Amelyssan Amelyssan the Blackhearted was a priestess and Deathstalker of Bhaal whom that deity entrusted with the task of resurrecting him . Having foreseen his death during the Time of Troubles , Bhaal came to Toril years before the event and mated with mortal females of different races , producing offspring called Bhaalspawn , who were to slaughter each other and fuel his rebirth . Amelyssan ' s task was to perform rituals that would complete Bhaal ' s return . However , her own goal , at least towards the end , was to gather all the power of Bhaal ' s essence released from his children into herself and become a goddess . Posing as a benefactor of the Bhaalspawn under the name Melissan for most people , and gathering together The Five with promises of great power once Bhaal would be resurrected , she manipulated events to the point where nearly all Bhaalspawn were killed , and came close to achieving her goal . However , one Bhaalspawn defeated not only The Five - which suited Amelyssan ' s plans - but also the prospective goddess herself , beating her in an epic battle in the Mana Forge and gaining control of all of Bhaal ' s essence for themselves . Having been welded to the essence , her soul was annihilated permanently when it was removed . Role in the game . Amelyssan is the final adversary in the " Baldur ' s Gate II " game expansion , and thus in the whole " Baldur ' s Gate " series . She first appears when the player character teleports from the Pocket Plane into Saradush , posing as a benevolent woman called Melissan . She has been trying to lead some of the citizens to gain audience with Gromnir Il - Khan , a Bhaalspawn who currently controls the city . The guards at the gate refuse to allow entry , and are about to attack the townspeople when the player character ' s party appears and has to fight the guards . " Melissan " guesses their identity and talks to them after the fight , telling that the city is under siege by the forces of Yaga - Shura , another Bhaalspawn and one of The Five , who wants to destroy all the Bhaalspawn she has gathered there supposedly to keep them safe . Melissan tells the player character that to end the siege , they must first deal with Gromnir , who is only making its problems worse , and then find a way to kill Yaga - Shura , who is a seemingly invulnerable fire giant . When the player character finds a way to the palace , they will see an apparently paranoid Gromnir accusing Melissan of wanting to destroy all the Bhaalspawn , which despite his paranoia will later turn out to be true ; other people in the city generally regard Melissan as a well - intentioned meddler . After having killed both Gromnir and Yaga - Shura , the player character will find the city in ruins and all the Bhaalspawn within killed , apparently in spite of the best efforts of Melissan , who has remained unscathed . She tells them that they will next need to kill Sendai and Abazigal , two of The Five and among the most powerful Bhaalspawn , and that she will meet the party in Amkethran . Once the player character makes it to Amkethran , they will not find Melissan there , but the monk Balthazar will welcome them coolly , saying that she passed by and left . After the player character has gone on to destroy Sendai and Abazigal as well , they will find out that Melissan had a hostile confrontation with Balthazar . When they confront him , he will reveal that he is another Bhaalspawn and member of The Five , though drawn into the group not by Melissan ' s promises of power but the desire to destroy all of his kind . After he attacks and is killed , all of The Five will be destroyed , and the player character will see a final revelation in the Pocket Plane , which includes the Solar summoning the shades of both Melissan and Bhaal , and revealing that she is really Amelyssan , the most trusted Deathstalker of Bhaal , who was to resurrect him but now only wants the power for herself . After this revelation and a final test , the player character is ready to dissolve the Pocket Plane and move onto the Mana Forge , where Amelyssan waits , in a previously unseen form with a body the size of a small giant ' s . The final battle against Amelyssan consists of several fights with no possibility of rest in between . First , Amelyssan will fight and be forced to retreat into the column of energy in the middle of the Forge ; then , the player character will need to fight powerful guardians protecting each of the lesser energy sources on the plane , each time cutting one off that one and forcing Amelyssan to fight again . During the different battles she will use different tactics such as summoning Slayer Shadows ( resembling the monstrous version of that avatar of Bhaal ) and abyssal creatures . When she is finally defeated , she will remain alive but unable to fight , and the Solar will appear , declaring the battle over by divine decree . The player character will now have all the essence of Bhaal , and once they decide what to do with it , they will leave the Mana Forge , leaving it to explode , taking Amelyssan with it . Traits and powers . Amelyssan was capable of convincingly pretending that her greatest desire was to help other people ( besides of masking her alignment as lawful good ) , but her true personality as seen in the game was irredeemably evil . She was megalomaniac and completely remorseless , regarding others as nothing but tools . She is not shown as having any redeeming qualities , nor is she given any background beyond the time she was already a chief priestess of the Lord of Murder . She had little tolerance for others trying to limit her in any way against her will ; she believed she was a goddess already , and wanted to be treated accordingly . The assertion that Amelyssan was a god was nothing but wishful thinking on her part , but it was true that she was immensely powerful . She had apparently been a Deathstalker , which means a member of a special order of assassins in Bhaal ' s church , but in the game she shows no such abilities . Instead , she has cleric and mage levels , the great number of each probably granted to her by the Bhaalspawn essences she has consumed . Nearly equivalent to a demigod , she casts a relatively small number of spells in the final battle compared to most powerful mages , complementing them with close combat and other special abilities such as summoning . She is arguably the most powerful creature in the game ( certainly in terms of levels and experience given ) , and forces a long , prolonged and varied battle , although other creatures with instantly deadly attacks and the like ( such as demilich es ) may be more difficult in the sense that they don ' t give the chance for a long battle . She is also immune to most types of energy , as well as to the " Time Stop " spell , which means that casting it is likely to give her an advantage more than to the player . One weakness she has is that , like Demogorgon , she appears on a given spot out of nowhere , giving the player a chance to lay traps ( especially Spike Traps ) that are guaranteed to hit her immediately .