Psion

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Overview & Creation

An elderly human watched as his young apprentice struggle to lift the small stone with his mind. He couldn't help but think back to his own youth, and the years of training it had taken to hone the strange power within himself. For years he worked to manifest his psionic abilities, and once he had mastered the basic mental disciplines, he set out on a life of adventure. After many moons, he came to realize that true enlightenment could only be found within, and he retreated to the remote cave he now called home. His remaining years were growing fewer in number, and it was now his duty to pass on what he had learned to another with the potential for psionic enlightenment. Selected at birth due to her psionic potential, and raised in solitude to be the perfect warrior, the young elf had been given her first mission. Using her mystical power, she had shrunk down to the size of a mouse and slipped through the gate and past the baron's guards with ease. The baron now struggled beneath her, his knife unable to find purchase in her psionically hardened skin. The baron let out a soft cry as the elf's hand became a blade that pierced his heart. The next morning, his guards would find the baron dead, though his body bore no signs of trauma. His cause of death would forever remain a mystery. The young grey dwarf fled into the forest, filled with the terror of what he had done. For as long as he could remember, there was something inside him that he had struggled to keep from escaping. As the years passed, it became harder and harder to prevent this alien force from overwhelming him. That morning, in a brief moment of weakness, his control slipped, and a torrent of wild psionic power erupted from within his mind. He had awoken in the rubble of his clan’s ancestral home to find his family buried in the wreckage. Somewhere, deep down, he had always known that this power would break free, and now he had paid the price. He would live out his remaining years in the wild, where his power couldn’t harm anyone else.

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Class Features

Esoteric Order   Psionic power, though it always comes from within the user, can manifest itself into the world in different ways. Psions are grouped into informal groups, known as esoteric orders, based on how they draw out and wield their inner power. At 1st level, you choose an esoteric order that best represents your psion from one of the following options: Order of the Empath, Order of the Enlightened, Order of the Immortal, Order of the Outsider, or Order of the Wilder.   Your choice grants you features when you select it at 1st level and again at 3rd, 6th, 14th, and 18th level.   Order Disciplines   Your Esoteric Order predisposes you to certain psionic powers known as Mental Disciplines. You gain one of the disciplines presented in your subclass description. When you gain the Mental Discipline feature at 2nd level, this discipline doesn't count against your number of Disciplines Known.   Order Spells   Each esoteric order has a list of Order Spells that you gain at the levels noted in your esoteric order description. These spells don't count against your number of Spells Known, and spells you learn from this feature cannot be replaced.   Psionics   You have awakened the wondrous psionic power of your mind. Starting at 1st level, this innate psionic power allows you to manifest spells into the world. See chapter 10 of the Player's Handbook for the general rules of Spellcasting, and the end of this class description for the psion spell list.   Cantrips At 1st level, you know two psion cantrips of your choice. You learn an additional psion cantrip at 4th level and 10th level.   Psi Points The Psion table shows how many psi points you have to manifest your psion spells of 1st-level and higher. To cast one of these psion spells, you must expend the amount of psi points indicated in the table below. Your psi points are a representation of your mental stamina, and you restore your psionic ability through rest and meditation. You regain all expended psi points when you finish a short or long rest.   For example, as a 3rd level psion, you can cast the spell dissonant whispers at 2nd-level by spending 2 psi points.  

Mental Limit   Your psion level limits the potency of spells that you can manifest with your psionics. This is reflected in the Mental Limit column of the Psion Table. For example, as a 5th level psion, you are limited to casting spells of 3rd-level or lower.   Spells Known of 1st-level and Higher You know two 1st-level spells of your choice from the psion spell list. The Spells Known column of the psion table shows when you learn more psion spells of your choice. Each of these spells must be of a level equal to your Mental Limit or lower. For instance, when you reach 3rd level, you can learn one new psion spell of 1st or 2nd-level.   When you gain a psion level, you can choose one psion spell you know and replace it with another spell from the psion spell list, equal to, or lower than, your Mental Limit.   Spellcasting Ability Intelligence is your spellcasting ability for any spells you cast with psionics, so you use your Intelligence whenever a spell refers to your spellcasting ability. In addition, you use your Intelligence modifier when setting the saving throw DC for a psion spell you cast and when making an attack roll with one.   Spell save DC = 8 + your proficiency bonus + your Intelligence modifier   Spell attack modifier = your proficiency bonus + your Intelligence modifier   Spellcasting Focus   The power of your mind produces your spells, and serves as your spellcasting focus. Though, you must have at least one free hand to satisfy the material and somatic components of a spell, as long as those components do not have a gold cost. Components with a gold cost must still be provided.   Mental Disciplines   In the solace of your training, you have honed wonderful and strange psionic abilities beyond the grasp of most mortals. At 2nd level, you learn one mental discipline of your choice from the list at the end of this class description. As you gain levels in this class, you learn additional mental disciplines, as shown in the Disciplines Known column of the Psion Table.   When you gain a level in this class, you can choose one of the mental disciplines you have mastered and replace it with another discipline for which you meet the prerequisites. You cannot replace a mental discipline that is a prerequisite for another discipline that you currently know.   For example, when you reach 6th level in this class, you cannot choose to replace the Celerity I discipline if you also know the Celerity II discipline, as you would be removing a prerequisite mental discipline for Celerity II.   Ability Score Improvement   When you reach 4th level, and again at 8th, 12th, 16th, and 19th level, you can increase one ability score of your choice by 2, or you can increase two ability scores of your choice by 1. As normal, you can’t increase an ability score above 20 using this feature.   Consumptive Power   In times of great need, you can sap the life from your own physical form to manifest psionic spells. Beginning at 10th level, when you cast a psion spell, you can choose to expend your own hit points in place of psi points. Your current hit points and maximum hit points are both reduced by the number of hit points you expend. This hit point reduction cannot be lessened in any way, and the reduction to your hit point maximum lasts until the end of your next long rest.   Once you use this feature, you mush finish a long rest before you can uses it again.   Mystic Devotion   As you unlock the latent power within yourself, you learn to manifest feats of overwhelming mystical power from deep within your psyche. At 11th level, one such powerful ability manifests as a mystic devotion, a psionic spell of wondrous power. Choose one spell of 6th-level or lower from the psion spell list to be your 6th-level mystic devotion spell.   You can psionically manifest this spell once, at 6th-level, without expending psi points, and you regain the use of that mystic devotion spell when you finish a long rest.   Your mystic devotion spells do not count against your total number of Spells Known. In order to select a psion spell of 5th-level or lower as a mystic devotion spell, it must be able to be up-cast at the level of that mystic devotion slot, and you cannot manifest that spell with your psi points unless you also select it as one of your psion Spells Known.   As you gain levels as a psion, you unlock more powerful mystic devotion spells as detailed in the Psion Table.: one 7th-level psion spell at 13th level, one 8th-level psion spell at 15th level, and finally, one 9th-level psion spell at 17th level.   When you gain a level, you can replace one of your mystic devotion spells with another spell from the psion spell list.   Psionic Ascension   Your physical body is nothing more then an earthly vessel for your ascended consciousness. Upon reaching 20th level in this class, you gain resistance to bludgeoning, piercing, and slashing damage, you no longer age, and you are immune to all disease, poison damage, and the poisoned condition.   If you die, immediately roll a d20. On a roll of 10 or higher, you discorporate with 0 hit points in place of dying, and fall unconscious. Your physical body disappears, but anything you were wearing or carrying falls to the ground in the space in which you died. 1d4 days later, you appear at a place of your choice that you have been before, on the plane of existence where you died, having gained all the benefits of a long rest.   When you cast a spell using psionics, you manifest noticeable changes. Whether your eyes glow with the strange light of the far realm, or your physical form phases into the astral plane, creatures are aware that you are wielding some sort of power, unless one of your features says otherwise.   Listed below are the mental disciplines available to a psion. Each time you learn a discipline you choose one listed below, for which you meet the prerequisites, and you gain the lowest level feature that you do not already have. For example, if you select the Celerity discipline at 2nd level, you gain the features of Celerity I. If you then select the Celerity discipline again at 5th level, you'd gain the benefits of Celerity II.   No matter the mental discipline, the tiers all have the same psion level prerequisites. You must be at lest a 5th level psion to gain the benefits of a Tier II discipline feature, an 11th level psion for a Tier III discipline, and a 16th level psion for a Tier IV discipline. You can learn a mental discipline feature at the same time you meet its psion level prerequisite.  

CelerityPsions who master Celerity discipline use the mystical power of their mind to move at blinding speeds and overcome any obstacles in may stand in their way. Those who master Celerity have otherworldly reflexes fueled by psionic power.
• Celerity I. Your movement speed increases by 10 feet, and you can take the Dash action as a bonus action on your turn.
• Celerity II. Your base movement speed increases by an additional 5 feet, and when you take the Dash action, opportunity attacks targeting you are made at disadvantage.
• Celerity III. Your base movement speed increases by an additional 5 feet. Also, when you take the Dash action, you ignore the effects of both magical and mundane difficult terrain, and you can move along vertical surfaces and across liquids without falling during your movement on that turn.
• Celerity IV. When you are subjected to a spell or effect that allows you to make a Dexterity saving throw to take only half damage, you instead take no damage if you succeed on the saving throw, and only half damage if you fail.

In addition, when you make a Dexterity check or saving throw, you can spend 1 psi point to use your Intelligence score, in place of your Dexterity, for that saving throw.  

• Metamorphosis I. You learn the psionic strike cantrip, but it doesn't count against your total number of psion Cantrips Known. If you already know this cantrip you learn another psion cantrip of your choice. When you manifest psionic strike, you can use your Intelligence modifier, in place of Strength or Dexterity, for the attack and damage rolls.
• Metamorphosis II. As a bonus action, you can expend 2 psi points to become Large or Tiny in size. When you transform, you gain the respective benefits listed below:

1. When you become Large, you gain temporary hit points equal to your psion level, your reach increases by 5 feet, and your melee attacks deal an extra 1d4 damage.
2. When you become Tiny, you have advantage on any Dexterity (Stealth) checks you make, and you can fit through gaps as narrow as 6 inches without having to squeeze.

• Metamorphosis III. When you hit with a psionic strike attack, you can expend psi points to empower the attack. For each psi point you expend, your psionic strike attack deals an additional 1d6 psychic damage, up to a maximum of 6d6.
• Metamorphosis IV. As a bonus action, you can expend 5 psi points to become Huge or Diminutive (smaller than Tiny) in size. When transformed, you gain the benefits listed below:

1. When you become Huge, you gain temporary hit points equal to twice your psion level, your reach increases by 10 feet, and your melee attacks deal an extra 2d6 damage.
2. When you become Diminutive, you gain a +10 bonus to any Dexterity (Stealth) checks you make, a +5 bonus to your Armor Class, and you can squeeze through gaps as narrow as 1 inch without squeezing. While you are Diminutive in size, you are too small to make weapon attacks of any kind.

 

• Precognition I. You gain a bonus to your initiative rolls equal to your Intelligence modifier (minimum of 1), and you cannot be surprised unless you are unconscious.
• Precognition II. When you are hit by an attack, you can use your reaction to roll a d4 and subtract it from the triggering attack roll, potentially turning a hit into a miss.
• Precognition III. As a bonus action, you can expend 3 psi points to enter a heightened state where attacks targeting you cannot be made with advantage. While in this state, any critical hit against you becomes a normal hit. You must concentrate on this ability as if you were concentrating on a spell, and it lasts for 1 minute, or until you are incapacitated.
• Precognition IV. While in your heightened precognitive state, all attacks targeting you are made with disadvantage.

 

• Psionic Body I. While you are not wearing any armor or using a shield, your Armor Class is equal to 10 + your Dexterity modifier + your Intelligence modifier.
• Psionic Body II. As a bonus action, you can expend 1 psi points to gain resistance to bludgeoning, piercing, and slashing damage until the beginning of your next turn.
• Psionic Body III. As a reaction, when you take damage, you can expend 3 psi points to grant yourself resistance to the triggering damage type until the start of your next turn.
• Psionic Body IV. You gain proficiency in all saving throws.

 

• Restoration I. You learn the spare the dying cantrip, but it doesn't count against your total number of Cantrips Known. If you already know this cantrip you learn another psion cantrip of your choice. When you psionically manifest the spare the dying cantrip, its range becomes to 30 feet.
• Restoration II. Your psionic touch can stimulate healing. You have a pool of healing power that replenishes when you take a long rest. With that pool, you can restore a total number of hit points equal to five times your psion level. As an action, you can touch a creature and draw power from the pool to restore a number of hit points to that creature. up to the maximum amount remaining in your pool. This feature has no effect on undead creatures or constructs.
• Restoration III. As an action, you can expend 2 psi points to touch a creature and end one of the following conditions: blinded, deafened, paralyzed, poisoned, or stunned.
• Restoration IV. As an action, you expend 3 psi points and touch one creature that has died within the last minute. The creature immediately returns to life with 1 hit point. This ability can’t return to life a creature that has died of old age.

 

• Telekinesis I. You learn the mind thrust cantrip, but it doesn't count against your total number of Cantrips Known. When you hit a creature with mind thrust, you can force the creature to make a Strength saving throw in addition to the normal damage. On a failed save, the creature is knocked prone or pushed back 10 feet (your choice on hit).
• Telekinesis II. When you psionically manifest the mind thrust cantrip, you target can target two separate creatures with the spell, provided they are both within 30 feet of you. You must target two separate creatures, and you make a separate attack roll for each target of the spell.
• Telekinesis III. You learn the telekinesis spell, but it doesn't count against your total number of Spells Known. If you already know telekinesis from another psion feature you learn another psion spell of your choice. For you, the casting time of the spell can either be one action or one bonus action, and you can use your bonus action on following turns to activate the additional effects of telekinesis.
• Telekinesis IV. For you, telekinesis no longer requires concentration, and you can expend 1 psi points to impose disadvantage on saves against this spell. You can only have one instance of telekinesis active at a single time.

 

• Telepathy I. You can telepathically speak to any creature you can see within 60 feet. You don’t need to share a language with the creature, but the creature must be able to understand at least one language for it to respond to you. You can only be telepathically linked to one creature at a time. In addition, you learn the mind sliver cantrip, but it doesn't count against your total number of Cantrips Known. When a creature fails the saving throw against your mind sliver, you can reduce it's movement speed by an amount of feet equal to five times your Intelligence modifier (minimum of 5 feet), instead of imposing the penalty on their next saving throw.
• Telepathy II. The range of your telepathy increases to include creatures within 120 feet, and you can communicate with up to six creatures at once. As an action, you can expend additional psi points to add additional creatures into your telepathy for 1 hour, adding 1 creature per psi point spent.
• Telepathy III. The range of your telepathy increases to a range of 1 mile, but you must be familiar with a creature in order to initiate a connection with them if you cannot see them. You can also use your telepathy to fulfill the verbal component of any spell you psionically manifest. The target of the spell hears the verbal component inside their head.
• Telepathy IV. As an action, you can expend 5 psi points and force a creature within 60 feet to make an Intelligence saving throw. On a failure, you control that creature for 1 minute. You can use your bonus action to issue a telepathic command to the creature. The creature can repeat the save each time they take damage, ending it on a success.

 

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Starting Equipment

You start with the following equipment.

• leather armor and a quarterstaff
• (a) a light crossbow and 20 bolts or (b) a sling
• (a) two daggers or (b) any simple weapon
• (a) a scholar’s pack or (b) an explorer’s pack

 

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Spellcasting

Psion Spell List   Here's the list of spells you consult when you learn to manifest a new psion spell. The list is organized by spell level, not character level. Spells marked with the "Psion" tag are included at the end of this class description.  

Psion Spells The following spells are available for a psion to choose from. The spells are presented in order of ascending spell level.  

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Subclass Options

One thing that sets mortals above the beasts of the earth is their ability to experience genuine emotion. A rare few mortals are so in tune with to their own emotions, and the emotional lives of others, that they can draw out their psionic potential with intense feeling. Known as Empaths, these particular psions revel in intense emotions, overwhelming joy, intense sorrow, and terrible fear allow them to access their wondrous psionic potential.   Aura Sight   As an Empath, your psionic connection to your own emotions allows you to view the emotional auras of other creatures. These auras manifest as shimmering colors that surround each creature, and can be read to gain insight into their current emotional state. At 1st level, you gain proficiency in the Insight skill. As an action on your turn, you can make an Intelligence (Insight) check against the Charisma score of a creature that you can see within 30 feet. On a success, you decipher the target's aura and learn whether it is currently friendly, indifferent, or hostile towards you.   The target creature is unaware that you are making this check unless they also possess psionic power of some form.   Order Disciplines   At 1st level, you gain either the Restoration I or Telepathy I mental discipline. When you gain the Mental Discipline feature at 2nd level, this discipline does not count against your total number of Disciplines Known.   Order Spells   You gain certain spells at the psion levels noted in the Empath Psionics table. Spells gained from this feature don't count against your total number of Spells Known.   Mystic Balance   The psionic control that you exert over your own emotional life makes it very difficult for other creatures to manipulate your mental state. Starting at 3rd level, whenever you are forced to make a saving throw to resist being charmed or frightened, you gain a bonus to that roll equal to your Intelligence modifier (minimum of 1).   Potent Enchantments   You can use your heightened insight into the emotional state of others to manipulate their feelings on a greater scale. Starting at 6th level, when you manifest a psion spell of 1st-level or higher that causes a creature to be charmed or frightened, you can expend additional psi points to impose disadvantage on their saving throw. For each psi point you expend, up to your mental limit, you can impose disadvantage on the saving throw of one target of the spell.   In addition, when you manifest a psionic spell that charms a creature, the creature is not aware that they were charmed by you unless they were hostile prior to being charmed.   Crippling Control   Your own potent emotions, empowered by your inner psionic talent, can totally overwhelm the minds of your foes. Beginning at 14th level, when a creature fails a saving throw against a spell manifested by you and becomes charmed or frightened, you can choose enhance that effect. For the duration of that charm or fear effect, the creature is incapacitated and its movement speed is reduced to 0.   Empathic Domination   Your psionic manipulations completely break the minds of your foes. Fear becomes crippling terror, and enchantment becomes utter devotion. Starting at 18th level, creatures charmed by you will use any abilities within their power to attack the last creature that attacked you, regardless of any previous loyalties they held before being charmed. Creatures frightened by you are stunned for the duration of their fear.   Enlightened psions who must work to unlock their power have a great respect for the wondrous potential of their mind. Usually, these psions they have powerful motivation of goal that drives them to honed their psionic abilities.   Mental Precision   Through intense dedication and practice, you have learned to utilize your psionic power in subtle ways. Starting at 1st level, when you manifest a spell using your psionics, you can expend 1 additional psi point to manifest that spell without providing any somatic or verbal components, and the normal visible signs of your psionic power do not manifest.   In addition, you learn the mage hand cantrip, but it doesn't count against your total number of Cantrips Known. You can psionically manifest mage hand without providing the verbal or somatic component, and the hand is invisible. Your mage hand can push, pull, or lift a number of pound equal to ten times your Intelligence modifier.   Order Disciplines   At 1st level, you gain either the Telepathy I or Telekinesis I mental discipline. When you gain the Mental Discipline feature at 2nd level, this discipline does not count against your total number of Disciplines Known.   Order Spells   You gain certain spells at the psion levels noted in the Enlightened Psionics table. Spells gained from this feature don't count against your total number of Spells Known.   Astral Sight   Your intense and dedicated psionic training has unlocked your sight beyond sight, your third eye. Upon reaching 3rd level, you gain proficiency in the Perception skill, and it becomes an Intelligence-based skill for you.   In addition, you gain blindsight out to a radius of 10 feet. Within the radius of your blindsight you can see into the astral plane. As an action on your turn, you can expend psi points to increase the radius of your blindsight. For each psi point you expend, up to your Mental Limit, the radius of your blindsight increases by 10 feet. This enhanced blindsight lasts for 1 minute, and only ends early if you choose to end it as an action or you are incapacitated.   Empowered Psionics   The control you exercise over your psionic abilities empowers the spells you manifest with your mind. Starting at 6th level, when you manifest a spell that deals bludgeoning, force, or psychic damage, you can add your Intelligence modifier (minimum of 1) to the damage dealt to each target.   Telekinetic Movement   The psionic power of your mind has suffused your physical form, allowing you to subvert the laws of the natural world. Upon reaching 14th level, you gain a flying speed equal to your movement speed, and you can hover in place.   While you fly in this way, the air immediately around you shimmers with your psionic power, and rocks, dirt, and other small loose objects rise from the ground to float around you.   Enlightened Form   The limitless potential of your mind allows you to briefly take on a form of luminous psionic energy. Staring at 18th level, you can use a bonus action to transform your physical body into pure psionic energy. You becomes translucent and emit a strange and otherworldly ultraviolet light. While in this form, you have resistance to all damage, and you can move through other creatures and objects as if they were difficult terrain.   If you end your movement, or return to your normal form, while inside another object or creature, you are immediately shunted to the nearest unoccupied space, taking 1d10 force damage for every 5 feet you were forced to travel.   You can remain in this form for up to 1 minute. It only ends early if you are incapacitated or you choose to end it as a bonus action. Once you use this feature, you cannot use it again until you finish a long rest or expend 5 psi points.   Raised from birth to mastery body and mind, psions known as Immortals are extremely difficult to kill. Enhancing their physical form with the power of their mind, they can perform great feats of athleticism and martial skill. Immortals spend years honing their psionic combat abilities, and when brought to bear in battle, they are frightening to behold.   Their unquestioning loyalty, when paired with their enhanced physical abilities, make them ideal insurgents, assassins, and body guards, for those that can afford them. How did you gain the elite skills of an Immortal? Were you trained to hone your psionic abilities from birth, or did you master the way of the Immortal warrior on your own?   Esoteric Proficiency   When you join the Order of the Immortal at 1st level, you learn to enhance your physical abilities with psionic power. You gain proficiency in one of the following skills of your choice: Acrobatics, Athletics, Perception, Sleight of Hand, or Stealth. At the end of each long rest, you can switch the skill from this ability for another from the list above.   When you make an ability check with the skill from this feature, you can expend 1 psi point to use your Intelligence, in place of the normal ability modifier, for that check.   Immortal Training   Whether mastered in a monastery or honed in solitude, all Immortal warriors have the skill to survive in combat. At 1st level, you gain proficiency with all martial weapons, and your hit point maximum increases by 1 and increases by 1 again whenever you gain a level in this class.   Order Disciplines   At 1st level, you gain either the Celerity I or Metamorphosis I mental discipline. When you gain the Mental Discipline feature at 2nd level, this discipline does not count against your total number of Disciplines Known.   Order Spells   You gain certain spells at the psion levels noted in the Immortal Psionics table below. Spells gained from this feature don't count against your number of Spells Known.   Psionic Resilience   You can reinforce your psionic defenses, even in the midst of battle. Starting at 3rd level, you can use a bonus action on your turn to grant yourself temporary hit points equal to your Intelligence modifier (minimum of 1).   Temporary hit points from this ability replace any current temporary hit points you may have, and last for 1 minute.   Extra Attack   The psionic power of your mind propels your weapon strikes. Starting at 6th level, you can attack twice, instead of once, whenever you take the Attack action on your turn.   Immortal Will   You have mastered the mystic technique from which Immortals draw their name. Beginning at 14th level, you can use your psionic power to survive blows that would normally kill you. When you end your turn with 0 hit points, you can expend 5 psi points to immediately regain hit points equal to your psion level + your Intelligence modifier.   Phase Walk   You have achieved mastery over both body and mind, to the point where you can briefly move through solid objects. Starting at 18th level, whenever you take the Dash action, you can expend 1 psi point to enter an ethereal state which lasts until the end of your movement. Any equipment you are wearing or carrying becomes ethereal as well.   While in this ethereal state, you can move through solid objects and creatures as if they were difficult terrain. If you end your movement inside an object, you are shunted to the nearest unoccupied space, taking 1d10 force damage for every 5 feet you were forced to travel.   Your psionic power may not have been awoken of your own volition. Psions known as Outsiders are those whose minds have been twisted by the strange and otherworldly powers. Some of these aberrant psions were touched by the incomprehensible Far Realm, shattering their mind. Others are the result of the cruel experiments of a Beholder, or a lone survivor of the Illithid's ceremorphosis ritual.   Whatever the source of their psionic awakening, Outsiders possess great power, often at the cost of their sanity. Drawing upon this strange power they can take on terrible forms reminiscent of the aberrant powers that spawned them.   Aberrant Evolution   The unknowable power that resides within your mind threatens to overtake you when your will is weak. Starting at 1st level, when you have 0 psi points remaining, your power overwhelms you, and you mutate into an Outsider. While in your this form you gain the following features:  

• You can no longer concentrate on spells or other features that require your concentration.
• Your skin glistens with mucus and you gain a bonus to your Armor Class equal to half of your proficiency bonus.
• Your body bloats and hardens, you gain temporary hit points equal to your psion level.
• Your hands mutate into a writhing mass of tentacles. You can no longer wield weapons, but the tentacles coun as simple melee weapons, in which you are proficient. On hit, they deal 1d6 psychic damage, and you use your Intelligence modifier for the attack and damage rolls.

If you hit a creature that is your size or smaller with a tentacle attack, you can choose to grapple the creature. The escape DC is equal to your psion spell save DC. You remain in your Outsider form until you complete a short or long rest and regain your expended psi points.   Order Disciplines   At 1st level, your choice of either the Metamorphosis I or Psionic Body I mental discipline. When you gain the Mental Discipline feature at 2nd level, this discipline does not count against your total number of Disciplines Known.   Order Spells   You gain certain spells at the psion levels noted in the Empath Psionics table. Spells gained from this feature don't count against your total number of Spells Known.   Alien Adaptation   Your exposure to aberrant energies continues to change your body in strange and unnatural ways. At 3rd level, you gain one of the following features of your choice. You gain another feature of your choice from this list at 6th level.  

• Amphibious Adaptation. You grow gills and webbing between your digits. You can breath in air and water, and you gain a swimming speed equal to your movement speed.
• Viscous Grip. Your hands and feet sprout tiny suckers. You gain a climbing speed equal to your movement speed, and you can climb on difficult surfaces, including upside down on ceilings, without needing to make an ability check.

  Controlled Mutation   Your psionic willpower can contend with, and exert control over otherworldly power within your mind. Starting at 6th level, you can transform into your Outsider form as an action on your turn. As long as you have psi points remaining, you can concentrate on spells and other class abilities.   When you take the Attack action while in your Outsider form you can attack twice, instead of once.   As long as you still have psi points remaining, you can use an action on your turn to revert to your normal form.   Psionic Rift   Your aberrant power allows you to slip through cracks in reality. Starting at 14th level, immediately after you manifest a spell of 1st-level or higher, can choose to teleport to an unoccupied space within 30 feet that you can see.   Glimpse Beyond the Veil   Upon reaching 18th level, you can reveal the horrors beyond this reality to other creatures. As an action, you can expend 3 psi points and force a creature within 60 feet to make an Intelligence saving throw. On a failed save, the creature is paralyzed for 1 minute as they reel from the shock.   A creature can repeat the Intelligence saving throw at the end of each of its turns, ending the stun on a success. A creature that succeeds on its saving throw is immune to the effects of this ability for the next 24 hours.   By far the most dangerous psions, Wilders are those who exhibit little to no control over their gift. Often manifesting their powers unexpectedly as a result of a mystical event, or attempting to contain their psionic potential, Wilders are as unpredictable as they are powerful, and they rarely have psionic masters. By the time their overwhelming psionic abilities develop, it is too late to teach them another path.   Inscrutable Mind   The unpredictable psionic quagmire that is your mind makes it difficult for other creatures to mentally dominate you. Starting at 1st level, when you are forced to make a saving throw to resist the charmed or frightened conditions, or having your thoughts read, you have advantage on the roll.   In addition, when you succeed on an Intelligence or Wisdom saving throw to resist the effects of a spell, you can use your reaction to expend psi points and force the creature that cast the spell to make an Intelligence saving throw. It takes 1d8 psychic damage per psi point you expend (up to your mental limit), and half as much on a successful save. You must be able to see the creature to use this reaction.   Order Disciplines   At 1st level, you gain either the Precognition I or Telekinesis I mental discipline. When you gain the Mental Discipline feature at 2nd level, this discipline does not count against your total number of Disciplines Known.   Order Spells   You gain certain spells at the psion levels noted in the Wilder Psionics table below. Spells gained from this feature don't count against your number of Spells Known.   Rampant Psionics   Starting at 1st level, when you draw on your power, you risk unpredictable effects. Immediately after you psionically manifest a spell of 1st-level or higher, roll a d10. If your roll is equal to the the spell slot level at which you manifested the spell, roll a d100, and the corresponding effect from the Psionic Surge table immediately takes effect.   Starting at 14th level, you gain limited control over your Wilder power. When you trigger a Psionic Surge, you roll twice on the table and choose which effect takes place.   Psychic Assault   Beginning at 3rd level, when you psionically manifest a spell, you can expend additional psi points, up to your mental limit, to unleash wild psionic energy. Creatures within 10 feet must make an Intelligence saving throw. On a failed save, they take 1d8 psychic damage per additional psi point you spent.   Wild Power   You can draw upon the unbridled psionic power within you to empower your spells. Starting at 6th level, when you manifest a spell that deals bludgeoning, force, or psychic damage, roll a d8, and you gain a bonus to one of the spell's damage rolls equal to the number rolled.   Overwhelming Aura   You have learned to vent your wild psionic power in a controlled area around you. Starting at 14th level, you can use an action to unleash psionic power in a 15-foot radius around you for 1 minute. Creatures within the radius have their speed halved, and when a creature enters the area for the first time on a turn, or starts its turn there, it must make a Intelligence saving throw. The creature takes 3d8 psychic damage on a failed save, and half as much on a success.   The aura only ends early if you are incapacitated or you use your action to end it. Once you use this feature, you can't use it again until you finish a long rest, unless you expend 3 psi points to use it again.   Psionic Bombardment   The overwhelming potential of your psionic abilities empowers your spells even further. Beginning at 18th level, when you roll damage for a spell and roll the highest number possible on any of the dice, choose one of those dice, roll it again, and add that roll to the damage.    

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