Mass Effect 3

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About this mod

Priority: Earth Overhaul Mod is a comprehensive attempt to improve Mass Effect 3's final mission in every way possible, featuring a vast array of restored cut content, bug fixes, new gameplay elements, and various other enhancements -- all of which remain faithful to Bioware's original vision and design.

Permissions and credits
  • Russian
  • Polish

Follow the project on Twitter for latest updates:

Thank you for taking the time to visit the mod page

Please carefully read the FAQ and Compatibility sections before downloading.

To avoid a "Wall of Text" effect, most sections are under spoiler windows. Expand them to view the information.

PEOM is one of the most detailed, well-crafted mods I've ever seen. - Randy M.

Learn more about my goal and mission for Mass Effect 3

If you'd like to support me, you can donate to PayPal at [email protected]

PEOM finishes what Bioware started a decade ago, by providing a satisfying finale for one of the most popular franchises in gaming culture. Simultaneously, it strictly remains true to Bioware's original design for Priority: Earth before it was minimalized. This means that everything in PEOM feels authentic and you will never get the impression that you're playing with a mod or a piece of fanfiction, but rather with an improved original experience.


With the release of The Orikon Collection, PEOM is part of an unprecedented bundle which allows players, both new and old, to remaster Mass Effect 3 with only a few clicks. You can watch the trailer above to see more footage from PEOM, including some of the new and expanded cutscenes.

Complete list of PEOM Features (spoiler-free):

I could write a goddamn essay on every good game design decision this mod makes. - greaterRybobski

Major Features:

Content Restoration: All cut content has been restored. This ranges all the way from simple radio dialogue up to entirely missing cutscenes and gameplay.
Updates to all major scenes: Based on cut content and the original script, there are hand-crafted additions and improvements to every cutscene, as well as deeper branching based on your choices, EMS and background.
Temporary Allies: You and your two squadmates are joined by characters such as Grunt and Kirrahe, as well as the Geth who drop down from orbit to assist you. Everyone utilizes their intended dialogue, including Kirrahe, for whom his actor George Szilagy briefly returned to the role. If you meet the right conditions, you may also be assisted by Quarian Marines, Asari, Gunship pilots, and various other characters.
Hub Improvements: Better representation of your acquired allies, both large and small. The number, ranks, appearance, gender, animations and arsenal of all soldiers in the Hub has also been diversified.
New Gameplay Elements: Successfully complete objectives in time, or face dire consequences. Your actions will directly impact the life or death of your forces in real time.
New Music: Priority: Earth now features unique and fitting music in all places, as well as three new, original soundtracks that seamlessly blend into ME3. Head over to the Videos section to listen to them and judge by yourself.
New Level Events: Witness fighters flying by, Harvesters tearing down your forces, Gunships raining fire, and much, much more.
War Asset Notifications: Get notified on the status of your armies and which of your War Assets gets damaged or destroyed.
Audio Overhaul: 40+ missing SFX pieces have been restored and implemented throughout the mission, creating a far more immersive and audio rich experience.
Visual Overhaul: Major improvements in the art department, that enrich the visual level of detail while remaining true to the original vision and style. This includes things such as new buildings, roads, streaming (rendering distance) improvements, and various particles such as fire, dust and smoke.

Minor Features:

New Emails, Datapads and Interactable objects: Explore the expanded and solidified narrative surrounding the battle to Take Earth Back, taken from Bioware's own writing.
Improved Immersion: Many changes and additions, both small and large, that add up to a sense of consistency and immersion. Things like Anderson following you during the Conduit Run, the Reaper Destroyer being visible across the entire map, city holograms consistent with the actual level, and so on.
Improved Videos: Improvements to Sword, Hammer Landing, Hammer Assault, and Crucible Arrives cinematics -- with new scenes, music, better audio, and more variation based on player choice.
Improvements To Existing Gameplay: Streamlined and improved many gameplay elements like horde modes, and re-balanced some enemy spawns for more explosive and adrenaline-pumping gameplay.
Improvements to the Ending: A new cutscene rendered in 3DS Max that shows your destroyed fleets over Earth in the Refusal Ending, and bug fixes for the Catalyst confrontation.


If you're a new user, or don't have much experience installing mods, I strongly encourage you to use my all-in-one installer where you can choose which patches, translations, add-ons and mod versions you wish to install. 

For users of Mod Manager, an identical version of PEOM is also available, which is always up to date with the latest release.


This mod is not compatible with the following mods:
  • Extended Final Anderson Conversation

PEOM re-created Anderson's Death Scene on its own by utilizing more advanced modding methods, resulting in a scene that not only flows and plays much better, but actually sticks to Bioware's original script. You can watch it in the Videos section and compare it for yourself.

PEOM is mostly compatible with the following mods:
  • BackOff

and PEOM can coexist together and will not create bugs or crash your game, regardless of any other information you may read elsewhere. You will simply not experience BackOff's changes in Priority: Earth.

PEOM is fully compatible with all other major mods, including:
  • Ambient Audio Overhaul Mod
  • Immersive Thessia Mod
  • Expanded Galaxy Mod
  • Enhanced DLC Integration
  • SP Controller Mod
  • etc.

For compatibility with any Ending Mod (such as MEHEM, JAM or LIME), select the corresponding patch in the mod's installer. Selecting this option will not give you PEOM's new Anderson Scene, meaning you are free to use Extended Final Anderson Conversation. If you still wish to see the new scene, you can watch it in the Videos section.

Everything is clearly explained and showcased in the installer.



Frequently Asked Questions (FAQ)

1. Will you ever "port" PEOM to the Legendary Edition?

A: No. The Legendary Edition version of Mass Effect 3 is a damaged and downgraded version of the original game. That is a fact. Therefore, I have no reason to "port" any of my work, which in this case would mean recreating everything from scratch.

2. Can I install the mod on illegal (pirated) copies of the game?

A: No. And I have no intention of ever making that an option. PEOM is a highly-produced mod designed to blend seamlessly with the rest of the game. Such high standards mean that, in return, users are expected to at least own a legal copy of the game.

3. Is PEOM broken? I was told that it's buggy and unstable.

A: No. PEOM has been extensively tested, tweaked and patched to ensure that it is as smooth and bug-free as possible. This also includes ALOT in 4K, which not every mod supports.

4. What installation order should I use for content mods such as EGM, ME3Recalibrated, PEOM, Spectre, etc.?

A: Installation order with Mass Effect 3's content mods is mostly irrelevant, with the exception of texture mods such as ALOT which must always be installed last.

5. Do I need to start a new playthrough?

A:  No. PEOM, and all of it's features, function perfectly regardless of your playthrough's status.

6. Is PEOM lore-friendly?

Short A: Absolutely, 100%.
Long A:
PEOM is fully lore-friendly. The reason for that is because the majority of PEOM's changes stem from:

a) Content that was already in the files, which either wasn't used or was in a fragmented state and had to be put back together (e.g., Barricade mini-game mechanics, the new temporary squadmates, missing cutscenes, etc.)

b) New content, which was interpreted based on the script inside the files or the game's original script from 2011 (e.g., Garrus' new intro, Primarch Victus, Anderson's cutscene after taking down the Reaper Destroyer, etc.). The scripts always contain detailed descriptions of camera angles, character gestures and emotions -- so the interpretations closely match what Bioware's cinematic designers had in mind.

c) New content that aims to give better explanation, context and/or meaning to what is already happening on-screen. For instance, a health bar for the Mako during the Mako vs. Harvester duel, that simply communicates an existing (but invisible) mechanic to the player.

Any piece of content that is a new creation is both minor and backed by existing Bioware content. For instance, the new emails/holograms that portray the assaults on other cities are taken directly from Bioware's writing. Specifically, they're taken from Operation: Lodestar, which in the MP Narrative was clearly meant to be a Priority: Earth tie-in.

7. I reported this problem at [insert date] but nobody has fixed it.

A: Either:

a) You failed to properly specify the location, time and nature of your problem.

b) The problem is user error and cannot be mass replicated among the majority of users.

c) This was already addressed and is not a bug or error.

8. Is PEOM a solo project or a team effort?

A: I get this question a lot. PEOM is 90% my solo project, with the remaining 10% going to the people who created compatibility patches, helped me fix bugs, made translations, Mgamerz who worked on patch 1.5.2, my incredibly talented music composers (Marcus Hedenberg and Corentin Brasart), and my 3D animator (Furinax). To see everyone who contributed to the project, please check out the Special Thanks section below.

9. Any tips or recommendations?

A: Yes! Lower your game brightness to -2 or -3. London is meant to be a night mission, which is portrayed in most of the pre-rendered cutscenes. Although the lighting and fog has been adjusted in PEOM, I have reached the limit of what modding tools can do, and so the gameplay still doesn't reflect a true night setting. You can lower your game's overall brightness to make the mission more immersive and consistent with the cutscenes.

10. Is PEOM finished?

A: Yes. The Special Edition marks the final major update for this project. You can safely download PEOM knowing you will get the best and most polished experience possible.

Voice Actors

George Szilagy (Bioware) - Major Kirrahe
Rosie Alldred (Bioware) - Rose Mainer
"Red" - Captain Hart
"Quarters" - Mako Pilot


Corentin Brasart - "The Assault Begins" [Link to portfolio]

Marcus Hedenberg - "Doesn't Look Like Home Anymore", "The Crucible Arrives", "Destroyer Terminated" [Link to portfolio]

Soundtracks can be listened to in the Videos section.

Special Thanks / Credits / Wall of Fame

This mod wouldn't have gotten anywhere without the amazing support of my mentors (Giftfish and Kinkojiro), other modders, and several incredibly talented and kind people. Proper credits are due.

Giftfish/moho25: For everything. From my baby steps all the way to my most complex problems, Giftfish has been there for me. Her endless patience, support and understanding, altruism and her ability to teach have been solely responsible for getting me this far, and without her this mod likely wouldn't even exist.

Kinkojiro: For offering me technical support, troubleshooting, working on the PEOM/EGM compatibility, always jumping in to prevent some big disaster and offer a solution, and being a loyal and mature friend who I could always rely on. Solely responsible for solving some of my hardest bugs. I've known you for 6 years and it has been a pleasure to be your friend. You're the man.

Mgamerz: For his dedication to developing the modding toolset. For countless technical support, fulfilling our requests in toolset development, teaching me pretty much all I know about Pathing in ME3, providing endless entertainment with his iconic laugh, and especially for caring about the user experience above all else. I really need to make a compilation of him laughing.

Special kudos for volunteering to temporarily pick up PEOM's development and finish patch 1.5.2.

SirCxyrtyx: After returning to the modding scene, she's been incredibly helpful in making modding so much easier and fun. By granting requests, making QoL improvements, and adding new features, SirCxyrtyx is arguably the modding scene's biggest unsung heroine.

N7Hadrorex: For being an amazing assistant during the AAOM/ITM/Ground War development period, a great video editor, and providing the excellent video recordings and screenshots. On top of that, you're an amazing friend and a source of laughs and support during tough times.

Special kudos for not only being persistent enough to convince me to replace the music in the Special Edition, but also working on 5 different edits until my stubborn mind was finally satisfied with the result.

Furinax: For his mind-blowing talent with 3DS Max which he used to create the Extended Refusal Cinematic and PEOM's animated intro, the logos you see on the mod page, voice acting, 2.0/Ground War promotional material, and artwork for the installer and AAOM. Can somebody please hire him as an animator already? Thanks.

Autoola: For being an incredible friend, working tirelessly on not only translating subtitles but also audio localizing every single piece of dialogue into German, for bringing her unique skill-set and talents to solve some of PEOM's most challenging obstacles, and also for putting up with me and being patient. She is also solely responsible for the improvements to Anderson's Death Scene in patch 1.5.2 and 1.5.3.

Audemus: For one of the pre-rendered movies, and for the incredible promotional artwork and other marketing content created for PEOM's Stage 1.5. Check out his ALOV mod series!

Seclaris: For providing the amazing screenshots and video recordings used on the ITM/AAOM mod page, as well as the backdrops for the Ground War promotional posters!

HD1: For providing assistance with whatever is necessary. Fetching save files, textures, game data, testing, feedback -- you name it, he's done it. This man has saved me a lot of time and frustration over the years.

Additionally: Pauju for the edited Quarian/Geth shot, both for the original release and Special Edition. Textures for the Turian Ghost and Female Alliance armors, as well as the models for new Earth and London hologram, created by Mellin.

KejtowPL - Polish


Legacy credits:
The list below is deprecated, contains some false information, and does not reflect the actual contributions made to the project. This list was originally written for the purpose of providing a sense of community within a Discord server, so that members do not feel left out or unappreciated. Therefore, many of their contributions were either made up or exaggerated, as is evident by the existence of several "Lead Writers", "Lead Audio Editors", and "Lead QA's" in the same time period. People from this list who did contribute and their actual contributions are listed and described in the Special Thanks section above.

Team Credits
Orikon – Project Lead
Audemus - Project's 2nd in Command, Lead Writer, Video Editing,
Installer Creation, Voice Acting, Testing, Promotional Artwork (2018 - 2019)
Mellin – Lead Artist, Meme Supply (2017 - 2019)
KaossTheory – Lead Audio Editor (2017 - 2019)
marchedenberg - Composer, Lead Audio Editor (2019)
Reynaud – Lead Writer, Voice Actor (2017 - 2019)
Furinax – 3D Animator (2017 - 2019)
Scottina123 - QA, Project Variety integration, Orikon's apprentice
Deadspear – Lead QA (2017 - 2019)
Sil/Tydeous – QA, Lead Writer (2017 - present)
BladeZero – Lead QA (2018 - present)
IceHawk - QA (2017 - 2018)
ravager - Development Assistance (present)
HughesMDflyer4 - 3D polishing (2018)
French Translation and Localization: Lieb38
Polish Translation and Localization: AssertingLight
Spanish Translation and Localization: Furinax
German Translation and Localization: Autoola
Russian Translation and Localization: arodix5

Stage 1.5 QA (May - August 2019):
Arterious, AssertingLight, Gabe8, kayyyiciii, BladeZero, Cilivization, AmCath, med103, MrInvisible, Eaglemf, Ultaro, Tavrinth the Gay, Gato Gris, SuperSugarDave, Fernando Martinez, Lieb38, alexei, glowstick, Johenheimer, Rheinance, Solo, Wisegal, GreatTreeJam, I_RubiiX, Jack x Package, Radamath77.

Voice Acting: Emilio, Quarters, Killerband4256, Red, Reynaud, Audemus, Christina_Sherman, Fairfieldfencer