Elden Ring’s Millicent Quest is one of the most interesting in this expansive game - but keeping track of the questline of Millicent, Gowry and the story of the infection of the scarlet rot is a little less directed than some of the side quests in The Lands Between - and so it can be a little harder to follow.
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Completing the Millicent side quest will net you a few rewards. There’s a strong artifact accessory you can equip that’s particularly useful if you’ve got a fast-hitting character class that can chain together attacks. You can also get a key item that can help you have a little more control over which of the Elden Ring endings you get.
But, perhaps most interestingly, Millicent’s questline is full of tidbits of lore that reveal some truths behind some other key characters in The Lands Between. On this page, we guide you through the Gowry and Millicent side quest as plainly and as spoiler-free as we can.
Elden Ring Millicent Questline guide: starting out
This questline begins not with Millicent herself, but with Gowry, an old man NPC found in the East of Caelid. You can access Caelid right from the start of the game, but it’s a challenging area and we generally recommend you don’t go too deep in there until you’ve beaten the majority of Limgrave and Liurnia.
Right in the middle of Caelid there’s a big red lake of scarlet rot. On the eastern edge of this lake, reached either by crossing the lake directly or going south-east around it, you’ll find Sellia Gateway, and beyond that Gowry’s Shack and Sellia, Town of Sorcery.
The shack is through the gateway, guarded by a single one of those nasty giant dog-like enemies. Get rid of that foe and then speak to Gowry inside. He wants you to help heal a young woman who is afflicted with the Scarlet Rot. This is the star of the quest, Millicent.
To heal her, he requires that you acquire a specific item, the Unalloyed Gold Needle. This is in the possession of an optional boss, who just so happens to be nearby…
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Commander O’Neil and the Unalloyed Gold Needle
The item you require is the Unalloyed Gold Needle, and it’s in the hands of Commander O’Neil, who is hanging out in the scarlet rot swamp in a clearing surrounded by ruins that form a conspicuous ‘arena’ for you to fight in. This is all just a few short steps from the edge of Sellia, so very close to where you get the quest from Gowry.
The battle against Commander O’Neil is perhaps more time consuming than challenging - as you can kite in and out of the range of him quite easily, meaning the oly challenge then is dealing damage to him rather than worrying about taking damage. Some tips for the battle:
- Because of the Scarlet Rot, you’re best off fighting this battle on horseback. Torrent isn’t affected by the rot, and if you avoid touching the ground, neither are you.
- O’Neill summons a bunch of Exile Crossbowmen spirits. While you don’t necessarily have to kill them all, especially if you’re constantly moving on horseback, you should take down the majority first.
- Magic users will likely find this battle a little easier, as you can keep O’Neill at arms length more easily. Just keep away from him and batter him from afar.
- Melee characters have a harder time. Your best bet is to ride Torrent and ‘drive-by’ O’Neil repeatedly, dashing past and getting a few hits in each time. To do this effectively, you’ll want to kill his summoned allies first. This makes the battle a bit braindead, but it’s a guaranteed strategy and eliminates the threat of the Scarlet Rot.
Once Commander O’Neil is defeated he drops the Unalloyed Gold Needle item. With that in hand, you should take yourself back to Gowry at his shack.
The Secret of Sellia, Town of Sorcery
Return to Gowry’s Shack and hand him the needle. He needs some time with it - as soon as you next rest at a Site of Grace and return, he’ll have it ready for you. In the meantime, he explains the secret of Sellia to you.
Sellia, the town just up from his shack, is full of sorcerer enemies. It’s also got some torches on its rooftops and bell towers that need to be lit. Each torch lit breaks a seal in the town; breaking all three unlocks a seal at the back of the town that leads to a new area, which is where you need to go next. Therefore, you need to light the torches.
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Lighting Sellia’s torches is worthwhile anyway, as you’ll need to do it for a number of other reasons including to get an Imbued Sword Key for The Four Belfries and to reach a dungeon required for Sellen’s side quest.
After unlocking the way in Sellia and resting at a site of grace, go retrieve the needle from Gowry again. Then, head up through the newly-opened exit of the town, and follow the path around in order to reach The Church of the Plague, your next destination.
Meeting Millicent
Inside the Church of the Plague you’ll find a gravely injured young woman leaning up against the wall - this is Millicent, the star of this side quest.
Talk to Millicent and exhaust all of her dialogue. Get her to use the Needle, too, which saves her life. Rest at a site of grace or reset the game and then talk to her again; she’ll eventually give you the Prosthesis-Wearer Heirloom, a Talisman that boosts your Dexterity stat.
You’ve done as Gowry asked, so return to him in his shack. He’ll be pleased, and now become a vendor of sorceries for you.
However, the next time you reload the game or rest and return to his shack, he’ll be temporarily gone. Millicent is there instead. She announces her intentions. The next time you reload the area, Gowry will be back, so you haven’t lost the vendor.
At this point, Millicent heads off into the world. While you can go find her, there’s an item you need to advance the quest. So, let’s grab that first…
Getting the Valkyrie’s Prosthesis Key Item
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In order to advance the Millicent questline, you’ll need to give her an item to replace her lost arm - the Valkyrie’s Prosthesis.
This key item can be found in a chest inside The Shaded Castle, an optional legacy dungeon found in the north of Elden Ring’s map, as shown in the screenshot above. It’s difficult to miss this area on the map, as it’s a castle that’s surrounded by a green lake of poison.
While this is a challenging area, the good news is that you don’t have to beat the boss of this area in order to grab this item - it’s just in the north-west of the castle grounds. You will have to face some powerful enemies on the way, however.
Once you have the Valkyrie’s Prosthesis, you can continue Millicent’s side quest… which involves a lot of moving around.
Millicent Locations: Tracking Her Journey
The next part of the side quest is pretty simple; Millicent goes on a journey of her own across The Lands Between, and in order to advance her quest, you’ll have to find her and talk to her each time.
Because this is a very step-by-step phase of her questline, here’s a step-by-step guide on where to find her, in the order you need to do so, each with a screenshot:
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First, find Millicent just up the hill from the Erdtree Gazing Hill Site of Grace in the Altus Plateau area. In this first encounter, you need to give her the Valkyrie’s Prosthesis you got from the Shaded Castle. If you don’t have it when you first meet her here, she remains here until you give it to her.
Next, find her at the Windmill Heights Site of Grace in the most northern reaches of the Altus Plateau - but you have to beat the boss in this village first. Again, talk to her as much as you can.
After this, Millicent can be found in the Mountaintops of the Giants area, reached through story progression, at the Ancient Snow Valley Ruins site of grace. Talk through her dialogue and she moves again.
For the next step, you’ll need to unite the two parts of the Haligtree Secret Medallion and access the Consecrated Snowfield in order to eventually reach Elphael, Brace of the Haligtree. Once you reach the Prayer Room site of grace, which is required to progress through this dungeon area, you’ll find her there.
At this point, Millicent will remain in this position until you do something else… which we’ll get into below.
Millicent’s Finale: Boss Fights and Invasions
To advance Millicent’s side quest, you’ll first have to defeat a difficult enemy on your own, and then make a choice about another difficult battle.
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First, you’ll need to continue deeper into the Ephael/Haligtree area until you reach the Drainage Channel site of grace. From this site of grace, you can turn left, heading up a ladder to a large area full of roots and Scarlet Rot. Climb up, and then look south: you’ll see roots leading to a circular pool of rot surrounded by ground and roots. Looks like an arena, right?
Head over there, and be ready to fight. Once you step onto the rot, you’ll encounter an Ulcerated Tree Spirit. This isn’t regarded as a boss, as it doesn’t have a boss health bar, but this is an enemy that is a boss in other areas of the game. You should be high level to be in this area, and you also should’ve fought several of these before.
All that’s different here is that you have to do it in a pool of rot. In our experience, trying to stay out of the rot here is pointless - just embrace the infection and try to stay healed instead.
Once the boss is defeated, travel back to the Drainage Channel site of grace, rest, and then head back to where you fought it. On the western side of the lake of rot, you’ll now have two summon signs available to you: the red summon sign lets you challenge Millicent by invading her, while the golden summon sign lets you enter her world to protect and fight alongside her.
You have a choice to make.
Should you Assist or Challenge Millicent?
Like with Sorceress Sellen and Jerren, this is a choice that impacts the rewards of the quest - though we suggest you help Millicent, as it’s clearly the ‘intended’ ending of the quest.
- If you help Millicent, you’ll face an incredibly difficult 4-on-2 fight; you and Millicent against 4 of her sisters. You must defeat them, and keep Millicent alive. If you do so, you’ll get the Rotten Winged Sword Insignia, a Talisman that raises the power of successive attacks taken in a row. The quest also continues.
- If you challenge Millicent, you’ll have a much easier battle against Millicent - she can be defeated quite easily. Millicent drops the Millicent’s Prosthesis Talisman, another accessory that raises dexterity and attack power. However, the quest ends here, with no further rewards.
Millicent’s End and Miquella’s Needle
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If you help Millicent, after the battle the quest continues. Millicent can then be found at the side of the lake where you fought her sisters. You may need to rest to get her to spawn there.
Talk to her. Keep doing so, and if her dialogue is exhausted, rest and come back. Eventually, you’ll be able to get the Unalloyed Gold Needle back off her - everything has come full circle.
The Unalloyed Gold Needle can now be taken deeper into the very area you’re in - deep into Elphael, to the roots of the Haligtree. Down here there’s a boss fight against Malenia, Blade of Miquella, one of the great demigods of Elden Ring that drops a Great Rune and Remembrance upon their defeat.
As well as the above, Malenia also leaves behind the Scarlet Aeonia, a giant flower made up of Scarlet Rot. Interact with the flower with the Unalloyed Gold Needle in your possession in order to receive Miquella’s Needle in return.
Miquella’s Needle can be used in the boss arena of optional boss Dragonlord Placidusax at Crumbling Farum Azula in order to cancel out the point of no return of the Lord of Frenzied Flame ending - and this is the only way to do that - which is the ultimate reward for completing this quest.
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