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(lore page)
Location Barilzar's Tower
Race Dunmer Gender Male
Reaction Friendly
Other Information
Faction(s) Clockwork Apostles (formerly)

Barilzar is a powerful Dunmer mage who lives in Morrowind at Barilzar's Tower. He assists you in helping Vivec by inventing a tonal inverter to counteract the power of Sunna'rah and by gaining you access to Sotha Sil's Clockwork City. As a reward for helping stop Barbas's plot, Vivec gives Barilzar a bag of gemstones- each containing a fraction of Vivec's divine energy, for Barilzar to use studying portal magic.

Barilzar is a former apprentice of Sotha Sil, and is constantly referencing the Great Gear. He had multiple laboratories in the Clockwork City, and was one of the few people who knew how to leave it. He is also very interested in clockwork devices and Dwarven constructs. During the quests Divine Inquiries and Divine Intervention, he works on a chronochromancy experiement (studying the correlation between color and time), invents a tonal inverter out of scrap Dwarven parts, and can be seen tinkering with a Dwarven spider.

Barilzar is a bit scatterbrained and talks about having misplaced tools and even his own hirelings. He has had multiple hirelings in the past, who, according to them, have all stopped working for him because he sends them into incredibly dangerous ruins and shows little regard for their safety.

Related Quests[edit]


  • On Extending Existence by Barilzar, Mage of the Seventh Order and Artificer Extraordinaire — A mage's musings on prolonging life
  • Barilzar's Journal by Barilzar, Apprentice to Sotha Sil — An apprentice mage records his time in the Clockwork City

Quest-Related Events[edit]

Divine Inquiries[edit]

When you first meet him:

Such displeasure and disappointment! Nothing works even though every calculation is precise. And now an interruption. How infuriating!
Wait, wait. Sometimes the Great Gear turns from frustration to opportunity ….'
Do you know anything about divine energy?
Divine energy? I'll have you know I participated in Lord Sotha Sil's Nine Analyses of the Exalted Enigmas.\n\nBut we have more important matters. I'm about to determine the correlation between color and time, and I could use another set of hands.
If I help, will you answer my questions?
A reciprocal exchange? Interesting. Yes, I can see the benefits of such an arrangement.
Very well. Just activate the crystals in the proper sequence while I modulate the energy flow. Less chance of an explosion that way.
What do you want me to do again?


If you talk to him again before solving the puzzle:

You activate the crystals. Look for pure light, not muddled. I'll modulate the energy fluctuations, make sure nothing explodes. If color confounds you, look at the shape. Fewest sides to most.
But the Great Gear turns, so be quick, be quick!
I'm still not sure I understand what you need me to do.
Good help is as rare as the legendary Last Dwemer, but a clockwork is only as strong as its weakest cog.
Just work your way up the rainbow. If color isn't clear, examine the crystals. Start with the simplest shape and end with the most complex.

After solving the puzzle:

Perfect! Such are the benefits of an extra set of appendages! The energy flows freely and without disruption, allowing the rods and the pistons to align in a most pleasing manner. Thank you.
Now, why do you want to know about divine energy?
Well, I was sent to ask you about the transfer of divine energy.
Sent? How intriguing.
I was just thinking about my former master, Sotha Sil, and the experiments we conducted. He desperately sought to understand the power he and his companions attained—especially whether or not that power was temporary.
Did Sotha Sil reach a conclusion?
Not while I assisted him. He had a tool that he used to drain away minute bits of his own divine energy to store and study. He could extract it and return it as he saw fit.
Not sure what became of the tool, but here are my notes from those days.
These notes should be helpful. Can I ask you a few more questions?
More questions? Well, Lord Sotha Sil attributed curiosity to intellectual superiority, suppose I should do the same.
Ask, and I will attempt to tighten the cogs of your ongoing education as best I can.
That tool you mentioned, is it a weapon?
Odd question. Is a hammer a weapon? A saw? A Dwemer spring spanner? No, it was just a tool, a device crafted by Sotha Sil to aid in his endless experiments.
I suppose I could imagine ways to modify the device, but for what reason? Hmm.
Do you know where the tool is now?
Haven't a clue. Tools have a way of wandering off when you don't stay vigilant. Had a guar that used to swallow tools when I wasn't looking. Glowed for a month until the enchantment dissipated and the tool passed. Should have heard the screams….
You worked with Sotha Sil?
I was his apprentice, but that was years ago. Spent time working in the Clockwork City. That's where I learned about energy transference, Dwemer engineering, mechanical symmetry—made me the Dark Elf I am today.
But I have a question. Who sent you?
Archcanon Tarvus sent me.
The Archcanon? Lord Vivec's high priest? Suddenly the gears align ….
I can think of a number of reasons that ALM and VI would want to know about SI and his tools, but some doors just shouldn't be opened.
Tell me more about Sotha Sil.
He's the Father of Mysteries and the Architect of Time. One of the Tribunal, the three Living Gods of the Dark Elves. Creates all sorts of helpful and intriguing devices, like the Clockwork City.
I haven't seen my old master in many years.
What's the Clockwork City?
It's a wonder and a miracle, all brass tunnels, glass domes, and giant gears. He was inspired by the work of the Dwemer, but the Clockwork City is pure Sotha Sil. He made it to forge the future and reshape the world. I learned a lot there.

Divine Intervention[edit]

Where can I find these hirelings of yours?
Hirelings? Yes, they worked for me. Before they quit, ungrateful netches!
Still, I paid them well before the pistons slipped their alignments. They should know where to find the components. Last I heard, Snorfin and the others were in Molag Mar.
Do you think the Daedra will return to trouble you?
The situation is wound dangerously tight, but I believe the gears revolve around you. Once you leave, I should be perfectly safe. Or, at least as safe as I ever am in the midst of all these experiments.
You however …. Stay vigilant, my friend.
Can you tell me more about these components you need me to find?
I could, but I won't pour five-year-old flin into a cracked decanter. No offense. Suffice it to say, they're fairly common as far as Dwemer components go.
Use the list and talk to my former hirelings. I'll build the device the moment you return.

Divine Restoration[edit]

Look at the craftsmanship. The attention to detail. Sotha Sil is a true master. Amazing, isn't it? Such intricate work on something so small.
Well, are you ready to go inside?
That's the Clockwork City? It's so small!
Precisely! Oh, I see your concern. Forgot you haven't been here before.
Use the entrance and you'll shrink down and get drawn inside. I understand that some of Sotha Sil's first entry methods had unintended effects, but now it's perfectly safe.
But why is the Clockwork City inside a globe?
Where else would you put it? Besides, once we get inside, it's much bigger than it looks. My former master said that working in miniature enhanced his precision. And it made it much more convenient to hide away and store.
Now in you go!


I'm not sure I understand the purpose of the atelier.
As I said, the atelier's the workshop where Sotha SIl used Sunna'rah to experiment with his own divine energy. The reservoir located inside was specifically designed to contain such massive power.
As far as workshops go, it's a masterpiece!

Divine Blessings[edit]

(After the quest ends, before you leave the Temple Canton)

How much longer do I need to stay here? Social situations have never been my strong suit.
I want to get back to my tower and experiment with this wonderful gift Vivec bestowed upon me. I already have ideas on how to improve magical transportation!