Mind Flayers- My two cents

I have decided to engage this somewhat controversial subject. Share my thoughts and explain them out.

So the controversy seems to be, are mind flayers on Athas? Do they fit thematically into Dark Sun, or do they clash with the setting? If they are in Athas, where do they come from? Are there better alternatives to the ithilids for my game?

I should note that I very much like canon and find it fun and challenging to play within those limits. If however, you decide to go outside those limits in your own game go for it. If you decide the mind flayers on Athas are refugees from a failed King Winnie Pooh in 100 Acre Wood revolt and like to smuggle marmalade sandwhiches under beer mug hats, don’t let me stop you.

Are Mind Flayers on Athas?

My personal answer is no.

This is heavily disputed. There is only one source anywhere that indicates they are. That is in the game Wake of the Ravager. Unlike its predecessor, it is regarded as questionable in terms of canon. In it, the mind flayers are infiltrating the Tyrian mines from below. They are seeking to harvest the miners for nefarious purposes. In terms of fitting into Athas, this both works and doesn’t. Most the things you learn about mines feel genuine and make sense. There are some boring machines which are totally out. There’s a lot more you can do with mines, but I can’t sin on omission when dealing with a budget.

Where it falters, is the mind flayers themselves. There is nothing unique to them that distinguishes them from mind flayers of other worlds. They are doing the same shtick they would on any other world. You could easily transplant their underground city, the mind flayers and their antics into any other fantasy world and change nothing. They do not detract from Athas but neither do they add to it.

In essence, a missed opportunity.

Where do they come from?

I’ve seen a lot of theories that seriously over complicate this. You don’t need anything fancy or elaborate. No life shaping halflings, no Pristine Tower. The simplest explanation is that they were too far underground to be a part of Athasian. Not even Rajaat knew about them. Buried too deep and too alien.

If you really want them to be off worlders, I would recommend making their home base a crashed space ship or space station. Use setting and rules from Pathfinder’s Numeria to present the players with something shockingly different.

If I don’t use mind flayers, then what?

If you stop and think about, Dark Sun comes with some excellent monsters that amply fill the shoes of mind flayers.

Mind flayers. What we are looking for are psionic, highly intelligent, scary, alien and organized.

Intellect Devourer- Though the Wake of the Ravager overlooks this, they are intelligent. They’ll eat your brains, crawl in the skull and use your body like Guns and Roses uses a hotel room.

Psurlons- They exist in Athas. They meet all the requirements. They’ll canon. Why not use them?

Chryzadue- Alien worm freaks. From Occult Bestiary. Fit it perfectly.

For me, the mind flayer controversy is a non issue. With so many, unique to Athas, I don’t see why you feel the need to use them.


IMC illithid existed long before Rajaat and interacted with the rhulisti in the early Blue Age. It wasn’t till the end of the Blue Age and the fall of rhulisti civilization that they secretly took an interest in Athas again.

I think another question to ask with respect to illithids on Athas is “are illithids ‘native’ to Athas?”

People will differ on how they define ‘native’.

They are presented in the adventure Black Spine as having traveled to Athas. Those in that book are the only ones I am aware of in the books.


I’ve always stuck to using neothelids instead of mind flayers, with them serving as a mastermind psionic monster that enslaves weaker beings into ensuring it has a steady supply of brains. Mind you neothelids are solitary, so this makes them more akin to krakens or dragons in terms of game niche. But that rather handily explains athasian mind flayers imo.

I go with the overall explanation that illithids migrated to Athas during the green age as they have with so many other worlds and they either left Athas when the environment started to collapse or remained and eventually degenerated into neothelids as they were forced into fewer numbers to continue feeding themselves. The elder brains didn’t perish with a bang, but a whimper as their servants scattered to the winds. Fewer and fewer illithids returned to inter their dead, leaving any elder brains that hadn’t fled Athas to eventually starve.

As for the more meta question, I do feel illithids don’t have much place in a standard Dark Sun setting and I’m a fan of the squidheads. Not only is the setting a dry sun blasted desert, the environment illithids loathe above all else, the Athasian underdark is more barren of life than any other D&D setting I know of (and that’s after I actively wrote up the Athasian underdark as a setting!). Intellect devourers and psurlons can both make do in such a world, but illithids would have a hell of a time. More importantly, as Andronicus points out, there are a variety of evil psionic critters on Athas and a few do eat brains (I think gaj might?) so a lot of what makes flayers normally unique already exists on Athas.

You could overhaul illithids to be as different on Athas as Dragons or Halflings, but imo neothelids accomplish exactly that.


I agree about neothelids, I think the mind flayers weird biology offer a lot of opportunities for a different take on the species. As for their origin, I’m In the crashed spaceship/planar gate can’t return or contact other worlds camp, if they exists at all.

That being said, the interaction between the ceremorphosis process and the athasian psionic natives can have many interesting results, here are a couple suggestions:

*Athas is the source of Illithid legends of the “adversary”. Here, the lifeforms extreme proclivity towards psionics has had an unexpected effect on the ceremorphosis process, and the crash landed illithids soon discovered to their horror that their spawns retained their hosts personality, and a fight broke out. Few manage to escape off world and spread the legend, but most were killed, and the adversary mind flayers are all that remains, substituting the blue age artifact known as the centennial brain for a true elder brain, they built a city of knowledge and enlightenment for themselves using scavenged parts from the crashed spelljammer and the blue age ruins where they found the brain, but their horrid appearance as well as their need to consume brains (not to mention the centannial brain own schemes) often puts them at odds with their neighbors.

*an ill advised attempt to preform ceremorphosis on some creature unique to Athas (let’s be adventurous and say it was an advanced being of some sort) has resulted in a new type of illithid. What such a being would look like or do is anyones guess.

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Illithids (AKA Mind Flayers) work well as a Spelljammer race. Indeed, they’re just about perfect for that setting. In that respect, I’ve pretty much always assumed any setting which has them also has Spelljammers.

And since I do like the Spelljammer fanon Crimson Sphere stuff, I’m happy for Illithids to have a modest imported presence on Athas. They are of course not even remotely native, and while the psionics do give them a run for their money, it’s the climate which they find miserable and unpleasant.

So in short, no Spelljamming, no illithids.


I don’t use mind flayers on Athas, because they are a staple in other settings and I want my Dark Sun game to have new and interesting monsters.
If I ever used an illithid on Athas, it would be a lone traveller stuck and looking for a way home. Of course, it would be using nefarious methods to achieve its goal.


The illithid once held a vast empire spanning many worlds and planes of existence. That was until their slaves, the gith developed a resistance to the mind flayer’s powers and became innately psionic themselves. After centuries of being bred as battle thralls, the gith evolved and began resisting their masters thus marking the beginning of the end for the Illithid Empire. As rebellions sprung up, brutal retaliations from the mind flayers only hardened the gith’s resolve.

With this in mind, perhaps Athas was once part of the Illithid Empire and early rhulisti were a slave race like the gith. Instead of being bred for battle, the rhulisti were artisan slaves tasked with creating illithid flesh grafts and symbionts for the entire empire. Rather than developing an innate resistance to psionics like the gith, the rhulisti instead pushed the limits of the flesh graft and symbionts arts to create life-shaping using it to similarly rebel and gain their freedom.

This could further explain why psionics became prevalent during the Green Age. As part of the Rebirth the nature masters may have genetically instilled psionic potential into the new races as a precaution just incase the illithids ever returned to Athas. The detonation of the githzerai mind bomb may have been the catalyst to spark this psionic gene in the Rebirth Races at an accelerated rate.


We already talked about this dude… you are just venting.

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Huh, maybe. That’d be a fun new take on the Rebirth.

A minor addition anyway. The bomb causing psionic wild talents is nothing new.

I mean, Wake of the Ravager also has a halfling village that not only doesn’t try to season you, but pretty much welcomes you with open arms, so…

As a Ravenloft fan, I can’t stress this enough. If you look at Bluetspur, you’ll have a pretty decent idea of what mind flayer ‘ideal environment’ is like: Blasted, empty, arid, stale, completely devoid of sun, stars and weather. Athas is a mocking parody of that ideal. It has some of the same features, yet it’s mixed with the exact things they’d like to get rid of.

I think there’s an interesting piece of info in Bluetspur: Mind flayers are (potentially) terraformers. If they had their way, they’d change the world in their own image. In this respect, Athas is their anathema: A world that has already been ‘altered’ by another species, and altered into something inhospitable to them.

My personal take is that mind flayers gave up Athas as a ‘lost cause’ after they witnessed how strong the competition was. Rhulisti, Rajaat and SMs proved that the ‘inferior species’ of the world were, in fact, powerful rivals. Combined with all the environmental changes, wouldn’t it make sense if they abandoned ship and moved on to some more promising project? I don’t think mind flayers are above such calculating moves.