Best Baldur’s Gate 3 Illithid powers guide – how to become a BG3 True Soul, tadpole locations, and should you use them

Best Baldur’s Gate 3 Illithid powers guide – how to become a BG3 True Soul, tadpole locations, and should you use them
Antony Terence Updated on by

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Looking for Illithid powers in Baldur’s Gate 3? The Mind Flayers play a central role in the game’s narrative as antagonists in the Forgotten Realms. So players were caught off-guard when they learned they could use the Mind Flayers’ abilities to their advantage.

Before diving into how to unlock them, note that each of Baldur’s Gate 3 classes can be affected by these powers. While they aren’t as significant as Baldur’s Gate 3 feats, they can still sway the tides of combat in your favour. Here’s how to utilize them.

Baldur's Gate 3 Illithid powers: An image of the Drow Minthara in the game.

What are Illithid powers in Baldur’s Gate 3?

To unlock Illithid powers in Baldur’s Gate 3, use Illithid Wisdom at least twice in conversations. Don’t fret over when to do this as they will appear as Illithid choices. This is a Dungeons & Dragons RPG so it’s surprising to have a power that sidesteps regular dice rolls. You can use them once per long rest.

The devs at Larian Studios revealed more about Illithid powers in a community update and players have now explored its secrets on PC and PlayStation 5. Titled “Power of a Mind Flayer,” it describes Illithid powers as “a hidden skill tree used to enhance your command over your newfound Illithid capabilities.”

Best Illithid Powers in Baldur’s Gate 3

Here are the best Illithid powers you can unlock in Baldur’s Gate 3:

  • Favourable Beginnings – The first Attack Roll or Ability Check you make against any target gains a bonus equal to your Proficiency Bonus. It’s a strong pick especially for characters looking to deal damage right at the start. This includes straightforward melee damage dealers like Paladins, Fighters, and Barbarians. Ranged characters like the Ranger and especially the Assassin Rogue subclass can benefit from this too.
  • Luck of the Far Realms – When you make a successful Attack Roll against a foe, you can charnge that hit into a Critical Hit. This one’s great against high-health targets. And remember that this can only be used once per Long Rest. Pair this with the Fighter’s Brutal Critical attack for some massive damage.
  • Cull the Weak – When you bring a creature down to fewer hit points than your number of evolved Illithid powers, it dies and all nearby creatures take 1-4 Psychic damage. If you’re going to take an action to take down a near-dead foe, you might as well explode the poor being for extra damage.

How to upgrade Illithid powers in Baldur’s Gate 3?

You can enhance these Baldur’s Gate 3 Illithid powers by consuming more parasitic tadpoles like the one that a Mind Flayer adds to your mind at the beginning of the game. Some can be located inside jars and in pools of brine, others within the skulls of the infected.

This progresses a separate skill tree with 25 Mind Flayer-esque abilities. These abilities are divided into five branches themed around manipulation, health restoration, and psionics. You can even become a displacer beast. But remember that this path will change your interactions with your companions and also impact the storyline. You use parasitic tadpoles to upgrade these powers for each character separately.

Baldur's Gate 3 Illithid powers: An image of a character gaining power from a Mind Flayer in the game.

Tadpole locations in BG3

Here are the tadpole locations in Baldur’s Gate 3:

  • The corpse of Edowin, found in the forest west of the Emerald Grove in Act 1.
  • In a jar behind Nettie in the Emerald Grove. Cross the Druid ritual and enter the Stone Door and keep going until you find Nettie.
  • Flind, the Gnoll Warlord that fights you in the Find the Missing Shipment quest in the Risen Road. You can loot it from his corpse.
  • Defeat Priestess Gut while looking for Halsin in the Shattered Sanctum beyond the Goblin Camp. You can loot a tadpole off her corpse.
  • Another goblin leader, the Drow Minthara will also have a tadpole here. Defeat her and take it from her corpse. Don’t be tempted into pushing her into the pit as you won’t get the tadpole then.
  • Beat the third Goblin leader Dror Ragzlin to get another tadpole in the Shattered Sanctum.
  • Siding with the Absolute grants them “Gifts of the Absolute” that compensate for not killing the three Goblin leaders.
  • Joining Minthara and destroying the Emerald Grove will give you a tadpole as a reward.
  • Speak with Minthara once more after the Raid the Emerald Grove quest for another tadpole.
  • Get one from the corpse of True Soul Nere. You can find him in Grymforge behind some rubble. Clear the rubble and then defeat him to get the tadpole.
  • After fighting Flaming Fist Marcus, you’ll get a tadpole from his corpse in Act 2.
  • The Infirmary section of Crech Y’llek above the Rosymorn Monastery has three tadpoles.
  • At the Moonrise Towers docks, you can find barrels being loaded onto a ship. Two of these barrels have tadpoles in them.
  • In Moonrise Towers, Zealot Malik and Adept Merim have tadpoles that you can loot from their corpses.
  • Disciple Z’Rell and Linsella will fight you when you assault Moonrise Towers. These lieutenants of General Ketheric Thorm will have two tadpoles for you once you beat them.
  • The Oubliette area beyond the prisons of Moonrise Towers has a body on the top left corner of the map. Loot a tadpole off this body.
  • Helping the Dream Visitor at the end of Act 2 will net you another tadpole.
  • The basement of the Abandoned Windmill in Rivington has a tadpole.
  • To the northwest of Rivington, you’ll find the Stone Lord thugs arguing with Guild members. There’s a barrel near this area that contains a tadpole. Head to the Stone Lords’ ship for a storage unit with two more tadpoles.
  • Feloyr’s Fireworks in the Lower City region of Baldur’s Gate has the next tadpole. Kill Avery Sonshal for another tadpole.
  • The Flimms, parents of Enver Gortash, both have tadpoles on them.
  • The second floor of The Lodge in the Lower City has a tadpole. There’s another one in the Sanguine Laboratory.
  • You’ll find a ship guarded by Steel Watchers in front of the Foundry in Baldur’s Gate 3. You can find Churg Elvek preaching here. Kill him and get a tadpole. Explore the ship for six more tadpoles for your Illithid powers. The Lab Level in the Foundry also has a tadpole.
  • Through Flymm Cargo, you should be able to head to the Iron Throne. In the southwest region, you can find Omeluum and a tadpole next to him.
  • Manip Edenosa in the northwest corner of Bloomridge Park will give you a tadpole.
  • The basement of the Blushing Mermaid in the Lower City will also have a tadpole.

How to become a True Soul in Baldur’s Gate 3

Here are some instances where you can use Illithid Wisdom to become a True Soul in Baldur’s Gate 3:

  • Saving Shadowheart aboard the Nautiloid by using Illithid Wisdom on the control panel next to her.
  • Using the appropriate dialogue option with Brynna and her friend next to a corpse in the Wilderness next to Druid Grove.
  • Using Illithid Wisdom on Wyll in Druid Grove.
  • Picking the Illithid Wisdom choice when Lae’zel tries to slit your throat at camp.
  • Speaking to the Goblin right at the entrance of the Blighted Village.
  • At the Goblin Camp, you can use Illithid Wisdom at the entrance, then at the campfire with Tracker Klagga, and Crusher near the Goblin Camp waypoint.
  • At the Shattered Sanctum, convince the guard after evading the Ogre guard. You can also convince the guard holding Volo the Bard this way. Illithid Wisdom can also be used at the Worg Pens to free the bear, revealed to be Druid Halsin.

Use Illithid Wisdom seven times to become a Baldur’s Gate 3 True Soul. It grants you the following perks:

  • Interactions with the Guardian, an NPC you create with Baldur’s Gate 3 character creation options. It’s the personification of the Mind Flayer tadpole in your brain. Here’s more on the Baldur’s Gate 3 Guardian.
  • Gain access to Illithid Powers after using Illithid Wisdom twice. These are dark psychic spells that can be used in combat.
  • Use them for the seventh time and you won’t need dice rolls for Illithid Wisdom checks. These will be replaced by True Soul checks.
  • Being corrupted by the Mind Flayers will have an impact on the game’s storyline.
Baldur's Gate 3 Illithid powers: An image of the Illithid powers skill tree of a character in the game.

List of Illithid powers in Baldur’s Gate 3

Here’s a list of the 25 Baldur’s Gate 3 Illithid powers that any character can use:

  • Favorable Beginnings – The first Attack Roll or Ability Check will grant you a Proficiency Bonus.
  • Charm – Charm an enemy and prevent them from attacking you.
  • Luck of the Far Realms – A successful Attack Roll changes into a Critical Hit.
  • Perilous Stakes – You will invest a creature who will be vulnerable to all attacks but will heal on launching one.
  • Shield of Thralls – Create a shield that can consume damage upto 10 hit points.
  • Concentrated Blast – Launch a powerful blast on an enemy. In order to cast this spell, you must have your concentration on another one.
  • Ability Drain – A target’s ability is reduced by 1 whenever you make an Attack Roll. The reduced Ability must be the same as the Attack Roll.
  • Repulsor – Gain the ability to knockback creatures while dealing 2d6 Force damage.
  • Freecast – Remove the cost for spell slots, charges, and other resources for your next turn.
  • Psionic Overload – Your attacks deal an additional 1-4 Psychic damage, but you take 1-4 Psychic damage every turn.
  • Transfuse Health – Sacrifice half your remaining hit points to heal a target for the same amount of health (HP).
  • Displace – Creatures suffering Falling damage because of your actions take an additional 1~8 Psychic damage.
  • Cull the Weak – When you bring a creature down to fewer hit points than your number of evolved Illithid Powers, it dies and all nearby creatures take 1-4 Psychic damage.
  • Psionic Backlash – When an enemy within 9m casts a spell, you can use your reaction to inflict ld4 Psychic damage to the caster per the spell’s level.
  • Psionic Dominance – When an enemy within 18m targets you with a spell of a Level that is lower than or equal to your Proficiency Bonus, you can use your reaction to nullify the spell.
  • Absorb Intellect – Gobble up a foe’s intellect, lowering their Intelligence by 1 per turn and healing your wounds for 5 turns.
  • Mind Sanctuary – Sculpt a magical nexus that allows those within to take actions and bonus actions interchangeably.
  • Force Tunnel – Charge and push away all objects and creatures along your path.
  • Stage Fright – AoE effect where enemies have a disadvantage on attack rolls, and they also take damage when they miss; targets can overcome this effect once they succeed in an attack roll.
  • Fracture Psyche – Decrease your target’s Armor Class (AC) by -1 point.
  • Black Hole – Create a point of intense gravity that pulls in all nearby enemies and possibly Slows them. Five more black holes can be summoned after this spell’s initial casting. Afterwards, you must Short Rest before casting it again.
  • Mind Blast – Spew forth a conical wave of psychic energy and possibly Stun targets within.
  • Illithid Expertise – You have deepened your sense of self, gaining Expertise in Persuasion, Deception, and Intimidation Checks.
  • Displacer Beast Shape – Transform into a displacer beast that can Displace itself and enemies, and has 85 hit points. When your displacer beast form drops to 0 hit points, you revert to your original form.
  • Fly – Fly to target position.

Should you use Illithid Powers in Baldur’s Gate 3?

There will be consequences to using Illithid Powers in Baldur’s Gate 3. Considering that the first Act kicks off with party members trying to remove these tadpoles from their brains, it seems counter-intuitive to stack your brain with them. While they do grant you some sweet powers, it will certainly come at a cost. We’ll update this with more information once we know more about the game’s campaign.

That covers everything you need to know about Illithid powers in Baldur’s Gate 3. Take advantage of the Illithid tadpole in the player characters to defeat your foes. We don’t know if these psionic abilities speed up ceremorphosis, the process of becoming Mind Flayers.

Learn more about the Dreamlover with our Baldur’s Gate 3 romance guide. And check out our Baldur’s Gate 3 abilities guide for those situations where Illithid Wisdom isn’t an easy way out. We’ll learn more about how these psychic powers influence the main D&D story of the game once more players clear the campaign and explore its secrets.