The Queen Of All Spiders

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The group looks to where the Professor has been looking as the ground shakes once more. "This is bad." Crimson states.

"We have to get out of here." Anakin agrees.

Over the hole a spider leg covered in bone and red veins comes through. Then another, and another. Soon the group could see a Grimm with a spider body but a humanoid upper half. It was feminine in appearance covered in bone. On its head instead of hair were horns curved and twisted. This was it. This was the mother of the nest. An Arachne. It's human like arms contorted and cracked in unnatural positions as it grinned Evilly.

It then spun a web onto the ceiling and began descending. The Widowers dared not move as their mother came down into the Burrow. Once The Arachne got the the ground black ooze pored off from its spider abdomen. From the ooze came hundreds of tiny newborns the size of normal spiders. While on the ground the team could only guess that The Arachne was about 20 foot tall.

"Rex," Lilly starts. "If we get out of here your in for a world of pain."

Rex grimaced. "Is it too late to say sorry?"

Lilly glared at him giving him his answer. "Lilly," Anakin starts. "Punish him later. We still have to deal with... that." The Arachne began drooling red ooze. Once the ooze hit the floor it began sizzling and steaming. "Of course. It can spit acid. Why not."

The Widowers then begin crawling closer slowly. "That plan would be nice right about now." Crimson remarks having his puppeteered Widowers move in a defense position.

The Arachne screeches an ear splitting screech as all of her children charge.  Rex and his Clones begins a barrage of blaster bolts while Lilly fights off those that get too close. Crimson hops onto one of his puppets, and charges in transforming Limbo into its spear form. Port stood by Rex firing off blasts of different dust rounds while Anakin charges strait for the Arachne.

Anakin swings his saber at its leg only for it to bounce off. "What?!" He jumps back and blocks a leg with his saber and another. The Arachne then spits acid which Anakin jumps out of the way from.

"Careful Skywalker. Grimm armor is extremely tough, but an Arachne's is far tougher!" Port explains. Anakin jumps away from another acidic spit before blocking a leg. Anakin knew this wasn't gonna work. He jumps back by Rex, Port, and Lilly.

"Crimson get over here!" Anakin orders. Crimson nods transforming Limbo back into a shotgun and shooting a Widower away before having his puppet throw him back to the group. 

"Gotta plan now?" Crimson asks.

Anakin Grimaced and looked to the ground. That's when an idea came to mind. Anakin kneels down and feels through the force noticing that there was a second cave system below them.

"Yup, and just in time." Anakin says. "Brace yourselves for a fall!"

"WHAT!!" Lilly shouts.

"Duck!" Anakin shouts. All listen as Anakin ignite his second saber and uses the force to spin both in slicing through the crowd. From there he stabs them into the ground around his team and Professor before slicing them in a circle causing the ground to fall out underneath them causing them to fall deeper into another part of the cave. They all get up rather quickly as Rex and his clones start blasting into the hole Anakin had made.

Port notices an exit behind them seeing the forest outside. "Students this way!" The team turns to see it.

"Go I'll cover your escape!" Anakin orders. The others nod and take off to the exit as The Arachne hops down screeching at Anakin. Anakin hold his Sabers in the Jar'Kai lightsaber form. "Come and get it." He mutters.

The Arachne claws at him only to lose an arm while a Widower attacks only to get sliced in half. Anakin then force jumps onto the Arachne's back slicing the other arm before hoping into its head. From there he beheads The Arachne and uses a large force push to send it and the Widowers back. Once he lands he makes a run for the exit being chased by a wave of Widowers. As Anakin approaches the exit he sends a strong force push to the ceiling causing it to cave in just as he hops out into a roll.

"Let's go." Anakin says. "They'll find a way out and follow us if we don't."

"Agreed." Port says. "Young Rex which way?"

Rex looks at his scroll before looking at the direction opposite of the cave. "That way."

Lilly sighs in relief. "Never again." She says. "Please."

"I think we are all in agreement on that Lilly." Anakin says.

"I think this is the last time we let Rex handle directions." Crimson jokes causing Lilly and Anakin to chuckle while Rex glares. The group then begins to continue forward deeper into the forest.

Back at Beacon RWBY and Ahsoka are eating in the cafeteria across from JNPR. "It's nice to meet you." Pyrrha says.

"Likewise." Ahsoka smiles.

"Hey wait," Jaune says. "Where's Anakin and his team?"

"Oh!" Ruby shouts in excitement. "They went on a mission!"

Nora gasps in false hurt. "They went on a mission without us?! I'm hurt, Sad, maybe a bit queasy? That last one isn't there fault though." She looks down in shame.

RWBY and Ahsoka look to Ren for an answer. "She thought it was a good idea to spin in a circle for a while. She's just a bit dizzy."

"Yeah," Nora shrugs. "I thought it would make a great attack for the tournament so I wanted to test how long I could spin with my hammer."

Jaune chuckles at the memory. "Turns out spinning with a large hammer makes it hard to stop." The whole table erupts in laughter while Nora pouts, and Ren pats her shoulder supportively.

After the laughter dies down Blake frowns. "Do you think their okay?"

Ahsoka tilts her head towards Blake. "Anakin? Knowing him he landed right into a Krykna nest." Everybody gave her confused looks. "Large spider like creatures." She explains gaining oh's and ah's. Blake looked less then happy about the statement. "Don't worry. Dispite his knack for getting into bad situations, he also has a knack of almost always getting out mostly unscathed."

Blake nods and takes a breath. "Let's hope."

Yang pats her shoulder. "Don't worry, I'm sure your boyfriend will be back soon."

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