Ahoy, Magic players. We’re about to set sail into another upgrade article. If you bought the new Mind Flayarrrs Commander deck or just want inspiration for a new deck, this Mind Flayarrrs Upgrade Guide is the X marking the spot.
A Brief Note on Budget
Each time I write an upgrade article for a new set, my goal is to find some fun ideas for someone who wants to spice up their new pre-constructed Commander deck. I have come up with five unique directions for improving Mind Flayarrrs. However, these are not the only five ways you can focus it. If you come up with something that I missed, I’d love to hear about it in the comments below.
Additionally, I am not going to restrict any of my card recommendations by budget in this article. When possible, I will include cheaper alternatives to expensive cards. But I don’t intend to exclude any cards based solely on that card’s monetary value. That being said, if there is an expensive card in this article that you want to include in your deck but are priced out of it, consider talking to your playgroup about using proxies.
If you don’t already own a Mind Flayarrrs deck, you can order one on Amazon.
Mind Flayarrrs Decklist
*These are the new exclusive cards in this deck.
Mind Flayarrrs – General Upgrades

Mind Flayarrrs is already designed to be a decent Mill/Tribal Horrors Commander deck. Most of the cards that come in the precon work with one or both of those strategies. We will discuss each of those strategies later on in the article, but before we do I want to talk about some general things that will probably make every version of this deck better. First and foremost, we have the mana.
The Mana Base
As per usual, the mana base is the most upgradable part of this deck. If you want to play the deck as it comes out of the box, but do it a little more efficiently, the lands are a great place to start. This is the prime example of cards that I mentioned earlier. Specifically, ones that can be extremely expensive. Fortunately, you can upgrade your lands at almost any budget.

There are a couple of important rules to keep in mind when upgrading your mana base. If you want to be able to cast all of your spells on curve, you need to have access to as many of your colors as possible. In the case of this deck, you need lands that tap for both Blue and Black mana, and also come into play untapped. The deck comes with a handful of lands that do that, but here are a few more:
One of the primary ways to upgrade this deck is with a tribal theme. With this in mind, you should also consider Cavern of Souls, Unclaimed Territory, and Secluded Courtyard if you want to build that kind of deck.
General Commander Synergies

Technically, you could probably run any number of high-powered Blue/Black cards and make this deck better. Rhystic Study, Cyclonic Rift, and Demonic Tutor, for example are all powerhouse cards. But you don’t need me to tell you that.
Instead of recommending staples like these, I want to talk about some of the strategy-specific cards you could play. Feel free to add whatever staples you need, but keep in mind that if a card has utility (card draw/ramp/removal/etc) AND synergizes with the rest of your deck, it is stronger than if it just has utility.
What to Take Out
As I said before, most of the cards in this deck belong there for one reason or another. In each individual section of the article I will talk about cards that don’t fit with that specific strategy. For now, though, it will suffice for me to say that this deck doesn’t need Leyline of Anticipation.
I know a lot of members of the community value instant-speed interaction pretty highly, but it has little to no synergy with the rest of what the deck is doing. When possible, try to increase the number of cards in your deck that have synergy with your strategy.
5 Ways to Upgrade Mind Flayarrrs
With that out of the way, we can move on the the fun part of the article: the five strategies.
- Mill
- Theft
- Tribal
- Combat Damage
- Menace
Each of the next sections of this article will go more in depth on how to focus this deck around one of these strategies. Again, its all just a brainstorm. I don’t include decklists or specific directions for upgrades, so in the end you will have to make all the cuts and upgrades yourself. Hopefully the deck you end up with feels more personalized because of this.
Power Level
At the beginning of each the next sections I included a range of numbers. That range is what I expect this deck to be able to perform at on a 1-10 power scale (Based on the power scale established by the Command Zone Podcast). For more information on the Commander power scale, you can take a look at the table below.
Power Level | Name | Description |
---|---|---|
1-2 | Jank | Very little synergy among cards. No Commander staples. Under powered on purpose. |
3-4 | Casual | Some synergies, but lacking the strong ones. The deck still lacks focus. Mana curves mostly neglected. A deck that a new player would build. |
4-6 | Focused | Synergy exists, the deck has a focused gameplan, although it doesn't always win in the exact same way, usually after turn 13. Includes staples and a small amount of tutors. On the same power level as most Commander precons. |
7-8 | Optimized | Powerful and varied synergies between the cards. A decent number of good tutors. Good mana curve. Has an efficient and consistent way to win on turns 10-12 (level 7) or 7-9 (level 8). Some social rules — like no mass land destruction, no consistent combo wins — still exist. |
9-10 | Competitive | The most powerful decks, on competitive EDH level. Quick and explosive, can win on turns 4-6 (level 9) or 1-3 (level 10). No social rules, no jank cards. Only the most powerful commanders and strategies can reach this level. |
Actual power levels may vary, but let those numbers be a guide when considering upgrading this deck in those ways.
1. Mill (4-7)
Recommended Commander: Captain N’ghathrod or Zellix, Sanity Flayer
Few archetypes in Magic are as polarizing as mill. The whole idea is based around the idea that a player loses the game if they draw a card from a library with no cards in it. Mill decks aim to reduce the number of cards in a player’s deck by forcing them to put cards from the top of their deck to their graveyard. Recently, this mechanic was given the ability keyword “Mill”, which the community was already using commonly anyway.

Some players love Mill decks. Other players hate Mill decks. Not very many people fall in between. That being said, make sure your playgroup or opponents are okay with you playing a deck like this.
So without further ado, here are a bunch of the best Mill cards I could find in Magic:
- Altar of Dimentia
- Altar of the Brood
- Ambassador Laquatus
- Angel of Suffering
- Archive Trap
- Ashiok, Dream Render
- Ashiok, Sculptor of Fears
- Belltower Sphinx
- Bruvac, the Grandiloquent
- Cemetery Tampering
- Chancellor of the Spires
- Court of Cunning
- Cut Your Losses
- Deranged Assistant
- Dreadhound
- Dreamborn Muse
- Drowned Secrets
- Fleet Swallower
- Fractured Sanity
- Gyruda, Doom of Depths
- King Narfi’s Betrayal
- Lord of the Forsaken
- Maddening Cacophony
- Memory Erosion
- Mesmeric Orb
- Millikin
- Mindwrack Harpy
- Persistent Petitioners
- Phenax, God of Deception
- Psychic Corrosion
- Ruin Crab
- Screaming Swarm
- Shadow Kin
- Sphinx Mindbreaker
- Sphinx’s Tutelage
- Startled Awake
- Stitcher Geralf
- Sword of Body and Mind
- Syr Konrad, the Grim
- Szadek, Lord of Secrets
- Teferi’s Tutelage
- Traumatize
New Cards From Battle for Baldur’s Gate
Most of the new cards from Baldur’s Gate that refer to Mill are self-Mill cards. If you want to lean into that aspect of the deck, feel absolutely free. However, if you are trying to just Mill your opponents to death, the only card from this new set that doesn’t already appear in the precon is Atrocious Experiment.
What to Take Out
Mill is a primary characteristic of the Horror tribe. As such, some of the Horrors that come in this deck also work well with the Mill strategy. This is not true for all of them, though. For example, you can probably cut all of the Horrors that are not Sewer Nemesis, Consuming Aberration, Nemesis of Reason, and maybe Nihilith.
I recognize that this means cutting some of your card draw, interaction, etc. If you want to leave those cards in, obviously go right ahead. You can also find cards like Didn’t Say Please, Funeral Rites, and Grisly Spectacle to replace them.
2. Theft (5-9)
Recommended Commander: Captain N’ghathrod
One of the coolest things about decks designed around stealing your opponents’ things is that they tend to be about as strong as the decks your opponents are playing. Since most of your threats are taken from your opponents’ decks, they tend to match the power level of your opponents’ decks.

During pandemic times, remote play rendered theft decks impractical. Now, with in-person play returning, these kinds of decks offer a lot of potential fun. Captain N’ghathrod and a handful of cards that come in the precon contribute to this, but this deck could definitely use more. Here are plenty of options. You could choose all of them or a handpicked few:
- Acquire
- Agadeem Occultist
- Ashiok, Nightmare Weaver
- Ashiok, Sculptor of Fears
- Beacon of Unrest
- Boneyard Parley
- Command the Dreadhorde
- Curse of Unbinding
- Danse Macabre
- Dredge the Mire
- Endless Obedience
- Geth, Lord of the Vault
- Gisa, Glorious Resurrector
- Gyruda, Doom of Depths
- Inevitable Betrayal
- Rise of the Dark Realms
- Roil Elemental
You’ll notice that a handful of these cards involve stealing things from your opponents’ graveyards. This strategy works decently well with the previous section on Mill. You could choose to focus on reanimating things from graveyards, gaining control of things from the battlefield, or both.
New Cards From Battle for Baldur’s Gate
The only two cards from the new set that let you take control of an opponent’s cards are Ancient Brass Dragon and Nautiloid Ship. You’ll notice that they both take advantage of things in your opponents’ graveyards. If you prefer to steal things from their battlefields, you don’t have to worry about these options. But if you are find stealing things any way you can get them, these two cards are great includes from Baldur’s Gate.
What to Take Out
There are probably enough theft cards to fill any number gaps in the deck you want to build. If it was me, I would commit to building this deck with one hundred percent only cards that steal your opponents’ cards.
However, if you like any of the cards that come in the precon or have other cards you want to include, the deck could certainly handle playing any of them. Other than that, feel free to take anything out of this version of the deck that doesn’t let you gain control of an opponent’s thing.
3. Tribal
Obviously, this deck is supposed to be a Horrors tribal deck. It seems to be pretty well designed in that capacity, so I want to look at what, if any, improvements we can make. Additionally, Captain N’ghathrod is also a Pirate. I am aware that tribal Pirates is a bit of a stretch for this card, but I want to look at it in the event that there are actually some interesting synergies.
Horrors (5-8)
Recommended Commander: Captain N’ghathrod or Zellix, Sanity Flayer

Even among tribal precons, this deck seems to be especially focused on the tribal theme. Every single creature in the deck is a Horror. While a lot of the best Horrors are already in the deck, there are still plenty that might make great upgrades. Consider these cards:
- Abyssal Gatekeeper
- Arvinox, the Mind Flail
- Despoiler of Souls
- Dinrova Horror
- Doom Weaver
- Eater of the Dead
- Faceless Butcher
- Fleshwrither
- Forgotten Creation
- Hell’s Caretaker
- Hostile Hostel
- Hullbreaker Horror
- Ichorid
- K’rrik, Son of Yawgmoth
- Mage Hunter
- Mindslicer
- Phyrexian Obliterator
- Krothuss, Lord of the Deep
- Screaming Swarm
- Sludge Monster
- Thing in the Ice
- Toxrill, the Corrosive
- Umbris, Fear Manifest
- Void Maw
- Voldaren Pariah
In order to make room for these cards, you will have to either take out non-creature cards, or some of the weaker Horrors. If you do take out non-creatures, though, be sure you include enough card draw, removal, etc. It seems like Horrors come with a good amount of utility, so I don’t expect this to be much of a problem.
New Cards from Battle for Baldur’s Gate
There are only a couple of new Horrors in this set. Elder Brain seems like its probably pretty good for the set. However, Gray Slaad and Nothic might only be good enough if you are trying to increase your Horror count.
Pirates (5-7)
Recommended Commander: Captain N’ghathrod

As previously discussed, this deck and Captain N’ghathrod alike were probably not meant to be tribal Pirates. Other than being a Pirate, N’ghathrod has nothing to do with Pirates. That is, except that Pirates love stealing things that don’t belong to them. Plus, he looks way too much like Davy Jones to not at least see what Dimir Pirates can do.
Unfortunately, a bunch of the Pirates that gain control of your opponents’ things are Red. There are a couple Blue ones with theft abilities, but not many. Here they are, along with a list of other Pirates that you might want to consider playing in this version of the deck:
- Amphin Mutineer
- Azure Fleet Admiral
- Corsair Captain
- Daring Saboteur
- Deadeye Plunderers
- Dire Fleet Poisoner
- Dire Fleet Ravager
- Forerunner of the Coalition
- Ghost of Ramirez DePietro
- Hostage Taker
- Kukemssa Pirates
- Malcolm, Keen-Eyed Navigator
- Pitiless Plunderer
- Ruin Raider
- Siren Stormtamer
- Timestream Navigator
- Warkite Marauder
New Cards From Battle for Baldur’s Gate
There aren’t any Pirates in CLB other than N’ghathrod and a couple that were reprinted in the precons. If you want to be that one guy who plays Davy Jones’ Locker, you won’t have any help from this new set to do it.
What to Take Out
I have said it before, but I think that tribal decks should only consist of members of the given tribe. In this case, only Horrors or only Pirates. For Horrors, it shouldn’t be too difficult. The creatures in this deck are already all Horrors. For Pirates, this would mean taking out all of the creatures and finding enough Pirates to fill in the gaps.
I know that not everyone feels this way about tribal decks. If you feel like you want to include a couple off-tribe cards because they are powerful or you like them, go right ahead.
4. Combat Damage (3-6)
Recommended Commander: Captain N’ghathrod
N’ghathrod’s ability triggers when a Horror you control deals combat damage to an opponent. We’ve already talked about strategies that help us get the most out of that trigger. What if instead we try to maximize triggering that ability? In other words, what if we fill a deck full of cards that do something when you deal combat damage to an opponent?

There are tons of cards that have similar text to N’ghathrod. For example:
As I was making this list, I realized that a lot of the cards that trigger when you deal combat damage also let you steal things from your opponents. Consider this section an extension of the Theft effects section of this article.
You should also consider that mechanics like Monarch and Initiative trigger when you deal combat damage to an opponent. Leaning harder into those mechanics could lead to a different kind of fun deck.
New Cards From Battle for Baldur’s Gate
Including cards that grant initiative, there are actually a good number of cards in the new set that could contribute to this strategy. This is a non-comprehensive list of cards that I think would be pretty strong.
- Ancient Brass Dragon
- Ancient Silver Dragon
- Ravenloft Adventurer
- Rilsa Rael, Adventurer
- Tomb of Horrors Adventurer
- Goggles of Night
- Mystery Key
- Nautiloid Ship
- Robe of the Archmagi
You’ll notice that a lot of these cards are Equipment. Perhaps there might be a version of this deck that focuses on turning N’ghathrod into a Voltron commander.
What to Take Out
Not a lot of Horrors care about attacking/dealing combat damage. Sludge Monster, Nemesis of Reason, Dauthi Horror, and Nighthowler might tangentially work well, but not explicitly. Other than those, you can probably take out any number of creatures from the deck. And you might be sick of hearing this by now, but you can take out any non-creatures as long as you make sure you have the utility pieces your deck needs to function.
5. Menace (3-5)
Recommended Commander: Captain N’ghathrod

All of the cards in Magic that care about creatures that have menace are Red and Black. However, we have seen that Wizards is very interested in printing more of these kinds of cards. As a result, this version of the deck is unlikely to be very synergistic. I am hopeful, though, that one day it can evolve into something much more powerful. Until then, here are a bunch of good cards with Menace:
- Blade of the Oni
- Blight Mound
- Cabal Therapist
- Cemetery Desecrator
- Death Tyrant
- Junji, the Midnight Sky
- Kels, Fight Fixer
- Kozilek, the Great Distortion
- Massacre Girl
- Noxious Gearhulk
- Rogue Class
- Tergrid, God of Fright
- Veinwitch Coven
New Cards From Battle for Baldur’s Gate
Again, none of these cards work well with Menace as a mechanic, but there are a couple of creatures that have Menace in the set. When the day finally comes that Menace tribal is a playable deck in Black/Blue, these cards from Commander Legends 2 might be good options for you:
- Altar of Bhaal
- Myrkul’s Invoker
- Gray Slaad
- Rilsa Rael, Kingpin
- Safana, Calimport Cutthroat
- Underdark Explorer
Some of these cards might also help with other versions of the deck. For example, Menace is a form of evasion, which could make it easier to deal combat damage to an opponent. Gray Slaad is a Horror, which might contribute to the tribal strategy. So, while Menace isn’t a great strategy by itself, some of these cards might still be able to come in handy.
What to Take Out
Honestly, this version of the deck would probably work better as a flourish to one of the previous sections. Go ahead and take out the same cards that you would take out for whichever other section you want to add some of these cards to.
Mind Flayerrrs Upgrade Guide – Conclusion
Hopefully one or more of these upgrade ideas gave you a fun idea for how to upgrade your new Mind Flayarrrs Commander deck. If you have any thoughts or feedback, leave a comment down below. You can also find me on Instagram or Twitter.
If you’d like to try your luck and perhaps open some cards for your Mind Flayarrrs upgrade process, you can get a Baldur’s Gate Set booster box on Amazon.
More Content
Check out the other articles from Commander Legends 2: Battle for Baldur’s Gate: