Throughout BG3, you will find Mind-Flayer parasites you can consume. By doing that, you will get your hands on Illithid Powers in Baldur’s Gate 3 and after that when the story progresses at two points. You will also get some extra stuff that takes these powers further.
So an important thing to note here is that you can also not take the Illithid Powers at all. You can even refuse them at every step of the way. However, the options to use these Illithid Powers in BG3 are limited. You can use them once you reach certain points.
How do Illithid Powers work in Baldur’s Gate 3?
When it comes to using Illithid Powers, it’s pretty straightforward. Throughout the first Act of BG3, you will get Illithid options during the game’s many cutscenes.
You will notice these mostly during conversations, and these will make use of your parasite’s telepathic abilities. Use these as often as possible to access the Illithid powers. Doing so, you will get access to the powers a little bit earlier.
You will eventually gain access to consume the extra parasites along the way. You will get the Gift from the Absolute, regardless of whether you use the Illithid powers.
How to unlock and use Illithid Powers in BG3
To unlock the Illithid Powers in Baldur’s Gate 3, the moment will come at the urging of BG3 The Guardian. When we make them as part of the character creation, it will essentially push you into using them more.
The obvious setup is that being filled to the brim with Mind Flayer parasites are not the best idea. This is because your brain may turn you into the Mind Flayer itself.
Moreover, you will also have to use Illithid Wisdom twice in your conversation with other NPC characters. All you need to do is consume Illithid Tadpole, which will turn you into an Illithid.
Tips to unlock Illithid Powers and Parasite Points
To unlock the last outer ring of our Tadpole Powers, you must advance the story quite a ways. This will happen when you reach the last act of BG3. So before this happens, you must meet your guardian and discover what they are. Doing so, they can give you an Astral Tadpole item.
This Astral-Touched Tadpole will make us a half Illithid or potentially a party member. This is what unlocks the last ring of Illithid abilities. The initial batch of the Illithid powers in Baldur’s Gate 3 will be the inner rings. That will make up 15 distinct Illithid Powers. These are not specific to your class and will be the first round with these powers.
Getting your companions to use these Illithid Powers in BG3 is also possible. However, it can be a little bit trickier and vary by companion. So some of the origin characters will be fine with using them right away, such as Gale or Astarion. But you will get this hesitating screen if that party member has not decided to use them.
It is possible to convince these party members to do so. But it involves passing a difficult persuasion check if they resist using Illithid Powers.
All Illithid Powers in Baldur’s Gate 3
We will be going into detail about all the Illithid Powers in BG3 that you can unlock at Tier 1 and 2—similarly, undergoing different missions during your campaigns in Baldur’s Gate 3. If you are looking to find Illithid Parasites to unlock these powers, you should check our guide on that.
Tier 1 (Illithid Powers)
| Powers | Action/ Feature | Effects |
| Fracture Psyche | Support | For this ability to work, you must first target a point at any nearby location. This way, you can pull all the enemies in that radius toward it. In doing so, these enemies will slow down. What’s great about this ability is that after it is cast, you can summon at least five more black holes. However, you will need to recharge it as well. |
| Illithid Expertise | Passive | This Illithid ability helps in reducing resource costs for your spell slots. This also goes for the charges, as these and the slots get refreshed once you rest your character. |
| Psionic Dominance | Passive | For this ability to work, you must first target a point at any nearby location. This way, you can pull all the enemies in that radius toward it. In doing so, these enemies will slow down. What’s great about this ability is that after it is cast, you can summon at least five more black holes. However, you will need to recharge it as well. |
| Black Hole | Offensive | You can invade an enemy’s mind and disrupt its defense. So, you can decrease your target’s Armor Class by -1 point. |
| Fly | Support | You can place a field around yourself at a certain radius, allowing your party members to act. This will also trigger bonus actions interchangeably as well. |
| Mind Blast | Offensive | You will be able to deal significant psychic damage. This way, you can fire Conal energy on your enemies, and once the target gets hit, it will trigger a stunning effect. |
| Mind Sanctuary | Support | This Illithid ability helps in reducing resource costs for your spell slots. This also goes for the charges, as these and the slots get refreshed once you rest your character. |
| Freecast | Passive | This Illithid ability provides an ariel ability and allows you to fly around. This ability can be automatically unlocked, and the best thing about it is that it doesn’t cost a spell slot, either. |
| Absorb Intellect | Support | You can place a field around yourself at a specific radius, allowing your party members to act. This will also trigger bonus actions interchangeably as well. |
| Displacer Beast Shape | Shapeshift | This ability will allow you to shapeshift and turn you into an ancestral-powered cat which is deadly towards your enemy. |
Tier 2 (Illithid Powers)
| Powers | Action/ Feature | Effects |
| Ability Drain | Passive | After you do an attack roll, your opponent’s ability will decrease by (-1). |
| Luck of the Far Realms | Passive | Your attack roll will allow you to land a lucky critical hit on your enemy. |
| Charm | Passive | This ability will allow you to exert more damage on enemies in the form of psychic damage exactly after they get hit by the fall damage in BG3. |
| Displace | Passive | This ability will allow you to overpower an enemy. Moreover, it will also grant you healing abilities during the attack. The best part about this is that the enemy you hit with this ability can then be inflicted with all types of damage. |
| Repulsor | Offensive | You can conjure a shield to provide temporary HP. So even if your shield breaks it will end up stunning all nearby enemies. |
| Cull the Weak | Passive or Toggled | Equipping this offensive ability will allow you to deal 2d6 force damage and push your enemies back by a certain distance of 6m. |
| Psionic Backlash | Passive | After an enemy with a (9m) radius casts a spell at you, you can use your reaction to inflict back 1d4 psychic damage on each spell. |
| Shield of Thralls | Support | This ability works in two ways as it inflicts enemies with psychic damage. Moreover, when you do an attack roll, the enemies that are struck by your ability beforehand also tend to miss attacking you. |
| Perilous Stakes | Support | You can conjure a shield to provide temporary HP. So even if your shield breaks, it will end up stunning all nearby enemies. |
| Stage Fright | Support | This ability works in two ways as it inflicts enemies with psychic damage. Moreover, when you do an attack roll, the enemies that are struck by your ability beforehand tend to miss attacking you. |
So before unlocking these Illithid Powers, you need to know that some of these powers are also linked with certain prerequisites. You must unlock them beforehand to access the other Illithid powers at Higher Tiers in BG3. These include:
| Illithid Powers | Pre-requisites |
| Favorable Beginnings | None |
| Force Tunnel | None |
| Concentrated Blast | None |
| Psionic Overload | None |
| Transfuse Health | None |
| Charm | Favorable Beginnings |
| Luck of the Far Realms | Favorable Beginnings |
| Perilous Stakes | Transfuse Health |
| Shield of Thralls | Transfuse Health |
| Displace | Force Tunnel |
| Cull of the Weak | Concentrated Blast |
| Psionic Backlash | Concentrated Blast |
| Ability Drain | Psionic Overload |
| Stage Fright | Psionic Overload |
| Psionic Dominance | Charm Astral-Touched Tadpole |
| Absorb Intellect | Perilous StakesAstral-Touched Tadpole |
| Mind Sanctuary | Psionic BacklashAstral-Touched Tadpole |
| Fracture Psyche | Ability Drain Astral-Touched Tadpole |
| Black Hole | DisplaceAstral-Touched Tadpole |
| Mind Blast | Cull of the WeakAstral-Touched Tadpole |
| Illithid Expertise | Luck of the Far RealmsAstral-Touched Tadpole |
| Repulsor | Force Tunnel |
| Freecast | Shield of ThrallsAstral- Touched Tadpole |
| Displacer Beast Shape | Stage FrightAstral-Touched Tadpole |
| Fly | RepulsorAstral-Touched Tadpole |
How to upgrade Illithid powers
Upgrading Illithid powers requires you to ingest a large number of Parasitic Tadpoles. You will discover them along your campaigns as you use your Illithid wisdom on enemies. The locations of these parasitic tadpoles will vary across different areas. You can even find them in the skulls of the infected dead bodies.
In short, you must complete a skill tree comprising the 25 Mind Flayer Abilities. These will then divide into five paths, and the path you choose to invest in the skill abilities will also change the outcome of your storyline as you progress.
You can upgrade Illithid Powers in BG3 by two methods:
- By acquiring the Mind Flayer Parasite specimens. You can invest more Illithid points in those newer skills and abilities in BG3.
- By helping the Emperor and turning yourself into a Half-Illithid as well. However, to complete this in Act 3, you must select the option to aid the Emperor instead of going against him on the Astral Plane. This way, you can also turn into an Illithid yourself.
How to Become a True Soul in BG3
To become a True Soul in BG3, you must use Illithid Wisdom at least seven times during the game. This means you must also gather enough supplies to do seven long rests. So after finishing the Goblin fight outside Druid Grove, you need to head in the northwestern direction. Here, you will meet with two NPC characters.
These will be Brenna and Hendrick, and upon meeting them, one of them will mention you not to get closer. So you can solicit their wisdom to comfort them and hear their story.
Then you can continue to the Blighted village and use solicit wisdom on the goblin guards. Then rest up to recharge this ability; however, there will be no dream this time.
Next, head to the goblin camp and use solicit wisdom to command them to release the gnome. Then another dream will trigger once you rest. This time the mysterious entity will say you will have everything you desire. This can only happen if you let her in. So don’t allow her; by doing so, she will take control of your mind.
This path will then take you to the goblin camp. This will be the fastest way for you to become a True Soul in Baldur’s Gate 3. After that, you will see a final dream. This time the mysterious lady will be furious, and it will become apparent that she is not the Illithid Tadpole.
So during your conversation with her, if you chose option 2, she would say that an animal part of you which can only be the Illithid Tadpole is thrashing about.
Then a narrative sequence will play. It will appear that the tadpole inside you harbors extreme hatred towards this female entity. So then you can select the first option to resist both her and the urge. This will leave you feeling disappointed the entity will go in displeasure.
Moreover, if you admit a desire inside you to harm her, it will give you the best possible outcome in Baldur’s Gate 3. If you ask her how to stop the pain, she will ask you to relax and say she needs to go deeper.
Then select the second option, which will give you superhuman crawling speed, and you will get on top of her and try to strangle her in BG3. She will provide you with an ominous warning, and the dream will end. So then you need to meet with the goblins at the camp and use Illithid Wisdom three more times on the goblin near the ancient rune circle in the goblin camp.
The other goblin will guard the shattered sanctum main door, and after that, the goblin with the fancy armor will be your last victim before you become a True Soul in BG3.
Remember that this will also be a point of no return. So the next time you use this power, it will not be Illithid wisdom but a true soul, and there will also be no more dice roll. However, wielding the True Soul power will come with consequences in BG3.
Consequences of using Illithid Powers in Baldur’s Gate 3?
As Baldur’s Gate 3 is reminiscent of the Dungeons and Dragons game, one thing is certain. That being that, the Illithid Powers will make you more powerful but, in return, will corrupt you internally as well.
Starting from Act 1, you will have party members trying to remove these parasitic tadpoles as this will corrupt them and somewhat turn them into a version of the Mind Flayer’s servants.
Moreover, there will also be occasions when you will get a notification of consuming too much of these Illithid Powers in BG3. Doing so will bring you closer to the dark side and even turn you into the Mind Flayer.
You can do so at the end of the game if you ingest the supreme tadpole into a complete Mind Flayer with free will, precisely like the guardian helping you in BG3. This will come with its drawback and consequences, but on the lighter side, you will gain access to a more robust version of Illithid powers.
In terms of role-playing, Mind Flayers are shunned for a reason, and people do not like them. So you will be living in hiding or seclusion for the rest of your character’s life in BG3, which makes this one of the several significant factors for the ending, but there are always other options for you to explore.
