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{|border=1px
!Level !!BAB !!Fort !!Ref !!Will !!Special !!Max Spell Level !!Power Reserve !!Power Regeneration
|-
|'''1st''' || +0 || 0 || 0 || 2 || Eschew Materials || 1 || 2 || 1
|-
|'''2nd''' || +1 || 0 || 0 || 3 || Extended Eschew Materials (50 gp) || 1 || 3 || 1
|-
|'''3rd''' || +2 || 1 || 1 || 3 || || 2 || 4 || 1
|-
|'''4th''' || +3 || 1 || 1 || 4 || Extended Eschew Materials (100 gp) || 2 || 5 || 1
|-
|'''5th''' || +3 || 1 || 1 || 4 || Bonus Feat || 2 || 6 || 1
|-
|'''6th''' || +4 || 2 || 2 || 5 || Extended Eschew Materials (150 gp) || 3 || 7 || 2
|-
|'''7th''' || +5 || 2 || 2 || 5 || || 3 || 8 || 2
|-
|'''8th''' || +6/+1 || 2 || 2 || 6 || Extended Eschew Materials (200 gp) || 4 || 9 || 2
|-
|'''9th''' || +6/+1 || 3 || 3 || 6 || Bonus Feat || 4 || 10 || 2
|-
|'''10th''' || +7/+2 || 3 || 3 || 7 || Extended Eschew Materials (250 gp) || 4 || 11 || 2
|-
|'''11th''' || +8/+3 || 3 || 3 || 7 || || 5 || 12 || 2
|-
|'''12th''' || +9/+4 || 4 || 4 || 8 || Extended Eschew Materials (300 gp) || 5 || 13 || 3
|-
|'''13th''' || +9/+4 || 4 || 4 || 8 || Bonus Feat || 6 || 14 || 3
|-
|'''14th''' || +10/+5 || 4 || 4 || 9 || Extended Eschew Materials (350 gp) || 6 || 15 || 3
|-
|'''15th''' || +11/+6/+1 || 5 || 5 || 9 || || 6 || 16 || 3
|-
|'''16th''' || +12/+7/+2 || 5 || 5 || 10 || Extended Eschew Materials (400 gp) || 7 || 17 || 3
|-
|'''17th''' || +12/+7/+2 || 5 || 5 || 10 || Bonus Feat || 7 || 18 || 3
|-
|'''18th''' || +13/+8/+3 || 6 || 6 || 11 || Extended Eschew Materials (450 gp) || 8 || 19 || 4
|-
|'''19th''' || +14/+9/+4 || 6 || 6 || 11 || || 8 || 20 || 4
|-
|'''20th''' || +15/+10/+5 || 6 || 6 || 12 || Extended Eschew Materials (500 gp) || 8 || 21 || 4
|}

'''Alignment:''' Any
<br>'''Hit Die:''' 1d4
<br>'''Class Skills:'''
Concentration (Con) ,Craft (Int) ,Knowledge(all skills, taken individually) (Int) ,Listen (Wis) ,Profession (Wis) ,Sense Motive (Wis) ,Spellcraft (Int) , and Spot (Wis) .<br>
'''Skill Points at 1st Level:''' (2 + Int modifier) × 4.<br>
'''Skill Points at Each Additional Level:''' 2 + Int modifier.<br>

Arcane beholders are strange types, forever watching the rest of the world work under a blanket of energy of which only they seam to completely comprehend. Other casters know how realize how to tap into this power, bending it to their will, or even understand it's source and channel it through their own blood; few however, realize how to so constantly twist this energy to their own will so well as the arcane beholder. <br>
The arcane beholder understands a certain strange fundamental about the arcane and how to focus and twist this fundamental to their will, forever shaping it around and storing it within themselves. This fundamentals they understand they also realize is only emulated by a book or force of personality and can never be fully uncovered by any mortal. The arcane beholder at least tries however, backwards observing and developing upon the works of the casters around them, developing magic through observation alone, and then bending it to their will. <br>
Arcane beholders can be of any alignment, however, due to their very peculiar method of thinking — forever building upon structures and foundations of such delicate nature — they tend to be more lawful. Chaotic arcane beholders do exist however, and the prospect of such workings can easily appeal to all. <br>

'''Weapon and Armor Proficiency:''' Arcane beholders are proficient with all simple weapons. They are not proficient with any type of armor or shield. Armor of any type interferes with a arcane beholder’s gestures, which can cause his spells with somatic components to fail. <br>

'''Spells:''' A arcane beholder casts arcane spells which are drawn primarily from the sorcerer/wizard spell list. She can cast any spell she knows without preparing it ahead of time, the way a wizard or a cleric must (see below). <br>
To learn or cast a spell, a arcane beholder must have an Intelligence score equal to at least 10 + the spell level. The Difficulty Class for a saving throw against a arcane beholder’s spell is 10 + the spell level + the arcane beholder’s Wisdom modifier. <br>
Unlike most other spellcasters, the arcane beholder may effectively cast a near endless number of spells per day. Each spell costs an amount of a power reserve based on the spell level being cast. The maximum amount in a arcane beholder's power reserve at any given time is equal to their arcane beholder's caster level + 2. Additionally, at the beginning of each round, the arcane beholder regenerates an amount of their power reserve also based on their level; this amount is detailed in the arcane beholder's class table. Arcane beholders can not regenerate their power reserves while in an antimagic field. <br>
Power reserve cost by spell level:
{|border=1px
|'''Spell Level''' || '''0lvl''' || '''1st''' || '''2nd''' || '''3rd''' || '''4th''' || '''5th''' || '''6th''' || '''7th''' || '''8th'''
|-<br><br>
|'''Point Cost''' || 1 || 2 || 3 || 5 || 7 || 9 || 11 || 13 || 16
|-<br><br>
|}
<br>

''Alien Magic'': The energy placed into the arcane beholder's spells is very fragile, and as such, can not last for extended periods of time. Any spell with a duration less than permanent can not last longer than 10 minutes if cast by the arcane beholder. Even means that would normally extend the spell's duration, such as extend spell, do not allow spells to exceed this limit. Also, the way an arcane beholder casts spells, in their core, is very different than most other spell casters. For this, the Spellcraft DC to identify their spells, except by other arcane beholders, is increased by 5. In addition, outside enhancement of magic cast by the arcane beholder is impossible. For this, effects that produce a metamagic effect onto a spell cast by the arcane beholder doesn't work outside of feats taken by the arcane beholder themselves. Even versions of these items crafted by arcane beholder does not get around this restriction. <br>

''Spells Known'': Similar to the sorcerer, the arcane beholder uses a spells known list for which they cast their spells from. Unlike the sorcerer, however, this list is seemingly endless. A arcane beholder, with her first level in arcane beholder, immediately learns four level 0 spells and three level 1 spells. At every odd caster level thereafter, she may add another spell to her spells known list of up to her max spell level. <br>
Beyond this, a arcane beholder can only learn spells via observation. To do so, the arcane beholder must make a successful Spellcraft check to identify the spell and exceed the DC by 3 + the level of the spell being identified. Upon doing so, she automatically adds that spell to their spell known list. The arcane beholder may not learn spells that exceed her max spell level and may only learn spells normally available to a sorcerer. <br>

''Prestige Classes'': Whenever a prestige, or similar, class would increase the caster level of the arcane beholder, it also increases her max spell level, power reserve, and power regeneration tables as well. <br>

'''Eschew Materials:''' The arcane beholder immediately gains Eschew Materials as a bonus a feat. <br>

'''Extended Eschew Materials:''' Starting at 2nd level, the cost of materials covered by Eschew Materials is enhanced to 50 gp. This amount increases by 50 gp every even arcane beholder level thereafter to a maximum of 500 gp at level 20. This bonus only applies to spells cast via a arcane beholder's power reserve. <br>

'''Bonus Feat:''' At 5th, 9th, 13th, and 17th levels the arcane beholder gains a bonus metamagic or charge feat of which they meet the prerequisites for or spell focus in the school of her choice. <br>

'''[Feats]''' <br>
'''Augment Powered Spell [Charge]''' <br>
''Prerequisites:'' Able to cast 1st level Arcane spells with a power reserve. <br>
''Benefits:'' At the beginning of each round, after you would normally regenerate your power reserve, you may expend an amount of your power reserve equal to your power regeneration rate to increase your caster level by 1 for level dependent spell effects, such as duration or damage, during that round. <br>

'''Lingering Energy [Charge]''' <br>
''Prerequisites:'' Able to cast 7th level Arcane spells with a power reserve. <br>
''Benefits:'' Whenever you cast a 7th level or higher Arcane spell you automatically regenerate your power reserve by 2. This feat can not regenerate your power reserve by more than 2 each round. <br>

'''Powerthief [Charge]''' <br>
''Prerequisites:'' Able to cast 1st level Arcane spells with a power reserve, Steal Spell class feature. <br>
''Benefits:'' Whenever you would steal a spell slot, as with the spellthief's steal spell class feature, you may instead regenerate your power reserve by an amount a spell of the stolen level would cost normally. In addition, your arcane beholder and spellthief levels stack for determining the max spell level of spells you can steal. <br>

'''Power Cache [Charge]''' <br>
''Prerequisites:'' Able to cast 3rd level Arcane spells with a power reserve. <br>
''Benefits:'' Your power reserve maximum increases by 3. <br>

'''Reserve Blast [Charge]''' <br>
''Prerequisites:'' Able to cast 4th level Arcane spells with a power reserve. <br>
''Benefits:'' As a standard action you may release your entire power reserve. Doing so causes a blast of force to expel itself from your body in an area hemisphere area of effect centered on you that extends out for 5' per point in your power reserve expelled this way. This blast deals 1d6+1 damage per point of your power reserve expelled this way, with no save, to each other creature in the blast and half this damage to yourself, rounded up. Spell resistance still applies, using your caster level, and can not be assisted with spells or feats such as ''assay spell resistance''. <br>
During the round after using this feat, you can not regenerate your power reserve with any means. <br>
''Special:'' You can not use this feat while in an antimagic field. <br>

'''Spell Observer [Charge]''' <br>
''Prerequisites:'' Able to cast 3rd level Arcane spells with a power reserve. <br>
''Benefits:'' The Spellcraft DC required to learn a spell is reduced by 5. You must still be able to identify the spell first, however.