LILITH, Countess, Arch-Devil and Lord of the Sixth
Lord of the Nine (Arch-Devil) Druid 20, Rogue 10, Wizard 10 CR 51; Large Outsider (Devil); HD 40d8+400 and 20d8+200 and 10d6+100 and 10d4+100; hp 1380; Init +14; Spd 80 ft., fly 240 ft. (perfect); AC 68, touch 34, flat-footed 58; Atk +81/+76/+71/+66 melee (2d8+21+3d6 (divine blast) +2d6 (unholy)/19-20/x2 + 6d6 (divine blast) Thunder's Voice, a +6 divine blast unholy greatsword), or +70/+65/+60/+55 ranged (Hell's Fire, ranged touch attack or spell); Face/Reach 5 ft. by 5 ft./10 ft.; SA Hellish Aura, Hell's Fire, spell-like abilities, call baatezu, Blood of the Innocent, Corrupt Nature, Impotence, Nature's Infernal Wrath, sneak attack +5d6; SQ Lord of the Nine traits, Arch-Devil qualities, Infernal Majesty (Divine Rank 9), Might of Hell, The Dark Goddess, DR 50/+9, fast healing 20, regeneration 15, SR 61, a thousand faces, animal companion, nature sense, resist nature's lure, trackless step, venom immunity, wildshape (6/day, elemental 3/day), woodland stride; AL LE; SV Fort +52, Ref +52, Will +51; Str 40, Dex 31, Con 30, Int 29, Wis 29, Chr 34. 8? tall
Skills and Feats: Alchemy +22, Animal Empathy +24, Balance +16, Bluff +51, Concentration +66, Craft (blacksmith) +40, Craft (metalwork) +35, Diplomacy +49, Disable Device +17, Disguise +28, Escape Artist +61, Gather Information +20, Handle Animal (nightmare) +22, Heal +19, Hide +49, Intimidate +51, Intuit Direction +32, Jump +20, Knowledge (Arcana) +84, Knowledge (Hell) +39, Knowledge (Nature) +48, Knowledge (The Planes) +67, Knowledge (Religion) +43, Listen +63, Move Silently +61, Perform +23, Read Lips +13, Ride +11, Scry +64, Search +60, Sense Motive +62, Spellcraft +67, Spot +52, Tumble +55, Wilderness Lore +35. Automatic Quicken Spell (2), Blinding Speed (2), Brew Potion, Cleave, Craft Epic Magic Arms and Armor, Craft Magic Arms and Armor, Craft Wondrous Items, Dodge, Empower Spell, Eschew Materials, Expertise, Great Cleave, Greater Spell Focus (Evocation), Improved Critical (greatsword), Improved Initiative, Maximize Spell, Moblility, Power Attack, Profane Spell, Quick Draw, Quicken Spell, Reach Spell, Scribe Scroll, Spell Focus (Evocation), Spell Focus (Illusion), Spring Attack, Sunder, Tenacious Magic (improved invisibility).
Hellish Aura (Ex): Lilith's presence is so vile that it causes lesser beings to cower or pay homage to the evil he represents. All within 900 feet of Lilith must succeed in a Will save DC 37. Those who succumb to Lilith's evil suffer one of the two following effects as determined by the Lord of the Sixth (who can change the effect, or discontinue it, as a free action):
Cower: Affected beings cower before the might of Lilith. They can defend themselves normally but take no actions.
Fright: Affected beings become shaken and suffer a ?2 morale penalty on attack rolls, saves, and checks. Lilith's mere glance makes them frightened, and they flee as quickly as they can, although they can choose the path of their flight.
Lilith can make her servants, "worshippers," beings of Lawful Evil alignment, or a mixture of all three types immune to this effect as a free action. This immunity lasts one day or until Lilith dismisses it.
Beings of Lesser god or greater status are immune to Lilith's Hellish Aura.
Hell's Fire (Su): Lilith may use Hell's Fire 15/day, a five-foot wide line of diabolical energy dealing 15d12 points of damage, up to 1500 feet away. Lilith's Hell's Fire appears like a torrent of corrupt, putrid blood and flesh mixed with components of the four elements; shortly after striking its target, the terrible mixture forces its way into the body of the unfortunate victim, corrupting them from the inside. Hell's Fire ignores mortal magic like anti-magic field, but may only remove one layer of prismatic per blast. Walls of force are not affected by Hell's Fire.
The Might of Hell (Su): Lilith's presence is so terrible that she can corrupt an entire area with but a thought. Thrice per day as a free action, Lilith may unhallow an area equal to 1200 feet.
Although Lilith detests the forces of righteousness, she also fears them. As a result, she finds it difficult to enter any hallowed site. If Lilith attempts to enter a hallowed site, she must make a Will DC save equal to 30 + the divine rank of the represented god + the god's Charisma modifier (if this is unknown, assume a +9); Lilith cannot use his spell resistance to overcome this effect. If Lilith succeeds in entering the hallowed area, the area immediately becomes unhallowed. Once Lilith breaches holy ground, the god in question is immediately alerted to the Lord of the Sixth's presence and will often send an avatar or will arrive in person to deal with the intrusion.
Spell-Like Abilities: At will -- animate dead, blasphemy, blur, charm person, charm monster, circle of doom, contagion, create undead, darkness, deeper darkness, delayed blast fireball, desecrate, detect chaos, detect good, detect law, detect magic, disintegrate, dominate monster, earthquake, fear, fireball, flamestrike, greater dispelling, harm, hold person, implosion, improved invisibility, inflict critical wounds, inflict light wounds, magic circle against chaos, magic circle against good, major image, mirage arcana, persistent image, produce flame, polymorph self, pyrotechnics, read magic, scrying, shatter, suggestion, symbol (any), telekinesis, teleport without error (self plus 1000 pounds), unhallow, unholy aura, unholy blight, wall of fire. 6/day -- destruction, fire storm, meteor swarm. 3/day -- damnation, hellball. 1/day -- wish. Caster level 46th; save DC 22 + spell level, DC 24 + spell level (Illusion), DC 26 + spell level (Evocation). Lilith also casts spells from the Destruction domain; these spells are included in the list above.
Call Baatezu (Sp): As a move equivalent action, Lilith can call Baatezu. Lilith may call, up to six times a day, 21 Lemures, 18 Osyluths or Barbazu, 15 Abishai, Erinyes or Hamatulas, 12 Cornugons or Gelugons, or 6 Pit Fiends. Since these Devils are called, they have the ability to summon other Devils as their Monster Manual descriptions allow. Lilith has no problem engaging those foolish enough to assault her one on one. In fact, she will often insist that any member of her entourage remain on the sidelines while she deals with opponents personally. Still, in the unlikely event that Lilith finds herself threatened, she immediately calls in a team of Pit Fiends before unleashing all of her might on those capable of harming her. Aside from Pit Fiends, the so-called Hag Countess does not seem to have any special preference for any kind of Devil; indeed, the only reason she calls Pit Fiends is because she knows them to be the most powerful of the common Devils.
Regeneration (Ex): Lilith takes normal damage from holy and blessed weapons of at least +6 enchantment.
Arch-Devil Qualities: Lilith is immune to fire and poison; she possesses cold and acid resistance 20; she see in darkness, even that created by deeper darkness spells; she can initiate telepathic communication with any creature within 100 feet; Lilith benefits from immunity to polymorphing, petrification, or any other attack to alter her form; she is not subject to energy drain, ability drain, or ability drain; immune to mind-affecting effects. Lilith is immune to death effects if the attacker has fewer HD/class levels than her CR or is of Lesser god rank or lower. She is immune to disease and poison, stunning, sleep, paralysis, and disintegration. Lilith can also sense anything within one mile around the mentioning of her name, titles or an item of importance to her.
Lilith is immortal and cannot die from natural causes. She does not age, and does not need to eat, sleep, or breathe.
Infernal Majesty (Ex): As the Lord of the Sixth, Lilith has a status equivalent to that of the gods. While in Malbolge (and anywhere else on Hell that Asmodeus allows), Lilith functions as a Lesser god with a divine rank of 9. Refer to Deities and Demigods for information on benefits Lilith receives.
Blood of the Innocent (Su): Lilith views children as nothing more than slaves to her whim in a perverse reversal of the natural order for most sentient beings. As such, she routinely goes out her way to harm and destroy them. However, at times she finds it more amusing to shatter the hope of those who fight against her by turning the very children they strive to defend into terrible monsters. 3/day, Lilith may turn all children within 1200 feet 12 years old and younger into Lemures if the children fail a Will DC 37. These Lemures have maximum hit points and are under Lilith's complete control, although they are well aware of their former selves and the horrible nature of their curse. The only way to return these children to their normal selves is to force Lilith back to Malbolge (effectively destroying her physical form on the Prime) within one hour of the curse, or to request three miracles from a greater god dedicated to nature. Often, in her spite, Lilith will destroy these Lemures shortly after their creation, consigning them to Hell.
Corrupt Nature (Su): As she pursues her quest to become the mistress over all elements of the destructive side of nature, Lilith has found the means to punish the very matter she seeks to dominate. 6/days as a full-round action in a manner similar to the despoil spell, Lilith can corrupt and curse the natural surroundings within 1200 feet of her. Plants with 1 HD or less shrivel and die, and the ground cannot support such plant life ever again. Plants with more than 1 HD must succeed at a Fortitude saving throw or die. Even those successful on their saves take 42 points of damage. All living creatures in the area other than plants (and Lilith) must succeed in at a Fortitude saving throw or suffer 4 points of Strength damage and contract a contagion (with an effect that may stack with the Strength damage). Unattended objects, including structural features such as walls and doors, grow brittle and lose 1 point of hardness, then take 6 points of damage.
Impotence (Su): Aside from children of virtually any race, Lilith hates humanoid males. This hate has grown significantly since the time she was deposed by Moloch, and has come to fruition since she reclaimed her status as Lord of the Sixth. 3/day, all humanoid men within 900 feet of Lilith suffer Impotence. Not only do they suffer the permanent inability to father a child, they also suffer 1 point of Constitution damage for the next three rounds so long as they are within 900 feet of Lilith; however, they are allowed a Fortitude saving throw each round, DC 37. Those who suffer three points of damage must make another Fortitude save, DC 37; those that fail this additional save are effectively spade and can be restored only by a miracle cast by a 21st level cleric of a good god or a god dedicated to nature or love.
While women do not suffer an attack on their femininity, they are subject to seeing existence through Lilith's eyes for a time. Those who fail a Will save DC 37 are wracked with a special form of confusion. Those who are not pregnant and within the vicinity of men will attack these men with a savage bloodlust. Those who are pregnant will attempt to abort the child or fetus as quickly as possible. This version of Lilith's Impotence lasts for 9 rounds. Once a woman makes a successful save against this version, she is forever immune to Impotence.
Nature's Infernal Wrath (Ex): Lilith has all but mastered complete command over the destructive side of nature. Every three rounds as a free action, Lilith may commit one of the following effects:
Chain Lightning: DC 28, 240 points of damage
Earthquake: DC 28
Flame Strike: DC 27, 180 points of damage
Ice Storm: DC 27, 60 points of damage
Each of these effects function as an intensified version of the spell except they are not subject to anti-magic fields or prismatic effects (walls of force or the force shield of a prismatic effect will stop the deluge). While in Malbolge, Lilith can do this as often as she likes; elsewhere, she can cast each of these twice a day.
The Dark Goddess (Ex): During her years seemingly under Moloch's yoke, Lilith spent her time researching religion and the nature of divinity. Through her own research, Lilith discovered the first steps to true godhood, and one day hopes to be completely independent of Asmodeus and the rest of Hell as she pursues her evil goals. Lilith can actually grant spells to those who worship her. Lilith only accepts female clerics. However, there is a price for their worship. Each cleric must sacrifice children to Lilith in order to receive her blessings. For every child under the age of 12 gruesomely murdered, Lilith grants four cleric levels to her servant for one year. The cleric also gains access to the Destruction, Evil, and Law domains during this time. In the event that the cleric accomplishes a sacrifice in the presence of Lilith, she will gain these levels permanently. Of course, all of these women are forever lost of the forces of good for the horror of their unnatural crimes and will spend an eternity rotting in Malbolge with Lilith.
Thunder's Voice: The well-known and dreaded sword of Lilith is a gift from Asmodeus after he reinstated her as Lord of the Sixth. Thunder's Voice is a huge sword with a blade of pure, crackling darkness and a hilt of lightning. This sword played a role in many citadels crashing down in Malbolge. With each swing, the utters a sonic boom capable of stunning all within five feet of the caster for three rounds; thus for every attack Lilith makes, whether she hits or not, those around her much make a Fortitude save DC 37. The nature of Thunder's Voice is that it causes tremendous divine damage to every creature it strikes, even gods with a status of Intermediate rank or less. Anyone touching Thunder's Voice save Lilith, anyone to whom she grants express permission, or Asmodeus must make a Fortitude save DC 37 or die instantly. Those who save are still struck with three negative levels so long as the carry the sword; furthermore, they must make another save each day to avoid dying.
Druid Spells per day: 6/8/7/7/7/7/5/5/5/5; base DC 16 + spell level, 18 + spell level for Illusions, 20 + spell level for Evocation. Caster level 20th.
Wizard Spells per day: 4/7/6/5/5/4; base DC 19 + spell level, 21 + spell level for Illusions, 23 + spell level for Evocation. Caster level 10th.
Spellbook: Although one of the oldest Devils in existence, Lilith has not spent considerable time studying the arcane, concentrating her efforts in imposing her desires on the natural order. As such, she has access to every spell up to fifth level in the Players Handbook and Tome and Blood. She most fond of spells that make things explode, freeze, or electrocute.
Possessions: As the Lord of the Sixth, Countess of Malbolge, and a goddess in the making, Lilith has countless riches at her disposal. Still, she rarely uses any of her wealth, preferring the company of her sword, Thunder's Voice.
Lilith is one of the oldest Devils in existence. Texts claim that she may well be the oldest, the first being to have emerged from Hell as Asmodeus finished his decent into the depths of the Stinking Maw. The truth of these rumors is not known, but it is certain that Lilith was the original Lord of the Sixth, a terrible enemy to the other Lords, and a thorn in the side of Asmodeus. Unlike the other Lords, who limited their perusal of the Prime, Lilith regularly pursued the morsels offered by mortal beings, particularly the males. In some ways, she may have indirectly played a role in the eventual Fall of celestials like Semyaza and Belial, who unwittingly mimicked her lust for mortal flesh.
It is unknown how many abominations she spewed into the Prime, but it is known that her actions drew too much attention to Hell, something Asmodeus was unwilling to accept at the time for various, largely mysterious reasons. Thus, when the Great Fall occurred, and the likes of Belial, Eblis, Moloch, and Triel came to Hell, Asmodeus allowed for Moloch to take overthrow Lilith, subjugating her under his power. Like Lilith, Moloch had an affiliation with procreative acts, particularly those dealing with the rearing of children, thus there was relatively little confusion when the female Lord of the Sixth was suddenly replaced with a male for those who study the Infernal.
For countless millennia, Lilith chafed under Moloch's rule. It is believed that Moloch did not destroy Lilith because not only did he believe that he had the total support of Asmodeus, but he enjoyed forcing her do engage in acts of lust with him, forever reminding her of the power and authority she lost. While Moloch ruled Malbolge, Lilith's name all but disappeared from the minds of even the most informed sages and scholars. Still, Lilith spent this time wisely, studying the nature of divinity in her bid to one day grow strong enough to destroy Moloch, gain her revenge against Asmodeus, and ascend to true divinity. Numerous cults associated with oppressed women, women who viewed children as shackles placed on them by men, women who sought to reverse what they perceived as the natural order (male dominance), and those interested in power flocked to cults that worshipped the Hag, the Harlot, or the Waif, all aspects of the corrupt side of nature, life, and destruction. Unknown to most, all of these cults were controlled and empowered by Lilith herself. In a way, the lack of knowledge of her existence benefited her, as she soon became the closest thing to a god in the hierarchy of Hell.
However, near the culmination of this rise, The Reckoning took place. Unable to allow the opportunity to gain her revenge against Moloch pass by, Lilith put aside her cult activities for a time. When The Reckoning came to a head, and the Lords were forced to submit to Asmodeus, Lilith whispered defiance in Moloch's ears, encouraging him to disrespect Asmodeus. This Moloch did and Asmodeus, with grim amusement, stripped him of his Lordship and banished him from Hell. As a reward for her efforts, and believing that she learned her lesson, Asmodeus reinstated Lilith as the Lord of the Sixth. Since that time, Lilith traveled throughout Malbolge, destroying all holdouts to her return to power and rewarding those who respect her by allowing them to live. Now that her consolidation of power is almost complete, Lilith plans on completing her rise to divinity. Whether or not Asmodeus (who has been aware of her machinations the entire time) seeks to impede Lilith's progress is unclear, but if he doesn't, she may well become the first god among the Lords of the Nine.
Of the Lords, Lilith is the least likely to maintain any one shape for extended periods of time. However, she is best known for three forms. First, and the one seen most often in recent centuries is that of a withered, decrepit old crone in tattered clothing with rotting flesh that hangs from her bones, stark white hair, rancid breath, and great black raven's wings. The second, and least familiar is that of a small girl with eyes like a serpent, raven hair, and dark clothes that seem to drag shadows with them. The final form, and the one most likely to be her true form is that of a statuesque, extremely beautiful woman with long black hair, glowing red eyes, and a large, shapely red mouth. This form also has large black wings and blood often trickles from the corners of her mouth, which are said to have at least two very long, sharp teeth and a forked tongue. In all cases, Lilith carries Thunder's Voice.
Lord of the Nine (Arch-Devil) Druid 20, Rogue 10, Wizard 10 CR 51; Large Outsider (Devil); HD 40d8+400 and 20d8+200 and 10d6+100 and 10d4+100; hp 1380; Init +14; Spd 80 ft., fly 240 ft. (perfect); AC 68, touch 34, flat-footed 58; Atk +81/+76/+71/+66 melee (2d8+21+3d6 (divine blast) +2d6 (unholy)/19-20/x2 + 6d6 (divine blast) Thunder's Voice, a +6 divine blast unholy greatsword), or +70/+65/+60/+55 ranged (Hell's Fire, ranged touch attack or spell); Face/Reach 5 ft. by 5 ft./10 ft.; SA Hellish Aura, Hell's Fire, spell-like abilities, call baatezu, Blood of the Innocent, Corrupt Nature, Impotence, Nature's Infernal Wrath, sneak attack +5d6; SQ Lord of the Nine traits, Arch-Devil qualities, Infernal Majesty (Divine Rank 9), Might of Hell, The Dark Goddess, DR 50/+9, fast healing 20, regeneration 15, SR 61, a thousand faces, animal companion, nature sense, resist nature's lure, trackless step, venom immunity, wildshape (6/day, elemental 3/day), woodland stride; AL LE; SV Fort +52, Ref +52, Will +51; Str 40, Dex 31, Con 30, Int 29, Wis 29, Chr 34. 8? tall
Skills and Feats: Alchemy +22, Animal Empathy +24, Balance +16, Bluff +51, Concentration +66, Craft (blacksmith) +40, Craft (metalwork) +35, Diplomacy +49, Disable Device +17, Disguise +28, Escape Artist +61, Gather Information +20, Handle Animal (nightmare) +22, Heal +19, Hide +49, Intimidate +51, Intuit Direction +32, Jump +20, Knowledge (Arcana) +84, Knowledge (Hell) +39, Knowledge (Nature) +48, Knowledge (The Planes) +67, Knowledge (Religion) +43, Listen +63, Move Silently +61, Perform +23, Read Lips +13, Ride +11, Scry +64, Search +60, Sense Motive +62, Spellcraft +67, Spot +52, Tumble +55, Wilderness Lore +35. Automatic Quicken Spell (2), Blinding Speed (2), Brew Potion, Cleave, Craft Epic Magic Arms and Armor, Craft Magic Arms and Armor, Craft Wondrous Items, Dodge, Empower Spell, Eschew Materials, Expertise, Great Cleave, Greater Spell Focus (Evocation), Improved Critical (greatsword), Improved Initiative, Maximize Spell, Moblility, Power Attack, Profane Spell, Quick Draw, Quicken Spell, Reach Spell, Scribe Scroll, Spell Focus (Evocation), Spell Focus (Illusion), Spring Attack, Sunder, Tenacious Magic (improved invisibility).
Hellish Aura (Ex): Lilith's presence is so vile that it causes lesser beings to cower or pay homage to the evil he represents. All within 900 feet of Lilith must succeed in a Will save DC 37. Those who succumb to Lilith's evil suffer one of the two following effects as determined by the Lord of the Sixth (who can change the effect, or discontinue it, as a free action):
Cower: Affected beings cower before the might of Lilith. They can defend themselves normally but take no actions.
Fright: Affected beings become shaken and suffer a ?2 morale penalty on attack rolls, saves, and checks. Lilith's mere glance makes them frightened, and they flee as quickly as they can, although they can choose the path of their flight.
Lilith can make her servants, "worshippers," beings of Lawful Evil alignment, or a mixture of all three types immune to this effect as a free action. This immunity lasts one day or until Lilith dismisses it.
Beings of Lesser god or greater status are immune to Lilith's Hellish Aura.
Hell's Fire (Su): Lilith may use Hell's Fire 15/day, a five-foot wide line of diabolical energy dealing 15d12 points of damage, up to 1500 feet away. Lilith's Hell's Fire appears like a torrent of corrupt, putrid blood and flesh mixed with components of the four elements; shortly after striking its target, the terrible mixture forces its way into the body of the unfortunate victim, corrupting them from the inside. Hell's Fire ignores mortal magic like anti-magic field, but may only remove one layer of prismatic per blast. Walls of force are not affected by Hell's Fire.
The Might of Hell (Su): Lilith's presence is so terrible that she can corrupt an entire area with but a thought. Thrice per day as a free action, Lilith may unhallow an area equal to 1200 feet.
Although Lilith detests the forces of righteousness, she also fears them. As a result, she finds it difficult to enter any hallowed site. If Lilith attempts to enter a hallowed site, she must make a Will DC save equal to 30 + the divine rank of the represented god + the god's Charisma modifier (if this is unknown, assume a +9); Lilith cannot use his spell resistance to overcome this effect. If Lilith succeeds in entering the hallowed area, the area immediately becomes unhallowed. Once Lilith breaches holy ground, the god in question is immediately alerted to the Lord of the Sixth's presence and will often send an avatar or will arrive in person to deal with the intrusion.
Spell-Like Abilities: At will -- animate dead, blasphemy, blur, charm person, charm monster, circle of doom, contagion, create undead, darkness, deeper darkness, delayed blast fireball, desecrate, detect chaos, detect good, detect law, detect magic, disintegrate, dominate monster, earthquake, fear, fireball, flamestrike, greater dispelling, harm, hold person, implosion, improved invisibility, inflict critical wounds, inflict light wounds, magic circle against chaos, magic circle against good, major image, mirage arcana, persistent image, produce flame, polymorph self, pyrotechnics, read magic, scrying, shatter, suggestion, symbol (any), telekinesis, teleport without error (self plus 1000 pounds), unhallow, unholy aura, unholy blight, wall of fire. 6/day -- destruction, fire storm, meteor swarm. 3/day -- damnation, hellball. 1/day -- wish. Caster level 46th; save DC 22 + spell level, DC 24 + spell level (Illusion), DC 26 + spell level (Evocation). Lilith also casts spells from the Destruction domain; these spells are included in the list above.
Call Baatezu (Sp): As a move equivalent action, Lilith can call Baatezu. Lilith may call, up to six times a day, 21 Lemures, 18 Osyluths or Barbazu, 15 Abishai, Erinyes or Hamatulas, 12 Cornugons or Gelugons, or 6 Pit Fiends. Since these Devils are called, they have the ability to summon other Devils as their Monster Manual descriptions allow. Lilith has no problem engaging those foolish enough to assault her one on one. In fact, she will often insist that any member of her entourage remain on the sidelines while she deals with opponents personally. Still, in the unlikely event that Lilith finds herself threatened, she immediately calls in a team of Pit Fiends before unleashing all of her might on those capable of harming her. Aside from Pit Fiends, the so-called Hag Countess does not seem to have any special preference for any kind of Devil; indeed, the only reason she calls Pit Fiends is because she knows them to be the most powerful of the common Devils.
Regeneration (Ex): Lilith takes normal damage from holy and blessed weapons of at least +6 enchantment.
Arch-Devil Qualities: Lilith is immune to fire and poison; she possesses cold and acid resistance 20; she see in darkness, even that created by deeper darkness spells; she can initiate telepathic communication with any creature within 100 feet; Lilith benefits from immunity to polymorphing, petrification, or any other attack to alter her form; she is not subject to energy drain, ability drain, or ability drain; immune to mind-affecting effects. Lilith is immune to death effects if the attacker has fewer HD/class levels than her CR or is of Lesser god rank or lower. She is immune to disease and poison, stunning, sleep, paralysis, and disintegration. Lilith can also sense anything within one mile around the mentioning of her name, titles or an item of importance to her.
Lilith is immortal and cannot die from natural causes. She does not age, and does not need to eat, sleep, or breathe.
Infernal Majesty (Ex): As the Lord of the Sixth, Lilith has a status equivalent to that of the gods. While in Malbolge (and anywhere else on Hell that Asmodeus allows), Lilith functions as a Lesser god with a divine rank of 9. Refer to Deities and Demigods for information on benefits Lilith receives.
Blood of the Innocent (Su): Lilith views children as nothing more than slaves to her whim in a perverse reversal of the natural order for most sentient beings. As such, she routinely goes out her way to harm and destroy them. However, at times she finds it more amusing to shatter the hope of those who fight against her by turning the very children they strive to defend into terrible monsters. 3/day, Lilith may turn all children within 1200 feet 12 years old and younger into Lemures if the children fail a Will DC 37. These Lemures have maximum hit points and are under Lilith's complete control, although they are well aware of their former selves and the horrible nature of their curse. The only way to return these children to their normal selves is to force Lilith back to Malbolge (effectively destroying her physical form on the Prime) within one hour of the curse, or to request three miracles from a greater god dedicated to nature. Often, in her spite, Lilith will destroy these Lemures shortly after their creation, consigning them to Hell.
Corrupt Nature (Su): As she pursues her quest to become the mistress over all elements of the destructive side of nature, Lilith has found the means to punish the very matter she seeks to dominate. 6/days as a full-round action in a manner similar to the despoil spell, Lilith can corrupt and curse the natural surroundings within 1200 feet of her. Plants with 1 HD or less shrivel and die, and the ground cannot support such plant life ever again. Plants with more than 1 HD must succeed at a Fortitude saving throw or die. Even those successful on their saves take 42 points of damage. All living creatures in the area other than plants (and Lilith) must succeed in at a Fortitude saving throw or suffer 4 points of Strength damage and contract a contagion (with an effect that may stack with the Strength damage). Unattended objects, including structural features such as walls and doors, grow brittle and lose 1 point of hardness, then take 6 points of damage.
Impotence (Su): Aside from children of virtually any race, Lilith hates humanoid males. This hate has grown significantly since the time she was deposed by Moloch, and has come to fruition since she reclaimed her status as Lord of the Sixth. 3/day, all humanoid men within 900 feet of Lilith suffer Impotence. Not only do they suffer the permanent inability to father a child, they also suffer 1 point of Constitution damage for the next three rounds so long as they are within 900 feet of Lilith; however, they are allowed a Fortitude saving throw each round, DC 37. Those who suffer three points of damage must make another Fortitude save, DC 37; those that fail this additional save are effectively spade and can be restored only by a miracle cast by a 21st level cleric of a good god or a god dedicated to nature or love.
While women do not suffer an attack on their femininity, they are subject to seeing existence through Lilith's eyes for a time. Those who fail a Will save DC 37 are wracked with a special form of confusion. Those who are not pregnant and within the vicinity of men will attack these men with a savage bloodlust. Those who are pregnant will attempt to abort the child or fetus as quickly as possible. This version of Lilith's Impotence lasts for 9 rounds. Once a woman makes a successful save against this version, she is forever immune to Impotence.
Nature's Infernal Wrath (Ex): Lilith has all but mastered complete command over the destructive side of nature. Every three rounds as a free action, Lilith may commit one of the following effects:
Chain Lightning: DC 28, 240 points of damage
Earthquake: DC 28
Flame Strike: DC 27, 180 points of damage
Ice Storm: DC 27, 60 points of damage
Each of these effects function as an intensified version of the spell except they are not subject to anti-magic fields or prismatic effects (walls of force or the force shield of a prismatic effect will stop the deluge). While in Malbolge, Lilith can do this as often as she likes; elsewhere, she can cast each of these twice a day.
The Dark Goddess (Ex): During her years seemingly under Moloch's yoke, Lilith spent her time researching religion and the nature of divinity. Through her own research, Lilith discovered the first steps to true godhood, and one day hopes to be completely independent of Asmodeus and the rest of Hell as she pursues her evil goals. Lilith can actually grant spells to those who worship her. Lilith only accepts female clerics. However, there is a price for their worship. Each cleric must sacrifice children to Lilith in order to receive her blessings. For every child under the age of 12 gruesomely murdered, Lilith grants four cleric levels to her servant for one year. The cleric also gains access to the Destruction, Evil, and Law domains during this time. In the event that the cleric accomplishes a sacrifice in the presence of Lilith, she will gain these levels permanently. Of course, all of these women are forever lost of the forces of good for the horror of their unnatural crimes and will spend an eternity rotting in Malbolge with Lilith.
Thunder's Voice: The well-known and dreaded sword of Lilith is a gift from Asmodeus after he reinstated her as Lord of the Sixth. Thunder's Voice is a huge sword with a blade of pure, crackling darkness and a hilt of lightning. This sword played a role in many citadels crashing down in Malbolge. With each swing, the utters a sonic boom capable of stunning all within five feet of the caster for three rounds; thus for every attack Lilith makes, whether she hits or not, those around her much make a Fortitude save DC 37. The nature of Thunder's Voice is that it causes tremendous divine damage to every creature it strikes, even gods with a status of Intermediate rank or less. Anyone touching Thunder's Voice save Lilith, anyone to whom she grants express permission, or Asmodeus must make a Fortitude save DC 37 or die instantly. Those who save are still struck with three negative levels so long as the carry the sword; furthermore, they must make another save each day to avoid dying.
Druid Spells per day: 6/8/7/7/7/7/5/5/5/5; base DC 16 + spell level, 18 + spell level for Illusions, 20 + spell level for Evocation. Caster level 20th.
Wizard Spells per day: 4/7/6/5/5/4; base DC 19 + spell level, 21 + spell level for Illusions, 23 + spell level for Evocation. Caster level 10th.
Spellbook: Although one of the oldest Devils in existence, Lilith has not spent considerable time studying the arcane, concentrating her efforts in imposing her desires on the natural order. As such, she has access to every spell up to fifth level in the Players Handbook and Tome and Blood. She most fond of spells that make things explode, freeze, or electrocute.
Possessions: As the Lord of the Sixth, Countess of Malbolge, and a goddess in the making, Lilith has countless riches at her disposal. Still, she rarely uses any of her wealth, preferring the company of her sword, Thunder's Voice.
Lilith is one of the oldest Devils in existence. Texts claim that she may well be the oldest, the first being to have emerged from Hell as Asmodeus finished his decent into the depths of the Stinking Maw. The truth of these rumors is not known, but it is certain that Lilith was the original Lord of the Sixth, a terrible enemy to the other Lords, and a thorn in the side of Asmodeus. Unlike the other Lords, who limited their perusal of the Prime, Lilith regularly pursued the morsels offered by mortal beings, particularly the males. In some ways, she may have indirectly played a role in the eventual Fall of celestials like Semyaza and Belial, who unwittingly mimicked her lust for mortal flesh.
It is unknown how many abominations she spewed into the Prime, but it is known that her actions drew too much attention to Hell, something Asmodeus was unwilling to accept at the time for various, largely mysterious reasons. Thus, when the Great Fall occurred, and the likes of Belial, Eblis, Moloch, and Triel came to Hell, Asmodeus allowed for Moloch to take overthrow Lilith, subjugating her under his power. Like Lilith, Moloch had an affiliation with procreative acts, particularly those dealing with the rearing of children, thus there was relatively little confusion when the female Lord of the Sixth was suddenly replaced with a male for those who study the Infernal.
For countless millennia, Lilith chafed under Moloch's rule. It is believed that Moloch did not destroy Lilith because not only did he believe that he had the total support of Asmodeus, but he enjoyed forcing her do engage in acts of lust with him, forever reminding her of the power and authority she lost. While Moloch ruled Malbolge, Lilith's name all but disappeared from the minds of even the most informed sages and scholars. Still, Lilith spent this time wisely, studying the nature of divinity in her bid to one day grow strong enough to destroy Moloch, gain her revenge against Asmodeus, and ascend to true divinity. Numerous cults associated with oppressed women, women who viewed children as shackles placed on them by men, women who sought to reverse what they perceived as the natural order (male dominance), and those interested in power flocked to cults that worshipped the Hag, the Harlot, or the Waif, all aspects of the corrupt side of nature, life, and destruction. Unknown to most, all of these cults were controlled and empowered by Lilith herself. In a way, the lack of knowledge of her existence benefited her, as she soon became the closest thing to a god in the hierarchy of Hell.
However, near the culmination of this rise, The Reckoning took place. Unable to allow the opportunity to gain her revenge against Moloch pass by, Lilith put aside her cult activities for a time. When The Reckoning came to a head, and the Lords were forced to submit to Asmodeus, Lilith whispered defiance in Moloch's ears, encouraging him to disrespect Asmodeus. This Moloch did and Asmodeus, with grim amusement, stripped him of his Lordship and banished him from Hell. As a reward for her efforts, and believing that she learned her lesson, Asmodeus reinstated Lilith as the Lord of the Sixth. Since that time, Lilith traveled throughout Malbolge, destroying all holdouts to her return to power and rewarding those who respect her by allowing them to live. Now that her consolidation of power is almost complete, Lilith plans on completing her rise to divinity. Whether or not Asmodeus (who has been aware of her machinations the entire time) seeks to impede Lilith's progress is unclear, but if he doesn't, she may well become the first god among the Lords of the Nine.
Of the Lords, Lilith is the least likely to maintain any one shape for extended periods of time. However, she is best known for three forms. First, and the one seen most often in recent centuries is that of a withered, decrepit old crone in tattered clothing with rotting flesh that hangs from her bones, stark white hair, rancid breath, and great black raven's wings. The second, and least familiar is that of a small girl with eyes like a serpent, raven hair, and dark clothes that seem to drag shadows with them. The final form, and the one most likely to be her true form is that of a statuesque, extremely beautiful woman with long black hair, glowing red eyes, and a large, shapely red mouth. This form also has large black wings and blood often trickles from the corners of her mouth, which are said to have at least two very long, sharp teeth and a forked tongue. In all cases, Lilith carries Thunder's Voice.
