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- "This is most fortunate... Khalim's Brain knows Mephisto's weakness." - Deckard Cain
Khalim's Brain is one of the items needed to create the flail, Khalim's Will as part of the Khalim's Will quest.
It can be found on level 3 of the Flayer Dungeon (not to be confused with the Swampy Pit, which is also in the Flayer Jungle).