|This article is about the Video Game character. You may be looking for the Comic Series character, the TV Series character, the Novel Series character, or the actress.|
|Age||Late 20's to early 30's|
|Family||Larry - Father (Deceased)|
|First Appearance||"A New Day"|
|Last Appearance||"Long Road Ahead"|
|Series lifespan||"A New Day" to "Long Road Ahead"|
|Lilly left behind on the highway (top) and abandoning the group by stealing the RV (bottom).|
|Lilly (Video Game) Gallery|
Nicki Rapp Gallery
- "I could've killed you. I had you while you were rummaging around in the front there. I know you did what you did for a reason and part of me understands. But the other part sees you with your back turned to me and knows I could've killed you."
- —Lilly's determinant words to Lee Everett after escaping custody.[src]
Lilly is an original character who first appeared in Season 1 of Telltale Games' The Walking Dead. She is both a quick thinker, and a leader; she is also straight to the point regardless of how people react or feel about what she has to say. However, she does have a kinder side to her, and will appreciate others when they deserve it.
At first glance, Lilly is quick to earn the dislike or disrespect from the group, particularly due to her association with Larry, her father, and her constant take on siding with him. For the better part of the episodes, Lilly assumes the role of the group's de-facto leader, probably out of the reason that nobody wants to take up the responsibility.
As Lilly has military experience (Air Force, specifically), she handles herself pretty well among the men and isn't afraid to speak her mind in order to protect her father and herself. Additionally, she is knowledgeable in survival tactics and firearms, which became a trait for good leadership. She even set up a training regimen for the adults in the group. In general, Lilly is rather bossy and possessive, having the need to control the group in a way that she sees fit. An interesting point to note however, is that when Larry starts acting out in a fit of rage, she is quick to act as a pacifist and attempts to calm him down, to no avail at times. This shows that unlike her father, she does not bear the similar bitterness and resentment that he has for everyone else, although she does have a temper not to be reckoned with.
Should Lee try to get in favor with her, the game will reveal a softer side of Lilly that is in fact, a warm, considerate and polite lady who is unsure about her capabilities as the group's leader. Repeated conversations with her will show that Lilly tries to apologize to Lee on behalf of her father, stating that while everything Larry does is ridiculous, it is in the intention of protecting her and affirms her ground on siding with her father. When caught in conflict with Kenny, she reveals that she tried to see things from his point of view as a father and husband, yet finds no reason to support his decision, as it puts everyone else at risk. In fact, she confides Lee at times by asking him if her decision was right as a leader.
Despite having to prioritize her father, between Kenny and herself, she is more interested in overall group's welfare, and thus prioritizes everyone equally whereas Kenny seems to prioritize his family beforehand rather than anyone else.
At the end, Lilly's personality and responses are entirely dependent on how Lee treats her throughout the story. Simply put, if Lee tries to get in favor of her, they will get a glimpse of Lilly's softer side. Vice versa, if they go against her, she will continue to put up a tough persona and fight for what she thinks is best for the group. As of Episode 2 onward, Lee's relationship between her and Kenny will be put to a test.
Robins Air Force Base
Lilly, is the daughter of an army man and was stationed at Robins Air Force Base where she held a desk job. She is used to dealing with pushy military men and immediately takes charge in tough situations. During a conversation with the St. John family while waiting for dinner, she reveals that she had seen action during her service. While incredibly strong-willed, she will always submit to her dad, Larry, a grizzled old man with a history of heart problems. 
She is first seen while saving Lee, Clementine, Kenny, Katjaa, and Duck from a walker attack. She takes them into a drug store where her group has set up camp. However, when rescued, her father, Larry, started yelling at Kenny and Lee for putting them in danger and claims that Duck is bitten and needs to be thrown out. Lee then needs to make a decision on whether to side with Kenny or Larry. As the group argues, Larry suddenly has a sudden heart problem, causing him to faint and collapse to the floor. Lilly takes care of him and asks Lee to get pills out of the back part of the pharmacy which is still locked. Later, Lee comes to talk to her and apologizes for what happened earlier, which she somewhat forgives him for. She continues caring for her father while Lee, Carley and Glenn are at the motel. When they get back, Lee attains the keys and they finally go and get the pills. However, when they open the locked pharmacy door, the security alarm goes off, attracting many walkers. They get the pills, treat Larry, and figure out a plan to escape. Lilly, Larry, and Glenn protect Kenny and his family while they get the truck, while Lee, Doug, and Carley hold down the shop. After they get the truck, Lilly sends her Dad back to get everyone else. However, he punches Lee in the face, but Kenny arrives and saves Lee. Later that day, they camp at the motel where Lilly talks to Lee and Kenny on how she thinks they will be okay at the motel, when suddenly the power shuts off.
During the 3 month gap between Episode 1 and 2, Lilly, Lee, and presumably the other survivors trained in the use of firearms in Lilly's "intensive training". During an argument, Lilly will force Lee to hand out four pieces of food to the starving individuals. After this task is complete she will tell you, with a soft tone of voice, that it's not easy doing what she does. Lee tells her he doesn't envy her.
If given a piece of food she will reject it at first (depending on what the player said during the previous argument,) but accept it without much force. She will comment that it doesn't change anything after. However, if you chose to side with Lilly when she and Kenny were arguing, she will gladly accept the piece of food that you give her.
When Larry has a heart attack at the St. John's Dairy Farm, Kenny believes that Larry is dead and will return as a walker. Lee must choose who to side with between aiding Kenny and kill Larry with a salt lick or aid Lilly and save her father.
If Lee chooses to help Lilly, he will run up to Larry's body and attempt to help. He asks Lilly to check for Larry's vitals and begins to perform CPR on Larry. Kenny, however, thinks that Larry is gone and is a risk of becoming a walker. He will kill Larry by dropping the salt lick block while Lee is trying to save Larry. Lilly and Lee's relationship becomes stronger, however, Lee's relationship with Kenny takes quite a downfall, as Kenny felt left alone with a tough and unpopular decision.
Shortly thereafter, Lee gets into a confrontation with Danny St. John inside the barn. After Lee is momentarily dazed and Kenny fails to assist, Lilly saves Lee by attacking Danny and pushing him into a bear trap. Later, when Andrew is fighting with Lee during the storm, both Clementine and Lilly will stand by the barn watching as Andrew attempts to force Lee's head into the electric fence. Since you attempted to resuscitate her father, instead of aiding Kenny, she will shoot at Andrew, freeing Lee from his grip and showing a sign of care for Lee.
If Lee chooses to help Kenny kill Larry believing that there is a risk, he aids Kenny in crushing Larry with the salt lick block by pulling Lilly off of her Dad and holding her back. This decision, however, both enrages and upsets Lilly since she claims her father was still alive and causes her relationship with Lee to deteriorate. However, Kenny believes they both made the right decision.
While Andrew is fighting with Lee during the storm, both Clementine and Lilly will stand by the barn watching as Andrew attempts to force Lee's head into the electric fence. Since you tried to help out Kenny instead of her, she will just watch, with no attempt to try and shoot Andrew, despite Lee's cry for help.
If you make no choice, Kenny will push Lee out of the way and tell him he's useless. He'll then grab a salt lick and drop it on Larry's head. This however, will improve your relationship with Lilly.
After Kenny and Lee return from the Pharmacy, she is either content or enraged with the amount of supplies scavenged. When Kenny suggests leaving in the RV, she scolds him (and Lee, depending if he helped to kill Larry) about how she trusts them. Kenny insists on his plan, and she becomes enraged once again, mentioning stolen supplies. After everyone leaves, Lee comes back to ask about what she meant by "stolen supplies", and she states that someone has been stealing them. She asks Lee to look around for clues. When he comes back with the medical supplies that were hidden outside, she realizes someone is selling them out, and takes it very personally, believing it to be a crime bordering on indirect murder, and asks Lee to help her round up the group so the traitor can be exposed.
But before that can happen, she looks outside and finds the Save-Lots Bandits holding the group hostage. She grabs a rifle, ordering Lee to distract the bandits, and jumps outside her window. Lee's distraction works, and she takes the bandits by surprise, showing great skill at sniping the leader and several others, as Lee gets everyone on the RV. When walkers arrive, she barely manages to enter the RV, knowing the Motel is lost. With the motel gone, she loses it and begins to question who the traitor is. She believes it is either Ben or Carley/Doug. When the RV runs into a walker in the road, and they have to pull over for an emergency stop, the confrontation comes to a head, as she tries pressuring Ben and Carley/Doug into pointing fingers at each other, threatening to leave one of them behind.
While the argument gets heated, Carley insults Lilly, telling her that she is being paranoid and is acting like a scared little girl. When Carley turns her back on her for a moment, she grabs her pistol and shoots Carley in the face, killing her in the heat of passion and then justifying her action by stating that she must have been the traitor, even though she herself didn't seem entirely convinced.
While the argument gets heated, she grabs her pistol and points it at Ben, thinking he is the traitor until Doug pulls him out of the way and is accidentally shot in the back of the head.
Lee pushes her up against the RV after he demands that she drops her weapon. She does so and says she was just trying to protect the group. Lee is confronted with the decision of leaving her behind, or allowing her to stay with the group in order to pass judgment on her later.
Leaving Lilly behind
If you choose to leave her behind, she reveals Lee's criminal past to the group. However this changes nothing and she watches as you pull away in Kenny's RV. A walker approaches her and she begins to run. Later on in Episode 5, the Stranger will criticize you for doing so.
Taking Lilly with you
If you allow her to stay with the group, she still reveals Lee's criminal past to the group. Lilly is handcuffed to the seat, but slips away and steals the RV when it's parked near the train. Lilly offers Lee the chance to join her when he goes inside the RV to get a pencil; Lee can either refuse or accept. If Lee refuses, Lilly will force him out of the RV and drive off, and if he accepts she will tell Lee to get Clementine but instead, tricks him and steals the RV. Kenny comments that she isn't very likely to be able to drive more than 30 miles, as the RV's radiator is worn out and close to overheating.
Making no choice results in Kenny making the choice for you, which is to leave her behind.
If Lilly was left behind in Episode 3, the Stranger will criticize Lee because he abandoned a "defenseless, grieving woman" clearly referring to Lilly.
This list shows the victims Lilly has killed:
- Danny St. John (Caused, Determinant)
- Carley (If saved in Episode 1)
- Doug (If saved in Episode 1) (Accidental)
- Numerous counts of zombies and at least three or more Save-Lots Bandits.
- "Look, my dad can be an ass sometimes, I know that. But he's not a bad guy. He just... He's got a lot of pain. He's been through so much. And lost...pretty much everything. And it's hardened him, you know? Yeah, he's bitter and hateful, but that's all just to protect himself. And me."
- —Lilly to Lee about her father.[src]
Lilly is Larry's daughter, and she is fiercely loyal to him. She admits that he has a short temper, and can be difficult to deal with, but says that this comes from a lot of pain in Larry's past, and that underneath that, he's a good man, trying to keep her safe. The two do not always agree, or even get along with each other, but even when they're fighting, Lilly and Larry will present a united front to others. Larry is one of Lilly's greatest sources of support and of stress, since she constantly worries about his heart condition, and Larry seems incapable of remaining calm during some situations.
At the St. John's Dairy Farm, these two mostly kept to themselves during the time before dinner, as they were seen alone near a gazebo. After the events at dinner and being locked in the meat locker, Lilly desperately attempts, to no avail, to keep Larry from acting up and pounding on the door. Larry has a heart attack and passes out the on the floor. She acts in desperation and begins CPR. After Kenny smashes his head in with a salt lick, she goes into a state of depression.
- "You think you're some tough bitch, don't you? Like nothing can hurt you. But, you're just a scared little girl. Get the fuck over it. Take a page from Lee's book and try helping somebody for once."
- —Carley telling Lilly off.[src]
Carley and Lilly's relationship is not well explored in Episodes 1 and 2, though it seemed that, like the rest of the group, she disliked Lilly's father, Larry, and was frustrated by her constant arguing with Kenny. In Episode 3, Lee can approach her about what she thinks of Lilly and Carley replies that she "worries about her", however, it is clear that Carley was thoroughly sick of Lilly's paranoid behavior. When she is accused of taking supplies and giving them to the Save-Lots Bandits by Lilly, along with Ben, she will aggressively defend herself and Ben. When the group is distracted by Kenny, Lilly pulls out her gun and shoots Carley in the face, shocking the rest of the group.
- "I've heard ENOUGH out of you, okay, Doug?"
- —Lilly to Doug.[src]
These two were not shown interacting much until "Long Road Ahead". After the events at the Motor Inn and being forced to evacuate, Doug tried to calm her down and get her to stop harassing Ben as she was accusing him of giving the bandits supplies. Lilly, still in a fit of rage, accuses Doug of being in on it. When the RV is pulled over on the side of the road, Lilly goes to kill Ben, believing he was the thief, but Doug pushed Ben out of the way and got killed instead. Lilly says that it was a mistake and that she didn't mean to kill Doug.
- "He treated you like shit, knew who you were and you try to save him. The last thing you need to do is to apologize."
- —Lilly to Lee about Larry after he told her about his past. (Determinant)[src]
Like Kenny, Lilly's relationship with Lee is determined by his decisions. If Lee often sides with Lilly, she will show him a side of her that no one else seems to see, and will be nice and caring towards Lee. If he sides with Kenny, however, she will act much more hostile towards Lee. Lee and Lilly's relationship is seriously affected during the meat locker incident at the St. John's dairy. If Lee decides to try and help revive Larry, she will be more understanding towards Lee, and save him when he is held at gunpoint by Danny St. John, and later again when Andrew St. John is attempting to shove him into the electric fence.
On the other hand, if Lee decides to help Kenny kill Larry, then Lilly will hate Lee for what he did to her dad, and will not even attempt to save Lee when he is in danger.
After Lilly kills Carley/Doug, Lee has the choice of either leaving her on the side of the road, or taking her with the rest of the group, regardless of choice, at this time Lilly will announce to everyone what Lee did prior to the apocalypse. If she is left behind, it is the last time Lee sees her. If he brings her along and he tried to save Larry in the meat locker, she will ask him if he wants to come with her, as she plans on stealing the RV. Lee decides whether or not to go with her, if he declines, he will be thrown out of the RV as she drives away. If he agrees, he will be going to get Clementine when Lilly begins driving, leaving him behind. On the other hand if he brings her along when he helped Kenny kill Larry earlier, Lilly will throw Lee out of the RV before he can say anything.
- "You like to think you're the leader of this little group, but we can make our own goddamn decisions! This isn't your own personal dictatorship!"
- —Kenny to Lilly.[src]
Kenny and Lilly have a very tense relationship with one another. Kenny wants what is best for his family and tends to often get in the way of Lilly's management. Lilly and Kenny first met at the drug store where Lilly's father demanded that Kenny's son, Duck, should be thrown out to the walkers for possibly having been bitten. This started their relationship off on a bad level. After Larry has to sit down, due to his heart condition, Lilly takes care of him leaving Kenny in charge of the group. When Carley is given an order by Kenny to shift in with Doug when he needs it she replies "You got it, 'boss.'" Lilly can be seen in the corner, her facial expression indicating that she's disgruntled by Kenny's taking charge.
Throughout Episode 2, Kenny and Lee constantly argue over who's leadership method should be followed. Kenny and Lilly's relationship is seriously affected during the meat locker incident at the St. John's Dairy Farm. Kenny will kill Lilly's father, Larry, with a salt lick, in fear of him reanimating. This completely solidifies Lilly's hatred for Kenny, and causes Lilly to begin a deep grieving process for her father.
- "I'll keep her safe."
- —Lilly to Lee during the final showdown with the St. John Family. (Determinant)[src]
Although they are not seen interacting much Lilly and Clementine seemed to have a positive relationship. Lilly agrees to protect Clementine in the St. John's Dairy regardless of how she feels towards Lee. Kenny can remark that Clementine is one of the few people Lilly seems to care about after the meat locker incident. She is seen keeping Clementine company on Jolene's camera, and also gave Clementine her hairbands. Lilly's concern for Clementine's well-being was also one of the reasons she was extremely paranoid over medicine being stolen.
- "Look me in the eye and tell me you had nothing to do with this!"
- —Lilly interrogating Ben about the Motor Inn attack and the stolen supplies.[src]
After the Motor Inn attack and being forced to evacuate from there, Lilly immediately suspected Ben in giving the bandits supplies if Doug was saved in Episode 1. Despite Ben's exasperated denials and saying he wanted to stay with the group, Lilly continued to suspect him. If Doug was saved in Episode 1, she'll attempt to kill Ben when the RV is pulled over but accidentally kill Doug instead. If Carley was saved, Lilly will deliberately kill Carley after she defends Ben and tells Lilly off.
- "The only reason YOU'RE here is because you had food."
- —Lilly to Mark.[src]
Mark and Lilly were both in the US Air Force before the apocalypse, but no evidence suggests they knew each other until after the apocalypse occurred. Lilly accepted Mark in the group because he had food to offer. Despite his usefulness, Lilly seemed to have a slight dislike for Mark, blatantly telling him that he was only in the group because he had food. She did seem concerned after she found out Mark had been shot with an arrow, however.
These two had no interaction, but Lilly seemed to care for Duck, most likely because he was just a kid.
- "A New Day"
- "Starved For Help"
- "Long Road Ahead"
- "Around Every Corner" (Mentioned)
- "No Time Left" (Mentioned)
- In Episode 3, it is revealed that Larry told Lilly about Lee's past prior to the episode. Lilly will reveal that she already knew if Lee decides to confess to her while he is still in the motel. Regardless, Lilly will try to use this information against Lee after Kenny calls Lilly on murdering Doug/Carley.
- In Episode 2, "Starved for Help", Lee has to decide who to give food to. 29% of players chose to feed Lilly.
- Upon the release of the Road to Woodbury novel, which features a different back-story for Lilly than the video game, the developer Telltale Games removed from the official website all references to Lilly being the same character from the comic series. Also, the in-game achievement that displays when Lilly leaves the group was changed from "Woodbury bound" to "What now?"
- Lilly and Larry both end up betraying Lee by some means.
- Even if the player chooses to side with her in every argument and help Lilly revive her dad in the meat locker, and if Lee reveals his secret to only her, Lilly ungratefully reveals Lee's secret to everyone and steals the RV if Lee decides not to coldly leave her behind.
- In an interview with Gavin Hammon, the voice of Kenny, it was revealed that a scene was planned in which Lilly would appear with the RV again after her original departure, but it was never made. 
- If you saved Carley over Doug in Episode 1 and listen to the conversations after the motel is overrun in Episode 3, Lilly will state she never trusted Carley.