In a fully fledged, elegant purple combat dress that complimented her hair, Lilith was the jewel that rode atop an armoured Nevermore flanked by several smaller ones. An Empress with her army of the air. The Black Horde stretched far and wide, under (Y/N)'s strict supervision his Grimm were evolving. Slower to make, but more powerful than anything Salem had. As of now, Lilith's ruthless purple eyes searched the landscape below. Her cold, piercing stare would've been enough to burn forests down.

As Lilith's armoured Nevermore sniffed about, she could tell that it was picking up the track of a maiden. It was deviating from where Lilith's initial direction was, she adjusted the reins every time.

Lilith: "Once we're through with this, I'll get you a delicious piece of meat."

She smiled, patting the Nevermore gently. The Grimm seemed to smile, though Lilith couldn't be so sure.

Lilith: "Let's touch down here, okay?"

The Grimm complied, lowering it's altitude until it was able to gently touch down onto the ground in order to not fling around it's rider.

Lilith: "Good boy... good boy."

She patted. Dismounting and retrieving a special bag (Y/N) gave to her that was latched on the saddle she had rode on.

Opening the satchel, she uncovered two miniature looking Grimm. Along them was a note from (Y/N).

"Use these, they block the soundwaves emitted by them. Even the passive ones, just keep these on and you won't be affected. When you are done with them, they detach at your mental command."

Lilith: "Thank you, (Y/N)"

She smiled, also retrieving a big jar of pure black fluid.

Lilith: "What would I do without you?"

She placed the miniature Grimm on her ear, they melded well to the point she couldn't notice them in her ears and it seemed like they weren't even there. It was then that she opened the jar, recoiling a little from the foul stench it emitted, quickly pouring the substance on the ground beneath her.

An elongated arm stuck out from the large pool which had formed. It slowly raised it's stiff body, revealing a disfigured skull and empty red eyes. These new Apathy were slightly faster than the older versions, but still moving at speeds no more than a slow walk. Dozens of them emerged from the fluid until there were about thirty of them.

Lilith: "You know your duty, do it well."

She ordered, receiving a slow, slight nod from what evidently was the group's de facto leader. Finally retrieving a few dust canisters from the satchel and stored it for later.

She began her trek into the deep woods, the Branwen Tribe should be around here somewhere. Their last known location matches up with the scent her Nevermore was following.

Knowing the pool could be destroyed, she left it guarded by her mount. The other Nevermores circled above where she had landed, like vultures circling their prey. The prey was near.

As Lilith ventured further into the forest, following an old map given to her by (Y/N). She heard the signature sound of a gun clicking and primed to fire. Gritty and dirty men emerged from the trees and surrounded her almost immediately.

Branwen Tribesman: "Lookie what we have here, a lil' lady that's so lost."

Lilith: "I'm Lilith Heathers, I'll have an audience with your Chief. If you don't mind."

The men all just laughed, looking at each other. Some also mockingly pointing to Lilith as they all hollered in laughter together.

Tribesman: "What makes you think we're going to take you to her? Lil' lady?"

Lilith: "The name is Lilith Heathers. I want an audience with your chief. Call me lil' lady one more time..."

The tribesman just snickered in response, slowly eyeing her up and down. Lilith took notice immediately, before scoffing in disappointment.

Lilith: "Very well, I guess I'll have to go by myself."

She leapt up into the air, retractable blades were brought forth from the sides of her boots. Pointing downwards from the sole, sharpened to a point. Lilith also gave herself a spin as she jumped, allowing her to use her athletic legs to become heli-blades of death. Two spins and the men all around her had been cleanly decapitated before they even knew what was happening to them. Spines severed before their brains could even process and send a signal to react to the threat.

Lilith: "You look better without tor head. Hehe."

She giggled. Before continuing on towards the Branwen encampment.

All who resisted her were cut down to size, men and women alike. At the very moment, Lilith breathed death to life with her own body as a vessel.

Leaving a trail of bodies all the way to the Branwen encampment. She stopped at the front gate, fixing her ruffled hair a little. Lilith brought her fingers to her mouth and whistled sharply.

Lilith: "Spring! Come on out! Or do I have to kill more of your... savage tribe."

The gate opened, Raven and a few of her remaining tribe members exited to meet Lilith. A young looking girl, a little older than Lilith stood right next to Raven. A protector? Or the protected?

Lilith: "May I meet this Spring Maiden I've heard so much about?"

Asked the light purple-haired girl. Her eyes scanned all the members of Raven's tribe, most men.

Raven: "I don't know if she sent you... but-"

Lilith: "Well, now it's 'he'. New management."

She joked, giggling a little.

Raven: "That's impossible..."

Her eyes widened a little, her hand reaching for her blade a little. Lilith saw it, looking back at Raven. Giving her s look that dared her to reach for it.

Lilith: "Either you're protecting the maiden..."

She said, her gaze shifted over to Vernal. Before returning back to Raven.

Lilith: "Or... You."

Lilith began to smile devilishly. Raven knew the game was up, Lilith was ready to fight.

Raven: "Everyone, run."

She ordered. Lilith watched as Raven's last remaining tribe members dispersed into the forest. All except Vernal, she brought out her weapons.

Vernal: "I'm staying with you."

Lilith: "The plan is simple, but... let's just play around a little."

Lilith begins to circle them, however Vernal and Raven stood their ground.

Lilith: "We could keep at this or... you could give up the Maiden powers!"

She ordered. But Raven's eyes just lit up with red. Signifying her ownership of the powers, thus confirming Lilith's suspicions. Vernal came to Raven's protection, charging at her attacker.

Lilith: "A brave one!"

She smiled, dodging Vernal's attacks. Before responding with a volley of kicks and a disarmament. Lilith also was able to evade a flurry of Maiden-fuelled strikes from Raven.

Raven: "How, how did I miss all that?"

She was genuinely shocked for once, Vernal stayed by her side but was intimidated by her opponent's skill.

Lilith: "My survival is more important than inflicting damage. I just happen to shift to that style. Besides, Heightened Perception really helps."

Lilith's semblance had been unlocked during a sparring session with (Y/N). Giving her quicker reaction time and advanced agility.

Vernal: "The semblance of a coward!"

She insulted. Lilith laughed in reply.

Lilith: "Well, you're not wrong."

She raised her hand in the air and gave a sharp snap. Signalling the Apathy Grimm hidden in the trees. They unleashed their ear-piercing shriek as Lilith's opponents realized what was happening too late. Although Raven had the Spring Maiden powers, she was powerless against this attack. Lilith just watched with sadistic glee as her enemies collapsed in front of her.

Walking up to a weakened Vernal. Lilith knelt down and stared at her tired eyes.

Lilith: "Such beautiful eyes. Such a shame."

She mocked at her weakened enemy, violently slashing Vernal's vulnerable throat. Smirking as she did it.

Raven: "You... monster."

She tiredly said, drifting in and out of sleep. Raven dropped her sword onto the ground, which Lilith picked up and examined closely.

Lilith: "Yes, yes I am."

Lilith answered as two Spawn Grimm picked up Raven by the arms to carry back to (Y/N). Lilith stepped over Vernal's dead body without a second thought, but not before taking out a lighter and throwing it onto the Branwen tribe's wooden settlement.