask, his plan went awry. The assassinations were skillfully done, but his clumsy attempts to spread rumors and misinformation led to his identification. He was forced to retreat through the portal back to Skullport, where he related his misadventure to the other eyes, and then to the Xanathar himself. Rather than granting Korask the aid of a more experienced eye, as he had in the past, the Xanathar paralyzed him and then ate him while several of the other eyes watched. The lesson has not been lost, and whoever becomes the next Eleventh Eye will be well warned against overstepping the bounds of his assigned tasks.

Much loyalty exists between the various eyes, although some do carry old prejudices into their new positions, making some pairings unlikely at best. Besides the daily threat that is a function of their occupation, the eyes must be on guard from treacheries from the Masters of the Xanathar's businesses. For the most part those men have worked their entire lives for the Xanathar's Guild, and the idea that recruits from their own ranks would rise above them to become the Xanathar's personal servants does not sit well with some. While fear of the beholder's wrath or loyalty to the Guild often override these feelings of jealousy, some Masters are always on the lookout for a chance to undermine the eyes--especially the eye that came from his men.

In addition to these internal threats, the Rundeen and other notable trading factions have begun to take notice of the Xanathar's emergence into Calimport and Westgate. While nothing has come of this yet, it is quite possible that one of the eyes may be used as an example warning the Xanathar to take his business elsewhere.

NPC Reactions

Because secrecy is paramount to an eye's business, most NPCs are indifferent to the appearance of what they see as just another citizen among their ranks. Those who deal with an eye on a regular basis, whether they know their true identity or not, are generally friendly toward the eye--this especially holds true for contacts, who tend to be well paid and well treated in exchange for their information and material aid.

Xanathar guildmembers and those on good terms with the guild in general will also be friendly toward the eyes, who carry symbols of high rank within the guild even without identifying themselves as the beholder's right hand men.

Eye of the Xanathar Lore

Characters with Knowledge (local Waterdeep) can research the Xanathar's Guild, and may even turn up some information about the eyes of the Xanathar. Add +10 to the DC for characters using Knowledge (local Calimport or Westgate). When a character makes a skill check, read or paraphrase the following, including the information from lower DCs.

DC 10: "The Xanathar's Guild has agents all around Waterdeep as well as deep beneath its surface."

DC 15: "It is said that the Xanathar's Guild has been seen in other cities to the south and east, but their purpose is as yet unknown."

DC 20: "The Xanathar uses special agents known only to him for his most delicate missions. These agents are well versed in all of the Guild's business, and have the authority to carry out their master's will."

DC 30: This level of information will net a character the name of at least one active eye in the area, and possibly contacts that can lead a character to the agent. Of course, the fact that this information has been leaked will likely get back to the eye as well, so it is in the character's best interest to make sure he finds the eye before the eye finds him.

Attempting to make contact with an eye of the Xanathar requires a Gather Information check (DC 30), while contacting lesser guild members requires DC 20 in Waterdeep or DC 15 in Skullport. Contacting a lesser member does not guarantee contact with an eye, but it is a good place to start. Eyes of the Xanathar are not open to accepting outside jobs, or to sharing information with characters in exchange for money. A character will have to demonstrate a clear benefit to the Xanathar or the Guild in order to gain the temporary help of an eye.

Eyes of the Xanathar in Your Game

An eye of the Xanathar can enter your game at any time. Due to their secretive nature, one might have been there all along, or at the very least have been so well disguised that the characters would not have known him for what he is. He might even be the driving force behind the characters' adventures, or may be gauging them as possible contacts, minions, or guild recruits.

Players who enjoy intrigues and NPC interaction will be attracted to this class for its utilization of both. The strange powers will appeal to players who like "strange" classes, or like to explore monstrous PCs. Make sure that an eye of the Xanathar in your game has plenty of time to find and cultivate contacts, and to perform missions that aid the guild in some way.

Adaptation: Eyes of the Xanathar are specific to a particular beholder that operates from Skullport, below Waterdeep, but any beholder cult in your game might have an elite team of spies or assassins.

Encounters: Eyes of the Xanathar are rarely encountered by accident; more commonly, they make contact or allow themselves to be found so that they can initiate a relationship of some kind.

EL 7: Garag the Ninth Eye contacts the PCs to gather information for him about a wizard who is visiting Waterdeep for an annual conclave. If they are discovered, he may have to dispatch them in order to maintain his anonymity. If it comes to violence, Garag brings along a guild wizard (Wiz5 with an eyeball beholderkin familiar).

Garag the Ninth Eye CR 6
Male half-orc Ftr2/Rog3/Eye1
AL NE
Init +2; Senses darkvision 60 ft., low-light vision; Listen +7, Spot +11
Languages Chondathan.

AC 16, touch 12, flat-footed 14; Dodge (+2 Dex, +4 armor)
hp 41 (6 HD)
Fort +8, Ref +7, Will +4

Speed 30 ft. (6 squares)
Melee mwk short sword +8 (1d6+3/19-20)
Ranged mwk composite shortbow +7 (1d6+3/x3)
Base Atk +4; Grp +7
Atk Options Power Attack, sneak attack +2d6
Combat Gearpotion of cure moderate wounds

Abilities Str 17, Dex 14, Con 14, Int 9, Wis 13, Cha 6
SA sneak attack +2d6
SQ darkvision 60 ft., low-light vision
Feats Alertness, Dodge, Great Fortitude, Iron Will, Power Attack
Skills Bluff +1, Climb +7, Hide +8, Intimidate +4, Jump +7, Knowledge (local Waterdeep) +2, Listen +7, Move Silently +8, Spot +11, Swim +6, Tumble +6
Possessions combat gear plus eye of the master, leather armor +2, masterwork short sword, masterwork composite shortbow (+3), 20 arrows, potion of hiding.

EL 13: Attracius the Fifth Eye is dispatched to kill the PCs.

Attracius the Fifth Eye CR 13
Male human Rog6/Eye7
AL CE
Init +8; Senses darkvision 60 ft., low-light vision; Listen +13, Spot +20
Languages Beholder, Chondathan, Undercommon.

AC 21, touch 16, flat-footed 15; Dodge, Mobility (+6 Dex, +5 armor)
hp 62 (13 HD)
Fort +7, Ref +16, Will +9

Speed 30 ft. (6 squares)
Meleedagger of venom +16/+11 (1d4+1/19-20)
Rangedlight crossbow +1 +17 (1d8+2/19-20)
Base Atk +9; Grp +9
Atk Options sneak attack +5d6
Special Actions eye rays
Combat Gearpotion of fly, potion of cure serious wounds

Abilities Str 11, Dex 22, Con 13, Int 15, Wis 16, Cha 13
SA eye rays, sneak attack +5d6
SQ darkvision 60 ft., low-light vision
Feats Blooded, Dodge, Great Fortitude, Iron Will, Mobility, Weapon Finesse
Skills Balance +14, Bluff +12, Climb +12 (+14 with ropes), Diplomacy +8, Disable Device +10, Disguise +5, Escape Artist +15 (+17 from ropes), Gather Information +8, Hide +18, Intimidate +11, Jump +13, Knowledge (local Waterdeep) +10, Knowledge (local Westgate) +6, Listen +13, Move Silently +18, Open Lock +13, Search +5, Sense Motive +9, Sleight of Hand +11, Spot +16*, Swim +6, Tumble +18, Use Rope +13 (+15 when binding)
Possessions combat gear plus eye of the master, leather armor of silent moves +3, dagger of venom, four masterwork daggers, light crossbow +1, 20 bolts +1, gloves of dexterity +2

Eye of the Master (Ex/Sp): Attracius can use his (unattached) eye to cast the following spells, up to a total of six times per day: detect magic, know alignment, see invisibility.
Eye Rays (Sp): Attracius can use his (attached) eye to cast the following spells, up to a total of six times per day: charm person (DC 19), inflict moderate wounds. The save DC is Charisma-based.

About the Author

Wil Upchurch is co-author of the acclaimed Midnight campaign setting, and a contributor to the Forgotten Realms and Dungeons & Dragons. There's pretty much nothing he won't write for money, and pretty much nobody who will pay him to do so. So, he spends most of his free time playing Dreamblade and evangelizing Nickel Creek.