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Baldur’s Gate 3: How To Unlock The Illithid Power Skill Tree

Here's how to unlock the Illithid Powers in Baldur's Gate 3 and use the might of the Mind Flayers.

Those who turn to the dark side in Baldur’s Gate 3 can use the Illithid Power skill tree to unlock psionic abilities that are beyond the scope of normal adventurers. To do this, you’ll need to embrace the tadpole in your head and feed it, but make sure never to fully give yourself over to the Mind Flayers, lest you become one yourself.

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Many Baldur’s Gate 3 players will be heroes because that’s just what most video game players do when given the option between good and evil. It seems no one told Larian Studios this, as Baldur’s Gate 3 lets the player become a serial killer, as well as using the abilities of the Mind Flayer tadpole in their brain to influence the minds of others. There are ways to increase these psionic powers, but you must seek them out first.

Related: Baldur’s Gate 2’s Slayer Form Makes Surprise Return In Baldur’s Gate 3

Where The Mind Flayer Parasite Specimen Location Is In Baldur’s Gate 3

Screenshot By Gamepur

To unlock the Illithid Power Skill Tree, you must find a Mind Flayer Parasite Specimen. Luckily, a Flind is carrying one in Act 1, with a group of Gnolls near a cave due east of Waukeen’s Rest and northwest of the druid grove. The exact location is marked above with the symbol titled “Sabariel.” If you plan to attempt to take the Mind Flayer Parasite Specimen, ensure you’re around levels 3-4 and are at full health as a tricky fight awaits you.

The area contains several enemies in groups; two Hyenas and a Gnoll Fang of Yeenoghu, three Gnoll Hunters near the mouth of the cave, and a Flind on its own. Once the battle starts, a conversation with the Flind will begin within the first few turns. You’ll have the chance to use the Illithid tadpole’s power in conversation, allowing you to control the Flind with a very easy DC 2 Wisdom check on the Balanced Difficulty.

If you can control the Flind, you can force it to control the other enemies and get them to attack the humans in the cave. This will not do, however, as you want the item in the Flind’s possession. You can use the round of non-aggression to pile on the extra damage. All enemies are susceptible to AoE attacks and spells, so they’re straightforward to kill. Try to incapacitate the Flind with debuffs and status effects, as it’s the hardest hitter.

Once the Flind dies, you can loot its corpse and take the Mind Flayer Parasite Specimen. Once you select it, you’ll have the chance to absorb its power in a dialogue menu. This will unlock the Illithid Powers Skill Tree in the menu and two Experience Points to spend on the menu.

Other Mind Flayer tadpoles are available in Act 1, such as the Goblin Priestess who works for the Absolute, but the Flind’s is the easiest to find. Whenever you find more tadpoles, you’ll earn more points on the Illithid Power Skill Tree.

How The Illithid Power Skill Tree Works In Baldur’s Gate 3

Screenshot By Gamepur

The rather gross Illithid Power Skill Tree shows the character’s brain with icons depicting new powers. This menu works like the skill trees in the Final Fantasy games or Skyrim, where you can unlock nodes to gain stronger abilities. You’ll initially have access to five nodes, which all connect to stronger powers, but you need to work towards unlocking them. The menu uses Experience Points, but they’re just part of the Illithid Power Skill Tree and are separate from the ones you use for leveling up.

Related: Baldur’s Gate 3: What’s The Level Cap?

There is an outer ring of powers, but they are not unlocked until later in the game. You also have to weigh the risks of using the abilities of a Mind Flayer to get what you want, as the more you walk down that path, the harder it will be to resist the final transformation into an Illithid.

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Scott Baird
Scott has been writing for Gamepur since 2023, having been a former contributor to websites like Cracked, Dorkly, Topless Robot, Screen Rant, The Gamer, and TopTenz. A graduate of Edge Hill University in the UK, Scott started as a film student before moving into journalism. Scott covers Dungeons & Dragons, Final Fantasy, Pokémon, and MTG. He can be contacted on LinkedIn.