You’ve just survived the shadow-cursed lands, you’re finally seeing the outskirts of Baldur’s Gate, and honestly, you probably just want a drink at the nearest tavern. But then you hear it. A high-pitched, wet shriek coming from an abandoned windmill in Rivington. If you’re like me, curiosity usually wins over common sense in this game. You break in, head down the hatch, and there it is: the bg3 newborn mind flayer.
It’s a weird moment. Most of the Illithids we’ve met so far are either trying to eat our brains or are busy being tactical geniuses. This one? It’s pathetic. It’s slumped against some crates, starving, and barely able to hold its own head up. But don't let the "newborn" tag fool you into thinking this is a pet-rescue mission.
Where to Find the Rivington Windmill Mind Flayer
If you missed it, you aren't alone. Act 3 is basically a sensory overload. To find this specific encounter, head to the Abandoned Windmill in Rivington (roughly X:44, Y:-36). It’s just east of the Rivington General store. The door is locked, so you’ll need to pick it or just smash it down if your Paladin is feeling impatient.
Inside, there’s a hatch. Go down. You’ll find the newborn mind flayer there, and the Emperor will immediately pipe up in your head. His advice? Kill it. He wants you to "consume its mind" to make yourself stronger. It’s cold, sure, but the Emperor isn't exactly known for his warm-and-fuzzies.
The Big Choice: To Feed or to Kill?
This is where Larian really tests your roleplay. The creature is "newborn" in the sense that the ceremorphosis just finished. It’s hungry. It needs a fresh humanoid brain to stabilize. You basically have two real paths here, and a secret third one that usually ends in a mess.
🔗 Read more: Why Finding Every Zelda BotW Korok Seed Is Both Brilliant and Terrible
1. Helping the Monster (The "Good" Bad Choice)
If you talk to it, the mind flayer asks for food. It doesn't want an apple; it wants a corpse. Specifically, a fresh one.
- How to do it: You can actually find bodies nearby. There’s a well in the center of Rivington filled with dead refugees (a grim detail, even for this game). You can pick one up, put it in your inventory, and drop it in front of the mind flayer.
- The Reward: It eats, regains its strength, and gives you a Ring of Truthfulness (which gives Advantage on Insight checks). It also psychically grants you one Illithid Knowledge point (a tadpole).
- The Catch: It leaves. If you go to the Lower City later, you might find that this "grateful" friend has been busy. Specifically, it ends up in a house west of the Elfsong Tavern, where it murders an entire family.
2. Putting it Out of Its Misery
This is the "optimal" path for most players, even the "good" ones. The newborn is weak—it only has about 30-40 HP depending on your difficulty setting. It’s an easy fight.
- The Reward: You loot the Ring of Truthfulness and the Mind Flayer Brain directly from its corpse.
- The Benefit: Eating the brain gives you that same +1 Illithid Power point. You get the same mechanical rewards as feeding it, but without the civilian body count later in the city.
3. The "Feed Then Kill" Strat
You can actually have your cake and eat it too, sort of. You can feed the creature the corpse to get the quest XP, then immediately enter turn-based mode and kill it before it leaves. You still get the ring, but be warned: if it "consumes" the corpse's brain, its own brain might be "spent" or unusable for a tadpole point depending on your game version/patch. Most players find it’s just not worth the extra steps.
What Most People Get Wrong About the Newborn
There's a common misconception that this mind flayer could be "another Omeluum." You know, a peaceful scholar who just wants to hang out and study mushrooms?
Wrong. Unlike Omeluum, who broke free from the Elder Brain’s hive mind through sheer will (and some arcane help), this newborn is still very much tethered to the Absolute. It’s a thrall. By "saving" it, you aren't liberating a soul; you’re just fueling a soldier for the enemy. The Emperor is actually right on this one—it's a liability.
Also, don't try to feed it "stored" brains. I tried bringing it one of those green jars (the "Mind" jars) from the Nautiloid. It doesn't work. It wants fresh meat. It's picky for a guy dying of hunger in a basement.
🔗 Read more: Why the Path of the Beast Barbarian is D\&D’s Best Subclass for Chaotic Players
Is the Ring of Truthfulness Worth It?
Honestly? Yes. Advantage on Insight checks is huge in Act 3. You’re going to be talking to Gortash, Orin, and a dozen shifty NPCs in the city. Knowing when someone is lying to your face is worth the 5 minutes it takes to clear out that windmill.
If you're doing a "No Tadpole" run, you should still kill it. The ring is a standard item, and you can just let the brain rot in your camp chest.
Actionable Insights for Your Playthrough
If you're standing in that basement right now, here is exactly what you should do based on your goals:
- For Max XP/Rewards: Kill it immediately. You get the XP for the kill, the ring, and the tadpole point. It’s fast and clean.
- For the "Evil" Roleplay: Feed it. Let it loose. Go find the carnage it leaves behind in the Lower City later. It adds a nice layer of "the world is worse because of me" to your story.
- For the Loot: If you’re a rogue, you can actually pickpocket the ring before you even talk to it.
- Avoid the "Well" Trap: If you decide to fetch a body from the Rivington well, be careful. If the guards see you carrying a dead refugee, they will agro. Use Greater Invisibility or just be very, very fast.
There’s no "secret" ending where this mind flayer joins your camp or helps you in the final battle. It’s a small, self-contained story about the cost of sympathy in a world where your brain is literally on the menu.
Next Steps for Your Act 3 Prep:
Go check your inventory for any "Mind Flayer Parasite Specimens" you haven't consumed yet. If you're heading into the Lower City, you'll want those extra powers unlocked before you hit the Steel Watch Foundry or face off against the cultists in the park.