This is a complete Walkthrough for Ultima Underworld II. Note that it won't go into too many details, only the tasks are listed here. It is one of the great parts of the game to explore the world, after all. The walkthrough is divided into tasks you have to do, things you should do and important loot for each world. Note that important loot are things that you can reach without trouble, without any kind of task or event.

Britannia Edit


Britannia - Level 1


Britannia - Level 2


Britannia - Level 3


Britannia - Level 4


Britannia - Level 5

This is your home base. Britannia should be well known to you. The Castle Britannia and its cellar are safe places. However, the sewers beneath are filled with dangers that for a weak Avatar are deadly. You'll return here often. It is the Blackrock Jewel on the fifth level that enables you to travel to all the different worlds.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • Talk with everyone in the castle. Talk with all of them when you start the game (after the Guardian's first appearance in the throne room) and then do it every time you return from a other world, since everyone has something new to say. Always be polite and helpful, even if the others sometimes aren't.
  • After the appearance of the Guardian, gather your equipment (map, rune bag...) from behind the secret door and get the key from Dupre to get into the sewers.
  • Take the eggshell of a Dread Spider on the northern part of level 4. You'll need it later for Killorn Keep.
  • Find the Blackrock Jewel on level 5 and use it to enter other worlds.
    • (X) Use the small Blackrock Gems from the other worlds after a treatment from Nystul to permanently open these worlds for travel.
    • (X) Killorn Keep and Anodunos will become available after entering the 8th level of Tarna and then talking with Miranda.
    • (X) Talorus, the Academy and the Pits of Carnage will become available after the murder of Lady Tory (see below).
    • (X) Rhiannon and the Ethereal Void will become available after avenging the murder of Nelson. (see below)
  • (X) Sometime after visiting Killorn Keep, the servants will threaten to go on strike. Speak with Lord British, then talk with Nanna. Be very nice to her and agree with her demands, then convey them to Lord British. Wait several game hours, then talk with him again. Bring his answer to Nanna.
  • (X) After getting the dagger from Altara on Killorn Keep, find the Listener on level 4, and kill it with the weapon.
  • (X) After getting the Blackrock Gem from Anodunos and killing the Listener, talking to Miranda will reveal that a traitor has killed Lady Tory. You can investigate, but not do anything about it yet.
  • (X) After talking with Zoranthus, having the gem from the Academy and fusing the Talous-gem with the Jewel, Miranda will tall you, that Nelson has something important to say. However, right when Nelson wants to reveal the solution to the problem, Patterson will murder him! Kill Patterson in combat, revealing him as Lady Tory's murderer, then talk with the others as well.

Things you should do

  • You find Fissif on the third level. Be nice to him and after getting your Pocket Watch back, say you want to arrest him. Add that in the sewers, only hunger and death will await him, and he'll surrender and become a trainer.
  • Get the armoury key from behind the Reaper on level 4. It is hidden in the small alcove. Since battling the Reaper would be difficult this early, just run in, grab the key, and run out. You can kill it later. Unlock the armoury for good equipment.
  • Unlock the shortcut from level 5 back the castle.
  • Defeat the two Gazers on level 3 to get some Basilisk Oil. Store it in you room, as you need it later.
  • First demand from the Unnamed Goblin what they are doing here and say they are trespassing. Afterwards remark that they know their way around and accept a toke tracking training.
    • (X) Returning much later, they will give you the Order Serpent.
  • (X) Sometime after visiting the Academy, Charles will have found a key. It will open a door on level 3, where you have to defeat a strong Red Haunt. The reward besides loot, are a NOX-rune stone and the second Moonstone, enabling gate travel.

Important Loot

  • In the armoury, you can find the Rock Hammer, a tool of great importance.
  • At the top of the western waterfall on level three, you can find the Chain Coif of Valor. It has the same effect as the spell, greatly enhancing your battle powers.
  • In the left side of the reaper´s cave on level 4 there is a jeweled sword of major damage behind a plant.You have to click the plant to be able to see it.

Tarna Edit

The Prison Tower of Tarna is a very tricky place. This early in the game, blowing your cover can be deadly. It is much better to use your smarts and if you play your cards right, you won't be drawn into a single fight on this world. Note: A map isn't provided, since the levels are very small with no secrets.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • Move the small box on level 1 and pick up the voucher. Show it to the guard on level 2 to get free access to the tower.
  • Be friendly to the Goblin Blacksmith on level 5 and suggest to him to coat normal gauntlets with Fraznium. Talk to him again and ask for a spare pair of gauntlets, which you get.
  • Play along with Borne confusing you with the inquisitor and promise to "crack Bishop like a nut". Borne will give you the password and another pair of gauntlets. Use the password to reach Bishop on level 8 and after a long chat, give him your spare gauntlets to free him.
  • Return to Borne and demand the Blackrock Gem. He'll release it to you.
  • (X) After having Altara's Scepter, use it in Bishop's cell on level 8 to cut the line of power.

Things you should do

  • Take the Grey Stone on level 1. You'll have a use for it in the Pits of Carnage.
  • Talk with Felix on level 4. Turns out he wants the Goblins dead so that he and Marcus can flee. You have to be careful with what you say, or it could have unfortunate results. Now you have two options to accomplish this:
    • The old-fashioned way. Slaughter everyone, no one shall live. Should be clear what to do.
    • The smart way. Talk to Borne and demand the keys. He'll give you a password for Janar, who'll release the keys. Free Garg on level 6 and tell him to go on a rampage. Now all Goblins are dead.
    • HINT: Of course you can get the keys and then kill the Goblins, before freeing Garg, as this give the maximum EXP reward.
    • Once this is done, return to Felix to get a food-producing box, and he and Marcus leave.
  • Use the keys to free Milenus on level 8.
  • (X) Visit Garg several times during the game. He'll give you two messages from Bishop.

Important Loot

  • None!

Killorn Keep Edit


Killorn Keep- Level 1


Killorn Keep- Level 2

The Killorn Keep is held under the control of the Guardian. Therefore it is most important to keep your ID a secret. Not much fighting is going on, even in the basement, but plot-critical events will take place here.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • Get the Blackrock Gem from the basement. You have to put out the candle to de-activate the teleport trap and defeat the Headless, before you can take it.
  • You have to gain Altara's help. However, to do this, you first have to ease the suspiction of Mystell.
    • Talk with everyone in the castle EXCEPT Relk and Altara. Then talk with Mystell and first use a fake name and then the facts you've learned to make her trust you.
    • Now you can talk with Altara and say that Bishop sends you.
  • (X) Altara first wants you to kill the Listener in Britannia. Return to Britannia and find the Listener on the 4th level near the big lake.
  • (X) Altara now wants you to create a special scepter. She gives you a special Black Pearl. She also needs the egg shell of a dread spider (which you already have) and an amethyst rod (you can find it on Talorus). Once you have all three things, give them to her to get Altara's Scepter.
  • (X) Find the secret door in the barracks. Kill the Daemon (he's tough!) and enter the engine room to cut the line of power with the scepter.

Things you should do

  • Share a drink with Lobar and listen to his story. Getting his trust is important for another side-task.
  • (X) After gaining Altara's and Mystell's favor, speak with Relk. Then go to his quarters. Yikes! He knows who you are. Kill him! Some will scold you but most are happy about it and Lobar now offers training for the sword.
  • (X) Talk with a Trilkhai and then with Blackie. Promise to help. After getting the answer from the Xorinite Wisp in the Void, tell Blackie what you've learned.
  • (X) Promise Ogri to return the banner of Killorn. You find the banner near the spirit of Praecor Loth on Rhiannion. When you return it to him, he'll reveal a secret to you.

Important Loot

  • In the basement you can find the Longsword of Major Accuracy.

Anodunos Edit


Anodunos - Level 1


Anodunos - Level 2

The ice caves of Anodunos are all what's left after the Guardian was done with this place. Great dangers lurk through this frozen hell and to actually reach the remains of this once great city, you have to use your brains.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • Your main goal is to gain access to the city of Anodunos. However, to do so, some steps are needed.
    • Manage to reach the second level in order to find the stairs to the other half of level 1.
    • Kill Sentinel 868 to gain access to the control tower. Now follow Anodunos Dam Control Puzzle in order to solve the puzzle by first getitng the key and then reaching the door to pull the chain to open the floodgates.
    • Now the entrance to the city is freed and can be reached with "Water Walk". Talk to Beatrice.
  • Get the Blackrock Gem on the 2nd level. It is a little difficult to reach, being surrounded by slippery ice.
  • (X) Free the city of Anodunos by cutting the line of power near the central fountain with the scepter. Then talk to Beatrice again.

Things you should do

  • Get the map from the failed adventurers. It will spare you mapping the area.
  • (X) While Mokpo at first is useless, after getting some Dream Herb and testing it, give some to him to get interesting clues.

Important Loot

  • Jump off the control tower on level one and enter the water slide with Water Walk activated. In the northern part you'll find an alcove, and in it guarded by a ghost, the Ring of Protection.
  • In the city of Anodunos itself, you find the Mace of Major Damage, but you first have to repair it.
  • In the eastern part of the city are numerous important Rune Stones.

Talorus Edit


Talorus - Level 1


Talorus - Level 2

Talorus is a truly strange alien world. Only one enemy will try to stop you. And while the Vorz are weak, they can attack in masses. Talorus is less about brute force and more about solving a very complex problem.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • To actually get the Blackrock Gem and the place of power, you have to fulfill a lengthy puzzle. However, it mostly is fun, once you know what to do.
    • Talk with the Historian. Learn about everything you need to know.
    • Next talk with the Futurian and also learn everything. From now on, Vorz will attack you, as the Guardian has become aware of you.
    • Try to talk with the Data Integrator. After the failure first talk with Futurian again, then the Dialogicans. Ask for help and take their scroll. Now again talk with the Data Integrator.
    • Get Control Crystal M4Y8.
    • Go to level 2. First take Control Crystal E0Y2, then battle all the Vorz and take the Delgnizator.
    • Kill the Bliy Skup, then enter the prodction chamber. Put M4Y8 on yellow pad, E0Y2 on purple pad and the Delgnizator on the circle. Pull the chain, then talk with the new Bliy Skup.
    • Return to Historian, and he'll teleport you to the Blackrock Gem.
  • (X) Return and use the scepter in the Bliy Skup chamber to cut the line of power.

Things you should do


Important Loot

  • The nutritious wafers are the best food in the game. Take them all.
  • Amongst the masses of boots on level 2, there is one pair of Leather Boots of Bounce.
  • 2 Lightspheres in a room on level 1 are brighter as daylight and very usefull at Scintillus Academy level 3.

Scintillus Academy Edit


Academy - Level 6


Level 7 solution


Academy - Level 8


The Secret Vault

This is a mage academy, long devastated by the Guardian. However, to actually reach the great rewards this world promises, you have to take the final exam and use brains and brawn to manage your way through the tests. Note: Only important maps are supplied.

Things you have to do

  • Take the final exam in order to get both of the things you need from this world. Note than on the levels 2-7, no mana regenerates.
    • Level 1: Put the gold coffer on the pressure plate that opens the right-hand portcullis.
    • Level 2: Try to not slide over the ice too badly and push the button in the east, then reach the door. Go through the second door and avoid the arrow traps.
    • Level 3: Take the wand of telekinesis, then jump on the easternmost pillar and push the button. Then jump two north and two west. Use "Daylight" then use the wand on the button on the western wall, to raise pillar to the exit. Hold the wand in the cursor when leaving this level for prevent it from disapearing. Now you got an telekinsis wand with no ending charges.
    • Level 4: Find the keys in the NW and SE corner. Exit is in the NE.
    • Level 5: Take the pole and flip switches with it. Then go through door and get key for the exit.
    • Level 6: Step on pressure plates to create Headless, then take they key (Headless are killed by arrows meant for you). Follow the instructions on the map to solve the labyrinth.
    • Level 7: First get the key by swimming or water-walking. Then use bullfrog jumps (shift+J) to follow the path on the map.
    • Level 8: Find the red carpet on each ring and count clockwise. The 3rd, 5th, 2nd and 9th teleporter are the right ones. Then go on to loot all the rooms (look for secret doors and hidden items). Pick up the Blackrock Gem and use the scepter on the big pentagram. Then you can exit (but more is to be done, see below).

Things you should do

  • Talk with Elster to get a lot of informations. When you return from mastering the final exam, Elster has tried to do it himself, but got killed in the first test. You can find his remains there.
  • Use the mong bat generator at level 1 for leveling up your character. Putting the gold coffer on the left hand plattform, will open the middle (wrong) gate. Behind there is a trap that generates one mong bat every time you pass. Easy to kill you'll earn 13 EP for each, Until you reach level 13.
  • Break into the secure vault after finishing the final exam. This is a complicated venture, but well worth the effort.
    • First get the key and the Fraznium circlet from the rooms of the testers. Then unlock the door to enter the vault.
    • De-activate the rune by throwing a coin into it, then flip the switch by either using Telekinesis or a Magic Arrow.
    • In the water section, use the map to first find the button. After pushing it, go to the now open door.
    • Next go north to find another button behind a secret wall to open the next door.
    • The following section has a very easy way to bypass this test. Cast "Bounce", then run through the door. You'll bounce through all three rooms and land in the water to stop bouncing.
    • Enter the vault through the fake wall and raid it, then put on the Fraznium circlet and go through the second fake wall to raid this vault as well (look carefully at the floor for the secret locker).
    • The loot is impressive: the ultra-rare and useful TYM and VAS-Rune Stones, the Axe of Firedoom, numerous valuables and potions. After grabbing it all, exit through the teleporter at the end of the corridor.
  • After entering the vault, take one FLAM-Rune Stone for yourself, but take another and do not put it into the Rune Bag. You'll have a use for it later.

Important Loot

  • The Hand Axe of Major Damage and the Leather Boots of Very Great Toughness are both found on level 4.
  • A Moonstone is found on level 5. Take it, together with the one found in Britannia, it will enable you to use Gate Travel.
  • In the quarters on level 8, you'll find a Mace of Unsurpassed Accuracy.

Pits of Carnage Edit


Pits of Carnage - Level 1


Pits of Carnage - Level 2


Pits of Carnage - Level 3

This is a brutal place. As the name says, the survival of the fittest is the rule here. Don't think for too long, your sword is your best friend in this place, where the Guardian banishes the ones that are too brutal for even his purposes.

(X) = Tasks you can only do or solve after visiting another world or a story point

Things you have to do

  • Secure your position in the Pits. Do this by first defeating Krilner (a scratch is enough) and then fight three random warriors and defeat them to gain their respect.
  • Cut the line of power with the Scepter in the northern room with the trap door.
  • Get the Blackrock Gem. Dorstag has it and talking with him (after gaining respect) wields no result. There are two ways to get it:
    • Talk with Krilner and Zogith about Dorstag, then go to Zaria. When she tries to gloat you to spell the challenge, imply woman can't fight, then demand the arena of earth, enabling you to slaughter her easily. Go back to Dorstag. When he tries to lure you to spell then challenge, imply he's afraid to get another scar (don't mention it before) then chose the arena of earth. The battle will be hard, so it's best to do it after getting the Sword of Stone Strike. After he's dead, get the gem.
    • Reach level three and find Blog. Be friendly and agree to a game. Give him your grey stone from Tarna, then ask for his help to get the gem. Return to Dorstag, demand the gem and Blog will make sure you get it. After that, you can challenge Dorstag for kicks.
  • (X) Help Zoranthus on level 2 to get the Scepter of Deadly Seeker. He promises you to give a Djinn Bottle in return. After getting the scepter from the Void, get the bottle and let him explain what to do to contain the being inside yourself.

Things you should do

  • Help the mage Zogith. His first problem is, that his battle tactics are wrong, so tell him to use the arena of air. Then he needs a FLAM-Rune Stone, so give him your spare one from the Academy. He in turn will reveal the Valor-spell to you.
  • Make bets with Jospur. You get lots of gold and experience from it. Best only do this after getting the Sword of Stone Strike. First escalate the numbers, then battle only groups of five. When Jospur threatens to stop business, threaten to reveal this threat and he'll continue to do business. So fight often for big reward.

Important Loot

  • After you got rid of Dorstag, break into his vault to get the extremely useful Cudgel of Opening, which casts an "Open" spell on the chest or door it hits. However, you have to repair it and first have to get rid of the guards (Sword of Stone Strike helps).
  • A Jeweled Shield is found in the northern part of level 2, while a Mace of major Damage sits in the southern part of the same level. An Earth Golem on the same level holds the only JUX-Rune Stone of the game.
  • The Emerald of Regain Mana and the Gauntlets of Major Toughness are found on level 3.

Rhiannon Edit


Rhiannon - Level 1


Rhiannon - Level 2


Rhiannon - Level 3


Rhiannon - Level 4

The Tomb of the kind king Praecor Loth on Rhiannon had attracted the servants of the Guardian for a long time, to bring their master Loth's greatest artifact. However, the death-trap this tomb is, has killed them all, yet you need to master this challenge. The upside is, this tomb has lots use useful loot.

Things you have to do

  • Get the Blackrock Gem from the NW corridor (need a Rock Hammer to reach). This is also the place where you have to use the scepter in order to cut the line of power.
  • Get the Horn of Praecor Loth. This is complicated since the Three have hidden the dead king well away. The first two levels aren't too bad, but the third is a real labyrinth. It gets real hairy, once you reach level 4.
    • Talking to Morphius is useless, so use "Smite Undead" repeatedly to weaken him, before using your weapon. Then search for the hidden switch in the east.
    • Challenge Lord Umbria. Quick climb on a ledge to avoid his Golems, then smite and kill him, before destroying his goons. In the east is a room with 16 pillars (numbered left to right and up-down). Jump on the pillars 13-10-11-16 to reach the pentagram, where you throw away the candles.
    • Lethe will go on the attack. Smite and kill her, then find the Despoiler in the east who has the final key to reach Praecor Loth.
    • Once you speak with him, make him aware of the truth and listen patiently to what he says, and he'll give you the horn with no further trouble.

Things you should do

  • Get all the map pieces on level 1. There are seven pieces in total, and they make level 3 much easier.
  • Help Trystero on level 2 to get his bones back. You can find them at the same place you found the Blackrock Gem.
  • Get the key of Silanus. After listening to his story, reach the drainage control in the SE. After pushing the button, go to the NE and search for a secret button in the water area to reveal the key. The key creates a shortcut with the nearby door and allows you to bypass Morphius by opening his door.
  • Get the blue banner of Killorn from Loth's grave site for Ogri on Killorn Keep.

Important Loot

(So much loot, only the best is listed. See maps for other locations)

  • The Sword of Stone Strike in the SE of level 1. Fly there, open the portcullis with "Open" and take this best weapon of the game! On the same level, you find the Breast Plate of Very Great Protection in the E.
  • The Tower Shield of Very Great Toughness near the stairs to level 3.
  • The Leather Vest of Flameproof is found in the S of level 3. It will be very important in the northern part of the level and in the Void. Also enables usage of the Axe of Firedoom.
  • The Plate Boots of Unsurpassed Toughness and the Ring of Regeneration are found in the center of level 3 in a secret room. On the same level near the stairs to level four are the Plate Leggings of Great Protection.
  • Loth's grave includes the Mace of Undead Bane.

Ethereal Void Edit

Need some LSD? The void had always been a strange place, and now it is stranger than ever! To master this huge puzzle you need all the strength and brains you can gather, and find out how to exactly reach your goal..and leave it after you are done. Sadly, no maps are available.

Things you have to do

  • Now it gets complicated, your main and only objective is to clear the way to the Shrine of Spirituality. However, to actually do so, you first have to clear the four colored worlds. You can enter these worlds by entering a moongate of the color. After finishing the world, you have to re-color a pyramid each time to the fitting color, before using the exit moongate to reach a reward chamber.
    • Red: Wear the Leather Vest of Flameproof. Slaughter everything, the take the Scepter of Deadly Seeker for Zoranthus after killing the Destroyer. Follow the path until you reach the exit.
    • Yellow: The whole labyrinth is a huge distraction. Cast "Fly" to bypass it and reach the SE, where in a separate chamber you find the exit moongate.
    • Blue: Quite easy. Walk S and then either fly or use the bouncing pad to reach the exit.
    • Purple: Explore the area until you reach a slope that leads to a gate shaped like the Guardian. Once you are in the early dungeon, go straight ahead and follow the path, until you get to the exit.
  • After doing so, the color orange will become available. Enter the new, orange moongate and again re-color the pyramid, before using the exit gate to reach the shrine. First use the scepter to cut the line of power. To get the Blackrock Gem, you have several options:
    • Fly up and teleport yourself through the bars.
    • Fly up, throw a Moonstone through the bars and gate yourself inside.
    • Eat a Dream Herb and once you dream of the shrine, take the gem and throw it through the bars. Pick it up after waking up.

Things you should do

  • Learn form the dreamers what secrets the various zones hold.
  • Give Prinx in the blue area two eyeballs of a Brain Creature in order to get a good scroll from him.
  • Make a deal with the Xorinite Wisp in the blue area. Tell him that Bishop has escaped, and in turn learn what happened with the Trilkhai, which you can tell Blackie on Killorn Keep.

Important Loot

Battle Axe of Lifestealer. Found in the monochrome stick maze towards the end, behind a false wall (not a secret door, just walk through it). Best weapon in game - couple with the Ring of Regeneration found in Loth's Tomb, this makes you invincible! Any damage you dish out will be added to your health.

Endgame Preparations Edit

  • Now that all worlds are done, you should have done the following things:
    • Cut all eight lines of power
    • Fused all eight Blackrock Gems into the portal jewel (it should be flashing now
    • Gotten the Horn of Praecor Loth, the Djinn Bottle and Basilisk Oil.
  • For the next part, you have to trap the Djinn inside yourself.
    • Ask Merzan on Killorn Keep for special and buy a potion of "Iron Flesh".
    • Go to Anodunos and throw the Basilisk Oil into the Filanium despoit in the east of the 2nd level, then bathe in it. Next go to Talorus and stand in the lava in the 2nd level to bake the mud on you.
    • Go to the Void next. Walk through white moongates, until you reach the sigil of binding. Drink the potion to make the covering on you perfect. Put the Djinn Bottle in the center of the pentagram, then break it with you weapon to trap it inside yourself (if you did it wrong, you're dead now).
  • Now you need the spellbook that caused the whole mess.
    • Returning to Britannia, you're confronted with four of Mors Gotha's goons. Kill them, then go to Killorn Keep.
    • Mors Gotha hangs around in the barracks. Don't fall for her tempting offers and stay firm. Injure her so that she flees and kill her goons, then take her spellbook.
    • Give Nystul the spellbook, then answer "throne room" and "4".
    • Now finish off Mors Gotha and any of the invading forces you meet on the way to the throne room. Once you are there, you've won.

Game Ultima IUltima IIUltima IIIUltima IVUltima VUltima VI
Savage EmpireMartian DreamsUltima Underworld IUltima VIIUltima Underworld II
Ultima VII Part TwoUltima VIIIUltima IX
Console Ultima III (NES)Runes of Virtue
Fan Games Ultima IV Part 2Ultima V: LazarusThe Ultima 6 ProjectUltima: The Dark Core