Having participated in the Second Battle of Adler as Rear Admiral Lester Tourville's flagship, she was ordered to accompany PNS Tepes to the prison planet Hades. Through a recon drone, she recorded the fact that two small crafts escaped from Tepes before she was destroyed, but Admiral Tourville and Shannon Foraker erased the record. (HH7)
For months, Count Tilly and her crew were held for investigation by Secretary of State Security Oscar Saint-Just. Once cleared, she remained now-Vice Admiral Tourville's flagship for Task Force 12.2 during the execution of Operation Icarus. (HH8)
- Captain Alfred Hewitt – Commanding Officer
- Chief Petty Officer Hunley – chief of the watch
- The ship was likely named for Johann Tserclaes, Count of Tilly, one of the most important figures of the Thirty Years' War.