Talzin Talzin was a Dathomirian female who lived during the final decades of the Galactic Republic ’ s reign and became a formidable figure of power during the Clone Wars . On her homeworld of Dathomir , Talzin lived as a shaman and Clan Mother of the Nightsisters — a coven of Force - sensitive witches who used magick s to manipulate the wilderness around them and rule their male counterparts , the Nightbrothers . Talzin ’ s expertise in magicks was significant enough to attract the attention of the Dark Lord of the Sith , Darth Sidious , who came to Dathomir ostensibly to trade dark side Force teachings with Talzin and take her as his own Sith apprentice . Instead , the Sith Lord abducted Talzin ' s son Maul and took him as an apprentice in her place . Years later , he was presumed dead at the Battle of Naboo after sustaining mortal injuries , but his strength in the dark side allowed him to remain just barely alive . Although Talzin was aware of Maul ' s incredible survival , she was unable to rescue him and thus remained on Dathomir to plot her revenge against Sidious and his Sith , with her ultimate goal being galactic domination . When the Clone Wars between the Republic and the Confederacy of Independent Systems erupted ten years later , Talzin gained galactic notoriety by selling the services of the Nightsisters as assassin s and mercenaries . In the midst of the Clone Wars , Talzin began targeting Count Dooku , the leader of the Confederacy and the newest apprentice of Lord Sidious . Asajj Ventress , a Nightsister - turned - Sith apprentice , had been betrayed by Dooku and returned to Dathomir to seek Talzin ' s help in exacting revenge . Although their early attempts to assassinate Dooku failed , Talzin had a long - term plan for the Sith Lord ' s demise : she would provide Dooku with a new apprentice in the form of the Nightbrother Savage Opress , who was also one of Talzin ' s children . Opress was Maul ' s biological brother and , after falling under the influence of her magick , became completely loyal to his mother and was hidden in the ranks of the Sith . Ultimately , both Ventress and Opress proved unable to kill the Count and were forced to seek refuge with Talzin once more . While she tasked Opress with locating Maul somewhere in the Outer Rim Territories , she welcomed Ventress back to Dathomir as a full member of the Nightsisters . The world was invaded by Dooku ' s droid armies shortly thereafter and nearly all of the Nightsisters were wiped out by the Confederate General Grievous and his forces , with the exception of Ventress and Talzin herself . Weakened , the elder Nightsister fled into the spirit world to survive . Shortly after the massacre , Opress returned to Dathomir having successfully retrieved a crazed and crippled Maul . Using what magicks she had left , Talzin reconstructed her son and restored his broken mind . The act of restoring Maul forced Talzin to surrender her physical body to the spirit realm , but her son pledged to carry her torch of vengeance in a quest to draw out and kill Dooku and Sidious . Maul and Opress did succeed in forming the Shadow Collective as a power base but were quickly found and defeated by Darth Sidious himself . Maul was captured and Opress was killed , effectively halting Talzin ' s plans for revenge . In the interim , she undertook a scheme to absorb raw Force energy from the Dagoyan Masters of Bardotta . Her manipulation of Bardotta ' s Frangawl Cult , who revered her as the Great Mother , resulted in the successful abduction and absorption of nearly all the Masters , but the plan was derailed when Jedi Master Mace Windu and Representative Jar Jar Binks interfered with Talzin ' s attempt to absorb Bardotta ' s Queen Julia on the moon Zardossa Stix . Talzin was again forced into the spirit realm , but was presented with a final chance at escape and revenge when Maul was freed from Sidious ' s grasp and began plotting with his mother to capture and kill Dooku to draw out Sidious . Maul succeeded in capturing Dooku and transported him back to the heart of Talzin ' s power on Dathomir , where his mother possessed the Count ' s body and nearly killed him . The torture of Dooku gave the Nightsister enough strength to return to the physical realm , but her ritual was again interrupted , this time by Grievous and Darth Sidious , who had come to end Talzin ' s threat once and for all . Despite her return to the material world during the skirmish , Talzin was unsuccessful in killing Dooku and was unable to withstand the might of two Sith Lords and their cyborg general . She sent Maul to safety before being slain by Grievous , a death that marked the fall of Dathomir and the end of Talzin ' s Nightsister coven . Biography . Rise of the Nightsister . Talzin , a Dathomirian female , lived during the final decades of the Old Republic prior to the rise of the Galactic Empire . She lived on her homeworld of Dathomir as the mother to her sons Savage Opress and the child who would eventually become known as Darth Maul . She was also a member of the Nightsisters ; a coven of witch es who used their dark magick s and connection to the spirit world to rule the planet and subjugate their male counterparts , the Nightbrothers . Talzin was a particularly talented witch and was recognized as a spiritual guide for her people . Her prowess in magicks was impressive enough to attract the attention of Darth Sidious , the Dark Lord of the Sith who was at the time plotting his rise to galactic supremacy . Sidious came to Dathomir to conference with Talzin and intermingle his knowledge of the dark side of the Force with her techniques in Dathomiri magicks . Their relationship brought Sidious to proclaim that he would make Talzin his Sith apprentice and right hand , but that promise was ultimately unfulfilled . Instead , the Dark Lord sensed the potential of the young Maul and abducted him from Talzin , taking the child away from his kinsmen and heritage on Dathomir . Furious at the betrayal , Talzin resolved to one day take revenge upon the Sith and retrieve her lost son . In the meantime , she continued to lead her coven and protect her people from off - world threats . Sometime before the Clone Wars between the Galactic Republic and Confederacy of Independent Systems , Talzin was forced by the Siniteen pirate Hal ' Sted to gift a Nightsister infant to him in exchange for the survival of her tribe . Talzin reluctantly complied , taking the infant Asajj Ventress from her mother and surrendering her to Hal ' Sted . The young Ventress was ferried to Rattatak , where she lost all connections to her people on Dathomir and was repeatedly orphaned , eventually coming to join Talzin ' s enemies in the Sith . Ten years before the Clone Wars began , Talzin ' s son — now known by the Sith moniker of Darth Maul — was defeated and presumably killed by the Jedi Obi - Wan Kenobi in the Battle of Naboo . Although Maul was bisected by a lightsaber , his deep connection to the dark side of the Force allowed him to survive . Crippled and left for dead , the Sith went into hiding deep in the Outer Rim Territories while Talzin remained on Dathomir , fostering new hatred for Darth Sidious over his callous abandonment of Maul . Although she was aware of his survival , Talzin did not know where her child had disappeared to and his whereabouts remained a mystery to her . It was also around the antebellum of the Clone Wars that Talzin came to know Dooku , a charismatic Jedi Master who would ultimately become the leader of the Confederacy and the new Sith apprentice of Darth Sidious . Dooku and Talzin became familiar when the Jedi rendered aid to the Nightsister in a time of need , though they parted ways thereafter and she added the Serenno noble to her list of targets for revenge — particularly because of his association with Sidious . By this time Talzin had been elevated to the level of Clan Mother and was recognized as both the spiritual and political leader of the Nightsisters and Nightbrothers . The Clone Wars . The returned Sister . When the Clone Wars exploded across the galaxy after the Battle of Geonosis , Talzin largely kept her clan out of the conflict . Although she did gain notoriety for selling the services of the Nightsisters ' warriors and assassin s to wealthy clients , Talzin maintained strict loyalty to her clan and refused to ally with either of the warring factions . Several years into the conflict , the long lost Nightsister Asajj Ventress returned to Dathomir , wounded and in need . After being orphaned on Rattatak the young Dathomirian pledged herself to Count Dooku as an aspiring Sith apprentice and Confederate commander , and although she carried out her Master ' s will dutifully for many missions , Darth Sidious became wary of her growing strength and ordered that Dooku kill Ventress . The command was carried out at the Battle of Sullust , where Dooku ordered Ventress ' s own Confederate forces to fire on her . She survived but was furious by her Master ' s betrayal and so traveled back to Dathomir to reconnect with her people and find revenge . Ventress ' s return was initially met with hostility from the other Nightsisters who were uneasy around outsiders and unaware of the new arrival ' s true parentage . Their aggressions were stayed by Talzin , who recognized the lost sister as Ventress and had her carried into their village for care . Talzin led her coven in a ritual to heal and rejuvenate the young woman , using the magicks to show Ventress visions of her life and betrayal by Dooku . The experience left Ventress with a need for vengeance against the Sith similar to Talzin ' s own , and the two agreed to work together against the Count in retribution for his disloyalty . This set in motion the long - awaited plot for revenge against Sidious , beginning with a mission to assassinate his apprentice and closest confidant . Talzin encouraged Ventress to strike at Dooku at his home on Serenno and selected the clan ' s two strongest warriors to accompany her on the journey — Naa ' leth and Karis . Hoping to maintain anonymity in the attack , Talzin conjured a spirit ichor mist that allowed her assassins to operate in the physical realm while appearing nearly invisible . She armed the three women with a poisoned dart and Jedi lightsaber s , ensuring that Dooku would not think the Nightsisters to be responsible for the attack in the case of his survival . Her foresight proved vital when the assassination attempt failed and Ventress , Karis , and Naa ' leth returned in defeat . Ventress was convinced that her bid for revenge was foiled , but Talzin revealed that her plot was only beginning to unfold . Having only narrowly survived the attempt on his life , Dooku was now vulnerable and eager to find a new apprentice to replace Ventress . Mother Talzin jumped at the opportunity and contacted the Count with an offer to replace his lost Nightsister with a highly skilled Nightbrother to train as a pupil . He agreed to meet with Talzin to discuss the specifics of the deal and so traveled to Dathomir to parley with the Clan Mother . During their meeting , Dooku , who was unaware of Talzin ' s hatred of the Sith , asked that the Nightsisters ally with him and pledge themselves to the Confederacy . Talzin refused , sticking to her original offer of a single Nightbrother — specifically one of Darth Maul ' s kinsmen . The Count was aware of Maul ' s prowess and so accepted the deal , leaving the Clan Mother to make arrangements . Her plan was to send Ventress to select a skilled Nightbrother from the men ' s village on the far side of Dathomir and transform that warrior into a beast slaved to her will . Ventress returned from the Selection with the Zabrak Savage Opress in tow — a Nightbrother who , unbeknownst to all but Talzin , was another one of her sons . Opress was brought before Talzin , who marveled at his potential before forcing him into an enchanted sleep . She and her coven of spellcasters came together to perform an enhancement ritual , using dark magicks to transform the Zabrak ' s body and mind . The process was an overwhelming success , causing Opress to grow in both size and ferocity . His free will was largely destroyed by the magicks , making him a puppet who was ultimately loyal to Talzin alone . The true test of that loyalty came when the Nightsisters forced Opress to kill his beloved brother , Feral ; Savage complied , murdering Feral in cold blood and proving his obedience to Talzin and Ventress . Satisfied with the results , Talzin gifted Opress with an enchanted pike summoned from the spirit world before taking him to Serenno to deliver him to his new Master , Dooku . The loose monster . Dooku was supremely impressed with Opress and quickly began training him in the dark side of the Force . Although he fulfilled the Count ' s will with great skill , the Nightbrother remained loyal to Talzin and her clan . On Dooku ' s orders , Opress assaulted a Jedi Temple on Devaron and slew the Jedi defenders stationed there . His brutal attack was caught on surveillance by the Republic , alerting the Jedi Order and their Grand Army to the existence of this new Sith apprentice . Recognizing the attacker as a member of the Nightbrother clan , Jedi General s Obi - Wan Kenobi and Anakin Skywalker traveled to Dathomir to uncover his identity . Their investigations led them to the Nightsister village , where they were received by Mother Talzin in her chambers . She initially denied any knowledge of him , claiming that the Nightsisters lived as outcasts and maintained no contact with Dathomir ' s men . Kenobi , knowing that Dathomir was a matriarchal society , saw through the ruse and demanded that Talzin aid them . The Clan Mother finally acquiesced , using a crystal ball that she had created to reveal that Opress was heading towards the planet Toydaria . While the Jedi rushed to intercept the Nightbrother , Talzin met with Ventress and told her that the time had come to strike against Dooku . Although Ventress did not believe that Opress would be ready to fulfill his duty , Talzin insisted that they could no longer keep their pawn ' s existence a secret and could wait no longer in their attack on the Count . Ventress gave in to the Mother ' s wishes and followed the Jedi to Toydaria . There , she met up with Opress and challenged Dooku ; the Dathomiri duo very nearly killed the Count , but the Sith Lord was able to subdue Opress to Ventress ' s great chagrin . Being berated by both his Master and his Nightsister mistress , Opress broke down and attacked both of them . The battle devolved into a three - way brawl until Dooku fled the scene , nearly killing Ventress in the process and leaving Opress to face his Jedi pursuers on his own . With this second attempted assassination a failure and their plan revealed , Ventress and Opress were forced to flee Separatist forces to escape Dooku ' s wrath . While Ventress went into hiding elsewhere in the galaxy , Opress returned to Dathomir to seek guidance from his mother , Talzin . The grievously injured warrior collapsed in Talzin ' s chambers and confided in the Nightsister that he was not strong enough to survive being hunted by Ventress , Dooku , and the Jedi . The Clan Mother helped Opress to his feet and revealed that there was indeed a way he could learn such strength . Her other son , Darth Maul , still lived hidden in exile somewhere in the Outer Rim . She offered Opress a magick - imbued talisman and tasked him with finding his brother and learning the path to power from him . Although neither of them knew his exact location , the talisman would guide the Nightbrother to his quarry while the Mother monitored his progress from afar . The Nightsister massacre . Sometime after the botched assassination , Ventress returned to Dathomir to once again seek refuge with Mother Talzin . Although Ventress believed she was now powerless because Opress had forsaken the Nightsisters , Talzin welcomed her back with open arms , insisting that she needed to abandon the Sith ways in totality and rejoin her sisters as a member of the coven . The promise of a reprieve from both war and Dooku motivated Ventress to accept the Mother ' s offer . The coven gathered in the village to participate in Ventress ' s baptism into the Nightsister clan , a ceremony led by Talzin and her spellcasters . The initiate was bathed in magick ichor while the Clan Mother proclaimed the baptism rites and ultimately declared Asajj Ventress to be a reborn sister of the night . Talzin called for a feast in celebration and joined her clan as they gathered outside the great edifice of the village to recognize the induction of their newest member . The revelry was cut short when the village was attacked by droid bombers — the first wave of an extermination assault on Dathomir launched at Dooku ' s command by his cyborg Confederate General , Grievous . Recognizing that the war finally reached her world , Talzin rallied her sisters for the defense of their home and lives . Although Ventress was upset that her presence brought Dooku ' s wrath upon her people , Talzin encouraged her to push past her regret and use her knowledge of Grievous and the Separatist battle droid s to lead their people to victory . The Clan Mother joined her sisters on the front line of battle , using magicks to conjure a protective bubble around herself while unleashing a flurry of destructive lightning on the approaching droid forces . Recognizing that the witches were vastly outnumbered , Ventress informed Talzin that they would need an army to have any chance at defeating Grievous , motivating Talzin to seek out Old Daka , an elder witch who would be able to assemble the required reinforcements . She joined Daka in the hidden cave deep within the fortress , where she asked the elder to summon the Army of the Dead — the reanimated corpses of deceased Nightsisters who would fight under Ventress ' s command . Daka ' s spellcraft helped Ventress to turn the tide of battle against the Confederacy , but Talzin sought additional assurances of victory . Thus , she had two of her attendants retrieve from her chambers a silver orb that contained a lock of Count Dooku ' s hair . The witch used the lock in a ritual of totem magick that created a miniature figure of the Count that could be subjected to tortures that the true Dooku would feel far away at his home on Serenno . Talzin began her voodoo attack simply by holding the doll over a boiling cauldron , causing blisters and painful burns to appear on Dooku ' s face . However , she quickly escalated by dropping the entire figurine into the boiling fluid , inducing extreme pain for the Count . As he writhed on the floor of his palace , Talzin used her magicks to reach out and appear to him as a specter breaking out of his torso . She insisted that he call off his troops or face a painful death , but the Sith Lord remained defiant in the face of the Nightsister ' s magick . Although Talzin nearly tortured Dooku to death , the Count gathered himself long enough to contact Grievous and order him to abandon the hunt for Ventress and instead find and kill the Clan Mother . The general , having forced Ventress into a retreat , pushed past the remaining defenders and followed the green mist trail of Nightsister magick into their sanctum . He destroyed the enchanted barrier that concealed the hidden cave and killed the witches within , including Talzin ' s guards and Old Daka . Before he could execute the Mother herself , Talzin vanished into a green smoke , dissolving her physical form and fleeing into the spirit world to seek refuge . With Daka ' s enchantment over the Army of the Dead broken and Dooku no longer in immediate danger , the battle was a clear victory for the Confederacy . The remainder of the Nightsisters were exterminated by Grievous ' s battle droids , the only survivor being a wounded Ventress who fled into the Dathomiri wilderness . Projecting her presence from the spirit world as a ghostly specter , Talzin found the young Nightsister lost and orphaned once more . Although Ventress pleaded with her not to leave , Talzin insisted that she move on from this chapter of her life and follow her own path , and her disappearance led Ventress to believe that Talzin had perished with the rest of her clan . The conflict decimated the Nightsister coven and destroyed most of Talzin ' s powerbase on Dathomir , but the Mother remained in the ruins of her village to continue pursuing her most pivotal objective : the retrieval and rebirth of her son . A sacrifice for her son . In the aftermath of the massacre , Talzin remained in contact with Savage Opress while he scoured the Outer Rim in search of clues to the whereabouts of his brother . After some time , the Nightbrother found himself on Stobar , where his talisman reacted to dust found in a private hangar . He reported his findings to Talzin , who was monitoring his progress from afar on Dathomir . Understanding that Opress was close to finding his brother , Talzin began making the necessary arrangements to bring Maul back to health without the aid and support she traditionally received from her coven of spellcasters . Opress meanwhile followed the Force and his talisman to the world of Lotho Minor , a galactic dumping grounds covered in mountains of garbage and toxic waste . It was there that Maul ' s mangled body had been dropped years prior , and where , after a perilous journey across the surface , Opress found Maul broken and abandoned in the caverns beneath the planet . He had little memory of his former life and no knowledge of Opress , but agreed to return with his brother to Dathomir under the temptation of revenge against the one figure who he could recall : Obi - Wan Kenobi . Although he was driven to insanity by his injuries and isolation , he had managed to connect the remaining upper half of his body to a complex set of six cybernetic legs made from refuse and held together by the Force . When Savage and Maul returned to Dathomir , Talzin led them to her village , where she removed Maul ' s spider - like cybernetics and used magicks and some of her own life energy to restore Maul ’ s sanity and memories , while additionally providing him with a new pair of cybernetic legs . When her work was done , she vanished once again , leaving Savage and Maul to begin forming an army with which they could rival Talzin ' s enemy , Darth Sidious . She succeeded in restoring her son ' s mind and body , but the impressive exertion of magick power took a great toll on Mother Talzin . By sacrificing part of her own energies to resurrect her son , she trapped herself in the spirit world , unable to embrace her full strength and without a complete physical body . She now relied on her sons and their rapidly growing criminal army — known as the Shadow Collective — to execute her revenge against Sidious . Maul ' s obsession with Kenobi caused the plot against Sidious to be derailed multiple times , but he and Opress eventually managed to recruit at army of underworld enforcers backed by the highly disciplined Death Watch exiles of Mandalore . Talzin ' s son decided to exploit the political turmoil of Mandalore to make the world into the seat of his criminal empire that he would lead against Sidious , Dooku , and the Jedi . The whole scheme was put into jeopardy early on ; a faction of the Death Watch turned against Maul and Darth Sidious himself sensed the plot before the initial stages were ever completed . While civil war raged between Death Watch rebels and Shadow Collective loyalists , Sidious found and confronted Maul and Opress . Despite her sons ' best efforts , the Dark Lord ultimately proved to be too strong and overwhelmed the brothers , killing Opress and capturing Maul . Talzin ' s remaining son was taken to the Spire prison on Stygeon Prime , where he was repeatedly tortured by Sidious and Dooku for his attempt at rivalry . Scheming for survival . At some point , Mother Talzin gained the allegiance of High Seneschal Peteen and the Frangawl Cult on Bardotta , who came to worship her as the " Great Mother . " Under her direction , they abducted Dagoyan Masters , draining the Force within them into a containment sphere . Talzin later rendezvoused with the cult , who had captured Queen Julia , on Zardossa Stix , and revealed her intention to use a ritual to drain the life force from the Queen and absorb it to gain her powerful connection to the Living Force , making her more powerful than the Jedi and Sith and rejuvenating her fading physical form . However , Jedi Master Mace Windu and Junior Representative Jar Jar Binks were hot on their trail and arrived at the temple . Talzin attacked the two with Force lightning and engaged the Jedi Master with a blade conjured from magick but her distraction allowed Binks to free Julia , disrupting the ceremony . The Gungan also accidentally destroyed the containment sphere , causing a massive explosion . Her plan in ruins , Talzin shrieked in pain as her physical body disintegrated into mist . A final bid for revenge . After being revived by Talzin and forming the Shadow Collective as per his mother ' s wishes , Maul was captured by Darth Sidious and imprisoned , only to break out with the help of his Mandalorian allies . However , this was planned all along by Sidious , who believed that Talzin had survived the battle of Dathomir due to Maul ' s resurrection . On the run after a disastrous defeat at the hands of General Grievous , Maul implored Talzin for help and her image materialized from his chest in the form of green mist . Maul explained what had happened and Talzin surmised that Maul ' s escape had been planned by Sidious in an attempt to draw her out , and told him to rendezvous with the Black Sun ' s forces on Ord Mantell while she sent him aid in the form of Brother Viscus and the Nightbrothers to deal with Dooku . Maul and his army won the battle , and he contacted Talzin afterward to inform her of Dooku and Grievous ' s capture . In a secret asteroid outpost , Maul attempted to sway Count Dooku to his cause . Talzin again appeared from Maul ' s chest and told Dooku to forgive their previous disagreements on account of Dooku only following Sidious ' s will . She revealed that Sidious sought a new apprentice to replace Dooku — similarly to how she herself was cast aside — and explained her history with the Sith Lord , also revealing that Maul was her son much to Dooku ' s shock . She then offered Dooku a chance to join them , destroy Sidious , and rule the galaxy together . Shortly afterward Maul and Dooku were interrupted by an attack by Obi - Wan Kenobi and several other Jedi , and Dooku opted to join Maul , though Talzin ' s son realized that this was a ploy and had the Nightbrothers arrange for Dooku to be used as the sacrifice for the Mother ' s resurrection . Maul brought Dooku to Dathomir and was greeted by Brother Viscus , who had survived his battle with Dooku . The Nightbrothers had made the necessary preparations for Talzin ' s revival and escorted Dooku to a chamber in a temple near the Nightbrother village so he could be sacrificed . Maul prayed to a monolith , imploring Talzin to reveal herself , and Talzin ' s essence manifested from the stone and possessed Dooku . She then began draining his life energy . Darth Sidious and General Grievous arrived shortly after , having tracked Dooku ' s signal . While Maul dueled Grievous , Talzin , in Dooku ' s body , was left to contend with her rival Darth Sidious . After a brief lightsaber duel the Sith Lord bombarded Dooku with Force lightning , forcing a fully rejuvenated Talzin to emerge from Dooku ' s body to take on Sidious once again . The two rivals traded barbs and attacked each other in a ferocious display of Force lightning . Although Maul begged for Talzin to take his strength , the tide began to turn against them when Dooku recovered and joined his Master ' s onslaught . Talzin pulled up a magical barrier around herself as her son implored her to fight on . Knowing that escape was impossible , Talzin threw Maul to his ship over his desperate objections . As the witch collapsed to her knees from the exertion , Grievous bypassed her defenses and impaled her with his lightsabers . Maul cried out in despair as Talzin turned to stone and the magicks faded from her body . Legacy . Although Maul was able to escape Dathomir alive , Sidious judged him as no longer being a threat to the Sith rule of the galaxy . Thanks to Talzin ' s sacrifice , Maul ultimately managed to survive the Clone Wars and wound up hiding on Malachor where he continued plotting revenge against the Sith and their Empire . Many years later , Maul attempted to recruit the young Ezra Bridger as an apprentice , recounting how he was ripped from his mother ' s arms by Sidious . After escaping Malachor , Maul lived for a time on Dathomir , taking up residence in Talzin ' s old chambers while he studied Nightsister magick . Maul would later be killed by his nemesis Kenobi on Tatooine . Personality and traits . Mother Talzin ' s main loyalties lay with her son Maul and her primary goals were to exact revenge against Darth Sidious and eventually rule the galaxy alongside her son . In service to these grander aims she was duplicitous and manipulative , able to control various different factions in a puppetmaster - like fashion to achieve her goals , all while maintaining a facade of loyalty to her various underlings who were none the wiser to her true intentions . While she was ultimately overcome and defeated by Sidious , she possessed a shrewd and tactical mind and was able to go toe - to - toe with the Sith Lord for a time , accurately predicting his movements and adjusting her own strategies accordingly . As the leader of the Nightsisters , Talzin taught them to be loyal to nobody except each other and to only focus on themselves and their sisters . As their leader and shaman , the Nightsisters obeyed her orders without question , as did her other followers such as the Frangawl Cult . Acting as a maternal figure , she was very sympathetic and kind towards Asajj Ventress , aiding her and giving her a hug when she returned to Dathomir . While initially helping Ventress in her quest for revenge , she was also adamant in her belief that she should return home and renounce the ways of the Sith . While supportive , she wasn ' t against deceiving Ventress to advance her own goals , helping Savage Opress after he betrayed Ventress and sending him on a quest to find Talzin ' s other son , a fact she withheld from Ventress after her return . She comforted Ventress when the younger Nightsister blamed herself for bringing the Separatists to Dathomir , and also defended her fellow Nightsisters with her magick . However when Talzin realized that the Nightsisters were going to lose the battle , she fled , and rather than continuing to give Ventress sanctuary she told her to leave and find her own path so Talzin could focus on her endgame : reviving her son and achieving vengeance against the Sith . While she did care for the Nightsisters , Talzin ' s greatest attachment was to her " beloved son , " Darth Maul , which ran contrary to her culture that viewed males as expendable tools for breeding . After losing Maul to her former partner Darth Sidious , Talzin ' s primary objective became to rescue him . After Maul was returned to her , Talzin provided some of her own life force to revive him , sent him aid as he carried out her plans for revenge , and eventually , gave her life to help him escape from Sidious . Her protectiveness and love for Maul was reciprocated and Maul was devastated by her death . Talzin ' s regard for Nightbrothers other than Maul seemed more in line with the Nightsisters ' matriarchal tendencies ; despite this , Viscus and the other males under her command respected her leadership and showed concern for her well - being , and were trusted with guarding the heart of her power at the Nightbrother village . While Maul and Savage were both her children , she appeared to be fine with using Savage as a pawn in her and Ventress ' s game for revenge , empowered him with magicks that suppressed his personality and amplified his anger , and allowed Ventress to force him to kill his brother Feral . In private she displayed a much kinder attitude towards him , such as when she comforted Savage when he returned following his betrayal of Ventress , and they regarded each other with mutual respect when Savage arrived on Dathomir with Maul . She also pressured Ventress to treat Savage with respect after his transformation . Despite her apparent fondness for Savage , Talzin never expressed any desire to avenge his death at the hands of Sidious even as she sought to have him killed for betraying Maul . Talzin despised the Sith and deeply resented Darth Sidious for taking Maul from her and casting her aside . A talented liar , she was able to trick Dooku into believing she was fulfilling a debt she owed him , while in reality was planning on having him killed . She also showed signs of sadism , as she was very gleeful when torturing Dooku . However , she later opportunistically tried to convert him to her cause , warning him about Sidious ' s true intentions to replace him in the process . She didn ' t think very highly of the Jedi either , telling blatant lies to Anakin and Obi - Wan when they arrived seeking information on Savage ' s whereabouts , though she did eventually relent upon further prodding . She displayed a snarky and dismissive side when confronted by Mace Windu , sarcastically declaring she was a " simple witch " and beneath his attention . In her lust for power she was willing to sacrifice innocent Bardottan s including Queen Julia to enhance her own abilities . Powers and abilities . Mother Talzin was an extremely powerful witch and a master of dark magicks , able to manipulate the spirit ichor that flowed from Dathomir ' s depths in a variety of ways . Unlike other members of her kind , she claimed to not have a natural connection with the Force ; despite this , her powers were in fact derived from the Nightsister ' s unique connection to the Force , which allowed her to craft a crystal ball to see the future or events across the galaxy . She often led the rest of the Nightsisters through incantations , such as when she transformed Savage Opress , and when she made Asajj Ventress into an official Nightsister , as well as when she was able to disguise Asajj Ventress and two other Nightsisters from Count Dooku ' s detection , transforming them into ghostly versions of their true forms . She also could put people to sleep with the tap of a finger . Talzin was capable of using her powers to torture Count Dooku using a lock of Dooku ' s own hair even though the Count was on a completely different planet at the time . She was even capable of appearing in more than one place at a time , as shown when a ghostly vision of her appeared from within Dooku ' s chest , although Talzin ' s physical body was still on Dathomir . She was also able to contact members of the Frangawl Cult in the form of visions . Talzin was also capable of dematerializing her body , transforming into smoke and vanishing into the spirit world when General Grievous had her cornered , as well as materializing and disappearing from wisps of green mist before Savage Opress after he returned to Dathomir . Using her magicks and a portion of her life energy , she was able to repair Darth Maul ' s damaged mind and build him a fully functional set of new legs formed from salvaged droid parts , and after doing so could still manifest in the physical world by using her son ' s body as a vessel . In combat , Mother Talzin was capable of creating a green protection bubble capable of absorbing blaster fire and Force lightning , although it was useless as a barrier against physical attacks . She was able to launch Force lightning at the opponent whilst maintaining the shield at the same time . Unlike other Force lightning users , Talzin ' s lightning appeared green in color and was fired in concentrated beams that could home in on multiple targets from afar . It was very powerful , able to destroy a B - 1 battle droid in one hit . She was able to create a lightsaber - like sword conjured from magick and survive in battle against Mace Windu , one of the most powerful Jedi in the Order , displaying impressive dueling skills . While possessing Dooku , Talzin was able to use Dooku ' s lightsaber to briefly hold her own against Sidious , though Sidious remarked that Talzin ' s skills could not be compared to Dooku ' s . However her magicks proved to be powerful enough , at least while on Dathomir , to challenge Sidious ' s dark side powers , and it took the intervention of both Dooku and Grievous to overcome her . Though she was never known to use telekinesis in combat , Talzin was a powerful user of telekinesis , able to lift many types of objects with ease as well as levitate herself . She could also incinerate or form objects with her magic , as she was able to melt the silver orb that contained Count Dooku ' s lock of hair , as well as create a drinking cup for Dooku when he visited her . She could set things on fire simply by using her magicks , as shown with the large pot that contained Count Dooku ' s Voodoo doll . Although Talzin was extremely powerful , she asked one of the elder Nightsisters to use a resurrection spell , showing that she may not have mastered the ability to resurrect the dead . Talzin ' s magicks were said to be strongest on Dathomir ; her power was such that Darth Sidious himself believed that even an entire droid army would be unable to defeat her there . After sacrificing her life energies to her son she receded into the spirit world , and could be revived with a sacrifice in a temple near the Nightbrother village . Within this temple her spirit was able to emerge from a stone monolith to directly possess Dooku , drain his life energy , and even regain her physical form , though upon receiving a fatal injury she was permanently destroyed . Behind the scenes . Mother Talzin is voiced by Barbara Goodson , who is world - famous as the voice of another sorceress , Rita Repulsa , among many other roles . When Goodson auditioned for the part , she was told that the creative staff of " The Clone Wars " wanted a " Romanian witch " type of voice . Because of that , Goodson ' s ensuing vocal performance was inspired by the late actress , who notably took part in various classic - era horror movies . Talzin ' s look was based on the " Nightsister Sith witch , " an unused piece of concept art from for what would become Darth Maul .