About this mod
Improves existing and provides new equipment options for Illithid enthusiasts.
- Requirements
- Permissions and credits
- Changelogs
If so, you've come to the right place!
Illithid Emporium reworks existing equipment and introduces new items to fully embrace a Mindflayer enthusiast’s playstyle.
Some pieces are directly inspired by notable figures—such as the Emperor’s Cerebral Citadel set—while others provide broader synergy, letting you craft your own perfect psionic loadout.
Additionally, all these items now belong to distinct set bonuses, rewarding those who wield their power in harmony. Whether it’s armor, jewelry, or weapons, each combination offers unique benefits, pushing you further toward Illithid supremacy.
With every new piece of equipment, the Emporium isn’t just upgrading your gear—it’s offering you a step closer to true mental domination, drawing from the ancient, eldritch power of the Illithid.
Will you embrace the Emporium’s gifts and ascend to new heights of power?
Paranoid Set

Ring of Mind-Shielding
🔹Magical Durability: (moved from the sword) The wielder has a +2 bonus to Saving Throws against spells.
Location: Ebonlake Grotto, Omeluum (Act 1)

Circlet of Mental Anguish
🔹Force Drain: When an enemy fails a Strength, Constitution, or Dexterity Saving Throw against you, you deal 1d4 Force damage with lifesteal.
Location: Mind Flayer Colony, Necrotic Laboratory (Act 2)
Paranoia
You gain +3 to DC against enemiesin a 3m radius, +2 in a 6m radius, and +1 in a 9m radius.

Ring of Astral Conquest
🔹Planar Warmonger: You ignore resistance to Psychic and Force damage.
Location: Mind Flayer Colony,Necrotic Laboratory (Act 2)

Amulet of the Starborn Spawn
🔹Astral Knowledge
Location: Crash site, dyingmindflayer / Goblin camp, dead mindflayer (Act 1)
When you attempt to deal Psychic damage to an immune target, it takes 1d10 Force damage.

Cerebral Citadel Armour
🔹Mastermind:If the wearer is infested by a mind flayer tadpole, they can read thoughts, and can’t roll below 7 on Deception, Insight, Investigation and Persuasion checks.
🔹Illithid Euphoria: (moved from gloves) Charm or Frighten a creature to gain a 1d4 bonus to Attack Tolls and Saving Throws for 3 turns.Also works on Confused, Stunned, Approaching, Mad…
🔹Clothing, 15 AC, Exotic Material, Superior Plate, Half-Plate passive from ArmorOverhaul

Cerebral Citadel Gloves
Affected entity has a -1 penalty to Wisdom, Intelligence and Charisma Saving Throws for every turn remaining.
Mental Fatigue has a maximum Duration: 7 turns.
🔹Force Disturbance: When you deal Force damage, you also inflict Shaken for 2 turns.
Affected entity has a -1 penalty to Strength, Constitution and Dexterity Saving Throws for every turn remaining.
Shaken hass a maximum Duration: 7 turns.
🔹Alien Might: Can dual-wield non-light weapons.
Location: Knights of the Shield Hideout, wardrobe (Act 3)

Cerebral Citadel Boots
🔹Insulated: Resistance to Lightning damage.
🔹Steadfast:You cannot be forcibly moved by a foe's spells or actions, and you ignore the effects of Difficult Terrain.
Location: Knights of the ShieldHideout, wardrobe (Act 3)

Cerebral Citadel Cape
🔹Elusive: As long as you are not under the effects of a negative condition, you can move without triggering Opportunity Attacks.
🔹Levitate: Once per turn, you can Levitate to up to 6m for free.
Location: Knights of the ShieldHideout, wardrobe (Act 3)
Add your spellcasting modifier to primary active damaging Illithid powers✴.

Sword of the Emperor
🔹Crowning Strike (from Blade of Oppressed Souls)
🔹Renegade Blade: Attack and damage rolls against mindflayers, tadpoled entities, shapeshifters and polymorphed creatures are increased by 1d4.
🔹Psionic Onslaught: Attacks with this weapon make the target roll an Intelligence Saving Throw against the wielder to maintain their concentration.
Location: Knights of the Shield Hideout (Act 3)

Staff of the Emperor
🔹Otiluke’s Resilient Sphere
🔹Globe of Invulnerability
🔹Arcane Enchantment:You gain a +2 bonus to Spell Save DC and Spell attack rolls.
🔹Imperial Retaliation: When the wielder succeeds a Saving Throw, the foe that caused it needs to make an Intelligence Saving Throw or be Stunned.
Location: Astral Plane, nearOrpheus (Act 3)
Psykinetic Augmentation
Add your Proficiency Bonus to Psychic and Force primary damage sources.
Concentrated Blast
Repulsor
Mind Blast
Illithid Powers Overhaul 2:
Concentrated Blast
Repulsor
Psionic Deflection
Black Hole
Mind Blast
Psykinetic Toss
Disruptive Shield’s explosion
Cull the Weak’s explosion
- ... (other mods)
- Dread Overlord (see its page for more info with other mods)
- Interesting Origins
- Deathsong Set
- Illithid Powers Overhaul
- Illithid Emporium
- Awakened Blood of Lathander
- Path of Undeath
- Illithid Dominion
- Compatibility Framework
Neonkun, for patiently testing and reporting bugs