Confront the Elder Brain

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The Elder Brain is the ultimate opponent, and the one way to escape the tadpoles.

Confront the Elder Brain is a quest in Act Three of Baldur's Gate 3.

Objectives[edit | edit source]

Follow the Chosen to Baldur's Gate.
  • We can thwart the Chosen of the Dead Three by taking control of the elder brain - but will we use that control to liberate or to conquer?
  • Whatever the answer, it lies in Baldur's Gate.
Obtain the three Netherstones.
  • We have finally arrived in Baldur's Gate. To face the elder brain, we must obtain the Netherstones from the three Chosen. We already have Ketheric's Netherstone.
  • We have obtained Orin's Netherstone.
  • We have obtained Gortash's Netherstone.
Meet Gortash at the Morphic Pool.
  • We made a deal with Gortash. He is waiting for us under the city at the Morphic Pool, where the elder brain feeds.
Face the elder brain.
  • The elder brain killed Gortash and we took his Netherstone.
  • With all three Netherstones in our possession, it is time to go to the Morphic Pool and face the elder brain. We should head to the sewers.
  • The time has come to face the elder brain.
Talk to the Emperor.
  • We tried to dominate the elder brain, but it has become too powerful to submit to orders. The Emperor might know what went wrong.
Get a mind flayer on your side.
  • We drove the Emperor away - it has joined sides with what we now know to be a Netherbrain.
  • We struck a deal with Raphael. He will give us the Orphic Hammer to free Orpheus - our last chance to defeat the Netherbrain - and, in exchange, we will give him the Crown of Karsus when we triumph.
  • We have freed Orpheus from the globe of domination.
  • We learned that only a mind flayer will be capable of wielding the stones to dominate what we now know to be a Netherbrain.
Face the Netherbrain again.
  • We have become illithid. We should now be able to dominate the Netherbrain.
  • Orpheus has become a mind flayer. We should now be able to dominate the Netherbrain.
  • Karlach has become a mind flayer. We should now be able to dominate the Netherbrain.
  • We gave the Netherstones to the Emperor. We should now be able to dominate the Netherbrain.
  • The Emperor gave us a Supreme Tadpole, which will transform whomever consumes it into a mind flayer. If we are to defeat the Netherbrain, we must have a mind flayer on our side.
Get to the Netherbrain.
  • The Netherbrain has made its way to the High Hall. We are going to have to fight or sneak our way through to reach it.
  • We reached the brain stem. It's time to climb up and end this once and for all.
  • We made the ultimate sacrifice and became illithid. We should now be able to control the Crown once we reach the Netherbrain.
  • Karlach made the ultimate sacrifice and became a mind flayer. We should now be able to control the Crown once we reach the Netherbrain.
  • The Netherbrain has made its way to the High Hall. We are going to have to fight or sneak our way through to reach it.
Reach the Crown of Karsus.
  • The Crown sits atop the Netherbrain, sending out an intense, pulsing aura. It's now or never: we must take control of the Crown of Karsus.
  • Karlach made the ultimate sacrifice and became a mind flayer. We need to help her so she can cast Karsus' Compulsion on the Crown.
  • We made the ultimate sacrifice and became illithid. We need to cast Karsus' Compulsion on the Crown.
Enter the portal to the Netherbrain's psyche.
  • We successfully cast Karsus' Compulsion and can now enter what looks to be the Netherbrain's psyche manifested as a plane of existence.
Bring the Netherbrain to heel.
  • We're in the mind of the Netherbrain, where its unbreakable will is manifested in physical form. If we can break it, we can bring the Netherbrain to heel.
Quest Complete
  • We conquered our parasites, defeated the Netherbrain, and took control of our own destinies. We did it. We won. We won!

Walkthrough[edit | edit source]

Confronting the Elder Brain[edit | edit source]

Confront the Elder Brain is acquired at the end of Act Two, after the Chosen Three are revealed to be controlling the Elder Brain as part of their plot to take over Baldur's Gate. However, the quest cannot be meaningfully progressed until Get Gortash's Netherstone and Get Orin's Netherstone have successfully been completed. Orin must be defeated and Gortash must either be defeated or his bargain accepted as part of Consider Gortash's Bargain. Defeating both Orin and Gortash causes a vision of the Elder Brain in the Morphic Pool beneath the city. If Gortash is allied with, then he reveals the Elder Brain's location and tells the party to use the boat under the city to meet him there.

The Morphic Pool Dock is north of the Temple of Bhaal waypoint. Approaching the dock before obtaining all three Netherstones results in a swarm of cranium rats attacking.

Important: Boarding the boat to the Morphic Pool is a point of no return and the start of the endgame. After this, it is not possible to long rest or visit camp. Plan accordingly and choose the desired companions for the final battles.

The Morphic Pool[edit | edit source]

Map of the Morphic Pool

Arriving at the Morphic Pool, the party must make several Constitution checks to not be mindbroken by the Elder Brain. It speaks to the party, demanding obedience. As the party moves further north, a Perception check reveals an ambush oncoming which can be avoided by sneaking through the whole area. The party is attacked by several Intellect Devourers and Intellect Glutton. The Emperor remarks that something is corrupting the creatures.

Once the Morphic Pool's waters are reached, the party takes control of the Netherstones to confront the Elder Brain, which has become a Netherbrain, in a number of difficult checks:

  • [STRENGTH] Muster the full might of your physical form - throw it into breaking through the brain's defences. (DC 20)
  • [INTELLIGENCE] Your mind is yours to command - block out all possibility of failure and compel the brain to submit. (DC 20)
  • [CONSTITUTION] You have survived this far - trust yourself. Dominate the brain. (DC 20)

The brain continues to taunt the party. She says the Chosen Three controlled her only for as long as she allowed them to.

  • [DEXTERITY] The Crown is an unmissable target - set it in your sights, and trust that you will strike true. (DC 25)
  • [WISDOM] A first attempt is just that - iteration is key. Aim for the Crown and try again. (DC 25)
  • [CHARISMA] Nothing is immune to influence - determine to master the brain. (DC 25)
  • Bow before the glory of the Netherbrain. Submit to domination.

The Netherbrain tells the party she was the one who informed the Chosen of the Astral Prism and planted fear of what Orpheus could do to their plan. She was the one who let the Emperor slip its leash so that it could retrieve the prism and loosen the Netherstones from the Chosen Ones' grasps.

  • [STRENGTH] You are strong. You are mighty. You will dominate the brain. (DC 30)
  • [CONSTITUTION] Your resilience will not be shaken - cast the spell again. (DC 30)
  • [INTELLIGENCE] It may not be easy, but it was always supposed to be possible - do it again. (DC 30)
  • Bow before the glory of the Netherbrain. Submit to domination.

One final, near impossible check remains. While a critical success will weaken the Netherbrain for the final fight, in the short term the result is inconsequential, as the Netherbrain is too powerful.

  • Give up. Allow the brain to dominate you.

Regardless of what the party does, the brain is simply too powerful, and the party is knocked unconscious. The Emperor steps in to save them by bringing everyone inside the Astral Prism.

The Astral Prism[edit | edit source]

The party awakens in the Astral Prism having benefited from a Long Rest and losing all Elixirs and "Until Long Rest" duration buffs they may have had.

The Emperor states that only an illithid can hope to take down the Netherbrain in its current form and that the illithid must consume the power of Prince Orpheus in order to succeed. As an illithid, the Emperor says he can do this, and asks the Netherstones be relinquished to him.

If the party rejects the Emperor's proposition, he states that he has no other choice but to reassimilate with the Netherbrain, and leaves the party in the Astral Realm. This can be done by selecting "I don't believe a word you just said" followed by "I will never trust you", or by asserting the intent to free Orpheus if the party possesses the Orphic Hammer. Afterwards, if the party has the Orphic Hammer, they can equip it and attack the crystals binding Orpheus.

There is also the possibility of the party not retrieving the Orphic Hammer and spurning the Emperor. In this case, Raphael appears within the Astral Prism. He has front row seats to the final hour, and now he's come with the sole salvation of Faerun. There are no more deals: only master and vassal. Sign a contract for the Orphic Hammer in exchange for the Crown of Karsus, or the world ends. Failing to uphold the bargain means the party's souls are forfeit. Refusing to sign turns the party into mind flayers who assimilate into the Netherbrain, causing a game over. The party is forced to Fulfill the Deal.

If the party made a deal with Raphael and forgot to bring the Orphic Hammer, the cambion will appear to deliver to them the hammer they negligently misplaced. If Raphael is dead and the hammer forgotten, the party transforms into mind flayers.

Once Orpheus is freed, he confronts the party on their choices, saying the party should have let his honor guard kill them so they could have avoided this whole situation. He also confronts the party if they stole the Githyanki egg in Steal a Githyanki Egg. However, he agrees to stand down and works with the party. He states that the Emperor was correct and an illithid is necessary to take down the Netherbrain. Either a party member can make the sacrifice, or Orpheus will if everyone refuses.

Otherwise, the party can choose to work with the Emperor. The Emperor can be given the Netherstones and he assimilates Orpheus by devouring his brain. Another possibility is for Karlach to volunteer to become an illithid, as she is dying from her infernal engine anyway. The player character can also volunteer to become illithid. Whoever becomes illithid can wield the stones.

Regardless of who is allied with, Orpheus/the Emperor joins the party as a temporary companion and opens up a portal to the High Hall. The final battle to defeat the brain has begun.

The High Hall[edit | edit source]

The Invasion
The ruins
Map of the High Hall
Map of the Upper City Sewers

The party returns to Baldur's Gate to find it in shambles. The entire city is a battle between the Nautiloids and an army of Red Dragons. Moving forward, the party finds a building where all of their allies are gathered, along with a Flaming Fist named Beorn Wunterbrood. If The Emperor was given the Netherstones, an enraged Kith'rak Voss will confront the party, who may roll either a Persuasion or Deception (both DC30) check to prevent his attack.

Otherwise, the individuals that appear are based on who was successfully recruited as part of Gather Your Allies. These allies grant a new action - Call Forth Allies - that can summon various allies to the field or utilize powerful AoE attacks.

Before entering the courtyard, the party can potentially encounter a few mindflayers if they move eastward. There is also a restoration pod right near the gate to the courtyard. (not if played on tactician) Entering the courtyard leads to an all-out assault of Absolutist cultists, goblins, an Ogre, a Spectator, and several Mind Flayers. Note, it is possible to bypass this battle by avoiding entering through the main entrance, and approaching the High Hall from the northern or southern routes with stealth and invisibility.

Additionally there is a hidden route through Upper City Sewers which also lead to High Hall proper. This route features few goblins, a mindflayer, Absolute cultist, necromites and a Death Knight named Stalker Svignee.

Once the courtyard battle is completed, the party enters the High Hall proper. A Nautiloid attacks, and there is a turn limit to get deeper into the Hall. The party faces several Banite cultists and Intellect Devourers. The stairs are partially broken; a statue can be destroyed or pushed (with a Strength check) to provide a foothold. Past the enemies is a door to the stem of the Netherbrain. Approaching the stem with any character causes an automatic cutscene that ends the turn limit and the fight, and teleports the entire party to this location. From there, the party can use a restoration pod (not on tactician difficulty) and then climb the stem, to get to the top of the Netherbrain.

Possible Gale Decision[edit | edit source]

"Though our time together will be exceptionally brief. Farewell, and happy landing."

If Gale is in the party, interacting with the Brain Stem may trigger a short conversation between him and his controlling player-character. Multiple potential outcomes are allowed from this conversation, depending on the players' actions prior to crossing the "point of no return."

If the player allows Gale to ascend the Brain Stem, alone then all of the fights described in the rest of this article are completely avoided.

Other outcomes from this conversation are possible, but multiple of these naturally result in Gale continuing with the other party members into the remaining fights of the game.

Atop the Netherbrain[edit | edit source]

If Orpheus was sided with rather than the Emperor, the Emperor appears on top of the Netherbrain to stop the party. The Emperor conjures up several Dream Guardians wto fight alongside him, stating he knows the party's every weakness. He is joined by four Illithid Arcanists and a Dominated Red Dragon.

If the Emperor was sided with instead of Orpheus, the Netherbrain itself spawns several powerful thralls to join the Dominated Red Dragon and Illithid Arcanists. The specific thrall enemies summoned by the Netherbrain depend on the classes of the current party members.[1]

The physical structures of the "Atop the Netherbrain" map area allow for multiple "safe" paths across the brain matter, including two visible paths along the "ridges" of the Crown to the east and west. Staying on these paths will prevent additional Tentacle entities from appearing and attacking the party.

From the start of this fight, a counter is issued for 4 turns, after which a Nautiloid ship will arrive and begin using the same "targeting" abilities as seen during the players' ascent in the High Hall.[2]

The illithid party member that is "holding" the Netherstones needs to travel close enough to the Crown of Karsus, and then perform Karsus' Compulsion for several turns. The party member can be attacked, possibly interrupted, and even killed while attempting to cast this spell. If a character casting Karsus' Compulsion is killed, no other party members will be allowed to cast the spell in their place, but once the character is resurrected they will be allowed to try casting Karsus' Compulsion again, at their next available opportunity.[3]

Successfully casting Karsus' Compulsion opens up a portal to the "Mind of the Netherbrain" area, where a physical manifestation of the brain can be attacked. Killing the brain before the turn limit allows the brain to be defeated, once and for all.

Mind of the Netherbrain[edit | edit source]

This area contains a number of loosely connected floating platforms that are breakable. Periodically, a small group of platforms will be marked for destruction, and their outlines will turn pink. Once a platform is destroyed, any entities that were on the surface are instantly killed and cannot be resurrected during the fight. (Death in this manner does not, however, cause the character to have a different "ending" upon winning the fight, if applicable.)

When at least one character successfully passes through the portal, the initiative order will introduce an entity representing the Netherbrain into the turn order.[4]

To reach "The Mind of The Netherbrain" after this trigger occurs, each individual character and summoned creature under the players' control must directly interact with the portal to be brought through, or else they will remain in the "Atop the Netherbrain" area.

Upon successfully interacting with the portal, the character will appear somewhere inside "The Mind of the Netherbrain", on one of the aforementioned breakable platforms (out of the rough "half-ring" grouping of platforms that is farthest away from the Netherbrain). Once all party members are either inside the "Mind of the Netherbrain" area, or have died while still in the "Atop the Netherbrain" area, the turn order will truncate down to include just the entities present inside the "Mind of the Netherbrain."

The Unbreakable Will of the Netherbrain[edit | edit source]

When the Netherbrain is added into the turn order, a new counter will appear, overwriting the state of the prior timer. If the players do not successfully kill the Netherbrain entity within the allotted turns, a Game Over screen will occur.

If the final DC 99 check to "DOMINATE THE BRAIN" was passed with a critical success, the Netherbrain will start with the Against All Odds debuff, lowering it's HP by 20%.

At the start of each of the Netherbrains' turns, it may attempt to cast a spell called Orb of Negation which summons an entity of that name with an aura condition attached to it, and adds the orb entity into the turn order. When the turn of an orb entity arrives, any platforms or characters afflicted with the orbs' condition will die (or in the case of the Platforms, be destroyed).

The first time within each round that the Netherbrain takes damage from another character, it may attempt to cast an ability called Retributive Brainquake, which deals 10-60 damage (minimum of 5 damage if an unspecified save is passed) to all characters who are within 30m of the Netherbrain.

When the Netherbrain reaches 0 hit points -- Congratulations - the Netherbrain has now been defeated, and a Conversation will trigger allowing the player to make their final choices and play through the closing interactions of the game.

Final Choice[edit | edit source]

After the Netherbrain has been defeated, the choice must be made to either Control the Elder Brain or Destroy the Elder Brain. Regardless of the choice, this is the end of the game.

Allies in the Final Fight[edit | edit source]

for a detailed walkthrough on how to gain a specific ally, see the quest Gather Your Allies
Ally Powers
Ally Power Benefit
Arabella Weavewalker One must remove all obstacles to follow one's destiny - Arabella's favour grants affected entities benefits of Freedom of Movement Freedom of Movement.
Mol Fetcher's Favour Equipped with Mol's tricks of the trade, affected entities can cast Rays of Fire, reduce all Damage Types Fire damage by 5 and gain an additional 1d4 to Charisma Checks and Saving Throws.
Volo Volo's Guide to Monsters With steadfast application of knowledge from Volo's preeminent work, affected entities gain +2 to Attack Rolls, Saving Throws, and Ability Checks.
Halsin Spirit of the Land The reunited soul of Thaniel provides a +1 to all Ability Scores and an additional 2m movement speed to all affected entities.
Duke Ravengard Rallied Galvanising word and will of Duke Ravengard runs hot through your veins - gain 30 Temporary Hit Points.
Prince Orpheus Orphic Favour While within 18m of Prince Orpheus, the affected entity has Resistance to Damage Types Psychic damage and a +3 bonus to Intelligence, Wisdom, and Charisma Saving throws.
Strange Ox An Apple a Day Summon Zlorb - a shapeshifting monstrosity that can adopt the aspect of several monsters and beasts.
Dammon Battle-Ready Owlbear Summon your Owlbear Cub - all grown up and ready to rage - in full armour.
Yurgir Hellstalker Yurgir Summon Yurgir the orthon - a deadly combatant at range or in melee who can become Invisible immediately after attacking.
Dame Aylin Sword of the Silverlight Summon Dame Aylin, Selûne's shining paladin, to join your side in battle.
Isobel Balm of the Moonmaiden Call upon Isobel to offer a furtive prayer to Selûne, healing up to 6 nearby allies.
Valeria The Watch Summon some of the City Watch's great weapon fighters to protect their home.
Zevlor Hellrider Platoon Summon Zevlor's Hellriders to Smite foes and support frontline allies.
Nine-Fingers Guildmaster Keene's Fixers Summon two elite assassin mercenaries from the Guild's ranks.
Zhentarim Zhentarim
Jaheira Silver Harp Squadron Summon elite Harper archers to provide ranged support from your back ranks.
Ulma Gur Huntwardens Summon Gur monster hunters to hinder enemies while slipping in and out of the frontlines.
Astarion Retinue of the Vampire Lord Summon 2 Shadows, 2 Giant Skeletons, a Ghast, a Shadow Mastiff, and a Werewolf.
Wulbren or Barcus Ironhand Grenadiers Summon the Ironhand Gnomes to damage and debilitate with thrown grenades.
Counsellor Florrick Florrick's Cohort Summon Florrick's personal guard - highly defensive warriors who can hold their own in melee.
Rolan Rolan's Firestorm Damage: 20-120. Call upon Rolan, freed from the limitations of Lorroakan, to unleash a fiery barrage from the heights of Ramazith's Tower.
Lorroakan Lorroakan's Firestorm Damage: 20-120. Lorroakan uses all the arcane might of Ramazith's Tower to call down a fiery barrage.
Kith'rak Voss Kirh'raki Inferno Damage: 12-72. Command the red dragon of Supreme Kith'rak Voss to breathe a wall of fire onto the battlefield.
Mizora Mizora, Agent of Avernus Summon Wyll's pactmistress to rain down powerful infernal sorcery and possibly Disintegrate your foes.
Viconia or Dark Justiciar Shadowheart Nightbringer's Shadow Adepts Summon two Sharran Novices and two Sharran Fidelians.
Bhaal A Most Bloody Inheritance The Dread Lord Bhaal looks favourable on his chosen. You can cast Stunning Gaze Stunning Gaze and your Critical Hit Attack Roll requirement is reduced by 2. This effect can stack.
Auntie Ethel Veil of the Weird Channel Auntie Ethel's magic to render 5 creatures within range invisible.

Achievements[edit | edit source]


Make the ultimate sacrifice: become a mind flayer to defeat the Netherbrain.

A-Interfectorem Draconis.jpg

Interfectorem Draconis
Kill the red dragon in the Upper City.

A-All's Well That Ends Well.jpg

All's Well That Ends Well
Finish the game (with a heartfelt 'thank you' from Larian Studios).

Notes[edit | edit source]

  • As of Patch 1, there is a bug where Karlach's ending causes an epilogue scene with a love interest not to occur. If Karlach goes to Avernus instead of dying, it's possible that this scene overwrites the romantic scene.
  • Despite being a possible ally in Gather Your Allies, the Gondians do not appear to have a summon/ability.
  1. The ability scores of these thrall enemies seem to be affixed to the specific entity, and set up in a way that is mostly favorable for the abilities of the specific class of that enemy, such as Rage Queller, the Barbarian equivalent having a high Strength score.
  2. At time of writing, the turn counter UI element may display as having five "sections" around its circle, with one section depleted, but still otherwise functions as only allowing up to 4 turns. It's basically impossible for a regular player to confirm if this UI element behavior is a "bug", or if it had to be implemented this way for another reason.
  3. Players should be aware that, when a character is resurrected, even if they are "the" illithid party member for this fight, they will still have the usual effects of being resurrected while in-combat, and it may be multiple turns before they are capable of taking actions again.
  4. If Examined, the full name of the Netherbrain's entity is revealed to be "The Unbreakable Will of the Netherbrain", but in the Combat Log and Initiative Order this entity is still labelled as "The Netherbrain."