Visarius, the most infamous Illithid in the Hellcat Squadran Universe
Species statistics
Homeworld Unknown
Species Status Active
Height 5'4" - 6'2"
Skin Color purplish-blue to gray-green
Distinctions Octopus-Like Head
Equipment Various
Types Various
  • Mindflayer
  • Alhoon
  • Ulitharid
  • Vampiric illithids
  • Yaggol
  • Vector Illithids
  • Isithids
Affiliation None (Hostile to all)
Notable Individuals Visarius
Other Names Various
  • Mindflayer (Most Commonly-Used Name)
  • Octopus Face
  • Squid Face (Ulitharids Only)
  • Davy Jones Wannabees (HCS Asgard Crew Only)



The origins of the Illithids are often shrouded in mystery, with many tales and legends in conflict over the true origin of these creatures.

One tale claims that the Illithid were a star-faring people who existed at the end of time. Facing annihilation, the Illithid traveled to the past.

Another suggests they may be from the Far Realm, an incomprehensible plane completely alien to the known multiverse. There is no mention of time travel in this theory. Instead, they emerged somewhere and somewhen countless thousands of years ago, beyond the histories of many mortal races, and spread from one world to another, and another, and so on. It is explicitly stated in this story that the illithids appear in some of the most ancient histories of the most ancient races, even those that have no mention of other races.

Still another story holds that the illithids are descended from the outcasts of an ancient human society that ruled a now non-existant world. The outcast humans eventually mutated, deep underground, into the mind flayers.

Previous Illithid Sightings in the Hellcat Squadran UniverseEdit

It should be noted that even the Forerunner Alliance has records of encounters with 'squid-faced, brain-devouring humanoids', but 'matching the (Forerunner) Alliance in technological advancement and exceeding it in intelligence', most likely reported sightings of Illithids, making them the only race to be introduced to the Hellcat Squadran Universe through the Time Lapse to have visited the Hellcat Squadran Universe previously and under their own power.


Illithids have a basically humanoid body, but their head is octopus-like. They have four tentacles around a lamprey-like mouth, and require the brains of sentient creatures as part of their diet. An illithid who snares a living creature in all four of its tentacles can extract and devour its living brain. Their eyes are pale white, and they can see perfectly well in both darkness and light. Their sense of hearing is slightly poorer than a human's; they have difficulty distinguishing between several sounds mixed together. Their skin is purplish blue to gray-green and covered in mucus, and is very sensitive to sunlight. Though sunlight does not actually harm them, they loathe it with incredible ferocity.

Illithids are hermaphroditic creatures who each spawn a mass of larvae twice in their life. The larvae resemble miniature illithid heads or four-tentacled tadpoles. Larvae are left to develop in the pool of the Elder Brain. The ones that survive after 10 years are inserted into the brain of a sapient creature. Hosts are determined in a very specific manner. Hosts generally are humanoid creatures that are between 5 feet 4 inches and 6 feet 2 inches. Upon being implanted, the larva then grows and consumes the host's brain, absorbing the host's physical form entirely and becoming sapient itself, a mature (but still young) Illithid. This process is called ceremorphosis. Illithids often experiment with non-humanoid hosts, but ceremorphosis involving other creatures usually fails, killing both host and larva.

When an illithid undergoes ceremorphosis, it can occasionally take on some elements of the absorbed host creature's former mind, such as mannerisms. This typically manifests as a nervous habit and/or reaction, like nail-biting or tapping one's foot. An adult illithid has even been known to hum a tune that its host knew in life. Usually, when a mind flayer inherits a trait like this, it keeps it a closely guarded secret, because, were its peers to learn of it, the illithid in question would surely be killed. This is due to an illithid legend of a being called the Adversary. The legend holds that, eventually, an illithid larva that undergoes ceremorphosis will take on the host's personality and memory in its entirety. This "Adversary" would, mind and soul, still be the host, but with all the inherent abilities of an illithid.

Occasionally, ceremorphosis can partially fail. Sometimes the larva does not contain enough chemicals to complete the mutation, sometimes there is psionic interference. Whatever the reason, it has happened that ceremorphosis has ended after the internal restructuring, resulting in a human body with an illithid's brain, personality and digestive tract. These unfortunates must still consume brains, typically by cutting open heads (as they lack the requisite tentacles). These beings are often used as spies, where they easily blend in with their respective host types.

The illithid society also maintains a long-standing taboo related to deviations to or failures of the ceremorphosis process and hunt and destroy such exceptions. Occasionally Mind flayer communities are attacked (often by vengeful races) and their inhabitants must flee. This leaves the larvae unattended. Bereft of exterior nourishment, they begin to consume one another. The survivor will eventually leave the pool in search of food (i.e., brains). This unmorphed larvae is known as a Neothelid. If the neothelid consumes an intelligent creature it will awaken to sapience and psionic abilities and grow to immense size, while retaining its memories of savage survival. Illithids have a step between larva and neothelid called a Larval Flayer, which looks like an overgrown tadpole. The existence of these beasts is a guarded secret among illithids, and it is considered impolite to speak of them.


'Original' VariantsEdit

These Variants were known to have been encountered by individuals from Draconus Rex's own Universe, and he is, therefore, an expert on each.


Alhoons (also called illithiliches) are illithids that have grown powerful enough in magic to become liches. Alhoons are generally pariahs in illithid society because they go against most illithids' eventual goal; to merge with the Elder Brain, both physically and psionically. Alhoons, on the other hand, are more concerned with their own personal survival. When discovered near illithid communities Alhoons are mercilessly hunted down.


Ulitharids are created from tadpoles much like standard illithids; fewer than 0.1% become ulitharids, and it is impossible to determine whether a tadpole will become an ulitharid until ceremorphosis is complete.

Superior in nearly all ways to a regular mind flayer, ulitharids possess two extra tentacles, which are twice as long as the others, and an extreme arrogance, even by the standards of their own kind. Only the elder brain holds more sway within an illithid community.

Vampiric IllithidsEdit

The origins of these unique undead mind flayers are unclear. All that is known of these creatures is that they cannot create spawn, need both fresh blood and fresh brains to survive, are more feral than typical illithids, and are barely intelligent. One possible origin is given in an old legend, in which a vampiress collaborates with the illithids in using the Apparatus to create the first vampiric illithid, a being never conceived of before. Whether they spread from a realm known as the 'Demiplane of Dread' or not is another matter, what can be said is that these creatures are hated and feared by typical illithids.


The Yaggol are a race from the Emerald Sea of Neron, a dark, steamy jungle in southern Taladas. The history of their civilization stretches back to the end of the first age of Krynn. Their empire was thriving at the same time the High Ogres of Ansalon founded their own empire. Enslaving the Cha'asii elves, the yaggol ruled over the continent with a nightmarish will but this all came to end when the cha'asii learned how to defeat the mind powers of the yaggol. A great war was fought, and the empire crumbled as both sides nearly wiped each other out. All that remained of this once aberrant race was seven obsidian temples in The Valley of Akh-Tazi.

After the shattering of the empire, an uneasy truce was struck, only broken by skirmishes and murder. The cha'asii went their separate ways; establishing villages like Ke-Cha-Yat where they could live in peace from the yaggol. This would all change with the coming of Gloomwing, a former orthlox Black Dragon that joined with the Brethren, the cult followers of Maladar an-Desh, Lord of Wizards.

New VariantsEdit

These new variants have been created from unforseen circumstances in the Hellcat Squadran Universe.

Vector IllithidEdit

Vector Illithids, commonly and erronously called 'Flood Illithid Forms', are Illithids that have been infected by the Flood. However, the sheer Psionic Power of an Illithid's mind can over-ride the Gravemind's control over it. Shunned by uninfected Illithids, Vector Illithids are known to infect other sentient races and serve as a sort of 'Gravemind', in its own right. Some of these can control armies of Combat Forms as well as any Gravemind.

These creatures can live without consuming the brain of individuals, but it HAS to consume flesh to maintain its body, or it'll eventually decay into nothing.


Isithids are Illithids whose Psionic Powers are bolstered by the power of the Force. These creatures can be infinitely dangerous, as their Psionic Power is strong enough to control even the minds of Jedi and Sith.

The most infamous Illithid in the Hellcat Squadran Universe, Visarius, was an Isithid noted for controlling hundreds of thousands of Sith Warriors, as well as Hellcat Squadran Member Sen Urec. Sen, however, was eventually freed from Visarius's control by Holly Lund, his soon-to-be wife, and he ended up being the one to end Visarius's life.


  • The names of the Hellcat Squadran Universe Illithid Variants contain, in their names, references and hints to their power:
    • Vector Illithid includes the word 'Vector', the carrier of a disease, and Vector Illithids carry the Flood Parasite, being Flood 'Vectors'.
    • Isithids are Force users, and their name, by replacing the 'll' with 's', contains the word 'Sith' in it.

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