Arachne Gorgon. Eldest of 3 sisters and Queen of Arachnephobia. She was born a wealthy little witch in a hidden away palace. Witches were not welcome in society but she didn't mind for she did not care much for society or its judgment.

She has long raven hair tied in a neat bun with two loose wavy stands framing either side of her face. Her complexion is a pale porcelain color with dark ruby painted lips, and sapphire blue eyes with the pale marking of a spider web in the center. Curtaining her eyes are long black wispy lashes and thin eyebrows. She wore a long floor length black dress that was fitted perfectly to her feminine figure, a large bust, thin waist, and wide hips. It had a low cut sweetheart neckline with a netted spider web decoration to hold her chest up. And to finish her look long black gloves starting at her forearm and stopping at her delicate wrists, draped down to her feet with an elegant claw like appearance.

As a child she was quiet and very cunning, her parents don't exactly neglect her but they were very busy and didn't pay much attention to little Arachne. Not that they were very loving and emotional people to anyone for that matter. Always very quiet and distant and yet willing to fight for their children and home. Arachne's younger sister Medusa was a menace though. Always in trouble and pestering everyone in anyway she could. Shaula, the youngest of the three, was more quiet but still very misbehaved. All three sisters kept their distance knowing when around each other it only caused trouble. Shaula left home early at 16 years old to attend some academy undercover. And Medusa eventually left home as well at around 18 to study potions and medicine. Arachne left at 19 to be alone in her own palace hidden away from even family so she herself could study magic and weaponry. She was technically an inventor in some ways, she created many machines and weapons and even magic. She really wanted to study and prefect one thing: people who can turn into weapons. To do this she needed a witches soul and so she took one and made her first demon weapon. Already targeted by the grim reapers for being a witch, she was now targeted by her fellow witches as well. It seemed everyone wanted her to die in one way or another when really her "crime" was the taking of an old witches soul who wreaked havoc on many innocents. She brought weapons to life and considered them her own children. Over time she created an organization for herself and her studies, Arachnephobia.

"Giriko, they're back." Arachne's velvet like voice woke the sleeping chainsaw from his beer coma. Giriko is her first ever demon weapon creation, and easily her strongest. Half man, half chainsaw. He had spiky dark blonde hair, a white tank top with an expensive white fur trimmed coat on top, and dark blue jeans. On his hand he wore a large brown enchanter's glove with a large silver gear on the back of it. He didn't look like much but he was an excellent fighter and Arachne counted on him to protect her and her castle since she was in hiding and couldn't let herself be seen.

"Giriko, the academy students are awfully close to the perimeter, go chase them off please." She asked.

"Those little brats are back bothering you again?" he took a swig from his flask of god knows what kind of drink, "I'll get em' big sis." he grinned at her before standing and leaving to find the intruders.

They are not siblings but Giriko often calls Arachne "big sis" or "sister" as a more friendly title and out of the way he views her, although if anything she is more like a mother to him.

Arachne smiled slightly as he went to do his task, she then looked to the desk next to her and noticed a picture in a thin frame next to Giriko's bedside, a picture a him and her. Written over the glass in black pen it read "Big sis". She smiled thinking it was sweet of him to have such things and then she went to her own room. Her room was significantly cleaner and had a large bed in the center with white sheets, black posts, and purple curtains on top. Her room was lit with soft pink lighting and had no windows to keep it dark and more importantly (to her servants) safe. There wasn't much in her room besides the bed and a wardrobe against one of the walls.

She layed halfway down on the edge of her bed with her knees still hanging over the edge. The pink lighting made her look almost like a glowing angel.

knock at the door*

"My lady, Giriko has scared off the threat and has left to visit the enchanters village" she recognized the voice of her butler mosquito behind the door. Mosquito was not a weapon but he wasn't human. She didn't question it much and assumed he was some type of vampire or monster. Mosquito is able to shape shift from previous forms he's lived in his life. When he assumed the role of her butler he became a very tall thin man with a black suit and slicked back short black hair. His bow tie was an elegant shredded cloth with a simple bat in the center. He stood probably 5 inches taller than Arachne who is already quite tall.

"Thank you for the information mosquito. I'll be ready and in the dining hall for dinner in a few minutes." she told him from inside her room as she stood.

"Yes of course my lady." he replied.

Mosquito's relationship with Arachne is far more formal than Giriko's but he does not consider her family like Giriko. To be truthful he loves her though he would never say it to her. He would rather just spend his life protecting her and help her fulfill her dreams.

Arachne walked down to the first floor dining room and sat down at the head of the table with Mosquito next to her. As they were served their meal the quiet hall was disrupted with alarms and ringing and loud crashing. Immediately everyone in the room sprang from their seats and all residents in the castle were ready and surprised. No one had ever gotten close enough to sound all alarms, especially inside the castle.

"Mosquito! What's going on?" Arachne frantically asked. Mosquito was also head of security for Arachnephobia.

"Someone has breached the castle! They're inside my lady, I don't know how they've even found us though?!" He panicked thinking of who could be able to even get inside and avoid all the traps, security, cameras, and motion censors. Lord Death.

Suddenly the back wall broke down and the shinigami/grim reaper known as Lord Death burst threw in a blaze of blue fire.

"I've come to exterminate the witch Arachne! And all members of Arachnephobia shall perish with her!" Lord Death's deep voice boomed through the large room and his intentions were clear.

Arachne's POV

No this can't be happening... how did the reaper find us? My soul protection spell is always on so he can't sense me, and I've made sure my castle is undetectable. Any academy scouts who come within a 5 mile radius are chased away. All my servants wear masks so they are unknown to be followers of mine in their everyday lives. Someone must have told him and his academy where we are! But who would do such a thing? And who knows our location? blasted snake woman! It has to be her... todestroy everything I've worked so hard to protect and study... I cannot let that happen no matter what.

Narrator Speaking

Arachne silently slipped out a back door behind the table while the grim reaper was distracted, only Mosquito noticed her leave but he did not dare say a word, it would attract Lord Death's attention to her presence. Lord Death could not tell where Arachne was because of her soul protection spell. But he did know she was somewhere on the perimeter.

Arachne ran through the long halls down the stairs past the servants quarters and past all the screaming and explosions of the Arachnephobia. Painful hot tears burned her pale blue eyes as she ran. She knew she had to get to Giriko in Loew village. He could protect and hide her soul from the reaper's wrath. Mosquito was smart and powerful enough to escape but he can't protect her like Giriko's enchanter abilities allowed him to. Finally Arachne made it to the castle entrance and now she can run to the village and be safe-

"I'VE FOUND YOU." Lord Death's booming voice cut through any hope Arachne had. His large black silloette seemed to block out the sky. His huge claws (which match her gloves) swiftly slashed her pale shoulder with enough impact to audibly hear it break. She screamed out in pain and pure terror. She was knocked back easily ten feet and stumbled quickly to her feet.

Arachne's POV

It hurts. It hurts. It hurts! "Cast paralyzing webs." I'll cast a spell that shoots invisible web like threads that paralyze anything they touch. I can cast it on my shoulder to numb the pain so I can continue on. Paralyzing webs is usually a defensive spell I use to stop opponents from attacking but it comes in handy for my own injuries as well. Until I can cast a healing ritual I can't move my arm but it no longer hurts. I need to escape but that damn shinigami is way too powerful to face in a 1v1. I'll lose for sure if this continues, my only choice is to run!

"Speed crawler! Illusive venom! " These will help me run at impossible speed and hide my energy so once I've hidden I'm not trackable. The reaper is right behind me though I'm barely faster than him! I just need to get into the forest leading to Loew village then I can slip away in the trees, Lord Death is too big to follow me through the thick brush.

"Get back here you wretched witch! I'll kill you I swear it!" Lord Death called as he started to slow down clearly tired. Yes I'm at the forest! Ouch but its so thick all the branches are overgrown and they're cutting me. My dress is ripped and my face is all cut up and dammit my spells are wearing off since I'm losing so much energy! My shoulder is starting to hurt again and I'm slowing down but Giriko should be able to sense me soon!

Narrator

As she reached the village she knew where to go. An old warehouse Giriko stored golems inside. She had a plan to hide her soul inside a golem and turn her body into spiders to spread out across the world to work as her spys until she awakens again. She knew Giriko would immediately know what had happened when he saw a soul inside a golem. So reluctantly she sealed her violet purple soul away and disguarded her body into spiders and as her body transformed a final tear fell.

The next day at the castle:

Mosquito informed all members of Arachnephobia that their leader is dead. Only Giriko and Mosquito knew that isn't true, their mistress isn't technically dead but her soul is in a kind of sleep mode and her body is destroyed. They did not know when she would awaken but they would stay faithful. Giriko decided to go under the radar and live a "normal" life until Arachne returned. He would hide his rage and powers from the world. He can use his enchanters powers to stay alive for as long as he isn't wounded, he won't die of old age or anything but if he is stabbed for example he can die. He officially moved into Loew village to guard the golem and protect Arachne's soul.

Mosquito vowed to continue to secretly regather Arachnephobia and make her empire stronger than ever so when Arachne came back she would be pleased and have the power to strike back at the academy. He had her castle relocated and rebuilt. He would continue to work as hard as possible even in her absence.

Unknown to them Arachne was watching everything they did through the eyes of the spiders made from her body. She could not act, move, or speak in this state however. Only observe from the perspective of a small creature.

800 years came and went and she wa still "sleeping" her servants continued to work hard although many died purely of old age. Very few were immortal like Giriko and Mosquito. In the rest of the world wars came and went, technology improved, transportation became easier, and her demon weapons now worked for the DWMA, the same academy Lord Death ran to kill all witches. Lord Death presumed Arachne died somewhere in the forest from injuries since her organization seemed to disappear off of his radar. He had bigger problems now anyway. The kishin Asura has awakened and is spreading madness throughout the world. This is just the thing Arachne needed to awaken. To revive herself she needed high madness energy wavelengths provided by a kishin. Finally after eight centuries of doing nothing she could be free and reunited with her body.

Giriko and Mosquito knew with the revival of Asura would bring Arachne back to life so Mosquito prepared a welcome party at the castle and a limousine to escort her back to Arachnephobia. Giriko readied himself by sharpening his chain saw blades and escorting 3 academy students to the golem as a trap for them. Arachne watched and gathered her powers, she will be tired and have trouble walking let alone fighting when she revives. As Giriko fought the students who wanted to destroy the golem one student got a hit in and slashed the golems side open. Instantly Arachne shot her paralyzing webs out into the wound and at the student. She still needed to gather her spiders so she would have to hang on a few more minutes as the thousands of spiders crawled up the golem. Slowly her silloette started to form in the spiders until her figure stepped out of the swarm. An eager Giriko watched from a couple yards away. He couldn't help but smile and slightly blush as she emerged from the spiders with such mystifying elegance. She looked like sleeping beauty waking up for the first time as her pale striking blue eyes fluttered open.

Arachne's POV

Finally. After 8 centuries I'm able to move and breathe and go home. All it took was the kishin's revival, I guess that means Asura saved me... I'd like to return the favor and take care of him. Ah I must handle the situation in front of me now. Three academy students and a death scythe want Giriko and I dead. At the moment I can't fight I'm barely able to stand, we need to retreat.

"Giriko-"

"WHAT DO YOU WANT LADY?! I'M BUSY!" he shouted back in mindless frustration from starting to lose the fight against the death scythe. Arachne was not in the mood for immaturity though. Two angry glowing violet eyes peered above an elegant black fan as she sat on one of the golems shoulders.

"Giriko. I detest children who shout. Shouldn't you know that by now? " Arachne said in a calm but threatening voice. Instantly Giriko got the message.

"How may I help you my lady?" now innocently smiling up at her like a completely different man.

"It's time for our retreat. Someone is waiting for us." she said patiently.

"retreat?" Giriko did not like to retreat but when he noticed how tired the golem was he knew they had no choice so he walked over and helped Arachne off of the golems shoulder. As she jumped down to him he called back at the death scythe "We'll finish this later death scythe."

Giriko's POV

Dammit, I really wanted to kill those guys, especially that cocky little death scythe. Emeth (the golem) is really tired he can barely fight anymore. That means big sis (Arachne) is probably just as tired. She doesn't look like she's struggling though? Just as always she's standing tall and strait not out of breath or flushed. Well her eyes are kinda tired looking but they're usually partially closed so that's not really new. But by the look of the golem and her not joining in the fight sis is exhausted. I'll carry her till we find Mosquito.

Arachne was honestly glad Giriko got the hint that she needed assistance it would've been a little embarrassing to ask. Although she didn't expect him to just lift her into his arms bridal style without warning and ride away from the fight on his chains. She fit well in his embrace and simply held her fan elegantly over her face. It took about 6 minutes before they were far enough and Arachne would walk the few yards to the car. She did not want Mosquito to see Giriko holding her. Those two constantly fought and argued so seeing Giriko holding her like that would surely piss Mosquito off. When they were walking the two came upon a red carpet leading to a luxurious black limousine. Giriko was mostly wondering how the hell Mosquito got a red carpet in the middle of the forest. Next to the limo was Mosquito but he was no longer the tall attractive vampire he was 800 years ago. He had shifted his form to an short old man with a pointy nose and top hat. And when I say short I mean short. With the tall top hat he only stood around an inch or two taller than the vehicle's tire. He barely came above Arachne's knees. She was a tall woman but good lord Mosquito had shrunk. He used to be taller than she was.

"Lady Arachne, I've been awaiting your arrival, I've prepared some champagne for you as well." the small man said proudly.

"Yes... thank you Mosquito." she was a little taken aback by his new appearance. While "sleeping" over the years she did see him transform several times including this transformation but that was through the eyes of a small spider, from that perspective he was still quite larger. So she was surprised to see just how small he had really become. She got into the back of the limousine on the drivers side and Giriko sat next to her on the opposite side. Arachne quietly sipped her champagne while Giriko grumbled to himself.

"God this car is so cramped and stuffy." he complained. He then activated his chainsaw leg and sawed off the roof of the car and kicked it away with one swift motion causing glass shards to rain down. "There, that's better." he grinned knowing full well Mosquito worked very hard to get this car perfect for his mistress who simply glared over her fan which now covered all except her eyes.

"YOU DAMN PUNK!" Mosquito fumed from the drivers seat furious at the chainsaw man. "WHAT IF THE GLASS HAD HIT LADY ARACHNE?!" he was red as blood with rage.

"Whattt look she's fine, I'm not stupid enough to let her get hurt old man." Giriko retorted.

"Who are you calling old?! I'll cut you into tiny pieces you disrespectful punk!"

"Shut up, we all know you only follow big sis because you wanna get in her dress~" at this comment Mosquito turned bright red but not out of rage, as he was about to fire back at Giriko, Arachne chimed in.

"Enough fighting. I'm exhausted, just hurry back to the castle. And Giriko, do not say such lewd things concerning me again." Her velvet like voice was calm but laced with warning and threat. After that neither men argued and Mosquito just began driving while Giriko looked out what was left of his window while grumbling something about it being just a joke. Arachne just kept her fan at her face and looked out her own shattered window (thanks to Giriko). She thought about that last comment towards Mosquito that Giriko made and she knew it was at least partially true. She isn't blind she can tell Mosquito likes her more than a normal butler would admire their master. She pushed the thought away and just admired the tranquility of the forest around them filled with wild flowers.

Of course Giriko doesn't know how to keep quiet for long and after around 15 minutes of driving he spoke again.

"So sis what are you going to do about the kishin Asura?" He inquired.

"I would like to form an alliance with him, he could be very beneficial to Arachnephobia and our plans." she said plainly as she folded her fan and set it in her lap.

"My Lady, are you sure that's a wise decision? The kishin is a god of madness who's able to swallow souls like candy. It could be dangerous..." Mosquito said with a concerned look on his face.

He did not trust Asura. Asura is Lord Death's son. But grim reapers don't have to have a female partner to have a child, Lord Death took a piece of his own soul and gave it a body. But Lord Death purposely took the piece of his soul that contained all of his fear and anxiety to rid himself of it all. Asura is the embodyment of paranoia and nightmares. He is a very unstable being. All this fear made him power hungry and he started consuming human souls, that is how he became a kishin.

"I'm sure his power will be more than worth it, after all every organization in the world wants to either kill him, or make an alliance with him." the spider witch replied confidently.

At Baba Yaga Castle

This time her kingdom is underground in the middle of the rainforest. As she, Mosquito, and Giriko walked through a cave to the front of the huge spider shaped palace they were surrounded by thousands of eyes. Giriko flinched at the sight and Mosquito just looked around them while Arachne stood her ground with a grin on her porcelain face. Cheering started in the distance quietly at first and then becoming louder.

"LADY ARACHNE, CONGRATULATIONS ON YOUR REVIVAL!" from the darkness came every member of her organization chanting and cheering for the revival of their leader. Thousands of her followers all dressed in black robes with a simple white spider mask jumped and cheered for the elegant woman before them. A smug smile crossed Arachne's face before she said quietly to herself:

"I will defeat you, death."