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BG3 Illithid Powers Guide – Baldur’s Gate 3

Get more powers.

In Baldur's Gate 3, your character is infected with the mind flayer parasite that can turn you into an Illithid, and you are on a quest to find a cure for it once and for all. However, these mind flayer parasites can grant unique Illithid powers you can use to devastate opponents. If you are curious to know how to unlock these abilities or whether you should use them, here's what you need to know.

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How to get Illithid Powers in Baldur's Gate 3

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If you want to get Illithid powers, complete the Embrace your Potential quest in BG3. Upon doing so, you will receive Illithid dialogue options during conversations, and upon selecting them, you need to pass certain DC checks (e.g. Wisdom or Intimidation), but it isn't difficult.

Related: How to Save Isobel in Baldur’s Gate 3

After using Illithid dialogue options or reading other characters' minds a few times, a cutscene ensues in Act 1. In it, the dream visitor appears and presents you with the option to tap into Illithid powers, which can be achieved by collecting a new mind-flayer specimen and opening your mind to it.

What Happens if You Side with the Emperor in BG3?

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Once you acquire a mind flayer parasite specimen (either through loot or by eliminating enemies) and consume it, you will gain access to Illthid powers. The first ability you obtain from the skill tree is Illthid Persuasion; to further evolve Illithid powers, find and consume more mind flayer specimens for the second tier.

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The third-tier powers remain locked until the very end of Act 2. In Act 3, you will get the dialogue option to either side with the Mind Flayer Emperor or attack him; choosing to help him in the Astral Plane enables you to win his trust, after which he'll offer to evolve your parasite. With that, the entire Illithid power skill tree is unlocked.

If you choose to incline towards the dark path and want to gain more Illthid powers, your character appearance will change accordingly. I chose to side with the Emperor and evolved the parasite to gain more Illithid powers, and you can do the same to get some of the best abilities in BG3. However, if you don't want your appearance to change, you should avoid this.

Related: Baldur’s Gate 3 Infernal Iron – How to Give it to Dammon

Should you use Illithid Powers in BG3?

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Using Illthid powers won't affect your character or their relationships with companions. However, as mentioned, choosing to evolve the parasite in Act 3 to gain more Illthid powers affects your character's appearance. You'll become a half-illithid, with noticeable changes to your character's face and body. Enhancing the parasite might affect the story ending, and you might end up with a darker outcome in-game, but if you stand by your values and simply want to use these powers to fight evil, it should be fine.

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Your character and gameplay will not otherwise be affected upon using the Illthid powers. Since there is no morality system, you will neither be punished nor will it impact the way others think of you in-game. So, if you want to tap into the darker side, feel free to do so, just know a sour ending that's not to your liking may be in store.

To find more on Baldur's Gate 3, check out How to Reach the Adamantine Forge in Baldur’s Gate 3 on Pro Game Guides.


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Shreya Paul
Shreya's interest in gaming developed back in school, with Clash of Clans in 2006. After that, she moved on to different FPS titles on mobile, and RPGs on PC. Her favorite games include the Dark Pictures series, Disney Dreamlight Valley, Hogwarts Legacy, and Fortnite. She has previously worked as a Games Writer for Dexerto (CharlieIntel). Currently, she is working as a Contributing Writer at Pro Game Guides since January 2023.