Baldur’s Gate 3 – How To Unlock More Illithid Powers


Your character and companions can gain abilities in Baldur’s Gate 3. Some, like the Illithid Powers, emphasize the use of psychic force. Telepathy and telekinesis go hand in hand when you want to eliminate your foes. However, there are stronger variants that you can obtain. Our guide discusses how you can unlock more high-tier Illithid Powers in Baldur’s Gate 3. Likewise, please be reminded that this guide contains spoilers.

How to Unlock More High-Tier Illithid Powers in Baldur’s Gate 3

To unlock the Baldur’s Gate 3 high-tier Illithid Powers, you need to rescue the Emperor Mind Flayer. Here’s a quick summary of what this process entails:

  • Early in the game, you gain access to basic Illithid skills. You can allocate more points by acquiring Mind Flayer Parasite Specimens from a select few opponents.
  • In Act 3, your party will get ambushed in Wyrm’s Crossing. You have to battle the Githyanki attackers, enter a portal to the Astral Plane, and help the Emperor. Attacking him will simply lead to a game over, as the Absolute ends up with full control over your “reborn” character.
  • After chatting with the Emperor, he offers a chance for you to “evolve.” The decision is entirely up to you. If you agree, he’ll provide an Astral-Touched Tadpole.
  • If you link your psyche to it, you’ll turn into a Half-Illithid.
You can accept the Emperor’s offer to evolve. From Ash or Misty, you’ll become a half-Tentacool.

How to Turn Into a Half-Illithid

Based on looks, your character will have jagged veins visible on their body. But, if you open the Illithid Powers tab (i.e. press “B” on your keyboard), you’ll see that tier 3 options are now available. Moreover, tier 1 options are automatically unlocked even if you didn’t allocate points. As such, you should have enough points to spare for better powers.

The Baldur’s Gate 3 high-tier Illithid Powers can also be unlocked by tadpole-infested companions (i.e., not Halsin or Jaheira). However, you need to convince them via a dialogue check for them to agree. If you succeed, place the Astral-Touched Tadpole in their inventory and have them use it.

Companions will need to be convinced if you also want them to evolve into semi-Tentacools.
Companions will need to be convinced if you also want them to evolve into semi-Tentacools.

List of High-Tier Illithid Powers

Below, we list the Baldur’s Gate 3 High-Tier Illithid Powers:

  • Fracture Psyche (support action) – Lower the target’s armor class (AC) by 1 point; if the target dies while affected by the debuff, you can cast this spell again.
  • Illithid Expertise (passive) – You gain expertise in Persuasion, Deception, and Intimidation checks.
  • Psionic Dominance (passive) – If a spell within 18 meters targets you and it has a lower or equal level to your proficiency, you can use a reaction to completely nullify the spell.
  • Black Hole (offensive action) – Target a point in a location and pull nearby enemies, with the possibility of slowing them. Five more Black Holes can be summoned after this is initially cast in battle. Afterward, you need to do a short rest to recharge the ability.
  • Fly (support action) – This lets you fly around, and it’s also automatically unlocked. It doesn’t cost a spell slot either.
  • Mind Blast (offensive action) – Deals 6-34 psychic damage; fires a conal energy that can stun targets.
  • Mind Sanctuary (support action) – Create a field that allows those within it to take actions and bonus actions interchangeably.
  • Freecast (passive/toggled) – Removes the resource costs for spell slots and charges; refreshed after resting.
  • Absorb Intellect (support action) – Lowers a target’s Intelligence by 1 point, and heals you for 1-8 HP for five turns.
  • Displacer Beast Shape (shapeshift action) – Turn into an astral-powered cat. It’s cute, and deadly.
The main character's brain, showing some of the Illithid Powers that have been unlocked.
The main character’s brain, showing some of the Illithid Powers that have been unlocked.

As you can see, the high-tier Illithid Powers in Baldur’s Gate 3 are truly amazing. Fly ensures that you ignore obstacles, making traversal and exploration easier. Black Hole, meanwhile, is one of the best spells in the game, since it allows you to do devastating setups for AoE abilities. As for Illithid Expertise, it lets you succeed more often in dialogue. And there’s also Freecast, which is great for spellcasters, since they won’t need to worry about refreshing spell slots anymore.

In any case, these are the abilities that we’ve discovered so far. Are there others later in the game, or will there be major ramifications? We’ll update our guide in due course, so stay tuned.

Baldur’s Gate 3 is filled to the brim with activities and secrets. You’ll no doubt be part of an adventure that can take countless hours to complete. For other tips, you can visit our BG3 guides hub.

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