Mortal Shell 2 hides the Holding Cells under Fainweald. There is no gatehouse and no obvious door. You get in through an old well, and two wells on opposite sides of the region both load the same dungeon.
Quick answer: Interact with the well in Blackridge Hamlet near the Blackridge Pass Beacon, or with the well in the water on the northern outskirts of the Citadel of Penance near the Gloomshade Grove Beacon. Choose Enter Well.
Holding Cells locations in Fainweald
Both wells are valid entrances. The Blackridge Hamlet well sits closer to a Beacon, so it is the faster hole to reuse if you leave to rest. The Citadel well sits in a quieter pocket beside Martyr’s Prison and is the other end of the same underground space.
| Well | Nearest Beacon | What unlocks it |
|---|---|---|
| Blackridge Hamlet | Blackridge Pass | Mether’s Breath, then the chapel launch pad |
| Citadel outskirts | Gloomshade Grove | Walk to the northern Citadel edge and find the well in the water |
Blackridge Hamlet stays sealed until you have Mether’s Breath. That item lets you travel between unlocked Beacons and cleanse corruption. The launch pad behind the chapel does not work until that corruption is gone.
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Start from the Blackridge Pass Beacon if you already have it. Walk southwest through Blackridge Hamlet until you reach the well in the village. Kill the enemies that spawn around it, including any Tarred Corpses and explosive barrels, then stand at the well and choose Enter Well.

If Blackridge Pass is still dark on your map, travel to the Mushroom Village Beacon instead. Go to the chapel, cleanse the corruption behind it with Mether’s Breath, and ride the launch pad into the hamlet. The well is on the upper level, northwest of Mushroom Village and north of the Shrine of Trials entrance.
Note: After your first visit, the Blackridge Pass Beacon is the closer rest point if you need to leave and drop back in.
Citadel of Penance well
The second well sits in a secluded pocket on the northern outskirts of the Citadel of Penance, near the Martyr’s Prison entrance. Open the map and travel to the Gloomshade Grove Beacon, or walk to the Citadel itself. Your marker should sit right beside that fortress when you are in the right neighborhood.

Enter Well prompt and map icon
You are at the right object when the Enter Well prompt appears. After you accept it, the Holding Cells interior loads. The dungeon is marked on the overworld map once you pass through its fog gate for the first time.
If no prompt appears, you are not close enough or you are looking at the wrong structure. If Blackridge Hamlet is still unreachable, Mether’s Breath is missing or the chapel corruption is still in place. The Citadel well does not wait on that launch pad.
Use either well. They are two mouths of the same hole, and once you have taken one, the other is just the far end of the dungeon.






