Agents of the Un-Kingdom: The Thoughteater

Logo by Daniel C. Hutchison

“The Null-men have chased us, I think, for several weeks.  It becomes easier to remember but it is still difficult.”

“Several weeks, Roger? Really?  It feels like just a few days.”

“That’s because you’ve never had a great memory to start with , Block, and these guys have –“

“Both of you shut up! Look at the Null-men over there. They don’t seem to be able to find us…this is good.  We need to get moving.”

“Seriously.  I don’t know how we got away from that…thing they had in tow.”

“I know, it was creepy.”

“A big ball of ugly.”


“Uh…guys? We’re moving towards them.  Why?”

“Block, turn the car around! This is crazy!”

“I’m not driving, Steve!”

“But you always drive!”

“Yeah, but I don’t have a steering wheel.  I can’t feel it. I can’t see it.”

“We’re almost on them! They’re right here!”


“Whowuzzat?” “Who?” “What the Hell was that?!”

“Roger, hey, isn’t that our car, right in front of us?”

“Yes… and walking around…”

“Those are our bodies. That is us!”

“Then were are we?”

“I… don’t know.”

“We didn’t get away”



They were answered only with a cacophony of voices.

As the Conquering Dreamer’s forces dig further into an area, the arsenal they utilize grows.  Nullmen are replaced, but the legion also begins to grow as victims are  caught and transformed into new ambition-less soldiers.

New creations emerge as well, the most terrifying of which is the thoughteater.  It turns out that all the Un-kingdom needs is your body. Your thoughts are useless garbage, which the thoughteater feeds on.


The thoughteater looks like a giant gray ball of goop.  The surface seems to constantly boil and bubble. The bubbles frequently pop, forming thought balloons of the escaped thoughts from those it has captured. The thought balloons will display text or a rebus approximating the loose thoughts. It’s better not to read them though.  It’s best to run.


Thoughteater Level 6 Solo Controller
Large aberrant animate XP 1,250
HP 296; Bloodied 148
Regeneration 10
AC 20; Fortitude 18; Reflex 19; Will 17
Speed 3
Saving Throws +2; Action Points 2
Initiative +0
Perception +0
All-Around Vision 20

O Thoughtgrind • Aura 20
At the end of each enemies turn, it takes 1d6+2 psychic damage for each action (from move, minor, standard) it did not take during it’s turn.  For example, an enemy that did not take a standard action and a move action would recieve 2d6+4 psychic damage.

Irresistible Force
The thoughteater always goes last in initiative order.  It is immune to being dazed, stunned, or immobilized, and cannot be knocked prone.

Standard Actions

m Engulfing Roll • At-Will
Attack: Melee 1 (targets each creature in Melee range); +10 vs. Reflex; The thoughteater moves 3 squares before the attack.
Hit: 2d6 + 4 radiation damage and the target is grabbed. Until it breaks free it occupies one of the thoughteater’s squares and cannot take move actions or minor actions until it escapes.  The target automatically moves with the thoughteater when it moves.

C Mindquake (psychic) • Recharge 5 6
Attack: Close Burst  5 (each creature in burst); +11 vs. AC
Hit: 2d6 + 4 psychic damage. Target is stunned until the end of its next turn.
Miss: Target chooses one: 2d6+4 psychic damage and it is slid 3 squares, or it is dazed until the end of its next turn.

Move Actions
C Where You Thought You Were (psychic, illusion) • Recharge 5 6
Attack: Close Burst 10 (one creature in burst); +10 vs. Fortitude
Hit: 1d6 + 2 damage and the thoughteater and the target swap places. The target is immobilized until the end of its next turn.

Minor Actions
c Run Through Your Own Mind (illusion, psychic) • At-Will
Attack: Close Burst 20 (Each creature in burst); +10 vs. Will
Miss: The target is slid 1d6+1 squares.
Effect: The target is immobilized until the end of its next turn.
Str 18 (+7) Dex 6 (+1) Wis 6 (+1)
Con 18 (+7) Int 20 (+8) Cha 6 (+1)

Using Thoughteaters

Thoughteaters are meant to be mildly incomprehensible and impenetrable threats.  Gray balls of thought-absorbing mass?  Weird, right?  But it gets weirder.  Thought balloons bubble out of the mass with warnings and threats.  The thoughteater attacks the characters by creating mindscapes to distract and slow them down while thoughtgrind wears away at the conscious mind.  Make note to count which action the players use each round as the thoughteater’s main source of damage is thoughtgrind.

You’ll note that the thoughteater is *very* slow.  Players can definitely run away from it, but consider:  the thoughteater doesn’t sleep. It doesn’t eat. It doesn’t stop, ever. The players may escape it easily, but the thoughteater can make a recurring role, finding the characters at the most inopportune of times.


  1. Brian Ballsun-Stanton says:

    The minor action seems a bit over-powered. Once the players enter within 20 squares of the creature, they’re immobilized. Fullstop. Did you mean for the immobilize to be an effect that targets *everything*?

  2. It causes minor damage (via thoughtgrind) and helps the creature catch the players. It is otherwise extremely slow (move 3), so it doesn’t seem like it will be that overpowering in play. What does needto get fixed is that I meant to put a recharge on it.

    But yes, think of the ability as a mindblast that it uses to slow the players down.