Mind Flayer Colony
The Mind Flayer Colony is a subterranean complex beneath Moonrise Towers where the party pursues Ketheric Thorm at the climax of Act Two. Here, players uncover the conspiracy of the Absolute, rescue captives from pods, and confront the Apostle of Myrkul to conclude the region's main conflict.
- Region
- Moonrise Towers, Shadow-Cursed Lands
- Levels
- Level 9
- Getting there
- From Moonrise Towers Rooftop, defeat the first phase of Ketheric Thorm, cross the bridge to the Hollow Tower, and jump down the chasm/flesh-lined opening (X: 715, Y: -50)
- Connects to
- Moonrise Towers, Moonrise Towers Prison, Oubliette
- Related quests
- Defeat Ketheric Thorm · Lift the Shadow Curse · Find Zevlor · The Grand Duke · The Blade of Frontiers · The Wizard of Waterdeep · Embrace Your Potential · Find Mol
- Services and people
- Mizora · Dame Aylin (Nightsong) · Chop · Us · Slack-Skinned Head · Duke Ulder Ravengard · Enver Gortash · Orin the Red
- Enemy types
- Mind Flayers · Intellect Devourers · Death Shepherds · Winged Horrors · Greater Zombies · Zombies · Reconstituted Arcanists · Necrotic Incubations
The short version
What matters
- •Rescuing Us in the Morgue grants a permanent companion summon usable through the end of the campaign.
- •Freeing Mizora with Wyll in the party and passing the DC 14 Persuasion check awards the powerful Infernal Rapier.
- •Solving the Necrotic Laboratory neural puzzle unlocks the Waking Mind, yielding the permanent Githzerai Mind Barrier buff.
Common mistakes
- •Pressing "Annihilate" on Mizora's pod console will kill her instantly, breaking Wyll's pact and permanently removing him from your party as he is dragged to Hell.
- •Pressing "Purge" on the captive pod console slaughters Zevlor and all friendly prisoners instantly, permanently terminating their Act 3 quest appearances.
- •Forgetting to interact with the Restoration Pod beside the elevator leaves your party resource-depleted before the two-phase Apostle of Myrkul battle.
- •Entering the exit portal after defeating the Apostle of Myrkul without sweeping the Necrotic Laboratory and Morgue permanently locks the entire colony.
What you can skip
- •You can safely skip reading the ambient brain jars scattered across the Necrotic Laboratory shelves, as only the green Waking Mind grants a mechanical reward.
Walkthrough
The area in the order you play it. Tick things off as you go: they tick off in the checklists below too.
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1
Enter the Colony and Free Us in the Morgue
When you leap down the hollow tower chasm from the Moonrise Towers Rooftop, you will find yourself in the subterranean Mind Flayer Colony with fast travel disabled. Head east into the Morgue to find the butcher Chop and your former prologue companion, Us, trapped inside a suspended cage. Speak with Chop and pass a DC 14 Persuasion, DC 18 Intimidation, or DC 14 Illithid Wisdom check to obtain the key peacefully, or lockpick the cage door directly.
Key fight: ChopTip: If Chop turns hostile, focus down the Intellect Devourers first to prevent psychic burst attacks from overwhelming your party.
Watch out: Us cannot be rescued later if you slaughter it or leave the Morgue without opening its cage, permanently locking you out of its Act 3 summoning ability.
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2
Breach the Tadpoling Centre and Rescue Captives
Move north into the Tadpoling Centre, where you will find two rows of pods holding Zevlor, allied captives, and cultists, alongside a standalone pod containing Mizora. Interact with the main console and choose "Open" to release Zevlor and your allies to battle the four newly emergent Mind Flayers and thralls. With Wyll in your party, interact with Mizora's pod console, choose "Unleash", and pass a DC 14 Persuasion check demanding a reward during the exit dialogue to secure the Infernal Rapier. Loot the brine pool in the corridor to fish out an extra specimen.
Key fight: Tadpoling Centre (Freeing Zevlor)Tip: Keep Wyll near Mizora's pod before hitting the console so the post-release cutscene immediately triggers with him in conversation range.
Watch out: Choosing "Annihilate" on Mizora's device kills her instantly, breaking Wyll's pact and permanently condemning him to Avernus as a Lemure.
-
3
Clear the Barracks
Advance into the Barracks in the western section of the colony, where Kressa Bonedaughter, her husband Maghtew Budj, hounds, and cultists bar your way. Eliminate Kressa and her entourage to pacify the barracks, noting that a Dark Urge protagonist will trigger unique past-life dialogue here. Search the fallen cult leaders to claim Kressa's weapon before pushing further into the colony.
Key fight: Kressa BonedaughterTip: Silence or crowd-control Kressa early to prevent her from buffing the surrounding cultists and hounds with necrotic enhancements.
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4
Solve the Brain Mapping Puzzle in the Necrotic Laboratory
Turn southeast into the Necrotic Laboratory, clearing out the Death Shepherd and its legion of winged horrors and zombies. Walk over to the flesh table on the western side of the lab to collect the Resonance Stone. Next, proceed to the far southeast ledge console and solve the neural link puzzle by connecting Reason, Emotion, Memory, and Speech across non-overlapping pathways. Step into the revealed vault room to loot the Blade of Oppressed Souls, the Circlet of Mental Anguish, and the Waking Mind brain jar.
Tip: When solving the puzzle, path the outer nodes along the absolute edges first (such as Emotion and Speech) so the center remains clear for Reason and Memory.
Watch out: Carrying the Resonance Stone confers Vulnerability to Psychic damage, so stow it inside a camp backpack if you are struggling against illithid psychic blasts.
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5
Consult the Slack-Skinned Head
Take the Waking Mind back to the Mind-Archive Interface located at the desk on the west side of the Necrotic Laboratory. Insert the green jar into the console and speak with the Slack-Skinned Head that animates. Agree to consume and purge the trapped Githzerai's memories rather than leaving it trapped, which bestows a permanent psychic ward onto the character speaking.
Tip: Ensure the specific party member who needs the defensive boost initiates the dialogue before purging the mind.
Watch out: Refusing the Githzerai's plea or destroying the brain jar forfeits the permanent buff entirely.
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6
Replenish at the Healing Pod and Descend to the Lower Level
Head to the northern side of the colony to locate the elevator platform leading down to the depths. Interact with the Restoration Pod standing beside the lift to fully restore all party spell slots, hit points, and ability charges just like a Long Rest. Step onto the platform and activate the Neural Apparatus to ride the lift down to the lower level.
Tip: Re-equip your party and adjust spell preparations right after the cutscene before heading toward the descent platform.
Watch out: Letting Gale detonate his chest blast here triggers an immediate non-standard Game Over screen and rolls the credits.
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7
Witness the Chosen Three and the Netherbrain
Approach the Flesh-Wrought Door at the bottom of the lift to trigger a story cutscene showing Enver Gortash, Orin the Red, and Ketheric Thorm controlling the Netherbrain with their three Netherstones. When the cutscene concludes, decline any party prompt for Gale to detonate his Netherese Orb unless you want an immediate premature campaign ending.
Tip: Use all lingering high-level spell slots on pre-combat summons before clicking the Restoration Pod, as using the pod restores all expended slots.
Watch out: Once you activate the descent elevator, you cannot return to the upper colony levels until the final boss encounter begins.
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8
Slay Ketheric Thorm and the Apostle of Myrkul
Disembark into the lowest sanctum, positioning a high-mobility companion or an invisible scout toward Dame Aylin's soul cage on the right platform. Release Aylin immediately to strip Ketheric's invulnerability while destroying the Mind Flayer and nearby Necromites before burning down Ketheric's health pool. When the skeletal Apostle of Myrkul erupts from the center pit, keep melee fighters rotated carefully out of its bone chill aura, sustain heavy radiant/bludgeoning burst damage, and loot Ketheric's unique relics from the husk upon victory.
Key fight: Ketheric Thorm & The Apostle of MyrkulTip: Cast Darkness or cast Bone Chill / use arrows of Ilmater on the Apostle to prevent it from healing by consuming surrounding Necromites.
Watch out: Leaving the sanctum via the exit portal locks the Mind Flayer Colony permanently, instantly locking out any unlooted items or unvisited rooms.
Choices here
What you decide here and what it leads to.
Free or ignore Us
The Morgue, upon finding Us trapped in a cage
- Persuade Chop / lockpick cage to free Us→ gain the "Summon Us" action to call Us as a permanent familiar in Act 3
- Leave or kill Us→ Us is permanently lost
Most players pick: Persuade Chop / lockpick cage to free Us
Us is only present if it survived the Nautiloid prologue.
Zevlor and captive pods
Tadpoling Centre console
- Release→ starts a battle against four Mind Flayers alongside freed captives, saves Zevlor and lets him appear as an ally in the Act 3 finale
- Purge→ instantly kills Zevlor and all allied and cultist captives in the pods with no combat
Most players pick: Release
Purging fails the "Find Zevlor" quest and permanently ends his storyline.
Mizora's pod
Tadpoling Centre pod controls
- Unleash→ frees Mizora; if Wyll is present and you pass a DC 14 Persuasion check, she grants the Infernal Rapier, keeps Wyll in the party, and sets up his contract resolution in Act 3
- Annihilate→ permanently kills Mizora, which immediately breaches Wyll's pact, dragging him to Avernus and permanently removing him from the party
Most players pick: Unleash
Wyll must be in the active party when talking to Mizora to obtain the Infernal Rapier.
The Waking Mind
Necrotic Laboratory, Slack-Skinned Head interface
- Purge or consume the mind→ grants the speaking character the permanent passive buff "Githzerai Mind Barrier" (Advantage on Intelligence saving throws)
- Refuse / leave→ grants no buff and leaves the brain inactive
Most players pick: Purge or consume the mind
Requires retrieving the Waking Mind jar by completing the neural puzzle first.
Gale's Netherese Orb sacrifice
Observation Deck cutscene, overlooking the Chosen and the Elder Brain
- Allow Gale to detonate→ triggers a premature game over ending, killing the party and the Absolute's Chosen while turning all infected into Mind Flayers
- Convince Gale to stand down→ the game continues normally into the Act 2 finale and Act 3
Most players pick: Convince Gale to stand down
Detonating ends your campaign immediately with rolling credits.
Ketheric Thorm confrontation
Inner Sanctum, initiating dialogue with Ketheric
- Persuade Ketheric to surrender (DC 18 Persuasion, requires prior Rooftop persuasion/lore)→ Ketheric throws himself into the pit, entirely skipping Phase 1 of his boss fight to summon the Apostle of Myrkul directly
- Refuse or fail checks→ fight Ketheric Thorm and his adds in Phase 1 before transitioning into the Apostle of Myrkul
Most players pick: Persuade Ketheric to surrender
Checklists
Don't miss 0/9
Achievements here
Items
0/3
Secrets
0/1
Key fights
Enemies: Chop, alongside several Intellect Devourers
Threats: Chop uses Brute and Extra Attack for heavy slashing melee damage, while Intellect Devourers threaten to swarm and deal psychic ranged damage
Weaknesses and resistances: Chop has no damage resistances, whereas Intellect Devourers resist physical damage (bludgeoning, piercing, slashing from non-magical attacks)
Tactics: Funnel Chop through the narrow entrance and morgue tables, immobilize him with control spells (Hold Person, Command), and eliminate the fragile Devourers using radiant or area fire spells (Fireball, Spirit Guardians)
Rewards: Morgue Cage Key (frees the Intellect Devourer "Us", granting the Summon Us item), Cleaver, and minor camp supplies
Enemies: Four newly transformed Mind Flayers supported by roving Intellect Devourers (allied humanoids such as Zevlor, Gauntlet Yeva, and Manip Shuurga assist the party upon release)
Threats: Mind Flayers use Mind Blast (AoE psychic damage with Stun) and can instant-kill stunned allies using Extract Brain
Weaknesses and resistances: Mind Flayers possess high mental saving throws and magic resistance, but low physical defense (15 AC) and vulnerability to being silenced
Tactics: Place your party near the central console platform before releasing the pods, immediately silence or cast Hunger of Hadar/Darkness over the Mind Flayers to stop Mind Blast, and focus down the Mind Flayers with ranged bursting before they can reach the newly freed allies
Rewards: Zevlor's survival (secures Zevlor and the Hellriders as an Act 3 Summon in "Gather Your Allies"), Mind Flayer loot, and Mind Flayer Parasite Specimen
Enemies: Kressa Bonedaughter, her husband Maghtew Budj, and two Skull Lashers
Threats: Kressa casts Grave Magic and necrotic spells, Maghtew provides tough melee attacks with Tenacity, and Skull Lashers inflict bleeding and bludgeoning damage while buffed by Kressa
Weaknesses and resistances: They lack elemental resistances and have low Dexterity saving throws
Tactics: Position the party at the doorway or choke point entering the Barracks, drop surface control spells (Sleet Storm, Wall of Fire, or Spike Growth) to delay the Lashers, and focus fire on Kressa first to strip her spellcasting
Rewards: Kressa's weapon (Myrkulite Scourge), assorted alchemical components, laboratory keys, and various lore documents
Enemies: Phase 1: Ketheric Thorm, a Mind Flayer, Necromites, and Intellect Devourers (with Dame Aylin chained unless already killed); Phase 2: The Apostle of Myrkul with respawning Necromites (and Isobel if captured earlier)
Threats: Ketheric is immune to all damage via Soul Cage while Dame Aylin is bound, using Smite spells; the Apostle of Myrkul cannot move but emits Myrkul's Presence (Bone Chill aura preventing all healing within melee range), casts Finger of Death, sweeps with Scythe of Myrkul, and uses Consume the Faithful on Necromites to heal and empower itself
Weaknesses and resistances: The Apostle has high AC (18), immunity to blind/sleep/charm, but is vulnerable to radiant damage and easily blinded by magical darkness (Hunger of Hadar, Fog Cloud, Darkness)
Tactics: Send a high-mobility or invisible character to the high platform on the right to use the Help action on Dame Aylin on turn 1 to break Ketheric's invulnerability; keep ranged attackers and spellcasters on the high periphery to bypass the Bone Chill aura, eliminate Necromite eggs/spawns using AoE spells (Spirit Guardians, Fireball) before the Apostle consumes them, and exploit the Apostle's inabilit
Rewards: Netherstone (Testament of Myrkul), Ketheric's Warhammer, Reaper's Embrace (heavy armor), and Ketheric's Shield
Enemies
The Chosen of Myrkul who commands the Absolute's forces before transforming into the divine avatar.
A skeletal avatar summoned upon Ketheric's defeat that cannot move from the central pit and feeds on nearby Necrites.
The afflicted bugbear butcher tending to corpses in the Morgue.
A cultist necromancer stationed with skeletal guards in the Barracks area.
Tips
- Fast travel and camp visits are blocked within the Colony, but you can interact with the blue Restoration pod near the elevator to fully replenish hit points, spell slots, and resources like a Long Rest before the final boss.
Not listed for this area: shops and people.
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