This chapter was a pain to write. The hardest part is figuring out a good lucky charm that fits what I'm writing. Half the time I have a way to defeate a villin without it but it's such a part of every episode… In any case enjoy!

The-Unnamed-Artist, Im sure your words are wonderful. Shoot me a message if you would like!

Chise Sakamoto, Thanks!

Man who likes spiders gets akumafied turning him into Arachnis. Can Ladybug defeat this natural enemy or will Chats wild side get the better of him and cause him to do the unthinkable?

Oh yes... I dont own this show...

Arachnophobia (Part 5)

Their feet his the street and they split away from each other by silent agreement both trying to draw attention so the other could make a move for the badge. At one point Chat almost had it but was forced to back off as Arachnis threw a car at him. The car smashed into the side of a building and knocked a sign almost completely from its moorings as Ladybug yanked a person out of the way of falling debris. The sign stayed up just barely although it hung at a crazy angle and Ladybug darted in with a grimace. This was getting dangerous, far more so than normal not to mention her shoulder as well as her arm was totally numb and she was starting to feel dizzy. Chat threw a chunk of street at Arachnis' head making him twist and snarl. Not wanting her partners distraction to go to waste she made a move at the lab coat and missed as Arachnis saw her coming at the last second dodging back out of reach. His arm flew up web shooter pointing at her and not wanting to get stuck again Ladybug ducked dodging in closer as she tried to avoid getting hit by webbing. Arachnis tracked her and as close as she was Ladybug threw a solid punch at it remembering what had happened the last time. Her strike landed and cracked the casing rendering it useless for shooting webs however it didn't bust wide open as she hoped it would. With a snarl he kicked at her with his human legs and finally her dizziness betrayed her as she dodged Arachnis' attack. Her dodge was sloppy and nowhere near efficient enough to get her out of his range so in the next instant a hairy leg crashed into her throwing her down the street.

"Ladybug!" she heard Chat cry as she hit the ground and rolled the world continuing to spin even as she came to a halt.

"Marinette my magic can't hold this venom off for much longer. We need to use Lucky charm and end this." Tiki cried

"I'm moving." Ladybug murmured pushing herself up with her good arm since her bitten one didn't seem to want to work anymore. Glancing around she saw Chat slashing at Arachnis who managing to grab hold of him threw him at Ladybug as she was getting to her feet. Twisting midair Chat slammed his baton into the ground and he slid to a stop several inches from her legs slightly off to the side in a crouch.

"Are you alright My Lady?" He asked his voice heavily coated with a snarl and Ladybug could see two parallel marks on his suit. Blood pooled up from the tears and she swallowed hard reaching out to place a hand on his head between his ears.

She didn't want to lie to him but she knew if she told the truth he wouldn't allow her to do what needed to be done either. He practically purred at the touch and drawing strength from him she took a deep breath.

"Lucky Charm!" she cried tossing her yoyo up into the air. Light coalesced and a boot formed then dropped to her waiting hand. Instantly her legs went numb and gave out her heart rate speeding up.

Chat twisted to face her as she fell to her butt, his eyes going wide as he realized she couldn't get back up. "Ladybug what?"

Realizing she couldn't lie to him she simply said "Venom, nothing we can do but finish this. What am I supposed to do with this boot though?"

Chat gripped his baton so hard his bones creaked. "I could smash him with it until he is nothing but a smear." He offered the words coming out as a growl.

Arachnis advanced upon them and Ladybug swiftly glanced about the world graying out as Lucky Charm did its magic. Arachnis flashed polka dotted then the broken hanging sign and finally the boot.

"I'll distract him with the boot. You knock him over towards the sign. Try to hit the web shooter thing." Ladybug said and Chat nodded getting out of her way as Arachnis advanced.

"Running away little Cat?" Arachnis snapped his eyes and upper torso following Chats movements.

Ladybug let fly with all of her strength throwing the boot directly at Arachnis face. It smashed into his good eyes and Arachnis screeched clawing at his face as the boots shoelaces caught on his badge yanking it from his coat. "Now!" Ladybug yelled and Chat threw himself forward. Planting his baton and slinging his whole body into the attack he smashed his feet into Arachnis chest and arms. Arachnis flew backwards the damaged web shooter on his arm bursting apart spraying webs everywhere, some of them catching the edge of the sign above him. Arachnis twisted as he tried to avoid the spraying webs and as he pulled he brought the whole sign down upon himself. He shrieked pinned by both his webs and the sign as Chat got back to his feet exhausted.

Turning he caught sight of Ladybug who still sat on the ground hunched over and shaking "Ladybug!" he cried and ran to her side only pausing to scoop up her Lucky Charm and the badge.

"Can you stand?" he asked and she glanced up at him to shake her head. She could hardly see and Tiki was frantic as she tried desperately to hold off the venom as it coursed through her charges system.

"No, gotta purify akuma." She said and Chat bent, lifted her bad arm around his shoulders, before hauling her upright since her own legs couldn't support her anymore.

"Ready?" he whispered as they ignored Arachnis screams.

"Come on out you nasty bug." She said by way of answer as Chat slammed his baton into the badge shattering it. The black butterfly wiggled its way out and Ladybug slung out her yoyo catching it in an instant. Holding the yoyo in her hand Chat pressed a clawed finger to its center allowing the newly purified butterfly go float free.

"Bye bye little butterfly." She managed the yoyo slipping from her hand to clatter against the ground as she slumped against him.

Chat kept her upright as he said "My Lady the charm!" as he pressed the boot into her lax hand. "Ladybug please…" he whispered knowing they had only moments before it would be too late. Her hand tightened around the boot and with him doing most of the work, they threw the boot up into the air together calling "Miraculous Cleanse!"

To Chats relief the boot burst into light that shot off in all directions cleaning up the multiple messes that Arachins had caused. One streak swept around the two of them and healed them though Ladybug slumped unconscious in his arms.

"Ladybug? Ladybug please wake up!" Chat cried his worry overwhelming him as he lowered her to the ground searching for a pulse. For a brief moment he could find one then her body shuddered as she took a deep breath and he found her pulse a deep thump against his fingertips.

People were beginning to come out of there hiding places as the de-akumafied victim asked the closest person what happened. Chat shook Ladybug gently a thousand thoughts whizzing through his mind. She looked peaceful with her eyes closed her lips slightly parted and for a moment he was reminded of someone else. Someone who sat behind him and often times fell asleep. He shook his head clearing it as a few braver people started to approach seeing Ladybug not moving.

"She will be ok." Plagg said interrupting his frantic thoughts "The venom is gone she just needs some sleep. We need to get them to a safe place before they de-transform though."

Her earrings beeped as if echoing the sentiment and gathering her into his arms Chat set off ignoring the questions people threw at him. Sprinting across the rooftops Chat tried to figure out the best place to hide her. He didn't want to randomly walk into a hotel and ask for a room since that would be awkward and he couldn't bring her to his home since his father was there for once. Suddenly he remembered the school and the mostly constructed maze within. He changed course grateful that they were already nearby, seeing the school as her earrings beeped again. Slipping into the gym via window he found a good spot deep within the maze before laying her down. Pulling a sheet off a prop he laid it across her then darted from the tiny room into the corridor beyond as her earrings beeped a final time. He jumped a little at the flash of pink light and it took all of his willpower to not peek and see who his lady really was. He dropped to his butt allowing his own transformation to come undone as he leaned against the wall.

"Can you check on her?" he asked Plagg who happily agreed eager to make sure that Tiki was ok.

A moment later he darted back out. "She is fine but her kwami needs food so I am going to go grab her some stuff."

"Plagg I'm fine she keeps cookies in her purse!" A tiny feminine voice cried from the inside of the room.

Plagg phased back through the wall "Well I need food too and besides they will be fine for ten minutes. We are not their babysitters."

A moment later a red and black blob zipped through the wall and Adrien sighed as he tried to relax. He quickly found he couldn't and the words Plagg had whispered to him after he had nearly gone feral came back to him. "I am a cat and we have strong instincts especially when it comes to our mates. Just be careful because you don't want to lose yourself to those instincts. If you allow them to take over you can go nuts, its happened before."

"My Mate?" Adrien whispered wondering how in the heck he was going to tell Ladybug. She didn't think of him as anything more than partners and here he was reacting as if she were his mate!

A groan echoed from the room behind him sending every nerve he had to full attention.

"Ladybug are you ok?" He asked and a grumble answered him.

"Why am in my schools haunted maze on the floor?" she mumbled making Chat freeze. She recognized this place which meant she was helping build it. Ladybug was in his class!

Adrien cleared his throat "I'm sorry My Lady. You were unconscious and your transformation was about to wear off. This seemed like a good place to stop since it is a maze an all."

"C-Chat?" Ladybug squeaked

"Not to worry I haven't seen who you are or anything though I wouldn't mind knowing who you are." He answered.

There was a beat of awkward silence then "I mean you don't have to show me or anything I just uh you know…Seeing you hurt and stuff next time… I just want you to be safe. I mean if you de-transform and I don't know who you are and I can't find you I won't…" he was rambling and Adrien snapped his jaws shut as Plagg arrived back next to him holding a piece of cheese.

Plagg snickered "You're bright red." He whispered and Adrien groaned realizing the kwamis had returned though it hadn't felt like a long time that they were gone.

"Claws out Plagg." He snapped deciding he would rather listen to him only in his mind where Ladybug couldn't hear his teasing words. One flash of green light later and he was cloaked in leather listening to Plagg whine about not finishing his cheese.

Behind the wall he could make out a whispered conversation though he couldn't tell the words. Finally after an eternity of silence Ladybug sighed as her kwami giggled.

"I promise not to interfere with your civilian life." Chat said "Also…"

"I guess you will have to come find me." She answered her voice filled with good humor as she cut him off midsentence and Chat froze. It was like getting hit in the head with a bucket of ice cold water, for he recognized her voice recognized that tone. After all it had just been earlier that day Marinette had spoken those same words to him. So badly he wanted to rip away the thin wall between him to confirm his guess but he couldn't. He wouldn't.

Instead just barely able to control the tone of his voice he said "That sounds like a challenge My Lady."

Ladybug chuckled "Take it as you wish kitty cat."

"You realize you have just given your kitty permission to hunt yes?" He asked wanting, no needing clarification.

She giggled and Chats eyes widened as she answered "Good luck." he heard her stand then say "Tiki Spots On!"

A flash of pink light illuminated the panel for a brief moment then she came around the wall looking good as new. It was a relief to see her like that, completely uninjured and as he gazed at her a fresh wave of guilt cascaded through him. He hadn't even realized she had been poisoned and then at the end having to hold her up to fix everything… a shudder slid down his spine.

"I'm sorry you were injured because of me." Chat said looking down at the floor and Ladybug stepped closer and pressing two fingers to his chin lifting his gaze back up to hers before pulling him to his feet.

"You take blows for me all the time. Now you know how I feel, I'm sorry I worried you but I am ok now." She whispered

Chat couldn't help himself he reached out pulling her into a hug and for once she didn't squeak or pull away. Instead she returned the hug "I must have really scared you. I'm so sorry Chat."

She was warm and fit perfectly against him just like Marinette had the one time he had hugged her tight. Chat sighed relaxing into her warmth then as a door slammed open nearby they sprang apart.

"I'm telling you I saw him carry her this way!" Alya said and the superhero duos eyes met before letting out almost silent groans.

"Yeah but why would they come to our school?" Nino asked and Ladybug jerked a thumb in the direction of the exit.

Chat nodded giving a sweeping gesture that said after you and she moved off into the dimly lit maze. They could hear Alya and Nino enter the maze from the other side and Chat was surprised at the speed at which Ladybug led him out. The only way she could know it so well was if she designed it herself and that was another nail in the so called coffin as to who he believed Ladybug really was. They exited out an open door and escaped to the rooftops where the evening sky shined bright with the lights of Paris.

"Well I've got to go and get home." Ladybug said her voice soft and Chat nodded suddenly unable to picture her as anyone but Marinette. They had the same hair same eyes and even the way she twisted her fingers nervously was the same as the way Marinette twisted hers.

Suddenly she leaned forward pressing a kiss to his cheek. "Thankyouagain." She said swiftly as Chats jaw dropped.

Before he could say another word however she was off swinging to the next building. "See you tomorrow." He whispered and started his own trek home.

One last chapter!