Ok so here it is! The next chapter! Sorry for the long wait I just had a really hard time with thinking of how I wanted this to go. Just to forewarn you Maka is having troubles with getting things straight in this chapter so yes A LOT of things go unnoticed by her Lol.

I worked really hard on this and hope you enjoy it! Ok :D On with the story!

Disclaimer: I don't own Soul Eater.

The gem and the spider's web

-Recap-

"Hey where do you think your going with my miester!? Arachne! Give her back now!" Soul was starting to sound extremely pissed off to the point that it almost could be described as a growl. If that damn witch did anything to hurt Maka, he was going to tear her to pieces.

-End recap-

She could hear him yelling his death threats at her but it didn't matter, the golem would keep him busy long enough for her to get away without him being able to track them.

Now for the next tiny detail she must take care of, for her plan to succeed as originally scheduled.

Yes, I have finally obtained my gem but there's no time to celebrate quite yet, she is going to have many questions no doubt… I must answer them swiftly without giving away my plans completely. It might freak her out and I know her well enough by now to not come on to her too strongly at first. She will only push me away and never even consider the idea. No, I won't let that happen…. I have to do this slowly and smoothly. I have to lure Maka into my web before I can catch her.

"Why are you taking me?

Where are we going?

What are you planning on doing with me?!" Maka's mind was racing a million miles a minute, scared of what the powerful witch wanted with her.

"…. (Silence)…." Arachne still hasn't spoken a word to Maka yet. It was making her very nervous. But she felt that she had to break the silence and try (even though it probably wouldn't work) to convince the witch to let her go. She isn't just going to sit in her arms and let her do what she wants with her without a fight, despite the fact that she couldn't move.

"You know that I am the mother of all magic weapons. I know you were reading it in the library a few months ago." My spiders did an excellent job at dragging the book into an open area for Maka to spot.

"The DWMA wouldn't even exist if I hadn't conducted my research, and come to think of it ….. your father is a death scythe right?

"… (Silence)…" Maka didn't say anything. She didn't know where this was going.

"And your mother was his meister….hmm well am I right?"

"…" Maka was hesitant to answer. "Yeah, they are. But how do you know that? And what does it have to do with you?!"

"Well, first thing is first; yes I knew you would be suspicious of me, but do know that I have no intention of killing you. So you can be at ease."

Maka was confused by the witch…why would she tell her that?

Arachne was amused by Maka's perplexed look, but instead of laughing, she went on.

"I have been watching you and Soul through the eyes of my dear spiders. You too are very amusing. Really that's how it began; I was simply looking for entertainment, being trapped in a bodiless state for hundreds of years is rather boring after all. But after some time I started becoming more and more interested in you my dear."

Maka was a little startled by that statement.

"I decided you were an important person in the DWMA and started to follow you more closely; especially once I saw how powerful you were starting to become. Simply magnificent." Arachne smiled while remembering the memory of why she started following Maka in the first place, like she was remembering a relaxing day in the spa.

Maka was simply staring at her, like a kid who was waiting for the answer to where babies come from, or something along those lines.

The heritac witch continued, "I could tell you were going to be a very possible threat to me and my organization once I was reborn. So I started to look into killing you."

"But you just said-" Maka began, but Arachne gave her a look and she could tell the queen didn't like being interrupted. So she decided to shut her mouth and listen to her. After all she wasn't in a good position if she ended up pissing her off.

"But somewhere along the way I had… well, developed some sort of connection with you, while learning about your life, and became interested with having you on our side; for more reasons then one."

Maka relaxed a little more after that.

"You are definitely a determined young lady. So I chose to go the more profitable route and went ahead and made plans for meeting with you. Though I had a different way planned, you happaned to come to me isntead, and I would hate to lose an opportunity and have such talent slip by and not even get my word of negotiation in. That would be simply sad."

Maka was simply thinking about what she just said and was trying to get to a reasonable conclusion, "So you started stalk-…eh….. I mean following me and saw me as a threat but now see me as being a possible ally?"

"Yes." Arachne simply replied. She knew Maka was no fool, she's not going to take the bate just yet.

"And you somehow knew that I would be on this mission so you decided to appear now?" Maka was trying to figure out how this was all happening.

"Actually that was pure coincidence; believe it or not I didn't have a clue who Death was sending. That's why I had my partner ready to kill the unsuspecting saps who would be sent to stop the golem. Luckily for me you happened to be one of them. Honestly, when I had spotted you I thought I was dreaming; there was no way the one person I was after happened to be right here at my feet without me having to lift a finger.

But when you started talking and asking questions about who I was then I was certain it really was you, always wanting answers. When I had commanded the golem to start to attack again after I had revealed myself, I went off to the side lines and I started to make plans for how to get you alone; then suddenly you just happened to cut the golem open, it was the perfect opportunity, with the spell I had put on the golem, so I took it. And now here we are."

Maka mentally slapped herself. She should have listened to Soul and got out of there as soon as he said so, right before the spell hit her. Kinda like the time at the church with Crona...

She felt really stupid now. Her stubbornness was really starting to get her and her partner into really bad situations.

"So this worked out perfectly for you and now your trying to make me join you?" Maka said, still a little dumbfound. "Well, am I right?" Maka was still trying to get used to the idea of it all; its just so sudden that she wanted to make sure she was understanding the witch.

"Yes that is correct." Arachne knew Maka was trying to comprehend what was going on and was probably trying to think of some way out of it. But no, she won't give her that chance.

"You know you would be much happier with me. That school doesn't appreciate you the way they should, and really do you truly believe that you yourself deserve to die in battle or let your brilliance shine in the waking of a new era? Maka there is so much to learn, about the witch world and the DWMA, that you haven't even scratched the surface of yet. Join me and I can show you what you are really missing." Arachne watched as her offer sunk in.

"Wait ,what, Noooo! It's wrong to go and betray Lord Death and my friends like that! It would also be betraying everything I have ever believed in! No way!" If Maka could shover the spider witch away harshly she would have. It wasn't going to happen. EVER.

"Really? Would it really be betrayal if it was something like serving the one who was the reason you are even born! It's more like a situation where I gave you life and now you must pay respect and gratitude to me for it." Arachne did not like this, having to play such a low card on Maka, but she had to in order to make her listen to her.

"Wha wha wha wha what do you mean by that!" Maka was scared to know, but everything the spider witch has said so far had been making at least a little sense. But now it didn't make any sense at all! What did she mean by debt!

"If I hadn't turned those people into magical weapons 800 years ago, then the weapons at the academy would never exist, now would they?"

"Well…no, I guess they wouldn't."

"And you would have never met your partner or friends. Actually you would have never been born to begin with." Arachne stated matter of factly. What Arachne had just said made Maka go totally silent in shock. She had never even thought about it before.

"….." As Maka's silence went on Arachne felt her victory nearing. So she decided now was the time to start working her magic. Maka didn't notice anything off at all, she was too lost in thought.

"What's wrong? Why the grim face? There really isn't anything to worry about. You owe me a debt, everyone in the academy does. But you are the only one whose parents were both a weapon and meister; so you are pretty much the only one who has to pay it." And when Arachne said that Maka felt the fear rake through her body. She was to pay the debt that was for her very existence? It just seemed so… sooooo…WRONG!But this was a witch she was listening to. Of course its wrong. There was no way she was going to do anything for her. Not even when she knew it was true...

She had never knew the history of the heretic witch until a few days ago when she happened to come across it in the library. She had never thought about it before; that this woman is, indirectly, the reason that she was even born.

Maka was still dwelling upon the fact; she hadn't even noticed that the witch was staring at her. Or the fact that she had accidentally started to partially close her eyes. She was so deep in thought about it all, but she was also very comfortable here, in the witch's arms; though she would never admit it. And she was starting to doze off a little but when she felt the lady chuckle, she quickly woke back up.

"Aw... How sweet. The precious gem has only been in my arms for a while and is already willing to sleep in them." Arachne said with much glee.

"What ...What do you mean? Precious what? And what do you mean by that?!" Maka was getting angry again, but still couldn't bring herself to full out yell at the lady. Why was that? Why can't she just tell the lady off or not talk at all?

Well it could be because if she made too smart of a comment then the witch could kill her right here and now. Or was it because… she liked hearing her voice when she talked to her. It was smooth and relaxing, and had a bit of a calming effect on her, but was filled with such power and grace and… there was something else she couldn't put her finger on. She noticed it the whole time but it got stronger a minute ago...

All this time while Maka was yet again at a battle in her mind she had failed to notice the witch was putting her down on the ground.

"What…. What… are you doing!" Maka was surprised and didn't know what to do.

She was still scared of what would happen next. But she couldn't seem to stay awake...

"Your tired….. Why don't you go to sleep. It's ok to leave yourself defenseless; hmmm you pretty much are already, so you've really got nothing to lose. You're safe in my arms; that I promise you."

"No! How could I sleep at a time like this!" Maka was trying to stay awake but it wasn't easy with the Arachne's hypnotic voice.

"Why whatever could you mean child. You are in no danger. You should rest easy for once." Arachne meant it too. Maka was in no danger, and she wanted her to rest well.

"What do you mean no danger? I'm... paralyzed and in the arms of... of the enemy and am told I owe you a debt! How is that not ...being... in ...danger?" Maka was trying, she really was trying to be mad but the drowsiness was taking the seriousness right out of her voice, to the point that it was practically a whisper. But Arachne seemed to get the message.

However, that didn't stop her from doing what she wanted to do.

She still had Maka on the ground resting her head on her lap. All she had to do was finish the spell.

And now she finally could.

"Me, the enemy? Please, Maka, you should know better. Well you will soon enough. Now it's time for some shut eye, I can't have you seeing where my fortress is now can I?" She smiled with the webs in her eyes glowing.

"Wha wha wha…," her words fell short with the only image in her eyes being the reflection of the webs in Arachne's.

That's when she started to feel the sleepiness totally take over. And the last thing she remembered noting in her mind before she was totally out was, 'Such a typical witch thing to do, just like...' And then, 'Wait what?'With a vauge image in her head before it all went dark.

And after that she was gone… resting her head on the witch's lap and sleeping like a baby.

Arachne had finally done it. She has claimed her precious gem. Now looking at her delicate, unconscious meister, she smiled at her gently. Then she remembered she should probably call Giriko so he can show her the way to the limo.

So she called upon one of her special spiders in which she knew he would recognize, and sent it to bite him.

Arachne waited patiently, stroking Maka's long ash blonde hair was simply delighting to her. She had never had a child of her own, so she never got the chance to be very motherly before.

Soon enough he came and led them to the limo.

They climbed into the limo and once again had Maka's head laying in Arachne's lap.

Now Maka you are mine.

"So what are you gonna do with her?" Asked Giriko; looking questioningly at the, now sleeping, Maka.

"You'll see." Arachne said while gazing at her precious gem with much love. "You'll see soon enough." And the black limo finally arrived at the entrance point to the base. Now for the fun part.

Anyhow, how did you like it? Was it okay at least? Was it worth the wait (sorry I'm just now realizing why people don't make dead lines too often in their stories, so I'm really sorry for the long wait.)

But I will begin the next part soon….

So the next chapter is going to be focusing on more of Soul and Justin's new dilemma with Lord Death about letting Maka go( more of the embarrassment for Justin's idiocy)

Well R&R please and be ready for the next chapter! Thanks =)

Re-edited on 10-22-17