Empusa

"Four centuries we waited for this. What hardship a few more days?"

- Empusa to her sisters when discovering the star's location

Empusa is the eldest of her two sisters, member of the Lillim Coven, and an extremely powerful witch. She is the quaternary antagonist in the film Stardust. She is portrayed by Sarah Alexander.

Lillim Coven
Empusa was the oldest of her family of witch sisters. Her other sisters, Lamia and Mormo were part of a secret society of witches called the Lillim in the land of Stormhold. When the youngest, Lamia, was struck with a fatal illness, Empusa and Mormo used their magic to try to heal her to no prevail. Without any options left, Mormo left to find a cure and returned with a glowing woman who had fallen from the sky. She was revealed to be a star and the two proceeded to cut the woman's shining heart out and fed it to Lamia curing her and making her more beautiful and powerful than ever.

After that, they have all lived for hundreds of years due to consuming the hearts of fallen stars. The Lillim also planned to live forever and the rule the Stormhold Kingdom by gaining their immortality through the hearts of stars. Until they were defeated by the King of Stormhold's warriors.

Stardust
Empusa lived in exile with her two sister witches, the Lillim, in a palace deep in the Stormhold Canyons. Empusa and her sister Mormo were fast asleep when their youngest sister, the Witch Queen Lamia awoken them with the news of a fallen star exciting and shocking Empusa and Mormo as they rushed out of bed to put on their wigs. While Lamia searched for a Babylon Candle, she was reminded that they were all used. Empusa suggested finding another which angered Lamia as she said they would waste time looking for a candle while some other witch found their star and decided they would search on foot.

Mormo then killed a ferret and looked at its entrails seeing where the star's location was. The three then had to choose an organ to see which one would go after the star. Mormo picked its kidney, Empusa its liver, and Lamia its heart making her the winner. Empusa told her she would need what was left of the last star and by the power of three the witches opened a dusty box which contained a small amount of the heart.

With Lamia young and beautiful again, Mormo and Empusa helped dress her and presented her with a glass dagger and magic soothsaying runes to help her locate the star. Lamia left while Mormo and Empusa remained in the palace waiting. Later, when Lamia had difficulty reading the runes she contacted her sisters with a magic ring and appeared in a grand standing mirror to speak to them. Empusa told her sister to be careful at how much magic she uses as it would age her faster. Lamia told them she couldn't locate the star so Empusa and Mormo killed an alligator and saw through its organs that the star was coming to her and to set up a trap for her.

After Lamia's failed attempt to kill the star, Yvaine, and let her escape, she made contact with her sisters again. The Witch Queen told them to ask again. Empusa, annoyed, reminded her that they have asked again and the answer was the same, Yvaine was airborne. Empusa then told her she lost her and broken the knife and asked even if she did capture her how would she complete the deed. Lamia then told her and Mormo that she would find her and bring her home and told them to make everything ready for their arrival.

Lamia again spoke with her sisters and Mormo told her she was very close to the star being one mile away from the village of Wall. The Witch Queen reminded her sisters that Wall was not part of their universe and if Yvaine steps through she will disintegrate into metallic rock. Empusa then suggested Lamia hurry and find her. Lamia eventually returned to the palace with Yvaine and a captive princess who belonged to another witch named Una. Mormo praised her while Empusa told she was just in time as she looked awful as all three witches cackled and Empusa grabbed Una separating her from Yvaine.

Empusa then told her new slave to clean up the palace when two intruders a village boy named Tristan Thorne and a Prince from Stormhold named Septimus stormed the castle. Empusa raised her arms and released a blast of fire towards Septimus burning him. Septimus and Empusa locked eyes as the prince marched toward her with his sword but she pointed her finger towards his sword causing it to be steaming hot hurting his hand and dropped the sword. Empusa again released another blast of fire directly at Septimus. Empusa then looked at her sisters and cackled while they tended to Yvaine. With that distraction, Septimus picked up a huge sword and hurled it at Empusa causing her to crash through the mirror and impaled her against a wall losing her wig. Empusa let out a last weak cackle and died.

Powers and Abilities
Empusa was an incredibly powerful witch though not as powerful as the Witch Queen Lamia but more powerful than Mormo. Her power took the form of mounds of red hot fire.