Name: Arachnus Lilus (Lilith Spiders)
Created by: Unknown (presumed Karma)
Size: Massive
Intelligence: Very High
Magical Ability: Moderate (see Below)
Identifying features: Hard black chitinous exterior on the lower abdomen, dusky skinned torso, with a red symbol on the lower abdomen, upper torso is that of a female humanoid although with spider-like jaws instead of a normal mouth
Method of change: Transformative Venom, Transformative rebirthing, Impregnation (see Below)
Transformational Potential: High
Level of aggression: Very High

Basic Information
The Lilith Spider's origins are largely unknown; however it is known that covens, or large groupings (10-100) of them are known to live in the depths of Assiah's deepest caves. The Lilith spider is very intelligent and lives in a communal group. The leader of any singular grouping is known as a queen and can be distinguished by her unusually large size. Of note is that all existent Lilith spiders appear to be female; in fact all Lilith spiders are hermaphroditic in nature. The red symbol on the abdomen identifies which coven the spider is apart of; these symbols are often complex and even may hold arcane power.

Physical Description
The Lilith spider like all spiders has eight legs and a hard chitinous abdomen, however Lilith spiders are relatively unique in that the torso and head are that of a humanoid, it is important to specify that no specific race is favored, for more information on this see the Reproduction/Transformative Abilities section. The abdomen is always a glossy black in color, however the torso and head my range from pale gray to black. As noted above all Lilith spiders appear to be female, thus all Lilim have at least two large breasts on the humanoid chest.

The head of the Lilim will have between two and eight eyes. and a spider-like jaw capable of spitting venom up to 30m accurately it is also known that the mouth functions as a working vagina. The mouth contains a prehensile cock-tongue capable of reaching an estimated 1.5m in length. However unlike most spiders the Lilith spider retains her two humanoid arms on her upper torso. Her hands have in the palm what has been described as a "fanged vagina" and each finger ends in a razor sharp claw. Lilim guards and the queen of a group have prehensile cock-tentacles that extent from the shoulders these may reach a length of up to 3.5m at full extension, any given Lilim may have up to nine of them.

At the juncture between the torso and abdomen are the Lilith spider's primary genitals also present here are a set of venomous fangs like the mouth above these are capable of spitting transformative venom, however unlike the mouth the venom from these fangs is a sticking gooish substance that while it has less transformative efficacy, is very effective at entangling victims. Lilim have at least one to three massive barbed penis's that are externally visable from the front, they reside fully erect in an partially internal sheath, it is not uncommon for Lilim to hold their paralyzed victims in place with their shoulder tentacles and then impale them on their cocks. These cocks have an extremely highly transformative cum. beneath the cocks and surronded by the ball sacs is the Lilim's primary pussy and womb, like the holding wombs that surround it it has the ability to hold and individual however unlike the holding wombs it is transformative.

The Lilim have between of two and eight "holding wombs" that are used to hold victims for later transformation. Each womb is accessible through an external vagina ringed with normally retracted cock-tentacles, these tentacles originate in the womb and are used to keep the victim alive while encased within, in combat they squirt a sedative cum with pre-transformative abilities that make the victim more receptive to the coming transformation. It is theorized that a victim could live indefinitely in one of the holding wombs, however victims rarely remain there long. The end of the abdomen holds the spinarettes and and a single large ovipositor. The spinarettes are capable of producing silk in several different varieties. Classic structural silk is black and is stronger than any other known fiber due to it's magical properites; this has lead it to be highly valued and coveted for many reasons. Structural silk is safe to handle and has no known adverse effects. Binding silk is a light grey is sticky for a brief time after creation and is used to bind or restrain victims, while it has no known transformative abilities per-se the silk is very soft and very sensual, the silk has the effect of permanently increasing the sensitivity of any erogenous zone it comes in to contact with and is thus sought after by the sex toy's industry of Assiah for this reason. Web silk is unique in that while it is visible during spinning it is virtually impossible to detect afterwards, it is very stretchy and contains a sedative that causes victims to fall asleep very quickly, it is prized by the slaving industry for these reasons.

Cocoon silk is white and is used to cocoon victims for transformation. It is highly transformative, examination of samples of this silk have shown that contrary to first thought cocoon silk does not contain small nodules of D-cum rather it IS d-cum woven into a silk. Cocoon silk is valued much higher than D-cum because it can be woven into garments (this is however highly illegal in most of Assiah) and more easily handled in magic and alchemy where it easily substitutes for D-Cum. Queen Lilith spiders are unique in that they are much larger than other Lilim and and their holding wombs are transformative rather than sustative in nature.

Reproduction/Transformative abilities
Lilith Spiders like many demonicly alter/enhanced species are not capable of self reproduction. To reproduce they must have an untransformed female of a humanoid species. The female is either captured via a raid on a nearby surface town, the various webs the Lilim string to capture prey in the forests near their caves or they in rare cases are voluntarily transformed. In all cases the process is the same the female is subdued and placed in a "holding womb" and taken to the queen. The queen then bites the female to begin the process and then impregates her with a transformative egg placed in the womb with her ovipositor, this egg is then fertilized by the Lilim that captured the female originally using her primary cock.

At this point the subject has been visably transformed and has begun to exhibit Lilim features, however if she is not incubated by the queen she will turn into a mindless spider drone that the Lilim uses a slaves, the drones are weak, appear fully as spiders and are often used to incubate "seekerlings" (see below). At this point the queen then places the partially transformed subject into one of her wombs to incubate and finish most of her transformation. The exact amount of time a transformee stays in this state is indeterminate, it is theorized that the queen keeps several transformees ready in case the coven needs them at any given time.

At then end of the incubation the queen wraps the resulting egg-sac in cocoon silk and attaches it to the roof of the cavern the Lilim inhabit, in two to three weeks the fully transformed Lilim emerges from the cocoon, in the final step the new Lilim must give herself to her queen allowing her queen to beach her virginity on her main pussy, this also has the effect of placing the coven marking on her lower abdomen. For a new queen to be born rather than let the coven member who made the capture fertilize the soon to be queen, the queen herself does it, furthermore the new queen must be incubated in the queens primary womb.

All captured beings are transformed. Male humanoids are often transformed into drones; drones are used to pleasure coven members however they have few defensive abilities and appear simply as very large spiders with a massive cock beneath them that constantly drips pre and a gaping pussy at the end of their abdomen. This pussy leads to the drone's womb which is often used to incubate "seekerlings" or small 8cm spiders that are used to scout and take victims unsuspected while they sleep. Seekerlings do so by affixing themselfs to an erogenous orifice on their victim and injecting a sedative/hypnotic that allows the seekerling to psychiclly suggest directions to the victim.

It is important to stress that not all female humanoids are transformed in to coven members and that the majority of captures end up as playthings for the clan, the Lilim have the ability to guide a transformation as they see fit and it is not uncommon to find horribly transformed victims inhabiting the lair of a coven. Only future clan members are incubated most are transformed on the spot using a combination of venom, cum and silk.

Lilith spiders feed off of the magical energies released during transformation, with the exception of reproductive transformation. Most Lilim only need to "eat" once or twice a decade.

Spreading Danger
The danger the Lilith spider will spread is fairly minimal they are reclusive and live only in the deepest caves of Assiah, clans only grow to what the area will sustain in new transformation.

Magical abilities
Most Lilim have some magical ability, however most covens have a designated mage who takes care of most of the covens casting needs. The Lilim are themselves magic resistant and and cannot be transformed except by a demon.