The basilotter replaced its ancestor the solaster in LadyM Ocean (Sunlight Zone). It has doubled in size and has become the top predator. They no longer come to land and have lost their pouch. The offspring are born live into the water. They have a very long gestation period since they are so big. They have evolved a more streamline shape and a more powerful paddle tail. Their front limbs have atrophied and are only used for mating.
Their tentacles have become more advanced and even have suction cups to help it hold on to larger prey like the big-mouthed nailfin. They travel in pods and will use bubbles to scare gilltails into small clusters and then swim in from the bottom to gulp them up. While they do have large lungs they do not travel deeper because of the pressure it puts on its body. Their nostrils have moved slightly closer to the top of their head so they can breathe easier. They also have a lighter belly so prey will not spot them as easily from underneath. Their sight and hearing are not the best and they rely mainly on their acute sense of smell.